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 811-21423
The Gabelli Dividend & Income Trust
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2007 - June 30, 2008
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2007 TO JUNE 30, 2008
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STATOIL ASA STO SPECIAL MEETING DATE: 07/05/2007
ISSUER: 85771P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
03 ELECTION OF THE CHAIR. Management For For
04 ELECTION OF PERSON TO CO-SIGN THE MINUTES TOGETHER Management For For
WITH THE CHAIR.
05 APPROVAL OF INVITATION AND AGENDA. Management For For
07 APPROVAL OF THE PLAN TO MERGE STATOIL AND HYDRO Management For For
S PETROLEUM ACTIVITIES.
8A CAPITAL INCREASE - SHARES AS CONSIDERATION. Management For For
8B AMENDMENTS TO THE ARTICLES OF ASSOCIATION AS Management For For
A CONSEQUENCE OF THE MERGER ETC.
8C ELECTION OF SHAREHOLDER-ELECTED MEMBERS TO THE Management For For
CORPORATE ASSEMBLY.
8D ELECTION OF THE ELECTION COMMITTEE. Management For For
09 CAPITAL REDUCTION - STRIKING-OFF OF TREASURY Management For For
SHARES AND REDEMPTION OF SHARES HELD BY THE STATE.
FREEPORT-MCMORAN COPPER & GOLD INC. FCX ANNUAL MEETING DATE: 07/10/2007
ISSUER: 35671D857 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD C. ADKERSON Management For For
ROBERT J. ALLISON, JR. Management For For
ROBERT A. DAY Management For For
GERALD J. FORD Management For For
H. DEVON GRAHAM, JR. Management For For
J. BENNETT JOHNSTON Management For For
CHARLES C. KRULAK Management For For
BOBBY LEE LACKEY Management For For
JON C. MADONNA Management For For
DUSTAN E. MCCOY Management For For
GABRIELLE K. MCDONALD Management For For
JAMES R. MOFFETT Management For For
B.M. RANKIN, JR. Management For For
J. STAPLETON ROY Management For For
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STEPHEN H. SIEGELE Management For For
J. TAYLOR WHARTON Management For For
03 ADOPTION OF THE PROPOSED AMENDMENTS TO THE 2006 Management Against Against
STOCK INCENTIVE PLAN.
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS.
BT GROUP PLC BT ANNUAL MEETING DATE: 07/19/2007
ISSUER: 05577E101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 REPORTS AND ACCOUNTS Management For For
02 REMUNERATION REPORT Management For For
03 FINAL DIVIDEND Management For For
04 RE-ELECT SIR CHRISTOPHER BLAND Management For For
05 RE-ELECT ANDY GREEN Management For For
06 RE-ELECT IAN LIVINGSTON Management For For
07 RE-ELECT JOHN NELSON Management For For
08 ELECT DEBORAH LATHEN Management For For
09 ELECT FRANCOIS BARRAULT Management For For
10 REAPPOINTMENT OF AUDITORS Management For For
11 REMUNERATION OF AUDITORS Management For For
12 AUTHORITY TO ALLOT SHARES Management For For
13 AUTHORITY TO ALLOT SHARES FOR CASH SPECIAL RESOLUTION Management For For
14 AUTHORITY TO PURCHASE OWN SHARES SPECIAL RESOLUTION Management For For
15 AUTHORISE ELECTRONIC COMMUNICATIONS SPECIAL RESOLUTION Management For For
16 AUTHORITY FOR POLITICAL DONATIONS Management For For
LEGG MASON, INC. LM ANNUAL MEETING DATE: 07/19/2007
ISSUER: 524901105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
HAROLD L. ADAMS* Management For For
RAYMOND A. MASON* Management For For
MARGARET M. RICHARDSON* Management For For
KURT L. SCHMOKE* Management For For
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ROBERT E. ANGELICA** Management For For
02 AMENDMENT OF THE LEGG MASON, INC. 1996 EQUITY Management Against Against
INCENTIVE PLAN.
03 AMENDMENT OF THE LEGG MASON, INC. NON-EMPLOYEE Management For For
DIRECTOR EQUITY PLAN.
04 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
05 STOCKHOLDER PROPOSAL RELATING TO AN INDEPENDENT Shareholder Against For
DIRECTOR SERVING AS THE CHAIRMAN OF THE BOARD.
FLORIDA EAST COAST INDUSTRIES, INC. FLA SPECIAL MEETING DATE: 07/24/2007
ISSUER: 340632108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 8, 2007, BY AND AMONG IRON HORSE
ACQUISITION HOLDING LLC, IRON HORSE ACQUISITION
SUB INC. AND FLORIDA EAST COAST INDUSTRIES, INC.
(THE MERGER AGREEMENT ).
02 APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
FOR AMONG OTHER REASONS, THE SOLICITATION OF
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE MERGER AGREEMENT.
VODAFONE GROUP PLC VOD ANNUAL MEETING DATE: 07/24/2007
ISSUER: 92857W209 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
27 TO ISSUE COMPANY BONDS DIRECTLY TO SHAREHOLDERS, Management Against For
INCREASING THE GROUP S INDEBTEDNESS
26 TO SEPARATE OUT THE COMPANY S 45% INTEREST IN Management Against For
VERIZON WIRELESS FROM ITS OTHER ASSETS BY TRACKING
SHARES OR SPIN OFF
25 TO AMEND ARTICLE 114.1 OF THE COMPANY S ARTICLES Management Against For
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OF ASSOCIATION (SPECIAL RESOLUTION)
24 TO ADOPT NEW ARTICLES OF ASSOCIATION (SPECIAL Management For For
RESOLUTION)
23 TO AUTHORISE THE COMPANY TO SEND OR SUPPLY DOCUMENTS Management For For
OR INFORMATION TO SHAREHOLDERS IN ELECTRONIC
FORM OR BY MEANS OF A WEBSITE (SPECIAL RESOLUTION)
22 TO AUTHORISE THE COMPANY S PURCHASE OF ITS OWN Management For For
SHARES (SECTION 166, COMPANIES ACT 1985) (SPECIAL
RESOLUTION)
21 TO RENEW THE AUTHORITY TO DIS-APPLY PRE-EMPTION Management For For
RIGHTS UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES
OF ASSOCIATION (SPECIAL RESOLUTION)
20 TO RENEW THE AUTHORITY TO ALLOT SHARES UNDER Management For For
ARTICLE 16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION
19 TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE Management For For
THE REMUNERATION OF THE AUDITORS
18 TO RE-APPOINT DELOITTE & TOUCHE LLP AS AUDITORS Management For For
17 TO APPROVE THE REMUNERATION REPORT Management For For
16 TO APPROVE A FINAL DIVIDEND OF 4.41P PER ORDINARY Management For For
SHARE
15 TO ELECT SIMON MURRAY AS A DIRECTOR Management For For
14 TO ELECT NICK LAND AS A DIRECTOR Management For For
28 TO AMEND THE COMPANY S ARTICLES OF ASSOCIATION Management Against For
TO LIMIT THE COMPANY S ABILITY TO MAKE ACQUISITIONS
WITHOUT APPROVAL BY SPECIAL RESOLUTION (SPECIAL
RESOLUTION)
13 TO ELECT ALAN JEBSON AS A DIRECTOR Management For For
12 TO ELECT VITTORIO COLAO AS A DIRECTOR Management For For
11 TO RE-ELECT PHILIP YEA AS A DIRECTOR (MEMBER Management For For
OF THE REMUNERATION COMMITTEE)
10 TO RE-ELECT ANTHONY WATSON AS A DIRECTOR (MEMBER Management For For
OF THE REMUNERATION COMMITTEE)
09 TO RE-ELECT LUC VANDEVELDE AS A DIRECTOR (MEMBER Management For For
OF THE NOMINATIONS AND GOVERNANCE COMMITTEE)
(MEMBER OF THE REMUNERATION COMMITTEE)
08 TO RE-ELECT PROFESSOR JURGEN SCHREMPP AS A DIRECTOR Management For For
(MEMBER OF THE NOMINATIONS AND GOVERNANCE COMMITTEE)
(MEMBER OF THE REMUNERATION COMMITTEE)
07 TO RE-ELECT ANNE LAUVERGEON AS A DIRECTOR (MEMBER Management For For
OF THE AUDIT COMMITTEE)
06 TO RE-ELECT ANDY HALFORD AS A DIRECTOR Management For For
05 TO RE-ELECT JOHN BUCHANAN AS A DIRECTOR (MEMBER Management For For
OF THE AUDIT COMMITTEE) (MEMBER OF THE NOMINATIONS
AND GOVERNANCE COMMITTEE)
04 TO RE-ELECT DR MICHAEL BOSKIN AS A DIRECTOR (MEMBER Management For For
OF THE AUDIT COMMITTEE) (MEMBER OF THE REMUNERATION
COMMITTEE)
03 TO RE-ELECT ARUN SARIN AS A DIRECTOR (MEMBER Management For For
OF THE NOMINATIONS AND GOVERNANCE COMMITTEE)
02 TO RE-ELECT SIR JOHN BOND AS A DIRECTOR (MEMBER Management For For
OF THE NOMINATIONS AND GOVERNANCE COMMITTEE)
01 TO RECEIVE THE REPORT OF THE DIRECTORS AND FINANCIAL Management For For
STATEMENTS FOR THE YEAR ENDED 31 MARCH 2007.
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FIRST REPUBLIC BANK FRC SPECIAL MEETING DATE: 07/26/2007
ISSUER: 336158100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO APPROVE THE PLAN OF MERGER CONTAINED IN THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF JANUARY
29, 2007, AMONG MERRILL LYNCH & CO., INC., FIRST
REPUBLIC BANK AND MERRILL LYNCH BANK & TRUST
CO., FSB, A WHOLLY OWNED SUBSIDIARY OF MERRILL
LYNCH & CO., INC., AS IT MAY BE AMENDED FROM
TIME TO TIME, ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
02 TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY Management For For
COME BEFORE THE SPECIAL MEETING OR ANY ADJOURNMENT
OR POSTPONEMENT OF THE SPECIAL MEETING, IF NECESSARY
INCLUDING TO SOLICIT ADDITIONAL PROXIES.
INTERNATIONAL SECURITIES EXCHANGE, H ISE SPECIAL MEETING DATE: 07/27/2007
ISSUER: 46031W204 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF APRIL 30, 2007, BY AND AMONG EUREX FRANKFURT
AG, AN AKTIENGESELLSCHAFT ORGANIZED UNDER THE
LAWS OF THE FEDERAL REPUBLIC OF GERMANY, IVAN
ACQUISITION CO., A DELAWARE CORPORATION AND A
WHOLLY-OWNED INDIRECT SUBSIDIARY OF EUREX FRANKFURT
AG, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT
02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY Management For For
OR APPROPRIATE, FOR THE PURPOSE OF SOLICITING
ADDITIONAL PROXIES
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NATIONAL GRID PLC NGG ANNUAL MEETING DATE: 07/30/2007
ISSUER: 636274300 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
17 TO APPROVE THE CHANGES TO THE PERFORMANCE SHARE Management For *Management Position Unknown
PLAN RULES
16 TO APPROVE THE BROKER CONTRACT FOR THE REPURCHASE Management For *Management Position Unknown
OF B SHARES
15 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN Management For *Management Position Unknown
B SHARES
14 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN Management For *Management Position Unknown
ORDINARY SHARES
13 TO DISAPPLY PRE-EMPTION RIGHTS Management For *Management Position Unknown
12 TO APPROVE THE AMENDED NATIONAL GRID USA INCENTIVE Management For *Management Position Unknown
THRIFT PLANS I AND II
11 TO AUTHORISE THE DIRECTORS TO ISSUE ORDINARY SHARES Management For *Management Position Unknown
10 TO ALLOW THE SUPPLY OF DOCUMENTS ELECTRONICALLY Management For *Management Position Unknown
09 TO APPROVE THE DIRECTORS REMUNERATION REPORT Management For *Management Position Unknown
08 TO AUTHORISE THE DIRECTORS TO SET THE AUDITOR Management For *Management Position Unknown
S REMUNERATION
07 TO REAPPOINT THE AUDITOR, PRICEWATERHOUSECOOPERS Management For *Management Position Unknown
LLP
06 TO RE-ELECT LINDA ADAMANY Management For *Management Position Unknown
05 TO RE-RLECT MARK FAIRBAIRN Management For *Management Position Unknown
04 TO RE-ELECT MARIA RICHTER Management For *Management Position Unknown
03 TO RE-ELECT EDWARD ASTLE Management For *Management Position Unknown
02 TO DECLARE A FINAL DIVIDEND Management For *Management Position Unknown
01 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS Management For *Management Position Unknown
EGL, INC. EAGL ANNUAL MEETING DATE: 07/31/2007
ISSUER: 268484102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 24, 2007, AMONG CEVA GROUP PLC,
CEVA TEXAS HOLDCO INC., AND EGL, INC., AS IT
MAY BE AMENDED FROM TIME TO TIME.
02 APPROVAL OF THE ADJOURNMENT OF THE ANNUAL MEETING Management For For
TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE ANNUAL MEETING TO APPROVE THE AGREEMENT AND
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PLAN OF MERGER, DATED AS OF MAY 24, 2007, AMONG
CEVA GROUP PLC, CEVA TEXAS HOLDCO INC., AND EGL,
INC., AS IT MAY BE AMENDED FROM TIME TO TIME.
03 DIRECTOR Management For
JAMES R. CRANE Management For For
FRANK J. HEVRDEJS Management For For
PAUL WILLIAM HOBBY Management For For
MICHAEL K. JHIN Management For For
MILTON CARROLL Management For For
NEIL E. KELLEY Management For For
JAMES FLAGG Management For For
SHERMAN WOLFF Management For For
FIRST DATA CORPORATION FDC SPECIAL MEETING DATE: 07/31/2007
ISSUER: 319963104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF APRIL 1, 2007, AMONG NEW OMAHA HOLDINGS
L.P., OMAHA ACQUISITION CORPORATION AND FIRST
DATA CORPORATION, AS IT MAY BE AMENDED FROM TIME
TO TIME.
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT
AND PLAN OF MERGER REFERRED TO IN 1.
REMY COINTREAU SA, COGNAC RCO.PA EGM MEETING DATE: 07/31/2007
ISSUER: F7725A100 ISIN: FR0000130395
SEDOL: 4721352, B01DPS0, 4741714
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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
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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 REPORTS OF THE BOARD OF DIRECTORS Management For *Management Position Unknown
AND THE AUDITORS, APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YEAR ENDING IN 2006, AS PRESENTED;
EARNINGS
O.2 APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For *Management Position Unknown
AND THE INCOME FOR THE FY BE APPROPRIATED AS
FOLLOWS: EARNINGS FOR THE FY: EUR 175,629,723.44,
PRIOR RETAINED EARNINGS: EUR 37,696,670.24, DISTRIBUTABLE
INCOME: EUR 213,326,393.68, LEGAL RESERVES: EUR
78,985.28, DIVIDENDS: EUR 55,199,762.40, RETAINED
EARNINGS: EUR 158,047,646.00, GLOBAL AMOUNT:
EUR 213,326,393.68, 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;
AUTHORIZE THE BOARD OF DIRECTORS TO TAKE ALL
NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES
O.3 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For *Management Position Unknown
AND THE AUDITORS, APPROVE THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE SAID YE, IN THE FORM PRESENTED
TO THE MEETING; LOSS FOR THE FY: EUR - 23,031,000.00
O.4 RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For *Management Position Unknown
AGREEMENTS GOVERNED BY THE ARTICLE L.225-38 AND
L.225-40 OF THE FRENCH COMMERCIAL CODE, APPROVE
THE AGREEMENTS ENTERED INTO OR WHICH REMAINED
IN FORCE DURING THE FY
O.5 GRANT PERMANENT DISCHARGE TO THE BOARD OF DIRECTORS Management For *Management Position Unknown
FOR THE PERFORMANCE OF THEIR DUTIES DURING THE
FY
O.8 APPOINT MR. TIM JONES AS AN EXECUTIVE DIRECTOR Management For *Management Position Unknown
FOR A 3 YEAR PERIOD
O.6 APPROVE TO RENEW THE APPOINTMENT OF MR. MARC Management For *Management Position Unknown
HERIARD DUBREUIL AS AN EXECUTIVEDIRECTOR FOR
A 3 YEAR PERIOD
O.7 APPROVE TO RENEW THE APPOINTMENT OF MR. JEAN Management For *Management Position Unknown
BURELLE AS AN EXECUTIVE DIRECTORFOR A 3 YEAR
PERIOD
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O.9 APPROVE TO AWARD TOTAL ANNUAL FEES OF EUR 294,000.00 Management For *Management Position Unknown
TO THE BOARD OF DIRECTORS
O.10 AUTHORIZE THE BOARD OF DIRECTORS TO BUY BACK Management For *Management Position Unknown
THE COMPANY S SHARES ON THE OPENMARKET, SUBJECT
TO THE CONDITIONS: MAXIMUM PURCHASE PRICE: EUR
60.00, MINIMUM SALE PRICE: 30.00, MAXIMUM NUMBER
OF SHARES TO BE ACQUIRED: 10% OF THE SHARE CAPITAL,
MAXIMUM FUNDS INVESTED IN THE SHARE BUYBACKS:
EUR 241,738,800.00; AUTHORITY EXPIRES AFTER 18
MONTHS; AND THIS AUTHORIZATION SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 27 JUL 2006 IN
ITS RESOLUTION 13 AND TO TAKE ALL NECESSARY FORMALITIES
O.11 GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For *Management Position Unknown
A COPY OR EXTRACT OF THE MINUTES OF THE MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY THE LAW
E.12 AMEND, AS A CONSEQUENCE OF THE REGULATION CHANGES, Management For *Management Position Unknown
THE ARTICLE 23.1 OF THE BY-LAWS CONCERNING THE
MODALITIES OF CONVENING AND ATTENDANCE OF THE
SHAREHOLDERS TO THE GENERAL MEETINGS OF THE COMPANY
E.13 AMEND, AS A CONSEQUENCE OF THE REGULATION CHANGES, Management For *Management Position Unknown
THE ARTICLE 23.6 OF THE BY-LAWS CONCERNING THE
MODALITIES OF CONVENING AND ATTENDANCE OF THE
SHAREHOLDERS TO THE GENERAL MEETINGS OF THE COMPANY
* PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting *Management Position Unknown
YOU.
E.14 AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE Management For *Management Position Unknown
CAPITAL, ON 1 OR MORE OCCASIONS AND ITS SOLE
DISCRETION, BY CANCELING ALL OR PART OF THE COMPANY
S OWN SHARES IN CONNECTION WITH A STOCK REPURCHASE
PLAN, UP TO A MAXIMUM OF 10% OF THE SHARE CAPITAL
OVER A 24 MONTH PERIOD, AUTHORITY EXPIRES AFTER
18 MONTHS; THIS AUTHORIZATIONS SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 27 JUL 2006 IN
ITS RESOLUTION 19
E.15 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For *Management Position Unknown
THE CAPITAL, ON 1 OR MORE OCCASIONS, IN FRANCE
OR ABROAD, BY A MAXIMUM NOMINAL AMOUNT OF EUR
30,000,000.00, WHICH IS COMMON WITH THE RESOLUTION
16, BY ISSUANCE, WITH PREFERRED SUBSCRIPTION
RIGHTS MAINTAINED, OF SHARES AND OR DEBT SECURITIES;
THE MAXIMUM NOMINAL AMOUNT OF DEBT SECURITIES
WHICH MAY BE ISSUED SHALL NOT EXCEED EUR 750,000,000.00;
AUTHORITY EXPIRES AFTER 26 MONTHS AND TO TAKE
ALL NECESSARY FORMALITIES; THIS DELEGATION OF
POWERS SUPERSEDES ANY AND ALL EARLIER DELEGATIONS
TO THE SAME EFFECT
E.16 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For *Management Position Unknown
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THE CAPITAL, ON 1 OR MORE OCCASIONS, IN FRANCE
OR ABROAD, BY A MAXIMUM NOMINAL AMOUNT OF EUR
30,000,000.00, BY ISSUANCE, WITHOUT PREFERRED
SUBSCRIPTION RIGHTS MAINTAINED, OF SHARES AND
OR DEBT SECURITIES; THE MAXIMUM NOMINAL AMOUNT
OF DEBT SECURITIES WHICH MAY BE ISSUED SHALL
NOT EXCEED EUR 750,000,000.00; AUTHORITY EXPIRES
AFTER 26 MONTHS AND TO TAKE ALL NECESSARY FORMALITIES;
THIS DELEGATION OF POWERS SUPERSEDES ANY AND
ALL EARLIER DELEGATIONS TO THE SAME EFFECT
E.17 AUTHORIZE THE BOARD OF DIRECTORS TO GRANT, IN Management For *Management Position Unknown
1 OR MORE TRANSACTIONS, TO BENEFICIARIES TO BE
CHOSEN BY IT, OPTIONS GIVING THE RIGHT EITHER
TO SUBSCRIBE FOR NEW SHARES IN THE COMPANY TO
BE ISSUED THROUGH A SHARE CAPITAL INCREASE, OR
TO PURCHASE EXISTING SHARES PURCHASED BY THE
COMPANY, IT BEING PROVIDED THAT THE OPTIONS SHALL
NOT GIVE RIGHTS TO A TOTAL NUMBER OF SHARES,
WHICH SHALL EXCEED 3% OF THE SHARE CAPITAL; AUTHORITY
EXPIRES AFTER 38 MONTHS; AND APPROVE TO CANCEL
THE SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS;
AUTHORIZE THE BOARD OF DIRECTORS TO TAKE ALL
NECESSARY FORMALITIES; THIS AUTHORIZATIONS SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 07 SEP 2004 IN
ITS RESOLUTION 7
E.18 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For *Management Position Unknown
THE CAPITAL, ON 1 OR MORE OCCASIONS, AT ITS SOLE
DISCRETION, IN FAVOUR OF EMPLOYEES AND CORPORATE
OFFICERS OF THE COMPANY WHO ARE MEMBERS OF A
COMPANY SAVING PLAN; AUTHORITY EXPIRES AFTER
26 MONTHS AND FOR A NOMINAL AMOUNT THAT SHALL
NOT EXCEED EUR 1,400,000.00; AND TO TAKE ALL
NECESSARY FORMALITIES
E.19 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For *Management Position Unknown
THE NUMBER OF SECURITIES TO BE ISSUED IN THE
EVENT OF A CAPITAL INCREASE IN CASE OF AN EXCESS
DEMAND, AT THE SAME PRICE AS THE INITIAL ISSUE,
WITHIN 30 DAYS OF THE CLOSING OF SUBSCRIPTION
PERIOD AND UP TO A MAXIMUM OF 15% OF THE INITIAL
ISSUE; AUTHORITY EXPIRES AFTER 26 MONTHS AND
TO TAKE ALL NECESSARY FORMALITIES; THIS AUTHORIZATIONS
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 28 JUL
2006 IN ITS RESOLUTION 19
E.20 AUTHORIZE THE BOARD OF DIRECTORS, FOLLOWING THE Management For *Management Position Unknown
APPROVAL OF THE RESOLUTIONS 15 AND 16, FOR A
26- MONTH PERIOD AND WITHIN THE LIMIT OF 10%
OF THE COMPANY S SHARE CAPITAL, TO SET THE ISSUE
PRICE OF THE ORDINARY SHARES OR SECURITIES TO
BE ISSUED, IN ACCORDANCE WITH THE TERMS AND CONDITIONS
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AS SPECIFIED; APPROVE TO CANCEL THE PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOUR
E.21 AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE Management For *Management Position Unknown
CAPITAL, ON 1 OR MORE OCCASIONS AND AT ITS SOLE
DISCRETION, BY CANCELING ALL OR PART OF THE SHARES
HELD BY THE COMPANY IN CONNECTION WITH A STOCK
REPURCHASE PLAN, UP TO A MAXIMUM OF 30% OF THE
SHARE CAPITAL; AUTHORITY EXPIRES AFTER 36 MONTHS
AND TO TAKE ALL NECESSARY FORMALITIES; THIS AUTHORIZATIONS
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 07 SEP
2004 IN ITS RESOLUTION 16
E.22 RECEIVE THE REPORT OF THE BOARD OF DIRECTORS, Management For *Management Position Unknown
APPROVE VARIOUS DELEGATIONS GIVEN TO IT AT THE
PRESENT MEETING SHALL BE USED IN WHOLE OR IN
PART IN ACCORDANCE WITH THE LEGAL PROVISIONS
IN FORCE, DURING PERIODS WHEN CASH OR STOCK TENDER
OFFERS ARE IN EFFECT FOR THE COMPANY S SHARES
FOR A 18- MONTH PERIOD, STARTING FROM THE DATE
OF THE PRESENT MEETING AND BY THE SHAREHOLDER
S MEETING OF 27 JUL 2006
E.23 AUTHORIZE THE BOARD OF DIRECTORS TO CHARGE THE Management For *Management Position Unknown
SHARE ISSUANCE COSTS AGAINST THE RELATED PREMIUMS
AND DEDUCT FROM THE PREMIUMS THE AMOUNTS NECESSARY
TO RAISE THE LEGAL RESERVE TO 1/10 OF THE NEW
CAPITAL AFTER EACH INCREASE
E.24 GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For *Management Position Unknown
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY THE LAW
ALLIANCE DATA SYSTEMS CORPORATION ADS SPECIAL MEETING DATE: 08/08/2007
ISSUER: 018581108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 IF NECESSARY OR APPROPRIATE, TO ADOPT A PROPOSAL Management For For
TO ADJOURN THE SPECIAL MEETING TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
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AS OF MAY 17, 2007, AMONG ALLIANCE DATA SYSTEMS
CORPORATION, ALADDIN HOLDCO, INC. AND ALADDIN
MERGER SUB., INC., AS MAY BE AMENDED FROM TIME
TO TIME.
COMPASS BANCSHARES, INC. CBSS SPECIAL MEETING DATE: 08/08/2007
ISSUER: 20449H109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE COMPASS SPECIAL MEETING, IF NECESSARY, TO
SOLICIT ADDITIONAL PROXIES.
01 TO APPROVE AND ADOPT THE TRANSACTION AGREEMENT, Management For For
DATED FEBRUARY 16, 2007, BETWEEN COMPASS BANCSHARES,
INC. AND BANCO BILBAO VIZCAYA ARGENTARIA, S.A.,
OR BBVA, AS IT MAY BE AMENDED FROM TIME TO TIME,
PURSUANT TO WHICH COMPASS WILL BECOME A WHOLLY-OWNED
SUBSIDIARY OF BBVA.
CDW CORPORATION CDWC SPECIAL MEETING DATE: 08/09/2007
ISSUER: 12512N105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 ADJOURN THE SPECIAL MEETING IF NECESSARY OR APPROPRIATE Management For For
TO PERMIT FURTHER SOLICITATION OF PROXIES IF
THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE THE AGREEMENT
AND PLAN OF MERGER.
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 29, 2007, AMONG CDW CORPORATION, VH
HOLDINGS, INC. ( PARENT ) AND VH MERGERSUB, INC.
( MERGER SUB ), WHICH PROVIDES FOR THE MERGER
OF MERGER SUB, A WHOLLY OWNED SUBSIDIARY OF PARENT,
WITH AND INTO CDW, WITH CDW CONTINUING AS THE
SURVIVING CORPORATION.
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PETROCHINA COMPANY LIMITED PTR SPECIAL MEETING DATE: 08/10/2007
ISSUER: 71646E100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 THAT CONDITIONAL UPON THE OBTAINING OF APPROVALS Management For For
FROM THE CSRC AND OTHER RELEVANT REGULATORY AUTHORITIES,
THE ALLOTMENT AND ISSUE OF A SHARES BY THE COMPANY
IN THE PRC BY WAY OF PUBLIC OFFERING OF NEW A
SHARES AND THE FOLLOWING TERMS AND CONDITIONS
OF THE A SHARE ISSUE BE AND ARE HEREBY APPROVED.
02 THAT THE BOARD AND ITS ATTORNEY SHALL BE AND Management For For
ARE AUTHORIZED TO DEAL WITH MATTERS IN RELATION
TO THE A SHARE ISSUE AND THE LISTING OF A SHARES
INCLUDING BUT NOT LIMITED TO THE FOLLOWING.
STATION CASINOS, INC. STN SPECIAL MEETING DATE: 08/13/2007
ISSUER: 857689103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF FEBRUARY 23, 2007 AND AMENDED
AS OF MAY 4, 2007, AMONG STATION CASINOS, INC.,
FERTITTA COLONY PARTNERS LLC AND FCP ACQUISITION
SUB, AS IT MAY BE AMENDED FROM TIME TO TIME.
02 MOTION TO ADJOURN THE SPECIAL MEETING TO A LATER Management For For
DATE, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
PROPOSAL NUMBER 1.
FLORIDA ROCK INDUSTRIES, INC. FRK SPECIAL MEETING DATE: 08/14/2007
ISSUER: 341140101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPROVAL OF A PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO PERMIT
FURTHER SOLICITATION OF PROXIES IF THERE ARE
NOT SUFFICIENT VOTES AT THE SPECIAL MEETING TO
APPROVE THE FIRST PROPOSAL.
01 THE APPROVAL OF THE AGREEMENT AND PLAN OF MERGER Management For For
DATED AS OF FEBRUARY 19, 2007, AS AMENDED ON
APRIL 9, 2007, BY AND AMONG VULCAN MATERIALS
COMPANY, FLORIDA ROCK INDUSTRIES, INC., VIRGINIA
HOLDCO, INC., VIRGINIA MERGER SUB, INC. AND FRESNO
MERGER SUB, INC.
H.J. HEINZ COMPANY HNZ ANNUAL MEETING DATE: 08/15/2007
ISSUER: 423074103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
07 TO AMEND THE COMPANY ARTICLES OF INCORPORATION Management For For
TO REQUIRE A MAJORITY VOTING STANDARD IN THE
ELECTION OF DIRECTORS.
06 TO AMEND THE COMPANY ARTICLES OF INCORPORATION Management For For
TO REDUCE THE SHAREHOLDER VOTE REQUIRED TO APPROVE
CERTAIN BUSINESS COMBINATIONS.
05 TO AMEND THE COMPANY BY-LAWS AND ARTICLES OF Management For For
INCORPORATION TO REDUCE THE SHAREHOLDER VOTE
REQUIRED TO AMEND LIMITATION OF DIRECTOR LIABILITY
AND DIRECTOR AND OFFICER INDEMNIFICATION.
04 TO APPROVE PERFORMANCE METRICS UNDER THE FISCAL Management For For
YEAR 2003 STOCK INCENTIVE PLAN.
03 TO AMEND AND EXTEND THE AMENDED AND RESTATED Management For For
GLOBAL STOCK PURCHASE PLAN.
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM.
01 DIRECTOR Management For
W.R. JOHNSON Management For For
C.E. BUNCH Management For For
L.S. COLEMAN, JR. Management For For
J.G. DROSDICK Management For For
E.E. HOLIDAY Management For For
C. KENDLE Management For For
D.R. O'HARE Management For For
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N. PELTZ Management For For
D.H. REILLEY Management For For
L.C. SWANN Management For For
T.J. USHER Management For For
M.F. WEINSTEIN Management For For
SLM CORPORATION SLM SPECIAL MEETING DATE: 08/15/2007
ISSUER: 78442P106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF APRIL 15, 2007, AMONG
SLM CORPORATION, MUSTANG HOLDING COMPANY INC.
AND MUSTANG MERGER SUB, INC., PURSUANT TO WHICH
EACH STOCKHOLDER OF SLM CORPORATION WILL BE ENTITLED
TO RECEIVE $60.00 IN CASH, WITHOUT INTEREST,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO APPROVE AND
ADOPT THE MERGER AGREEMENT.
HANOVER COMPRESSOR COMPANY HC ANNUAL MEETING DATE: 08/16/2007
ISSUER: 410768105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
05 RATIFICATION OF THE REAPPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS HANOVER COMPRESSOR COMPANY S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
04 DIRECTOR Management For
I. JON BRUMLEY Management For For
TED COLLINS, JR. Management For For
MARGARET K. DORMAN Management For For
ROBERT R. FURGASON Management For For
VICTOR E. GRIJALVA Management For For
GORDON T. HALL Management For For
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JOHN E. JACKSON Management For For
PETER H. KAMIN Management For For
WILLIAM C. PATE Management For For
STEPHEN M. PAZUK Management For For
L. ALI SHEIKH Management For For
03 ADOPTION OF THE EXTERRAN HOLDINGS, INC. EMPLOYEE Management For For
STOCK PURCHASE PLAN.
02 ADOPTION OF THE EXTERRAN HOLDINGS, INC. 2007 Management For For
STOCK INCENTIVE PLAN.
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
AS AMENDED.
WESTMORELAND COAL COMPANY WLB ANNUAL MEETING DATE: 08/16/2007
ISSUER: 960878106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
KEITH E. ALESSI Management For For
THOMAS J. COFFEY Management For For
RICHARD M. KLINGAMAN Management For For
04 STANDBY PURCHASE AGREEMENT AND RELATED TRANSACTIONS. Management For For
03 RIGHTS OFFERING. Management For For
06 AMENDED CERTIFICATE OF INCORPORATION. Management For For
05 2007 EQUITY INCENTIVE PLAN. Management For For
TELECOM CORPORATION OF NEW ZEALAND L NZT SPECIAL MEETING DATE: 08/17/2007
ISSUER: 879278208 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO APPROVE THE CANCELLATION OF ONE ORDINARY SHARE Management For For
FOR EVERY NINE ORDINARY SHARES AS PART OF THE
ARRANGEMENT RELATING TO THE RETURN OF APPROXIMATELY
$1.1 BILLION OF CAPITAL TO SHAREHOLDERS AS SET
OUT IN THE NOTICE OF SPECIAL MEETING.
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THE SMITH & WOLLENSKY RESTAURANT GRP SWRG SPECIAL MEETING DATE: 08/20/2007
ISSUER: 831758107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ADOPTION OF THE AMENDED AND RESTATED AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF MAY 6, 2007,
BY AND AMONG PROJECT GRILL, LLC, A DELAWARE LIMITED
LIABILITY COMPANY ( GRILL ), SWRG ACQUISITION
SUB, INC., A DELAWARE CORPORATION AND A WHOLLY
OWNED SUBSIDIARY OF GRILL, AND SWRG ( THE MERGER
AGREEMENT ).
02 APPROVAL OF THE PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING, IF NECESSARY, FOR THE PURPOSE OF SOLICITING
ADDITIONAL PROXIES TO VOTE IN FAVOR OF ADOPTION
OF THE MERGER AGREEMENT.
TRIBUNE COMPANY TRB SPECIAL MEETING DATE: 08/21/2007
ISSUER: 896047107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 BOARD PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF APRIL 1, 2007, BY AND
AMONG TRIBUNE COMPANY, GREATBANC TRUST COMPANY,
SOLELY AS TRUSTEE OF THE TRIBUNE EMPLOYEE STOCK
OWNERSHIP TRUST, WHICH FORMS A PART OF THE TRIBUNE
EMPLOYEE STOCK OWNERSHIP PLAN, TESOP CORPORATION,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 BOARD PROPOSAL TO ADJOURN THE SPECIAL MEETING Management For For
TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE PROPOSAL NUMBER 1.
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COLOR KINETICS INCORPORATED CLRK SPECIAL MEETING DATE: 08/22/2007
ISSUER: 19624P100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ADOPT THE MERGER AGREEMENT. Management For For
02 APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN
THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE
MERGER AGREEMENT.
ALLTEL CORPORATION AT SPECIAL MEETING DATE: 08/29/2007
ISSUER: 020039103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 BOARD PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For
MEETING TO A LATER DATE OR TIME, IF NECESSARY
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN FAVOR OF PROPOSAL NUMBER 1 IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT OR POSTPONEMENT
TO APPROVE PROPOSAL NUMBER 1.
01 BOARD PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF MAY 20, 2007, BY AND AMONG
ALLTEL CORPORATION, ATLANTIS HOLDINGS LLC AND
ATLANTIS MERGER SUB, INC. AS IT MAY BE AMENDED
FROM TIME TO TIME.
TXU CORP. TXU ANNUAL MEETING DATE: 09/07/2007
ISSUER: 873168108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
04 APPROVAL OF INDEPENDENT AUDITOR - DELOITTE & Management For For
TOUCHE LLP.
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03 DIRECTOR Management For
LELDON E. ECHOLS Management For For
KERNEY LADAY Management For For
JACK E. LITTLE Management For For
GERARDO I. LOPEZ Management For For
J.E. OESTERREICHER Management For For
MICHAEL W. RANGER Management For For
LEONARD H. ROBERTS Management For For
GLENN F. TILTON Management For For
C. JOHN WILDER Management For For
02 TO APPROVE ANY PROPOSAL BY TXU CORP. TO ADJOURN Management For For
OR POSTPONE THE ANNUAL MEETING, IF DETERMINED
TO BE NECESSARY.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF FEBRUARY 25, 2007 (AS AMENDED FROM
TIME TO TIME, THE MERGER AGREEMENT ) AMONG TXU
CORP., TEXAS ENERGY FUTURE HOLDINGS LIMITED PARTNERSHIP,
A DELAWARE LIMITED PARTNERSHIP, AND TEXAS ENERGY
FUTURE MERGER SUB CORP., A TEXAS CORPORATION,
INCLUDING THE PLAN OF MERGER CONTAINED IN THE
MERGER AGREEMENT.
06 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON TXU Shareholder Against For
CORP. S POLITICAL CONTRIBUTIONS AND EXPENDITURES.
05 SHAREHOLDER PROPOSAL RELATED TO TXU CORP. S ADOPTION Shareholder Against For
OF QUANTITATIVE GOALS FOR EMISSIONS AT ITS EXISTING
AND PROPOSED PLANTS.
CHAPARRAL STEEL COMPANY CHAP SPECIAL MEETING DATE: 09/12/2007
ISSUER: 159423102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, AS Management For For
OF JULY 10, 2007, BY AND AMONG THE COMPANY, GERDAU
AMERISTEEL CORPORATION ( PARENT ), GVC, INC.
( MERGER SUB ), AND, AS GUARANTOR OF PARENT AND
MERGER SUB S OBLIGATIONS, GERDAU, S.A., PURSUANT
TO WHICH PARENT WILL ACQUIRE THE COMPANY THROUGH
A MERGER AND THE COMPANY WILL CEASE TO BE AN
INDEPENDENT PUBLIC COMPANY.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING Management For For
OF STOCKHOLDERS, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THAT
THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE PROPOSAL 1.
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RIO TINTO PLC RTP SPECIAL MEETING DATE: 09/14/2007
ISSUER: 767204100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 THE APPROVAL OF THE ACQUISITION OF ALCAN INC Management For For
AND RELATED MATTERS.
SEQUA CORPORATION SQAA SPECIAL MEETING DATE: 09/17/2007
ISSUER: 817320104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 8, 2007, BY AND AMONG, BLUE
JAY ACQUISITION CORPORATION, BLUE JAY MERGER
CORPORATION AND THE COMPANY
HILTON HOTELS CORPORATION HLT SPECIAL MEETING DATE: 09/18/2007
ISSUER: 432848109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JULY 3, 2007, BY AND AMONG HILTON HOTELS
CORPORATION, A DELAWARE CORPORATION, BH HOTELS
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LLC, A DELAWARE LIMITED LIABILITY COMPANY, AND
BH HOTELS ACQUISITION INC., A DELAWARE CORPORATION.
02 TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES.
NUVEEN INVESTMENTS, INC. JNC SPECIAL MEETING DATE: 09/18/2007
ISSUER: 67090F106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY TO PERMIT FURTHER SOLICITATION
OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE
MERGER AGREEMENT.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 19, 2007, AMONG NUVEEN INVESTMENTS,
INC., WINDY CITY INVESTMENTS, INC. AND WINDY
CITY ACQUISITION CORP., AS MAY BE AMENDED FROM
TIME TO TIME, WHICH PROVIDES FOR THE MERGER OF
WINDY CITY ACQUISITION CORP., INTO NUVEEN INVESTMENTS,
INC., AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT
ABN AMRO HOLDING NV ABNYY.PK EGM MEETING DATE: 09/20/2007
ISSUER: N0030P459 ISIN: NL0000301109
SEDOL: B02NY48, 0276920, B1G0HX2, 5250769, 5250770, 5250792, 6004114, 5250781, 5254589
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
3. OVERVIEW OF THE CONSORTIUM S PUBLIC OFFER ON Non-Voting *Management Position Unknown
ALL OUTSTANDING SHARES OF ABN AMRO CONSORTIUM
CONSISTING OF FORTIS, RBS AND SANTANDER
4. OVERVIEW OF BARCLAY S PUBLIC OFFER ON ALL OUTSTANDING Non-Voting *Management Position Unknown
SHARES OF ABN AMRO
5. REASONED OPINION OF THE MANAGING BOARD AND THE Non-Voting *Management Position Unknown
SUPERVISORY BOARD ON THE CONSORTIUM S OFFER AND
THE BARCLAYS OFFER
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6. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
* PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting *Management Position Unknown
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
1. OPENING OF THE EGM OF SHAREHOLDERS AND ANNOUNCEMENTS Non-Voting *Management Position Unknown
2. THE MANAGING BOARD S AND THE SUPERVISORY BOARD Non-Voting *Management Position Unknown
S ASSESSMENT OF RECENT CORPORATE DEVELOPMENTS
AND STRATEGIC OPTIONS
SKYLINE CORPORATION SKY ANNUAL MEETING DATE: 09/20/2007
ISSUER: 830830105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ARTHUR J. DECIO Management For For
THOMAS G. DERANEK Management For For
JOHN C. FIRTH Management For For
JERRY HAMMES Management For For
RONALD F. KLOSKA Management For For
WILLIAM H. LAWSON Management For For
DAVID T. LINK Management For For
ANDREW J. MCKENNA Management For For
BAUSCH & LOMB INCORPORATED BOL SPECIAL MEETING DATE: 09/21/2007
ISSUER: 071707103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF MAY 16, 2007, BY
AND AMONG BAUSCH & LOMB INCORPORATED, WP PRISM
LLC AND WP PRISM MERGER SUB INC., A WHOLLY-OWNED
SUBSIDIARY OF WP PRISM LLC, AS IT MAY BE AMENDED
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 23 of 265
FROM TIME TO TIME (THE AGREEMENT AND PLAN OF
MERGER ).
BCE INC. BCE SPECIAL MEETING DATE: 09/21/2007
ISSUER: 05534B760 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVING THE SPECIAL RESOLUTION, THE FULL TEXT Management For For
OF WHICH IS REPRODUCED AS APPENDIX A TO THE
MANAGEMENT PROXY CIRCULAR OF BCE DATED AUGUST
7, 2007, TO APPROVE THE PLAN OF ARRANGEMENT UNDER
SECTION 192 OF THE CANADA BUSINESS CORPORATIONS
ACT INVOLVING BCE, ITS COMMON AND PREFERRED SHAREHOLDERS
AND 6796508 CANADA INC. (THE PURCHASER ). PLEASE
REFER TO THE VOTING INSTRUCTION FORM FOR A COMPLETE
DESCRIPTION OF THIS RESOLUTION.
GENERAL MILLS, INC. GIS ANNUAL MEETING DATE: 09/24/2007
ISSUER: 370334104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1G ELECTION OF DIRECTOR: STEVE ODLAND Management For For
1F ELECTION OF DIRECTOR: HILDA OCHOA-BRILLEMBOURG Management For For
1E ELECTION OF DIRECTOR: HEIDI G. MILLER Management For For
1D ELECTION OF DIRECTOR: JUDITH RICHARDS HOPE Management For For
1C ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN Management For For
1B ELECTION OF DIRECTOR: WILLIAM T. ESREY Management For For
1A ELECTION OF DIRECTOR: PAUL DANOS Management For For
03 ADOPT THE 2007 STOCK COMPENSATION PLAN. Management Against Against
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02 RATIFY THE APPOINTMENT OF KPMG LLP AS GENERAL Management For For
MILLS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
1M ELECTION OF DIRECTOR: DOROTHY A. TERRELL Management For For
1L ELECTION OF DIRECTOR: A. MICHAEL SPENCE Management For For
1K ELECTION OF DIRECTOR: STEPHEN W. SANGER Management For For
1J ELECTION OF DIRECTOR: ROBERT L. RYAN Management For For
1I ELECTION OF DIRECTOR: MICHAEL D. ROSE Management For For
1H ELECTION OF DIRECTOR: KENDALL J. POWELL Management For For
CLEAR CHANNEL COMMUNICATIONS, INC. CCU SPECIAL MEETING DATE: 09/25/2007
ISSUER: 184502102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED NOVEMBER 16, 2006, BY AND AMONG
CLEAR CHANNEL COMMUNICATIONS, INC., BT TRIPLE
CROWN MERGER CO., INC., B TRIPLE CROWN FINCO,
LLC, AND T TRIPLE CROWN FINCO, LLC, AS AMENDED
BY AMENDMENT NO. 1, DATED APRIL 18, 2007, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
03 IN THE DISCRETION OF THE PROXY HOLDERS, ON ANY Management For For
OTHER MATTER THAT MAY PROPERLY COME BEFORE THE
SPECIAL MEETING.
02 APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
AND ADOPT THE AMENDED AGREEMENT AND PLAN OF MERGER.
ENDESA SA, MADRID ELEZF.PK EGM MEETING DATE: 09/25/2007
ISSUER: E41222113 ISIN: ES0130670112
SEDOL: B0389N6, 4315368, 5285501, B0ZNJC8, 2615424, 5271782, 5788806
VOTE GROUP: GLOBAL
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Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* SHAREHOLDERS WHO PARTICIPATE IN ANY FORM AT THE Non-Voting *Management Position Unknown
EXTRAORDINARY GENERAL MEETING, WHETHER DIRECTLY,
BY PROXY, OR BY LONG-DISTANCE VOTING, SHALL BE
ENTITLED TO RECEIVE AN ATTENDANCE PREMIUM (0.15
EUROS GROSS PER SHARE)
* PLEASE NOTE THAT THIS IS A REVISION DUE TO NORMAL Non-Voting *Management Position Unknown
MEETING CHANGED TO AN ISSUER PAY MEETING AND
RECEIPT OF NON-NUMBERED AND NON-VOTABLE RESOLUTION
AND CHANGED 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.
1. TO AMEND THE PRESENT ARTICLE 32 (LIMITATION OF Management For *Management Position Unknown
VOTING RIGHTS) OF THE CORPORATE BYLAWS, BY RE-WORDING
IT IN THE FOLLOWING TERMS: ARTICLE 32: VOTING
RIGHTS THE SHAREHOLDERS SHALL BE ENTITLED TO
ONE VOTE FOR EACH SHARE THEY OWN OR REPRESENT,
EXCEPT FOR NON-VOTING SHARES, WHICH SHALL BE
GOVERNED BY THE PROVISIONS OF ARTICLE 8 OF THESE
BY LAWS; THIS BYLAW AMENDMENT SHALL BE EFFECTIVE
AS FROM THE TIME IT IS REGISTERED WITH THE MERCANTILE
REGISTRY
2. TO AMEND THE PRESENT ARTICLE 37 (NUMBER AND TYPES Management For *Management Position Unknown
OF DIRECTORS) OF THE CORPORATE BYLAWS, BY RE-WORDING
IT IN THE FOLLOWING TERMS: ARTICLE 37: NUMBER
OF DIRECTORS THE BOARD OF DIRECTORS SHALL BE
FORMED BY NINE MEMBERS MINIMUM AND FIFTEEN MAXIMUM.
THE GENERAL MEETING SHALL BE RESPONSIBLE FOR
BOTH THE APPOINTMENT AND THE REMOVAL OF THE MEMBERS
OF THE BOARD OF DIRECTORS. THE POSITION OF DIRECTOR
IS ELIGIBLE FOR RESIGNATION, REVOCATION AND RE-ELECTION;
THIS BYLAW AMENDMENT SHALL BE EFFECTIVE AS FROM
THE TIME IT IS REGISTERED WITH THE MERCANTILE
REGISTRY
3. TO AMEND THE PRESENT ARTICLE 38 (TERM OF OFFICE) Management For *Management Position Unknown
OF THE CORPORATE BY LAWS, BY RE-WORDING IT IN
THE FOLLOWING TERMS: ARTICLE 38: TERM OF OFFICE
OF DIRECTOR THE TERM OF OFFICE OF DIRECTORS SHALL
BE FOUR YEARS. THEY MAY BE REELECTED FOR PERIODS
OF LIKE DURATION. FOR THE PURPOSE OF COMPUTING
THE TERM OF OFFICE OF THE MANDATE OF DIRECTORS,
THE YEAR SHALL BE DEEMED TO BEGIN AND END ON
THE DATE ON WHICH THE ANNUAL GENERAL MEETING
IS HELD, OR THE LAST DAY POSSIBLE ON WHICH IT
SHOULD HAVE BEEN HELD. IF DURING THE TERM TO
WHICH THE DIRECTORS WERE APPOINTED VACANCIES
SHOULD TAKE PLACE, THE BOARD MAY APPOINT, FROM
AMONG3THE SHAREHOLDERS, THOSE PERSONS TO FILL
THEM UNTIL THE FIRST GENERAL MEETING MEETS; THIS
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BYLAW AMENDMENT SHALL BE EFFECTIVE AS FROM THE
TIME IT IS REGISTERED WITH THE MERCANTILE REGISTRY
4. TO AMEND THE PRESENT ARTICLE 42 (INCOMPATIBILITIES) Management For *Management Position Unknown
OF THE CORPORATE BY LAWS, BY RE-WORDING IT IN
THE FOLLOWING TERMS: ARTICLE 42: INCOMPATIBILITIES
OF DIRECTORS THOSE PERSONS SUBJECT TO THE PROHIBITIONS
OF ARTICLE 124 OF THE SPANISH CORPORATIONS LAW
(LEY DE SOCIEDADES ANONIMAS) AND OTHER LEGAL
PROVISIONS MAY NOT BE APPOINTED AS DIRECTORS;
THIS BYLAW AMENDMENT SHALL BE EFFECTIVE AS FROM
THE TIME IT IS REGISTERED WITH THE MERCANTILE
REGISTRY
5. TO DELEGATE TO THE COMPANY S BOARD OF DIRECTORS Management For *Management Position Unknown
THE BROADEST AUTHORITIES TO ADOPT SUCH RESOLUTIONS
AS MAY BE NECESSARY OR APPROPRIATE FOR THE EXECUTION,
IMPLEMENTATION, EFFECTIVENESS AND SUCCESSFUL
CONCLUSION OF THE GENERAL MEETING RESOLUTIONS
AND, IN PARTICULAR, FOR THE FOLLOWING ACTS, WITHOUT
LIMITATION:(I) CLARIFY, SPECIFY AND COMPLETE
THE RESOLUTIONS OF THIS GENERAL MEETING AND RESOLVE
SUCH DOUBTS OR ASPECTS AS ARE PRESENTED, REMEDYING
AND COMPLETING SUCH DEFECTS OR OMISSIONS AS MAY
PREVENT OR IMPAIR THE EFFECTIVENESS OR REGISTRATION
OF THE PERTINENT RESOLUTIONS;(II) EXECUTE SUCH
PUBLIC AND/OR PRIVATE DOCUMENTS AND CARRY OUT
SUCH ACTS, LEGAL BUSINESSES, CONTRACTS, DECLARATIONS
AND TRANSACTIONS AS MAY BE NECESSARY OR APPROPRIATE
FOR THE EXECUTION AND IMPLEMENTATION OF THERE
SOLUTIONS ADOPTED AT THIS GENERAL MEETING; AND(III)
DELEGATE, IN TURN, TO THE EXECUTIVE COMMITTEE
OR TO ONE OR MORE DIRECTORS, WHO MAY ACT SEVERALLY
AND INDISTINCTLY, THE POWERS CONFERRED IN THE
PRECEDING PARAGRAPHS; TO EMPOWER THE CHAIRMAN
OF THE BOARD OF DIRECTORS, MR. MANUEL PIZARRO
MORENO, THE CHIEF EXECUTIVE OFFICER (CEO) MR.
RAFAEL MIRANDA ROBREDO AND THE SECRETARY OF THE
BOARD OF DIRECTORS AND SECRETARY GENERAL MR.
SALVADOR MONTEJO VELILLA, IN ORDER THAT, ANY
OF THEM, INDISTINCTLY, MAY: (I) CARRY OUT SUCH
ACTS, LEGAL BUSINESSES, CONTRACTS AND TRANSACTIONS
AS MAY BE APPROPRIATE IN ORDER TO REGISTER THE
PRECEDING RESOLUTIONS WITH THE MERCANTILE REGISTRY,
INCLUDING, IN PARTICULAR, INTER ALIA, THE POWERS
TO APPEAR BEFORE A NOTARY PUBLIC IN ORDER TO
EXECUTE THE PUBLIC DEEDS OR NOTARIAL RECORDS
WHICH ARE NECESSARY OR APPROPRIATE FOR SUCH PURPOSE,
TO PUBLISH THE PERTINENT LEGAL NOTICES AND FORMALIZE
ANY OTHER PUBLIC OR PRIVATE DOCUMENTS WHICH MAY
BE NECESSARY OR APPROPRIATE FOR THE REGISTRATION
OF SUCH RESOLUTIONS, WITH THE EXPRESS POWER TO
REMEDY THEM, WITHOUT ALTERING THEIR NATURE, SCOPE
OR MEANING; AND (II) APPEAR BEFORE THE COMPETENT
ADMINISTRATIVE AUTHORITIES, IN PARTICULAR, THE
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 27 of 265
MINISTRIES OF ECONOMY AND FINANCE AND INDUSTRY,
TOURISM AND COMMERCE, AS WELL AS BEFORE OTHER
AUTHORITIES, ADMINISTRATIONS AND INSTITUTIONS,
ESPECIALLY THE SPANISH SECURITIES MARKET COMMISSION(COMISION
NACIONAL DEL MERCADO DE VALORES), THE SECURITIES
EXCHANGE GOVERNING COMPANIES AND ANY OTHER WHICH
MAY BE COMPETENT IN RELATION TO ANY OF THE RESOLUTIONS
ADOPTED, IN ORDER TO CARRY OUT THE NECESSARY
FORMALITIES AND ACTIONS FOR THE MOST COMPLETE
IMPLEMENTATION AND EFFECTIVENESS THEREOF
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
26 SEP 2007. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
* PLEASE BE ADVISED THAT ADDITIONAL INFORMATION Non-Voting *Management Position Unknown
CONCERNING ENDESA, S.A. CAN ALSO BE VIEWED ON
THE COMPANY S WEBSITE: HTTP://WWW.ENDESA.ES/PORTAL
/PORTADA?URL=/PORTAL/EN/DEFAULT.HTML&IDIOMS=EN&
* THE BELOW LINKS ARE TO A D.RAFAEL MIRANDA (CFO) Non-Voting *Management Position Unknown
VIDEO IN ENGLISH AND ALSO IN SPANISH. ENGLISH
VERSION: HTTP://W3.CANTOS.COM/07/ENDESA-709-Z1QYH
SPANISH VERSION: HTTP://W3.CANTOS.COM/07/ENDESA-S-709-1JN9A
PLEASE NOTE THAT TO VIEW THE VIDEOS YOU MUST
ENTER WITH THE BELOW MENTIONED USERNAME AND PASSWORD:
USERNAME: ORBIT PASSWORD: COMPLETE293
KONINKLIJKE NUMICO NV NUM.VX EGM MEETING DATE: 09/26/2007
ISSUER: N56369239 ISIN: NL0000375616
SEDOL: B01YC48, B05PSD8, B01ZSS7
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting *Management Position Unknown
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
1. OPENING Non-Voting *Management Position Unknown
2. DISCUSSION ON PUBLIC OFFER BY GROUPE DANONE S.A. Non-Voting *Management Position Unknown
FOR ALL ISSUED AND OUTSTANDING SHARES IN THE
SHARE CAPITAL OF ROYAL NUMICO N.V. THE COMPANY
IN ACCORDANCE WITH ARTICLE 9Q, SECTION 1 OF
THE SECURITIES TRANSACTIONS SUPERVISION DECREE
1995 BTE 1995
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3. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
4. CLOSING Non-Voting *Management Position Unknown
PHH CORPORATION PHH SPECIAL MEETING DATE: 09/26/2007
ISSUER: 693320202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE THE MERGER OF JADE MERGER Management For For
SUB, INC., AN INDIRECT WHOLLY OWNED SUBSIDIARY
OF GENERAL ELECTRIC CAPITAL CORPORATION, WITH
AND INTO PHH CORPORATION PURSUANT TO THE AGREEMENT
AND PLAN OF MERGER, DATED AS OF MARCH 15, 2007,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 PROPOSAL TO GRANT DISCRETIONARY AUTHORITY TO Management For For
EACH OF THE PROXY HOLDERS NAMED ON THE REVERSE
SIDE OF THIS PROXY CARD TO ADJOURN THE SPECIAL
MEETING TO ANOTHER TIME AND PLACE FOR THE PURPOSE
OF SOLICITING ADDITIONAL PROXIES.
CONAGRA FOODS, INC. CAG ANNUAL MEETING DATE: 09/27/2007
ISSUER: 205887102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
03 SHAREHOLDER PROPOSAL REGARDING CONTROLLED ATMOSPHERE Shareholder Against For
KILLING
02 RATIFY THE APPOINTMENT OF INDEPENDENT AUDITORS Management For For
01 DIRECTOR Management For
MOGENS C. BAY Management For For
STEVEN F. GOLDSTONE Management For For
W.G. JURGENSEN Management For For
RUTH ANN MARSHALL Management For For
GARY M. RODKIN Management For For
ANDREW J. SCHINDLER Management For For
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A.G. EDWARDS, INC. AGE SPECIAL MEETING DATE: 09/28/2007
ISSUER: 281760108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, INCLUDING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING FOR THE FOREGOING PROPOSAL.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED MAY 30, 2007, BY AND AMONG WACHOVIA CORPORATION
( WACHOVIA ), WHITE BIRD HOLDINGS, INC., A WHOLLY-OWNED
SUBSIDIARY OF WACHOVIA, AND A.G. EDWARDS, INC.
AVAYA INC. AV SPECIAL MEETING DATE: 09/28/2007
ISSUER: 053499109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT
AND PLAN OF MERGER.
01 TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE
4, 2007, BY AND AMONG AVAYA INC., SIERRA HOLDINGS
CORP., A DELAWARE CORPORATION, AND SIERRA MERGER
CORP., A DELAWARE CORPORATION AND A WHOLLY-OWNED
SUBSIDIARY OF SIERRA HOLDINGS CORP.
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FRONTLINE LTD. FRO ANNUAL MEETING DATE: 09/28/2007
ISSUER: G3682E127 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN FREDRIKSEN Management For For
TOR OLAV TROIM Management For For
FRIXOS SAVVIDES Management For For
KATE BLANKENSHIP Management For For
02 PROPOSAL TO APPOINT PRICEWATERHOUSECOOPERS DA Management For For
OF OSLO, NORWAY AS AUDITORS AND TO AUTHORIZE
THE BOARD OF DIRECTORS TO DETERMINE THEIR REMUNERATION.
03 PROPOSAL TO AMEND THE COMPANY S BYE-LAWS. Management For For
04 PROPOSAL TO APPROVE THE REMUNERATION OF THE COMPANY Management For For
S BOARD OF DIRECTORS.
05 PROPOSAL TO REDUCE THE SHARE PREMIUM ACCOUNT Management For For
OF THE COMPANY FROM US$480.8 MILLION TO NIL,
AND TO CREDIT THE AMOUNT RESULTING FROM THE REDUCTION
TO THE COMPANY S CONTRIBUTED SURPLUS ACCOUNT,
WITH IMMEDIATE EFFECT.
GOLDEN OCEAN GROUP LIMITED, HAMILTON GPK OGM MEETING DATE: 09/28/2007
ISSUER: G4032A104 ISIN: BMG4032A1045
SEDOL: B05MT81, B054L92, B04X7M5, B0500H1
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE THAT THIS IS AN AGM. THANK YOU. Non-Voting *Management Position Unknown
1. RE-ELECT MR. JOHN FREDRIKSEN AS A DIRECTOR OF Management For *Management Position Unknown
THE COMPANY
2. RE-ELECT MR. TOR OLAV TROIM AS A DIRECTOR OF Management For *Management Position Unknown
THE COMPANY
3. RE-ELECT MS. KATE BLANKENSHIP AS A DIRECTOR OF Management For *Management Position Unknown
THE COMPANY
4. RE-ELECT MR. HANS CHRISTIAN AS A DIRECTOR OF Management For *Management Position Unknown
THE COMPANY
5. APPOINT MOORE STEPHENS AS THE AUDITORS AND AUTHORIZE Management For *Management Position Unknown
THE DIRECTORS TO DETERMINE THEIR REMUNERATION
6. AMEND THE COMPANY S BYE-LAWS IN ORDER TO ENSURE Management For *Management Position Unknown
CONFORMITY WITH RECENT REVISIONS TO THE BERMUDA
COMPANIES ACT 1981, AS AMENDED
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7. APPROVE THE REMUNERATION OF THE COMPANY S BOARD Management For *Management Position Unknown
OF DIRECTORS OF A TOTAL AMOUNT OF FEES NOT TO
EXCEED USD 300,000 FOR THE YE 31 DEC 2007
8. TRANSACT ANY OTHER BUSINESS Non-Voting *Management Position Unknown
SHIP FINANCE INTERNATIONAL LIMITED SFL ANNUAL MEETING DATE: 09/28/2007
ISSUER: G81075106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
TOR OLAV TROIM Management For For
PAUL LEAND JR. Management For For
KATE BLANKENSHIP Management For For
CRAIG H. STEVENSON JR Management For For
03 PROPOSAL TO AMEND THE COMPANY S BYE-LAWS. Management For For
02 PROPOSAL TO APPOINT MOORE STEPHENS P.C. AS AUDITORS Management For For
AND TO AUTHORIZE THE BOARD OF DIRECTORS TO DETERMINE
THEIR REMUNERATION.
04 PROPOSAL TO APPROVE THE REMUNERATION OF THE COMPANY Management For For
S BOARD OF DIRECTORS OF A TOTAL AMOUNT OF FEES
NOT TO EXCEED US $600,000 FOR THE YEAR ENDED
DECEMBER 31, 2007.
EQUITY INNS, INC. ENN SPECIAL MEETING DATE: 10/02/2007
ISSUER: 294703103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 20, 2007, BY AND AMONG GRACE
I, LLC, GRACE ACQUISITION I, INC., GRACE II,
L.P., EQUITY INNS PARTNERSHIP, L.P. AND EQUITY
INNS, INC.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
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IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE THE MERGER
AGREEMENT.
TELECOM CORPORATION OF NEW ZEALAND LTD. NZT ANNUAL MEETING DATE: 10/04/2007
ISSUER: 879278208 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
09 TO APPROVE THE ISSUE BY THE COMPANY S BOARD OF Management For For
DIRECTORS TO DR PAUL REYNOLDS DURING THE PERIOD
TO 3 OCTOBER 2010 OF UP TO IN AGGREGATE 1,750,000
SHARE RIGHTS TO ACQUIRE ORDINARY SHARES.
08 TO APPROVE THE ISSUE BY THE COMPANY S BOARD OF Management For For
DIRECTORS TO DR PAUL REYNOLDS DURING THE PERIOD
TO 3 OCTOBER 2010 OF UP TO IN AGGREGATE 750,000
ORDINARY SHARES.
07 TO ELECT DR PAUL REYNOLDS AS A DIRECTOR. Management For For
06 TO AMEND THE COMPANY S CONSTITUTION FOR THE PERIOD Management For For
UNTIL 1 JULY 2010 SO A MANAGING DIRECTOR RESIDENT
IN NEW ZEALAND AND NOT A NEW ZEALAND CITIZEN
IS NOT COUNTED WHEN DETERMINING IF AT LEAST HALF
THE BOARD ARE NEW ZEALAND CITIZENS.
05 TO RE-ELECT DR MURRAY HORN AS A DIRECTOR. Management For For
04 TO RE-ELECT MR RON SPITHILL AS A DIRECTOR. Management For For
03 TO RE-ELECT MR MICHAEL TYLER AS A DIRECTOR. Management For For
02 TO RE-ELECT MR WAYNE BOYD AS A DIRECTOR. Management For For
01 TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION Management For For
OF THE AUDITORS.
AQUILA, INC. ILA SPECIAL MEETING DATE: 10/09/2007
ISSUER: 03840P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 ADJOURNMENT AND POSTPONEMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE AGREEMENT AND
PLAN OF MERGER.
01 ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF FEBRUARY 6, 2007, AMONG AQUILA, INC., GREAT
PLAINS ENERGY INCORPORATED, GREGORY ACQUISITION
CORP., AND BLACK HILLS CORPORATION.
THE PROCTER & GAMBLE COMPANY PG ANNUAL MEETING DATE: 10/09/2007
ISSUER: 742718109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RAJAT K. GUPTA Management For For
A.G. LAFLEY Management For For
LYNN M. MARTIN Management For For
JOHNATHAN A. RODGERS Management For For
JOHN F. SMITH, JR. Management For For
RALPH SNYDERMAN, M.D. Management For For
MARGARET C. WHITMAN Management For For
02 RATIFY APPOINTMENT OF THE INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
03 SHAREHOLDER PROPOSAL #1 - AWARD NO FUTURE STOCK Shareholder Against For
OPTIONS
04 SHAREHOLDER PROPOSAL #2 - REPORT ON COMPANY POLICIES Shareholder Against For
AND ACTIVITIES
05 SHAREHOLDER PROPOSAL #3 - ANIMAL TESTING Shareholder Against For
GREAT PLAINS ENERGY INCORPORATED GXP SPECIAL MEETING DATE: 10/10/2007
ISSUER: 391164100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPROVAL OF AUTHORITY OF THE PROXY HOLDERS TO Management For For
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VOTE IN FAVOR OF A MOTION TO ADJOURN THE MEETING
FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES.
01 APPROVAL OF THE ISSUANCE OF SHARES OF GREAT PLAINS Management For For
ENERGY INCORPORATED COMMON STOCK AS CONTEMPLATED
BY THE AGREEMENT AND PLAN OF MERGER, DATED AS
OF FEBRUARY 6, 2007, BY AND AMONG AQUILA, INC.,
GREAT PLAINS ENERGY INCORPORATED, GREGORY ACQUISITION
CORP. AND BLACK HILLS CORPORATION, INCLUDING
ALL EXHIBITS AND SCHEDULES THERETO.
KEYSTONE AUTOMOTIVE INDUSTRIES, INC. KEYS SPECIAL MEETING DATE: 10/10/2007
ISSUER: 49338N109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO APPROVE THE PRINCIPAL TERMS OF THE AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF JULY 16, 2007,
BY AND AMONG LKQ CORPORATION, LKQ ACQUISITION
COMPANY, A WHOLLY-OWNED SUBSIDIARY OF LKQ, AND
KEYSTONE AUTOMOTIVE INDUSTRIES, INC. ( KEYSTONE
) PURSUANT TO WHICH LKQ ACQUISITION COMPANY WILL
MERGE WITH AND INTO KEYSTONE, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
02 TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES.
HERA SPA, BOLOGNA HRASF.PK EGM MEETING DATE: 10/15/2007
ISSUER: T5250M106 ISIN: IT0001250932 BLOCKING
SEDOL: B28J8W0, 7620508, B020CX4, 7598003
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
16 OCT 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
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1. APPROVE THE MERGER PROJECT FOR INCORPORATION Management Take No Action *Management Position Unknown
OF SAT S.P.A. INTO HERA S.P.A. CONSEQUENT HERA
S.P.A. RIGHT ISSUE FOR EUR 1,016,752,029.00
UP TO A MAXIMUM OF EUR 1,031,292,363.00 BY ISSUING
A MAXIMUM OF NR.14,540,334 ORDINARY SHARES, PAR
VALUE EUR 1 EACH SHARE AND CONSEQUENTLY AMEND
THE ARTICLE 5 OF THE BY-LAW
2. AMEND THE ARTICLE 17 OF THE COMPANY BY-LAWS Management Take No Action *Management Position Unknown
3. APPROVE THE RIGHT ISSUE FOR A MAXIMUM OF EUR Management Take No Action *Management Position Unknown
1,550,000.00, TO BE EFFECTED BY ISSUING OF NR.
1,550,000.00 ORDINARY SHARES, PAR VALUE EUR 1
EACH SHARE, BY ASSIGNMENT IN KIND TO THE SHAREHOLDERS
WITHOUT ANY OPTION RIGHT EX ARTICLE 2441 CIVIL
CODE, AMEND THE ARTICLE 5 OF THE BY-LAWS
HUNTSMAN CORPORATION HUN SPECIAL MEETING DATE: 10/16/2007
ISSUER: 447011107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 12, 2007, AMONG HEXION SPECIALTY
CHEMICALS, INC., A NEW JERSEY CORPORATION, AN
ENTITY OWNED BY AN AFFILIATE OF APOLLO MANAGEMENT,
L.P., NIMBUS MERGER SUB INC., A DELAWARE CORPORATION
AND A WHOLLY-OWNED SUBSIDIARY OF HEXION SPECIALTY
CHEMICALS, INC., AND HUNTSMAN CORPORATION.
KYPHON INC. KYPH SPECIAL MEETING DATE: 10/16/2007
ISSUER: 501577100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 26, 2007, AMONG MEDTRONIC, INC.,
JETS ACQUISITION CORPORATION AND KYPHON INC.
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AND APPROVE THE MERGER.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT AND APPROVE THE MERGER.
CABLEVISION SYSTEMS CORPORATION CVC SPECIAL MEETING DATE: 10/17/2007
ISSUER: 12686C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
03 TO APPROVE ANY MOTION TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1 OR PROPOSAL 2.
02 TO APPROVE AN AMENDMENT TO CABLEVISION SYSTEMS Management For For
CORPORATION S AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION, WHICH WOULD MAKE SECTION A.X.
OF ARTICLE FOURTH OF THE AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION INAPPLICABLE TO
THE MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED
BY THE MERGER AGREEMENT.
01 TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF Management Against Against
MERGER, DATED AS OF MAY 2, 2007, BY AND AMONG
CENTRAL PARK HOLDING COMPANY, LLC, CENTRAL PARK
MERGER SUB, INC. AND CABLEVISION SYSTEMS CORPORATION
AS IT MAY BE AMENDED FROM TIME TO TIME, ALL AS
MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
MANOR CARE, INC. HCR SPECIAL MEETING DATE: 10/17/2007
ISSUER: 564055101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING, IF Management For For
NECESSARY OR APPROPRIATE.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
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AS OF JULY 2, 2007, BETWEEN MCHCR-CP MERGER SUB
INC. AND MANOR CARE, INC. (THE MERGER AGREEMENT).
UNITED RENTALS, INC. URI SPECIAL MEETING DATE: 10/19/2007
ISSUER: 911363109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY Management For For
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN FAVOR OF PROPOSAL NUMBER 1 IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT TO APPROVE
PROPOSAL NUMBER 1.
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 22, 2007, BY AND AMONG UNITED
RENTALS, INC., RAM HOLDINGS, INC., AND RAM ACQUISITION
CORP., AS IT MAY BE AMENDED FROM TIME TO TIME.
CABLEVISION SYSTEMS CORPORATION CVC SPECIAL MEETING DATE: 10/24/2007
ISSUER: 12686C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO APPROVE AN AMENDMENT TO CABLEVISION SYSTEMS Management For For
CORPORATION S AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION, WHICH WOULD MAKE SECTION A.X.
OF ARTICLE FOURTH OF THE AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION INAPPLICABLE TO
THE MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED
BY THE MERGER AGREEMENT.
01 TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF Management Against Against
MERGER, DATED AS OF MAY 2, 2007, BY AND AMONG
CENTRAL PARK HOLDING COMPANY, LLC, CENTRAL PARK
MERGER SUB, INC. AND CABLEVISION SYSTEMS CORPORATION
AS IT MAY BE AMENDED FROM TIME TO TIME, ALL AS
MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
03 TO APPROVE ANY MOTION TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL
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PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1 OR PROPOSAL 2.
MARSHALL & ILSLEY CORPORATION MI SPECIAL MEETING DATE: 10/25/2007
ISSUER: 571834100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE INVESTMENT Management For For
AGREEMENT, DATED AS OF APRIL 3, 2007, AMONG MARSHALL
& ILSLEY, METAVANTE CORPORATION, METAVANTE HOLDING
COMPANY, MONTANA MERGER SUB INC., AND WPM, L.P.,
AND THE TRANSACTIONS CONTEMPLATED BY THE INVESTMENT
AGREEMENT, INCLUDING THE HOLDING COMPANY MERGER
AND THE NEW METAVANTE SHARE ISSUANCE.
02 PROPOSAL TO APPROVE ANY ADJOURNMENTS OF THE SPECIAL Management For *Management Position Unknown
MEETING FOR THE PURPOSE OF SOLICITING ADDITIONAL
PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT
THE SPECIAL MEETING TO APPROVE AND ADOPT THE
INVESTMENT AGREEMENT AND THE TRANSACTIONS CONTEMPLATED
BY THE INVESTMENT AGREEMENT, INCLUDING THE HOLDING
COMPANY MERGER AND THE NEW METAVANTE SHARE ISSUANCE.
SARA LEE CORPORATION SLE ANNUAL MEETING DATE: 10/25/2007
ISSUER: 803111103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: BRENDA C. BARNES Management For For
1B ELECTION OF DIRECTOR: CHRISTOPHER B. BEGLEY Management For For
1C ELECTION OF DIRECTOR: VIRGIS W. COLBERT Management For For
1D ELECTION OF DIRECTOR: JAMES S. CROWN Management For For
1E ELECTION OF DIRECTOR: LAURETTE T. KOELLNER Management For For
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1F ELECTION OF DIRECTOR: CORNELIS J.A. VAN LEDE Management For For
1G ELECTION OF DIRECTOR: SIR IAN PROSSER Management For For
1H ELECTION OF DIRECTOR: ROZANNE L. RIDGWAY Management For For
1I ELECTION OF DIRECTOR: NORMAN R. SORENSEN Management For For
1J ELECTION OF DIRECTOR: JONATHAN P. WARD Management For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS SARA LEE S INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2008.
03 TO VOTE ON THE APPROVAL OF THE SARA LEE CORPORATION Management For For
PERFORMANCE-BASED INCENTIVE PLAN
04 TO VOTE ON A STOCKHOLDER PROPOSAL REGARDING SUBMISSION Shareholder Against For
OF STOCKHOLDER PROPOSALS
05 TO VOTE ON A STOCKHOLDER PROPOSAL REQUESTING Shareholder Against For
AMENDMENTS TO SARA LEE S BYLAWS
06 TO VOTE ON A STOCKHOLDER PROPOSAL REQUESTING Shareholder Against For
AN ADVISORY VOTE ON EXECUTIVE COMPENSATION
SCHIFF NUTRITION INTERNATIONAL, INC. WNI ANNUAL MEETING DATE: 10/25/2007
ISSUER: 806693107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPROVAL OF THE AMENDMENT TO THE COMPANY S 2004 Management Against Against
INCENTIVE AWARD PLAN.
01 DIRECTOR Management For
ERIC WEIDER Management For For
GEORGE F. LENGVARI Management For For
BRUCE J. WOOD Management For For
RONALD L. COREY Management For For
ROGER H. KIMMEL Management For For
BRIAN P. MCDERMOTT Management For For
H.F. POWELL Management For For
SPECTRA ENERGY CORP SE ANNUAL MEETING DATE: 10/31/2007
ISSUER: 847560109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
PAMELA L. CARTER Management For For
WILLIAM T. ESREY Management For For
FRED J. FOWLER Management For For
DENNIS R. HENDRIX Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS SPECTRA ENERGY S INDEPENDENT
PUBLIC ACCOUNTANTS FOR 2007.
OAKLEY, INC. OO SPECIAL MEETING DATE: 11/07/2007
ISSUER: 673662102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO POSTPONE OR ADJOURN THE SPECIAL MEETING TO Management For For
A LATER DATE TO SOLICIT ADDITIONAL PROXIES IN
FAVOR OF THE APPROVAL OF THE MERGER AGREEMENT
AND THE TRANSACTIONS CONTEMPLATED THEREBY, INCLUDING
THE MERGER, IF THERE ARE NOT SUFFICIENT VOTES
FOR SUCH APPROVAL AT THE TIME OF THE SPECIAL MEETING.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 20, 2007, BY AND AMONG LUXOTTICA
GROUP S.P.A., NORMA ACQUISITION CORP. AND OAKLEY,
INC.
PERNOD-RICARD, PARIS RI.PA MIX MEETING DATE: 11/07/2007
ISSUER: F72027109 ISIN: FR0000120693
SEDOL: B030Q53, B10S419, 4682318, B043D05, 4427100, 4682329
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
O.1 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS, THE COMPANY S FINANCIAL STATEMENTS
FOR THE YE IN 30 JUN 2007, AS PRESENTED, EARNINGS
FOR THE FYE: EUR 597,492,980.80 THE SHAREHOLDERS
MEETING APPROVES THE REPORTS OF THE CHAIRMAN
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OF THE BOARD OF DIRECTORS ON THE CONDITIONS FOR
THE PREPARATION AND THE ORGANIZATION OF THE WORK
OF THE BOARD, AND THE AUDITORS ON THE INTERNAL
AUDIT PROCEDURES IN ACCOUNTING AND FINANCIAL
MATTERS, THE SHAREHOLDERS MEETING APPROVES THE
EXPENSES AND CHARGES THAT WERE NOT TAX-DEDUCTIBLE
OF EUR 58,497.00 WITH A CORRESPONDING TAX OF
EUR 20,142.00
O.2 APPROVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS, THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE SAID FY, IN THE FORM PRESENTED
TO THE MEETING
O.3 APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For For
AND RESOLVES THAT THE INCOME FOR THE FY BE APPROPRIATED
AS FOLLOWS: EARNINGS FOR THE FYE: EUR 597,492,980.80
LEGAL RESERVE: EUR 9,319,934.58 TOTAL: EUR 588,173,046.22
PRIOR RETAINED EARNINGS : EUR 193,340,423.46
DISTRIBUTABLE INCOME: EUR 781,513,469.68 DIVIDENDS:
EUR 276,221,935.08 :70 RETAINED EARNINGS: EUR
505,291,534.60 THE SHAREHOLDERS MEETING REMINDS
THAT AN INTERIM DIVIDEND OF EUR 1.26 WAS ALREADY
PAID ON 04 JUL 2007 THE REMAINING DIVIDEND OF
EUR 1.26 WILL BE PAID ON 14 NOV 2007, AND WILL
ENTITLE NATURAL PERSONS TO THE 50 % ALLOWANCE
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, IT IS REMINDED THAT, FOR THE LAST 3 FY,
THE DIVIDENDS PAID, WERE AS FOLLOWS: EUR 2.52
FOR FY 2005 2006 EUR 3.22 FOR FY 2004 2005 EUR
1.96 FOR FY 2003
O.4 APPROVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.338-42 OF THE
FRENCH COMMERCIAL CODE, APPROVES SAID REPORT
AND THE AGREEMENTS REFERRED TO THEREIN
O.5 APPROVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225-42-1 OF
THE FRENCH COMMERCIAL CODE, APPROVES SAID REPORT
AND THE AGREEMENTS REFERRED TO THEREIN
O.6 APPOINT MR. NICOLE BOUTON AS A DIRECTOR FOR 4 Management For For
YEAR PERIOD
O.7 APPROVE TO AWARD TOTAL ANNUAL FEES OF EUR 670,000.00 Management For For
TO THE BOARD OF DIRECTORS
E.21 AMEND ARTICLE 32 OF THE BYLAWS Management For For
O.8 AUTHORIZE THE BOARD OF DIRECTORS TO TRADE IN Management For For
THE COMPANY S SHARES ON THE STOCK MARKET, SUBJECT
TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
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PRICE: EUR 250.00, MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 10,961,187 SHARES, MAXIMUM FUNDS
INVESTED IN THE SHARE BUYBACKS: EUR 2,740,296,750.00
THIS AUTHORIZATION IS GIVEN FOR A 18-MONTH PERIOD
THE SHAREHOLDERS MEETING, TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
THIS AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 07 NOV 2006 IN ITS RESOLUTION 7
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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
E.9 AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE Management For For
SHARE CAPITAL, ON ONE OR MORE OCCASIONS AND AT
ITS SOLE DISCRETION, BY CANCELLING ALL OR PART
OF THE SHARES HELD BY THE COMPANY IN CONNECTION
WITH A STOCK REPURCHASE PLAN, UP TO A MAXIMUM
OF 10% OF THE SHARE CAPITAL OVER A 24-MONTH PERIOD
THIS AUTHORIZATION IS GIVEN FOR A 24-MONTH PERIOD
THE SURPLUS OF THE COST PRICE OF THE CANCELLED
SHARES ON THEIR NOMINAL VALUE WILL BE IMPUTED
ON THE POST ISSUANCE PREMIUM, OR TO ANY OVER
AVAILABLE RESERVES, INCLUDED THE LEGAL RESERVES
THE SHAREHOLDERS MEETING, TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
THIS AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 07 NOV 2006 IN ITS RESOLUTION 8
E.10 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE CAPITAL, ON ONE OR MORE OCCASIONS, IN FRANCE
OR ABROAD, BY A MAXIMUM NOMINAL AMOUNT OF EUR
170,000,000.00, BY ISSUANCE, WITH PREFERRED SUBSCRIPTION
RIGHTS MAINTAINED, OF SHARES AND OR DEBT SECURITIES
THIS AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTIONS 11, 12, 13, 14, 16 AND
20, THE MAXIMUM NOMINAL AMOUNT OF DEBT SECURITIES
WHICH MAY BE ISSUED SHALL NOT EXCEED EUR 5,000,000,000.00,
THIS AMOUNT SHALL NOT COUNT AGAINST THE OVERALL
VALUE SET FORTH IN RESOLUTION 15; AUTHORITY EXPIRES
AT THE END OF 26-MONTH PERIOD; THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
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GRANTED BY THE SHAREHOLDERS MEETING OF 10 NOV
2005 IN ITS RESOLUTION 18 AND TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
E.11 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE CAPITAL, ON ONE OR MORE OCCASIONS, IN FRANCE
OR ABROAD, BY A MAXIMUM NOMINAL AMOUNT OF EUR
68,000,000.00, BY ISSUANCE, WITHOUT PREFERRED
SUBSCRIPTION RIGHTS MAINTAINED, OF SHARES AND
OR DEBT SECURITIES THIS AMOUNT SHALL COUNT AGAINST
THE OVERALL VALUE SET FORTH IN RESOLUTIONS 12,
13, 14 AND 20 THE MAXIMUM NOMINAL AMOUNT OF DEBT
SECURITIES WHICH MAY BE ISSUED SHALL NOT EXCEED
EUR 4,000,000,000.00 THIS AMOUNT SHALL COUNT
AGAINST THE OVERALL VALUE SET FORTH IN RESOLUTION
NUMBER 10 THIS AMOUNT SHALL NOT COUNT AGAINST
THE OVERALL VALUE SET FORTH IN RESOLUTION NUMBER
15 THIS AUTHORIZATION IS GRANTED FOR A 26-MONTH
PERIOD THIS AUTHORIZATION SUPERSEDES THE FRACTION
UNUSED OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 10 NOV 2005 IN ITS RESOLUTION NUMBER
19 THE SHAREHOLDERS MEETING, TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
E.12 APPROVE THAT THE BOARD OF DIRECTOR MAY DECIDE Management For For
TO INCREASE THE NUMBER OF SECURITIES TO BE ISSUED
IN THE EVENT OF A CAPITAL INCREASE WITH OR WITHOUT
PREFERENTIAL SUBSCRIPTION RIGHT OF SHAREHOLDERS,
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,
THIS AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTION 10; THIS DELEGATION IS
GRANTED FOR A 26-MONTH PERIOD THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 10 NOV
2005 IN ITS RESOLUTION 20
E.13 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE SHARE CAPITAL, UP TO 10% OF THE SHARE CAPITAL,
BY WAY OF ISSUING SHARES OR SECURITIES GIVING
ACCESS TO THE CAPITAL, IN CONSIDERATION FOR THE
CONTRIBUTIONS IN KIND GRANTED TO THE COMPANY
AND COMPRISED OF CAPITAL SECURITIES OR SECURITIES
GIVING ACCESS TO SHARE CAPITAL THIS AMOUNT SHALL
COUNT AGAINST THE OVERALL VALUE SET FORTH IN
RESOLUTION 11; THIS AUTHORIZATION IS GRANTED
FOR A 26-MONTH PERIOD THE SHAREHOLDERS MEETING,
TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 10 NOV
2005 IN ITS RESOLUTION NUMBER 21
E.14 AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE COMPANY Management For For
S EQUITY SECURITIES OR SECURITIES GIVING ACCESS
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TO THE COMPANY S SHARE CAPITAL, THIS ISSUANCE
SHOULD NOT EXCEED 20% OF THE SHARE CAPITAL, IN
CONSIDERATION FOR SECURITIES TENDERED IN A PUBLIC
EXCHANGE OFFER INITIATED BY THE COMPANY CONCERNING
THE SHARES OF ANOTHER COMPANY; THIS AUTHORIZATION
IS GRANTED FOR A 26-MONTH PERIOD THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOUR OF
BENEFICIARY THE AMOUNT OF THE CAPITAL INCREASE
SHALL COUNT AGAINST THE OVERALL VALUE SET FORTH
IN RESOLUTION 11 THE SHAREHOLDERS MEETING, TO
TAKE ALL NECESSARY MEASURES AND ACCOMPLISH ALL
NECESSARY FORMALITIES THIS AUTHORIZATION SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 10 NOV 2005 IN
ITS RESOLUTION 22
E.15 AUTHORIZE THE BOARD OF DIRECTORS, ON ONE OR MORE Management For For
OCCASIONS, IN FRANCE OR ABROAD, TO ISSUE DEBT
SECURITIES GIVING THE RIGHT TO THE ALLOCATION
OF WARRANTS THE MAXIMUM NOMINAL AMOUNT OF DEBT
SECURITIES WHICH MAY BE ISSUED SHALL NOT EXCEED
EUR 5,000,000,000.00 THIS AMOUNT SHALL COUNT
AGAINST THE OVERALL VALUE SET FORTH IN RESOLUTIONS
10 AND 11; THIS AUTHORIZATION IS GRANTED FOR
A 26-MONTH PERIOD THE SHAREHOLDERS MEETING,
TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 10 NOV
2005 IN ITS RESOLUTION 23
E.16 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE SHARE CAPITAL, IN ONE OR MORE OCCASIONS AND
AT ITS SOLE DISCRETION, BY A MAXIMUM NOMINAL
AMOUNT OF EUR 170,000,000.00, BY WAY OF CAPITALIZING
RESERVES, PROFITS, PREMIUMS OR OTHER MEANS, PROVIDED
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 AUTHORIZATION
IS GIVEN FOR A 26-MONTH PERIOD THIS AMOUNT SHALL
COUNT AGAINST THE OVERALL VALUE SET FORTH IN
RESOLUTION NUMBER 10 THE SHAREHOLDERS MEETING,
TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 10 NOV
2005 IN ITS RESOLUTION 24
E.17 APPROVE TO DIVIDE THE SHARES NOMINAL VALUE BY Management For For
2 AND TO EXCHANGE 1 FORMER SHARES OF EUR 3.10
NOMINAL VALUE AGAINST 2 NEW SHARES OF EUR 1.55
NOMINAL VALUE EACH CONSEQUENTLY, THE SHAREHOLDER
S MEETING DECIDES THAT THE DIVISION OF THE NOMINAL
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WILL COME INTO EFFECT THE 15 JAN 2008 AND AUTHORIZE
THE BOARD OF DIRECTORS TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
E.18 AUTHORIZE THE BOARD OF DIRECTORS TO GRANT, FOR Management For For
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 1% OF THE SHARE
CAPITAL THIS AMOUNT SHALL NOT COUNT AGAINST THE
OVERALL VALUE SET FORTH IN THE PREVIOUS RESOLUTION
THE PRESENT DELEGATION IS GIVEN FOR A 38-MONTH
PERIOD THIS AUTHORIZATION SUPERSEDES THE FRACTION
UNUSED OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 10 NOV 2005 IN ITS RESOLUTION NUMBER
25 THE SHAREHOLDERS MEETING, TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
THE SHAREHOLDERS MEETING DECIDES TO CANCEL THE
SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS
IN FAVOUR OF BENEFICIARY
E.19 AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED, Management For For
IN ONE OR MORE ISSUES, WITH THE ISSUANCE OF BOUND
OF SHARES SUBSCRIPTION, BEFORE THE END OF THE
PERIOD OF PUBLIC OFFER INITIATED BY THE COMPANY
THE MAXIMUM GLOBAL AMOUNT OF ISSUANCE OF THE
BOUND OF SHARES SHOULD NOT EXCEED EUR 145,000,000.00
THIS AUTHORIZATION IS GRANTED FOR A 18-MONTH
PERIOD THE SHAREHOLDERS MEETING, TO TAKE ALL
NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES THIS AUTHORIZATION SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 07 NOV 2006 IN
ITS RESOLUTION 10
E.20 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE SHARE CAPITAL, ON ONE OR MORE OCCASIONS,
AT ITS SOLE DISCRETION, IN FAVOUR OF EMPLOYEES
AND CORPORATE OFFICERS OF THE COMPANY WHO ARE
MEMBERS OF A COMPANY SAVINGS PLAN THIS DELEGATION
IS GIVEN FOR A 26-MONTH PERIOD AND FOR A NOMINAL
AMOUNT THAT SHALL NOT EXCEED 2% OF THE SHARE
CAPITAL THIS AMOUNT SHALL COUNT AGAINST THE OVERALL
VALUE SET FORTH IN RESOLUTION NUMBER 11 THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOUR OF
EMPLOYEES AND CORPORATE OFFICERS OF THE COMPANY
WHO ARE MEMBERS OF A COMPANY SAVINGS PLAN THIS
AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 07 NOV 2006 IN ITS RESOLUTION NUMBER
11 THE SHAREHOLDERS MEETING, TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
E.22 APPROVE TO GRANT FULL POWERS TO THE BEARER OF Management For For
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AN ORIGINAL, 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 *Management Position Unknown
IN ONE SPECIFIED CONDITION RESOLUTION 15 OMITTED
IN RESOLUTION E.10. 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.
ARCHER-DANIELS-MIDLAND COMPANY ADM ANNUAL MEETING DATE: 11/08/2007
ISSUER: 039483102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
A.L. BOECKMANN Management For For
M.H. CARTER Management For For
V.F. HAYNES Management For For
A. MACIEL Management For For
P.J. MOORE Management For For
M.B. MULRONEY Management For For
T.F. O'NEILL Management For For
K.R. WESTBROOK Management For For
P.A. WOERTZ Management For For
02 ADOPT STOCKHOLDER S PROPOSAL NO. 1 (CODE OF CONDUCT Shareholder Against For
REGARDING GLOBAL HUMAN RIGHTS STANDARDS.)
03 ADOPT STOCKHOLDER S PROPOSAL NO. 2 (ADVISORY Shareholder Against For
RESOLUTION TO RATIFY COMPENSATION LISTED IN SUMMARY
COMPENSATION TABLE.)
HELLENIC TELECOMMUNICATIONS ORG. S.A. OTE SPECIAL MEETING DATE: 11/08/2007
ISSUER: 423325307 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF A SHARE BUY BACK PROGRAM, OF OTE Management For *Management Position Unknown
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S.A. IN ACCORDANCE WITH THE ARTICLE 16 OF THE
LAW 2190/1920.
03 MISCELLANEOUS ANNOUNCEMENTS. Management For *Management Position Unknown
02 AMENDMENTS TO THE CURRENT ARTICLES OF ASSOCIATION: Management For *Management Position Unknown
ADDITION OF ARTICLE 5A (SHARES), AMENDMENTS OF
ARTICLES 8 (BOARD OF DIRECTORS), 10 (COMPOSITION
AND OPERATION OF THE BOARD OF DIRECTORS), 17
(INVITATION - AGENDA OF THE GENERAL ASSEMBLY
OF SHAREHOLDERS) AND 21 (SPECIAL QUORUM AND MAJORITY).
TRANSOCEAN INC. RIG SPECIAL MEETING DATE: 11/09/2007
ISSUER: G90078109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF THE SCHEME OF ARRANGEMENT, ATTACHED Management For For
TO THE ACCOMPANYING JOINT PROXY STATEMENT AS
ANNEX G, WHICH PROVIDES FOR THE RECLASSIFICATION
OF OUR ORDINARY SHARES.
03 APPROVAL OF THE AMENDMENT AND RESTATEMENT OF Management For For
OUR MEMORANDUM AND ARTICLES OF ASSOCIATION TO,
AMONG OTHER THINGS, INCREASE THE MAXIMUM NUMBER
OF DIRECTORS CONSTITUTING THE BOARD OF DIRECTORS
OF TRANSOCEAN INC. FROM 13 TO 14, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
02 APPROVAL OF THE ISSUANCE OF OUR ORDINARY SHARES Management For For
TO SHAREHOLDERS OF GLOBALSANTAFE CORPORATION
IN THE MERGER UNDER THE TERMS OF THE AGREEMENT
AND PLAN OF MERGER, ATTACHED TO THE ACCOMPANYING
JOINT PROXY STATEMENT AS ANNEX A.
DELTA NATURAL GAS COMPANY, INC. DGAS CONSENT MEETING DATE: 11/15/2007
ISSUER: 247748106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
LINDA K. BREATHITT Management For For
LANNY D. GREER Management For For
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BILLY JOE HALL Management For For
CAMPBELL SOUP COMPANY CPB ANNUAL MEETING DATE: 11/16/2007
ISSUER: 134429109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
EDMUND M. CARPENTER Management For For
PAUL R. CHARRON Management For For
DOUGLAS R. CONANT Management For For
BENNETT DORRANCE Management For For
KENT B. FOSTER Management For For
HARVEY GOLUB Management For For
RANDALL W. LARRIMORE Management For For
PHILIP E. LIPPINCOTT Management For For
MARY ALICE D. MALONE Management For For
SARA MATHEW Management For For
DAVID C. PATTERSON Management For For
CHARLES R. PERRIN Management For For
A. BARRY RAND Management For For
GEORGE STRAWBRIDGE, JR. Management For For
LES C. VINNEY Management For For
CHARLOTTE C. WEBER Management For For
02 RATIFICATION OF APPOINTMENT OF THE INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM.
ENERGY EAST CORPORATION EAS SPECIAL MEETING DATE: 11/20/2007
ISSUER: 29266M109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Management For For
OF MERGER DATED AS OF JUNE 25, 2007 AMONG IBERDROLA,
S.A., GREEN ACQUISITION CAPITAL, INC. AND ENERGY
EAST CORPORATION.
02 APPROVAL OF ANY PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE, IF NECESSARY.
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LYONDELL CHEMICAL COMPANY LYO SPECIAL MEETING DATE: 11/20/2007
ISSUER: 552078107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 16, 2007, AMONG BASELL AF, BIL
ACQUISITION HOLDINGS LIMITED AND LYONDELL CHEMICAL
COMPANY, AS SUCH AGREEMENT MAY BE AMENDED FROM
TIME TO TIME.
02 ADJOURN THE SPECIAL MEETING OF SHAREHOLDERS IF Management For For
NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE
ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE AND ADOPT THE AGREEMENT AND
PLAN OF MERGER.
BHP BILLITON LIMITED BHP ANNUAL MEETING DATE: 11/28/2007
ISSUER: 088606108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
22 TO APPROVE THE AMENDMENT TO THE CONSTITUTION Management For For
OF BHP BILLITON LTD.
21 TO APPROVE THE AMENDMENT TO THE ARTICLES OF ASSOCIATION Management For For
OF BHP BILLITON PLC.
20 TO APPROVE THE GRANT OF AWARDS TO MR C W GOODYEAR Management For For
UNDER THE GIS.
19 TO APPROVE THE GRANT OF AWARDS TO MR M J KLOPPERS Management For For
UNDER THE GIS AND THE LTIP.
18 TO APPROVE THE 2007 REMUNERATION REPORT. Management For For
17H TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 30 NOVEMBER
2008.
17G TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 15 SEPTEMBER
2008.
17F TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
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BILLITON PLC HELD BY BHP BILLITON LTD ON 31 JULY
2008.
17E TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 15 JUNE
2008.
17D TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 31 MAY
2008.
17C TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 30 APRIL
2008.
17B TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 15 FEBRUARY
2008.
17A TO APPROVE THE CANCELLATION OF SHARES IN BHP Management For For
BILLITON PLC HELD BY BHP BILLITON LTD ON 31 DECEMBER
2007.
16 TO APPROVE THE REPURCHASE OF SHARES IN BHP BILLITON Management For For
PLC.
15 TO RENEW THE DISAPPLICATION OF PRE-EMPTION RIGHTS Management For For
IN BHP BILLITON PLC.
14 TO RENEW THE GENERAL AUTHORITY TO ALLOT SHARES Management For For
IN BHP BILLITON PLC.
13 TO REAPPOINT KPMG AUDIT PLC AS THE AUDITOR OF Management For For
BHP BILLITON PLC.
12 TO RE-ELECT DR D A L JENKINS AS A DIRECTOR OF Management For For
BHP BILLITON LTD.
11 TO RE-ELECT DR D A L JENKINS AS A DIRECTOR OF Management For For
BHP BILLITON PLC.
10 TO RE-ELECT THE HON E G DE PLANQUE AS A DIRECTOR Management For For
OF BHP BILLITON LTD.
09 TO RE-ELECT THE HON E G DE PLANQUE AS A DIRECTOR Management For For
OF BHP BILLITON PLC.
08 TO RE-ELECT MR C A S CORDEIRO AS A DIRECTOR OF Management For For
BHP BILLITON LTD.
07 TO RE-ELECT MR C A S CORDEIRO AS A DIRECTOR OF Management For For
BHP BILLITON PLC.
06 TO RE-ELECT MR D R ARGUS AS A DIRECTOR OF BHP Management For For
BILLITON LTD.
05 TO RE-ELECT MR D R ARGUS AS A DIRECTOR OF BHP Management For For
BILLITON PLC.
04 TO RE-ELECT MR D A CRAWFORD AS A DIRECTOR OF Management For For
BHP BILLITON LTD.
03 TO RE-ELECT MR D A CRAWFORD AS A DIRECTOR OF Management For For
BHP BILLITON PLC.
02 TO RECEIVE THE 2007 FINANCIAL STATEMENTS AND Management For For
REPORTS FOR BHP BILLITON LTD.
01 TO RECEIVE THE 2007 FINANCIAL STATEMENTS AND Management For For
REPORTS FOR BHP BILLITON PLC.
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COPART, INC. CPRT ANNUAL MEETING DATE: 12/06/2007
ISSUER: 217204106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
03 RATIFY THE SELECTION OF ERNST & YOUNG LLP AS Management For For
INDEPENDENT AUDITORS FOR THE COMPANY FOR THE
CURRENT FISCAL YEAR ENDING JULY 31, 2008.
02 APPROVAL OF THE ADOPTION OF THE 2007 EQUITY INCENTIVE Management Against Against
PLAN.
01 DIRECTOR Management For
WILLIS J. JOHNSON Management For For
A. JAYSON ADAIR Management For For
JAMES E. MEEKS Management For For
STEVEN D. COHAN Management For For
DANIEL J. ENGLANDER Management For For
BARRY ROSENSTEIN Management For For
THOMAS W. SMITH Management For For
CAMERON INTERNATIONAL CORPORATION CAM SPECIAL MEETING DATE: 12/07/2007
ISSUER: 13342B105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 AMENDMENT TO THE COMPANY S AMENDED AND RESTATED Management For For
CERTIFICATE OF INCORPORATION TO INCREASE THE
NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM
150,000,000 TO 400,000,000.
DOW JONES & COMPANY, INC. DJ SPECIAL MEETING DATE: 12/13/2007
ISSUER: 260561105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
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PLAN OF MERGER, DATED AS OF JULY 31, 2007, BY
AND AMONG NEWS CORPORATION, RUBY NEWCO LLC, DOW
JONES AND DIAMOND MERGER SUB CORPORATION, AS
THIS AGREEMENT MAY BE AMENDED
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY Management For For
TO PERMIT FURTHER SOLICITATION OF PROXIES IN
THE EVENT THERE ARE NOT SUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT
FANNIE MAE FNM ANNUAL MEETING DATE: 12/14/2007
ISSUER: 313586109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
STEPHEN B. ASHLEY Management For For
DENNIS R. BERESFORD Management For For
LOUIS J. FREEH Management For For
BRENDA J. GAINES Management For For
KAREN N. HORN, PH.D. Management For For
BRIDGET A. MACASKILL Management For For
DANIEL H. MUDD Management For For
LESLIE RAHL Management For For
JOHN C. SITES, JR. Management For For
GREG C. SMITH Management For For
H. PATRICK SWYGERT Management For For
JOHN K. WULFF Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
03 PROPOSAL TO APPROVE AN AMENDMENT TO THE FANNIE Management For For
MAE STOCK COMPENSATION PLAN OF 2003.
04 PROPOSAL TO REQUIRE SHAREHOLDER ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION.
05 PROPOSAL TO AUTHORIZE CUMULATIVE VOTING. Shareholder Against For
HARMAN INTERNATIONAL INDUSTRIES, INC. HAR ANNUAL MEETING DATE: 12/17/2007
ISSUER: 413086109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
A. MCLAUGHLIN KOROLOGOS Management For For
DR. HARALD EINSMANN Management For For
02 APPROVAL OF THE 2007 KEY EXECUTIVE OFFICERS BONUS Management For For
PLAN
ALTADIS SA ALT.MC EGM MEETING DATE: 12/18/2007
ISSUER: E0432C106 ISIN: ES0177040013
SEDOL: B02T9V8, 5843114, 5860652, B0YLW13, 5444012
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
18 DEC 2007. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. MODIFICATION OF ARTICLE 24 (VOTING RIGHTS) OF Management For For
THE COMPANY BY-LAWS AND OF ARTICLE 24.1 (ADOPTION
OF RESOLUTIONS AND ANNOUNCEMENT OF RESULTS) OF
THE REGULATIONS OF THE GENERAL SHAREHOLDERS
MEETING
2. DELEGATION OF POWERS TO EXECUTE, CONSTRUE, RECTIFY, Management For For
REGISTER AND GIVE EFFECT TO THE RESOLUTIONS PASSED
AT THE GENERAL SHAREHOLDERS MEETING
* PLEASE NOTE: ATTENDANCE PREMIUM (0.10 EUROS GROSS Non-Voting *Management Position Unknown
PER SHARE): SHAREHOLDERS WHO PARTICIPATE IN ANY
FORM AT THE EGM, WHETHER DIRECTLY, BY PROXY,
OR BY LONG-DISTANCE VOTING, SHALL BE ENTITLED
TO RECEIVE AN ATTENDANCE PREMIUM OF TEN EURO
CENTS GROSS PER SHARE, PROVIDED THAT THEY HAVE
THEM RECORDED IN THE PERTINENT BOOK-ENTRY LEDGER
FIVE DAYS IN ADVANCE OF THE DATE SCHEDULED FOR
THE EGM.
* PLEASE BE ADVISED THAT ADDITIONAL INFORMATION Non-Voting *Management Position Unknown
CONCERNING ALTADIS S.A., CAN ALSO BE VIEWED ON
THE COMPANY S WEBSITE: HTTP://WWW..ALTADIS.COM/EN/INDEX.PHP
* PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITIONAL Non-Voting *Management Position Unknown
COMMENTS AND NORMAL MEETING BEEN CHANGED TO ISSUER
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PAY MEETING. 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.
WALGREEN CO. WAG ANNUAL MEETING DATE: 01/09/2008
ISSUER: 931422109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
WILLIAM C. FOOTE Management For For
ALAN G. MCNALLY Management For For
CORDELL REED Management For For
JEFFREY A. REIN Management For For
NANCY M. SCHLICHTING Management For For
DAVID Y. SCHWARTZ Management For For
ALEJANDRO SILVA Management For For
JAMES A. SKINNER Management For For
MARILOU M. VON FERSTEL Management For For
CHARLES R. WALGREEN III Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
03 SHAREHOLDER PROPOSAL REGARDING REPORTS DISCLOSING Shareholder Against For
CHARITABLE CONTRIBUTIONS.
04 SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER VOTE Shareholder For Against
ON THE ADOPTION, MAINTENANCE OR EXTENSION OF
ANY POISON PILL.
05 SHAREHOLDER PROPOSAL THAT THE CHAIRMAN OF THE Shareholder Against For
BOARD BE AN INDEPENDENT DIRECTOR WHO HAS NOT
PREVIOUSLY SERVED AS AN EXECUTIVE OFFICER OF
WALGREEN CO.
COGNOS INCORPORATED COGN SPECIAL MEETING DATE: 01/14/2008
ISSUER: 19244C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 THE SPECIAL RESOLUTION APPROVING THE ARRANGEMENT Management For For
UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS
ACT INVOLVING THE ACQUISITION BY 1361454 ALBERTA
ULC, AN INDIRECT SUBSIDIARY OF INTERNATIONAL
BUSINESS MACHINES CORPORATION, OF ALL OF THE
ISSUED AND OUTSTANDING COMMON SHARES OF COGNOS
INCORPORATED IN EXCHANGE FOR US$58.00 PER COMMON
SHARE, IN THE FORM SET FORTH IN APPENDIX A TO
THE MANAGEMENT PROXY CIRCULAR DATED DECEMBER
10, 2007.
ALBERTO-CULVER COMPANY ACV ANNUAL MEETING DATE: 01/24/2008
ISSUER: 013078100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
THOMAS A. DATTILO Management For For
JIM EDGAR Management For For
SAM J. SUSSER Management For For
02 APPROVAL OF THE EMPLOYEE STOCK OPTION PLAN OF Management For For
2006, AS AMENDED.
03 APPROVAL OF THE MANAGEMENT INCENTIVE PLAN, AS Management For For
AMENDED.
04 APPROVAL OF THE 2006 SHAREHOLDER VALUE INCENTIVE Management For For
PLAN, AS AMENDED.
05 APPROVAL OF THE 2006 RESTRICTED STOCK PLAN, AS Management For For
AMENDED.
SALLY BEAUTY HOLDINGS, INC. SBH ANNUAL MEETING DATE: 01/24/2008
ISSUER: 79546E104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 RATIFICATION OF THE SELECTION OF KPMG LLP AS Management For For
THE CORPORATION S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR 2008.
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01 DIRECTOR Management For
KATHLEEN J. AFFELDT Management For For
WALTER L. METCALFE, JR. Management For For
EDWARD W. RABIN Management For For
GARY G. WINTERHALTER Management For For
ASHLAND INC. ASH ANNUAL MEETING DATE: 01/31/2008
ISSUER: 044209104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
BERNADINE P. HEALY MD Management For For
KATHLEEN LIGOCKI Management For For
JAMES J. O'BRIEN Management For For
BARRY W. PERRY Management For For
02 RATIFICATION OF ERNST & YOUNG AS INDEPENDENT Management For For
AUDITORS FOR FISCAL 2008.
03 SHAREHOLDER PROPOSAL TO INITIATE THE APPROPRIATE Shareholder Against For
PROCESS TO IMPLEMENT MAJORITY VOTING FOR ELECTION
OF DIRECTORS.
PT MULTIMEDIA SERVICOS DE TELECOMUNICACOES E MULTIMEDIA S G P S S A PTM.LS EGM MEETING DATE: 01/31/2008
ISSUER: X70127109 ISIN: PTPTM0AM0008 BLOCKING
SEDOL: B28LGH7, 5823990, B0BM695, B02P110, 5811412, B0BKJ67, B0B9GS5
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. AMEND ARTICLE 1, PARAGRAPH 1 OF ARTICLE 15 AND Management Take No Action
PARAGRAPH 1 OF ARTICLE 17 OF THE ARTICLES OF
ASSOCIATION
2. APPOINT THE MEMBERS OF THE BOARD OF DIRECTORS Management Take No Action
3. APPROVE THE CHANGE IN COMPOSITION OF THE BOARD Management Take No Action
OF DIRECTORS
4. APPROVE THE REMUNERATION OF THE MEMBERS OF THE Management Take No Action
COMPENSATION COMMITTEE
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 57 of 265
THE LACLEDE GROUP, INC. LG ANNUAL MEETING DATE: 01/31/2008
ISSUER: 505597104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2008
01 DIRECTOR Management For
EDWARD L. GLOTZBACH Management For For
W. STEPHEN MARITZ Management For For
JOHN P. STUPP, JR. Management For For
WHX CORPORATION WXCP SPECIAL MEETING DATE: 01/31/2008
ISSUER: 929248508 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO AUTHORIZE THE BOARD OF DIRECTORS, Management For For
AT ITS DISCRETION, TO AMEND WHX S AMENDED AND
RESTATED CERTIFICATE OF INCORPORATION TO INCREASE
WHX S AUTHORIZED CAPITAL STOCK FROM 55,000,000
SHARES, CONSISTING OF 50,000,000 SHARES OF COMMON
STOCK, PAR VALUE $0.01 PER SHARE, AND 5,000,000
SHARES OF PREFERRED STOCK, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
ATMOS ENERGY CORPORATION ATO ANNUAL MEETING DATE: 02/06/2008
ISSUER: 049560105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 58 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 RATIFY THE SELECTION OF ERNST & YOUNG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2008.
01 DIRECTOR Management For
TRAVIS W. BAIN II Management For For
DAN BUSBEE Management For For
RICHARD W. DOUGLAS Management For For
RICHARD K. GORDON Management For For
COMMERCE BANCORP, INC. CBH SPECIAL MEETING DATE: 02/06/2008
ISSUER: 200519106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO ADJOURN OR POSTPONE THE COMMERCE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT
ADDITIONAL PROXIES.
01 TO APPROVE THE PLAN OF MERGER CONTAINED IN THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER
2, 2007, BY AND AMONG THE TORONTO-DOMINION BANK
( TD ), CARDINAL MERGER CO. ( MERGER SUB ) AND
COMMERCE BANCORP, INC. ( COMMERCE ), AS AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME
TO TIME, ALL AS MORE FULLY DESCRIBED IN THE PROXY
STATEMENT.
ROCKWELL AUTOMATION, INC. ROK ANNUAL MEETING DATE: 02/06/2008
ISSUER: 773903109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
C TO APPROVE THE ROCKWELL AUTOMATION, INC. 2008 Management Against Against
LONG-TERM INCENTIVES PLAN.
B TO APPROVE THE SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
A DIRECTOR Management For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 59 of 265
BRUCE M. ROCKWELL Management For For
JOSEPH F. TOOT, JR. Management For For
INGLES MARKETS, INCORPORATED IMKTA ANNUAL MEETING DATE: 02/12/2008
ISSUER: 457030104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
FRED D. AYERS Management For For
JOHN O. POLLARD Management For For
NATIONAL FUEL GAS COMPANY NFG CONTESTED ANNUAL MEETING DATE: 02/21/2008
ISSUER: 636180101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS Management For For
THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
01 DIRECTOR Management For
ROBERT T. BRADY Management For For
ROLLAND E. KIDDER Management For For
JOHN F. RIORDAN Management For For
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ROBERT T. BRADY Management For For
ROLLAND E. KIDDER Management For For
JOHN F. RIORDAN Management For For
FREDERIC V. SALERNO Management For For
02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS Management For For
THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 60 of 265
TYCO ELECTRONICS LTD. TEL ANNUAL MEETING DATE: 03/10/2008
ISSUER: G9144P105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
PIERRE R. BRONDEAU Management For For
RAM CHARAN Management For For
JUERGEN W. GROMER Management For For
ROBERT M. HERNANDEZ Management For For
THOMAS J. LYNCH Management For For
DANIEL J. PHELAN Management For For
FREDERIC M. POSES Management For For
LAWRENCE S. SMITH Management For For
PAULA A. SNEED Management For For
DAVID P. STEINER Management For For
SANDRA S. WIJNBERG Management For For
02 APPOINTMENT OF DELOITTE & TOUCHE LLP AS TYCO Management For For
ELECTRONICS INDEPENDENT AUDITOR AND AUTHORIZATION
OF THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
TO SET THE INDEPENDENT AUDITOR S REMUNERATION
WHOLE FOODS MARKET, INC. WFMI ANNUAL MEETING DATE: 03/10/2008
ISSUER: 966837106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
04 SHAREHOLDER PROPOSAL REGARDING SEPARATING THE Shareholder Against For
ROLES OF COMPANY CHAIRMAN OF THE BOARD AND CEO.
03 SHAREHOLDER PROPOSAL REGARDING THE FUTURE ELECTION Shareholder Against For
OF THE MEMBERS OF THE BOARD OF DIRECTORS BY A
MAJORITY VOTE.
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG, Management For For
LLP AS INDEPENDENT PUBLIC ACCOUNTANTS FOR FISCAL
YEAR 2008.
01 DIRECTOR Management For
DR. JOHN B. ELSTROTT Management For For
GABRIELLE E. GREENE Management For For
HASS HASSAN Management For For
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JOHN P. MACKEY Management For For
MORRIS J. SIEGEL Management For For
DR. RALPH Z. SORENSON Management For For
WM. WRIGLEY JR. COMPANY WWY ANNUAL MEETING DATE: 03/12/2008
ISSUER: 982526105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JOHN RAU A VOTE AGAINST Management For For
THIS PROPOSAL WILL COUNT AS A WITHHELD VOTE
1B ELECTION OF DIRECTOR: RICHARD K. SMUCKER A VOTE Management For For
AGAINST THIS PROPOSAL WILL COUNT AS A WITHHELD
VOTE
1C ELECTION OF DIRECTOR: WILLIAM WRIGLEY, JR. A Management For For
VOTE AGAINST THIS PROPOSAL WILL COUNT AS A WITHHELD
VOTE
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM (INDEPENDENT AUDITORS) FOR THE
YEAR ENDING DECEMBER 31, 2008.
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JOHN RAU A VOTE AGAINST Management For For
THIS PROPOSAL WILL COUNT AS A WITHHELD VOTE
1B ELECTION OF DIRECTOR: RICHARD K. SMUCKER A VOTE Management For For
AGAINST THIS PROPOSAL WILL COUNT AS A WITHHELD
VOTE
1C ELECTION OF DIRECTOR: WILLIAM WRIGLEY, JR. A Management For For
VOTE AGAINST THIS PROPOSAL WILL COUNT AS A WITHHELD
VOTE
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM (INDEPENDENT AUDITORS) FOR THE
YEAR ENDING DECEMBER 31, 2008.
TYCO INTERNATIONAL LTD TYC ANNUAL MEETING DATE: 03/13/2008
ISSUER: G9143X208 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 62 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DENNIS C. BLAIR Management For For
EDWARD D. BREEN Management For For
BRIAN DUPERREAULT Management For For
BRUCE S. GORDON Management For For
RAJIV L. GUPTA Management For For
JOHN A. KROL Management For For
BRENDAN R. O'NEILL Management For For
WILLIAM S. STAVROPOULOS Management For For
SANDRA S. WIJNBERG Management For For
JEROME B. YORK Management For For
TIMOTHY M. DONAHUE Management For For
03 AMENDMENTS TO THE COMPANY S BYE-LAWS Management For For
02 RE-APPOINTMENT OF DELOITTE & TOUCHE LLP AS TYCO Management For For
S INDEPENDENT AUDITORS AND AUTHORIZATION FOR
THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS
TO SET THE AUDITORS REMUNERATION
COVIDIEN LTD COV ANNUAL MEETING DATE: 03/18/2008
ISSUER: G2552X108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPOINTMENT OF INDEPENDENT AUDITORS AND AUTHORIZATION Management For For
OF THE AUDIT COMMITTEE TO SET THE AUDITORS REMUNERATION
1K ELECTION OF DIRECTOR: JOSEPH A. ZACCAGNINO Management For For
1J ELECTION OF DIRECTOR: TADATAKA YAMADA Management For For
1I ELECTION OF DIRECTOR: DENNIS H. REILLEY Management For For
1H ELECTION OF DIRECTOR: RICHARD J. MEELIA Management For For
1G ELECTION OF DIRECTOR: RANDALL J. HOGAN, III Management For For
1F ELECTION OF DIRECTOR: KATHY J. HERBERT Management For For
1E ELECTION OF DIRECTOR: TIMOTHY M. DONAHUE Management For For
1D ELECTION OF DIRECTOR: CHRISTOPHER J. COUGHLIN Management For For
1C ELECTION OF DIRECTOR: JOHN M. CONNORS, JR. Management For For
1B ELECTION OF DIRECTOR: ROBERT H. BRUST Management For For
1A ELECTION OF DIRECTOR: CRAIG ARNOLD Management For For
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 63 of 265
PHH CORPORATION PHH ANNUAL MEETING DATE: 03/18/2008
ISSUER: 693320202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ANN D. LOGAN Management For For
GEORGE J. KILROY Management For For
PETROLEO BRASILEIRO S.A. - PETROBRAS PBR SPECIAL MEETING DATE: 03/24/2008
ISSUER: 71654V408 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
03 SPLIT OF THE SHARES THAT REPRESENT THE CAPITAL Management For For
STOCK.
2B APPROVAL OF THE APPOINTMENT OF A SPECIALIZED Management For For
COMPANY TO EVALUATE AND APPROVE THE RESPECTIVE
ASSESSMENT REPORT ELABORATED FOR THE UPB S.A.
INCORPORATION OPERATION, UNDER THE TERMS OF 1
AND 3 OF ART. 227, LAW NO. 6.404/76.
2A APPROVAL OF THE INCORPORATION PROTOCOL AND JUSTIFICATION, Management For For
DATED FEBRUARY 29, 2008, SIGNED BY PETROBRAS,
AS THE SURVIVING COMPANY, AND BY UPB S.A., AS
THE ACQUIRED COMPANY, TOGETHER WITH THE RESPECTIVE
PERTINENT DOCUMENTS, AND WITH UPB S.A. S INCORPORATION
OPERATION APPROVAL.
1B APPROVAL OF THE APPOINTMENT OF A SPECIALIZED Management For For
COMPANY TO EVALUATE AND APPROVE THE RESPECTIVE
ASSESSMENT REPORT ELABORATED FOR THE PRAMOA PARTICIPACOES
S.A. INCORPORATION OPERATION, UNDER THE TERMS
OF 1 AND 3 OF ART. 227, LAW NO. 6.404/76.
1A APPROVAL OF THE INCORPORATION PROTOCOL AND JUSTIFICATION, Management For For
DATED FEBRUARY 28, 2008, SIGNED BY PETROBRAS,
AS THE SURVIVING COMPANY, AND BY PRAMOA PARTICIPACOES
S.A., AS THE ACQUIRED COMPANY, TOGETHER WITH
THE RESPECTIVE PERTINENT DOCUMENTS, AND WITH
PRAMOA PARTICIPACOES S.A. S INCORPORATION OPERATION
APPROVAL.
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 64 of 265
PORTUGAL TELECOM SGPS S A PT AGM MEETING DATE: 03/28/2008
ISSUER: X6769Q104 ISIN: PTPTC0AM0009 BLOCKING
SEDOL: B28LD09, 5466856, 5760365, 5825985, B02P109, 4676203, 5817186
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE THAT FOR EVERY 500 SHARES YOU HAVE Non-Voting *Management Position Unknown
1 VOTING RIGHT. THANK YOU.
1. APPROVE THE MANAGEMENT REPORT, BALANCE SHEET Management Take No Action
AND ACCOUNTS FOR 2007
2. APPROVE THE CONSOLIDATED MANAGEMENT REPORT, BALANCE Management Take No Action
SHEET AND ACCOUNTS FOR 2007
3. APPROVE THE APPLICATION OF PROFITS Management Take No Action
4. APPROVE THE GENERAL APPRAISAL OF THE COMPANY Management Take No Action
MANAGEMENT AND SUPERVISION
5. RATIFY THE APPOINTMENT OF THE NEW MEMBERS OF Management Take No Action
THE BOARD OF DIRECTORS TO COMPLETE THE 2006-2008
TERM OF OFFICE
6. APPROVE THE ACQUISITION AND DISPOSAL OF OWN SHARE Management Take No Action
7. APPROVE TO REDUCE THE SHARE CAPITAL UP TO EUR Management Take No Action
3,077,400 FOR THE PURPOSE OF RELEASING EXCESS
CAPITAL IN CONNECTION WITH A SHARE BUYBACK PROGRAMME,
THROUGH THE CANCELLATION OF UP TO 102,580,000
SHARES REPRESENTING UP TO 10% OF THE SHARE CAPITAL
TO BE ACQUIRED AS A RESULT OF THE IMPLEMENTATION
OF THIS RESOLUTION, AS WELL AS ON RELATED RESERVE
AND ON THE CORRESPONDING AMENDMENT TO PARAGRAPHS
1 AND 2 OF ARTICLE 4 OF THE ARTICLES OF ASSOCIATION,
IN ORDER TO COMPLETE THE SHARE BUYBACK PROGRAM
INCLUDED IN THE SHAREHOLDER REMUNERATION PACKAGE
ANNOUNCED IN FEBRUARY 2007 BY THE BOARD OF DIRECTORS
DURING THE PUBLIC TENDER OFFER THAT HAD BEEN
LAUNCHED OVER THE COMPANY
8. APPROVE, PURSUANT TO PARAGRAPH 4 OF ARTICLE 8 Management Take No Action
OF THE ARTICLES OF ASSOCIATION ON THE PARAMETERS
APPLICABLE IN THE EVENT OF ANY ISSUANCE OF BONDS
CONVERTIBLE INTO SHARES THAT MAY BE RESOLVED
UPON BY THE BOARD OF DIRECTORS
11. APPROVE THE ACQUISITION AND DISPOSAL OF OWN BONDS Management Take No Action
AND OTHER OWN SECURITIES
9. APPROVE THE SUPPRESSION OF THE PRE-EMPTIVE RIGHTS Management Take No Action
OF SHAREHOLDERS IN THE SUBSCRIPTION OF ANY ISSUANCE
OF RESOLUTION 8 HEREOF AS MAY BE RESOLVED UPON
BY THE BOARD OF DIRECTORS
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10. APPROVE THE ISSUANCE OF BONDS AND OTHER SECURITIES Management Take No Action
WHATEVER NATURE BY THE BOARD OF DIRECTORS, AND
NAMELY ON THE FIXING OF VALUE OF SUCH SECURITIES
IN ACCORDANCE WITH PARAGRAPH 3 OF ARTICLE 8 SUB-PARAGRAPH
1(E) OF ARTICLE 15 OF THE ARTICLES OF ASSOCIATION
12. APPROVE THE REMUNERATION OF THE MEMBERS OF THE Management Take No Action
COMPENSATION COMMITTEE
EDISON SPA, MILANO EDIHF.PK OGM MEETING DATE: 04/02/2008
ISSUER: T3552V114 ISIN: IT0003152417 BLOCKING
SEDOL: B1BK8V2, 7513578, 7519822, B06MTB3, B28GWK7
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
03 APR 2008 AT 10.00. 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.
1. APPROVE THE FINANCIAL STATEMENT AT 31 DEC 2007 Management Take No Action
ANY ADJOURNMENT THEREOF
2. APPOINT THE EMOLUMENTS OF THE CHAIRMAN AND THE Management Take No Action
DIRECTORS
3. APPOINT THE EMOLUMENTS OF THE BOARD OF AUDITORS Management Take No Action
BEA SYSTEMS, INC. BEAS SPECIAL MEETING DATE: 04/04/2008
ISSUER: 073325102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JANUARY 16, 2008, AMONG BEA SYSTEMS, INC.,
ORACLE CORPORATION AND BRONCO ACQUISITION CORP.,
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AS IT MAY BE AMENDED.
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING TO Management For For
A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT OR POSTPONEMENT
TO ADOPT THE MERGER AGREEMENT.
PETROLEO BRASILEIRO S.A. - PETROBRAS PBR ANNUAL MEETING DATE: 04/04/2008
ISSUER: 71654V408 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
O1 MANAGEMENT REPORT AND FINANCIAL STATEMENTS, TOGETHER Management For For
WITH THE AUDIT COMMITTEE S REPORT FOR THE FISCAL
YEAR ENDING ON DECEMBER 31, 2007.
O2 2008 FISCAL YEAR CAPITAL BUDGET. Management For For
O3 2007 FISCAL YEAR RESULT APPROPRIATION. Management For For
O4 ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS. Management For For
O5 ELECTION OF THE PRESIDENT OF THE BOARD OF DIRECTORS. Management For For
O6 ELECTION OF THE MEMBERS OF THE AUDIT COMMITTEE Management For For
AND THEIR RESPECTIVE SUBSTITUTES.
O7 DETERMINATION OF THE MANAGERS WAGES, INCLUDING Management For For
THEIR PROFIT PARTICIPATION, PURSUANT TO ARTICLES
41 AND 56 OF THE ARTICLES OF INCORPORATION, AS
WELL AS THAT OF THE FULL MEMBERS OF THE AUDIT
COMMITTEE.
E1 CAPITAL STOCK INCREASE VIA THE INCORPORATION Management For For
OF PART OF THE CAPITAL RESERVES AND OF PROFIT
RESERVES, FOR A TOTAL OF R$26,323 MILLION, INCREASING
THE CAPITAL STOCK FROM R$52,644 MILLION TO R$78,967
MILLION, WITHOUT CHANGING THE NUMBER OF ORDINARY
AND PREFERRED SHARES, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
VALLEY NATIONAL BANCORP VLY ANNUAL MEETING DATE: 04/07/2008
ISSUER: 919794107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 67 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ANDREW B. ABRAMSON Management For For
PAMELA R. BRONANDER Management For For
ERIC P. EDELSTEIN Management For For
M.J. STEELE GUILFOILE Management For For
H. DALE HEMMERDINGER Management For For
GRAHAM O. JONES Management For For
WALTER H. JONES, III Management For For
GERALD KORDE Management For For
MICHAEL L. LARUSSO Management For For
MARC J. LENNER Management For For
GERALD H. LIPKIN Management For For
ROBINSON MARKEL Management For For
RICHARD S. MILLER Management For For
BARNETT RUKIN Management For For
SURESH L. SANI Management For For
BANK OF NEW YORK MELLON CORP. BK ANNUAL MEETING DATE: 04/08/2008
ISSUER: 064058100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
FRANK J. BIONDI, JR. Management For For
RUTH E. BRUCH Management For For
NICHOLAS M. DONOFRIO Management For For
STEVEN G. ELLIOTT Management For For
GERALD L. HASSELL Management For For
EDMUND F. KELLY Management For For
ROBERT P. KELLY Management For For
RICHARD J. KOGAN Management For For
MICHAEL J. KOWALSKI Management For For
JOHN A. LUKE, JR. Management For For
ROBERT MEHRABIAN Management For For
MARK A. NORDENBERG Management For For
CATHERINE A. REIN Management For For
THOMAS A. RENYI Management For For
WILLIAM C. RICHARDSON Management For For
SAMUEL C. SCOTT III Management For For
JOHN P. SURMA Management For For
WESLEY W. VON SCHACK Management For For
02 PROPOSAL TO APPROVE THE ADOPTION OF LONG-TERM Management Against Against
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INCENTIVE PLAN.
03 PROPOSAL TO APPROVE THE ADOPTION OF EMPLOYEE Management For For
STOCK PURCHASE PLAN.
04 PROPOSAL TO APPROVE THE ADOPTION OF EXECUTIVE Management For For
INCENTIVE COMPENSATION PLAN.
05 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTANTS.
06 STOCKHOLDER PROPOSAL WITH RESPECT TO CUMULATIVE Shareholder Against For
VOTING.
07 STOCKHOLDER PROPOSAL REQUESTING ANNUAL VOTE ON Shareholder Against For
AN ADVISORY RESOLUTION TO RATIFY EXECUTIVE COMPENSATION.
MORGAN STANLEY MS ANNUAL MEETING DATE: 04/08/2008
ISSUER: 617446448 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
05 SHAREHOLDER PROPOSAL REGARDING HUMAN RIGHTS REPORT Shareholder Against For
04 SHAREHOLDER PROPOSAL REGARDING EXECUTIVE COMPENSATION Shareholder Against For
ADVISORY VOTE
03 TO AMEND AND RESTATE THE CERTIFICATE OF INCORPORATION Management For For
TO ELIMINATE ALL SUPERMAJORITY VOTING REQUIREMENTS
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITOR
1K ELECTION OF DIRECTOR: LAURA D. TYSON Management For For
1J ELECTION OF DIRECTOR: O. GRIFFITH SEXTON Management For For
1I ELECTION OF DIRECTOR: CHARLES E. PHILLIPS, JR. Management For For
1H ELECTION OF DIRECTOR: HUTHAM S. OLAYAN Management For For
1G ELECTION OF DIRECTOR: CHARLES H. NOSKI Management For For
1F ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Management For For
1E ELECTION OF DIRECTOR: JOHN J. MACK Management For For
1D ELECTION OF DIRECTOR: C. ROBERT KIDDER Management For For
1C ELECTION OF DIRECTOR: HOWARD J. DAVIES Management For For
1B ELECTION OF DIRECTOR: ERSKINE B. BOWLES Management For For
1A ELECTION OF DIRECTOR: ROY J. BOSTOCK Management For For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 69 of 265
PARMALAT S P A PMLAY.PK AGM MEETING DATE: 04/08/2008
ISSUER: T7S73M107 ISIN: IT0003826473 BLOCKING
SEDOL: B0SSTS6, B28L707, B0LTJS6, B09RG69
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
09 APR 2008. 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.
1. APPROVE THE BALANCE SHEET, INCOME STATEMENT AND Management Take No Action
ADDITIONAL NOTE AT 31 DEC 2007; REPORTING ON
THE MANAGEMENT WITH PROPOSAL FOR PROFIT DISTRIBUTION;
ANALYSIS OF THE BOARD OF AUDITORS REPORTING;
RELATED AND CONSEQUENTIAL RESOLUTIONS
2. APPOINT THE BOARD OF DIRECTORS, TENOR OF ITS Management Take No Action
OFFICE AND RELATED EMOLUMENTS; RELATED AND CONSEQUENTIAL
RESOLUTIONS
3. APPOINT THE BOARD OF AUDITORS AND RELATED EMOLUMENTS, Management Take No Action
RELATED AND CONSEQUENTIAL RESOLUTIONS AS SPECIFIED
* PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting *Management Position Unknown
PARMALAT S P A PMLAY.PK OGM MEETING DATE: 04/08/2008
ISSUER: 70175R102 ISIN: US70175R1023
SEDOL: B0GWD77
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
09 APR 2008. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 70 of 265
IS AMENDED. THANK YOU.
* PLEASE BE ADVISED THAT IT IS NOT POSSIBLE TO Non-Voting *Management Position Unknown
VOTE ABSTAIN TO THE RESOLUTIONS OF THIS MEETING.
THANK YOU.
1. RECEIVE THE BALANCE SHEET, FINANCIAL STATEMENTS Management For For
AS OF 31 DEC 2007 AND REPORT ON OPERATIONS, WITH
THE RELEVANT PROPOSAL OF DISTRIBUTION OF PROFITS,
EXAM OF THE REPORT OF THE BOARD OF STATUTORY
AUDITORS; CONSEQUENT RESOLUTION
2.1 ELECT THE BOARD OF DIRECTORS Management For For
2.2 APPROVE TO DETERMINE THE TERM OF OFFICE AND THE Management For For
COMPENSATION OF THE BOARD OF DIRECTORS; CONSEQUENT
RESOLUTION
3.1 ELECT THE BOARD OF STATUTORY AUDITORS Management For For
3.2 APPROVE TO DETERMINE THE COMPENSATION OF THE Management For For
STATUTORY AUDITORS; CONSEQUENT RESOLUTION
PARMALAT S P A PMLAY.PK AGM MEETING DATE: 04/08/2008
ISSUER: T7S73M107 ISIN: IT0003826473 BLOCKING
SEDOL: B0SSTS6, B28L707, B0LTJS6, B09RG69
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
09 APR 2008. 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.
* PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting *Management Position Unknown
ID 449205 DUE TO RECEIPT OF DIRECTORS AND AUDITORS
NAMES ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
* PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting *Management Position Unknown
3.3 APPOINT MR. MARIO MAGENES TO THE BOARD OF STATUTORY Management Take No Action
AUDITOR
3.4 APPOINT MR. MASSIMO COLAVOLPE TO THE BOARD OF Management Take No Action
ALTERNATE AUDITOR
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3.5 APPOINT MR. MARCO BENVENUTO LOVATI AS TO THE Management Take No Action
BOARD OF ALTERNATE AUDITOR
1. APPROVE THE BALANCE SHEET, INCOME STATEMENT AND Management Take No Action
ADDITIONAL NOTE AT 31 DEC 2007; REPORTING ON
THE MANAGEMENT WITH PROPOSAL FOR PROFIT DISTRIBUTION;
ANALYSIS OF THE BOARD OF AUDITORS REPORTING;
RELATED AND CONSEQUENTIAL RESOLUTIONS
2.1 APPOINT MR. RAFFAELE PICELLA AS A BOARD OF DIRECTOR Management Take No Action
2.2 APPOINT MR. MASSIMO CONFORTINI (INDEPENDENT) Management Take No Action
AS A BOARD OF DIRECTOR
2.3 APPOINT MR. ENRICO BONDI AS A BOARD OF DIRECTOR Management Take No Action
2.4 APPOINT MR. VITTORIO MINCATO (INDEPENDENT) AS Management Take No Action
A BOARD OF DIRECTOR
2.5 APPOINT MR. MARZIO SAA (INDEPENDENT) AS A BOARD Management Take No Action
OF DIRECTOR
2.6 APPOINT MR. CARLO SECCHI (INDEPENDENT) AS A BOARD Management Take No Action
OF DIRECTOR
2.7 APPOINT MR. FERDINANDO SUPERTI FURGA (INDEPENDENT) Management Take No Action
AS A BOARD OF DIRECTOR
2.8 APPOINT MR. PIERGIORGIO ALBERTI (INDEPENDENT) Management Take No Action
AS A BOARD OF DIRECTOR
2.9 APPOINT MR. MARCO DE BENEDETTI (INDEPENDENT) Management Take No Action
AS A BOARD OF DIRECTOR
2.10 APPOINT MR. ANDREA GUERRA (INDEPENDENT) AS A Management Take No Action
BOARD OF DIRECTOR
2.11 APPOINT MR. ERDER MINGOLI (INDEPENDENT) AS A Management Take No Action
BOARD OF DIRECTOR
3.1 APPOINT MR. ALESSANDRO DOLCETTI TO THE BOARD Management Take No Action
OF STATUTORY AUDITOR
3.2 APPOINT MR. ENZIO BERMANI TO THE BOARD OF STATUTORY Management Take No Action
AUDITOR
SCHLUMBERGER LIMITED (SCHLUMBERGER N.V.) SLB ANNUAL MEETING DATE: 04/09/2008
ISSUER: 806857108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
P. CAMUS Management For For
J.S. GORELICK Management For For
A. GOULD Management For For
T. ISAAC Management For For
N. KUDRYAVTSEV Management For For
A. LAJOUS Management For For
M.E. MARKS Management For For
D. PRIMAT Management For For
L.R. REIF Management For For
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T.I. SANDVOLD Management For For
N. SEYDOUX Management For For
L.G. STUNTZ Management For For
02 ADOPTION AND APPROVAL OF FINANCIALS AND DIVIDENDS Management For For
03 APPROVAL OF ADOPTION OF THE SCHLUMBERGER 2008 Management For For
STOCK INCENTIVE PLAN
04 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING Management For For
FIRM
WADDELL & REED FINANCIAL, INC. WDR ANNUAL MEETING DATE: 04/09/2008
ISSUER: 930059100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ALAN W. KOSLOFF Management For For
JERRY W. WALTON Management For For
02 APPROVAL OF THE AMENDMENT AND RESTATEMENT OF Management For For
THE WADDELL & REED FINANCIAL, INC. 2003 EXECUTIVE
INCENTIVE PLAN, AS AMENDED AND RESTATED, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
03 RATIFICATION OF THE SELECTION OF KPMG LLP AS Management For For
THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR 2008.
04 STOCKHOLDER PROPOSAL TO REQUIRE AN ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION.
DISCOVER FINANCIAL SERVICES DFS ANNUAL MEETING DATE: 04/10/2008
ISSUER: 254709108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A TO ELECT JEFFREY S. ARONIN AS A DIRECTOR Management For For
1B TO ELECT MARY K. BUSH AS A DIRECTOR Management For For
1C TO ELECT GREGORY C. CASE AS A DIRECTOR Management For For
1D TO ELECT DENNIS D. DAMMERMAN AS A DIRECTOR Management For For
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1E TO ELECT ROBERT M. DEVLIN AS A DIRECTOR Management For For
1F TO ELECT PHILIP A. LASKAWY AS A DIRECTOR Management For For
1G TO ELECT MICHAEL H. MOSKOW AS A DIRECTOR Management For For
1H TO ELECT DAVID W. NELMS AS A DIRECTOR Management For For
1I TO ELECT MICHAEL L. RANKOWITZ AS A DIRECTOR Management For For
1J TO ELECT E. FOLLIN SMITH AS A DIRECTOR Management For For
1K TO ELECT LAWRENCE A. WEINBACH AS A DIRECTOR Management For For
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITOR
T. ROWE PRICE GROUP, INC. TROW ANNUAL MEETING DATE: 04/10/2008
ISSUER: 74144T108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
04 IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED Management For For
TO VOTE UPON SUCH OTHER BUSINESS AND FURTHER
BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING
OR ANY ADJOURNMENTS AND POSTPONEMENTS THEREOF
03 RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008
02 APPROVAL OF THE PROPOSED CHARTER AMENDMENT TO Management For For
INCREASE AUTHORIZED COMMON STOCK
1I ELECTION OF DIRECTOR: ANNE MARIE WHITTEMORE Management For For
1H ELECTION OF DIRECTOR: DWIGHT S. TAYLOR Management For For
1G ELECTION OF DIRECTOR: DR. ALFRED SOMMER Management For For
1F ELECTION OF DIRECTOR: BRIAN C. ROGERS Management For For
1E ELECTION OF DIRECTOR: JAMES A.C. KENNEDY Management For For
1D ELECTION OF DIRECTOR: DONALD B. HEBB, JR. Management For For
1C ELECTION OF DIRECTOR: J. ALFRED BROADDUS, JR. Management For For
1B ELECTION OF DIRECTOR: JAMES T. BRADY Management For For
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1A ELECTION OF DIRECTOR: EDWARD C. BERNARD Management For For
CADBURY SCHWEPPES PLC CSG SPECIAL MEETING DATE: 04/11/2008
ISSUER: 127209302 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
CA1 TO CONSIDER, AND IF THOUGHT FIT, TO APPROVE (WITH Management For For
OR WITHOUT MODIFICATION) THE SCHEME OF ARRANGEMENT
REFERRED TO IN THE NOTICE OF COURT MEETING DATED
19 MARCH, 2008.
EB1 TO APPROVE THE SCHEME OF ARRANGEMENT (WITH OR Management For For
WITHOUT MODIFICATION), THE AMENDMENTS TO THE
ARTICLES OF ASSOCIATION AND OTHER RELATED MATTERS.
C2 TO DECLARE THE FINAL DIVIDEND. Management For For
C3 TO APPROVE THE DIRECTOR S REMUNERATION REPORT. Management For For
C4 TO RE-APPOINT WOLFGANG BERNDT AS A DIRECTOR. Management For For
C5 TO RE-APPOINT LORD PATTEN AS A DIRECTOR. Management For For
C6 TO RE-APPOINT BOB STACK AS A DIRECTOR. Management For For
C7 TO RE-APPOINT GUY ELLIOTT AS A DIRECTOR. Management For For
C8 TO RE-APPOINT ELLEN MARRAM AS A DIRECTOR. Management For For
C9 TO RE-APPOINT DELOITTE & TOUCHE LLP AS AUDITORS. Management For For
C10 TO AUTHORISE THE DIRECTORS TO SET THE AUDITORS Management For For
FEES.
C11 TO AUTHORISE THE DIRECTORS TO ALLOT FURTHER SHARES. Management For For
C12 TO DISAPPLY PRE-EMPTION RIGHTS. Management For For
C13 TO AUTHORISE THE COMPANY TO BUY BACK SHARES. Management For For
EB2 TO APPROVE, SUBJECT TO THE PASSING OF RESOLUTION Management For For
1, THE DEMERGER OF AMERICAS BEVERAGES, INCLUDING
THE CADBURY PLC REDUCTION OF CAPITAL AND THE
ENTRY INTO THE DEMERGER AGREEMENTS.
EB3 TO APPROVE THE PROPOSED CADBURY PLC REDUCTION Management For For
OF CAPITAL (AS DEFINED IN THE CIRCULAR AND DESCRIBED
IN PART II EXPLANATORY STATEMENT OF THE CIRCULAR).
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EB4 TO APPROVE, SUBJECT TO THE PASSING OF RESOLUTIONS Management For For
1 AND 2, THE AMENDMENTS TO THE EXECUTIVE SHARE
SCHEMES.
EB5 TO APPROVE, SUBJECT TO THE PASSING OF RESOLUTION Management For For
1, THE ESTABLISHMENT BY CADBURY PLC OF THE CADBURY
PLC 2008 SHARE OPTION PLAN, THE CADBURY PLC 2008
LONG TERM INCENTIVE PLAN, THE CADBURY PLC 2008
BONUS SHARE RETENTION PLAN AND THE CADBURY PLC
2008 INTERNATIONAL SHARE AWARD PLAN.
EB6 TO APPROVE, SUBJECT TO THE PASSING OF RESOLUTION Management For For
1, THE ESTABLISHMENT BY CADBURY PLC OF THE CADBURY
PLC 2008 SAVINGS RELATED SHARE OPTION SCHEME,
THE CADBURY PLC 2008 IRISH SAVINGS RELATED SHARE
OPTION SCHEME, THE CADBURY PLC 2008 IRISH AVC
SAVINGS RELATED SHARE OPTION SCHEME, THE CADBURY
PLC 2008 INTERNATIONAL SAVINGS RELATED SHARE
OPTION SCHEME, THE CADBURY PLC 2008 US EMPLOYEES
SHARE OPTION PLAN, THE CADBURY PLC 2008 AMERICAS
EMPLOYEES SHARE OPTION PLAN, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
C1 TO RECEIVE THE 2007 FINANCIAL STATEMENTS AND Management For For
THE 2007 ANNUAL REPORT AND ACCOUNTS.
EB7 TO APPROVE, SUBJECT TO THE PASSING OF RESOLUTION Management For For
1, THE ESTABLISHMENT BY CADBURY PLC OF ADDITIONAL
SHARE SCHEMES TO THOSE MENTIONED IN RESOLUTIONS
4 AND 6 FOR THE BENEFIT OF OVERSEAS EMPLOYEES
OF CADBURY PLC AND ITS SUBSIDIARIES.
EB8 TO APPROVE, SUBJECT TO THE PASSING OF RESOLUTION Management For For
1 AND 5, THE INCREASE IN THE MAXIMUM VALUE OF
AN ANNUAL AWARD UNDER THE CADBURY PLC 2008 LONG
TERM INCENTIVE PLAN TO 300% OF BASIC PAY.
COMPANIA DE TELECOMUNICACIONES DE CHILE CTC ANNUAL MEETING DATE: 04/14/2008
ISSUER: 204449300 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
A1 APPROVAL OF THE ANNUAL REPORT, BALANCE SHEET, Management For For
INCOME STATEMENT AND REPORTS OF ACCOUNT INSPECTORS
AND INDEPENDENT AUDITORS FOR THE FISCAL YEAR
ENDED DECEMBER 31, 2007.
A2 APPROVAL OF DISTRIBUTION OF NET INCOME FOR FISCAL Management For For
YEAR ENDED DECEMBER 31, 2007 AND THE PAYMENT
OF A FINAL DIVIDEND.
A5 APPROVAL TO APPOINT THE DOMESTIC CREDIT RATING Management For For
AGENCIES AND TO DETERMINE THEIR COMPENSATION.
A8 APPROVAL OF THE COMPENSATION FOR THE DIRECTORS Management For For
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COMMITTEE MEMBERS AND OF THE DIRECTORS COMMITTEE
BUDGET, TO BE ASSIGNED UNTIL THE NEXT GENERAL
SHAREHOLDERS MEETING.
A9 APPROVAL OF THE COMPENSATION FOR THE AUDIT COMMITTEE Management For For
MEMBERS AND OF THE AUDIT COMMITTEE BUDGET, TO
BE ASSIGNED UNTIL THE NEXT GENERAL SHAREHOLDERS
MEETING.
A11 APPROVAL OF THE INVESTMENT AND FINANCING STRATEGY Management For For
PROPOSED BY MANAGEMENT (ACCORDING TO DECREE LAW
3,500).
A14 APPROVAL OF A SANTIAGO NEWSPAPER IN WHICH TO Management For For
PUBLISH THE NOTICES FOR FUTURE SHAREHOLDERS
MEETINGS AND DIVIDEND PAYMENTS, IF APPROPRIATE.
E1 APPROVAL OF CAPITAL REDUCTION OF CH$39,243,440,485, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH.
E2 APPROVAL TO MODIFY THE COMPANY S BYLAWS, TO REFLECT Management For For
THE APPROVED AGREEMENTS.*
E3 APPROVAL TO ADOPT THE NECESSARY PROCEDURES TO Management For For
FORMALIZE THE AGREEMENTS REACHED AT THE EXTRAORDINARY
SHAREHOLDERS MEETING.
FIFTH THIRD BANCORP FITB ANNUAL MEETING DATE: 04/15/2008
ISSUER: 316773100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
06 SHAREHOLDER PROPOSAL TO REQUEST THE BOARD OF Shareholder Against For
DIRECTORS TO IMMEDIATELY ENGAGE THE SERVICES
OF AN INVESTMENT BANKING FIRM TO ACTIVELY SEEK
A SALE OR MERGER OF THE COMPANY ON TERMS THAT
WILL MAXIMIZE SHARE VALUE FOR THE SHAREHOLDERS.
05 PROPOSAL TO APPROVE THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE COMPANY FOR THE YEAR 2008.
04 PROPOSAL TO AMEND ARTICLE II, SECTION 1 OF THE Management For For
CODE OF REGULATIONS, AS AMENDED, TO AMEND THE
PROVISIONS FOR FIXING THE DATE OF THE ANNUAL
MEETING OF STOCKHOLDERS.
03 PROPOSAL TO APPROVE THE FIFTH THIRD BANCORP 2008 Management Against Against
INCENTIVE COMPENSATION PLAN, INCLUDING THE ISSUANCE
OF UP TO 33,000,000 SHARES OF COMMON STOCK THEREUNDER.
02 PROPOSAL TO AMEND ARTICLE FOURTH OF THE AMENDED Management For For
ARTICLES OF INCORPORATION TO INCREASE THE AUTHORIZED
NUMBER OF SHARES OF COMMON STOCK, FROM 1,300,000,000
TO 2,000,000,000 SHARES.
01 DIRECTOR Management For
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DARRYL F. ALLEN Management For For
JOHN F. BARRETT Management For For
U.L. BRIDGEMAN, JR. Management For For
JAMES P. HACKETT Management For For
GARY R. HEMINGER Management For For
ALLEN M. HILL Management For For
KEVIN T. KABAT Management For For
ROBERT L. KOCH II Management For For
M.D. LIVINGSTON, PH.D Management For For
HENDRIK G. MEIJER Management For For
JAMES E. ROGERS Management For For
GEORGE A. SCHAEFER, JR. Management For For
JOHN J. SCHIFF, JR. Management For For
DUDLEY S. TAFT Management For For
THOMAS W. TRAYLOR Management For For
FIRST HORIZON NATIONAL CORPORATION FHN ANNUAL MEETING DATE: 04/15/2008
ISSUER: 320517105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
SIMON F. COOPER* Management For For
JAMES A. HASLAM, III* Management For For
COLIN V. REED* Management For For
MARY F. SAMMONS* Management For For
ROBERT B. CARTER** Management For For
02 APPROVAL OF AMENDMENTS TO FHNC S AMENDED AND Management For For
RESTATED CHARTER TO PROVIDE FOR DECLASSIFICATION
OF FHNC S BOARD OF DIRECTORS.
03 APPROVAL OF AMENDMENTS TO FHNC S AMENDED AND Management For For
RESTATED CHARTER AND AMENDED AND RESTATED BYLAWS
TO ELIMINATE THE REQUIREMENT OF A SUPERMAJORITY
VOTE FOR CERTAIN AMENDMENTS TO THE AMENDED AND
RESTATED CHARTER AND AMENDED AND RESTATED BYLAWS.
04 RATIFICATION OF APPOINTMENT OF KPMG LLP AS AUDITORS. Management For For
LEHMAN BROTHERS HOLDINGS INC. LEH ANNUAL MEETING DATE: 04/15/2008
ISSUER: 524908100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 78 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: MICHAEL L. AINSLIE Management For For
1B ELECTION OF DIRECTOR: JOHN F. AKERS Management For For
1C ELECTION OF DIRECTOR: ROGER S. BERLIND Management For For
1D ELECTION OF DIRECTOR: THOMAS H. CRUIKSHANK Management For For
1E ELECTION OF DIRECTOR: MARSHA JOHNSON EVANS Management For For
1F ELECTION OF DIRECTOR: RICHARD S. FULD, JR. Management For For
1G ELECTION OF DIRECTOR: SIR CHRISTOPHER GENT Management For For
1H ELECTION OF DIRECTOR: JERRY A. GRUNDHOFER Management For For
1I ELECTION OF DIRECTOR: ROLAND A. HERNANDEZ Management For For
1J ELECTION OF DIRECTOR: HENRY KAUFMAN Management For For
1K ELECTION OF DIRECTOR: JOHN D. MACOMBER Management For For
02 RATIFY THE SELECTION BY THE AUDIT COMMITTEE OF Management For For
THE BOARD OF DIRECTORS OF ERNST & YOUNG LLP AS
THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2008 FISCAL YEAR.
03 APPROVE AN AMENDMENT TO LEHMAN BROTHERS HOLDINGS Management Against Against
INC. 2005 STOCK INCENTIVE PLAN.
04 APPROVE THE EXECUTIVE INCENTIVE COMPENSATION Management For For
PLAN (FORMERLY NAMED THE SHORT-TERM EXECUTIVE
COMPENSATION PLAN), AS AMENDED.
05 STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS. Shareholder Against For
06 STOCKHOLDER PROPOSAL RELATING TO AN ENVIRONMENTAL Shareholder Against For
SUSTAINABILITY REPORT.
PUBLIC SERVICE ENTERPRISE GROUP INC. PEG ANNUAL MEETING DATE: 04/15/2008
ISSUER: 744573106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
CONRAD K. HARPER Management For For
SHIRLEY ANN JACKSON Management For For
THOMAS A. RENYI Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT AUDITOR FOR THE YEAR
2008.
03 STOCKHOLDER PROPOSAL RELATING TO EXECUTIVE COMPENSATION. Shareholder Against For
04 STOCKHOLDER PROPOSAL RELATING TO THE NOMINATION Shareholder Against For
OF DIRECTORS.
05 STOCKHOLDER PROPOSAL RELATING TO THE ELECTION Shareholder Against For
OF DIRECTORS.
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
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CHOICEPOINT INC. CPS SPECIAL MEETING DATE: 04/16/2008
ISSUER: 170388102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF FEBRUARY 20, 2008, BY AND
AMONG CHOICEPOINT INC., A GEORGIA CORPORATION,
REED ELSEVIER GROUP PLC, A PUBLIC LIMITED COMPANY
INCORPORATED IN ENGLAND AND WALES, AND DEUCE
ACQUISITION INC., A GEORGIA CORPORATION AND AN
INDIRECT WHOLLY OWNED SUBSIDIARY OF REED ELSEVIER
GROUP PLC, AS IT MAY BE AMENDED FROM TIME TO TIME.
02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING Management For For
TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE
ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT
OR POSTPONEMENT TO APPROVE THE MERGER AGREEMENT.
IBERDROLA SA IBE ANNUAL MEETING DATE: 04/16/2008
ISSUER: 450737101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
O1 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Management For For
INDIVIDUAL ANNUAL FINANCIAL STATEMENTS OF IBERDROLA,
S.A. AND OF THE CONSOLIDATED FINANCIAL STATEMENTS
OF IBERDROLA, S.A. AND ITS SUBSIDIARIES FOR THE
FISCAL YEAR ENDED ON DECEMBER 31, 2007.
O2 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Management For For
PROPOSAL FOR THE ALLOCATION OF PROFITS/LOSSES
AND THE DISTRIBUTION OF DIVIDENDS FOR THE FISCAL
YEAR ENDED ON DECEMBER 31, 2007.
O3 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Management For For
INDIVIDUAL MANAGEMENT REPORT OF IBERDROLA, S.A.
AND OF THE CONSOLIDATED MANAGEMENT REPORT OF
IBERDROLA, S.A. AND ITS SUBSIDIARIES FOR THE
FISCAL YEAR ENDED ON DECEMBER 31, 2007.
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O4 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Management For For
MANAGEMENT AND ACTIONS OF THE BOARD OF DIRECTORS
DURING THE FISCAL YEAR ENDED ON DECEMBER 31, 2007.
O5 RATIFICATION, IF APPLICABLE, OF THE INTERIM APPOINTMENT Management For For
AS DIRECTOR OF MR. JOSE LUIS OLIVAS MARTINEZ
TO FILL A VACANCY, AS AN EXTERNAL PROPRIETARY
DIRECTOR, MADE AFTER THE HOLDING OF THE LAST
GENERAL SHAREHOLDERS MEETING.
O6 EXAMINATION AND APPROVAL, IF APPLICABLE, OF A Management For For
SYSTEM FOR VARIABLE COMPENSATION TIED BOTH TO
THE ACHIEVEMENT OF ANNUAL OBJECTIVES AND TO THE
ACHIEVEMENT OF OBJECTIVES SET OUT IN THE 2008-2010
STRATEGIC PLAN FOR THE CHAIRMAN & CHIEF EXECUTIVE
OFFICER AND FOR MANAGERS THROUGH THE DELIVERY
OF SHARES, AND DELEGATION TO THE BOARD OF DIRECTORS
OF THE POWER TO IMPLEMENT, DEVELOP, FORMALIZE
AND EXECUTE SUCH COMPENSATION SYSTEM.
O7 CAPITAL INCREASE FOR CASH CONSIDERATION, BY A Management For For
NOMINAL AMOUNT OF 34,947,798 EUROS, THROUGH THE
ISSUANCE AND FLOTATION OF 46,597,064 NEW COMMON
SHARES WITH A PAR VALUE OF SEVENTY-FIVE EURO
CENTS (0.75) EACH AND A SHARE PREMIUM TO BE DETERMINED,
PURSUANT TO THE PROVISIONS OF SECTION 159.1.C)
IN FINE OF THE COMPANIES LAW, BY THE BOARD OF
DIRECTORS, WITH EXPRESS POWERS OF DELEGATION,
ON THE DATE OF EXECUTION OF THE RESOLUTION, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
O8 AUTHORIZATION TO THE BOARD OF DIRECTORS, WITH Management For For
THE EXPRESS POWER OF DELEGATION, FOR THE DERIVATIVE
ACQUISITION OF THE COMPANY S OWN SHARES BY THE
COMPANY ITSELF AND/OR BY ITS SUBSIDIARIES, UP
TO A MAXIMUM OF FIVE (5%) PERCENT OF THE SHARE
CAPITAL, PURSUANT TO APPLICABLE LAW, FOR WHICH
PURPOSE THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
AT THE GENERAL SHAREHOLDERS MEETING OF MARCH
29, 2007 IS HEREBY DEPRIVED OF EFFECT TO THE
EXTENT OF THE UNUSED AMOUNT.
O9 DELEGATION TO THE BOARD OF DIRECTORS, WITH THE Management For For
EXPRESS POWER OF DELEGATION, FOR A TERM OF FIVE
YEARS, OF THE POWER TO ISSUE: A) BONDS OR SIMPLE
DEBENTURES AND OTHER FIXED-INCOME SECURITIES
OF A LIKE NATURE (OTHER THAN NOTES), AS WELL
AS PREFERRED STOCK, UP TO A MAXIMUM AMOUNT OF
TWENTY (20) BILLION EUROS, AND B) NOTES UP TO
A MAXIMUM AMOUNT, INDEPENDENTLY OF THE FOREGOING,
OF SIX (6) BILLION EUROS; AND AUTHORIZATION FOR
THE COMPANY TO GUARANTEE, WITHIN THE LIMITS SET
FORTH ABOVE, ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
O10 AUTHORIZATION TO THE BOARD OF DIRECTORS, WITH Management For For
THE EXPRESS POWER OF DELEGATION, TO APPLY FOR
THE LISTING ON AND DELISTING FROM SPANISH OR
FOREIGN, OFFICIAL OR UNOFFICIAL, ORGANIZED OR
OTHER SECONDARY MARKETS OF THE SHARES, DEBENTURES,
BONDS, NOTES, PREFERRED STOCK OR ANY OTHER SECURITIES
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 81 of 265
ISSUED OR TO BE ISSUED, AND TO ADOPT SUCH RESOLUTIONS
AS MAY BE NECESSARY TO ENSURE THE CONTINUED LISTING
OF THE SHARES, DEBENTURES OR OTHER SECURITIES
OF THE COMPANY THAT MAY THEN BE OUTSTANDING,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
O11 AUTHORIZATION TO THE BOARD OF DIRECTORS, WITH Management For For
THE EXPRESS POWER OF DELEGATION, TO CREATE AND
FUND ASSOCIATIONS AND FOUNDATIONS, PURSUANT TO
APPLICABLE LEGAL PROVISIONS, FOR WHICH PURPOSE
THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
AT THE GENERAL SHAREHOLDERS MEETING OF MARCH
29, 2007 IS HEREBY DEPRIVED OF EFFECT TO THE
EXTENT OF THE UNUSED AMOUNT.
O12 DELEGATION OF POWERS TO FORMALIZE AND EXECUTE Management For For
ALL RESOLUTIONS ADOPTED BY THE SHAREHOLDERS AT
THE GENERAL SHAREHOLDERS MEETING, FOR CONVERSION
THEREOF INTO A PUBLIC INSTRUMENT, AND FOR THE
INTERPRETATION, CORRECTION AND SUPPLEMENTATION
THEREOF OR FURTHER ELABORATION THEREON UNTIL
THE REQUIRED REGISTRATIONS ARE MADE.
IBERDROLA SA, BILBAO IBE OGM MEETING DATE: 04/16/2008
ISSUER: E6165F166 ISIN: ES0144580Y14
SEDOL: B28CQD6, B1S7LF1, B28C614, B288C92
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
17 APR 2008 AT 11:30 CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS
UNLESS THE AGENDA IS AMENDED. THANK YOU.
1. APPROVE THE INDIVIDUAL ANNUAL FINANCIAL STATEMENTS Management For For
OF IBERDROLA, S.A BALANCESHEET, PROFIT AND LOSS
STATEMENT AND NOTES AND OF THE CONSOLIDATED FINANCIAL
STATEMENTS OF IBERDROLA, S,A AND ITS SUBSIDIARIES
BALANCE SHEET, PROFIT AND LOSS STATEMENT OF THE
CHANGES IN SHAREHOLDERS EQUITY, STATEMENT OF
CASH FLOWS AND NOTES FOR THE FYE ON 31 DEC 2007
2. APPROVE THE ALLOCATION OF PROFIT/LOSSES AND THE Management For For
DISTRIBUTION OF DIVIDENDS FORTHE FYE ON 31 DEC
2007
3. APPROVE THE INDIVIDUAL MANAGEMENT REPORT OF IBERDROLA, Management For For
S.A, AND OF THE CONSOLIDATED MANAGEMENT REPORT
OF IBERDROLA, S.A, AND ITS SUBSIDIARIES FOR THE
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 82 of 265
FYE 31 DEC 2007
4. APPROVE THE MANAGEMENT AND ACTIONS OF THE BOARD Management For For
OF DIRECTORS DURING THE FYE 31 DEC 2007, AS SPECIFIED
5. RATIFY THE INTERIM APPOINTMENT OF MR. JOSE LUIS Management For For
OLIVAS MARTINEZ TO FILL A VACANCY, AS AN EXTERNAL
PROPRIETARY DIRECTOR, MADE AFTER THE HOLDING
OF THE LAST GENERAL SHAREHOLDER S MEETING
6. APPROVE A SYSTEM FOR VARIABLE COMPENSATION TIED Management For For
BOTH TO THE ACHIEVEMENT OF ANNUAL OBJECTIVES
AND TO THE ACHIEVEMENT OF OBJECTIVES SET OUT
IN THE 2008-2010 STRATEGIC PLAN FOR THE CHAIRMAN
AND CHIEF EXECUTIVE OFFICER AND FOR MANAGERS
THROUGH THE DELIVERY OF SHARES, AND DELEGATION
TO THE BOARD OF DIRECTORS OF THE POWER TO IMPLEMENT,
DEVELOP, FORMALIZE AND EXECUTE SUCH COMPENSATION
SYSTEM
7. APPROVE THE CAPITAL INCREASE FOR CASH CONSIDERATION, Management For For
BY A NOMINAL AMOUNT OF 34,947,798 EUROS, THROUGH
THE ISSUANCE AND FLOTATION OF 46,597,064 NEW
COMMON SHARES WITH A PAR VALUE OF SEVENTY-FIVE
EURO CENTS EUR 0.75 EACH AND A SHARE PREMIUM
TO BE DETERMINED, PURSUANT TO THE PROVISIONS
OF SECTION 159.1.C IN FINE OF THE COMPANIES LAW,
BY THE BOARD OF DIRECTORS, WITH EXPRESS POWERS
OF DELEGATION, ON THE DATE OF EXECUTION OF THE
RESOLUTION; THE PURPOSE OF THE CAPITAL INCREASE
IS TO FULFILL THE COMMITMENTS ASSUMED BY IBERDOLA,
S.A. WITHIN THE FRAMEWORK OF THE SCOTTISH POWER
PLC TRANSACTION AND IN THE FOURTH IBERDOLA GROUP
COLLECTIVE BARGAINING AGREEMENT CUARTO CONVENIO
COLECTIVO IBERDOLA GRUPO REGARDING THE POLICY
OF COMPENSATION TO THE EMPLOYEES IN SHARES, THUS
ALLOWING THE BOARD OF DIRECTORS TO IMPLEMENT,
DEVELOP AND EXECUTE ONE OR MORE PLANS DIRECTED
TO THE EMPLOYEES OF THE IBERDOLA GROUP EXCLUDING
THE EMPLOYEES OF IBERDROLA RENOVABLES, S.A. S
SUBSIDIARIES AND SUBJECT TO THE RESTRICTIONS
RESULTING FROM THE CODE FOR THE SEPARATION OF
ACTIVITIES; EXCLUSION OF PRE-EMPTIVE RIGHTS AND
EXPRESS PROVISION FOR THE POSSIBILITY OF INCOMPLETE
SUBSCRIPTION; AND AMEND OF ARTICLE 5 OF THE BY-LAWS
IN CONNECTION WITH THE AMOUNT OF SHARE CAPITAL,
AS SPECIFIED
8. AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS Management For For
POWER OF DELEGATION, FOR THE DERIVATIVE ACQUISITION
OF THE COMPANY S OWN SHARES BY THE COMPANY ITSELF
AND/OR BY ITS SUBSIDIARIES, UP TO A MAXIMUM OF
FIVE (5%) PERCENT OF THE SHARE CAPITAL, PURSUANT
TO APPLICABLE LAW, FOR WHICH PURPOSE THE AUTHORIZATION
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 83 of 265
GRANTED BY THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING OF 29 MAR 2007 IS HEREBY DEPRIVED OF
EFFECT TO THE EXTENT OF THE UNUSED AMOUNT
9. APPROVE THE DELEGATION TO THE BOARD OF DIRECTORS, Management For For
WITH THE EXPRESS POWER OF DELEGATION, FOR A TERM
OF FIVE YEARS, OF THE POWER TO ISSUE: A) BONDS
OR SIMPLE DEBENTURES AND OTHER FIXED-INCOME SECURITIES
OF A LIKE NATURE OTHER THAN NOTES, AS WELL AS
PREFERRED STOCK, UP TO A MAXIMUM AMOUNT OF TWENTY
20 BILLION EUROS, AND B) NOTES UP TO A MAXIMUM
AMOUNT, INDEPENDENTLY OF THE FOREGOING, OF SIX
6 BILLION EUROS; AND AUTHORIZATION FOR THE COMPANY
TO GUARANTEE, WITHIN THE LIMITS SET FORTH ABOVE,
NEW ISSUANCES OF SECURITIES BY SUBSIDIARIES,
FOR WHICH PURPOSE THE DELEGATION APPROVED BY
THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING HELD ON 29 MAR 2007 IS HEREBY DEPRIVED
OF EFFECT TO THE EXTENT OF THE UNUSED AMOUNT
10. AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS Management For For
POWER OF DELEGATION, TO APPLY FOR THE LISTING
ON AND DELISTING FROM SPANISH OR FOREIGN, OFFICIAL
OR UNOFFICIAL, ORGANIZED OR OTHER SECONDARY MARKETS
OF THE SHARES, DEBENTURES, BONDS, NOTES, PREFERRED
STOCK OR ANY OTHER SECURITIES ISSUED OR TO BE
ISSUED, AND TO ADOPT SUCH RESOLUTIONS AS MAY
BE NECESSARY TO ENSURE THE CONTINUED LISTING
OF THE SHARES, DEBENTURES OR OTHER SECURITIES
OF THE COMPANY THAT MAY THEN BE OUTSTANDING,
FOR WHICH PURPOSE THE AUTHORIZATION GRANTED BY
THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING OF 29 MAR 2007 IS HEREBY DEPRIVED OF
EFFECT
11. AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS Management For For
POWER OF DELEGATION, TO CREATE AND FUND ASSOCIATIONS
AND FOUNDATIONS, PURSUANT TO APPLICABLE LEGAL
PROVISIONS, FOR WHICH PURPOSE THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING OF 29 MAR 2007 IS HEREBY DEPRIVED OF
EFFECT TO THE EXTENT OF THE UNUSED AMOUNT
12. APPROVE THE DELEGATION OF POWERS TO FORMALIZE Management For For
AND EXECUTE ALL RESOLUTIONS ADOPTED BY THE SHAREHOLDERS
AT THE GENERAL SHAREHOLDERS MEETING, FOR CONVERSION
THEREOF INTO A PUBLIC INSTRUMENT, AND FOR THE
INTERPRETATION, CORRECTION AND SUPPLEMENTATION
THEREOF OR FURTHER ELABORATION THEREON UNTIL
THE REQUIRED REGISTRATIONS ARE MADE
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 84 of 265
IBERDROLA SA, BILBAO IBE AGM MEETING DATE: 04/16/2008
ISSUER: E6165F166 ISIN: ES0144580Y14
SEDOL: B28CQD6, B1S7LF1, B28C614, B288C92
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
17 APR 2008 AT 11:30 CONSEQUENTLY, YOUR VOTING
INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS
UNLESS THE AGENDA IS AMENDED. THANK YOU.
* SHAREHOLDERS WHO PARTICIPATE IN ANY FORM ATTHIS Non-Voting *Management Position Unknown
GENERAL MEEETING, WHETHER DIRECTLY, BY PROXY,
OR BY LONG DISTANCE VOTING, SHALL BE ENTITLED
TO RECEIVE AN ATTENDANCE PREMIUM OF 0.005 EUROS
GROSS PER SHARE.
* PLEASE BE ADVISED THAT ADDITIONAL INFORMATION Non-Voting *Management Position Unknown
CONCERNING IBERDROLA, S.A. CAN ALSO BE VIEWED
ON THE COMPANY S WEBSITE: HTTP://WWW.IBERDROLA.ES/WCORP/CORPORATIVA/
IBERDROLA?IDPAG=ENACCANUNJGA2008&CODCACHE=12054889693981893
1. APPROVE THE INDIVIDUAL ANNUAL FINANCIAL STATEMENTS Management For For
OF IBERDROLA, S.A BALANCESHEET, PROFIT AND LOSS
STATEMENT AND NOTES AND OF THE CONSOLIDATED FINANCIAL
STATEMENTS OF IBERDROLA, S,A AND ITS SUBSIDIARIES
BALANCE SHEET, PROFIT AND LOSS STATEMENT OF THE
CHANGES IN SHAREHOLDERS EQUITY, STATEMENT OF
CASH FLOWS AND NOTES FOR THE FYE ON 31 DEC 2007
2. APPROVE THE ALLOCATION OF PROFIT/LOSSES AND THE Management For For
DISTRIBUTION OF DIVIDENDS FORTHE FYE ON 31 DEC
2007
3. APPROVE THE INDIVIDUAL MANAGEMENT REPORT OF IBERDROLA, Management For For
S.A, AND OF THE CONSOLIDATED MANAGEMENT REPORT
OF IBERDROLA, S.A, AND ITS SUBSIDIARIES FOR THE
FYE 31 DEC 2007
4. APPROVE THE MANAGEMENT AND ACTIONS OF THE BOARD Management For For
OF DIRECTORS DURING THE FYE 31 DEC 2007, AS SPECIFIED
5. RATIFY THE INTERIM APPOINTMENT OF MR. JOSE LUIS Management For For
OLIVAS MARTINEZ TO FILL A VACANCY, AS AN EXTERNAL
PROPRIETARY DIRECTOR, MADE AFTER THE HOLDING
OF THE LAST GENERAL SHAREHOLDER S MEETING
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 85 of 265
6. APPROVE A SYSTEM FOR VARIABLE COMPENSATION TIED Management For For
BOTH TO THE ACHIEVEMENT OF ANNUAL OBJECTIVES
AND TO THE ACHIEVEMENT OF OBJECTIVES SET OUT
IN THE 2008-2010 STRATEGIC PLAN FOR THE CHAIRMAN
AND CHIEF EXECUTIVE OFFICER AND FOR MANAGERS
THROUGH THE DELIVERY OF SHARES, AND DELEGATION
TO THE BOARD OF DIRECTORS OF THE POWER TO IMPLEMENT,
DEVELOP, FORMALIZE AND EXECUTE SUCH COMPENSATION
SYSTEM
7. APPROVE THE CAPITAL INCREASE FOR CASH CONSIDERATION, Management For For
BY A NOMINAL AMOUNT OF 34,947,798 EUROS, THROUGH
THE ISSUANCE AND FLOTATION OF 46,597,064 NEW
COMMON SHARES WITH A PAR VALUE OF SEVENTY-FIVE
EURO CENTS EUR 0.75 EACH AND A SHARE PREMIUM
TO BE DETERMINED, PURSUANT TO THE PROVISIONS
OF SECTION 159.1.C IN FINE OF THE COMPANIES LAW,
BY THE BOARD OF DIRECTORS, WITH EXPRESS POWERS
OF DELEGATION, ON THE DATE OF EXECUTION OF THE
RESOLUTION; THE PURPOSE OF THE CAPITAL INCREASE
IS TO FULFILL THE COMMITMENTS ASSUMED BY IBERDOLA,
S.A. WITHIN THE FRAMEWORK OF THE SCOTTISH POWER
PLC TRANSACTION AND IN THE FOURTH IBERDOLA GROUP
COLLECTIVE BARGAINING AGREEMENT CUARTO CONVENIO
COLECTIVO IBERDOLA GRUPO REGARDING THE POLICY
OF COMPENSATION TO THE EMPLOYEES IN SHARES, THUS
ALLOWING THE BOARD OF DIRECTORS TO IMPLEMENT,
DEVELOP AND EXECUTE ONE OR MORE PLANS DIRECTED
TO THE EMPLOYEES OF THE IBERDOLA GROUP EXCLUDING
THE EMPLOYEES OF IBERDROLA RENOVABLES, S.A. S
SUBSIDIARIES AND SUBJECT TO THE RESTRICTIONS
RESULTING FROM THE CODE FOR THE SEPARATION OF
ACTIVITIES; EXCLUSION OF PRE-EMPTIVE RIGHTS AND
EXPRESS PROVISION FOR THE POSSIBILITY OF INCOMPLETE
SUBSCRIPTION; AND AMEND OF ARTICLE 5 OF THE BY-LAWS
IN CONNECTION WITH THE AMOUNT OF SHARE CAPITAL,
AS SPECIFIED
8. AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS Management For For
POWER OF DELEGATION, FOR THE DERIVATIVE ACQUISITION
OF THE COMPANY S OWN SHARES BY THE COMPANY ITSELF
AND/OR BY ITS SUBSIDIARIES, UP TO A MAXIMUM OF
FIVE (5%) PERCENT OF THE SHARE CAPITAL, PURSUANT
TO APPLICABLE LAW, FOR WHICH PURPOSE THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING OF 29 MAR 2007 IS HEREBY DEPRIVED OF
EFFECT TO THE EXTENT OF THE UNUSED AMOUNT
9. APPROVE THE DELEGATION TO THE BOARD OF DIRECTORS, Management For For
WITH THE EXPRESS POWER OF DELEGATION, FOR A TERM
OF FIVE YEARS, OF THE POWER TO ISSUE: A) BONDS
OR SIMPLE DEBENTURES AND OTHER FIXED-INCOME SECURITIES
OF A LIKE NATURE OTHER THAN NOTES, AS WELL AS
PREFERRED STOCK, UP TO A MAXIMUM AMOUNT OF TWENTY
20 BILLION EUROS, AND B) NOTES UP TO A MAXIMUM
AMOUNT, INDEPENDENTLY OF THE FOREGOING, OF SIX
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 86 of 265
6 BILLION EUROS; AND AUTHORIZATION FOR THE COMPANY
TO GUARANTEE, WITHIN THE LIMITS SET FORTH ABOVE,
NEW ISSUANCES OF SECURITIES BY SUBSIDIARIES,
FOR WHICH PURPOSE THE DELEGATION APPROVED BY
THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING HELD ON 29 MAR 2007 IS HEREBY DEPRIVED
OF EFFECT TO THE EXTENT OF THE UNUSED AMOUNT
10. AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS Management For For
POWER OF DELEGATION, TO APPLY FOR THE LISTING
ON AND DELISTING FROM SPANISH OR FOREIGN, OFFICIAL
OR UNOFFICIAL, ORGANIZED OR OTHER SECONDARY MARKETS
OF THE SHARES, DEBENTURES, BONDS, NOTES, PREFERRED
STOCK OR ANY OTHER SECURITIES ISSUED OR TO BE
ISSUED, AND TO ADOPT SUCH RESOLUTIONS AS MAY
BE NECESSARY TO ENSURE THE CONTINUED LISTING
OF THE SHARES, DEBENTURES OR OTHER SECURITIES
OF THE COMPANY THAT MAY THEN BE OUTSTANDING,
FOR WHICH PURPOSE THE AUTHORIZATION GRANTED BY
THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING OF 29 MAR 2007 IS HEREBY DEPRIVED OF
EFFECT
11. AUTHORIZE THE BOARD OF DIRECTORS, WITH THE EXPRESS Management For For
POWER OF DELEGATION, TO CREATE AND FUND ASSOCIATIONS
AND FOUNDATIONS, PURSUANT TO APPLICABLE LEGAL
PROVISIONS, FOR WHICH PURPOSE THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING OF 29 MAR 2007 IS HEREBY DEPRIVED OF
EFFECT TO THE EXTENT OF THE UNUSED AMOUNT
12. APPROVE THE DELEGATION OF POWERS TO FORMALIZE Management For For
AND EXECUTE ALL RESOLUTIONS ADOPTED BY THE SHAREHOLDERS
AT THE GENERAL SHAREHOLDERS MEETING, FOR CONVERSION
THEREOF INTO A PUBLIC INSTRUMENT, AND FOR THE
INTERPRETATION, CORRECTION AND SUPPLEMENTATION
THEREOF OR FURTHER ELABORATION THEREON UNTIL
THE REQUIRED REGISTRATIONS ARE MADE
KAMAN CORPORATION KAMN ANNUAL MEETING DATE: 04/16/2008
ISSUER: 483548103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 87 of 265
NEAL J. KEATING Management For For
BRIAN E. BARENTS Management For For
EDWIN A. HUSTON Management For For
THOMAS W. RABAUT Management For For
02 TO APPROVE THE COMPANY S CASH BONUS PLAN (AMENDED Management For For
AND RESTATED AS OF JANUARY 1, 2008).
03 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY.
THE COCA-COLA COMPANY KO ANNUAL MEETING DATE: 04/16/2008
ISSUER: 191216100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
06 SHAREOWNER PROPOSAL REGARDING A BOARD COMMITTEE Shareholder Against For
ON HUMAN RIGHTS
05 SHAREOWNER PROPOSAL REGARDING AN INDEPENDENT Shareholder Against For
BOARD CHAIR
04 SHAREOWNER PROPOSAL REGARDING AN ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION
03 APPROVAL OF THE COCA-COLA COMPANY 2008 STOCK Management Against Against
OPTION PLAN
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS
1N ELECTION OF DIRECTOR: JAMES B. WILLIAMS Management For For
1M ELECTION OF DIRECTOR: JACOB WALLENBERG Management For For
1L ELECTION OF DIRECTOR: PETER V. UEBERROTH Management For For
1K ELECTION OF DIRECTOR: JAMES D. ROBINSON III Management For For
1J ELECTION OF DIRECTOR: SAM NUNN Management For For
1I ELECTION OF DIRECTOR: DONALD F. MCHENRY Management For For
1H ELECTION OF DIRECTOR: DONALD R. KEOUGH Management For For
1G ELECTION OF DIRECTOR: MUHTAR KENT Management For For
1F ELECTION OF DIRECTOR: E. NEVILLE ISDELL Management For For
1E ELECTION OF DIRECTOR: ALEXIS M. HERMAN Management For For
1D ELECTION OF DIRECTOR: BARRY DILLER Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 88 of 265
1C ELECTION OF DIRECTOR: CATHLEEN P. BLACK Management For For
1B ELECTION OF DIRECTOR: RONALD W. ALLEN Management For For
1A ELECTION OF DIRECTOR: HERBERT A. ALLEN Management For For
BP P.L.C. BP ANNUAL MEETING DATE: 04/17/2008
ISSUER: 055622104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO RECEIVE THE DIRECTORS ANNUAL REPORT AND ACCOUNTS Management For For
02 TO APPROVE THE DIRECTORS REMUNERATION REPORT Management For For
03 DIRECTOR Management For
MR A BURGMANS Management For For
MRS C B CARROLL Management For For
SIR WILLIAM CASTELL Management For For
MR I C CONN Management For For
MR G DAVID Management For For
MR E B DAVIS, JR Management For For
MR D J FLINT Management For For
DR B E GROTE Management For For
DR A B HAYWARD Management For For
MR A G INGLIS Management For For
DR D S JULIUS Management For For
SIR TOM MCKILLOP Management For For
SIR IAN PROSSER Management For For
MR P D SUTHERLAND Management For For
17 TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS AND Management For For
AUTHORIZE THE BOARD TO SET THEIR REMUNERATION
S18 SPECIAL RESOLUTION: TO ADOPT NEW ARTICLES OF Management For For
ASSOCIATION
S19 SPECIAL RESOLUTION: TO GIVE LIMITED AUTHORITY Management For For
FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY
20 TO GIVE LIMITED AUTHORITY TO ALLOT SHARES UP Management For For
TO A SPECIFIED AMOUNT
S21 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO ALLOT Management For For
A LIMITED NUMBER OF SHARES FOR CASH FREE OF PRE-EMPTIVE
RIGHTS
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 89 of 265
KIMBERLY-CLARK CORPORATION KMB ANNUAL MEETING DATE: 04/17/2008
ISSUER: 494368103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JOHN R. ALM Management For For
1B ELECTION OF DIRECTOR: JOHN F. BERGSTROM Management For For
1C ELECTION OF DIRECTOR: ROBERT W. DECHERD Management For For
1D ELECTION OF DIRECTOR: IAN C. READ Management For For
1E ELECTION OF DIRECTOR: G. CRAIG SULLIVAN Management For For
02 RATIFICATION OF AUDITORS Management For For
03 APPROVAL OF AMENDED AND RESTATED CERTIFICATE Management For For
OF INCORPORATION TO ELIMINATE SUPERMAJORITY VOTING
PROVISIONS
04 STOCKHOLDER PROPOSAL REGARDING QUALIFICATIONS Shareholder Against For
FOR DIRECTOR NOMINEES
05 STOCKHOLDER PROPOSAL REGARDING ADOPTION OF GLOBAL Shareholder Against For
HUMAN RIGHTS STANDARDS BASED ON INTERNATIONAL
LABOR CONVENTIONS
06 STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER Shareholder Against For
MEETINGS
07 STOCKHOLDER PROPOSAL REGARDING CUMULATIVE VOTING Shareholder Against For
08 STOCKHOLDER PROPOSAL REGARDING AMENDMENT OF BYLAWS Shareholder Against For
TO ESTABLISH A BOARD COMMITTEE ON SUSTAINABILITY
NEWALLIANCE BANCSHARES, INC. NAL ANNUAL MEETING DATE: 04/17/2008
ISSUER: 650203102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DOUGLAS K. ANDERSON Management For For
ROXANNE J. COADY Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 90 of 265
JOHN F. CROWEAK Management For For
SHEILA B. FLANAGAN Management For For
02 TO APPROVE THE NEWALLIANCE BANK EXECUTIVE INCENTIVE Management For For
PLAN (PROPOSAL 2).
03 TO RATIFY THE APPOINTMENT OF THE FIRM OF Management For For
PRICEWATERHOUSECOOPERS,
LLP AS INDEPENDENT AUDITORS (PROPOSAL 3).
04 THE PROXIES ARE AUTHORIZED TO VOTE UPON ANY OTHER Management For For
BUSINESS THAT PROPERLY COMES BEFORE THE ANNUAL
MEETING OR ANY ADJOURNMENTS OF THE MEETING, IN
ACCORDANCE WITH THE DETERMINATION OF A MAJORITY
OF THE BOARD OF DIRECTORS.
REGIONS FINANCIAL CORPORATION RF ANNUAL MEETING DATE: 04/17/2008
ISSUER: 7591EP100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: DAVID J. COOPER, SR. Management For For
1B ELECTION OF DIRECTOR: EARNEST W. DEAVENPORT, JR. Management For For
1C ELECTION OF DIRECTOR: JOHN E. MAUPIN, JR. Management For For
1D ELECTION OF DIRECTOR: CHARLES D. MCCRARY Management For For
1E ELECTION OF DIRECTOR: JORGE M. PEREZ Management For For
1F ELECTION OF DIRECTOR: SPENCE L. WILSON Management For For
02 RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
RIO TINTO PLC RTP ANNUAL MEETING DATE: 04/17/2008
ISSUER: 767204100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO RECEIVE THE FINANCIAL STATEMENTS AND THE REPORTS Management For For
OF THE DIRECTORS AND AUDITORS FOR THE FULL YEAR
ENDED 31 DECEMBER 2007
02 APPROVAL OF THE REMUNERATION REPORT Management For For
03 ELECTION OF RICHARD EVANS Management For For
04 ELECTION OF YVES FORTIER Management For For
05 ELECTION OF PAUL TELLIER Management For For
06 RE-ELECTION OF THOMAS ALBANESE Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 91 of 265
07 RE-ELECTION OF VIVIENNE COX Management For For
08 RE-ELECTION OF RICHARD GOODMANSON Management For For
09 RE-ELECTION OF PAUL SKINNER Management For For
10 RE-APPOINTMENT OF PWC LLP AS AUDITORS OF RIO Management For For
TINTO PLC AND TO AUTHORISE THE AUDIT COMMITTEE
TO DETERMINE THEIR REMUNERATION
11 APPROVAL OF THE USE OF E-COMMUNICATIONS FOR SHAREHOLDER Management For For
MATERIALS
12 AUTHORITY TO ALLOT RELEVANT SECURITIES UNDER Management For For
SECTION 80 OF THE COMPANIES ACT 1985
13 AUTHORITY TO ALLOT EQUITY SECURITIES FOR CASH Management For For
UNDER SECTION 89 OF THE COMPANIES ACT 1985
14 AUTHORITY TO PURCHASE RIO TINTO PLC SHARES BY Management For For
THE COMPANY OR RIO TINTO LIMITED
15 DIRECTOR S CONFLICTS OF INTERESTS- AMENDMENT Management For For
TO THE COMPANY S ARTICLES OF ASSOCIATION
16 AMENDMENTS TO THE TERMS OF THE DLC DIVIDEND SHARES Management For For
WILMINGTON TRUST CORPORATION WL ANNUAL MEETING DATE: 04/17/2008
ISSUER: 971807102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
CAROLYN S. BURGER Management For For
ROBERT V.A. HARRA, JR. Management For For
REX L. MEARS Management For For
ROBERT W. TUNNELL, JR. Management For For
SUSAN D. WHITING Management For For
02 APPROVAL OF 2008 EMPLOYEE STOCK PURCHASE PLAN Management For For
03 APPROVAL OF 2008 LONG-TERM INCENTIVE PLAN Management Against Against
SOUTH JERSEY INDUSTRIES, INC. SJI ANNUAL MEETING DATE: 04/18/2008
ISSUER: 838518108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 92 of 265
KEITH S. CAMPBELL Management For For
W. CARY EDWARDS Management For For
03 SHAREHOLDER PROPOSAL REQUESTING THE ANNUAL ELECTION Shareholder Against For
OF EACH DIRECTOR.
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
ELI LILLY AND COMPANY LLY ANNUAL MEETING DATE: 04/21/2008
ISSUER: 532457108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
M.L. ESKEW Management For For
A.G. GILMAN Management For For
K.N. HORN Management For For
J.C. LECHLEITER Management For For
02 RATIFICATION OF THE APPOINTMENT BY THE AUDIT Management For For
COMMITTEE OF THE BOARD OF DIRECTORS OF ERNST
& YOUNG LLP AS PRINCIPAL INDEPENDENT AUDITORS
FOR 2008
03 APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION Management For For
TO PROVIDE FOR THE DECLASSIFICATION OF THE BOARD
04 APPROVE AMENDMENTS TO THE ARTICLES OF INCORPORATION Management For For
TO PROVIDE FOR ELECTION OF DIRECTORS BY MAJORITY
VOTE
05 AMENDING THE COMPANY S STOCK PLANS Management Against Against
06 PROPOSAL BY SHAREHOLDERS ON INTERNATIONAL OUTSOURCING Shareholder Against For
OF ANIMAL RESEARCH
07 PROPOSAL BY SHAREHOLDERS ON ALLOWING SHAREHOLDERS Shareholder Against For
TO AMEND THE COMPANY S BYLAWS
08 PROPOSAL BY SHAREHOLDERS ON ADOPTING A SIMPLE Shareholder Against For
MAJORITY VOTE STANDARD
09 PROPOSAL BY SHAREHOLDERS ON REPORTING COMPANY Shareholder Against For
S POLITICAL CONTRIBUTIONS
GENUINE PARTS COMPANY GPC ANNUAL MEETING DATE: 04/21/2008
ISSUER: 372460105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 93 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DR. MARY B. BULLOCK Management For For
RICHARD W. COURTS II Management For For
JEAN DOUVILLE Management For For
THOMAS C. GALLAGHER Management For For
GEORGE C. "JACK" GUYNN Management For For
JOHN D. JOHNS Management For For
MICHAEL M. E. JOHNS, MD Management For For
J. HICKS LANIER Management For For
WENDY B. NEEDHAM Management For For
JERRY W. NIX Management For For
LARRY L. PRINCE Management For For
GARY W. ROLLINS Management For For
LAWRENCE G. STEINER Management For For
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For
LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2008.
GRANT PRIDECO, INC. GRP SPECIAL MEETING DATE: 04/21/2008
ISSUER: 38821G101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ADOPTION OF MERGER AGREEMENT: TO APPROVE AND Management For For
ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED
AS OF DECEMBER 16, 2007, AMONG NATIONAL OILWELL
VARCO, INC. ( NATIONAL OILWELL VARCO ), NOV SUB,
INC. ( NOV SUB ), A WHOLLY OWNED SUBSIDIARY OF
NATIONAL OILWELL VARCO, AND GRANT PRIDECO, INC.
( GRANT PRIDECO ), ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
IL SOLE 24 ORE SPA, MILANO S24.MI AGM MEETING DATE: 04/21/2008
ISSUER: T52689105 ISIN: IT0004269723 BLOCKING
SEDOL: B29HYD6, B2N6X09, B29VSY7
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 94 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
22 APR 2008. 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.
1. APPROVE THE FINANCIAL STATEMENT AT 31DEC 2007, Management Take No Action
REPORT OF THE BOARD OF DIRECTORS, REPORT OF THE
BOARD OF AUDITORS AND REPORT OF THE AUDITING
COMPANY, INHERENT AND CONSEQUENT DELIBERATIONS
2. APPROVE THE CESSATION OF ONE DIRECTOR(S) OFFICE Management Take No Action
ACCORDING TO ARTICLE 2386, FIRST COMMA OF CIVIL
CODE, AND APPOINT A NEW DIRECTOR
3. APPROVE THE INTEGRATION OF THE BOARD OF DIRECTORS Management Take No Action
WITH CHE FIFTEENTH MEMBER, ACCORDING TO THE PROVISIONAL
REGULATION OF THE ARTICLES OF ASSOCIATION
4. APPROVE TO DETERMINE THE REMUNERATION OF THE Management Take No Action
SECRETARY OF THE BOARD OF DIRECTORS, INHERENT
AND CONSEQUENT DELIBERATIONS
* PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting *Management Position Unknown
NEUF CEGETEL NEUF.PA OGM MEETING DATE: 04/21/2008
ISSUER: F58287107 ISIN: FR0004166072
SEDOL: B1GB809, B03BXY4, B28KZN3
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 95 of 265
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
1. RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE IN 2007, AS PRESENTED,
CREATING A PROFIT OF EUR 77,232,641.22 AND GRANT
PERMANENT DISCHARGE TO THE DIRECTORS FOR THE
PERFORMANCE OF THEIR DUTIES DURING THE SAID FY
2. RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE CONSOLIDATED
FINANCIAL STATEMENTS FOR THE SAID FY, IN THE
FORM PRESENTED TO THE MEETING, HIGHLIGHTING A
PROFIT OF EUR 262,442,000.00
3. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLESL.225.38 AND L.225.40
OF THE FRENCH COMMERCIAL CODE AND APPROVE THE
SAID REPORT AND THE AGREEMENTS REFERRED TO THEREIN
4. APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For For
AND RESOLVES THAT THE INCOME FOR THE FY BE APPROPRIATED
AS FOLLOWS: EARNINGS FOR THE FY: EUR 77,323,641.22
LEGAL RESERVE: EUR 1,074,764.97 BALANCE AVAILABLE
FOR DISTRIBUTION: EUR 76,248,876.25 RETAINED
EARNINGS: EUR 0.00 DISTRIBUTABLE INCOME: EUR
76,248,876.25 RESERVES TO BE DISTRIBUTED: AMOUNT
DEDUCTED FROM THE SHARE PREMIUM: EUR 50,006,047.55
BALANCE AVAILABLE FOR DISTRIBUTION: EUR 126,254,923.80
DIVIDENDS: EUR 126,254 ,923.80 RETAINED EARNINGS:
EUR 0.00 THE SHARES AUTO-HELD ON THE DAY OF THE
PAYMENT OF THE DIVIDEND WILL BE EXCLUDED FROM
THE PROFIT OF THIS RETAIL DISTRIBUTION AND THE
CORRESPONDING SUMS ALLOCATED TO THE RETAINED
EARNINGS; THE SHAREHOLDERS WILL RECEIVE A NET
DIVIDEND OF EUR 0.60 PER SHARE, AND WILL ENTITLE
TO THE 40 % DEDUCTION PROVIDED BY THE FRENCH
TAX CODE; THIS DIVIDEND WILL BE PAID ON 02 MAY
2008
5. RATIFY THE APPOINTMENT OF MR. M. JEAN DOMINIQUE Management For For
PIT AS A DIRECTOR, TO REPLACEMR. M. FRANCK CADORET,
FOR THE REMAINDER OF MR. M. FRANCK CADORET S
TERM OF OFFICE, I.E. UNTIL THE SHAREHOLDERS MEETING
CALLED TO APPROVE THE FINANCIAL STATEMENTS FOR
THE FY 2009
6. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.42 OF THE
FRENCH COMMERCIAL CODE AND APPROVE THE SAID REPORT
AND THE AGREEMENTS REFERRED TO THEREIN
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 96 of 265
7. AUTHORIZES THE BOARD OF DIRECTORS TO BUY BACK Management For For
THE COMPANY S SHARES ON THE OPEN MARKET, SUBJECT
TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
PRICE: EUR 60.00; MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 5% OF THE SHARE CAPITAL; MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 500,000,000.00;
AUTHORITY EXPIRES AT 18 MONTH PERIOD; AND TO
TAKE ALL NECESSARY MEASURES AND ACCOMPLISH ALL
NECESSARY FORMALITIES
8. GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
ZON MULTIMEDIA ZON.LS AGM MEETING DATE: 04/21/2008
ISSUER: X9819B101 ISIN: PTZON0AM0006 BLOCKING
SEDOL: B0BM695, B0BKJ67, B0B9GS5, B28LGH7
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE THAT THE CONDITION FOR THE MEETING: Non-Voting *Management Position Unknown
MINIMUM SHARES / VOTING RIGHT: 400/1
1. APPROVE THE YEAR 2007 ANNUAL REPORT AND ACCOUNTS Management Take No Action
OF THE COMPANY AND ON THE APPROVAL OF THE CONSOLIDATED
ACCOUNTS
2. APPROVE THE PROFITS APPROPRIATION Management Take No Action
3. APPROVE THE GENERAL APPRECIATION OF THE COMPANIES Management Take No Action
MANAGEMENT AND AUDITING
4. ELECT THE MEMBER OF THE BOARD OF DIRECTORS THAT Management Take No Action
MAY BE PART OF THE AUDIT COMMISSION
5. APPROVE TO CREATE A NEW SHARE DISTRIBUTION PLAN Management Take No Action
AND ITS REGULATION ACCORDING TO THE LINE G, N1
OF ARTICLE 16 OF THE COMPANY BY LAWS
6. APPROVE THE ACQUISITION AND SALE OF OWN SHARES Management Take No Action
7. APPROVE A POSSIBLE ISSUANCE OF OWN BONDS CONVERTIBLE Management Take No Action
INTO SHARES DETERMINED BY THE BOARD OF DIRECTORS
8. APPROVE THE CANCELLATION OF THE PREFERENTIAL Management Take No Action
RIGHT IN THE SUBSCRIPTION OF A EVENTUAL ISSUANCE
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 97 of 265
OF CONVERTIBLE BONDS INTO SHARES
9. ELECT A NEW SALARY COMMISSION Management Take No Action
10. ELECT THE GENERAL MEETING SECRETARY Management Take No Action
AMEREN CORPORATION AEE ANNUAL MEETING DATE: 04/22/2008
ISSUER: 023608102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
STEPHEN F. BRAUER Management For For
SUSAN S. ELLIOTT Management For For
WALTER J. GALVIN Management For For
GAYLE P.W. JACKSON Management For For
JAMES C. JOHNSON Management For For
CHARLES W. MUELLER Management For For
DOUGLAS R. OBERHELMAN Management For For
GARY L. RAINWATER Management For For
HARVEY SALIGMAN Management For For
PATRICK T. STOKES Management For For
JACK D. WOODARD Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTANTS.
03 SHAREHOLDER PROPOSAL RELATING TO REPORT ON CALLAWAY Shareholder Against For
PLANT RELEASES.
AMERICAN ELECTRIC POWER COMPANY, INC. AEP ANNUAL MEETING DATE: 04/22/2008
ISSUER: 025537101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
E.R. BROOKS Management For For
RALPH D. CROSBY, JR. Management For For
LINDA A. GOODSPEED Management For For
LESTER A. HUDSON, JR. Management For For
LIONEL L. NOWELL III Management For For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 98 of 265
KATHRYN D. SULLIVAN Management For For
DONALD M. CARLTON Management For For
JOHN P. DESBARRES Management For For
THOMAS E. HOAGLIN Management For For
MICHAEL G. MORRIS Management For For
RICHARD L. SANDOR Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2008.
CH ENERGY GROUP, INC. CHG ANNUAL MEETING DATE: 04/22/2008
ISSUER: 12541M102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management Withheld
MARGARITA K. DILLEY Management Withheld Against
STEVEN M. FETTER Management Withheld Against
STANLEY J. GRUBEL Management Withheld Against
02 SHAREHOLDER PROPOSAL REQUESTING NECESSARY STEPS Shareholder For Against
TO DECLASSIFY THE BOARD OF DIRECTORS.
CITIGROUP INC. C ANNUAL MEETING DATE: 04/22/2008
ISSUER: 172967101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: C. MICHAEL ARMSTRONG Management For For
1B ELECTION OF DIRECTOR: ALAIN J.P. BELDA Management For For
1C ELECTION OF DIRECTOR: SIR WINFRIED BISCHOFF Management For For
1D ELECTION OF DIRECTOR: KENNETH T. DERR Management For For
1E ELECTION OF DIRECTOR: JOHN M. DEUTCH Management For For
1F ELECTION OF DIRECTOR: ROBERTO HERNANDEZ RAMIREZ Management For For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 99 of 265
1G ELECTION OF DIRECTOR: ANDREW N. LIVERIS Management For For
1H ELECTION OF DIRECTOR: ANNE MULCAHY Management For For
1I ELECTION OF DIRECTOR: VIKRAM PANDIT Management For For
1J ELECTION OF DIRECTOR: RICHARD D. PARSONS Management For For
1K ELECTION OF DIRECTOR: JUDITH RODIN Management For For
1L ELECTION OF DIRECTOR: ROBERT E. RUBIN Management For For
1M ELECTION OF DIRECTOR: ROBERT L. RYAN Management For For
1N ELECTION OF DIRECTOR: FRANKLIN A. THOMAS Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Management For For
AS CITIGROUP S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON PRIOR Shareholder Against For
GOVERNMENTAL SERVICE OF CERTAIN INDIVIDUALS.
04 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON POLITICAL Shareholder Against For
CONTRIBUTIONS.
05 STOCKHOLDER PROPOSAL REQUESTING THAT EXECUTIVE Shareholder Against For
COMPENSATION BE LIMITED TO 100 TIMES THE AVERAGE
COMPENSATION PAID TO WORLDWIDE EMPLOYEES.
06 STOCKHOLDER PROPOSAL REQUESTING THAT TWO CANDIDATES Shareholder Against For
BE NOMINATED FOR EACH BOARD POSITION.
07 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON THE Shareholder Against For
EQUATOR PRINCIPLES.
08 STOCKHOLDER PROPOSAL REQUESTING THE ADOPTION Shareholder Against For
OF CERTAIN EMPLOYMENT PRINCIPLES FOR EXECUTIVE
OFFICERS.
09 STOCKHOLDER PROPOSAL REQUESTING THAT CITI AMEND Shareholder Against For
ITS GHG EMISSIONS POLICIES.
10 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON HOW Shareholder Against For
INVESTMENT POLICIES ADDRESS OR COULD ADDRESS
HUMAN RIGHTS ISSUES.
11 STOCKHOLDER PROPOSAL REQUESTING AN INDEPENDENT Shareholder Against For
BOARD CHAIRMAN.
12 STOCKHOLDER PROPOSAL REQUESTING AN ADVISORY VOTE Management Against For
TO RATIFY EXECUTIVE COMPENSATION.
CV PLEASE INDICATE IF YOU WOULD LIKE TO KEEP YOUR Management For *Management Position Unknown
VOTE CONFIDENTIAL UNDER THE CURRENT POLICY.
GOODRICH CORPORATION GR ANNUAL MEETING DATE: 04/22/2008
ISSUER: 382388106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 100 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DIANE C. CREEL Management For For
GEORGE A. DAVIDSON, JR. Management For For
HARRIS E. DELOACH, JR. Management For For
JAMES W. GRIFFITH Management For For
WILLIAM R. HOLLAND Management For For
JOHN P. JUMPER Management For For
MARSHALL O. LARSEN Management For For
LLOYD W. NEWTON Management For For
DOUGLAS E. OLESEN Management For For
ALFRED M. RANKIN, JR. Management For For
A. THOMAS YOUNG Management For For
02 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR 2008.
03 APPROVE AN AMENDMENT AND RESTATEMENT OF THE GOODRICH Management For For
CORPORATION 2001 EQUITY COMPENSATION PLAN.
04 APPROVE THE GOODRICH CORPORATION 2008 GLOBAL Management For For
EMPLOYEE STOCK PURCHASE PLAN.
HANESBRANDS INC. HBI ANNUAL MEETING DATE: 04/22/2008
ISSUER: 410345102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
CHADEN Management For For
COKER Management For For
GRIFFIN Management For For
JOHNSON Management For For
MATHEWS Management For For
MULCAHY Management For For
NOLL Management For For
PETERSON Management For For
SCHINDLER Management For For
02 TO APPROVE THE HANESBRANDS INC. OMNIBUS INCENTIVE Management For For
PLAN OF 2006.
03 TO APPROVE THE HANESBRANDS INC. PERFORMANCE-BASED Management For For
ANNUAL INCENTIVE PLAN.
04 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS HANESBRANDS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR ITS 2008 FISCAL YEAR.
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 101 of 265
05 TO VOTE AND OTHERWISE REPRESENT THE UNDERSIGNED Management For For
ON ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE
THE MEETING OR ANY ADJOURNMENT OR POSTPONEMENT
THEREOF IN THE DISCRETION OF THE PROXY HOLDER.
HUDSON CITY BANCORP, INC. HCBK ANNUAL MEETING DATE: 04/22/2008
ISSUER: 443683107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RONALD E. HERMANCE, JR. Management For For
WILLIAM G. BARDEL Management For For
SCOTT A. BELAIR Management For For
02 RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS Management For For
THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008.
MARSHALL & ILSLEY CORPORATION MI ANNUAL MEETING DATE: 04/22/2008
ISSUER: 571837103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ANDREW N. BAUR Management For For
JON F. CHAIT Management For For
JOHN W. DANIELS, JR. Management For For
DENNIS J. KUESTER Management For For
DAVID J. LUBAR Management For For
JOHN A. MELLOWES Management For For
ROBERT J. O'TOOLE Management For For
SAN W. ORR, JR. Management For For
JOHN S. SHIELY Management For For
DEBRA S. WALLER Management For For
GEORGE E. WARDEBERG Management For For
02 PROPOSAL TO APPROVE THE MARSHALL & ILSLEY CORPORATION Management Against Against
AMENDED AND RESTATED 1994 LONG-TERM INCENTIVE
PLAN
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 102 of 265
03 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP TO AUDIT THE FINANCIAL STATEMENTS
OF MARSHALL & ILSLEY CORPORATION FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2008
04 SHAREHOLDER PROPOSAL TO REQUEST MARSHALL & ILSLEY Shareholder Against For
CORPORATION S BOARD OF DIRECTORS TO INITIATE
A PROCESS TO AMEND MARSHALL & ILSLEY CORPORATION
S ARTICLES OF INCORPORATION TO PROVIDE FOR MAJORITY
ELECTION OF DIRECTORS IN NON-CONTESTED ELECTIONS
MERCK & CO., INC. MRK ANNUAL MEETING DATE: 04/22/2008
ISSUER: 589331107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: RICHARD T. CLARK Management For For
1B ELECTION OF DIRECTOR: JOHNNETTA B. COLE, PH.D. Management For For
1C ELECTION OF DIRECTOR: THOMAS H. GLOCER Management For For
1D ELECTION OF DIRECTOR: STEVEN F. GOLDSTONE Management For For
1E ELECTION OF DIRECTOR: WILLIAM B. HARRISON, JR. Management For For
1F ELECTION OF DIRECTOR: HARRY R. JACOBSON, M.D. Management For For
1G ELECTION OF DIRECTOR: WILLIAM N. KELLEY, M.D. Management For For
1H ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Management For For
1I ELECTION OF DIRECTOR: THOMAS E. SHENK, PH.D. Management For For
1J ELECTION OF DIRECTOR: ANNE M. TATLOCK Management For For
1K ELECTION OF DIRECTOR: SAMUEL O. THIER, M.D. Management For For
1L ELECTION OF DIRECTOR: WENDELL P. WEEKS Management For For
1M ELECTION OF DIRECTOR: PETER C. WENDELL Management For For
02 RATIFICATION OF THE APPOINTMENT OF THE COMPANY Management For For
S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2008
03 STOCKHOLDER PROPOSAL CONCERNING MANAGEMENT COMPENSATION Shareholder Against For
04 STOCKHOLDER PROPOSAL CONCERNING AN ADVISORY VOTE Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 103 of 265
ON EXECUTIVE COMPENSATION
05 STOCKHOLDER PROPOSAL CONCERNING SPECIAL SHAREHOLDER Shareholder Against For
MEETINGS
06 STOCKHOLDER PROPOSAL CONCERNING AN INDEPENDENT Shareholder Against For
LEAD DIRECTOR
RPC, INC. RES ANNUAL MEETING DATE: 04/22/2008
ISSUER: 749660106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
R. RANDALL ROLLINS Management For For
HENRY B. TIPPIE Management For For
JAMES B. WILLIAMS Management For For
SWEDISH MATCH AB, STOCKHOLM SWMA.ST OGM MEETING DATE: 04/22/2008
ISSUER: W92277115 ISIN: SE0000310336
SEDOL: B2905Y3, 5068887, B02V7Q5, 5048566, 5496723
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting *Management Position Unknown
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 *Management Position Unknown
OWNER INFORMATION FOR ALL VOTEDACCOUNTS. 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 ABSTAIN IS NOT A VALID VOTE Non-Voting *Management Position Unknown
OPTION IN SWEDEN. THANK YOU.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 104 of 265
* PLEASE NOTE THAT THIS IS AN AGM. THANK YOU. Non-Voting *Management Position Unknown
1. OPENING OF THE MEETING AND ELECT MR. SVEN UNGER Management For For
AS THE CHAIRMAN OF THE MEETING
2. APPROVE OF THE VOTING LIST Management For For
3. ELECT OF 1 OR 2 PERSONS, WHO SHALL VERIFY THE Management For For
MINUTES
4. APPROVE TO DETERMINE WHETHER THE MEETING HAS Management For For
BEEN DULY CONVENED
5. APPROVE THE AGENDA Management For For
6. RECEIVE THE ANNUAL REPORT AND THE AUDITORS REPORT, Management For For
THE CONSOLIDATED FINANCIAL STATEMENTS AND THE
AUDITORS REPORT ON THE CONSOLIDATED FINANCIAL
STATEMENTS FOR 2007, THE AUDITORS STATEMENT
REGARDING COMPLIANCE WITH THE PRINCIPLES FOR
THE COMPENSATION OF THE SENIOR EXECUTIVES AS
WELL AS THE BOARD OF DIRECTORS MOTION REGARDING
THE ALLOCATION OF PROFIT AND EXPLANATORY STATEMENTS;
IN CONNECTION THEREWITH, THE PRESIDENT S ADDRESS
AND THE BOARD OF DIRECTORS REPORT REGARDING
ITS WORK AND THE WORK AND FUNCTION OF THE COMPENSATION
COMMITTEE AND THE AUDIT COMMITTEE
13. APPROVE A CALL OPTION PROGRAM FOR 2008 Management For For
7. ADOPT OF THE INCOME STATEMENT AND BALANCE SHEET Management For For
AND OF THE CONSOLIDATED INCOME STATEMENT AND
CONSOLIDATED BALANCE SHEET
8. APPROVE THAT A DIVIDEND BE PAID TO THE SHAREHOLDERS Management For For
IN THE AMOUNT OF SEK 3.50PER SHARE AND THE REMAINING
PROFITS BE CARRIED FORWARD, MINUS THE FUNDS THAT
MAY BE UTILIZED FOR A BONUS ISSUE, PROVIDED THAT
THE 2008 AGM PASSES A RESOLUTION IN ACCORDANCE
WITH A REDUCTION OF THE SHARE CAPITAL PURSUANT
TO RESOLUTION 10.A, AS WELL AS A RESOLUTION CONCERNING
A BONUS ISSUE PURSUANT TO RESOLUTION 10.B; THE
RECORD DATE FOR ENTITLEMENT TO RECEIVE A CASH
DIVIDEND IS 25 APR 2008; THE DIVIDEND IS EXPECTED
TO BE PAID THROUGH VPC AB THE SWEDISH SECURITIES
REGISTER CENTER ON 30 APR 2008
9. GRANT DISCHARGE FROM LIABILITY TO THE BOARD MEMBERS Management For For
AND THE PRESIDENT
10.A APPROVE TO REDUCE THE COMPANY S SHARE CAPITAL Management For For
OF SEK 17,506,310.89 BY MEANS OF THE WITHDRAWAL
OF 12,000,000 SHARES IN THE COMPANY; THE SHARES
IN THE COMPANY FOR WITHDRAWAL HAVE BEEN REPURCHASED
BY THE COMPANY IN ACCORDANCE WITH THE AUTHORIZATION
GRANTED BY THE GENERAL MEETING OF THE COMPANY
AND THE REDUCED AMOUNT BE ALLOCATED TO A FUND
FOR USE IN REPURCHASING THE COMPANY S OWN SHARES
10.B APPROVE, UPON PASSING OF RESOLUTION 10.A, TO Management For For
INCREASE IN THE COMPANY S SHARE CAPITAL OF SEK
17,506,310.89 THROUGH A TRANSFER FROM NON-RESTRICTED
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 105 of 265
SHAREHOLDERS EQUITY TO THE SHARE CAPITAL BONUS
ISSUE; THE SHARE CAPITAL SHALL BE INCREASED WITHOUT
ISSUING NEW SHARES
11. AUTHORIZE THE BOARD OF DIRECTORS TO DECIDE ON Management For For
THE ACQUISITION, ON 1 OR MORE OCCASIONS PRIOR
TO THE NEXT AGM, OF A MAXIMUM OF AS MANY SHARES
AS MAY BE ACQUIRED WITHOUT THE COMPANY S HOLDING
AT ANY TIME EXCEEDING MORE THAN 10% OF ALL SHARES
IN THE COMPANY, FOR A MAXIMUM AMOUNT OF SEK 3,000M;
THE SHARES SHALL BE ACQUIRED ON THE OMX NORDIC
EXCHANGE IN STOCKHOLM STOCK EXCHANGE AT A PRICE
WITHIN THE PRICE INTERVAL REGISTERED AT ANY GIVEN
TIME, I.E. THE INTERVAL BETWEEN THE HIGHEST BID
PRICE AND THE LOWEST OFFER PRICE; REPURCHASE
MAY NOT TAKE PLACE DURING THE PERIOD WHEN AN
ESTIMATE OF AN AVERAGE PRICE FOR THE SWEDISH
MATCH SHARE ON THE STOCKHOLM STOCK EXCHANGE IS
BEING CARRIED OUT IN ORDER TO ESTABLISH THE TERMS
OF ANY STOCK OPTION PROGRAMME FOR THE SENIOR
COMPANY OFFICIALS OF SWEDISH MATCH
15. APPROVE TO DETERMINE THE NUMBER OF MEMBERS OF Management For For
THE BOARD OF DIRECTORS AT 7
18. APPROVE TO DETERMINE THE NUMBER OF AUDITORS Management For For
12. ADOPT THE PRINCIPLES FOR DETERMINATION OF REMUNERATION Management For For
AND OTHER TERMS OF EMPLOYMENT FOR THE PRESIDENT
AND OTHER MEMBERS OF THE GROUP MANAGEMENT TEAM
BY THE AGM 2007
14. APPROVE THAT THE COMPANY SHALL ISSUE A MAXIMUM Management For For
OF 1,592,851 CALL OPTIONS TO EXECUTE THE OPTION
PROGRAM FOR 2007; THAT THE COMPANY, IN A DEVIATION
FROM THE PREFERENTIAL RIGHTS OF SHAREHOLDERS,
BE PERMITTED TO TRANSFER A MAXIMUM OF 1,592,851
SHARES IN THE COMPANY AT A SELLING PRICE OF SEK
172.68 PER SHARE IN CONJUNCTION WITH A POTENTIAL
EXERCISE OF THE CALL OPTIONS; THE NUMBER OF SHARES
AND THE SELLING PRICE OF THE SHARES COVERED BY
THE TRANSFER RESOLUTION IN ACCORDANCE WITH THIS
ITEM MAY BE RECALCULATED AS A CONSEQUENCE OF
A BONUS ISSUE OF SHARES, A CONSOLIDATION OR SPLIT
OF SHARES, A NEW SHARE ISSUE, A REDUCTION IN
THE SHARE CAPITAL, OR OTHER SIMILAR MEASURE
16. APPROVE TO DETERMINE THE FEES TO THE BOARD OF Management For For
DIRECTORS BE PAID FOR THE PERIOD UNTIL THE CLOSE
OF THE NEXT AGM AS FOLLOWS: THE CHAIRMAN SHALL
RECEIVE SEK 1.575M AND THE OTHER BOARD MEMBERS
ELECTED BY THE MEETING SHALL EACH RECEIVE SEK
630,000 AND, AS COMPENSATION FOR COMMITTEE WORK
CARRIED OUT, BE ALLOCATED SEK 230,000 TO THE
CHAIRMEN OF THE COMPENSATION COMMITTEE AND THE
AUDIT COMMITTEE RESPECTIVELY AND SEK 115,000
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 106 of 265
RESPECTIVELY TO THE OTHER MEMBERS OF THESE COMMITTEES
ALTHOUGH TOTALING NO MORE THAN SEK 920,000; AND
THAT MEMBERS OF THE BOARD EMPLOYED BY THE SWEDISH
MATCH GROUP SHALL NOT RECEIVE ANY REMUNERATION
17. RE-ELECT MESSRS. CHARLES A. BLIXT, ANDREW CRIPPS, Management For For
ARNE JURBRANT, CONNY KARLSSON, KERSTI STANDQVIST
AND MEG TIVEUS AND ELECT MS. KAREN GUERRA AS
THE MEMBERS OF THE BOARD OF DIRECTORS; AND ELECT
MR. CONNY KARLSSON AS THE CHAIRMAN OF THE BOARD,
AND MR. ANDREW CRIPPS AS THE DEPUTY CHAIRMAN
19. APPROVE TO PAY THE REMUNERATION TO THE AUDITORS Management For For
ON APPROVED ACCOUNT
20. RE-ELECT KPMG BOHLINS AB AS THE AUDITORS FOR Management For For
THE 4 YEARS NO DEPUTY AUDITOR
21. APPROVE THE PROCEDURE FOR APPOINTING MEMBERS Management For For
TO THE NOMINATING COMMITTEE AND THE MATTER OF
REMUNERATION FOR THE NOMINATING COMMITTEE, IF
ANY
22. ADOPT THE INSTRUCTIONS FOR SWEDISH MATCH AB S Management For For
NOMINATING COMMITTEE WHICH ARE IDENTICAL TO THOSE
BY THE 2007 AGM
TELEFONICA, S.A. TEF ANNUAL MEETING DATE: 04/22/2008
ISSUER: 879382208 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 EXAMINATION AND APPROVAL, IF APPROPRIATE, OF Management For For
THE INDIVIDUAL ANNUAL ACCOUNTS, OF THE CONSOLIDATED
FINANCIAL STATEMENTS AND OF THE MANAGEMENT REPORT
OF TELEFONICA, S.A.
2A RE-ELECTION OF MR. JOSE FERNANDO DE ALMANSA MORENO-BARREDA Management For For
AS A DIRECTOR.
2B RATIFICATION OF THE INTERIM APPOINTMENT OF MR. Management For For
JOSE MARIA ABRIL PEREZ AS A DIRECTOR.
2C RATIFICATION OF THE INTERIM APPOINTMENT OF MR. Management For For
FRANCISCO JAVIER DE PAZ MANCHO AS A DIRECTOR.
2D RATIFICATION OF THE INTERIM APPOINTMENT OF MS. Management For For
MARIA EVA CASTILLO SANZ AS A DIRECTOR.
2E RATIFICATION OF THE INTERIM APPOINTMENT OF MR. Management For For
LUIZ FERNANDO FURLAN AS A DIRECTOR.
03 AUTHORIZATION TO ACQUIRE THE COMPANY S OWN SHARES, Management For For
EITHER DIRECTLY OR THROUGH GROUP COMPANIES.
04 REDUCTION OF THE SHARE CAPITAL THROUGH THE CANCELLATION Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 107 of 265
OF SHARES OF TREASURY STOCK EXCLUDING CREDITOR
S RIGHT TO OBJECT, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
05 APPOINTMENT OF THE AUDITORS OF THE COMPANY FOR Management For For
THE FISCAL YEAR 2008.
06 DELEGATION OF POWERS TO FORMALIZE, INTERPRET, Management For For
CURE AND CARRY OUT THE RESOLUTIONS ADOPTED BY
THE SHAREHOLDERS AT THE GENERAL SHAREHOLDERS
MEETING.
THE HERSHEY COMPANY HSY ANNUAL MEETING DATE: 04/22/2008
ISSUER: 427866108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
R.F. CAVANAUGH Management For For
C.A. DAVIS Management For For
A.G. LANGBO Management For For
J.E. NEVELS Management For For
T.J. RIDGE Management For For
C.B. STRAUSS Management For For
D.J. WEST Management For For
K.L. WOLFE Management For For
L.S. ZIMMERMAN Management For For
02 RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
AUDITORS FOR 2008.
03 STOCKHOLDER PROPOSAL REGARDING IMPLEMENTATION Shareholder Against For
OF THE 2001 COCOA PROTOCOL.
04 STOCKHOLDER PROPOSAL REGARDING ESTABLISHMENT Shareholder Against For
OF A HUMAN RIGHTS COMMITTEE OF THE BOARD.
THE PNC FINANCIAL SERVICES GROUP, INC. PNC ANNUAL MEETING DATE: 04/22/2008
ISSUER: 693475105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 108 of 265
MR. BERNDT Management For For
MR. BUNCH Management For For
MR. CHELLGREN Management For For
MR. CLAY Management For For
MR. DAVIDSON Management For For
MS. JAMES Management For For
MR. KELSON Management For For
MR. LINDSAY Management For For
MR. MASSARO Management For For
MS. PEPPER Management For For
MR. ROHR Management For For
MR. SHEPARD Management For For
MS. STEFFES Management For For
MR. STRIGL Management For For
MR. THIEKE Management For For
MR. USHER Management For For
MR. WALLS Management For For
MR. WEHMEIER Management For For
02 RATIFICATION OF THE AUDIT COMMITTEE S SELECTION Management For For
OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.
WACHOVIA CORPORATION WB ANNUAL MEETING DATE: 04/22/2008
ISSUER: 929903102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1I ELECTION OF DIRECTOR: MACKEY J. MCDONALD Management For For
1J ELECTION OF DIRECTOR: JOSEPH NEUBAUER Management For For
1K ELECTION OF DIRECTOR: TIMOTHY D. PROCTOR Management For For
1L ELECTION OF DIRECTOR: ERNEST S. RADY Management For For
1M ELECTION OF DIRECTOR: VAN L. RICHEY Management For For
1N ELECTION OF DIRECTOR: RUTH G. SHAW Management For For
1O ELECTION OF DIRECTOR: LANTY L. SMITH Management For For
1P ELECTION OF DIRECTOR: G. KENNEDY THOMPSON Management For For
1Q ELECTION OF DIRECTOR: DONA DAVIS YOUNG Management For For
02 A WACHOVIA PROPOSAL TO RATIFY THE APPOINTMENT Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 109 of 265
OF KPMG LLP AS AUDITORS FOR THE YEAR 2008.
03 A STOCKHOLDER PROPOSAL REGARDING NON-BINDING Shareholder Against For
STOCKHOLDER VOTE RATIFYING EXECUTIVE COMPENSATION.
04 A STOCKHOLDER PROPOSAL REGARDING REPORTING POLITICAL Shareholder Against For
CONTRIBUTIONS.
05 A STOCKHOLDER PROPOSAL REGARDING THE NOMINATION Shareholder Against For
OF DIRECTORS.
1A ELECTION OF DIRECTOR: JOHN D. BAKER, II Management For For
1B ELECTION OF DIRECTOR: PETER C. BROWNING Management For For
1C ELECTION OF DIRECTOR: JOHN T. CASTEEN, III Management For For
1D ELECTION OF DIRECTOR: JERRY GITT Management For For
1E ELECTION OF DIRECTOR: WILLIAM H. GOODWIN, JR. Management For For
1F ELECTION OF DIRECTOR: MARYELLEN C. HERRINGER Management For For
1G ELECTION OF DIRECTOR: ROBERT A. INGRAM Management For For
1H ELECTION OF DIRECTOR: DONALD M. JAMES Management For For
ANHEUSER-BUSCH COMPANIES, INC. BUD ANNUAL MEETING DATE: 04/23/2008
ISSUER: 035229103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
AUGUST A. BUSCH III Management For For
AUGUST A. BUSCH IV Management For For
CARLOS FERNANDEZ G. Management For For
JAMES R. JONES Management For For
JOYCE M. ROCHE Management For For
HENRY HUGH SHELTON Management For For
PATRICK T. STOKES Management For For
ANDREW C. TAYLOR Management For For
DOUGLAS A. WARNER III Management For For
02 APPROVAL OF THE 2008 LONG-TERM EQUITY INCENTIVE Management Against Against
PLAN FOR NON-EMPLOYEE DIRECTORS.
03 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING Management For For
FIRM.
04 STOCKHOLDER PROPOSAL CONCERNING A REPORT ON CHARITABLE Shareholder Against For
CONTRIBUTIONS.
05 STOCKHOLDER PROPOSAL CONCERNING SPECIAL SHAREHOLDER Shareholder Against For
MEETINGS.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 110 of 265
06 STOCKHOLDER PROPOSAL CONCERNING EXECUTIVE COMPENSATION. Shareholder Against For
BANK OF AMERICA CORPORATION BAC ANNUAL MEETING DATE: 04/23/2008
ISSUER: 060505104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: WILLIAM BARNET, III Management For For
1B ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. Management For For
1C ELECTION OF DIRECTOR: JOHN T. COLLINS Management For For
1D ELECTION OF DIRECTOR: GARY L. COUNTRYMAN Management For For
1E ELECTION OF DIRECTOR: TOMMY R. FRANKS Management For For
1F ELECTION OF DIRECTOR: CHARLES K. GIFFORD Management For For
1G ELECTION OF DIRECTOR: KENNETH D. LEWIS Management For For
1H ELECTION OF DIRECTOR: MONICA C. LOZANO Management For For
1I ELECTION OF DIRECTOR: WALTER E. MASSEY Management For For
1J ELECTION OF DIRECTOR: THOMAS J. MAY Management For For
1K ELECTION OF DIRECTOR: PATRICIA E. MITCHELL Management For For
1L ELECTION OF DIRECTOR: THOMAS M. RYAN Management For For
1M ELECTION OF DIRECTOR: O. TEMPLE SLOAN, JR. Management For For
1N ELECTION OF DIRECTOR: MEREDITH R. SPANGLER Management For For
1O ELECTION OF DIRECTOR: ROBERT L. TILLMAN Management For For
1P ELECTION OF DIRECTOR: JACKIE M. WARD Management For For
02 RATIFICATION OF THE INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM FOR 2008
03 STOCKHOLDER PROPOSAL - STOCK OPTIONS Shareholder Against For
04 STOCKHOLDER PROPOSAL - ADVISORY VOTE ON EXEC Shareholder Against For
COMP
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 111 of 265
05 STOCKHOLDER PROPOSAL - DETERMINATION OF CEO COMP Shareholder Against For
06 STOCKHOLDER PROPOSAL - CUMULATIVE VOTING Shareholder Against For
07 STOCKHOLDER PROPOSAL - INDEPENDENT BOARD CHAIRMAN Shareholder Against For
08 STOCKHOLDER PROPOSAL - SPECIAL SHAREHOLDER MEETINGS Shareholder Against For
09 STOCKHOLDER PROPOSAL - EQUATOR PRINCIPLES Shareholder Against For
10 STOCKHOLDER PROPOSAL - HUMAN RIGHTS Shareholder Against For
CIGNA CORPORATION CI ANNUAL MEETING DATE: 04/23/2008
ISSUER: 125509109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: PETER N. LARSON Management For For
1B ELECTION OF DIRECTOR: ROMAN MARTINEZ IV Management For For
1C ELECTION OF DIRECTOR: CAROL COX WAIT Management For For
1D ELECTION OF DIRECTOR: WILLIAM D. ZOLLARS Management For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS CIGNA S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008
03 APPROVAL OF THE AMENDMENT OF ARTICLE FOURTH OF Management For For
THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION
04 APPROVAL OF THE AMENDMENT OF ARTICLE FIFTH OF Management For For
THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION
05 APPROVAL OF THE AMENDMENT OF ARTICLE TENTH OF Management For For
THE COMPANY S RESTATED CERTIFICATE OF INCORPORATION
DPL INC. DPL ANNUAL MEETING DATE: 04/23/2008
ISSUER: 233293109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
PAUL M. BARBAS Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 112 of 265
BARBARA S. GRAHAM Management For For
GLENN E. HARDER Management For For
02 RATIFICATION OF KPMG LLP AS INDEPENDENT AUDITORS. Management For For
03 SHAREHOLDER PROPOSAL TO DISSOLVE DPL INC. AND Shareholder Against For
OTHER NON-UTILITY SUBSIDIARIES.
ENERGEN CORPORATION EGN ANNUAL MEETING DATE: 04/23/2008
ISSUER: 29265N108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
KENNETH W. DEWEY Management For For
JAMES S.M. FRENCH Management For For
JAMES T. MCMANUS, II Management For For
DAVID W. WILSON Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
GENERAL ELECTRIC COMPANY GE ANNUAL MEETING DATE: 04/23/2008
ISSUER: 369604103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
A1 ELECTION OF DIRECTOR: JAMES I. CASH, JR. Management For For
A2 ELECTION OF DIRECTOR: SIR WILLIAM M. CASTELL Management For For
A3 ELECTION OF DIRECTOR: ANN M. FUDGE Management For For
A4 ELECTION OF DIRECTOR: CLAUDIO X. GONZALEZ Management For For
A5 ELECTION OF DIRECTOR: SUSAN HOCKFIELD Management For For
A6 ELECTION OF DIRECTOR: JEFFREY R. IMMELT Management For For
A7 ELECTION OF DIRECTOR: ANDREA JUNG Management For For
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A8 ELECTION OF DIRECTOR: ALAN G. (A.G.) LAFLEY Management For For
A9 ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
A10 ELECTION OF DIRECTOR: RALPH S. LARSEN Management For For
A11 ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Management For For
A12 ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
A13 ELECTION OF DIRECTOR: SAM NUNN Management For For
A14 ELECTION OF DIRECTOR: ROGER S. PENSKE Management For For
A15 ELECTION OF DIRECTOR: ROBERT J. SWIERINGA Management For For
A16 ELECTION OF DIRECTOR: DOUGLAS A. WARNER III Management For For
B RATIFICATION OF KPMG Management For For
01 CUMULATIVE VOTING Shareholder Against For
02 SEPARATE THE ROLES OF CEO AND CHAIRMAN Shareholder Against For
03 RECOUP UNEARNED MANAGEMENT BONUSES Shareholder Against For
04 CURB OVER-EXTENDED DIRECTORS Shareholder Against For
05 REPORT ON CHARITABLE CONTRIBUTIONS Shareholder Against For
06 GLOBAL WARMING REPORT Shareholder Against For
07 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shareholder Against For
TEXTRON INC. TXT ANNUAL MEETING DATE: 04/23/2008
ISSUER: 883203101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ELECTION OF DIRECTOR: PAUL E. GAGNE Management For For
02 ELECTION OF DIRECTOR: DAIN M. HANCOCK Management For For
03 ELECTION OF DIRECTOR: LLOYD G. TROTTER Management For For
04 ELECTION OF DIRECTOR: THOMAS B. WHEELER Management For For
05 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM.
06 SHAREHOLDER PROPOSAL RELATING TO FOREIGN MILITARY Shareholder Against For
SALES.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 114 of 265
07 SHAREHOLDER PROPOSAL RELATING TO TAX GROSS-UP Shareholder Against For
PAYMENTS TO SENIOR EXECUTIVES.
ARCH COAL, INC. ACI ANNUAL MEETING DATE: 04/24/2008
ISSUER: 039380100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES R. BOYD Management For For
JOHN W. EAVES Management For For
DOUGLAS H. HUNT Management For For
A. MICHAEL PERRY Management For For
02 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For
PUBLIC ACCOUNTING FIRM
BAKER HUGHES INCORPORATED BHI ANNUAL MEETING DATE: 04/24/2008
ISSUER: 057224107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTORS Management For
LARRY D. BRADY Management For For
CLARENCE P. CAZALOT, JR Management For For
CHAD C. DEATON Management For For
EDWARD P. DJEREJIAN Management For For
ANTHONY G. FERNANDES Management For For
CLAIRE W. GARGALLI Management For For
PIERRE H. JUNGELS Management For For
JAMES A. LASH Management For For
JAMES F. MCCALL Management For For
J. LARRY NICHOLS Management For For
H. JOHN RILEY, JR. Management For For
CHARLES L. WATSON Management For For
02 RATIFICATION OF DELOITTE & TOUCHE AS THE COMPANY Management For For
S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR 2008.
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03 PROPOSAL TO APPROVE THE PERFORMANCE CRITERIA Management For For
FOR AWARDS UNDER THE 2002 DIRECTOR & OFFICER
LONG-TERM INCENTIVE PLAN.
04 SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE Management For For
THE MEETING AND ANY RECONVENED MEETING AFTER
AN ADJOURNMENT THEREOF.
BOUYGUES, PARIS EN.PA MIX MEETING DATE: 04/24/2008
ISSUER: F11487125 ISIN: FR0000120503
SEDOL: B01JBX5, 2696612, 4067528, 7164028, B0Z6VY3, B043HB4, 4002121, 4115159
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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 REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS, AND APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE IN 31 DEC 2007, AS PRESENTED,
EARNINGS FOR THE FY: EUR 750,574,450.93
O.2 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS, AND APPROVE THE CONSOLIDATED
FINANCIAL STATEMENTS FOR THE SAID FY, IN THE
FORM PRESENTED TO THE MEETING, NET PROFIT GROUP
SHARE: EUR 1,376,000,000.00
O.3 APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For For
AND RESOLVES THAT THE INCOME FOR THE FY BE APPROPRIATED
AS FOLLOWS: DISTRIBUTABLE INCOME: EUR 1,189,196,390.30,
LEGAL RESERVE: EUR 314,065.90, DIVIDENDS: EUR:
17,375,128.90, ADDITIONAL DIVIDEND: EUR: 503,878,738.10,
RETAINED EARNINGS: EUR 667,628,457.40; RECEIVE
A NET DIVIDEND OF EUR 1.50 PER SHARE, AND WILL
ENTITLE TO THE 40% DEDUCTION PROVIDED BY THE
FRENCH TAX CODE, THIS DIVIDEND WILL BE PAID ON
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30 APR 2008, 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, IT IS REMINDED THAT, FOR THE
LAST 3 FY, THE DIVIDENDS PAID WERE AS FOLLOWS:
EUR 0.75 FOR FY 2004, EUR 0.90 FOR FY 2005, EXTRAORDINARY
DISTRIBUTION OF EUR 2.52 IN JAN 2005, EUR 1.20
FOR FY 2006
O.4 RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY THE FRENCH COMMERCIAL
CODE AND APPROVE THE SAID REPORT AND THE AGREEMENTS
REFERRED TO THEREIN
O.5 APPOINT THE MR. PATRICIA BARBIZET AS A DIRECTOR Management For For
FOR A 3 YEAR PERIOD
O.6 APPOINT THE MR. HERVE LE BOUC AS A DIRECTOR FOR Management For For
A 3 YEAR PERIOD
O.7 APPOINT THE MR. NONCE PAOLINI AS A DIRECTOR FOR Management For For
A 3 YEAR PERIOD
O.8 APPOINT MR. HELMAN LE PAS DE SECHEVAL AS A DIRECTOR Management For For
FOR A 3 YEAR PERIOD
O.9 AUTHORIZE THE BOARD OF DIRECTORS, TO TRADE IN Management For For
THE COMPANY S SHARES ON THE STOCK 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 BUY BACKS: EUR 1,500,000,000.00;
DELEGATES ALL POWERS TO THE BOARD OF DIRECTORS
TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES,AUTHORITY EXPIRES IN
THE END OF 18- MONTH PERIOD THIS DELEGATION OF
POWERS SUPERSEDES ANY AND ALL EARLIER DELEGATIONS
TO THE SAME EFFECT
E.10 AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE Management For For
SHARE CAPITAL, ON 1 OR MORE OCCASIONS AND AT
ITS SOLE DISCRETION, BY CANCELING ALL OR PART
OF THE SHARES HELD BY THE COMPANY IN CONNECTION
WITH A STOCK REPURCHASE PLAN, UP TO A MAXIMUM
OF 10% OF THE SHARE CAPITAL OVER A 24 MONTH PERIOD,
DELEGATES ALL POWERS TO THE BOARD OF DIRECTORS
TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES,AUTHORITY EXPIRES IN
THE END OF 18 MONTH PERIOD THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 28 APR
2005 IN ITS RESOLUTION 20
E.11 AUTHORIZE THE BOARD OF DIRECTORS IN 1 OR MORE Management For For
TRANSACTIONS, TO BENEFICIARIES TO BE CHOSEN AMONG
THE EMPLOYEES AND CORPORATE OFFICERS, OPTIONS
GIVING THE RIGHT EITHER TO SUBSCRIBE FOR NEW
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SHARES IN THE COMPANY TO BE ISSUED THROUGH A
SHARE CAPITAL INCREASE, OR TO PURCHASE EXISTING
SHARES PURCHASED BY THE COMPANY, IT BEING PROVIDED
THAT THE OPTIONS SHALL NOT GIVE RIGHTS TO A TOTAL
NUMBER OF SHARES, WHICH SHALL NOT EXCEED 10%
OF THE SHARE CAPITAL, IN THIS LIMIT SHALL BE
ALLOCATED THE FREE SHARES GRANTED IN RESOLUTION
24 OF THE GENERAL MEETING DATED 26 APR 2007 AND
TO DECIDES TO CANCEL THE SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOUR OF THE BENEFICIARIES
OF THE OPTIONS, AND TO DELEGATES ALL POWERS TO
THE BOARD OF DIRECTORS TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES,
APPROVE TO DELEGATE TO THE BOARD OF DIRECTORS
ALL POWERS TO CHARGE THE SHARE ISSUANCE COSTS
AGAINST THE RELATED PREMIUMS AND DEDUCT FROM
THE PREMIUMS THE AMOUNTS NECESSARY TO RAISE THE
LEGAL RESERVE TO 1-10TH OF THE NEW CAPITAL AFTER
EACH INCREASE, AUTHORITY EXPIRES IN THE END OF
38- MONTH PERIOD THIS AUTHORIZATION SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 28 APR 2005 IN
ITS RESOLUTION 20
E.12 AUTHORIZE THE BOARD OF DIRECTORS TO ISSUE OPTIONS Management For For
GIVING THE RIGHT TO SUBSCRIBE TO THE SHARE CAPITAL
DURING PERIODS OF A PUBLIC EXCHANGE OFFER CONCERNING
THE SHARES OF THE COMPANY, THE MAXIMUM NOMINAL
AMOUNT PERTAINING THE CAPITAL INCREASE TO BE
CARRIED OUT SHALL NOT EXCEED EUR 400,000,000.00,
AND DELEGATE ALL POWERS T THE BOARD OF DIRECTORS
TO TAKE ALL NECESSARY MEASURE AND ACCOMPLISH
ALL NECESSARY FORMALITIES, DECIDES TO CANCEL
THE SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS,
AUTHORITY EXPIRES IN THE END OF 18- MONTH PERIOD
AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 26 APR 2007 IN ITS RESOLUTIONS 23
E.13 RECEIVE THE REPORT OF THE BOARD OF DIRECTORS, Management For For
THE SHAREHOLDERS MEETING DECIDES THAT THE VARIOUS
DELEGATIONS GIVEN TO IT AT THE MEETING DATED
26 APR 2007 AND THE PRESENT MEETING SHALL BE
USED IN WHOLE OR IN PART IN ACCORDANCE WITH THE
LEGAL PROVISIONS IN FORCE, DURING PERIODS WHEN
CASH OR STOCK TENDER OFFERS ARE IN EFFECT FOR
THE COMPANY S SHARES FOR AN 18 MONTH PERIOD,
STARTING FROM THE DATE OF THE PRESENT MEETING,
THIS AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 26 APR 2007 IN ITS RESOLUTION 22
E.14 GRANT AUTHORITY THE FULL POWERS TO THE BEARER Management For For
OF AN ORIGINAL, A COPY OR EXTRACT OF THE MINUTES
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OF THIS MEETING TO CARRY OUT ALL FILINGS, PUBLICATIONS
AND OTHER FORMALITIES PRESCRIBED BY LAW
CAPITAL ONE FINANCIAL CORPORATION COF ANNUAL MEETING DATE: 04/24/2008
ISSUER: 14040H105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: PATRICK W. GROSS Management For For
1B ELECTION OF DIRECTOR: ANN FRITZ HACKETT Management For For
1C ELECTION OF DIRECTOR: PIERRE E. LEROY Management For For
02 RATIFICATION OF ERNST & YOUNG LLP AS INDEPENDENT Management For For
AUDITORS OF THE CORPORATION FOR 2008.
03 APPROVAL AND ADOPTION OF CAPITAL ONE S AMENDED Management For For
AND RESTATED ASSOCIATE STOCK PURCHASE PLAN.
04 STOCKHOLDER PROPOSAL: STOCKHOLDER ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION.
MERRILL LYNCH & CO., INC. MER ANNUAL MEETING DATE: 04/24/2008
ISSUER: 590188108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: CAROL T. CHRIST Management For For
1B ELECTION OF DIRECTOR: ARMANDO M. CODINA Management For For
1C ELECTION OF DIRECTOR: JUDITH MAYHEW JONAS Management For For
1D ELECTION OF DIRECTOR: JOHN A. THAIN Management For For
02 RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
03 ADOPT CUMULATIVE VOTING Shareholder Against For
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04 PROHIBIT SENIOR EXECUTIVE OFFICER STOCK SALES Shareholder Against For
DURING BUYBACK
05 ADOPT ADVISORY VOTE ON EXECUTIVE COMPENSATION Shareholder Against For
06 ADOPT RESPONSIBLE EMPLOYMENT PRINCIPLES Shareholder Against For
NICOR INC. GAS ANNUAL MEETING DATE: 04/24/2008
ISSUER: 654086107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
R.M. BEAVERS, JR. Management For For
B.P. BICKNER Management For For
J.H. BIRDSALL, III Management For For
N.R. BOBINS Management For For
B.J. GAINES Management For For
R.A. JEAN Management For For
D.J. KELLER Management For For
R.E. MARTIN Management For For
G.R. NELSON Management For For
J. RAU Management For For
R.M. STROBEL Management For For
02 RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS NICOR S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 AMEND ARTICLE TWELVE OF NICOR S ARTICLES OF INCORPORATION Shareholder For *Management Position Unknown
TO REDUCE THE SUPERMAJORITY VOTING REQUIREMENTS
TO SIMPLE MAJORITY VOTES.
04 DELETION OF THE TEXT OF ARTICLE THIRTEEN OF NICOR Shareholder For *Management Position Unknown
S ARTICLES OF INCORPORATION.
05 OPT-OUT OF SECTIONS OF GOVERNING STATE LAW IMPOSING Shareholder For *Management Position Unknown
A SUPERMAJORITY VOTING REQUIREMENT.
06 AMEND ARTICLE FOURTEEN OF NICOR S ARTICLES OF Shareholder For *Management Position Unknown
INCORPORATION TO REDUCE THE SUPERMAJORITY VOTING
REQUIREMENT TO A SIMPLE MAJORITY VOTE.
OLIN CORPORATION OLN ANNUAL MEETING DATE: 04/24/2008
ISSUER: 680665205 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 120 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD M. ROMPALA Management For For
JOSEPH D. RUPP Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
PEPSIAMERICAS, INC. PAS ANNUAL MEETING DATE: 04/24/2008
ISSUER: 71343P200 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1G ELECTION OF DIRECTOR: JAMES R. KACKLEY Management For For
1H ELECTION OF DIRECTOR: MATTHEW M. MCKENNA Management For For
1I ELECTION OF DIRECTOR: ROBERT C. POHLAD Management For For
1J ELECTION OF DIRECTOR: DEBORAH E. POWELL Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTANTS.
1A ELECTION OF DIRECTOR: HERBERT M. BAUM Management For For
1B ELECTION OF DIRECTOR: RICHARD G. CLINE Management For For
1C ELECTION OF DIRECTOR: MICHAEL J. CORLISS Management For For
1D ELECTION OF DIRECTOR: PIERRE S. DU PONT Management For For
1E ELECTION OF DIRECTOR: ARCHIE R. DYKES Management For For
1F ELECTION OF DIRECTOR: JAROBIN GILBERT, JR. Management For For
PFIZER INC. PFE ANNUAL MEETING DATE: 04/24/2008
ISSUER: 717081103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 121 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1E ELECTION OF DIRECTOR: W. DON CORNWELL Management For For
1D ELECTION OF DIRECTOR: ROBERT N. BURT Management For For
1C ELECTION OF DIRECTOR: M. ANTHONY BURNS Management For For
1B ELECTION OF DIRECTOR: MICHAEL S. BROWN Management For For
1A ELECTION OF DIRECTOR: DENNIS A. AUSIELLO Management For For
04 SHAREHOLDER PROPOSAL REQUESTING SEPARATION OF Shareholder Against For
CHAIRMAN AND CEO ROLES.
03 SHAREHOLDER PROPOSAL REGARDING STOCK OPTIONS. Shareholder Against For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2008.
1N ELECTION OF DIRECTOR: WILLIAM C. STEERE, JR. Management For For
1M ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Management For For
1L ELECTION OF DIRECTOR: DANA G. MEAD Management For For
1K ELECTION OF DIRECTOR: GEORGE A. LORCH Management For For
1J ELECTION OF DIRECTOR: JEFFREY B. KINDLER Management For For
1I ELECTION OF DIRECTOR: JAMES M. KILTS Management For For
1H ELECTION OF DIRECTOR: WILLIAM R. HOWELL Management For For
1G ELECTION OF DIRECTOR: CONSTANCE J. HORNER Management For For
1F ELECTION OF DIRECTOR: WILLIAM H. GRAY, III Management For For
THE EMPIRE DISTRICT ELECTRIC COMPANY EDE ANNUAL MEETING DATE: 04/24/2008
ISSUER: 291641108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
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KENNETH R. ALLEN Management For For
WILLIAM L. GIPSON Management For For
BILL D. HELTON Management For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS EMPIRE S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER
31, 2008.
03 TO VOTE UPON A NON-BINDING ADVISORY PROPOSAL Management For *Management Position Unknown
TO DECLASSIFY THE BOARD OF DIRECTORS.
VIVENDI VIV.VX AGM MEETING DATE: 04/24/2008
ISSUER: F97982106 ISIN: FR0000127771
SEDOL: B0CR3H6, B1G0HP4, 4834777, B0334V4, B11SBW8, 4841379, 4863470, 4859587
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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 AN MIX MEETING. THANK Non-Voting *Management Position Unknown
YOU.
O.1 RECEIVE THE REPORTS OF THE EXECUTIVE COMMITTEE Management For For
AND THE AUDITORS, APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE IN 2007, AS PRESENTED,
SHOWING A PROFIT OF EUR 1,504,370,455.00
O.2 RECEIVE THE REPORTS OF THE EXECUTIVE COMMITTEE Management For For
AND THE AUDITORS, THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE SAID FY, IN THE FORM PRESENTED
TO THE MEETING
O.3 RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.88 OF THE
FRENCH COMMERCIAL CODE, AND APPROVE THE AGREEMENTS
ENTERED INTO OR WHICH REMAINED IN FORCE DURING
THE FY
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O.4 APPROVE THE RECOMMENDATIONS OF THE EXECUTIVE Management For For
COMMITTEE AND RESOLVES THAT THE INCOME FOR THE
FY BE APPROPRIATED AS FOLLOWS: EARNINGS FOR THE
FY: EUR 1,504,370,455.00 RETAINED EARNINGS: EUR
2,200,000,000.00 BALANCE AVAILABLE FOR DISTRIBUTION:
EUR 3,704,370,455.00 LEGAL RESERVE: EUR 4,240,216.00
DIVIDENDS: EUR 1,514,062,753.00 OTHER RESERVES:
EUR 0.00 RETAINED EARNINGS: EUR 2,186,067,486.00
TOTAL: EUR 3,704,370,455.00 THE SHAREHOLDERS
WILL RECEIVE A NET DIVIDEND OF EUR 1.30 PER SHARE,
AND WILL ENTITLE TO THE 40% DEDUCTION PROVIDED
BY THE FRENCH TAX CODE, THIS DIVIDEND WILL BE
PAID ON 14 MAY 2008
O.5 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. JEAN-RENE Management For For
FOURTOU AS A MEMBER OF THE SUPERVISORY BOARD
FOR A 4-YEAR PERIOD
O.6 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. CLAUDE Management For For
BEBEAR AS A MEMBER OF THE SUPERVISORY BOARD FOR
A 4-YEAR PERIOD
O.7 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. GERARD Management For For
BREMOND AS A MEMBER OF THESUPERVISORY BOARD FOR
A 4-YEAR PERIOD
O.8 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. MEHDI Management For For
DAZI AS A MEMBER OF THE SUPERVISORY BOARD FOR
A 4-YEAR PERIOD
O.9 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. HENRI Management For For
LACHMANN AS A MEMBER OF THESUPERVISORY BOARD
FOR A 4-YEAR PERIOD
O.10 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. PIERRE Management For For
RODOCANACHI AS A MEMBER OFTHE SUPERVISORY BOARD
FOR A 4-YEAR PERIOD
O.11 APPROVE TO RENEWS THE APPOINTMENT OF MR. M. KAREL Management For For
VAN MIERT AS A MEMBER OF THE SUPERVISORY BOARD
FOR A 4-YEAR PERIOD
O.12 APPOINT MR. M. JEAN-YVES CHARLIER AS A MEMBER Management For For
OF THE SUPERVISORY BOARD FOR A 4-YEAR PERIOD
O.13 APPOINT MR. M. PHILIPPE DONNET AS A MEMBER OF Management For For
THE SUPERVISORY BOARD FOR A 4-YEAR PERIOD
O.14 APPROVE TO AWARD A TOTAL ANNUAL FEES OF EUR 1,500,000.00 Management For For
TO THE SUPERVISORY BOARD
O.15 AUTHORIZE THE EXECUTIVE COMMITTEE TO TRADE IN Management For For
THE COMPANY S SHARES ON THE STOCK MARKET, SUBJECT
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TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
PRICE: EUR 40.00, MAXIMUM FUNDS INVESTED IN THE
SHARE BUYBACKS: EUR 3,490,000,000.00; AUTHORITY
EXPIRES FOR 18-MONTH PERIOD; TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES,
THIS AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 19 APR 2007 IN ITS RESOLUTION NUMBER
6
E.16 GRANT AUTHORITY TO THE EXECUTIVE COMMITTEE TO Management For For
REDUCE THE SHARE CAPITAL, ON 1 OR MORE OCCASIONS
AND AT ITS SOLE DISCRETION, BY CANCELING ALL
OR PART OF THE SHARES HELD BY THE COMPANY IN
CONNECTION WITH A STOCK REPURCHASE PLAN, UP TO
A MAXIMUM OF 10% OF THE SHARE CAPITAL OVER A
26-MONTH PERIOD; AUTHORITY EXPIRES FOR 24-MONTH
PERIOD; TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES, THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 19 APR
2007 IN ITS RESOLUTION NUMBER 11
E.17 GRANT AUTHORITY TO THE EXECUTIVE COMMITTEE, IN Management For For
1 OR MORE TRANSACTIONS, TO BENEFICIARIES TO BE
CHOSEN BY IT, OPTIONS GIVING THE RIGHT EITHER
TO SUBSCRIBE FOR NEW SHARES IN THE COMPANY TO
BE ISSUED THROUGH A SHARE CAPITAL INCREASE, OR
TO PURCHASE EXISTING SHARES PURCHASED BY THE
COMPANY, IT BEING PROVIDED THAT THE OPTIONS SHALL
NOT GIVE RIGHTS TO A TOTAL NUMBER OF SHARES,
WHICH SHALL EXCEED 2.5% OF THE CAPITAL SHARE;
AUTHORITY EXPIRES FOR 38-MONTH PERIOD; TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES, THIS AMOUNT SHALL COUNT AGAINST
THE OVERALL VALUE SET FORTH IN RESOLUTION NUMBER
7 OF THE 19 APR 2007 SHAREHOLDERS MEETING; THIS
AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE GENERAL MEETING
HELD IN 28 APR 2005 IN ITS RESOLUTION NUMBER 12
E.18 GRANT AUTHORITY TO THE EXECUTIVE COMMITTEE, FOR Management For For
FREE, ON 1 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; AUTHORITY EXPIRES FOR 38-MONTH
PERIOD; TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES; THIS AMOUNT SHALL
COUNT AGAINST THE OVERALL VALUE SET FORTH IN
RESOLUTION NUMBER 7 OF THE 19 APR 2007 SHAREHOLDERS
MEETING; THIS AUTHORIZATION SUPERSEDES THE FRACTION
UNUSED OF THE AUTHORIZATION GRANTED BY THE GENERAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 125 of 265
MEETING HELD IN 28 APR 2005 IN ITS RESOLUTION
NUMBER 13
E.19 AUTHORIZE THE EXECUTIVE COMMITTEE TO INCREASE Management For For
THE SHARE CAPITAL, ON 1 OR MOREOCCASIONS, AT
ITS SOLE DISCRETION, IN FAVOUR OF EMPLOYEES AND
CORPORATE OFFICERS OF THE COMPANY WHO ARE MEMBERS
OF A COMPANY SAVINGS PLAN; AUTHORITY EXPIRES
FOR 26-MONTH PERIOD AND FOR A NOMINAL AMOUNT
THAT SHALL NOT EXCEED 2.5% OF THE CAPITAL SHARE;
THIS AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTION NUMBER 7 OF THE GENERAL
MEETING HELD IN 19 APR 2007; THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOUR OF
MEMBERS OF A CORPORATE SAVINGS PLAN; TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES; THIS AUTHORIZATION SUPERSEDES THE
FRACTION UNUSED OF THE AUTHORIZATION GRANTED
BY THE SHAREHOLDERS MEETING OF 19 APR 2007 IN
ITS RESOLUTION NUMBER 10
E.20 AUTHORIZE THE EXECUTIVE COMMITTEE TO INCREASE Management For For
THE SHARE CAPITAL, ON 1 OR MOREOCCASIONS, AT
ITS SOLE DISCRETION, IN FAVOUR OF EMPLOYEES AND
CORPORATE OFFICERS OF THE FOREIGNER SUBSIDIARY
COMPANY WHO ARE MEMBERS OF A COMPANY SAVINGS
PLAN; AUTHORITY EXPIRES FOR 18-MONTH PERIOD AND
FOR A NOMINAL AMOUNT THAT SHALL NOT EXCEED 2.5%
OF THE CAPITAL SHARE; THIS AMOUNT SHALL COUNT
AGAINST THE OVERALL VALUE SET FORTH IN RESOLUTION
NUMBER 19 OF THE GENERAL MEETING HELD IN 19 APR
2007; THE SHAREHOLDERS MEETING DECIDES TO CANCEL
THE SHAREHOLDERS PREFERENTIAL SUBSCRIPTION RIGHTS
IN FAVOUR OF ANY PERSON CORRESPONDING TO THE
SPECIFICATION GIVEN BY THE SHAREHOLDERS MEETING;
TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES; THIS AUTHORIZATION
SUPERSEDES THE FRACTION UNUSED OF THE AUTHORIZATION
GRANTED BY THE SHAREHOLDERS MEETING OF 19 APR
2007 IN ITS RESOLUTION NUMBER 19
E.21 GRANTS FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
WEBSTER FINANCIAL CORPORATION WBS ANNUAL MEETING DATE: 04/24/2008
ISSUER: 947890109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 126 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN J. CRAWFORD Management For For
C. MICHAEL JACOBI Management For For
KAREN R. OSAR Management For For
02 TO APPROVE THE QUALIFIED PERFORMANCE-BASED COMPENSATION Management For For
PLAN FOR AN ADDITIONAL FIVE-YEAR TERM (PROPOSAL
2).
03 TO RATIFY THE APPOINTMENT BY THE BOARD OF DIRECTORS Management For For
OF KPMG LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF WEBSTER FINANCIAL CORPORATION
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008
(PROPOSAL 3).
WYETH WYE ANNUAL MEETING DATE: 04/24/2008
ISSUER: 983024100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: ROBERT M. AMEN Management For For
1B ELECTION OF DIRECTOR: MICHAEL J. CRITELLI Management For For
1C ELECTION OF DIRECTOR: ROBERT ESSNER Management For For
1D ELECTION OF DIRECTOR: JOHN D. FEERICK Management For For
1E ELECTION OF DIRECTOR: FRANCES D. FERGUSSON Management For For
1F ELECTION OF DIRECTOR: VICTOR F. GANZI Management For For
1G ELECTION OF DIRECTOR: ROBERT LANGER Management For For
1H ELECTION OF DIRECTOR: JOHN P. MASCOTTE Management For For
1I ELECTION OF DIRECTOR: RAYMOND J. MCGUIRE Management For For
1J ELECTION OF DIRECTOR: MARY LAKE POLAN Management For For
1K ELECTION OF DIRECTOR: BERNARD POUSSOT Management For For
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1L ELECTION OF DIRECTOR: GARY L. ROGERS Management For For
1M ELECTION OF DIRECTOR: JOHN R. TORELL III Management For For
02 VOTE TO RATIFY PRICEWATERHOUSECOOPERS LLP AS Management For For
OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008
03 VOTE TO AMEND AND RESTATE THE WYETH 2005 STOCK Management Against Against
INCENTIVE PLAN
04 VOTE TO ADOPT THE WYETH 2008 NON-EMPLOYEE DIRECTOR Management Against Against
STOCK INCENTIVE PLAN
05 STOCKHOLDER PROPOSAL ON REPORTING THE COMPANY Shareholder Against For
S POLITICAL CONTRIBUTIONS AND TRADE ASSOCIATION
PAYMENTS
06 STOCKHOLDER PROPOSAL ON ADOPTION OF A BY-LAW Shareholder Against For
FOR THE RECOUPMENT OF INCENTIVE BONUSES
ZIONS BANCORPORATION ZION ANNUAL MEETING DATE: 04/24/2008
ISSUER: 989701107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JERRY C. ATKIN Management For For
1B ELECTION OF DIRECTOR: STEPHEN D. QUINN Management For For
1C ELECTION OF DIRECTOR: SHELLEY THOMAS WILLIAMS Management For For
02 TO APPROVE SHAREHOLDER RESOLUTION REQUESTING Shareholder For *Management Position Unknown
BOARD TAKE ACTION TO DECLASSIFY DIRECTORS TERMS
OF OFFICE.
03 TO RATIFY THE APPOINTMENT OF THE COMPANY S INDEPENDENT Management For For
AUDITORS FOR FISCAL 2008.
04 TO TRANSACT ANY OTHER SUCH BUSINESS AS MAY PROPERLY Management Abstain *Management Position Unknown
COME BEFORE THE MEETING.
AT&T INC. T ANNUAL MEETING DATE: 04/25/2008
ISSUER: 00206R102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 128 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Management For For
1B ELECTION OF DIRECTOR: WILLIAM F. ALDINGER III Management For For
1C ELECTION OF DIRECTOR: GILBERT F. AMELIO Management For For
1D ELECTION OF DIRECTOR: REUBEN V. ANDERSON Management For For
1E ELECTION OF DIRECTOR: JAMES H. BLANCHARD Management For For
1F ELECTION OF DIRECTOR: AUGUST A. BUSCH III Management For For
1G ELECTION OF DIRECTOR: JAMES P. KELLY Management For For
1H ELECTION OF DIRECTOR: JON C. MADONNA Management For For
1I ELECTION OF DIRECTOR: LYNN M. MARTIN Management For For
1J ELECTION OF DIRECTOR: JOHN B. MCCOY Management For For
1K ELECTION OF DIRECTOR: MARY S. METZ Management For For
1L ELECTION OF DIRECTOR: JOYCE M. ROCHE Management For For
1M ELECTION OF DIRECTOR: LAURA D ANDREA TYSON Management For For
1N ELECTION OF DIRECTOR: PATRICIA P. UPTON Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. Management For For
03 REPORT ON POLITICAL CONTRIBUTIONS. Shareholder Against For
04 PENSION CREDIT POLICY. Shareholder Against For
05 LEAD INDEPENDENT DIRECTOR BYLAW. Shareholder Against For
06 SERP POLICY Shareholder Against For
07 ADVISORY VOTE ON COMPENSATION Shareholder Against For
CINCINNATI BELL INC. CBB ANNUAL MEETING DATE: 04/25/2008
ISSUER: 171871403 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 129 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN F. CASSIDY* Management For For
ROBERT W. MAHONEY* Management For For
DANIEL J. MEYER* Management For For
BRUCE L. BYRNES** Management For For
02 THE APPROVAL OF AN AMENDMENT TO THE COMPANY S Management For For
RESTATED AMENDED ARTICLES OF INCORPORATION TO
DECLASSIFY THE BOARD OF DIRECTORS AND TO APPROVE
AN AMENDMENT TO THE COMPANY S AMENDED REGULATIONS
TO REQUIRE ANNUAL ELECTION OF DIRECTORS.
03 THE APPROVAL OF AN AMENDMENT TO THE COMPANY S Management For For
RESTATED AMENDED ARTICLES OF INCORPORATION TO
REQUIRE A MAJORITY VOTE FOR THE ELECTION OF A
DIRECTOR AND TO APPROVE AN AMENDMENT TO THE COMPANY
S AMENDED REGULATIONS ADDRESSING HOLDOVER DIRECTORS.
04 THE RATIFICATION OF THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM TO AUDIT THE FINANCIAL STATEMENTS
OF THE COMPANY FOR THE YEAR 2008.
FERRO CORPORATION FOE ANNUAL MEETING DATE: 04/25/2008
ISSUER: 315405100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
SANDRA AUSTIN CRAYTON Management For For
RICHARD J. HIPPLE Management For For
WILLIAM B. LAWRENCE Management For For
DENNIS W. SULLIVAN Management For For
GATX CORPORATION GMT ANNUAL MEETING DATE: 04/25/2008
ISSUER: 361448103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
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01 DIRECTOR Management For
JAMES M. DENNY Management For For
RICHARD FAIRBANKS Management For For
DEBORAH M. FRETZ Management For For
ERNST A. HABERLI Management For For
BRIAN A. KENNEY Management For For
MARK G. MCGRATH Management For For
MICHAEL E. MURPHY Management For For
DAVID S. SUTHERLAND Management For For
CASEY J. SYLLA Management For For
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
01 DIRECTOR Management For
JAMES M. DENNY Management For For
RICHARD FAIRBANKS Management For For
DEBORAH M. FRETZ Management For For
ERNST A. HABERLI Management For For
BRIAN A. KENNEY Management For For
MARK G. MCGRATH Management For For
MICHAEL E. MURPHY Management For For
DAVID S. SUTHERLAND Management For For
CASEY J. SYLLA Management For For
HYFLUX LTD HYFXF.PK AGM MEETING DATE: 04/25/2008
ISSUER: Y3817K105 ISIN: SG1J47889782
SEDOL: B0D83V2, 6320058, B021XD4
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. RECEIVE AND ADOPT THE DIRECTORS REPORT AND THE Management For For
AUDITED ACCOUNTS FOR THE YE 31 DEC 2007 TOGETHER
WITH THE AUDITORS REPORT THEREON
2. DECLARE A FIRST AND FINAL DIVIDEND OF 1.89 SINGAPORE Management For For
CENTS PER ORDINARY SHARE1-TIER TAX EXEMPT For
THE YE 31 DEC 2007 PREVIOUS YEAR: 1.35 SINGAPORE
CENTS PER ORDINARY SHARE
3. RE-ELECT PROFESSOR TAN TECK MENG AS A DIRECTOR, Management For For
WHO RETIRES PURSUANT TO ARTICLE 88 OF THE COMPANY
S ARTICLES OF ASSOCIATION
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4. RE-ELECT MR. RAJ MITTA AS A DIRECTOR, WHO RETIRES Management For For
PURSUANT TO ARTICLE 88 OF THE COMPANY S ARTICLES
OF ASSOCIATION
5. RE-ELECT MR. LEE JOO HAI AS A DIRECTOR, WHO RETIRES Management For For
PURSUANT TO ARTICLE 89 OFTHE COMPANY S ARTICLES
OF ASSOCIATION
6. RE-ELECT MR. GAY CHEE CHEONG AS A DIRECTOR, WHO Management For For
RETIRES PURSUANT TO ARTICLE 89 OF THE COMPANY
S ARTICLES OF ASSOCIATION
7. APPOINT MR. AHMED BUTTI AHMED AS A DIRECTOR, Management For For
PURSUANT TO ARTICLE 75 OF THE COMPANY S ARTICLES
OF ASSOCIATION
8. APPROVE THE PAYMENT OF DIRECTORS FEES OF SGD Management For For
456,667 FOR THE YE 31 DEC 2007 PREVIOUS YEAR:
SGD 305,166
* TRANSACT ANY OTHER BUSINESS Non-Voting *Management Position Unknown
9. APPOINT MESSRS KPMG AS EXTERNAL AUDITORS IN PACE Management For For
OF MESSRS ERNST &YOUNG AND AUTHORIZE THE DIRECTORS
TO FIX THEIR REMUNERATION AS SPECIFIED
10. AUTHORIZE THE DIRECTORS, PURSUANT TO SECTION Management For For
161 OF THE COMPANIES ACT, CHAPTER 50 AND RULE
806 OF THE LISTING MANUAL OF THE SINGAPORE EXCHANGE
SECURITIES TRADING LIMITED, TO ISSUE SHARES IN
THE COMPANY SHARES WHETHER BY WAY OF RIGHTS,
BONUS OR OTHERWISE; AND/OR MAKE OR GRANT OFFERS,
AGREEMENTS OR OPTIONS COLLECTIVELY, INSTRUMENTS,
THAT MIGHT OR WOULD REQUIRE SHARES TO BE ISSUED,
INCLUDING BUT NOT LIMITED TO THE CREATION AND
ISSUE OF AS WELL AS ADJUSTMENTS TO OPTIONS, WARRANTS,
DEBENTURES OR OTHER INSTRUMENTS CONVERTIBLE INTO
SHARES; AT ANY TIME AND UPON SUCH TERMS AND CONDITIONS
AND FOR SUCH PURPOSES AND TO SUCH PERSONS AS
THE DIRECTORS MAY IN THEIR ABSOLUTE DISCRETION
DEEM FIT; AND NOTWITHSTANDING THE AUTHORITY
CONFERRED BY THIS RESOLUTION MAY HAVE CEASED
TO BE IN FORCE ISSUE SHARES IN PURSUANCE OF ANY
INSTRUMENT MADE OR GRANTED BY THE DIRECTORS WHILE
THIS RESOLUTION WAS IN FORCE, THE AGGREGATE NUMBER
OF SHARES INCLUDING SHARES TO BE ISSUED IN PURSUANCE
OF THE INSTRUMENTS, MADE OR GRANTED PURSUANT
TO THIS RESOLUTION AND INSTRUMENT TO BE ISSUED
PURSUANT TO THIS RESOLUTION SHALL NOT EXCEED
50% OF THE ISSUED SHARE CAPITAL OF THE COMPANY
AS CALCULATED IN ACCORDANCE WITH SUB-PARAGRAPH(2)
BELOW, OF WHICH THE AGGREGATE NUMBER OF SHARES
AND INSTRUMENTS TO BE ISSUED OTHER THAN ON A
PRO-RATA BASIS TO THE EXISTING SHAREHOLDERS OF
THE COMPANY SHALL NOT EXCEED 20% OF THE ISSUED
SHARE CAPITAL OF THE COMPANY AS CALCULATED IN
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ACCORDANCE WITH SUB-PARAGRAPH (2)BELOW; AND SUBJECT
TO SUCH CALCULATION AS MAY BE PRESCRIBED BY THE
SINGAPORE EXCHANGE SECURITIES TRADING LIMITED
FOR THE PURPOSE OF DETERMINING THE AGGREGATE
NUMBER OF SHARES AND INSTRUMENTS THAT MAY BE
ISSUED UNDER SUB-PARAGRAPH (1) ABOVE, THE PERCENTAGE
OF ISSUED SHARES AND INSTRUMENTS SHALL BE BASED
ON THE NUMBER OF ISSUED SHARES IN THE CAPITAL
OF THE COMPANY AT THE TIME OF THE PASSING OF
THIS RESOLUTION, AFTER ADJUSTING FOR: A) NEW
SHARES ARISING FROM THE CONVERSION OR EXERCISE
OF THE INSTRUMENTS OR ANY CONVERTIBLE SECURITIES;
B) NEW SHARES ARISING FROM THE EXERCISING SHARE
OPTIONS OR VESTING OF SHARE AWARDS OUTSTANDING
AND SUBSISTING AT THE TIME OF PASSING OF THIS
RESOLUTION; AND C) ANY SUBSEQUENT CONSOLIDATION
OR SUBDIVISION OF SHARES, IN EXERCISING THE AUTHORITY
CONFERRED BY THIS RESOLUTION, THE COMPANY SHALL
COMPLY WITH THE PROVISIONS OF THE LISTING MANUAL
OF THE SINGAPORE EXCHANGE SECURITIES TRADING
LIMITED FOR THE TIME BEING IN FORCE UNLESS SUCH
COMPLIANCE HAS BEEN WAIVED BY THE SINGAPORE EXCHANGE
SECURITIES TRADING LIMITED AND THE ARTICLES OF
ASSOCIATION OF THE COMPANY; AND AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY OR THE DATE BY WHICH NEXT AGM
OF THE COMPANY AS REQUIRED BY LAW TO BE HELD;
IN THE CASE OF SHARES TO BE ISSUED IN PURSUANCE
OF THE INSTRUMENTS, MADE OR GRANTED PURSUANT
TO THIS RESOLUTION, UNTIL THE ISSUANCE OF SUCH
SHARES IN ACCORDANCE WITH THE TERMS OF THE INSTRUMENTS
11. AUTHORIZE THE DIRECTORS, PURSUANT TO SECTION Management For For
161 OF THE COMPANIES ACT, CHAPTER 50 AND TO OFFER
AND GRANT OPTIONS UNDER THE HYFLUX EMPLOYEES
SHARE OPTION SCHEME THE SCHEME AND TO ISSUE
FROM TIME TO TIME SUCH NUMBER OF SHARES IN THE
CAPITAL OF THE COMPANY AS MAY BE REQUIRED TO
BE ISSUED PURSUANT TO THE EXERCISE OF OPTIONS
GRANTED BY THE COMPANY UNDER THE SCHEME, WHETHER
GRANTED DURING THE SUBSISTENCE OF THIS AUTHORITY
OR OTHERWISE, PROVIDED ALWAYS THAT THE AGGREGATE
NUMBER OF ADDITIONAL ORDINARY SHARES TO BE ALLOTTED
AND ISSUED PURSUANT TO THE SCHEME SHALL NOT EXCEED
15% OF THE ISSUED SHARES IN THE CAPITAL OF THE
COMPANY FORM TIME TO TIME; AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY OR THE DATE OF THE NEXT AGM OF
THE COMPANY AS REQUIRED BY LAW
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
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HYFLUX LTD HYFXF.PK EGM MEETING DATE: 04/25/2008
ISSUER: Y3817K105 ISIN: SG1J47889782
SEDOL: B0D83V2, 6320058, B021XD4
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. AUTHORIZE THE DIRECTORS OF THE COMPANY TO MAKE Management For For
PURCHASES OF SHARES FROM TIME TO TIME WHETHER
BY WAY OF MARKET PURCHASES OR OFF-MARKET PURCHASES
ON AN EQUAL ACCESS SCHEME OF UP TO 10% OF THE
ISSUED ORDINARY SHARES IN THE CAPITAL OF THE
COMPANY ASCERTAINED AS AT DATE OF THE LAST AGM
OF THE COMPANY OR AT THE DATE OF THE EGM, WHICHEVER
IS THE HIGHER, BUT EXCLUDING ANY SHARES HELD
AS TREASURY SHARES AT THE PRICE OF UP TO BUT
NOT EXCEEDING THE MAXIMUM PRICE, IN ACCORDANCE
WITH THE GUIDELINES ON SHARES PURCHASES AS SPECIFIED;
AUTHORITY EXPIRES THE EARLIER OF THE CONCLUSION
OF THE NEXT AGM OF THE COMPANY IS HELD OR IS
REQUIRED BY LAW TO BE HELD
S.2 AMEND THE ARTICLES OF ASSOCIATION AS SPECIFIED Management For For
KELLOGG COMPANY K ANNUAL MEETING DATE: 04/25/2008
ISSUER: 487836108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DAVID MACKAY Management For For
STERLING SPEIRN Management For For
JOHN ZABRISKIE Management For For
02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2008
03 SHAREOWNER PROPOSAL TO ENACT A MAJORITY VOTE REQUIREMENT Shareholder Against For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
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OWENS & MINOR, INC. OMI ANNUAL MEETING DATE: 04/25/2008
ISSUER: 690732102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
G. GILMER MINOR, III Management For For
J. ALFRED BROADDUS, JR. Management For For
EDDIE N. MOORE, JR. Management For For
PETER S. REDDING Management For For
ROBERT C. SLEDD Management For For
CRAIG R. SMITH Management For For
02 APPROVAL OF AMENDMENTS TO THE COMPANY S AMENDED Management For For
AND RESTATED ARTICLES OF INCORPORATION TO DECLASSIFY
THE BOARD OF DIRECTORS.
03 APPROVAL OF AMENDMENTS TO THE COMPANY S AMENDED Management For For
AND RESTATED ARTICLES OF INCORPORATION TO ELIMINATE
PROVISIONS AUTHORIZING THE SERIES B CUMULATIVE
PREFERRED STOCK.
04 RATIFICATION OF KPMG LLP AS THE COMPANY S INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.
POPULAR, INC. BPOP ANNUAL MEETING DATE: 04/25/2008
ISSUER: 733174106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MARIA LUISA FERRE Management For For
FREDERIC V. SALERNO Management For For
WILLIAM J. TEUBER JR. Management For For
02 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE CORPORATION S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2008.
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AMERICAN EXPRESS COMPANY AXP ANNUAL MEETING DATE: 04/28/2008
ISSUER: 025816109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
D.F. AKERSON Management For For
C. BARSHEFSKY Management For For
U.M. BURNS Management For For
K.I. CHENAULT Management For For
P. CHERNIN Management For For
J. LESCHLY Management For For
R.C. LEVIN Management For For
R.A. MCGINN Management For For
E.D. MILLER Management For For
S.S REINEMUND Management For For
R.D. WALTER Management For For
R.A. WILLIAMS Management For For
02 A PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
03 A PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Management For For
TO REQUIRE A MAJORITY VOTE FOR THE ELECTION OF
DIRECTORS IN NON-CONTESTED ELECTIONS.
4A PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Management For For
TO ELIMINATE STATUTORY SUPERMAJORITY VOTING:
MERGER OR CONSOLIDATION.
4B PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Management For For
TO ELIMINATE STATUTORY SUPERMAJORITY VOTING:
SALE, LEASE, EXCHANGE OR OTHER DISPOSITION OF
ALL OR SUBSTANTIALLY ALL OF THE COMPANY S ASSETS
OUTSIDE THE ORDINARY COURSE OF BUSINESS.
4C PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Management For For
TO ELIMINATE STATUTORY SUPERMAJORITY VOTING:
PLAN FOR THE EXCHANGE OF SHARES.
4D PROPOSAL TO AMEND THE CERTIFICATE OF INCORPORATION Management For For
TO ELIMINATE STATUTORY SUPERMAJORITY VOTING:
AUTHORIZATION OF DISSOLUTION.
05 A SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE Shareholder Against For
VOTING FOR DIRECTORS.
HERA SPA, BOLOGNA HRASF.PK OGM MEETING DATE: 04/28/2008
ISSUER: T5250M106 ISIN: IT0001250932 BLOCKING
SEDOL: B28J8W0, 7620508, B020CX4, 7598003
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 136 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
29 APR 2008 AT 10:00. 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.
1. APPROVE THE FINANCIAL STATEMENT AT 31 DEC 2007, Management Take No Action
THE BOARD OF DIRECTORS AND OFAUDITORS REPORT,
ALLOCATION OF PROFITS, ADJOURNMENT THEREOF
2. RATIFY THE APPOINTMENT OF THE BOARD OF DIRECTORS Management Take No Action
IN CONFORMITY WITH THE ARTICLE 2449 CIVIL CODE
3. APPOINT THE BOARD OF DIRECTORS MEMBERS NOT APPOINTED Management Take No Action
IN CONFORMITY WITH THE ARTICLE 2449 CIVIL CODE
4. APPOINT THE BOARD OF AUDITORS AND THE CHAIRMAN Management Take No Action
5. APPROVE TO DETERMINE THE BOARD OF DIRECTORS EMOLUMENTS Management Take No Action
6. APPROVE TO DETERMINE THE BOARD OF AUDITORS EMOLUMENTS Management Take No Action
7. APPROVE TO RENEW THE AUTHORIZATION TO BUY AND Management Take No Action
SELL OWN SHARES, ADJOURNMENT THEREOF
HONEYWELL INTERNATIONAL INC. HON ANNUAL MEETING DATE: 04/28/2008
ISSUER: 438516106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: GORDON M. BETHUNE Management For For
1B ELECTION OF DIRECTOR: JAIME CHICO PARDO Management For For
1C ELECTION OF DIRECTOR: DAVID M. COTE Management For For
1D ELECTION OF DIRECTOR: D. SCOTT DAVIS Management For For
1E ELECTION OF DIRECTOR: LINNET F. DEILY Management For For
1F ELECTION OF DIRECTOR: CLIVE R. HOLLICK Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 137 of 265
1G ELECTION OF DIRECTOR: BRADLEY T. SHEARES Management For For
1H ELECTION OF DIRECTOR: ERIC K. SHINSEKI Management For For
1I ELECTION OF DIRECTOR: JOHN R. STAFFORD Management For For
1J ELECTION OF DIRECTOR: MICHAEL W. WRIGHT Management For For
02 APPROVAL OF INDEPENDENT ACCOUNTANTS Management For For
03 AMENDMENT TO THE RESTATED CERTIFICATE OF INCORPORATION Management For For
- RIGHT TO CALL A SPECIAL MEETING OF SHAREOWNERS
04 PAY-FOR-SUPERIOR-PERFORMANCE PRINCIPLE Shareholder Against For
THE BOEING COMPANY BA ANNUAL MEETING DATE: 04/28/2008
ISSUER: 097023105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JOHN H. BIGGS Management For For
1B ELECTION OF DIRECTOR: JOHN E. BRYSON Management For For
1C ELECTION OF DIRECTOR: ARTHUR D. COLLINS, JR. Management For For
1D ELECTION OF DIRECTOR: LINDA Z. COOK Management For For
1E ELECTION OF DIRECTOR: WILLIAM M. DALEY Management For For
1F ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Management For For
1G ELECTION OF DIRECTOR: JAMES L. JONES Management For For
1H ELECTION OF DIRECTOR: EDWARD M. LIDDY Management For For
1I ELECTION OF DIRECTOR: JOHN F. MCDONNELL Management For For
1J ELECTION OF DIRECTOR: W. JAMES MCNERNEY, JR. Management For For
1K ELECTION OF DIRECTOR: MIKE S. ZAFIROVSKI Management For For
02 ADVISORY VOTE ON APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITOR.
03 PREPARE A REPORT ON FOREIGN MILITARY SALES Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 138 of 265
04 ADOPT HEALTH CARE PRINCIPLES Shareholder Against For
05 ADOPT, IMPLEMENT AND MONITOR HUMAN RIGHTS POLICIES Shareholder Against For
06 REQUIRE AN INDEPENDENT LEAD DIRECTOR Shareholder Against For
07 REQUIRE PERFORMANCE-BASED STOCK OPTIONS Shareholder Against For
08 REQUIRE AN ADVISORY VOTE ON NAMED EXECUTIVE OFFICER Shareholder Against For
COMPENSATION
09 REQUIRE SHAREHOLDER APPROVAL OF FUTURE SEVERANCE Shareholder Against For
ARRANGEMENTS
CONSOL ENERGY INC. CNX ANNUAL MEETING DATE: 04/29/2008
ISSUER: 20854P109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN WHITMIRE Management For For
J. BRETT HARVEY Management For For
JAMES E. ALTMEYER, SR. Management For For
WILLIAM E. DAVIS Management For For
RAJ K. GUPTA Management For For
PATRICIA A. HAMMICK Management For For
DAVID C. HARDESTY, JR. Management For For
JOHN T. MILLS Management For For
WILLIAM P. POWELL Management For For
JOSEPH T. WILLIAMS Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITOR: Management For For
ERNST & YOUNG LLP.
03 CONSOL ENERGY INC. EXECUTIVE ANNUAL INCENTIVE Management For For
PLAN.
04 JOINT SHAREHOLDER PROPOSAL REGARDING CLIMATE CHANGE. Shareholder Against For
COOPER INDUSTRIES, LTD. CBE ANNUAL MEETING DATE: 04/29/2008
ISSUER: G24182100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 139 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
R.M. DEVLIN Management For For
L.A. HILL Management For For
J.J. POSTL Management For For
02 APPOINT ERNST & YOUNG LLP AS INDEPENDENT AUDITORS Management For For
FOR THE YEAR ENDING 12/31/2008.
03 APPROVE THE AMENDED AND RESTATED STOCK INCENTIVE Management For For
PLAN.
04 SHAREHOLDER PROPOSAL REQUESTING COOPER TO IMPLEMENT Shareholder Against For
A CODE OF CONDUCT BASED ON INTERNATIONAL LABOR
ORGANIZATION HUMAN RIGHTS STANDARDS.
DAVIDE CAMPARI - MILANO SPA, MILANO DVDCF.PK OGM MEETING DATE: 04/29/2008
ISSUER: T24091117 ISIN: IT0003849244 BLOCKING
SEDOL: B08H5S5, B28GQ16, B08BR25, B1SSBL0
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
30 APR 2008 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.
1. APPROVE TO CONFIRM THE BOARD OF DIRECTORS APPOINTMENT Management Take No Action
2. APPROVE THE FINANCIAL STATEMENT AT 31 DEC 2007, Management Take No Action
ADJOURNMENT THEREOF
3. GRANT AUTHORITY TO BUY BACK OWN SHARES Management Take No Action
FORTUNE BRANDS, INC. FO ANNUAL MEETING DATE: 04/29/2008
ISSUER: 349631101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
03 IF PRESENTED, A SHAREHOLDER PROPOSAL ENTITLED Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 140 of 265
ELECT EACH DIRECTOR ANNUALLY .
01 DIRECTOR Management For
RICHARD A. GOLDSTEIN Management For For
PIERRE E. LEROY Management For For
A.D. DAVID MACKAY Management For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
GROUPE DANONE, PARIS GDNNY.PK OGM MEETING DATE: 04/29/2008
ISSUER: F12033134 ISIN: FR0000120644
SEDOL: B018SX1, B043GP1, B1YBYC5, B01HKG5, B1Y9TB3, B2B3XM4,
5981810, 5984057, 7164437, B0ZGJH2, B01HK10, B033328,
B1YBWV0, B1Y9RH5, B1Y95C6, 0799085, 5983560, 5984068
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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
1. RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE 31 DEC 2007, AS PRESENTED
2. RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE CONSOLIDATED
FINANCIAL STATEMENTS FOR THE SAID FY, IN THE
FORM PRESENTED TO THE MEETING
3. APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For For
AND RESOLVES THAT THE INCOME FOR THE FY BE APPROPRIATED
AS FOLLOWS: EUR 4,046,112,118.85, RETAINED EARNINGS:
EUR 2,142,651,098.23, DISTRIBUTABLE INCOME: EUR
6,188,763,217.08, DIVIDENDS: EUR 564,136,606.00,
OTHER RESERVES: EUR 2,000,000,000.00, RETAINED
EARNINGS: EUR 3,624,626,611.08 THE SHAREHOLDERS
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 141 of 265
WILL RECEIVE A NET DIVIDEND OF EUR 1.10 PER SHARE,
AND WILL ENTITLE TO THE 40 % DEDUCTION PROVIDED
BY THE FRENCH TAX CODE, THIS DIVIDEND WILL BE
PAID ON 14 MAY 2008, IN THE EVENT THAT THE COMPANY
HOLDS SO ME 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, IT IS REMINDED THAT, FOR
THE LAST 3 FY, THE DIVIDENDS PAID, WERE AS FOLLOWS:
EUR 0.675 FOR FY 2004 EUR 0.85 FOR FISCAL YEAR
2005, EUR 1.00 FOR FISCAL YEAR 2006
4. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLESL.225-38 OF THE
FRENCH COMMERCIAL CODE AND APPROVE THE SAID REPORT,
THE AGREEMENTS REFERRED TO THEREIN AND THE ONES
AUTHORIZED EARLIER AND WHICH REMAINED IN FORCE
DURING THE FY
5. APPROVE TO RENEW THE APPOINTMENT OF MR. BRUNO Management For For
BONELL AS A MEMBER OF THE BOARDOF DIRECTOR For
A 3 YEAR PERIOD
6. APPROVE TO RENEW THE APPOINTMENT OF MR. MICHEL Management For For
DAVID-WEILL AS A MEMBER OF THEBOARD OF DIRECTOR
FOR A 3 YEAR PERIOD
7. APPROVE TO RENEW THE APPOINTMENT OF MR. BERNARD Management For For
HOURS AS A MEMBER OF THE BOARD OF DIRECTOR For
A 3 YEAR PERIOD
8. APPROVE TO RENEW THE APPOINTMENT OF MR. JACQUES Management For For
NAHMIAS AS A MEMBER OF THE BOARD OF DIRECTOR
FOR A 3 YEAR PERIOD
9. APPROVE TO RENEW THE APPOINTMENT OF MR. NAOMASA Management For For
TSURITANI AS A MEMBER OF THE BOARD OF DIRECTOR
FOR A 3 YEAR PERIOD
10. APPROVE TO RENEW THE APPOINTMENT OF MR. JACQUES Management For For
VINCENT AS A MEMBER OF THE BOARD OF DIRECTOR
FOR A 3 YEAR PERIOD
11. APPROVE TO RENEW THE APPOINTMENT OF MR. CHRISTIAN Management For For
LAUBIE AS A MEMBER OF THE BOARD OF DIRECTOR For
A 3 YEAR PERIOD
12. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.42.1 OF
THE FRENCH COMMERCIAL CODE, SAID REPORT AND THE
AGREEMENTS REFERRED THEREIN WITH REGARDS TO THE
ALLOWANCES DUE TO MR. FRANCK RIBOUD IN CASE OF
CESSATION OF HIS OFFICE TERM
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 142 of 265
13. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.42.1 OF
THE FRENCH COMMERCIAL CODE, SAID REPORT AND THE
AGREEMENTS REFERRED THEREIN WITH REGARDS TO THE
ALLOWANCES DUE TO MR. JACQUES VINCENT IN CASE
OF CESSATION OF HIS OFFICE TERM
14. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.42.1 OF
THE FRENCH COMMERCIAL CODE, SAID REPORT AND THE
AGREEMENTS REFERRED THEREIN WITH REGARDS TO THE
ALLOWANCES DUE TO MR. EMMANUELFABER IN CASE OF
THE INTERRUPTION OF HIS OFFICE TERM
15. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.42.1 OF
THE FRENCH COMMERCIAL CODE, SAID REPORT AND THE
AGREEMENTS REFERRED THEREIN WITH REGARDS TO THE
ALLOWANCES DUE TO MR. BERNARD HOURS IN CASE
OF THE INTERRUPTION OF HIS OFFICE TERM
16. AUTHORIZE THE BOARD OF DIRECTORS TO BUY BACK Management For For
THE COMPANY S SHARES ON THE OPENMARKET, SUBJECT
TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
PRICE: EUR 80.00, MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 10 % OF THE SHARE CAPITAL, MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 4,102,811,680.00,
THIS AUTHORIZATION SUPERSEDES THE FRACTION UNUSED
OF THE AUTHORIZATION GRANTED BY THE SHAREHOLDERS
MEETING OF 26 APR 2007 IN ITS RESOLUTION NUMBER
8, TO TAKE ALL NECESSARY MEASURES AND ACCOMPLISH
ALL NECESSARY FORMALITIES
17. GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
WELLS FARGO & COMPANY WFC ANNUAL MEETING DATE: 04/29/2008
ISSUER: 949746101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JOHN S. CHEN Management For For
1B ELECTION OF DIRECTOR: LLOYD H. DEAN Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 143 of 265
1C ELECTION OF DIRECTOR: SUSAN E. ENGEL Management For For
1D ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. Management For For
1E ELECTION OF DIRECTOR: ROBERT L. JOSS Management For For
1F ELECTION OF DIRECTOR: RICHARD M. KOVACEVICH Management For For
1G ELECTION OF DIRECTOR: RICHARD D. MCCORMICK Management For For
1H ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Management For For
1I ELECTION OF DIRECTOR: NICHOLAS G. MOORE Management For For
1J ELECTION OF DIRECTOR: PHILIP J. QUIGLEY Management For For
1K ELECTION OF DIRECTOR: DONALD B. RICE Management For For
1L ELECTION OF DIRECTOR: JUDITH M. RUNSTAD Management For For
1M ELECTION OF DIRECTOR: STEPHEN W. SANGER Management For For
1N ELECTION OF DIRECTOR: JOHN G. STUMPF Management For For
1O ELECTION OF DIRECTOR: SUSAN G. SWENSON Management For For
1P ELECTION OF DIRECTOR: MICHAEL W. WRIGHT Management For For
02 PROPOSAL TO RATIFY APPOINTMENT OF KPMG LLP AS Management For For
INDEPENDENT AUDITORS FOR 2008.
03 PROPOSAL TO APPROVE THE PERFORMANCE-BASED COMPENSATION Management For For
POLICY.
04 PROPOSAL TO APPROVE THE AMENDED AND RESTATED Management Against Against
LONG-TERM INCENTIVE COMPENSATION PLAN.
05 PROPOSAL REGARDING A BY-LAWS AMENDMENT TO REQUIRE Management Against For
AN INDEPENDENT CHAIRMAN.
06 PROPOSAL REGARDING AN EXECUTIVE COMPENSATION Management Against For
ADVISORY VOTE.
07 PROPOSAL REGARDING A PAY-FOR-SUPERIOR-PERFORMANCE Management Against For
COMPENSATION PLAN.
08 PROPOSAL REGARDING HUMAN RIGHTS ISSUES IN INVESTMENT Management Against For
POLICIES.
09 PROPOSAL REGARDING A NEUTRAL SEXUAL ORIENTATION Management Against For
EMPLOYMENT POLICY.
10 PROPOSAL REGARDING A REPORT ON RACIAL DISPARITIES Management Against For
IN MORTGAGE LENDING.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 144 of 265
AGL RESOURCES INC. ATG ANNUAL MEETING DATE: 04/30/2008
ISSUER: 001204106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
01 DIRECTOR Management For
SANDRA N. BANE Management For For
ARTHUR E. JOHNSON Management For For
JAMES A. RUBRIGHT Management For For
JOHN W. SOMERHALDER II Management For For
BETTINA M. WHYTE Management For For
BROOKFIELD ASSET MANAGEMENT INC. BAM ANNUAL MEETING DATE: 04/30/2008
ISSUER: 112585104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MARCEL R. COUTU Management For For
MAUREEN KEMPSTON DARKES Management For For
LANCE LIEBMAN Management For For
G. WALLACE F. MCCAIN Management For For
FRANK J. MCKENNA Management For For
JACK M. MINTZ Management For For
PATRICIA M. NEWSON Management For For
JAMES A. PATTISON Management For For
02 THE APPOINTMENT OF AUDITORS AND AUTHORIZING THE Management For For
DIRECTORS TO FIX THE REMUNERATION TO BE PAID
TO THE AUDITORS.
CIRCOR INTERNATIONAL, INC. CIR ANNUAL MEETING DATE: 04/30/2008
ISSUER: 17273K109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 145 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DAVID A. BLOSS, SR. Management For For
A. WILLIAM HIGGINS Management For For
C. WILLIAM ZADEL Management For For
02 TO RATIFY THE SELECTION OF GRANT THORNTON LLP Management For For
AS THE COMPANY S INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2008.
E. I. DU PONT DE NEMOURS AND COMPANY DD ANNUAL MEETING DATE: 04/30/2008
ISSUER: 263534109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD H. BROWN Management For For
ROBERT A. BROWN Management For For
BERTRAND P. COLLOMB Management For For
CURTIS J. CRAWFORD Management For For
ALEXANDER M. CUTLER Management For For
JOHN T. DILLON Management For For
ELEUTHERE I. DU PONT Management For For
MARILLYN A. HEWSON Management For For
CHARLES O. HOLLIDAY, JR Management For For
LOIS D. JULIBER Management For For
SEAN O'KEEFE Management For For
WILLIAM K. REILLY Management For For
02 ON RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
03 ON PLANT CLOSURE Shareholder Against For
04 ON SEPARATION OF POSITIONS OF CHAIRMAN AND CEO Shareholder Against For
05 ON GLOBAL WARMING REPORT Shareholder Against For
06 ON AMENDMENT TO HUMAN RIGHTS POLICY Shareholder Against For
07 ON SHAREHOLDER SAY ON EXECUTIVE PAY Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 146 of 265
FORDING CANADIAN COAL TRUST FDG ANNUAL MEETING DATE: 04/30/2008
ISSUER: 345425102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF TRUSTEES: MICHAEL A. GRANDIN Management For For
1B RICHARD T. MAHLER Management For For
1C MICHAEL S. PARRETT Management For For
1D DONALD A. PETHER Management For For
1E WARREN S.R. SEYFFERT Management For For
1F PETER VALENTINE Management For For
1G JOHN B. ZAOZIRNY Management For For
02 DIRECTOR Management For
DAWN L. FARRELL Management For For
MICHAEL A. GRANDIN Management For For
DONALD R. LINDSAY Management For For
RICHARD T. MAHLER Management For For
THOMAS J. O'NEIL Management For For
MICHAEL S. PARRETT Management For For
LESLIE I. PRILLAMAN Management For For
DAVID A. THOMPSON Management For For
03 PASSING THE ORDINARY RESOLUTION APPROVING THE Management For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, CHARTERED
ACCOUNTANTS AS INDEPENDENT AUDITORS OF THE TRUST
FOR THE ENSUING YEAR AND AUTHORIZING THE TRUSTEES
OF THE TRUST TO FIX THE REMUNERATION OF THE INDEPENDENT
AUDITORS.
MARATHON OIL CORPORATION MRO ANNUAL MEETING DATE: 04/30/2008
ISSUER: 565849106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1G ELECTION OF DIRECTOR: SETH E. SCHOFIELD Management For For
1H ELECTION OF DIRECTOR: JOHN W. SNOW Management For For
1I ELECTION OF DIRECTOR: THOMAS J. USHER Management For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS OUR INDEPENDENT AUDITOR FOR 2008
03 STOCKHOLDER PROPOSAL TO AMEND OUR BY-LAWS TO Shareholder Against For
ALLOW STOCKHOLDERS TO CALL SPECIAL MEETINGS
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 147 of 265
04 STOCKHOLDER PROPOSAL TO ADOPT A POLICY FOR RATIFICATION Shareholder Against For
OF EXECUTIVE COMPENSATION
1A ELECTION OF DIRECTOR: CHARLES F. BOLDEN, JR. Management For For
1B ELECTION OF DIRECTOR: GREGORY H. BOYCE Management For For
1C ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON Management For For
1D ELECTION OF DIRECTOR: PHILIP LADER Management For For
1E ELECTION OF DIRECTOR: CHARLES R. LEE Management For For
1F ELECTION OF DIRECTOR: DENNIS H. REILLEY Management For For
SJW CORP. SJW ANNUAL MEETING DATE: 04/30/2008
ISSUER: 784305104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
04 RATIFY THE APPOINTMENT OF KPMG LLP AS THE INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM OF THE CORPORATION
FOR FISCAL YEAR 2008.
01 DIRECTOR Management For
M.L. CALI Management For For
J.P. DINAPOLI Management For For
D.R. KING Management For For
N.Y. MINETA Management For For
W.R. ROTH Management For For
C.J. TOENISKOETTER Management For For
F.R. ULRICH, JR. Management For For
R.A. VAN VALER Management For For
02 APPROVE THE EXECUTIVE OFFICER SHORT-TERM INCENTIVE Management For For
PLAN.
03 APPROVE THE AMENDED AND RESTATED LONG-TERM INCENTIVE Management For For
PLAN.
TECO ENERGY, INC. TE ANNUAL MEETING DATE: 04/30/2008
ISSUER: 872375100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 148 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: DUBOSE AUSLEY Management For For
1B ELECTION OF DIRECTOR: JAMES L. FERMAN, JR. Management For For
1C ELECTION OF DIRECTOR: JOHN B. RAMIL Management For For
1D ELECTION OF DIRECTOR: PAUL L. WHITING Management For For
02 RATIFICATION OF THE CORPORATION S INDEPENDENT Management For For
AUDITOR
AVON PRODUCTS, INC. AVP ANNUAL MEETING DATE: 05/01/2008
ISSUER: 054303102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
W. DON CORNWELL Management For For
EDWARD T. FOGARTY Management For For
FRED HASSAN Management For For
ANDREA JUNG Management For For
MARIA ELENA LAGOMASINO Management For For
ANN S. MOORE Management For For
PAUL S. PRESSLER Management For For
GARY M. RODKIN Management For For
PAULA STERN Management For For
LAWRENCE A. WEINBACH Management For For
02 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADOPTION OF THE EXECUTIVE INCENTIVE PLAN Management For For
04 RESOLUTION REGARDING NANOMATERIAL PRODUCT SAFETY Shareholder Against For
REPORT
EMBARQ CORPORATION EQ ANNUAL MEETING DATE: 05/01/2008
ISSUER: 29078E105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 149 of 265
PETER C. BROWN Management For For
STEVEN A. DAVIS Management For For
RICHARD A. GEPHARDT Management For For
THOMAS A. GERKE Management For For
JOHN P. MULLEN Management For For
WILLIAM A. OWENS Management For For
DINESH C. PALIWAL Management For For
STEPHANIE M. SHERN Management For For
LAURIE A. SIEGEL Management For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR OUR 2008 FISCAL YEAR.
03 TO APPROVE THE EMBARQ CORPORATION 2008 EQUITY Management Against Against
INCENTIVE PLAN.
04 TO APPROVE THE EMBARQ CORPORATION 2008 EMPLOYEE Management For For
STOCK PURCHASE PLAN.
05 TO APPROVE THE MATERIAL TERMS OF PERFORMANCE Management For For
GOALS FOR QUALIFIED PERFORMANCE-BASED COMPENSATION.
06 TO CONSIDER A SHAREHOLDER PROPOSAL, IF PROPERLY Shareholder Against For
PRESENTED, SEEKING TO REQUIRE AN ADVISORY VOTE
ON COMPENSATION.
IDEARC INC. IAR ANNUAL MEETING DATE: 05/01/2008
ISSUER: 451663108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPROVAL OF THE 2008 INCENTIVE COMPENSATION PLAN. Management For For
01 DIRECTOR Management For
JERRY V. ELLIOTT Management For For
JONATHAN F. MILLER Management For For
DONALD B. REED Management For For
STEPHEN L. ROBERTSON Management For For
THOMAS S. ROGERS Management For For
PAUL E. WEAVER Management For For
03 RATIFICATION OF ERNST & YOUNG LLP AS IDEARC S Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR 2008.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 150 of 265
MUELLER INDUSTRIES, INC. MLI ANNUAL MEETING DATE: 05/01/2008
ISSUER: 624756102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ALEXANDER P. FEDERBUSH Management For For
PAUL J. FLAHERTY Management For For
GENNARO J. FULVIO Management For For
GARY S. GLADSTEIN Management For For
SCOTT J. GOLDMAN Management For For
TERRY HERMANSON Management For For
HARVEY L. KARP Management For For
WILLIAM D. O'HAGAN Management For For
02 APPROVE THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS INDEPENDENT AUDITORS OF THE COMPANY.
03 STOCKHOLDER PROPOSAL REGARDING BOARD INCLUSIVENESS. Shareholder Against For
NOBLE CORPORATION NE ANNUAL MEETING DATE: 05/01/2008
ISSUER: G65422100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
LAWRENCE J. CHAZEN Management For For
MARY P. RICCIARDELLO Management For For
02 APPROVAL OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS INDEPENDENT AUDITORS FOR 2008.
NSTAR NST ANNUAL MEETING DATE: 05/01/2008
ISSUER: 67019E107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 151 of 265
CHARLES K. GIFFORD Management For For
PAUL A. LA CAMERA Management For For
SHERRY H. PENNEY Management For For
WILLIAM C. VAN FAASEN Management For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2008.
PENTAIR, INC. PNR ANNUAL MEETING DATE: 05/01/2008
ISSUER: 709631105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
LESLIE ABI-KARAM Management For For
JERRY W. BURRIS Management For For
RONALD L. MERRIMAN Management For For
02 TO APPROVE THE PENTAIR, INC. 2008 OMNIBUS STOCK Management Against Against
INCENTIVE PLAN.
03 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
STERLING BANCORP STL ANNUAL MEETING DATE: 05/01/2008
ISSUER: 859158107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ROBERT ABRAMS Management For For
JOSEPH M. ADAMKO Management For For
LOUIS J. CAPPELLI Management For For
FERNANDO FERRER Management For For
ALLAN F. HERSHFIELD Management For For
HENRY J. HUMPHREYS Management For For
ROBERT W. LAZAR Management For For
JOHN C. MILLMAN Management For For
EUGENE ROSSIDES Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT BY THE AUDIT Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 152 of 265
COMMITTEE OF THE BOARD OF DIRECTORS OF KPMG LLP
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR 2008.
SUNOCO, INC. SUN ANNUAL MEETING DATE: 05/01/2008
ISSUER: 86764P109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
R.J. DARNALL Management For For
J.G. DROSDICK Management For For
G.W. EDWARDS Management For For
U.O. FAIRBAIRN Management For For
T.P. GERRITY Management For For
R.B. GRECO Management For For
J.P. JONES, III Management For For
J.G. KAISER Management For For
R.A. PEW Management For For
G.J. RATCLIFFE Management For For
J.W. ROWE Management For For
J.K. WULFF Management For For
02 APPROVAL OF THE SUNOCO, INC. LONG-TERM PERFORMANCE Management For For
ENHANCEMENT PLAN II.
03 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2008.
TOMKINS PLC TKS AGM MEETING DATE: 05/01/2008
ISSUER: G89158136 ISIN: GB0008962655
SEDOL: B02S379, 5626906, 0896265
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. RECEIVE THE DIRECTORS REPORT AND FINANCIAL STATEMENTS Management For For
FOR THE YE 29 DEC 2007TOGETHER WITH THE INDEPENDENT
AUDITORS REPORT
2. APPROVE THE REMUNERATION COMMITTEE REPORT FOR Management For For
THE YE 29 DEC 2007
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 153 of 265
3. DECLARE THE FINAL DIVIDEND OF 8.57P PER ORDINARY Management For For
SHARE FOR THE YE 29 DEC 2007
4. RE-APPOINT MR. JAMES NICOL AS A DIRECTOR Management For For
5. RE-APPOINT MR. DAVID RICHARDSON AS A DIRECTOR Management For For
6. RE-APPOINT MR. JOHN MCDONOUGH AS A DIRECTOR Management For For
7. RE-APPOINT MR. LEO QUINN AS A DIRECTOR Management For For
8. RE-APPOINT MR. JOHN ZIMMERMAN AS A DIRECTOR Management For For
9. RE-APPOINT DELOITTE & TOUCHE LLP AS INDEPENDENT Management For For
AUDITORS
10. AUTHORIZE THE DIRECTORS TO DETERMINE THE INDEPENDENT Management For For
AUDITORS REMUNERATION
11. AUTHORIZE THE DIRECTORS, SUBJECT TO THE TERMS Management For For
OF ARTICLE 5 OF THE COMPANY S ARTICLES OF ASSOCIATION,
TO ALLOT RELEVANT SECURITIES: UP TO AN AGGREGATE
NOMINAL AMOUNT OF GBP 14,673,721; AND SUBJECT
TO AND CONDITIONAL ON THE REDUCTION OF CAPITAL
AS SPECIFIED AND ASSOCIATED MATTERS REFERRED
TO IN RESOLUTION 16 BECOMING EFFECTIVE THE REDENOMINATION,
AND IN SUBSTITUTION FOR THE AUTHORITY GRANTED
BY PARAGRAPH A OF THIS RESOLUTION 11, BUT WITHOUT
PREJUDICE TO ANY PRIOR EXERCISE OF SUCH AUTHORITY,
UP TO AN AGGREGATE NOMINAL AMOUNT OF USD 29,359,180
S.15 ADOPT THE ARTICLES OF ASSOCIATION PRODUCED TO Management For For
THE MEETING AS THE ARTICLES OF ASSOCIATION OF
THE COMPANY IN SUBSTITUTION FOR AND TO THE EXCLUSION
OF. THE EXISTING ARTICLES OF ASSOCIATION
12. APPROVE TO REDUCE THE AUTHORIZED SHARE CAPITAL Management For For
OF THE COMPANY BY USD 1,956,000,000 BY CANCELLATION
OF USD 13,920,000 DENOMINATED VOTING CONVERTIBLE
CUMULATIVE REDEEMABLE PREFERENCE SHARES OF USD
50 EACH AND USD 25,200,000 DENOMINATED VOTING
CONVERTIBLE CUMULATIVE REDEEMABLE PREFERENCE
SHARES OF USD 50 EACH
S.13 AUTHORIZE THE DIRECTORS, IN ACCORDANCE WITH AND Management For For
SUBJECT TO THE TERMS OF ARTICLE 6 OF THE COMPANY
S ARTICLES OF ASSOCIATION, TO ALLOT SHARES FOR
CASH FOR THE PURPOSES OF ARTICLE 6, UP TO AN
AGGREGATE NOMINAL AMOUNT OF GBP 2,210,266; AND
SUBJECT TO AND CONDITIONAL ON THE REDENOMINATION
BECOMING EFFECTIVE, AND IN SUBSTITUTION FOR THE
AUTHORITY GRANTED BY PARAGRAPH (A) OF THIS RESOLUTION
13, BUT WITHOUT PREJUDICE TO ANY PRIOR EXERCISE
OF SUCH AUTHORITY, UP TO AN AGGREGATE NOMINAL
AMOUNT OF USD 4,422,300
S.14 AUTHORIZE THE COMPANY, IN SUBSTITUTION OF ANY Management For For
AUTHORITY TO PURCHASE ORDINARY SHARES IN THE
CAPITAL OF THE COMPANY SHARES PREVIOUSLY CONFERRED
SAVE TO THE EXTENT THE SAME HAS BEEN EXERCISED,
TO MAKE MARKET PURCHASES SECTION 163(3) OF THE
COMPANIES ACT 1985 (ACT) OF SHARES PROVIDED THAT:
MAXIMUM NUMBER OF SHARES TO BE ACQUIRED IS 88,410,677
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 154 of 265
SHARES OR, IF LOWER SUCH NUMBER OF SHARES AS
IS EQUAL TO 10% OF THE ISSUED ORDINARY SHARE
CAPITAL OF THE COMPANY AT THE CLOSE OF BUSINESS
ON 30 APR 2008; THE MAXIMUM PRICE WHICH MAY BE
PAID FOR ANY SHARE IS AN AMOUNT EQUAL TO 105%
OF THE AVERAGE MIDDLE MARKET QUOTATIONS FOR A
SHARES DERIVED FROM THE LONDON STOCK EXCHANGE
DAILY OFFICIAL LIST, OVER THE PREVIOUS 5 BUSINESS
DAYS IMMEDIATELY PRECEDING THE DAY ON WHICH THE
SHARE IS CONTRACTED TO BE PURCHASED AND THE MINIMUM
PRICE WHICH MAY BE PAID FOR ANY SUCH SHARE SHALL
BE THE NOMINAL VALUE OF THAT SHARE; AUTHORITY
EXPIRES THE EARLIER OF THE CONCLUSION OF THE
NEXT AGM OF THE COMPANY OR 1 MAY 2009; BUT A
CONTRACT OF PURCHASE MAY BE MADE BEFORE SUCH
EXPIRY WHICH WILL OR MAY BE EXECUTED WHOLLY OR
PARTLY THEREAFTER, AND A PURCHASE OF SHARES MAY
BE MADE IN PURSUANCE OF ANY SUCH CONTRACT
S.16 APPROVE, SUBJECT TO AND CONDITIONAL UPON THE Management For For
PASSING AS A SPECIAL RESOLUTION OF RESOLUTION
15, AND IN ADDITION TO AND WITHOUT PREJUDICE
TO THE AUTHORITY GRANTED PURSUANT TO RESOLUTION
11: (A) THE CAPITAL OF THE COMPANY BE INCREASED
BY GBP 50,000 BY THE CREATION OF 50,000 DEFERRED
SHARES OF GBP 1 EACH EACH A DEFERRED SHARE HAVING
THE RIGHTS AND RESTRICTIONS AS SPECIFIED IN ARTICLE
6 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY
ADOPTED PURSUANT TO RESOLUTION 15 THE NEW ARTICLES;
THE SUM OF GBP 50,000 STANDING TO THE CREDIT
OF THE COMPANY S RESERVES BE CAPITALIZED AND,
ACCORDINGLY, THE DIRECTORS BE AND ARE HEREBY
AUTHORIZED AND DIRECTED TO APPROPRIATE PRIOR
TO THE EFFECTIVE DATE (AS DEFINED IN PARAGRAPH
(E) OF THIS RESOLUTION 16) THE SAID SUM OF GBP
50,000 IN PAYING UP IN FULL AT PAR 50,000 DEFERRED
SHARES AND TO ALLOT AND ISSUE THE SAME, CREDITED
AS FULLY PAID TO THE THEN COMPANY SECRETARY OF
THE COMPANY OR ANY DIRECTOR AS THE BOARD OF DIRECTORS
OF THE COMPANY SHALL NOMINATE AND FOR THE PURPOSE
OF SECTION 80 OF THE COMPANIES ACT 1985 THE ACT
SUCH AUTHORITY SHALL EXPIRE AT THE EARLIER OF
THE EFFECTIVE DATE AND THE CONCLUSION OF THE
NEXT ANNUAL GENERAL MEETING OF THE COMPANY; (C)
THE SHARE CAPITAL OF THE COMPANY BE REDUCED BY
CANCELING AND EXTINGUISHING ALL OF THE ISSUED
AND UNISSUED ORDINARY SHARES OF SP EACH IN THE
CAPITAL OF THE COMPANY THE EXISTING ORDINARY
SHARES IN EXISTENCE AS AT 6.00 P.M. ON THE BUSINESS
DAY IMMEDIATELY PRECEDING THE DAY ON WHICH THE
HIGH COURT OF JUSTICE IN ENGLAND AND WALES MAKES
AN ORDER CONFIRMING SUCH REDUCTION OF CAPITAL
SUCH CANCELLATION AND EXTINGUISHMENT BEING REFERRED
TO AS THE REDUCTION OF CAPITAL AND THE CREDIT
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 155 of 265
ARISING IN THE COMPANY S BOOKS OF ACCOUNT AS
A RESULT OF THE REDUCTION OF CAPITAL BE TRANSFERRED
TO A SPECIAL RESERVE OF THE COMPANY THE CANCELLATION
RESERVE; (D) FORTHWITH AND CONDITIONAL UPON THE
REDUCTION OF CAPITAL TAKING EFFECT AND PRIOR
TO THE ALLOTMENT AND ISSUE OF THE NEW DOLLAR
SHARES, THE NEW ARTICLES OF THE COMPANY AS SPECIFIED;
(E) IMMEDIATELY UPON THE REDUCTION OF CAPITAL
TAKING EFFECT SUCH DATE TO BE THE EFFECTIVE DATE:
THE AUTHORIZED SHARE CAPITAL OF THE COMPANY BE
INCREASED TO SUCH AMOUNT AS RESULTS FROM THE
CREATION OF SUCH NUMBER OF NEW ORDINARY SHARES
AS IS EQUAL TO THE NUMBER THE RELEVANT NUMBER
OF EXISTING ORDINARY HARES AS WERE CANCELLED
PURSUANT TO THE REDUCTION TO THE CAPITAL, EACH
SUCH SHARE A NEW DOLLAR SHARE HAVING A NOMINAL
VALUE IN CENTS ROUNDED DOWN TO THE NEAREST WHOLE
CENT EQUIVALENT TO 5P THE DOLLAR NOMINAL VALUE
CALCULATED BY REFERENCE TO THE CLOSING MID-POINT
EXCHANGE RATE FOR US DOLLARS WITH STERLING IN
LONDON AS DERIVED FROM REUTERS AT 4.00 P.M. ON
THE DAY IMMEDIATELY PRIOR TO THE EFFECTIVE DATE
OR IF SUCH DAY IS NOT A BUSINESS DAY, THE BUSINESS
DAY IMMEDIATELY PRECEDING THE EFFECTIVE DATE
AS PUBLISHED IN THE FINANCIAL TIMES ON THE EFFECTIVE
DATE, OF ANOTHER PUBLISHED RATE CONSIDERED APPROPRIATE
BY THE DIRECTORS THE EXCHANGE RATE; THE SUM STANDING
TO THE CREDIT OF THE CANCELLATION RESERVE BE
CONVERTED INTO US DOLLARS AT THE EXCHANGE RATE;
THE SUM STANDING TO THE CREDIT OF THE CANCELLATION
RESERVE AS A RESULT OF THE CONVERSION REFERRED
TO IN SUB-PARAGRAPH E OF THIS RESOLUTION 16 BE
APPLIED IN PAYING UP THE NUMBER OF NEW DOLLAR
SHARES IN FULL AT THE DOLLAR NOMINAL VALUE AS
IS EQUAL TO THE RELEVANT NUMBER, PROVIDED THAT
IF THERE WOULD OTHERWISE BE ANY SURPLUS AMOUNT
REMAINING IN THE CANCELLATION RESERVE, RELEVANT
NUMBER OF NEW DOLLAR SHARES SHALL BE PAID UP
AT AN AGGREGATE PREMIUM EQUAL TO SUCH REMAINING
AMOUNT; AND THE RELEVANT NUMBER OF NEW DOLLAR
SHARES BE ALLOTTED AND ISSUED CREDITED AS FULLY
PAID TO THOSE PERSONS WHO APPEAR ON THE REGISTER
OF MEMBERS OF THE COMPANY AT 6.00 P.M. ON THE
BUSINESS DAY IMMEDIATELY PRIOR TO THE EFFECTIVE
DATE AS THE HOLDERS OF THE CANCELLED EXISTING
ORDINARY SHARES ON THE BASIS OF ONE NEW DOLLAR
SHARE FOR EACH EXISTING ORDINARY SHARE HELD BY
THEM; (F) IN ADDITION TO AND WITHOUT PREJUDICE
TO ANY OTHER AUTHORITY CONFERRED UPON THE DIRECTORS
TO ALLOT RELEVANT SECURITIES OF THE COMPANY,
THE DIRECTORS BE AND THEY ARE HEREBY GENERALLY
AND UNCONDITIONALLY AUTHORIZED PURSUANT TO AND
FOR THE PURPOSES OF SECTION 80 OF THE ACT TO
EXERCISE ALL POWERS OF THE COMPANY TO ALLOT THE
RELEVANT NUMBER OF THE NEW DOLLAR SHARES CREATED
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 156 of 265
BY THIS RESOLUTION 16 IN AGGREGATE, A MAXIMUM
NOMINAL AMOUNT IN US DOLLARS OF RELEVANT SECURITIES
AS IS EQUAL TO THE RELEVANT NUMBER MULTIPLIED
BY THE DOLLAR NOMINAL VALUE AND THIS AUTHORITY
SHALL EXPIRE AT THE CONCLUSION OF THE NEXT AGM
OF THE COMPANY
VERIZON COMMUNICATIONS INC. VZ ANNUAL MEETING DATE: 05/01/2008
ISSUER: 92343V104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: RICHARD L. CARRION Management For For
1B ELECTION OF DIRECTOR: M. FRANCES KEETH Management For For
1C ELECTION OF DIRECTOR: ROBERT W. LANE Management For For
1D ELECTION OF DIRECTOR: SANDRA O. MOOSE Management For For
1E ELECTION OF DIRECTOR: JOSEPH NEUBAUER Management For For
1F ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Management For For
1G ELECTION OF DIRECTOR: THOMAS H. O BRIEN Management For For
1H ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Management For For
1I ELECTION OF DIRECTOR: HUGH B. PRICE Management For For
1J ELECTION OF DIRECTOR: IVAN G. SEIDENBERG Management For For
1K ELECTION OF DIRECTOR: JOHN W. SNOW Management For For
1L ELECTION OF DIRECTOR: JOHN R. STAFFORD Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
03 ELIMINATE STOCK OPTIONS Shareholder Against For
04 GENDER IDENTITY NONDISCRIMINATION POLICY Shareholder Against For
05 SEPARATE OFFICES OF CHAIRMAN AND CEO Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 157 of 265
WISCONSIN ENERGY CORPORATION WEC ANNUAL MEETING DATE: 05/01/2008
ISSUER: 976657106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN F. BERGSTROM Management For For
BARBARA L. BOWLES Management For For
PATRICIA W. CHADWICK Management For For
ROBERT A. CORNOG Management For For
CURT S. CULVER Management For For
THOMAS J. FISCHER Management For For
GALE E. KLAPPA Management For For
ULICE PAYNE, JR. Management For For
FREDERICK P STRATTON JR Management For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS INDEPENDENT Management For For
AUDITORS FOR 2008.
IMS HEALTH INCORPORATED RX ANNUAL MEETING DATE: 05/02/2008
ISSUER: 449934108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: DAVID R. CARLUCCI Management For For
1B ELECTION OF DIRECTOR: CONSTANTINE L. CLEMENTE Management For For
1C ELECTION OF DIRECTOR: KATHRYN E. GIUSTI Management For For
1D ELECTION OF DIRECTOR: M. BERNARD PUCKETT Management For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
03 APPROVAL OF THE AMENDMENTS TO THE RESTATED CERTIFICATE Management For For
OF INCORPORATION TO DECLASSIFY THE BOARD OF DIRECTORS.
04 REAPPROVAL OF THE BUSINESS CRITERIA USED FOR Management For For
PERFORMANCE GOALS UNDER THE EXECUTIVE ANNUAL
INCENTIVE PLAN.
ProxyEdge - Investment Company Report
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OCCIDENTAL PETROLEUM CORPORATION OXY ANNUAL MEETING DATE: 05/02/2008
ISSUER: 674599105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: SPENCER ABRAHAM Management For For
1B ELECTION OF DIRECTOR: RONALD W. BURKLE Management For For
1C ELECTION OF DIRECTOR: JOHN S. CHALSTY Management For For
1D ELECTION OF DIRECTOR: EDWARD P. DJEREJIAN Management For For
1E ELECTION OF DIRECTOR: JOHN E. FEICK Management For For
1F ELECTION OF DIRECTOR: RAY R. IRANI Management For For
1G ELECTION OF DIRECTOR: IRVIN W. MALONEY Management For For
1H ELECTION OF DIRECTOR: AVEDICK B. POLADIAN Management For For
1I ELECTION OF DIRECTOR: RODOLFO SEGOVIA Management For For
1J ELECTION OF DIRECTOR: AZIZ D. SYRIANI Management For For
1K ELECTION OF DIRECTOR: ROSEMARY TOMICH Management For For
1L ELECTION OF DIRECTOR: WALTER L. WEISMAN Management For For
02 RATIFICATION OF SELECTION OF KPMG AS INDEPENDENT Management For For
AUDITORS.
03 SCIENTIFIC REPORT ON GLOBAL WARMING. Shareholder Against For
04 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Shareholder Against For
05 INDEPENDENCE OF COMPENSATION CONSULTANTS. Shareholder Against For
06 PAY-FOR-SUPERIOR-PERFORMANCE PRINCIPLE. Shareholder Against For
07 SPECIAL SHAREHOLDER MEETINGS. Shareholder Against For
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UNISOURCE ENERGY CORPORATION UNS ANNUAL MEETING DATE: 05/02/2008
ISSUER: 909205106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES S. PIGNATELLI Management For For
LAWRENCE J. ALDRICH Management For For
BARBARA BAUMANN Management For For
LARRY W. BICKLE Management For For
ELIZABETH T. BILBY Management For For
HAROLD W. BURLINGAME Management For For
JOHN L. CARTER Management For For
ROBERT A. ELLIOTT Management For For
DANIEL W.L. FESSLER Management For For
KENNETH HANDY Management For For
WARREN Y. JOBE Management For For
RAMIRO G. PERU Management For For
GREGORY A. PIVIROTTO Management For For
JOAQUIN RUIZ Management For For
02 RATIFICATION OF SELECTION OF INDEPENDENT AUDITOR Management For For
AFLAC INCORPORATED AFL CONTESTED ANNUAL MEETING DATE: 05/05/2008
ISSUER: 001055102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DANIEL P. AMOS Management For For
JOHN SHELBY AMOS II Management For For
PAUL S. AMOS II Management For For
YOSHIRO AOKI Management For For
MICHAEL H. ARMACOST Management For For
KRISS CLONINGER III Management For For
JOE FRANK HARRIS Management For For
ELIZABETH J. HUDSON Management For For
KENNETH S. JANKE SR. Management For For
DOUGLAS W. JOHNSON Management For For
ROBERT B. JOHNSON Management For For
CHARLES B. KNAPP Management For For
E. STEPHEN PURDOM Management For For
B.K. RIMER, DR. PH Management For For
MARVIN R. SCHUSTER Management For For
DAVID GARY THOMPSON Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 160 of 265
ROBERT L. WRIGHT Management For For
02 TO APPROVE THE AMENDMENT OF ARTICLE IV OF THE Management For For
COMPANY S ARTICLES OF INCORPORATION TO INCREASE
THE COMPANY S AUTHORIZED SHARES OF $.10 PAR VALUE
COMMON STOCK FROM 1,000,000,000 SHARES TO 1,900,000,000
SHARES.
03 TO ADOPT THE AMENDED AND RESTATED MANAGEMENT Management For For
INCENTIVE PLAN (THE 2009 MANAGEMENT INCENTIVE
PLAN ).
04 TO APPROVE THE FOLLOWING ADVISORY (NON-BINDING) Shareholder For For
PROPOSAL: RESOLVED, THAT THE SHAREHOLDERS APPROVE
THE OVERALL EXECUTIVE PAY-FOR-PERFORMANCE COMPENSATION
POLICIES AND PROCEDURES EMPLOYED BY THE COMPANY,
AS DESCRIBED IN THE COMPENSATION DISCUSSION AND
ANALYSIS AND THE TABULAR DISCLOSURE REGARDING
NAMED EXECUTIVE OFFICER COMPENSATION IN THIS
PROXY STATEMENT.
05 TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY
FOR THE YEAR ENDING DECEMBER 31, 2008.
PENNICHUCK CORPORATION PNNW ANNUAL MEETING DATE: 05/05/2008
ISSUER: 708254206 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JANET M. HANSEN Management For For
HANNAH M. MCCARTHY Management For For
JAMES M. MURPHY Management For For
02 TO APPROVE THE PROPOSED AMENDMENT AND RESTATEMENT Management For For
OF THE PENNICHUCK CORPORATION 2000 STOCK OPTION
PLAN.
THE YORK WATER COMPANY YORW ANNUAL MEETING DATE: 05/05/2008
ISSUER: 987184108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 161 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN L. FINLAYSON Management For For
THOMAS C. NORRIS Management For For
ERNEST J. WATERS Management For For
02 APPOINT BEARD MILLER COMPANY LLP AS AUDITORS. Management For For
ZIMMER HOLDINGS, INC. ZMH ANNUAL MEETING DATE: 05/05/2008
ISSUER: 98956P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: DAVID C. DVORAK Management For For
1B ELECTION OF DIRECTOR: ROBERT A. HAGEMANN Management For For
1C ELECTION OF DIRECTOR: ARTHUR J. HIGGINS Management For For
1D ELECTION OF DIRECTOR: CECIL B. PICKETT, PH.D. Management For For
02 AUDITOR RATIFICATION Management For For
03 APPROVAL OF THE AMENDED ZIMMER HOLDINGS, INC. Management For For
EXECUTIVE PERFORMANCE INCENTIVE PLAN
04 AMENDMENT OF RESTATED CERTIFICATE OF INCORPORATION Management For For
TO ELIMINATE SUPER-MAJORITY VOTING REQUIREMENTS
BOSTON SCIENTIFIC CORPORATION BSX ANNUAL MEETING DATE: 05/06/2008
ISSUER: 101137107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
URSULA M. BURNS Management For For
WARREN B. RUDMAN Management For For
JAMES R. TOBIN Management For For
NANCY-ANN DEPARLE Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 162 of 265
J. RAYMOND ELLIOTT Management For For
MARYE ANNE FOX Management For For
RAY J. GROVES Management For For
N.J. NICHOLAS, JR. Management For For
PETE M. NICHOLAS Management For For
JOHN E. PEPPER Management For For
02 APPROVAL OF AN AMENDMENT AND RESTATEMENT OF THE Management Against Against
2003 LONG-TERM INCENTIVE PLAN.
03 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2008.
04 TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY Management For For
COME BEFORE THE MEETING OR ANY ADJOURNMENT OR
POSTPONEMENT THEREOF
BRISTOL-MYERS SQUIBB COMPANY BMY ANNUAL MEETING DATE: 05/06/2008
ISSUER: 110122108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: L.B. CAMPBELL Management For For
1B ELECTION OF DIRECTOR: J.M. CORNELIUS Management For For
1C ELECTION OF DIRECTOR: L.J. FREEH Management For For
1D ELECTION OF DIRECTOR: L.H. GLIMCHER, M.D. Management For For
1E ELECTION OF DIRECTOR: M. GROBSTEIN Management For For
1F ELECTION OF DIRECTOR: L. JOHANSSON Management For For
1G ELECTION OF DIRECTOR: A.J. LACY Management For For
1H ELECTION OF DIRECTOR: V.L. SATO, PH.D. Management For For
1I ELECTION OF DIRECTOR: T.D. WEST, JR. Management For For
1J ELECTION OF DIRECTOR: R.S. WILLIAMS, M.D. Management For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
03 EXECUTIVE COMPENSATION DISCLOSURE Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 163 of 265
CIT GROUP INC. CIT ANNUAL MEETING DATE: 05/06/2008
ISSUER: 125581108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: GARY C. BUTLER Management For For
1B ELECTION OF DIRECTOR: WILLIAM M. FREEMAN Management For For
1C ELECTION OF DIRECTOR: SUSAN M. LYNE Management For For
1D ELECTION OF DIRECTOR: JAMES S. MCDONALD Management For For
1E ELECTION OF DIRECTOR: MARIANNE MILLER PARRS Management For For
1F ELECTION OF DIRECTOR: JEFFREY M. PEEK Management For For
1G ELECTION OF DIRECTOR: TIMOTHY M. RING Management For For
1H ELECTION OF DIRECTOR: VICE ADMIRAL JOHN R. RYAN Management For For
1I ELECTION OF DIRECTOR: SEYMOUR STERNBERG Management For For
1J ELECTION OF DIRECTOR: PETER J. TOBIN Management For For
1K ELECTION OF DIRECTOR: LOIS M. VAN DEUSEN Management For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS CIT S INDEPENDENT AUDITORS FOR 2008.
03 TO APPROVE AMENDING THE LONG-TERM INCENTIVE PLAN, Management Against Against
INCLUDING AN INCREASE IN THE NUMBER OF SHARES
AVAILABLE THEREUNDER.
EXTERRAN HOLDINGS INC. EXH ANNUAL MEETING DATE: 05/06/2008
ISSUER: 30225X103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JANET F. CLARK Management For For
ERNIE L. DANNER Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 164 of 265
URIEL E. DUTTON Management For For
GORDON T. HALL Management For For
J.W.G. HONEYBOURNE Management For For
JOHN E. JACKSON Management For For
WILLIAM C. PATE Management For For
STEPHEN M. PAZUK Management For For
STEPHEN A. SNIDER Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS EXTERRAN HOLDINGS, INC. S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
GREAT PLAINS ENERGY INCORPORATED GXP ANNUAL MEETING DATE: 05/06/2008
ISSUER: 391164100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
D.L. BODDE Management For For
M.J. CHESSER Management For For
W.H. DOWNEY Management For For
M.A. ERNST Management For For
R.C. FERGUSON, JR. Management For For
L.A. JIMENEZ Management For For
J.A. MITCHELL Management For For
W.C. NELSON Management For For
L.H. TALBOTT Management For For
R.H. WEST Management For For
02 RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITORS FOR 2008.
HAWAIIAN ELECTRIC INDUSTRIES, INC. HE ANNUAL MEETING DATE: 05/06/2008
ISSUER: 419870100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DON E. CARROLL Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 165 of 265
RICHARD W. GUSHMAN, II Management For For
VICTOR H. LI, S.J.D. Management For For
BILL D. MILLS Management For For
BARRY K. TANIGUCHI Management For For
02 RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM.
03 APPROVAL OF THE 1990 NONEMPLOYEE DIRECTORS STOCK Management For For
PLAN, AS AMENDED AND RESTATED.
04 APPROVAL OF THE 1987 STOCK OPTION AND INCENTIVE Management For For
PLAN, AS AMENDED AND RESTATED.
ORMAT TECHNOLOGIES, INC. ORA ANNUAL MEETING DATE: 05/06/2008
ISSUER: 686688102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
YORAM BRONICKI Management For For
ROGER W. GALE Management For For
02 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS INDEPENDENT AUDITORS OF THE COMPANY FOR
ITS FISCAL YEAR ENDING DECEMBER 31, 2008.
SUEZ SA SZE.PA MIX MEETING DATE: 05/06/2008
ISSUER: F90131115 ISIN: FR0000120529
SEDOL: B0438J9, B11FKK0, B0335F5, B1G0HQ5, 4540397, 5013984,
5323995, 7118898, 7121391, 7166262, 4540438, 5286764,
7118047, 7118928, 7121454
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 166 of 265
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 REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS; AND APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE 2007, AS PRESENTED
O.2 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND AUDITORS; AND APPROVE THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE SAID FY, IN THE FORM PRESENTED
TO THE MEETING
O.3 APPROVE THE NET INCOME FOR THE 2007 FY IS OF Management For For
EUR 5,760,911,877.77 AND THE RETAINED EARNINGS
OF EUR 0.00, THE RECOMMENDATIONS OF THE BOARD
OF DIRECTORS AND RESOLVES THAT THE INCOME FOR
THE FY BE APPROPRIATED AS FOLLOWS: STATUTORY
DIVIDEND EUR 0.10 PER SHARE: EUR 130,704,352.00
ADDITIONAL DIVIDEND EUR 1.26 PER SHARE EUR 1,646,874,837.72
DIVIDENDS: EUR 1,777,579,189.92, OTHER RESERVES
ACCOUNT: EUR 3,983,332,687.85; THE SHAREHOLDERS
WILL RECEIVE A NET DIVIDEND OF EUR 1.36 PER SHARE,
AND WILL ENTITLE TO THE 40 % DEDUCTION PROVIDED
BY THE FRENCH TAX CODE, THIS DIVIDEND WILL BE
PAID ON 14 MAY 2008, AS REQUIRED BY LAW, IT IS
REMINDED THAT, FOR THE LAST 3 FY, THE DIVIDENDS
PAID, WERE AS FOLLOWS: EUR 0.79 FOR FY 2004 EUR
1.00 FOR FY 2005, EUR 1.20 FOR FY 2006
O.4 RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.38 OF THE
FRENCH COMMERCIAL CODE; AND APPROVE THE AGREEMENTS
ENTERED INTO OR WHICH REMAINED IN FORCE DURING
THE FY
O.5 APPOINT MR. EDMOND ALPHANDERY AS A DIRECTOR FOR Management For For
A 4-YEAR PERIOD
O.6 APPOINT MR. RENE CARRON AS A DIRECTOR FOR A 4-YEAR Management For For
PERIOD
O.7 APPOINT MR. ETIENNE DAVIGNON AS A DIRECTOR FOR Management For For
A 4-YEAR PERIOD
O.8 APPOINT MR. ALBERT FRERE AS A DIRECTOR FOR A Management For For
4-YEAR PERIOD
O.9 APPOINT MR. JEAN PEYRELEVADE AS A DIRECTOR FOR Management For For
A 4-YEAR PERIOD
O.10 APPOINT MR. THIERRY DE RUDDER AS A DIRECTOR FOR Management For For
A 4-YEAR PERIOD
O.11 AUTHORIZE THE BOARD OF DIRECTORS TO TRADE IN Management For For
THE COMPANY SHARES ON THE STOCK MARKET, SUBJECT
TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
PRICE: EUR 60.00, MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 10% OF THE SHARE CAPITAL, MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 7,500,000,000.00,
THE NUMBER OF SHARES ACQUIRED BY THE COMPANY
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 167 of 265
WITH A VIEW TO THEIR RETENTION OR THEIR SUBSEQUENT
DELIVERY IN PAYMENT OR EXCHANGE, AS PART OF AN
EXTERNAL GROWTH OPERATION , CANNOT EXCEED 5%
OF ITS CAPITAL; AUTHORITY EXPIRES AT THE END
OF 18 MONTH PERIOD; IT SUPERSEDES THE AUTHORIZATION
GRANTED BY THE COMBINED SHAREHOLDERS MEETING
OF 04 MAY 2007 IN ITS RESOLUTION 10; DELEGATES
ALL POWERS TO THE BOARD OF DIRECTORS TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES
E.12 AUTHORIZE THE BOARD OF DIRECTORS, IN ORDER TO Management For For
INCREASE THE SHARE CAPITAL, IN 1 OR MORE OCCASIONS
AND AT ITS SOLE DISCRETION: UP TO A MAXIMUM NOMINAL
AMOUNT OF EUR 500,000,000.00 BY WAY OF ISSUING
ORDINARY SHARES AND, OR ANY SECURITIES, EVEN
DEBT SECURITIES, GIVING ACCESS TO SHARES OF THE
COMPANY OR SUBSIDIARIES THE PAR VALUE OF THE
SHARES ISSUED IN ACCORDANCE WITH RESOLUTION 13
SHALL COUNT AGAINST THIS AMOUNT, UP TO A MAXIMUM
NOMINAL AMOUNT OF EUR 500,000,000.00 BY WAY OF
CAPITALIZING PREMIUMS, RESERVES, PROFITS AND,
OR OTHER MEANS, PROVIDED THAT SUCH CAPITALIZATION
IS ALLOWED BY LAW AND UNDER THE BY LAWS, TO BE
CARRIED OUT THROUGH THE ISSUE OF BONUS SHARES
OR THE RAISE OF THE PAR VALUE OF THE EXISTING
SHARES THE PAR VALUE OF THE DEBT SECURITIES
ISSUED IN ACCORDANCE WITH RESOLUTION 13 AND 14
SHALL COUNT AGAINST THIS AMOUNT, AUTHORITY EXPIRES
AT THE END OF 26 MONTH PERIOD; IT SUPERSEDES
THE AUTHORIZATIONS GRANTED BY THE COMBINED SHAREHOLDERS
MEETING OF 05 MAY 2006, IF ITS RESOLUTION 7
E.13 AUTHORIZE TO THE BOARD OF DIRECTORS THE NECESSARY Management For For
POWERS TO INCREASE THE CAPITAL, 1 OR MORE OCCASIONS,
IN FRANCE OR ABROAD, BY ISSUANCE, WITHOUT PRE
EMPTIVE SUBSCRIPTION RIGHTS, OF ORDINARY SHARES
AND, OR ANY SECURITIES EVEN DEBT SECURITIES GIVING
ACCESS TO SHARES OF THE COMPANY OR SUBSIDIARIES
OR, SHARES OF THE COMPANY TO WHICH SHALL GIVE
RIGHT SECURITIES TO BE ISSUED BY SUBSIDIARIES
THE MAXIMUM NOMINAL AMOUNT OF SHARES WHICH MAY
BE ISSUED SHALL NOT EXCEED EUR 500,000,000.00
THE PAR VALUE OF THE DEBT SECURITIES ISSUED IN
ACCORDANCE WITH RESOLUTIONS 12, SHALL COUNT AGAINST
THIS AMOUNT THE MAXIMUM NOMINAL AMOUNT OF DEBT
SECURITIES WHICH MAY BE ISSUED SHALL NOT EXCEED
EUR 5,000,000,000.00, AUTHORITY EXPIRES AT THE
END OF 26 MONTH PERIOD IT SUPERSEDES THE AUTHORIZATIONS
GRANTED BY THE COMBINED SHAREHOLDERS MEETING
OF 05 MAY 2006, IN ITS RESOLUTION 8
E.14 AUTHORIZE THE BOARD OF DIRECTORS THE NECESSARY Management For For
POWERS TO INCREASE THE CAPITAL, ON 1 OR MORE
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 168 of 265
OCCASIONS, IN FRANCE OR ABROAD, BY ISSUANCE,
WITH PREFERRED SUBSCRIPTION RIGHTS MAINTAINED,
OF HYBRID DEBT SECURITIES THE MAXIMUM NOMINAL
AMOUNT OF THE ISSUES, IF THE PRESENT DELEGATION
IS UTILIZED BY THE BOARD OF DIRECTORS, SHALL
NOT EXCEED EUR 5,000,000,000.00 THE PAR VALUE
OF THE DEBT SECURITIES ISSUED IN ACCORDANCE WITH
RESOLUTIONS 12 AND 13, SHALL COUNT AGAINST THIS
AMOUNT AUTHORITY EXPIRES AT THE END OF 26 MONTH
PERIOD; IT SUPERSEDES THE AUTHORIZATION GRANTED
BY THE COMBINED SHAREHOLDERS MEETING OF 05 MAY
2006 IN ITS RESOLUTION 11
E.15 AUTHORIZE THE BOARD OF DIRECTORS, TO PROCEED Management For For
WITH A SHARE CAPITAL INCREASE, ON 1OR MORE OCCASIONS,
BY WAY OF ISSUING SHARES TO BE PAID IN CASH,
IN FAVOR OF EMPLOYEES OF THE COMPANY AND SOME
RELATED COMPANIES, WHO ARE MEMBERS OF A GROUP
SAVINGS PLAN AND, OR OF A VOLUNTARY SAVINGS PLAN
FOR THE RETIREMENT THE EMPLOYEES AUTHORITY EXPIRES
AT THE END OF 26 MONTH PERIOD; AND FOR A NOMINAL
AMOUNT THAT SHALL NOT EXCEED 2% OF THE SHARE
CAPITAL THE SHAREHOLDERS MEETING DECIDES TO
CANCEL THE SHAREHOLDERS PREFERENTIAL SUBSCRIPTION
RIGHTS IN FAVOR OF THE BENEFICIARIES ABOVE MENTIONED,
TO CANCELS THE AUTHORIZATION GRANTED BY THE COMBINED
SHAREHOLDERS MEETING OF 05 MAY 2006, IN ITS
RESOLUTION 12
E.16 AUTHORIZE THE BOARD OF DIRECTORS, TO PROCEED Management For For
WITH A SHARE CAPITAL INCREASE, ON1 OR MORE OCCASIONS,
UP TO A MAXIMUM NOMINAL AMOUNT OF EUR 30,000,000.00,
BY ISSUANCE, WITHOUT PRE EMPTIVE SUBSCRIPTION
RIGHTS, OF 15,000,000 NEW SHARES OF A PAR VALUE
OF EUR 2.00 EACH TO CANCEL THE SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOR OF
ANY ENTITIES WHICH ONLY SUBSCRIBE, HOLD AND SELL
SUEZ SHARES OR OTHER FINANCIAL INSTRUMENTS THE
PRESENT AUTHORITY EXPIRES AT THE END OF 18 MONTH
PERIOD; TO CANCEL THE AUTHORIZATION GRANTED BY
THE COMBINED SHAREHOLDERS MEETING OF 04 MAY
2007, IN ITS RESOLUTION 12, TO INCREASE THE SHARE
CAPITAL IN FAVOR OF SPRING MULTIPLE 2006 SCA
AND, OR ANY COMPANY WHICH MAY HOLDS OR SELLS
SUEZ SHARES; DELEGATES ALL POWERS TO THE BOARD
OF DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES
E.17 AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE Management For For
SHARE CAPITAL, ON 1 OR MORE OCCASIONS, BY CANCELING
ALL OR PART OF THE SHARES HELD BY THE COMPANY
IN CONNECTION WITH A STOCK REPURCHASE PLAN, UP
TO A MAXIMUM OF 10 % OF THE SHARE CAPITAL OVER
A 24 MONTH PERIOD AUTHORITY EXPIRES AT THE END
OF 18 MONTH PERIOD, IT SUPERSEDES THE AUTHORIZATION
GRANTED BY THE COMBINED SHAREHOLDERS MEETING
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 169 of 265
OF MAY 04 2007, IN ITS RESOLUTION 15; DELEGATES
ALL POWERS TO THE BOARD OF DIRECTORS TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES
E.18 GRANTS FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
THE TRAVELERS COMPANIES, INC. TRV ANNUAL MEETING DATE: 05/06/2008
ISSUER: 89417E109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: ALAN L. BELLER Management For For
1B ELECTION OF DIRECTOR: JOHN H. DASBURG Management For For
1C ELECTION OF DIRECTOR: JANET M. DOLAN Management For For
1D ELECTION OF DIRECTOR: KENNETH M. DUBERSTEIN Management For For
1E ELECTION OF DIRECTOR: JAY S. FISHMAN Management For For
1F ELECTION OF DIRECTOR: LAWRENCE G. GRAEV Management For For
1G ELECTION OF DIRECTOR: PATRICIA L. HIGGINS Management For For
1H ELECTION OF DIRECTOR: THOMAS R. HODGSON Management For For
1I ELECTION OF DIRECTOR: CLEVE L. KILLINGSWORTH, Management For For
JR.
1J ELECTION OF DIRECTOR: ROBERT I. LIPP Management For For
1K ELECTION OF DIRECTOR: BLYTHE J. MCGARVIE Management For For
1L ELECTION OF DIRECTOR: GLEN D. NELSON, MD Management For For
1M ELECTION OF DIRECTOR: LAURIE J. THOMSEN Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Management For For
AS TRAVELERS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 170 of 265
AQUILA, INC. ILA ANNUAL MEETING DATE: 05/07/2008
ISSUER: 03840P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
HERMAN CAIN Management For For
PATRICK J. LYNCH Management For For
NICHOLAS SINGER Management For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
AUDITORS FOR 2008.
CVS/CAREMARK CORPORATION CVS ANNUAL MEETING DATE: 05/07/2008
ISSUER: 126650100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: EDWIN M. BANKS Management For For
1B ELECTION OF DIRECTOR: C. DAVID BROWN II Management For For
1C ELECTION OF DIRECTOR: DAVID W. DORMAN Management For For
1D ELECTION OF DIRECTOR: KRISTEN GIBNEY WILLIAMS Management For For
1E ELECTION OF DIRECTOR: MARIAN L. HEARD Management For For
1F ELECTION OF DIRECTOR: WILLIAM H. JOYCE Management For For
1G ELECTION OF DIRECTOR: JEAN-PIERRE MILLON Management For For
1H ELECTION OF DIRECTOR: TERRENCE MURRAY Management For For
1I ELECTION OF DIRECTOR: C.A. LANCE PICCOLO Management For For
1J ELECTION OF DIRECTOR: SHELI Z. ROSENBERG Management For For
1K ELECTION OF DIRECTOR: THOMAS M. RYAN Management For For
1L ELECTION OF DIRECTOR: RICHARD J. SWIFT Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.
03 STOCKHOLDER PROPOSAL REGARDING SPECIAL SHAREHOLDER Shareholder Against For
MEETINGS.
04 STOCKHOLDER PROPOSAL REGARDING TAX GROSS-UP PAYMENTS. Shareholder Against For
05 STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS Shareholder Against For
AND EXPENDITURES.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 171 of 265
HESS CORPORATION HES ANNUAL MEETING DATE: 05/07/2008
ISSUER: 42809H107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
E.E. HOLIDAY Management For For
J.H. MULLIN Management For For
J.J. O'CONNOR Management For For
F.B. WALKER Management For For
R.N. WILSON Management For For
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR ENDING
DECEMBER 31, 2008.
03 PROPOSAL TO DECLASSIFY THE BOARD OF DIRECTORS. Management For For
04 APPROVAL OF THE 2008 LONG-TERM INCENTIVE PLAN. Management For For
LUFKIN INDUSTRIES, INC. LUFK ANNUAL MEETING DATE: 05/07/2008
ISSUER: 549764108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
H.J. TROUT, JR. Management For For
J.T. JONGEBLOED Management For For
S.V. BAER Management For For
PEPSICO, INC. PEP ANNUAL MEETING DATE: 05/07/2008
ISSUER: 713448108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 172 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: I.M. COOK Management For For
1B ELECTION OF DIRECTOR: D. DUBLON Management For For
1C ELECTION OF DIRECTOR: V.J. DZAU Management For For
1D ELECTION OF DIRECTOR: R.L. HUNT Management For For
1E ELECTION OF DIRECTOR: A. IBARGUEN Management For For
1F ELECTION OF DIRECTOR: A.C. MARTINEZ Management For For
1G ELECTION OF DIRECTOR: I.K. NOOYI Management For For
1H ELECTION OF DIRECTOR: S.P. ROCKEFELLER Management For For
1I ELECTION OF DIRECTOR: J.J. SCHIRO Management For For
1J ELECTION OF DIRECTOR: L.G. TROTTER Management For For
1K ELECTION OF DIRECTOR: D. VASELLA Management For For
1L ELECTION OF DIRECTOR: M.D. WHITE Management For For
02 APPROVAL OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS Management For For
03 SHAREHOLDER PROPOSAL - BEVERAGE CONTAINER RECYCLING Shareholder Against For
REPORT (PROXY STATEMENT P. 43)
04 SHAREHOLDER PROPOSAL - GENETICALLY ENGINEERED Shareholder Against For
PRODUCTS REPORT (PROXY STATEMENT P. 45)
05 SHAREHOLDER PROPOSAL - RIGHT TO WATER POLICY Shareholder Against For
(PROXY STATEMENT P. 46)
06 SHAREHOLDER PROPOSAL - GLOBAL WARMING REPORT Shareholder Against For
(PROXY STATEMENT P. 48)
07 SHAREHOLDER PROPOSAL - ADVISORY VOTE ON COMPENSATION Shareholder Against For
(PROXY STATEMENT P. 49)
ROLLS-ROYCE GROUP PLC, LONDON RRYGF.PK AGM MEETING DATE: 05/07/2008
ISSUER: G7630U109 ISIN: GB0032836487
SEDOL: B01DQ43, 7618514, 3283648
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. RECEIVE THE REPORT OF THE DIRECTORS AND THE AUDITED Management For For
FINANCIAL STATEMENTS FOR THE YE 31 DEC 2007
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2. APPROVE THE DIRECTORS REMUNERATION REPORT FOR Management For For
THE YE 31 DEC 2007
3. ELECT MISS HELEN ALEXANDER CBE AS A DIRECTOR Management For For
4. ELECT DR. JOHN MCADAM AS A DIRECTOR Management For For
5. ELECT MR. MIKE TERRETT AS A DIRECTOR Management For For
6. RE-ELECT MR. PETER BYROM AS A DIRECTOR Management For For
7. RE-ELECT SIR JOHN ROSE AS A DIRECTOR Management For For
8. RE-ELECT MR. ANDREW SHILSTON AS A DIRECTOR Management For For
9. RE-ELECT MR. COLIN SMITH AS A DIRECTOR Management For For
10. RE-ELECT MR. IAN STRACHAN AS A DIRECTOR Management For For
11. RE-APPOINT AND APPROVE THE REMUNERATION OF THE Management For For
AUDITORS
12. APPROVE TO ALLOT AND ISSUE OF B SHARES Management For For
13. APPROVE THE POLITICAL DONATIONS AND EXPENDITURE Management For For
14. APPROVE THE REMUNERATION OF NON-EXECUTIVE DIRECTORS Management For For
S.15 APPROVE THE ALLOTMENT OF SHARES-SECTION 80 AMOUNT Management For For
S.16 APPROVE THE DISAPPLICATION OF PRE-EMPTION RIGHTS-SECTION Management For For
89 AMOUNT
S.17 GRANT AUTHORITY TO PURCHASE OWN SHARES Management For For
S.18 APPROVE TO ALLOT AND ISSUE OF C SHARES Management For For
S.19 ADOPT NEW ARTICLES OF ASSOCIATION Management For For
THOMAS & BETTS CORPORATION TNB ANNUAL MEETING DATE: 05/07/2008
ISSUER: 884315102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JEANANNE K. HAUSWALD Management For For
DEAN JERNIGAN Management For For
RONALD B. KALICH Management For For
KENNETH R. MASTERSON Management For For
DOMINIC J. PILEGGI Management For For
JEAN PAUL RICHARD Management For For
KEVIN L. ROBERG Management For For
DAVID D. STEVENS Management For For
WILLIAM H. WALTRIP Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
03 APPROVAL OF THE MANAGEMENT INCENTIVE PLAN Management For For
04 APPROVAL OF THE THOMAS AND BETTS 2008 STOCK INCENTIVE Management Against Against
PLAN
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UNITRIN, INC. UTR ANNUAL MEETING DATE: 05/07/2008
ISSUER: 913275103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES E. ANNABLE Management For For
ERIC J. DRAUT Management For For
DONALD V. FITES Management For For
DOUGLAS G. GEOGA Management For For
REUBEN L. HEDLUND Management For For
JERROLD V. JEROME Management For For
W.E. JOHNSTON, JR. Management For For
WAYNE KAUTH Management For For
FAYEZ S. SAROFIM Management For For
DONALD G. SOUTHWELL Management For For
RICHARD C. VIE Management For For
ANN E. ZIEGLER Management For For
02 RATIFICATION OF SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANT
FOR 2008.
VEOLIA ENVIRONNEMENT, PARIS VE MIX MEETING DATE: 05/07/2008
ISSUER: F9686M107 ISIN: FR0000124141
SEDOL: B03XMB0, B28N2S6, 4104704, B0335V1, 4031879, 7188761
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
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
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YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY,
PLEASE CONTACT YOUR REPRESENTATIVE
O.1 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE IN 2007, AS PRESENTED
O.2 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE CONSOLIDATED
FINANCIAL STATEMENTS FOR THE FY IN THE FORM PRESENTED
TO THE MEETING
O.3 APPROVE THE EXPENSES AND CHARGES THAT WERE NOT Management For For
TAX DEDUCTIBLE OF EUR 2,410,688.00
O.4 APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For For
AND THAT THE INCOME FORTHE FY BE APPROPRIATED
AS SPECIFIED EARNINGS FOR THE FY EUR 491,255,300.00
PRIOR RETAINED EARNINGS: EUR 707,146,230.00 BALANCE
AVAILABLE FOR DISTRIBUTION: EUR 1,198,401,530.00
LEGAL RESERVE: EUR 24,562,765.00 DIVIDENDS: EUR
552,536,943.00 RETAINED EARNINGS: EUR 621,301,822.00
THE SHAREHOLDERS WILL RECEIVE A NET DIVIDEND
OF EUR 1.21 PER SHARE, AND WILL ENTITLE TO THE
40 % DEDUCTION PROVIDED BY THE FRENCH TAX CODE
THIS DIVIDEND WILL BE PAID ON 27 MAY 2008 AS
REQUIRED BY LAW, IT IS REMINDED THAT FOR THE
LAST 3 FY THE DIVIDENDS PAID WERE AS FOLLOWS:
EUR 0.68 FOR FY 2004 EUR 0.85 FOR FY 2005 EUR
1.05 FOR FY 2006 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
O.5 RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.38 AND L.
225.40 OF THE FRENCH COMMERCIAL CODE, APPROVE
THE AGREEMENTS ENTERED INTO OR WHICH REMAINED
IN FORCE DURING THE FY
E.17 APPROVE TO DELETE THE ARTICLE NUMBER 6 OF THE Management For For
BY LAWS
E.19 AMEND THE ARTICLE NUMBER 9 OF THE BY LAWS Management For For
O.6 AUTHORIZE THE BOARD OF DIRECTORS TO TRADE IN Management For For
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 SHARE CAPITAL MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 1,500,000,000.00
THE NUMBER OF SHARES ACQUIRED BY THE COMPANY
WITH A VIEW TO THEIR RETENTION OR THEIR SUBSEQUENT
DELIVERY PAYMENT OR EXCHANGE AS PART OF A MERGER,
DIVESTMENT OR CAPITAL CONTRIBUTION CANNOT EXCEED
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5 % OF ITS CAPITAL THIS DELEGATION OF POWERS
SUPERSEDES ANY AND ALL EARLIER DELEGATIONS TO
THE SAME EFFECT 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.7 AUTHORIZE THE BOARD OF DIRECTORS THE NECESSARY Management For For
POWERS TO INCREASE THE CAPITALON ONE OR MORE
OCCASIONS, IN FRANCE OR ABROAD BY A MAXIMUM NOMINAL
AMOUNT OF 40% OF THE SHARE CAPITAL BY ISSUANCE
WITH PREFERRED SUBSCRIPTION RIGHTS MAINTAINED,
OF SHARES AND OR DEBT SECURITIES THE SHAREHOLDERS
MEETING DELEGATES ALL POWERS TO THE BOARD OF
DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES THIS DELEGATION
OF POWERS SUPERSEDES ANY AND ALL EARLIER DELEGATIONS
TO THE SAME EFFECT AUTHORITY EXPIRES AT THE END
OF 26 MONTH PERIOD
E.8 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE CAPITAL ON ONE OR MORE OCCASIONS IN FRANCE
OR ABROAD BY A MAXIMUM NOMINAL AMOUNT OF 15%
OF THE SHARE CAPITAL WITH ABOLITION OF PREFERRED
SUBSCRIPTION RIGHTS, OF SHARES AND OR DEBT SECURITIES
THIS AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTION NUMBER 7 THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOUR OF HOLDERS OF ISSUED
SECURITIES GIVING ACCESS WITH TO THE CAPITAL
OF THE COMPANY THE SHAREHOLDERS MEETING DELEGATES
ALL POWERS TO THE BOARD OF DIRECTORS TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES THIS DELEGATION OF POWERS SUPERSEDES
ANY AND ALL EARLIER DELEGATIONS TO THE SAME EFFECT
AUTHORITY EXPIRES AT THE END OF 26 MONTH PERIOD
E.9 GRANT AUTHORITY TO THE BOARD OF DIRECTORS TO Management For For
INCREASE THE SHARE CAPITAL UP TO10% OF THE SHARE
CAPITAL BY WAY OF ISSUING SHARES OR SECURITIES
GIVING ACCESS TO THE CAPITAL, IN CONSIDERATION
FOR THE CONTRIBUTIONS IN KIND GRANTED TO THE
COMPANY AND COMPRISED OF CAPITAL SECURITIES OR
SECURITIES GIVING ACCESS TO SHARE CAPITAL THIS
AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTIONS NUMBER 7 AND 8 THE SHAREHOLDERS
MEETING DELEGATES ALL POWERS TO THE BOARD OF
DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES THIS DELEGATION
OF POWERS SUPERSEDES AND ALL EARLIER DELEGATIONS
TO THE SAME EFFECT AUTHORITY EXPIRES AT THE END
26 MONTH PERIOD
E.10 GRANT AUTHORITY TO THE BOARD OF DIRECTORS TO Management For For
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INCREASE THE SHARE CAPITAL IN ONE OR MORE OCCASIONS
AND AT ITS SOLE DISCRETION BY A MAXIMUM NOMINAL
AMOUNT OF EUR 400,000,000.00 BY WAY OF CAPITALIZING
RESERVES, PROFITS, PREMIUMS OR OTHER MEANS, PROVIDED
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 THE SHAREHOLDERS
MEETING DELEGATES ALL POWERS TO THE BOARD OF
DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES THIS AMOUNT
SHALL COUNT AGAINST THE OVERALL VALUE SET FORTH
IN RESOLUTION NUMBER 7 THIS DELEGATION OF POWERS
SUPERSEDES ANY AND ALL EARLIER DELEGATIONS TO
THE SAME EFFECT AUTHORITY EXPIRES AT THE END
OF 26 MONTH PERIOD
E.21 AMEND THE ARTICLE NUMBER 22 OF THE BY LAWS Management For For
E.11 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE NUMBER OF SECURITIES TO BE ISSUED IN THE
EVENT OF A CAPITAL INCREASE WITH OR WITHOUT PREFERENTIAL
SUBSCRIPTION RIGHT OF SHAREHOLDERS 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 THIS
AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTION NUMBER 8 AUTHORITY EXPIRES
AT THE END OF 26 MONTH PERIOD
E.12 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE SHARE CAPITAL ON ONE OR MOREOCCASIONS AT
ITS SOLE DISCRETION IN FAVOUR OF EMPLOYEES AND
CORPORATE OFFICERS OF THE COMPANY WHO ARE MEMBERS
OF A COMPANY SAVINGS PLAN AND FOR A NOMINAL AMOUNT
THAT SHALL NOT EXCEED 2% OF THE SHARE CAPITAL
THIS AMOUNT SHALL COUNT AGAINST THE OVERALL VALUE
SET FORTH IN RESOLUTION NUMBER 7 THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOUR OF MEMBERS OF ONE
OR SEVERAL CORPORATE SAVINGS PLANS THE SHAREHOLDERS
MEETING DELEGATES ALL POWERS TO THE BOARD OF
DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES THIS DELEGATION
OF POWERS SUPERSEDES ANY AND ALL EARLIER DELEGATIONS
TO THE SAME EFFECT AUTHORITY EXPIRES AT THE END
OF 26MONTH PERIOD
E.13 AUTHORIZE THE BOARD OF DIRECTORS TO INCREASE Management For For
THE SHARE CAPITAL ON ONE OR MOREOCCASIONS AT
ITS SOLE DISCRETION IN FAVOUR OF EMPLOYEES AND
CORPORATE OFFICERS OF THE COMPANY WHO ARE MEMBERS
OF A COMPANY SAVINGS PLAN THIS DELEGATION IS
GIVEN FOR AN 18 MONTH PERIOD AND FOR A NOMINAL
AMOUNT THAT SHALL NOT EXCEED 0.2% OF THE SHARE
CAPITAL THIS AMOUNT SHALL COUNT AGAINST THE OVERALL
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VALUE SET FORTH IN RESOLUTION NUMBER 7 THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOUR OF ANY COMPANY
HELD BY A CREDIT INSTITUTION INTERVENING AT THE
REQUEST OF THE COMPANY THE EMPLOYEES AND THE
COMPANY OFFICERS THE SHAREHOLDERS MEETING DELEGATES
ALL POWERS TO THE BOARD OF DIRECTORS TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES THIS DELEGATION OF POWERS SUPERSEDES
ANY AND ALL EARLIER DELEGATIONS TO THE SAME EFFECT
E.14 AUTHORIZE THE BOARD OF DIRECTORS TO GRANT, IN Management For For
ONE OR MORE TRANSACTIONS TO BENEFICIARIES TO
BE CHOSEN BY IT OPTIONS GIVING THE RIGHT EITHER
TO SUBSCRIBE FOR NEW SHARES IN THE COMPANY TO
BE ISSUED THROUGH A SHARE CAPITAL INCREASE OR
TO PURCHASE EXISTING SHARES PURCHASED BY THE
COMPANY IT BEING PROVIDED THAT THE OPTIONS SHALL
NOT GIVE RIGHTS TO A TOTAL NUMBER OF SHARES WHICH
SHALL EXCEED 1% OF THE SHARE CAPITAL THIS AMOUNT
SHALL COUNT AGAINST THE OVERALL VALUE SET FORTH
IN RESOLUTION NUMBER 7 THE SHAREHOLDERS MEETING
DECIDES TO CANCEL THE SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS IN FAVOUR OF BENEFICIARIES
OF STOCK SUBSCRIPTION OPTIONS THE SHAREHOLDERS
MEETING DELEGATES ALL POWERS TO THE BOARD OF
DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES THIS DELEGATION
OF POWERS SUPERSEDES ANY AND ALL EARLIER DELEGATIONS
TO THE SAME EFFECT AUTHORITY EXPIRES AT THE END
OF 26 MONTH PERIOD
E.15 GRANT AUTHORITY TO THE BOARD OF DIRECTORS TO Management For For
REDUCE THE 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 A STOCK REPURCHASE PLAN, UP TO A MAXIMUM
OF 10% OF THE SHARE CAPITAL OVER A 24 MONTH PERIOD
IS DELEGATION OF POWERS SUPERSEDES ANY AND ALL
EARLIER DELEGATIONS TO THE SAME EFFECT 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 26 MONTH PERIOD
E.16 AUTHORIZE THE BOARD OF DIRECTORS TO PROCEED, Management For For
IN ONE OR MORE ISSUES WITH THE ISSUANCE OF COUPONS
ALLOWING TO SUBSCRIBE TO PREFERENTIAL CONDITIONS
TO SHARES OF THE COMPANY CONSEQUENTLY, THE SHAREHOLDERS
MEETING INCREASE THE CAPITAL BY A MAXIMUM NOMINAL
VALUE OF 25% OF THE SHARE CAPITAL THE SHAREHOLDERS
MEETING RESOLVES TO WAIVE THE PREFERENTIAL SUBSCRIPTION
RIGHTS OF THE SHAREHOLDERS TO THE ISSUE OF COUPONS
ALLOWING TO SUBSCRIBE TO PREFERENTIAL CONDITIONS
TO SHARES OF THE COMPANY TO THE PROFIT OF COMPANY
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SHAREHOLDERS THE SHAREHOLDERS MEETING DELEGATES
ALL POWERS TO THE BOARD OF DIRECTORS TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES THIS DELEGATION OF POWERS SUPERSEDES
ANY AND ALL EARLIER DELEGATIONS TO THE SAME EFFECT
E.18 AMEND THE ARTICLE NUMBER 9 OF THE BY LAWS Management For For
E.20 AMEND THE ARTICLE NUMBER 9 OF THE BY LAWS Management For For
O.E22 GRANT THE FULL POWERS TO THE BEARER OF AN ORIGINAL Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
ABB LTD ABB ANNUAL MEETING DATE: 05/08/2008
ISSUER: 000375204 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 APPROVAL OF THE ANNUAL REPORT, THE CONSOLIDATED Management For For
FINANCIAL STATEMENTS AND THE ANNUAL FINANCIAL
STATEMENTS FOR 2007.
03 APPROVAL OF THE DISCHARGE OF THE BOARD OF DIRECTORS Management For For
AND THE PERSONS ENTRUSTED WITH MANAGEMENT.
04 APPROVAL OF APPROPRIATION OF AVAILABLE EARNINGS Management For For
AND RELEASE OF LEGAL RESERVES.
05 APPROVAL OF THE CREATION OF ADDITIONAL CONTINGENT Management For For
SHARE CAPITAL.
06 APPROVAL OF THE CAPITAL REDUCTION THROUGH NOMINAL Management For For
VALUE REPAYMENT.
07 APPROVAL OF THE AMENDMENT TO THE ARTICLES OF Management For For
INCORPORATION RELATED TO THE CAPITAL REDUCTION.
8A APPROVAL OF THE GENERAL AMENDMENTS TO THE ARTICLES Management For For
OF INCORPORATION: AMENDMENT TO ARTICLE 8 PARA.
1 OF THE ARTICLES OF INCORPORATION.
8B APPROVAL OF THE GENERAL AMENDMENTS TO THE ARTICLES Management For For
OF INCORPORATION: AMENDMENT TO ARTICLE 19(I)
OF THE ARTICLES OF INCORPORATION.
8C APPROVAL OF THE GENERAL AMENDMENTS TO THE ARTICLES Management For For
OF INCORPORATION: AMENDMENT TO ARTICLE 20 OF
THE ARTICLES OF INCORPORATION.
8D APPROVAL OF THE GENERAL AMENDMENTS TO THE ARTICLES Management For For
OF INCORPORATION: AMENDMENT TO ARTICLE 22 PARA.
1 OF THE ARTICLES OF INCORPORATION.
8E APPROVAL OF THE GENERAL AMENDMENTS TO THE ARTICLES Management For For
OF INCORPORATION: AMENDMENT TO ARTICLE 28 OF
THE ARTICLES OF INCORPORATION.
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9A APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: HUBERTUS VON GRUNBERG, GERMAN,
RE-ELECT AS A DIRECTOR.
9B APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: ROGER AGNELLI, BRAZILIAN,
RE-ELECT AS A DIRECTOR.
9C APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: LOUIS R. HUGHES, AMERICAN,
RE-ELECT AS A DIRECTOR.
9D APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: HANS ULRICH MARKI, SWISS,
RE-ELECT AS A DIRECTOR.
9E APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: MICHEL DE ROSEN, FRENCH, RE-ELECT
AS A DIRECTOR.
9F APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: MICHAEL TRESCHOW, SWEDISH,
RE-ELECT AS A DIRECTOR.
10 APPROVAL OF THE ELECTION OF THE AUDITORS. Management For For
9G APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: BERND W. VOSS, GERMAN, RE-ELECT
AS A DIRECTOR.
9H APPROVAL OF THE ELECTIONS TO THE BOARD OF DIRECTORS, Management For For
AS SET FORTH IN THE COMPANY S NOTICE OF MEETING
ENCLOSED HEREWITH: JACOB WALLENBERG, SWEDISH,
RE-ELECT AS A DIRECTOR.
11 IN CASE OF AD-HOC MOTIONS DURING THE ANNUAL GENERAL Management For For
MEETING, I AUTHORIZE MY PROXY TO ACT AS FOLLOWS.
ALCOA INC. AA ANNUAL MEETING DATE: 05/08/2008
ISSUER: 013817101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOSEPH T. GORMAN Management For For
KLAUS KLEINFELD Management For For
JAMES W. OWENS Management For For
RATAN N. TATA Management For For
02 PROPOSAL TO RATIFY THE INDEPENDENT AUDITOR Management For For
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03 SHAREHOLDER REQUESTING REPORT ON HOW ALCOA S Shareholder Against For
ACTION TO REDUCE ITS IMPACT ON CLIMATE CHANGE
HAS AFFECTED THE GLOBAL CLIMATE
APACHE CORPORATION APA ANNUAL MEETING DATE: 05/08/2008
ISSUER: 037411105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ELECTION OF DIRECTOR: G. STEVEN FARRIS Management For For
02 ELECTION OF DIRECTOR: RANDOLPH M. FERLIC Management For For
03 ELECTION OF DIRECTOR: A.D. FRAZIER, JR. Management For For
04 ELECTION OF DIRECTOR: JOHN A. KOCUR Management For For
05 STOCKHOLDER PROPOSAL CONCERNING REIMBURSEMENT Shareholder Against For
OF PROXY EXPENSES
AVISTA CORP. AVA ANNUAL MEETING DATE: 05/08/2008
ISSUER: 05379B107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
BRIAN W. DUNHAM Management For For
ROY LEWIS EIGUREN Management For For
02 AMENDMENT OF THE RESTATED ARTICLES OF INCORPORATION Management For For
TO ALLOW FOR MAJORITY VOTING IN UNCONTESTED ELECTIONS
OF DIRECTORS AND TO ELIMINATE CUMULATIVE VOTING
03 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2008
04 CONSIDERATION OF A SHAREHOLDER PROPOSAL REQUESTING Shareholder Against For
THAT THE SHAREHOLDERS URGE THE BOARD TO TAKE
THE NECESSARY STEPS TO REQUIRE THAT AN INDEPENDENT
DIRECTOR SERVE AS CHAIRMAN OF THE BOARD
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CENTURYTEL, INC. CTL ANNUAL MEETING DATE: 05/08/2008
ISSUER: 156700106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
VIRGINIA BOULET Management For For
CALVIN CZESCHIN Management For For
JAMES B. GARDNER Management For For
GREGORY J. MCCRAY Management For For
02 TO RATIFY THE SELECTION OF KPMG LLP AS THE COMPANY Management For For
S INDEPENDENT AUDITOR FOR 2008.
03 TO ACT UPON A SHAREHOLDER PROPOSAL REGARDING Shareholder Against For
EXECUTIVE COMPENSATION.
DUKE ENERGY CORPORATION DUK ANNUAL MEETING DATE: 05/08/2008
ISSUER: 26441C105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
WILLIAM BARNET, III Management For For
G. ALEX BERNHARDT, SR. Management For For
MICHAEL G. BROWNING Management For For
DANIEL R. DIMICCO Management For For
ANN MAYNARD GRAY Management For For
JAMES H. HANCE, JR. Management For For
JAMES T. RHODES Management For For
JAMES E. ROGERS Management For For
MARY L. SCHAPIRO Management For For
PHILIP R. SHARP Management For For
DUDLEY S. TAFT Management For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS DUKE Management For For
ENERGY CORPORATION S INDEPENDENT PUBLIC ACCOUNTANT
FOR 2008
03 APPROVAL OF THE AMENDED AND RESTATED DUKE ENERGY Management For For
CORPORATION EXECUTIVE SHORT-TERM INCENTIVE PLAN
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 183 of 265
PEABODY ENERGY CORPORATION BTU ANNUAL MEETING DATE: 05/08/2008
ISSUER: 704549104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
SANDRA VAN TREASE Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM.
03 APPROVAL OF A PROPOSAL TO DECLASSIFY THE BOARD Management For For
OF DIRECTORS.
04 APPROVAL OF THE 2008 MANAGEMENT ANNUAL INCENTIVE Management For For
COMPENSATION PLAN.
SLM CORPORATION SLM ANNUAL MEETING DATE: 05/08/2008
ISSUER: 78442P106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: ANN TORRE BATES Management For For
1B ELECTION OF DIRECTOR: W.M. DIEFENDERFER III Management For For
1C ELECTION OF DIRECTOR: DIANE SUITT GILLELAND Management For For
1D ELECTION OF DIRECTOR: EARL A. GOODE Management For For
1E ELECTION OF DIRECTOR: RONALD F. HUNT Management For For
1F ELECTION OF DIRECTOR: ALBERT L. LORD Management For For
1G ELECTION OF DIRECTOR: MICHAEL E. MARTIN Management For For
1H ELECTION OF DIRECTOR: BARRY A. MUNITZ Management For For
1I ELECTION OF DIRECTOR: HOWARD H. NEWMAN Management For For
1J ELECTION OF DIRECTOR: A. ALEXANDER PORTER, JR. Management For For
1K ELECTION OF DIRECTOR: FRANK C. PULEO Management For For
1L ELECTION OF DIRECTOR: WOLFGANG SCHOELLKOPF Management For For
1M ELECTION OF DIRECTOR: STEVEN L. SHAPIRO Management For For
1N ELECTION OF DIRECTOR: ANTHONY P. TERRACCIANO Management For For
1O ELECTION OF DIRECTOR: BARRY L. WILLIAMS Management For For
02 AMENDMENT TO THE CERTIFICATE OF INCORPORATION. Management For For
03 RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE CORPORATION S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 184 of 265
SOUTHWEST GAS CORPORATION SWX ANNUAL MEETING DATE: 05/08/2008
ISSUER: 844895102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
GEORGE C. BIEHL Management For For
THOMAS E. CHESTNUT Management For For
STEPHEN C. COMER Management For For
RICHARD M. GARDNER Management For For
JAMES J. KROPID Management For For
MICHAEL O. MAFFIE Management For For
ANNE L. MARIUCCI Management For For
MICHAEL J. MELARKEY Management For For
JEFFREY W. SHAW Management For For
CAROLYN M. SPARKS Management For For
TERRENCE L. WRIGHT Management For For
02 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE COMPANY FOR FISCAL YEAR 2008.
SOVEREIGN BANCORP, INC. SOV ANNUAL MEETING DATE: 05/08/2008
ISSUER: 845905108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOSEPH P. CAMPANELLI Management For For
WILLIAM J. MORAN Management For For
MARIA FIORINI RAMIREZ Management For For
ALBERTO SANCHEZ Management For For
02 TO RATIFY THE APPOINTMENT BY THE AUDIT COMMITTEE Management For For
OF SOVEREIGN S BOARD OF DIRECTORS OF ERNST &
YOUNG LLP AS SOVEREIGN S INDEPENDENT AUDITORS
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008.
03 TO APPROVE THE AMENDMENT TO THE SOVEREIGN BANCORP, Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 185 of 265
INC. 2004 BROAD-BASED STOCK INCENTIVE PLAN.
SPECTRA ENERGY CORP SE ANNUAL MEETING DATE: 05/08/2008
ISSUER: 847560109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
PAUL M. ANDERSON Management For For
AUSTIN A. ADAMS Management For For
F. ANTHONY COMPER Management For For
MICHAEL MCSHANE Management For For
02 APPROVAL OF THE SPECTRA ENERGY CORP 2007 LONG-TERM Management For For
INCENTIVE PLAN
03 APPROVAL OF THE SPECTRA ENERGY CORP EXECUTIVE Management For For
SHORT-TERM INCENTIVE PLAN
04 RATIFICATION OF DELOITTE & TOUCHE LLP AS SPECTRA Management For For
ENERGY S INDEPENDENT PUBLIC ACCOUNTANT FOR 2008
TELUS CORPORATION TULCF SPECIAL MEETING DATE: 05/08/2008
ISSUER: 87971M202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVE AMENDMENT TO, AND RECONFIRM AND APPROVE Management Against Against
THE COMPANY S SHAREHOLDER RIGHTS PLAN, AS AMENDED
AND RESTATED.
DOMINION RESOURCES, INC. D ANNUAL MEETING DATE: 05/09/2008
ISSUER: 25746U109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 186 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: PETER W. BROWN Management For For
1B ELECTION OF DIRECTOR: GEORGE A. DAVIDSON, JR. Management For For
1C ELECTION OF DIRECTOR: THOMAS F. FARRELL, II Management For For
1D ELECTION OF DIRECTOR: JOHN W. HARRIS Management For For
1E ELECTION OF DIRECTOR: ROBERT S. JEPSON, JR. Management For For
1F ELECTION OF DIRECTOR: MARK J. KINGTON Management For For
1G ELECTION OF DIRECTOR: BENJAMIN J. LAMBERT, III Management For For
1H ELECTION OF DIRECTOR: MARGARET A. MCKENNA Management For For
1I ELECTION OF DIRECTOR: FRANK S. ROYAL Management For For
1J ELECTION OF DIRECTOR: DAVID A. WOLLARD Management For For
02 RATIFY THE APPOINTMENT OF INDEPENDENT AUDITORS Management For For
FOR 2008.
ST. JUDE MEDICAL, INC. STJ ANNUAL MEETING DATE: 05/09/2008
ISSUER: 790849103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD R. DEVENUTI Management For For
STUART M. ESSIG Management For For
THOMAS H. GARRETT III Management For For
WENDY L. YARNO Management For For
02 TO APPROVE THE PROPOSED AMENDMENTS TO THE ST. Management Against Against
JUDE MEDICAL, INC. 2007 STOCK INCENTIVE PLAN.
03 TO APPROVE THE PROPOSED AMENDMENTS TO THE ST. Management For For
JUDE MEDICAL, INC. ARTICLES OF INCORPORATION.
04 TO RATIFTY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
WASTE MANAGEMENT, INC. WMI ANNUAL MEETING DATE: 05/09/2008
ISSUER: 94106L109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 187 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A PROPOSAL TO ELECT: PASTORA SAN JUAN CAFFERTY Management For For
1B PROPOSAL TO ELECT: FRANK M. CLARK, JR. Management For For
1C PROPOSAL TO ELECT: PATRICK W. GROSS Management For For
1D PROPOSAL TO ELECT: THOMAS I. MORGAN Management For For
1E PROPOSAL TO ELECT: JOHN C. POPE Management For For
1F PROPOSAL TO ELECT: W. ROBERT REUM Management For For
1G PROPOSAL TO ELECT: STEVEN G. ROTHMEIER Management For For
1H PROPOSAL TO ELECT: DAVID P. STEINER Management For For
1I PROPOSAL TO ELECT: THOMAS H. WEIDEMEYER Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 PROPOSAL RELATING TO DISCLOSURE OF POLITICAL Shareholder Against For
CONTRIBUTIONS, IF PROPERLY PRESENTED AT THE MEETING.
INTERNATIONAL PAPER COMPANY IP ANNUAL MEETING DATE: 05/12/2008
ISSUER: 460146103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
SAMIR G. GIBARA* Management For For
JOHN F. TURNER* Management For For
ALBERTO WEISSER* Management For For
J. STEVEN WHISLER** Management For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP AS THE Management For For
COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
03 COMPANY PROPOSAL CONCERNING MAJORITY VOTING IN Management For For
NON-CONTESTED DIRECTOR ELECTIONS.
04 COMPANY PROPOSAL CONCERNING ANNUAL ELECTION OF Management For For
DIRECTORS.
05 COMPANY PROPOSAL TO REMOVE SUPERMAJORITY VOTING Management For For
PROVISIONS (ARTICLE VII).
06 COMPANY PROPOSAL TO REMOVE SUPERMAJORITY VOTING Management For For
PROVISIONS (ARTICLE VIII).
07 SHAREOWNER PROPOSAL CONCERNING MAJORITY VOTING. Shareholder Against For
08 SHAREOWNER PROPOSAL CONCERNING SUSTAINABLE FORESTRY. Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 188 of 265
PATRIOT COAL CORP PCX ANNUAL MEETING DATE: 05/12/2008
ISSUER: 70336T104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
J. JOE ADORJAN Management For For
MICHAEL M. SCHARF Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM.
ALLETE, INC. ALE ANNUAL MEETING DATE: 05/13/2008
ISSUER: 018522300 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
BREKKEN Management For For
EDDINS Management For For
EMERY Management For For
HOOLIHAN Management For For
LUDLOW Management For For
MAYER Management For For
NEVE Management For For
RAJALA Management For For
SHIPPAR Management For For
STENDER Management For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS ALLETE S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
ITT CORPORATION ITT ANNUAL MEETING DATE: 05/13/2008
ISSUER: 450911102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 189 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
STEVEN R. LORANGER Management For For
CURTIS J. CRAWFORD Management For For
CHRISTINA A. GOLD Management For For
RALPH F. HAKE Management For For
JOHN J. HAMRE Management For For
FRANK T. MACINNIS Management For For
SURYA N. MOHAPATRA Management For For
LINDA S. SANFORD Management For For
MARKOS I. TAMBAKERAS Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS ITT S INDEPENDENT AUDITOR FOR 2008
03 APPROVAL OF AMENDMENTS TO THE RESTATED ARTICLES Management For For
OF INCORPORATION OF ITT CORPORATION: TO AUTHORIZE
ADDITIONAL SHARES; TO AUTHORIZE THE COMPANY S
BY-LAWS TO PROVIDE FOR MAJORITY VOTING FOR DIRECTORS
IN UNCONTESTED ELECTIONS
04 APPROVAL OF THE AMENDMENT AND RESTATEMENT OF Management For For
THE ITT CORPORATION 2003 EQUITY INCENTIVE PLAN
05 RE-APPROVAL OF MATERIAL TERMS OF THE ITT CORPORATION Management For For
2003 EQUITY INCENTIVE PLAN
06 APPROVAL OF THE MATERIAL TERMS OF THE ITT CORPORATION Management For For
ANNUAL INCENTIVE PLAN FOR EXECUTIVE OFFICERS
07 APPROVAL OF THE MATERIAL TERMS OF THE ITT CORPORATION Management For For
1997 LONG-TERM INCENTIVE PLAN
08 TO VOTE ON A SHAREHOLDER PROPOSAL REQUESTING Shareholder Against For
THAT THE COMPANY PROVIDE A COMPREHENSIVE REPORT,
AT A REASONABLE COST AND OMITTING PROPRIETARY
AND CLASSIFIED INFORMATION OF THE COMPANY S FOREIGN
SALES OF MILITARY AND WEAPONS-RELATED PRODUCTS
AND SERVICES
KRAFT FOODS INC. KFT ANNUAL MEETING DATE: 05/13/2008
ISSUER: 50075N104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
AJAY BANGA Management For For
JAN BENNINK Management For For
MYRA M. HART Management For For
LOIS D. JULIBER Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 190 of 265
MARK D. KETCHUM Management For For
RICHARD A. LERNER, M.D. Management For For
JOHN C. POPE Management For For
FREDRIC G. REYNOLDS Management For For
IRENE B. ROSENFELD Management For For
MARY L. SCHAPIRO Management For For
DEBORAH C. WRIGHT Management For For
FRANK G. ZARB Management For For
02 RATIFICATION OF THE SELECTION OF INDEPENDENT Management For For
AUDITORS
MAINE & MARITIMES CORPORATION MAM ANNUAL MEETING DATE: 05/13/2008
ISSUER: 560377103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
BRENT M. BOYLES Management For For
D. JAMES DAIGLE Management For For
DEBORAH L. GALLANT Management For For
LANCE A. SMITH Management For For
02 APPROVAL OF THE COMPANY S 2008 STOCK PLAN. Management For For
03 RATIFICATION OF THE SELECTION OF VITALE, CATURANO Management For For
& COMPANY AS THE COMPANY S INDEPENDENT AUDITORS
FOR 2008.
MASSEY ENERGY COMPANY MEE ANNUAL MEETING DATE: 05/13/2008
ISSUER: 576206106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DON L. BLANKENSHIP Management For For
ROBERT H. FOGLESONG Management For For
BOBBY R. INMAN Management For For
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER
31, 2008.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 191 of 265
03 STOCKHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTION Shareholder Against For
REPORTS.
04 STOCKHOLDER PROPOSAL ON A CLIMATE CHANGE REPORT. Shareholder Against For
NISOURCE INC. NI ANNUAL MEETING DATE: 05/13/2008
ISSUER: 65473P105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: RICHARD A. ABDOO Management For For
1B ELECTION OF DIRECTOR: STEVEN C. BEERING Management For For
1C ELECTION OF DIRECTOR: DEBORAH S. COLEMAN Management For For
ID ELECTION OF DIRECTOR: DENNIS E. FOSTER Management For For
IE ELECTION OF DIRECTOR: MICHAEL E. JESANIS Management For For
IF ELECTION OF DIRECTOR: MARTY K. KITTRELL Management For For
1G ELECTION OF DIRECTOR: W. LEE NUTTER Management For For
1H ELECTION OF DIRECTOR: IAN M. ROLLAND Management For For
1I ELECTION OF DIRECTOR: ROBERT C. SKAGGS, JR. Management For For
1J ELECTION OF DIRECTOR: RICHARD L. THOMPSON Management For For
1K ELECTION OF DIRECTOR: CAROLYN Y. WOO Management For For
II RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTANTS.
III TO AMEND THE CERTIFICATE OF INCORPORATION OF Management For For
NISOURCE INC. TO ELIMINATE ALL SUPERMAJORITY
VOTING REQUIREMENTS.
SOUTHERN UNION COMPANY SUG ANNUAL MEETING DATE: 05/13/2008
ISSUER: 844030106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
GEORGE L. LINDEMANN Management For For
MICHAL BARZUZA Management For For
DAVID BRODSKY Management For For
FRANK W. DENIUS Management For For
KURT A. GITTER, M.D. Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 192 of 265
HERBERT H. JACOBI Management For For
ADAM M. LINDEMANN Management For For
THOMAS N. MCCARTER, III Management For For
GEORGE ROUNTREE, III Management For For
ALLAN D. SCHERER Management For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS SOUTHERN UNION S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2008.
SPRINT NEXTEL CORPORATION S ANNUAL MEETING DATE: 05/13/2008
ISSUER: 852061100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: ROBERT R. BENNETT Management For For
1B ELECTION OF DIRECTOR: GORDON M. BETHUNE Management For For
1C ELECTION OF DIRECTOR: LARRY C. GLASSCOCK Management For For
1D ELECTION OF DIRECTOR: JAMES H. HANCE, JR. Management For For
1E ELECTION OF DIRECTOR: DANIEL R. HESSE Management For For
1F ELECTION OF DIRECTOR: V. JANET HILL Management For For
1G ELECTION OF DIRECTOR: IRVINE O. HOCKADAY, JR. Management For For
1H ELECTION OF DIRECTOR: RODNEY O NEAL Management For For
1I ELECTION OF DIRECTOR: RALPH V. WHITWORTH Management For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF SPRINT NEXTEL FOR 2008.
03 TO VOTE ON A SHAREHOLDER PROPOSAL CONCERNING Shareholder Against For
SPECIAL SHAREHOLDER MEETINGS.
AMERICAN INTERNATIONAL GROUP, INC. AIG ANNUAL MEETING DATE: 05/14/2008
ISSUER: 026874107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 193 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Management For For
1B ELECTION OF DIRECTOR: MARTIN S. FELDSTEIN Management For For
1C ELECTION OF DIRECTOR: ELLEN V. FUTTER Management For For
1D ELECTION OF DIRECTOR: RICHARD C. HOLBROOKE Management For For
1E ELECTION OF DIRECTOR: FRED H. LANGHAMMER Management For For
1F ELECTION OF DIRECTOR: GEORGE L. MILES, JR. Management For For
1G ELECTION OF DIRECTOR: MORRIS W. OFFIT Management For For
1H ELECTION OF DIRECTOR: JAMES F. ORR III Management For For
1I ELECTION OF DIRECTOR: VIRGINIA M. ROMETTY Management For For
1J ELECTION OF DIRECTOR: MARTIN J. SULLIVAN Management For For
1K ELECTION OF DIRECTOR: MICHAEL H. SUTTON Management For For
1L ELECTION OF DIRECTOR: EDMUND S.W. TSE Management For For
1M ELECTION OF DIRECTOR: ROBERT B. WILLUMSTAD Management For For
02 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS AIG S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
03 SHAREHOLDER PROPOSAL RELATING TO THE HUMAN RIGHT Shareholder Against For
TO WATER.
04 SHAREHOLDER PROPOSAL RELATING TO THE REPORTING Shareholder Against For
OF POLITICAL CONTRIBUTIONS.
BG GROUP PLC BRGYY ANNUAL MEETING DATE: 05/14/2008
ISSUER: 055434203 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ANNUAL REPORT AND ACCOUNTS Management For For
02 REMUNERATION REPORT Management For For
03 DECLARATION OF DIVIDEND Management For For
04 ELECTION OF DR. JOHN HOOD Management For For
05 RE-ELECTION OF BARONESS HOGG Management For For
06 RE-ELECTION OF SIR JOHN COLES Management For For
07 RE-APPOINTMENT OF AUDITORS Management For For
08 REMUNERATION OF AUDITORS Management For For
09 POLITICAL DONATIONS Management For For
10 AUTHORITY TO ALLOT SHARES Management For For
11 ADOPT THE LONG TERM INCENTIVE PLAN Management For For
12 ADOPT THE SHARESAVE PLAN Management For For
13 ADOPT THE SHARE INCENTIVE PLAN Management For For
14 SPECIAL RESOLUTION - DISAPPLICATION OF PRE-EMPTION Management For For
RIGHTS
15 SPECIAL RESOLUTION - AUTHORITY TO MAKE MARKET Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 194 of 265
PURCHASES OF OWN ORDINARY SHARES
16 SPECIAL RESOLUTION - ADOPTION OF NEW ARTICLES Management For For
OF ASSOCIATION
CAMERON INTERNATIONAL CORPORATION CAM ANNUAL MEETING DATE: 05/14/2008
ISSUER: 13342B105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
PETER J. FLUOR Management For For
JACK B. MOORE Management For For
DAVID ROSS III Management For For
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS CAMERON S INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR 2008.
CONOCOPHILLIPS COP ANNUAL MEETING DATE: 05/14/2008
ISSUER: 20825C104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: HAROLD W. MCGRAW III Management For For
1B ELECTION OF DIRECTOR: JAMES J. MULVA Management For For
1C ELECTION OF DIRECTOR: BOBBY S. SHACKOULS Management For For
02 TO AMEND AMENDED AND RESTATED BY-LAWS AND RESTATED Management For For
CERTIFICATE OF INCORPORATION TO PROVIDE FOR THE
ANNUAL ELECTION OF DIRECTORS
03 TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
CONOCOPHILLIPS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008
04 QUALIFICATIONS FOR DIRECTOR NOMINEES Shareholder Against For
05 REPORT ON RECOGNITION OF INDIGENOUS RIGHTS Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 195 of 265
06 ADVISORY VOTE ON EXECUTIVE COMPENSATION Shareholder Against For
07 POLITICAL CONTRIBUTIONS Shareholder Against For
08 GREENHOUSE GAS REDUCTION Shareholder Against For
09 COMMUNITY ACCOUNTABILITY Shareholder Against For
10 DRILLING IN SENSITIVE/PROTECTED AREAS Shareholder Against For
11 ENVIRONMENTAL IMPACT Shareholder Against For
12 GLOBAL WARMING Shareholder Against For
CONSOLIDATED WATER COMPANY LIMITED CWCO ANNUAL MEETING DATE: 05/14/2008
ISSUER: G23773107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
CARSON K. EBANKS Management For For
RICHARD L. FINLAY Management For For
CLARENCE B. FLOWERS JR. Management For For
FREDERICK W. MCTAGGART Management For For
JEFFREY M. PARKER Management For For
02 TO APPROVE THE COMPANY S 2008 EQUITY INCENTIVE Management Against Against
PLAN.
03 TO APPROVE THE INCREASE IN THE SHARE CAPITAL Management For For
OF THE COMPANY TO CI $ 12,500,000 DIVIDEND INTO
24,800,000 ORDINARY SHARES AND 200,000 REDEEMABLE
PREFERENCE SHARES.
04 TO RATIFY THE SELCTION OF RACHLIN LLP AS THE Management For For
INDEPENDENT ACCOUNTANTS FOR FISCAL YEAR ENDING
DECEMBER 31, 2008.
EASTMAN KODAK COMPANY EK ANNUAL MEETING DATE: 05/14/2008
ISSUER: 277461109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 196 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD S. BRADDOCK Management For For
TIMOTHY M. DONAHUE Management For For
MICHAEL J. HAWLEY Management For For
WILLIAM H. HERNANDEZ Management For For
DOUGLAS R. LEBDA Management For For
DEBRA L. LEE Management For For
DELANO E. LEWIS Management For For
WILLIAM G. PARRETT Management For For
ANTONIO M. PEREZ Management For For
HECTOR DE J. RUIZ Management For For
DENNIS F. STRIGL Management For For
LAURA D'ANDREA TYSON Management For For
02 RATIFICATION OF THE AUDIT COMMITTEE S SELECTION Management For For
OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM
03 SHAREHOLDER PROPOSAL ON MAJORITY VOTING REQUIREMENTS Shareholder Against For
FOR DIRECTOR NOMINEES
EL PASO CORPORATION EP ANNUAL MEETING DATE: 05/14/2008
ISSUER: 28336L109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JUAN CARLOS BRANIFF Management For For
1B ELECTION OF DIRECTOR: JAMES L. DUNLAP Management For For
1C ELECTION OF DIRECTOR: DOUGLAS L. FOSHEE Management For For
1D ELECTION OF DIRECTOR: ROBERT W. GOLDMAN Management For For
1E ELECTION OF DIRECTOR: ANTHONY W. HALL, JR. Management For For
1F ELECTION OF DIRECTOR: THOMAS R. HIX Management For For
1G ELECTION OF DIRECTOR: WILLIAM H. JOYCE Management For For
1H ELECTION OF DIRECTOR: RONALD L KUEHN, JR. Management For For
1I ELECTION OF DIRECTOR: FERRELL P. MCCLEAN Management For For
1J ELECTION OF DIRECTOR: STEVEN J. SHAPIRO Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 197 of 265
1K ELECTION OF DIRECTOR: J. MICHAEL TALBERT Management For For
1L ELECTION OF DIRECTOR: ROBERT F. VAGT Management For For
1M ELECTION OF DIRECTOR: JOHN L. WHITMIRE Management For For
1N ELECTION OF DIRECTOR: JOE B. WYATT Management For For
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
INVESCO LTD IVZ ANNUAL MEETING DATE: 05/14/2008
ISSUER: G491BT108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: REX D. ADAMS Management For For
1B ELECTION OF DIRECTOR: SIR JOHN BANHAM Management For For
1C ELECTION OF DIRECTOR: DENIS KESSLER Management For For
02 APPROVAL AND RATIFICATION OF ERNST AND YOUNG Management For For
LLP AS AUDITORS
03 APPROVAL OF 2008 GLOBAL EQUITY INCENTIVE PLAN Management Against Against
04 APPROVAL OF EXECUTIVE INCENTIVE BONUS PLAN Management For For
MURPHY OIL CORPORATION MUR ANNUAL MEETING DATE: 05/14/2008
ISSUER: 626717102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
F.W. BLUE Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 198 of 265
C.P. DEMING Management For For
R.A. HERMES Management For For
J.V. KELLEY Management For For
R.M. MURPHY Management For For
W.C. NOLAN, JR. Management For For
I.B. RAMBERG Management For For
N.E. SCHMALE Management For For
D.J.H. SMITH Management For For
C.G. THEUS Management For For
02 PROPOSED 2008 STOCK PLAN FOR NON-EMPLOYEE DIRECTORS. Management For For
03 SHAREHOLDER PROPOSAL CONCERNING THE COMPANY S Shareholder Against For
NON-DISCRIMINATION IN EMPLOYMENT POLICY.
04 APPROVE THE APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM.
PROGRESS ENERGY, INC. PGN ANNUAL MEETING DATE: 05/14/2008
ISSUER: 743263105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: J. BOSTIC Management For For
1B ELECTION OF DIRECTOR: D. BURNER Management For For
1C ELECTION OF DIRECTOR: H. DELOACH Management For For
1D ELECTION OF DIRECTOR: W. JOHNSON Management For For
1E ELECTION OF DIRECTOR: R. JONES Management For For
1F ELECTION OF DIRECTOR: W. JONES Management For For
1G ELECTION OF DIRECTOR: E. MCKEE Management For For
1H ELECTION OF DIRECTOR: J. MULLIN Management For For
1I ELECTION OF DIRECTOR: C. PRYOR Management For For
1J ELECTION OF DIRECTOR: C. SALADRIGAS Management For For
1K ELECTION OF DIRECTOR: T. STONE Management For For
1L ELECTION OF DIRECTOR: A. TOLLISON Management For For
02 RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS PROGRESS ENERGY S INDEPENDENT REGISTERED
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 199 of 265
PUBLIC ACCOUNTING FIRM FOR 2008.
03 THE PROPOSAL REGARDING EXECUTIVE COMPENSATION. Shareholder Against For
REPSOL YPF, S.A. REP ANNUAL MEETING DATE: 05/14/2008
ISSUER: 76026T205 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF THE ANNUAL FINANCIAL STATEMENTS AND Management For For
THE MANAGEMENT REPORT OF REPSOL YPF, S.A.
02 AMENDMENT OF THE ARTICLES OF ASSOCIATION. Management For For
3A RATIFICATION AND APPOINTMENT AS DIRECTOR OF MR. Management For For
ISIDRE FAINE CASAS.
3B RATIFICATION AND APPOINTMENT AS DIRECTOR OF MR. Management For For
JUAN MARIA NIN GENOVA.
04 APPOINTMENT OF THE ACCOUNTS AUDITOR OF REPSOL Management For For
YPF, S.A. AND OF ITS CONSOLIDATED GROUP.
05 AUTHORISATION TO THE BOARD OF DIRECTORS FOR THE Management For For
DERIVATIVE ACQUISITION OF SHARES OF REPSOL YPF,
S.A.
06 DELEGATION OF POWERS TO SUPPLEMENT, DEVELOP, Management For For
EXECUTE, RECTIFY AND FORMALIZE THE RESOLUTIONS
ADOPTED BY THE GENERAL MEETING.
SAFEWAY INC. SWY ANNUAL MEETING DATE: 05/14/2008
ISSUER: 786514208 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: STEVEN A. BURD Management For For
1B ELECTION OF DIRECTOR: JANET E. GROVE Management For For
1C ELECTION OF DIRECTOR: MOHAN GYANI Management For For
1D ELECTION OF DIRECTOR: PAUL HAZEN Management For For
1E ELECTION OF DIRECTOR: FRANK C. HERRINGER Management For For
1F ELECTION OF DIRECTOR: ROBERT I. MACDONNELL Management For For
1G ELECTION OF DIRECTOR: DOUGLAS J. MACKENZIE Management For For
1H ELECTION OF DIRECTOR: KENNETH W. ODER Management For For
1I ELECTION OF DIRECTOR: REBECCA A. STIRN Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 200 of 265
1J ELECTION OF DIRECTOR: WILLIAM Y. TAUSCHER Management For For
1K ELECTION OF DIRECTOR: RAYMOND G. VIAULT Management For For
02 RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
03 STOCKHOLDER PROPOSAL REQUESTING CUMULATIVE VOTING. Shareholder Against For
04 STOCKHOLDER PROPOSAL REQUESTING STOCKHOLDER APPROVAL Shareholder Against For
OF FUTURE SERPS OR INDIVIDUAL RETIREMENT AGREEMENTS
FOR SENIOR EXECUTIVES.
05 STOCKHOLDER PROPOSAL REQUESTING ADOPTION OF A Shareholder Against For
POLICY REGARDING USE OF RULE 10B5-1 TRADING PLANS
BY SENIOR EXECUTIVES.
TRONOX INC. TRXB ANNUAL MEETING DATE: 05/14/2008
ISSUER: 897051207 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: DAVID G. BIRNEY Management For For
1B ELECTION OF DIRECTOR: BRADLEY C. RICHARDSON Management For For
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY S INDEPENDENT AUDITORS.
VECTREN CORPORATION VVC ANNUAL MEETING DATE: 05/14/2008
ISSUER: 92240G101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JOHN M. DUNN Management For For
NIEL C. ELLERBROOK Management For For
JOHN D. ENGELBRECHT Management For For
ANTON H. GEORGE Management For For
MARTIN C. JISCHKE Management For For
ROBERT L. KOCH II Management For For
WILLIAM G. MAYS Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 201 of 265
J. TIMOTHY MCGINLEY Management For For
RICHARD P. RECHTER Management For For
R. DANIEL SADLIER Management For For
RICHARD W. SHYMANSKI Management For For
MICHAEL L. SMITH Management For For
JEAN L. WOJTOWICZ Management For For
02 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
FOR 2008.
ALLEGHENY ENERGY, INC. AYE ANNUAL MEETING DATE: 05/15/2008
ISSUER: 017361106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
H. FURLONG BALDWIN Management For For
ELEANOR BAUM Management For For
PAUL J. EVANSON Management For For
CYRUS F. FREIDHEIM, JR. Management For For
JULIA L. JOHNSON Management For For
TED J. KLEISNER Management For For
CHRISTOPHER D. PAPPAS Management For For
STEVEN H. RICE Management For For
GUNNAR E. SARSTEN Management For For
MICHAEL H. SUTTON Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITOR
FOR 2008.
03 PROPOSAL TO APPROVE THE ALLEGHENY ENERGY, INC. Management For For
2008 LONG-TERM INCENTIVE PLAN.
04 STOCKHOLDER PROPOSAL RELATING TO A SHAREHOLDER Shareholder Against For
SAY ON EXECUTIVE PAY.
ALLIANT ENERGY CORPORATION LNT ANNUAL MEETING DATE: 05/15/2008
ISSUER: 018802108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 202 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
WILLIAM D. HARVEY Management For For
JAMES A. LEACH Management For For
SINGLETON B. MCALLISTER Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2008.
AQUA AMERICA, INC. WTR ANNUAL MEETING DATE: 05/15/2008
ISSUER: 03836W103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MARY C. CARROLL Management For For
CONSTANTINE PAPADAKIS Management For For
ELLEN T. RUFF Management For For
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
FOR THE COMPANY FOR THE 2008 FISCAL YEAR.
BOYD GAMING CORPORATION BYD ANNUAL MEETING DATE: 05/15/2008
ISSUER: 103304101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ROBERT L. BOUGHNER Management For For
WILLIAM R. BOYD Management For For
WILLIAM S. BOYD Management For For
THOMAS V. GIRARDI Management For For
MARIANNE BOYD JOHNSON Management For For
LUTHER W. MACK, JR. Management For For
MICHAEL O. MAFFIE Management For For
BILLY G. MCCOY Management For For
FREDERICK J. SCHWAB Management For For
KEITH E. SMITH Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 203 of 265
PETER M. THOMAS Management For For
VERONICA J. WILSON Management For For
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER
31, 2008.
03 TO APPROVE AN AMENDMENT TO THE COMPANY S 2002 Management Against Against
STOCK INCENTIVE PLAN TO INCREASE THE NUMBER OF
SHARES OF THE COMPANY S COMMON STOCK SUBJECT
TO THE 2002 STOCK INCENTIVE PLAN FROM 12,000,000
SHARES TO 17,000,000 SHARES.
CONNECTICUT WATER SERVICE, INC. CTWS ANNUAL MEETING DATE: 05/15/2008
ISSUER: 207797101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MARY ANN HANLEY Management For For
MARK G. KACHUR Management For For
DAVID A. LENTINI Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS LLP, INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS, AS INDEPENDENT AUDITORS
FOR THE YEAR ENDING DECEMBER 31, 2008.
DEUTSCHE TELEKOM AG DT ANNUAL MEETING DATE: 05/15/2008
ISSUER: 251566105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 RESOLUTION ON THE APPROPRIATION OF NET INCOME. Management For *Management Position Unknown
03 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF Management For *Management Position Unknown
THE MEMBERS OF THE BOARD OF MANAGEMENT FOR THE
2007 FINANCIAL YEAR.
04 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF Management For *Management Position Unknown
THE MEMBERS OF THE SUPERVISORY BOARD FOR THE
2007 FINANCIAL YEAR.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 204 of 265
05 RESOLUTION ON THE APPOINTMENT OF THE INDEPENDENT Management For *Management Position Unknown
AUDITOR AND THE GROUP AUDITOR FOR THE 2008 FINANCIAL
YEAR AS WELL AS THE INDEPENDENT AUDITOR TO REVIEW
THE CONDENSED FINANCIAL STATEMENTS AND THE INTERIM
MANAGEMENT REPORT PURSUANT TO SECTIONS 37W (5),
37Y NO. 2 OF THE GERMAN SECURITIES TRADING ACT
(WERTPAPIERHANDELSGESETZ - WPHG).
06 RESOLUTION AUTHORIZING THE CORPORATION TO PURCHASE Management For *Management Position Unknown
AND USE TREASURY SHARES WITH POSSIBLE EXCLUSION
OF SUBSCRIPTION RIGHTS AND ANY RIGHT TO PURCHASE.
07 ELECTION OF A SUPERVISORY BOARD MEMBER. Management For *Management Position Unknown
08 ELECTION OF A SUPERVISORY BOARD MEMBER. Management For *Management Position Unknown
09 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH LAMBDA
TELEKOMMUNIKATIONSDIENSTE GMBH.
10 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH OMIKRON
TELEKOMMUNIKATIONSDIENSTE GMBH.
11 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH THETA
TELEKOMMUNIKATIONSDIENSTE GMBH.
12 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH ETA
TELEKOMMUNIKATIONSDIENSTE GMBH.
13 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH EPSILON
TELEKOMMUNIKATIONSDIENSTE GMBH.
14 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH OMEGA
TELEKOMMUNIKATIONSDIENSTE GMBH.
15 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH SIGMA
TELEKOMMUNIKATIONSDIENSTE GMBH.
16 RESOLUTION ON THE APPROVAL OF THE CONTROL AND Management For *Management Position Unknown
PROFIT AND LOSS TRANSFER AGREEMENT WITH KAPPA
TELEKOMMUNIKATIONSDIENSTE GMBH.
17 RESOLUTION ON THE AMENDMENT TO SECTION 13 (3) Management For *Management Position Unknown
SENTENCE 2 OF THE ARTICLES OF INCORPORATION.
DTE ENERGY COMPANY DTE ANNUAL MEETING DATE: 05/15/2008
ISSUER: 233331107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
LILLIAN BAUDER Management For For
W. FRANK FOUNTAIN, JR. Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 205 of 265
JOSUE ROBLES, JR. Management For For
JAMES H. VANDENBERGHE Management For For
RUTH G. SHAW Management For For
02 INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Management For For
DELOITTE & TOUCHE LLP
03 SHAREHOLDER PROPOSAL REGARDING POLITICAL CONTRIBUTIONS Shareholder Against For
INTEGRYS ENERGY GROUP INC TEG ANNUAL MEETING DATE: 05/15/2008
ISSUER: 45822P105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD A. BEMIS Management For For
WILLIAM J. BRODSKY Management For For
ALBERT J. BUDNEY, JR. Management For For
ROBERT C. GALLAGHER Management For For
JOHN C. MENG Management For For
02 RATIFY THE SELECTION OF DELOITTE & TOUCHE LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR INTEGRYS ENERGY GROUP AND ITS SUBSIDIARIES
FOR 2008.
ONEOK, INC. OKE ANNUAL MEETING DATE: 05/15/2008
ISSUER: 682680103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES C. DAY* Management For For
DAVID L. KYLE* Management For For
BERT H. MACKIE* Management For For
JIM W. MOGG* Management For For
MOLLIE B. WILLIFORD* Management For For
JULIE H. EDWARDS** Management For For
02 A PROPOSAL TO AMEND AND RESTATE THE ONEOK, INC. Management For For
CERTIFICATE OF INCORPORATION TO REDUCE THE MAXIMUM
NUMBER OF DIRECTORS AND TO ELIMINATE UNNECESSARY
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 206 of 265
AND OUTDATED PROVISIONS.
03 A PROPOSAL TO AMEND AND RESTATE THE ONEOK, INC. Management For For
CERTIFICATE OF INCORPORATION TO ELIMINATE THE
CLASSIFIED STRUCTURE OF THE BOARD OF DIRECTORS
AND PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS.
04 A PROPOSAL TO AMEND AND RESTATE THE ONEOK, INC. Management For For
EQUITY COMPENSATION PLAN.
05 A PROPOSAL TO AMEND AND RESTATE THE ONEOK, INC. Management For For
EMPLOYEE STOCK PURCHASE PLAN.
06 A PROPOSAL TO APPROVE THE ONEOK, INC. EMPLOYEE Management For For
STOCK AWARD PROGRAM.
07 A PROPOSAL TO RATIFY PRICEWATERHOUSECOOPERS LLP Management For For
AS THE REGISTERED INDEPENDENT PUBLIC ACCOUNTING
FIRM OF ONEOK, INC.
08 A SHAREHOLDER PROPOSAL RELATING TO A REPORT ON Shareholder Against For
GREENHOUSE GAS EMISSIONS.
PETROCHINA COMPANY LIMITED PTR ANNUAL MEETING DATE: 05/15/2008
ISSUER: 71646E100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO CONSIDER AND APPROVE, BY WAY OF SPECIAL RESOLUTION, Management For For
THE AMENDMENTS TO THE ARTICLES OF ASSOCIATION
OF THE COMPANY MADE IN ACCORDANCE WITH THE COMPANY
LAW OF THE PRC AND THE GUIDELINES OF ARTICLES
OF ASSOCIATION FOR LISTED COMPANIES ISSUED BY
THE CHINA SECURITIES REGULATORY COMMISSION BE
AND ARE HEREBY APPROVED AND THE CHAIRMAN OF THE
COMPANY BE AND IS HEREBY AUTHORISED TO MAKE ANY
AMENDMENT AS HE MAY CONSIDER NECESSARY AND APPROPRIATE
TO THE ARTICLES OF ASSOCIATION.
02 TO CONSIDER AND APPROVE THE REPORT OF THE BOARD Management For For
OF DIRECTORS OF THE COMPANY FOR THE YEAR 2007.
03 TO CONSIDER AND APPROVE THE REPORT OF THE SUPERVISORY Management For For
COMMITTEE OF THE COMPANY FOR THE YEAR 2007.
04 TO CONSIDER AND APPROVE THE AUDITED FINANCIAL Management For For
STATEMENTS OF THE COMPANY FOR THE YEAR 2007.
05 TO CONSIDER AND APPROVE THE DECLARATION AND PAYMENT Management For For
OF THE FINAL DIVIDENDS FOR THE YEAR ENDED 31
DECEMBER 2007 IN THE AMOUNT AND IN THE MANNER
RECOMMENDED BY THE BOARD OF DIRECTORS.
06 TO CONSIDER AND APPROVE THE AUTHORISATION OF Management For For
THE BOARD OF DIRECTORS TO DETERMINE THE DISTRIBUTION
OF INTERIM DIVIDENDS FOR THE YEAR 2008.
07 TO CONSIDER AND APPROVE THE CONTINUATION OF APPOINTMENT Management For For
OF PRICEWATERHOUSECOOPERS, CERTIFIED PUBLIC ACCOUNTANTS,
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 207 of 265
AS THE INTERNATIONAL AUDITORS OF THE COMPANY
AND PRICEWATERHOUSECOOPERS ZHONG TIAN CPAS COMPANY
LIMITED, CERTIFIED PUBLIC ACCOUNTANTS, AS THE
DOMESTIC AUDITORS OF THE COMPANY, FOR THE YEAR
2008 AND TO AUTHORISE THE BOARD OF DIRECTORS
TO FIX THEIR REMUNERATION.
8A TO CONSIDER AND APPROVE THE ELECTION OF MR JIANG Management For For
JIEMIN AS DIRECTOR OF THE COMPANY.
8B TO CONSIDER AND APPROVE THE ELECTION OF MR ZHOU Management For For
JIPING AS DIRECTOR OF THE COMPANY.
8C TO CONSIDER AND APPROVE THE ELECTION OF MR DUAN Management For For
WENDE AS DIRECTOR OF THE COMPANY.
8D TO CONSIDER AND APPROVE THE ELECTION OF MR WANG Management For For
YILIN AS DIRECTOR OF THE COMPANY.
8E TO CONSIDER AND APPROVE THE ELECTION OF MR ZENG Management For For
YUKANG AS DIRECTOR OF THE COMPANY.
8F TO CONSIDER AND APPROVE THE ELECTION OF MR WANG Management For For
FUCHENG AS DIRECTOR OF THE COMPANY.
8G TO CONSIDER AND APPROVE THE ELECTION OF MR LI Management For For
XINHUA AS DIRECTOR OF THE COMPANY.
8H TO CONSIDER AND APPROVE THE ELECTION OF MR LIAO Management For For
YONGYUAN AS DIRECTOR OF THE COMPANY.
8I TO CONSIDER AND APPROVE THE ELECTION OF MR WANG Management For For
GUOLIANG AS DIRECTOR OF THE COMPANY.
8J TO CONSIDER AND APPROVE THE ELECTION OF MR JIANG Management For For
FAN AS DIRECTOR OF THE COMPANY.
8K TO CONSIDER AND APPROVE THE ELECTION OF MR CHEE-CHEN Management For For
TUNG AS INDEPENDENT DIRECTOR OF THE COMPANY.
8L TO CONSIDER AND APPROVE THE ELECTION OF MR LIU Management For For
HONGRU AS INDEPENDENT DIRECTOR OF THE COMPANY.
8M TO CONSIDER AND APPROVE THE ELECTION OF MR FRANCO Management For For
BERNABE AS INDEPENDENT DIRECTOR OF THE COMPANY.
8N TO CONSIDER AND APPROVE THE ELECTION OF MR LI Management For For
YONGWU AS INDEPENDENT DIRECTOR OF THE COMPANY.
8O TO CONSIDER AND APPROVE THE ELECTION OF MR CUI Management For For
JUNHUI AS INDEPENDENT DIRECTOR OF THE COMPANY.
9A TO CONSIDER AND APPROVE THE ELECTION OF MR CHEN Management For For
MING AS SUPERVISOR OF THE COMPANY.
9B TO CONSIDER AND APPROVE THE ELECTION OF MR WEN Management For For
QINGSHAN AS SUPERVISOR OF THE COMPANY.
9C TO CONSIDER AND APPROVE THE ELECTION OF MR SUN Management For For
XIANFENG AS SUPERVISOR OF THE COMPANY.
9D TO CONSIDER AND APPROVE THE ELECTION OF MR YU Management For For
YIBO AS SUPERVISOR OF THE COMPANY.
9E TO CONSIDER AND APPROVE THE ELECTION OF MR WU Management For For
ZHIPAN AS INDEPENDENT SUPERVISOR OF THE COMPANY.
9F TO CONSIDER AND APPROVE THE ELECTION OF MR LI Management For For
YUAN AS INDEPENDENT SUPERVISOR OF THE COMPANY.
10 TO CONSIDER AND APPROVE, BY WAY OF SPECIAL RESOLUTION, Management For For
TO GRANT A GENERAL MANDATE TO THE BOARD OF DIRECTORS
TO SEPARATELY OR CONCURRENTLY ISSUE, ALLOT AND
DEAL WITH ADDITIONAL DOMESTIC SHARES AND OVERSEAS
LISTED FOREIGN SHARES IN THE COMPANY NOT EXCEEDING
20% OF EACH OF ITS EXISTING DOMESTIC SHARES AND
OVERSEAS LISTED FOREIGN SHARES OF THE COMPANY
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 208 of 265
IN ISSUE.
11 TO CONSIDER AND APPROVE, BY WAY OF ORDINARY RESOLUTION, Management For For
TO ADOPT THE RULES AND PROCEDURES OF SHAREHOLDERS
GENERAL MEETING.
12 TO CONSIDER AND APPROVE, BY WAY OF ORDINARY RESOLUTION, Management For For
TO ADOPT THE RULES AND PROCEDURES OF THE BOARD.
13 TO CONSIDER AND APPROVE, BY WAY OF ORDINARY RESOLUTION, Management For For
TO ADOPT THE RULES OF ORGANISATION AND PROCEDURES
OF THE SUPERVISORY COMMITTEE.
14 TO CONSIDER AND APPROVE OTHER MATTERS, IF ANY. Management For For
THE DOW CHEMICAL COMPANY DOW ANNUAL MEETING DATE: 05/15/2008
ISSUER: 260543103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ARNOLD A. ALLEMANG Management For For
JACQUELINE K. BARTON Management For For
JAMES A. BELL Management For For
JEFF M. FETTIG Management For For
BARBARA H. FRANKLIN Management For For
JOHN B. HESS Management For For
ANDREW N. LIVERIS Management For For
GEOFFERY E. MERSZEI Management For For
DENNIS H. REILLEY Management For For
JAMES M. RINGLER Management For For
RUTH G. SHAW Management For For
PAUL G. STERN Management For For
02 RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM.
03 STOCKHOLDER PROPOSAL ON CHEMICALS WITH LINKS Shareholder Against For
TO RESPIRATORY PROBLEMS.
04 STOCKHOLDER PROPOSAL ON ENVIRONMENTAL REMEDIATION Shareholder Against For
IN THE MIDLAND AREA.
05 STOCKHOLDER PROPOSAL ON GENETICALLY ENGINEERED Shareholder Against For
SEED.
06 STOCKHOLDER PROPOSAL ON A COMPENSATION PLAN. Shareholder Against For
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 209 of 265
WESTAR ENERGY, INC. WR ANNUAL MEETING DATE: 05/15/2008
ISSUER: 95709T100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MOLLIE H. CARTER Management For For
JERRY B. FARLEY Management For For
ARTHUR B. KRAUSE Management For For
WILLIAM B. MOORE Management For For
02 RATIFICATION AND CONFIRMATION OF DELOITTE & TOUCHE Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
WESTMORELAND COAL COMPANY WLB ANNUAL MEETING DATE: 05/15/2008
ISSUER: 960878106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
KEITH E. ALESSI Management For For
THOMAS J. COFFEY Management For For
AON CORPORATION AOC ANNUAL MEETING DATE: 05/16/2008
ISSUER: 037389103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
PATRICK G. RYAN Management For For
GREGORY C. CASE Management For For
FULVIO CONTI Management For For
EDGAR D. JANNOTTA Management For For
JAN KALFF Management For For
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 210 of 265
LESTER B. KNIGHT Management For For
J. MICHAEL LOSH Management For For
R. EDEN MARTIN Management For For
ANDREW J. MCKENNA Management For For
ROBERT S. MORRISON Management For For
RICHARD B. MYERS Management For For
RICHARD C. NOTEBAERT Management For For
JOHN W. ROGERS, JR. Management For For
GLORIA SANTONA Management For For
CAROLYN Y. WOO Management For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS AON S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
LADBROKES PLC LAD.L AGM MEETING DATE: 05/16/2008
ISSUER: G5337D107 ISIN: GB00B0ZSH635
SEDOL: B0ZSH63, B1321T5, B100LK3
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. RECEIVE AND ADOPT THE REPORTS OF THE DIRECTORS Management For For
AND THE AUDITOR AND THE ACCOUNTS OF THE COMPANY
FOR THE YE 31 DEC 2007
2. DECLARE THE FINAL DIVIDEND OF 9.05P ON EACH OF Management For For
THE ORDINARY SHARES ENTITLED THERETO IN RESPECT
OF THE YE 31 DEC 2007
3. RE-APPOINT MR. C. BELL AS A DIRECTOR OF THE COMPANY, Management For For
WHO RETIRES BY ROTATION
4. RE-APPOINT MR. C.P. WICKS AS A DIRECTOR OF THE Management For For
COMPANY, WHO RETIRES BY ROTATION
5. RE-APPOINT ERNST & YOUNG LLP AS THE AUDITOR TO Management For For
THE COMPANY AND AUTHORIZE THE DIRECTORS TO AGREE
THE REMUNERATION OF THE AUDITOR
6. APPROVE THE 2007 DIRECTORS REMUNERATION REPORT Management For For
7. AUTHORIZE THE COMPANY AND ALL COMPANIES THAT Management For For
ARE SUBSIDIARIES OF THE COMPANY,FOR THE PURPOSE
OF SECTION 366 OF THE COMPANIES ACT 2006 AND
, TO MAKE DONATIONS TO POLITICAL PARTIES OR INDEPENDENT
ELECTION CANDIDATES NOT EXCEEDING GBP 50,000;
AND MAKE POLITICAL DONATIONS TO POLITICAL ORGANIZATIONS
OTHER THAN POLITICAL PARTIES NOT EXCEEDING GBP
50,000; AND INCUR POLITICAL EXPENDITURE NOT EXCEEDING
GBP 50,000, PROVIDED THAT THE AGGREGATE AMOUNT
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OF ANY SUCH DONATION AND EXPENDITURE SHALL NOT
EXCEED GBP 50,000; AUTHORITY EXPIRES AT THE DATE
OF THE AGM OF THE COMPANY HELD IN 2009
8. AUTHORIZE THE DIRECTORS, IN SUBSTITUTION FOR Management For For
ANY EXISTING AUTHORITY AND FOR THE PURPOSE OF
SECTION 80 OF THE COMPANIES ACT 1985, TO ALLOT
RELEVANT SECURITIES WITH IN THE MEANING OF THAT
SECTION UP TO AN AGGREGATE NOMINAL AMOUNT OF
GBP 56,123,995; AUTHORITY EXPIRES EARLIER THE
DATE OF THE AGM OF THE COMPANY HELD IN 2009 OR
ON 30 JUN 2009; 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.9 AUTHORIZE THE DIRECTORS, TO ALLOT EQUITY SECURITIES Management For For
SECTION 94 OF THE COMPANIES ACT 1985 THE ACT
PURSUANT TO THE AUTHORITY FOR THE PURPOSES OF
SECTION 80 OF THE ACT CONFERRED BY THE ORDINARY
RESOLUTION PASSED AT THE 2008 AGM OF THE COMPANY
AND TO SELL EQUITY SECURITIES WHICH IMMEDIATELY
BEFORE THE SALE ARE HELD BY THE COMPANY AS TREASURY
SHARESSECTION 162A OF THE ACT IN EACH CASE, DISAPPLYING
THE STATUTORY PRE-EMPTION RIGHTS SECTION 89(1),
PROVIDED THAT THIS POWER IS LIMITED TO: A) UP
TO AN AGGREGATE NOMINAL AMOUNT GBP 8,662,866;
AND B) UP TO AN AGGREGATE NOMINAL AMOUNT OF GBP
56,123,995; AUTHORITY EXPIRES THE EARLIER OF
THE CONCLUSION OF THE NEXT AGM OF THE COMPANY
TO BE HELD IN 2009 OR IF EARLIER, ON 30 JUN 2009;
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.10 AUTHORIZE THE COMPANY, TO MAKE ONE OR MORE MARKET Management For For
PURCHASES SECTION 163(3) OF THE COMPANIES ACT
1985 (THE ACT) OF UP TO 61,149,640 SHARES REPRESENTING
OF THE COMPANY S ISSUED ORDINARY SHARE CAPITAL
OF 28 1/3P EACH, AT A MINIMUM PRICE WHICH MAY
BE PAID FOR THE ORDINARY PER SHARE AND THE MAXIMUM
PRICE WHICH MAY BE PAID FOR AN ORDINARY SHARE
IS AN AMOUNT EQUAL TO 105% OF THE AVERAGE MARKET
VALUE OF SHARES AS DERIVED FROM THEMED-MARKET
PRICE OVER THE PREVIOUS 5 BUSINESS DAYS; AUTHORITY
EXPIRES AT EARLIER OF THE CONCLUSION OF THE AGM
OF THE COMPANY TO BE HELD 2009 OR IF EARLIER
ON 30 JUN 2009; THE COMPANY MAY MAKE A CONTRACT
TO PURCHASE SHARES AFTER THE EXPIRY OF THIS AUTHORITY
IN PURSUANCE OF SUCH AN OFFER OR AGREEMENT MADE
PRIOR TO SUCH EXPIRY
11. APPROVE TO EXTEND THE TERM OF THE LADBROKES PLC Management For For
1978 SHARE OPTION SCHEME TO FURTHER 10 YEARS
UNTIL 2018 AND AUTHORIZE THE DIRECTORS OF THE
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 212 of 265
COMPANY TO DO ALL ACTS AND THINGS NECESSARY TO
PUT THE EXTENSION OF THE SCHEME INTO EFFECT
S.12 AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY Management For For
BY DELETING ARTICLES 121 DIRECTOR MAY HAVE INTEREST
AND 122 DISCLOSURE OF INTEREST TO BOARD AND SUBSTITUTING
FOR THOSE ARTICLES THE AS SPECIFIED
OCEANEERING INTERNATIONAL, INC. OII ANNUAL MEETING DATE: 05/16/2008
ISSUER: 675232102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
T. JAY COLLINS Management For For
D. MICHAEL HUGHES Management For For
02 PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF Management For For
INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF CAPITAL STOCK FROM 93,000,000 TO 183,000,000
AND INCREASE THE NUMBER OF AUTHORIZED SHARES
OF COMMON STOCK FROM 90,000,000 TO 180,000,000.
03 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & Management For For
YOUNG LLP AS INDEPENDENT AUDITORS FOR THE YEAR
ENDING DECEMBER 31, 2008.
PEPCO HOLDINGS, INC. POM ANNUAL MEETING DATE: 05/16/2008
ISSUER: 713291102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JACK B. DUNN, IV Management For For
TERENCE C. GOLDEN Management For For
FRANK O. HEINTZ Management For For
BARBARA J. KRUMSIEK Management For For
GEORGE F. MACCORMACK Management For For
RICHARD B. MCGLYNN Management For For
LAWRENCE C. NUSSDORF Management For For
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FRANK K. ROSS Management For For
PAULINE A. SCHNEIDER Management For For
LESTER P. SILVERMAN Management For For
WILLIAM T. TORGERSON Management For For
DENNIS R. WRAASE Management For For
02 A PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF THE COMPANY FOR 2008
TIME WARNER INC. TWX ANNUAL MEETING DATE: 05/16/2008
ISSUER: 887317105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JAMES L. BARKSDALE Management For For
1B ELECTION OF DIRECTOR: JEFFREY L. BEWKES Management For For
1C ELECTION OF DIRECTOR: STEPHEN F. BOLLENBACH Management For For
1D ELECTION OF DIRECTOR: FRANK J. CAUFIELD Management For For
1E ELECTION OF DIRECTOR: ROBERT C. CLARK Management For For
1F ELECTION OF DIRECTOR: MATHIAS DOPFNER Management For For
1G ELECTION OF DIRECTOR: JESSICA P. EINHORN Management For For
1H ELECTION OF DIRECTOR: REUBEN MARK Management For For
1I ELECTION OF DIRECTOR: MICHAEL A. MILES Management For For
1J ELECTION OF DIRECTOR: KENNETH J. NOVACK Management For For
1K ELECTION OF DIRECTOR: RICHARD D. PARSONS Management For For
1L ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Management For For
02 COMPANY PROPOSAL TO AMEND THE COMPANY S RESTATED Management For For
CERTIFICATE OF INCORPORATION TO ELIMINATE THE
REMAINING SUPER-MAJORITY VOTE REQUIREMENTS.
03 COMPANY PROPOSAL TO APPROVE THE AMENDED AND RESTATED Management For For
TIME WARNER INC. ANNUAL BONUS PLAN FOR EXECUTIVE
OFFICERS.
04 RATIFICATION OF AUDITORS. Management For For
05 STOCKHOLDER PROPOSAL REGARDING SEPARATION OF Shareholder Against For
ROLES OF CHAIRMAN AND CEO.
TOTAL S.A. TOT ANNUAL MEETING DATE: 05/16/2008
ISSUER: 89151E109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 214 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
O1 APPROVAL OF PARENT COMPANY FINANCIAL STATEMENTS Management For For
O2 APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS Management For For
O3 ALLOCATION OF EARNINGS, DECLARATION OF DIVIDEND Management For For
O4 AGREEMENTS COVERED BY ARTICLE L. 225-38 OF THE Management For For
FRENCH COMMERCIAL CODE
O5 COMMITMENTS UNDER ARTICLE L. 225-42-1 OF THE Management For For
FRENCH COMMERCIAL CODE CONCERNING MR. THIERRY
DESMAREST
O6 COMMITMENTS UNDER ARTICLE L. 225-42-1 OF THE Management For For
FRENCH COMMERCIAL CODE CONCERNING MR. CHRISTOPHE
DE MARGERIE
O7 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO TRADE Management For For
SHARES OF THE COMPANY
O8 RENEWAL OF THE APPOINTMENT OF MR. PAUL DESMARAIS Management For For
JR. AS A DIRECTOR
O9 RENEWAL OF THE APPOINTMENT OF MR. BERTRAND JACQUILLAT Management For For
AS A DIRECTOR
O10 RENEWAL OF THE APPOINTMENT OF LORD PETER LEVENE Management For For
OF PORTSOKEN AS A DIRECTOR
O11 APPOINTMENT OF MRS. PATRICIA BARBIZET AS A DIRECTOR Management For For
O12 APPOINTMENT OF MR. CLAUDE MANDIL AS A DIRECTOR Management For For
13 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Management For For
OF DIRECTORS TO INCREASE SHARE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO SHARE CAPITAL WHILE MAINTAINING SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS OR BY CAPITALIZING
PREMIUMS, RESERVES, SURPLUSES OR OTHER LINE ITEMS
14 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Management For For
OF DIRECTORS TO INCREASE SHARE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO SHARE CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION
RIGHTS
15 DELEGATION OF POWERS GRANTED TO THE BOARD OF Management For For
DIRECTORS TO INCREASE SHARE CAPITAL BY ISSUING
COMMON SHARES OR ANY SECURITIES PROVIDING ACCESS
TO SHARE CAPITAL, IN PAYMENT OF SECURITIES THAT
WOULD BE CONTRIBUTED TO THE COMPANY
16 DELEGATION OF AUTHORITY GRANTED TO THE BOARD Management For For
OF DIRECTORS TO INCREASE SHARE CAPITAL UNDER
THE CONDITIONS PROVIDED FOR IN ARTICLE 443-5
OF THE FRENCH LABOR CODE
17 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO GRANT Management For For
RESTRICTED SHARES OF THE COMPANY TO GROUP EMPLOYEES
AND TO EXECUTIVE OFFICERS OF THE COMPANY OR OF
GROUP COMPANIES
17A REMOVAL OF MR. ANTOINE JEANCOURT-GALIGNANI FROM Shareholder Against For
HIS DIRECTORSHIP
17B ADDITION OF A FINAL LAST PARAGRAPH TO ARTICLE Shareholder Against For
12 OF THE COMPANY S ARTICLES OF ASSOCIATION TO
ENSURE THAT STATISTICS ARE PUBLISHED IDENTIFYING
BY NAME THE DIRECTORS IN ATTENDANCE AT MEETINGS
OF THE BOARD OF DIRECTORS AND ITS COMMITTEES
17C AUTHORIZATION TO GRANT RESTRICTED SHARES OF THE Shareholder Against For
COMPANY TO ALL EMPLOYEES OF THE GROUP
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 215 of 265
TRANSOCEAN INC RIG ANNUAL MEETING DATE: 05/16/2008
ISSUER: G90073100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JON A. MARSHALL Management For For
1B ELECTION OF DIRECTOR: MARTIN B. MCNAMARA Management For For
1C ELECTION OF DIRECTOR: ROBERT E. ROSE Management For For
1D ELECTION OF DIRECTOR: IAN C. STRACHAN Management For For
02 APPROVAL OF THE APPOINTMENT OF ERNST & YOUNG Management For For
LLP TO SERVE AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
CONSOLIDATED EDISON, INC. ED ANNUAL MEETING DATE: 05/19/2008
ISSUER: 209115104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
K. BURKE Management For For
V.A. CALARCO Management For For
G. CAMPBELL, JR. Management For For
G.J. DAVIS Management For For
M.J. DEL GIUDICE Management For For
E.V. FUTTER Management For For
S. HERNANDEZ Management For For
J.F. KILLIAN Management For For
P.W. LIKINS Management For For
E.R. MCGRATH Management For For
M.W. RANGER Management For For
L.F. SUTHERLAND Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT ACCOUNTANTS. Management For For
03 APPROVAL OF PERFORMANCE GOALS UNDER THE COMPANY Management For For
S LONG TERM INCENTIVE PLAN.
04 ADDITIONAL COMPENSATION INFORMATION. Shareholder Against For
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 216 of 265
AMERICAN STATES WATER COMPANY AWR ANNUAL MEETING DATE: 05/20/2008
ISSUER: 029899101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
N.P. DODGE Management For For
ROBERT F. KATHOL Management For For
GARY F. KING Management For For
LLOYD E. ROSS Management For For
02 TO APPROVE THE AMERICAN STATES WATER COMPANY Management Against Against
2008 STOCK INCENTIVE PLAN.
03 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE INDEPENDENT AUDITORS.
04 TO TRANSACT ANY OTHER BUSINESS, WHICH MAY PROPERLY Management For For
COME BEFORE THE MEETING, OR ANY ADJOURNMENT THEREOF.
ANADARKO PETROLEUM CORPORATION APC ANNUAL MEETING DATE: 05/20/2008
ISSUER: 032511107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: JOHN R. BUTLER, JR. Management For For
1B ELECTION OF DIRECTOR: LUKE R. CORBETT Management For For
1C ELECTION OF DIRECTOR: JOHN R. GORDON Management For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
AUDITORS.
03 APPROVAL OF 2008 OMNIBUS INCENTIVE COMPENSATION Management For For
PLAN.
04 APPROVAL OF 2008 DIRECTOR COMPENSATION PLAN. Management For For
05 STOCKHOLDER PROPOSAL - DECLASSIFICATION OF BOARD Shareholder Against For
06 STOCKHOLDER PROPOSAL - AMENDMENT TO NON-DISCRIMINATION Shareholder Against For
POLICY
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 217 of 265
BLACK HILLS CORPORATION BKH ANNUAL MEETING DATE: 05/20/2008
ISSUER: 092113109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DAVID R. EMERY Management For For
KAY S. JORGENSEN Management For For
WARREN L. ROBINSON Management For For
JOHN B. VERING Management For For
02 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP Management For For
TO SERVE AS BLACK HILLS CORPORATION S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.
03 SHAREHOLDER PROPOSAL REQUESTING NECESSARY STEPS Shareholder Against For
TO CAUSE ANNUAL ELECTION OF DIRECTORS.
DIAMOND OFFSHORE DRILLING, INC. DO ANNUAL MEETING DATE: 05/20/2008
ISSUER: 25271C102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY
FOR FISCAL YEAR 2008.
01 DIRECTOR Management For
JAMES S. TISCH Management For For
LAWRENCE R. DICKERSON Management For For
JOHN R. BOLTON Management For For
CHARLES L. FABRIKANT Management For For
PAUL G. GAFFNEY II Management For For
HERBERT C. HOFMANN Management For For
ARTHUR L. REBELL Management For For
RAYMOND S. TROUBH Management For For
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 218 of 265
FANNIE MAE FNM ANNUAL MEETING DATE: 05/20/2008
ISSUER: 313586109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1F ELECTION OF DIRECTOR: BRIDGET A. MACASKILL Management For For
1G ELECTION OF DIRECTOR: DANIEL H. MUDD Management For For
1H ELECTION OF DIRECTOR: LESLIE RAHL Management For For
1I ELECTION OF DIRECTOR: JOHN C. SITES, JR. Management For For
1J ELECTION OF DIRECTOR: GREG C. SMITH Management For For
1K ELECTION OF DIRECTOR: H. PATRICK SWYGERT Management For For
1L ELECTION OF DIRECTOR: JOHN K. WULFF Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 PROPOSAL TO AUTHORIZE CUMULATIVE VOTING. Management Against For
1D ELECTION OF DIRECTOR: BRENDA J. GAINES Management For For
1E ELECTION OF DIRECTOR: KAREN N. HORN, PH.D. Management For For
1A ELECTION OF DIRECTOR: STEPHEN B. ASHLEY Management For For
1B ELECTION OF DIRECTOR: DENNIS R. BERESFORD Management For For
1C ELECTION OF DIRECTOR: LOUIS J. FREEH Management For For
FIRSTENERGY CORP. FE ANNUAL MEETING DATE: 05/20/2008
ISSUER: 337932107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
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Selected Accounts: NPX GABELLI DIV INC TRUST Page 219 of 265
PAUL T. ADDISON Management For For
ANTHONY J. ALEXANDER Management For For
MICHAEL J. ANDERSON Management For For
DR. CAROL A. CARTWRIGHT Management For For
WILLIAM T. COTTLE Management For For
ROBERT B. HEISLER, JR. Management For For
ERNEST J. NOVAK, JR. Management For For
CATHERINE A. REIN Management For For
GEORGE M. SMART Management For For
WES M. TAYLOR Management For For
JESSE T. WILLIAMS, SR. Management For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
03 SHAREHOLDER PROPOSAL: REDUCE THE PERCENTAGE OF Shareholder Against For
SHAREHOLDERS REQUIRED TO CALL SPECIAL SHAREHOLDER
MEETING
04 SHAREHOLDER PROPOSAL: ESTABLISH SHAREHOLDER PROPONENT Shareholder Against For
ENGAGEMENT PROCESS
05 SHAREHOLDER PROPOSAL: ADOPT SIMPLE MAJORITY VOTE Shareholder Against For
06 SHAREHOLDER PROPOSAL: ADOPT A MAJORITY VOTE STANDARD Shareholder Against For
FOR THE ELECTION OF DIRECTORS
FLUSHING FINANCIAL CORPORATION FFIC ANNUAL MEETING DATE: 05/20/2008
ISSUER: 343873105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MICHAEL J. HEGARTY Management For For
JOHN J. MCCABE Management For For
DONNA M. O'BRIEN Management For For
MICHAEL J. RUSSO Management For For
02 APPROVAL OF AN AMENDMENT TO THE COMPANY S 2005 Management Against Against
OMNIBUS INCENTIVE PLAN.
03 RATIFICATION OF APPOINTMENT OF GRANT THORNTON, Management For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR YEAR ENDING DECEMBER 31, 2008.
JPMORGAN CHASE & CO. JPM ANNUAL MEETING DATE: 05/20/2008
ISSUER: 46625H100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 220 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: CRANDALL C. BOWLES Management For For
1B ELECTION OF DIRECTOR: STEPHEN B. BURKE Management For For
1C ELECTION OF DIRECTOR: DAVID M. COTE Management For For
1D ELECTION OF DIRECTOR: JAMES S. CROWN Management For For
1E ELECTION OF DIRECTOR: JAMES DIMON Management For For
1F ELECTION OF DIRECTOR: ELLEN V. FUTTER Management For For
1G ELECTION OF DIRECTOR: WILLIAM H. GRAY, III Management For For
1H ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. Management For For
1I ELECTION OF DIRECTOR: ROBERT I. LIPP Management For For
1J ELECTION OF DIRECTOR: DAVID C. NOVAK Management For For
1K ELECTION OF DIRECTOR: LEE R. RAYMOND Management For For
1L ELECTION OF DIRECTOR: WILLIAM C. WELDON Management For For
02 APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
03 APPROVAL OF AMENDMENT TO 2005 LONG-TERM INCENTIVE Management Against Against
PLAN
04 REAPPROVAL OF KEY EXECUTIVE PERFORMANCE PLAN Management For For
05 GOVERNMENTAL SERVICE REPORT Shareholder Against For
06 POLITICAL CONTRIBUTIONS REPORT Shareholder Against For
07 INDEPENDENT CHAIRMAN OF THE BOARD Shareholder Against For
08 EXECUTIVE COMPENSATION APPROVAL Shareholder Against For
09 TWO CANDIDATES PER DIRECTORSHIP Shareholder Against For
10 HUMAN RIGHTS AND INVESTMENT REPORT Shareholder Against For
11 LOBBYING PRIORITIES REPORT Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 221 of 265
METAVANTE TECHNOLOGIES, INC. MV ANNUAL MEETING DATE: 05/20/2008
ISSUER: 591407101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DAVID A. COULTER Management For For
L. DALE CRANDALL Management For For
MICHAEL D. HAYFORD Management For For
STEPHAN A. JAMES Management For For
TED D. KELLNER Management For For
DENNIS J. KUESTER Management For For
FRANK R. MARTIRE Management For For
SHANTANU NARAYEN Management For For
DIANNE M. NEAL Management For For
JAMES NEARY Management For For
ADARSH SARMA Management For For
02 PROPOSAL TO APPROVE THE METAVANTE 2007 EMPLOYEE Management For For
STOCK PURCHASE PLAN, AS AMENDED.
03 PROPOSAL TO APPROVE THE METAVANTE 2007 EQUITY Management Against Against
INCENTIVE PLAN.
04 PROPOSAL TO APPROVE THE METAVANTE INCENTIVE COMPENSATION Management For For
PLAN.
05 PROPOSAL TO RATIFY THE AUDIT COMMITTEE S SELECTION Management For For
OF DELOITTE & TOUCHE LLP AS METAVANTE S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2008.
MGE ENERGY, INC. MGEE ANNUAL MEETING DATE: 05/20/2008
ISSUER: 55277P104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
LONDA J. DEWEY Management For For
REGINA M. MILLNER Management For For
02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP FOR Management For For
2008
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 222 of 265
PINNACLE ENTERTAINMENT, INC. PNK ANNUAL MEETING DATE: 05/20/2008
ISSUER: 723456109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 PROPOSAL TO AMEND THE COMPANY S 2005 EQUITY AND Management Against Against
PERFORMANCE INCENTIVE PLAN.
01 DIRECTOR Management For
DANIEL R. LEE Management For For
STEPHEN C. COMER Management For For
JOHN V. GIOVENCO Management For For
RICHARD J. GOEGLEIN Management For For
ELLIS LANDAU Management For For
BRUCE A. LESLIE Management For For
JAMES L. MARTINEAU Management For For
MICHAEL ORNEST Management For For
LYNN P. REITNOUER Management For For
05 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITORS
FOR THE 2008 FISCAL YEAR.
04 PROPOSAL TO AMEND THE COMPANY S AMENDED AND RESTATED Management Against Against
DIRECTORS DEFERRED COMPENSATION PLAN.
03 PROPOSAL TO RE-APPROVE THE PERFORMANCE-BASED Management For For
COMPENSATION PROVISIONS OF THE COMPANY S 2005
EQUITY AND PERFORMANCE INCENTIVE PLAN.
ROYAL DUTCH SHELL PLC RDSA ANNUAL MEETING DATE: 05/20/2008
ISSUER: 780259206 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ADOPTION OF ANNUAL REPORT & ACCOUNTS Management For For
02 APPROVAL OF REMUNERATION REPORT Management For For
03 ELECTION OF DR. JOSEF ACKERMANN AS A DIRECTOR Management For For
OF THE COMPANY
04 RE-ELECTION OF SIR PETER JOB AS A DIRECTOR OF Management For For
THE COMPANY
05 RE-ELECTION OF LAWRENCE RICCIARDI AS A DIRECTOR Management For For
OF THE COMPANY
06 RE-ELECTION OF PETER VOSER AS A DIRECTOR OF THE Management For For
COMPANY
07 RE-APPOINTMENT OF AUDITORS Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 223 of 265
08 REMUNERATION OF AUDITORS Management For For
09 AUTHORITY TO ALLOT SHARES Management For For
10 DISAPPLICATION OF PRE-EMPTION RIGHTS Management For For
11 AUTHORITY TO PURCHASE OWN SHARES Management For For
12 AUTHORITY FOR CERTAIN DONATIONS AND EXPENDITURE Management For For
13 AMENDMENTS TO LONG-TERM INCENTIVE PLAN Management For For
14 AMENDMENTS TO RESTRICTED SHARE PLAN Management For For
15 ADOPTION OF NEW ARTICLES OF ASSOCIATION Management For For
SOUTHWEST WATER COMPANY SWWC ANNUAL MEETING DATE: 05/20/2008
ISSUER: 845331107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF THE AMENDMENT TO THE RESTATED CERTIFICATE Management For For
OF INCORPORATION TO ELIMINATE THE CLASSIFIED BOARD.
2A ELECTION OF CLASS I DIRECTOR: THOMAS IINO Management For For
2B ELECTION OF CLASS I DIRECTOR: WILLIAM D. JONES Management For For
2C ELECTION OF CLASS I DIRECTOR: MAUREEN A. KINDEL Management For For
03 RATIFICATION OF PRICEWATERHOUSECOOPERS AS THE Management For For
COMPANY S INDEPENDENT PUBLIC ACCOUNTANTS.
STATOIL ASA STO ANNUAL MEETING DATE: 05/20/2008
ISSUER: 85771P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
13 AUTHORISATION TO ACQUIRE STATOILHYDRO SHARES Management For For
IN ORDER TO CONTINUE IMPLEMENTATION OF SHARE
SAVING SCHEME FOR EMPLOYEES
12 STATEMENT ON REMUNERATION AND OTHER EMPLOYMENT Management For For
TERMS FOR CORPORATE EXECUTIVE COMMITTEE
11 DETERMINATION OF REMUNERATION FOR THE NOMINATION Management For For
COMMITTEE
10 DETERMINATION OF REMUNERATION FOR THE CORPORATE Management For For
ASSEMBLY
09 ELECTION OF A MEMBER TO THE NOMINATION COMMITTEE Management For For
08 ELECTION OF MEMBERS TO THE CORPORATE ASSEMBLY Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 224 of 265
07 DETERMINATION OF REMUNERATION FOR THE COMPANY Management For For
S AUDITOR
06 APPROVAL OF THE ANNUAL REPORT AND ACCOUNTS FOR Management For For
STATOILHYDRO ASA AND THE STATOILHYDRO GROUP FOR
2007.
05 ELECTION OF TWO PERSONS TO CO-SIGN THE MINUTES Management For For
TOGETHER WITH THE CHAIR OF THE MEETING
03 APPROVAL OF THE NOTICE AND THE AGENDA Management For For
02 ELECTION OF A CHAIR OF THE MEETING Management For For
THE ALLSTATE CORPORATION ALL ANNUAL MEETING DATE: 05/20/2008
ISSUER: 020002101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: F. DUANE ACKERMAN Management For For
1B ELECTION OF DIRECTOR: ROBERT D. BEYER Management For For
1C ELECTION OF DIRECTOR: W. JAMES FARRELL Management For For
1D ELECTION OF DIRECTOR: JACK M. GREENBERG Management For For
1E ELECTION OF DIRECTOR: RONALD T. LEMAY Management For For
1F ELECTION OF DIRECTOR: J. CHRISTOPHER REYES Management For For
1G ELECTION OF DIRECTOR: H. JOHN RILEY, JR. Management For For
1H ELECTION OF DIRECTOR: JOSHUA I. SMITH Management For For
1I ELECTION OF DIRECTOR: JUDITH A. SPRIESER Management For For
1J ELECTION OF DIRECTOR: MARY ALICE TAYLOR Management For For
1K ELECTION OF DIRECTOR: THOMAS J. WILSON Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS ALLSTATE S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANT FOR 2008.
03 STOCKHOLDER PROPOSAL CALLING FOR CUMULATIVE VOTING Shareholder Against For
IN THE ELECTION OF DIRECTORS.
04 STOCKHOLDER PROPOSAL SEEKING THE RIGHT TO CALL Shareholder Against For
SPECIAL SHAREHOLDER MEETINGS.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 225 of 265
05 STOCKHOLDER PROPOSAL SEEKING AN ADVISORY RESOLUTION Shareholder Against For
TO RATIFY COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS.
UNITED STATES CELLULAR CORPORATION USM ANNUAL MEETING DATE: 05/20/2008
ISSUER: 911684108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management Withheld
J.S. CROWLEY Management Withheld Against
02 NON-EMPLOYEE DIRECTOR COMPENSATION PLAN. Management For For
03 2009 EMPLOYEE STOCK PURCHASE PLAN. Management For For
04 RATIFY ACCOUNTANTS FOR 2008. Management For For
ASTORIA FINANCIAL CORPORATION AF ANNUAL MEETING DATE: 05/21/2008
ISSUER: 046265104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
GEORGE L ENGELKE, JR.* Management For For
PETER C HAEFFNER, JR.* Management For For
RALPH F PALLESCHI* Management For For
LEO J WATERS** Management For For
02 THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR ASTORIA FINANCIAL CORPORATION FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2008.
CIMAREX ENERGY CO. XEC ANNUAL MEETING DATE: 05/21/2008
ISSUER: 171798101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 226 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: DAVID A. HENTSCHEL Management For For
1B ELECTION OF DIRECTOR: F.H. MERELLI Management For For
1C ELECTION OF DIRECTOR: L. PAUL TEAGUE Management For For
02 RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
AUDITORS FOR 2008.
HALLIBURTON COMPANY HAL ANNUAL MEETING DATE: 05/21/2008
ISSUER: 406216101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: A.M. BENNETT Management For For
1B ELECTION OF DIRECTOR: J.R. BOYD Management For For
1C ELECTION OF DIRECTOR: M. CARROLL Management For For
1D ELECTION OF DIRECTOR: K.T. DERR Management For For
1E ELECTION OF DIRECTOR: S.M. GILLIS Management For For
1F ELECTION OF DIRECTOR: J.T. HACKETT Management For For
1G ELECTION OF DIRECTOR: D.J. LESAR Management For For
1H ELECTION OF DIRECTOR: J.L. MARTIN Management For For
1I ELECTION OF DIRECTOR: J.A. PRECOURT Management For For
1J ELECTION OF DIRECTOR: D.L. REED Management For For
02 PROPOSAL FOR RATIFICATION OF THE SELECTION OF Management For For
AUDITORS.
03 PROPOSAL ON REAPPROVAL OF MATERIAL TERMS OF PERFORMANCE Management For For
GOALS UNDER 1993 STOCK AND INCENTIVE PLAN.
04 PROPOSAL ON HUMAN RIGHTS POLICY. Shareholder Against For
05 PROPOSAL ON POLITICAL CONTRIBUTIONS. Shareholder Against For
06 PROPOSAL ON HUMAN RIGHTS BOARD COMMITTEE. Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 227 of 265
INTEL CORPORATION INTC ANNUAL MEETING DATE: 05/21/2008
ISSUER: 458140100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: CRAIG R. BARRETT Management For For
1B ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY Management For For
1C ELECTION OF DIRECTOR: CAROL A. BARTZ Management For For
1D ELECTION OF DIRECTOR: SUSAN L. DECKER Management For For
1E ELECTION OF DIRECTOR: REED E. HUNDT Management For For
1F ELECTION OF DIRECTOR: PAUL S. OTELLINI Management For For
1G ELECTION OF DIRECTOR: JAMES D. PLUMMER Management For For
1H ELECTION OF DIRECTOR: DAVID S. POTTRUCK Management For For
1I ELECTION OF DIRECTOR: JANE E. SHAW Management For For
1J ELECTION OF DIRECTOR: JOHN L. THORNTON Management For For
1K ELECTION OF DIRECTOR: DAVID B. YOFFIE Management For For
02 RATIFICATION OF SELECTION OF ERNST & YOUNG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE CURRENT YEAR.
03 STOCKHOLDER PROPOSAL TO AMEND THE BYLAWS TO ESTABLISH Shareholder Against For
A BOARD COMMITTEE ON SUSTAINABILITY.
MIDDLESEX WATER COMPANY MSEX ANNUAL MEETING DATE: 05/21/2008
ISSUER: 596680108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 228 of 265
J.R. MIDDLETON, M.D. Management For For
JEFFRIES SHEIN Management For For
J. RICHARD TOMPKINS Management For For
02 APPROVAL OF THE NEW 2008 RESTRICTED STOCK PLAN. Management For For
03 APPROVAL OF THE OUTSIDE DIRECTOR STOCK COMPENSATION Management For For
PLAN.
PINNACLE WEST CAPITAL CORPORATION PNW ANNUAL MEETING DATE: 05/21/2008
ISSUER: 723484101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
EDWARD N. BASHA, JR. Management For For
SUSAN CLARK-JOHNSON Management For For
MICHAEL L. GALLAGHER Management For For
PAMELA GRANT Management For For
ROY A. HERBERGER, JR. Management For For
WILLIAM S. JAMIESON Management For For
HUMBERTO S. LOPEZ Management For For
KATHRYN L. MUNRO Management For For
BRUCE J. NORDSTROM Management For For
W. DOUGLAS PARKER Management For For
WILLIAM J. POST Management For For
WILLIAM L. STEWART Management For For
02 APPROVE AN AMENDMENT TO THE COMPANY S ARTICLES Management For For
OF INCORPORATION TO PROVIDE FOR A MAJORITY SHAREHOLDER
VOTE TO AMEND THE ARTICLES OF INCORPORATION.
03 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP Management For For
AS THE COMPANY S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2008.
THE HARTFORD FINANCIAL SVCS GROUP, INC. HIG ANNUAL MEETING DATE: 05/21/2008
ISSUER: 416515104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: RAMANI AYER Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 229 of 265
1B ELECTION OF DIRECTOR: RAMON DE OLIVEIRA Management For For
1C ELECTION OF DIRECTOR: TREVOR FETTER Management For For
1D ELECTION OF DIRECTOR: EDWARD J. KELLY, III Management For For
1E ELECTION OF DIRECTOR: PAUL G. KIRK, JR. Management For For
1F ELECTION OF DIRECTOR: THOMAS M. MARRA Management For For
1G ELECTION OF DIRECTOR: GAIL J. MCGOVERN Management For For
1H ELECTION OF DIRECTOR: MICHAEL G. MORRIS Management For For
1I ELECTION OF DIRECTOR: CHARLES B. STRAUSS Management For For
1J ELECTION OF DIRECTOR: H. PATRICK SWYGERT Management For For
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT AUDITOR FOR THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2008.
XCEL ENERGY INC. XEL ANNUAL MEETING DATE: 05/21/2008
ISSUER: 98389B100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
C. CONEY BURGESS Management For For
FREDRIC W. CORRIGAN Management For For
RICHARD K. DAVIS Management For For
ROGER R. HEMMINGHAUS Management For For
A. BARRY HIRSCHFELD Management For For
RICHARD C. KELLY Management For For
DOUGLAS W. LEATHERDALE Management For For
ALBERT F. MORENO Management For For
DR. MARGARET R. PRESKA Management For For
A. PATRICIA SAMPSON Management For For
RICHARD H. TRULY Management For For
DAVID A. WESTERLUND Management For For
TIMOTHY V. WOLF Management For For
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Management For For
LLP AS XCEL ENERGY, INC S PRINCIPAL INDEPENDENT
ACCOUNTANTS FOR 2008.
03 TO APPROVE AN AMENDMENT TO OUR RESTATED ARTICLES Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 230 of 265
OF INCORPORATION TO ADOPT A MAJORITY VOTING STANDARD
IN UNCONTESTED ELECTIONS.
04 TO CONSIDER A SHAREHOLDER PROPOSAL RELATING TO Shareholder Against For
THE SEPARATION OF THE ROLE OF CHAIRMAN OF THE
BOARD AND CHIEF EXECUTIVE OFFICER, IF PROPERLY
PRESENTED AT THE ANNUAL MEETING.
05 TO CONSIDER A SHAREHOLDER PROPOSAL RELATING TO Shareholder Against For
COMPREHENSIVE HEALTH CARE REFORM, IF PROPERLY
PRESENTED AT THE ANNUAL MEETING.
ALLIED WASTE INDUSTRIES, INC. AW ANNUAL MEETING DATE: 05/22/2008
ISSUER: 019589308 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DAVID P. ABNEY Management For For
CHARLES H. COTROS Management For For
JAMES W. CROWNOVER Management For For
WILLIAM J. FLYNN Management For For
DAVID I. FOLEY Management For For
NOLAN LEHMANN Management For For
LEON J. LEVEL Management For For
JAMES A. QUELLA Management For For
JOHN M. TRANI Management For For
JOHN J. ZILLMER Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF Management For For
PRICEWATERHOUSECOOPERS
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM (INDEPENDENT AUDITORS) FOR FISCAL
YEAR 2008.
CABLEVISION SYSTEMS CORPORATION CVC ANNUAL MEETING DATE: 05/22/2008
ISSUER: 12686C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 231 of 265
ZACHARY W. CARTER Management For For
CHARLES D. FERRIS Management For For
THOMAS V. REIFENHEISER Management For For
JOHN R. RYAN Management For For
VINCENT TESE Management For For
LEONARD TOW Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF THE COMPANY FOR FISCAL YEAR 2008.
OGE ENERGY CORP. OGE ANNUAL MEETING DATE: 05/22/2008
ISSUER: 670837103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
KIRK HUMPHREYS Management For For
LINDA PETREE LAMBERT Management For For
LEROY RICHIE Management For For
02 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
OUR PRINCIPAL INDEPENDENT ACCOUNTANTS.
03 APPROVAL OF THE OGE ENERGY CORP. 2008 STOCK INCENTIVE Management For For
PLAN.
04 APPROVAL OF THE OGE ENERGY CORP. 2008 ANNUAL Management For For
INCENTIVE COMPENSATION PLAN.
05 SHAREOWNER PROPOSAL TO ELIMINATE THE CLASSIFICATION Shareholder Against For
OF THE TERMS OF THE DIRECTORS.
QWEST COMMUNICATIONS INTERNATIONAL INC. Q ANNUAL MEETING DATE: 05/22/2008
ISSUER: 749121109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: EDWARD A. MUELLER Management For For
1B ELECTION OF DIRECTOR: LINDA G. ALVARADO Management For For
1C ELECTION OF DIRECTOR: CHARLES L. BIGGS Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 232 of 265
1D ELECTION OF DIRECTOR: K. DANE BROOKSHER Management For For
1E ELECTION OF DIRECTOR: PETER S. HELLMAN Management For For
1F ELECTION OF DIRECTOR: R. DAVID HOOVER Management For For
1G ELECTION OF DIRECTOR: PATRICK J. MARTIN Management For For
1H ELECTION OF DIRECTOR: CAROLINE MATTHEWS Management For For
1I ELECTION OF DIRECTOR: WAYNE W. MURDY Management For For
1J ELECTION OF DIRECTOR: JAN L. MURLEY Management For For
1K ELECTION OF DIRECTOR: FRANK P. POPOFF Management For For
1L ELECTION OF DIRECTOR: JAMES A. UNRUH Management For For
1M ELECTION OF DIRECTOR: ANTHONY WELTERS Management For For
02 THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2008.
03 A STOCKHOLDER PROPOSAL REQUESTING THAT OUR BOARD Shareholder Against For
SEEK STOCKHOLDER APPROVAL OF CERTAIN FUTURE SEVERANCE
AGREEMENTS WITH SENIOR EXECUTIVES.
04 A STOCKHOLDER PROPOSAL REQUESTING THAT OUR BOARD Shareholder Against For
ESTABLISH A POLICY OF SEPARATING THE ROLES OF
CHAIRMAN AND CHIEF EXECUTIVE OFFICER WHENEVER
POSSIBLE.
SEMPRA ENERGY SRE ANNUAL MEETING DATE: 05/22/2008
ISSUER: 816851109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 ELECTION OF DIRECTOR: RICHARD A. COLLATO Management For For
02 ELECTION OF DIRECTOR: WILFORD D. GODBOLD JR. Management For For
03 ELECTION OF DIRECTOR: RICHARD G. NEWMAN Management For For
04 ELECTION OF DIRECTOR: CARLOS RUIZ SACRISTAN Management For For
05 ELECTION OF DIRECTOR: WILLIAM C. RUSNACK Management For For
06 ELECTION OF DIRECTOR: WILLIAM P. RUTLEDGE Management For For
07 ELECTION OF DIRECTOR: LYNN SCHENK Management For For
08 ELECTION OF DIRECTOR: NEAL E. SCHMALE BOARD RECOMMENDS Management For For
A VOTE FOR THE FOLLOWING PROPOSALS.
09 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 233 of 265
ACCOUNTING FIRM.
10 APPROVAL OF 2008 LONG TERM INCENTIVE PLAN. Management Against Against
11 APPROVAL OF AMENDED AND RESTATED ARTICLES OF INCORPORATION. Management For For
12 SHAREHOLDER PROPOSAL ENTITLED SHAREHOLDER SAY Shareholder Against For
ON PAY .
XEROX CORPORATION XRX ANNUAL MEETING DATE: 05/22/2008
ISSUER: 984121103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
GLENN A. BRITT Management For For
URSULA M. BURNS Management For For
RICHARD J. HARRINGTON Management For For
WILLIAM CURT HUNTER Management For For
VERNON E. JORDAN, JR. Management For For
ROBERT A. MCDONALD Management For For
ANNE M. MULCAHY Management For For
N.J. NICHOLAS, JR. Management For For
ANN N. REESE Management For For
MARY AGNES WILDEROTTER Management For For
02 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 APPROVE AMENDMENT OF CERTIFICATE OF INCORPORATION Management For For
REQUIRING MAJORITY VOTING FOR ELECTION OF DIRECTORS
IN NON-CONTESTED ELECTION.
04 SHAREHOLDER PROPOSAL RELATING TO REPORTING OF Shareholder Against For
COMPLIANCE WITH THE VENDOR CODE OF CONDUCT.
CROWN CASTLE INTERNATIONAL CORP CCI ANNUAL MEETING DATE: 05/23/2008
ISSUER: 228227104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 234 of 265
DAVID C. ABRAMS Management For For
DALE N. HATFIELD Management For For
LEE W. HOGAN Management For For
ROBERT F. MCKENZIE Management For For
02 TO APPROVE RATIFICATION OF THE APPOINTMENT OF Management For For
KPMG LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTANTS FOR FISCAL YEAR 2008.
FPL GROUP, INC. FPL ANNUAL MEETING DATE: 05/23/2008
ISSUER: 302571104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
SHERRY S. BARRAT Management For For
ROBERT M. BEALL, II Management For For
J. HYATT BROWN Management For For
JAMES L. CAMAREN Management For For
J. BRIAN FERGUSON Management For For
LEWIS HAY, III Management For For
TONI JENNINGS Management For For
OLIVER D. KINGSLEY, JR. Management For For
RUDY E. SCHUPP Management For For
MICHAEL H. THAMAN Management For For
HANSEL E. TOOKES, II Management For For
PAUL R. TREGURTHA Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE YEAR 2008.
03 APPROVAL OF THE FPL GROUP EXECUTIVE ANNUAL INCENTIVE Management For For
PLAN.
04 SHAREHOLDER PROPOSAL - GLOBAL WARMING REPORT. Shareholder Against For
INTERMEC, INC. IN ANNUAL MEETING DATE: 05/23/2008
ISSUER: 458786100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 235 of 265
PATRICK J. BYRNE Management For For
GREGORY K. HINCKLEY Management For For
LYDIA H. KENNARD Management For For
ALLEN J. LAUER Management For For
STEPHEN P. REYNOLDS Management For For
STEVEN B. SAMPLE Management For For
OREN G. SHAFFER Management For For
LARRY D. YOST Management For For
02 RATIFY SELECTION OF DELOITTE & TOUCHE LLP AS Management For For
INTERMEC, INC. S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 APPROVE THE INTERMEC, INC. 2008 EMPLOYEE STOCK Management For For
PURCHASE PLAN.
04 APPROVE THE INTERMEC, INC. 2008 OMNIBUS INCENTIVE Management Against Against
PLAN.
BLACKROCK, INC. BLK ANNUAL MEETING DATE: 05/27/2008
ISSUER: 09247X101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ROBERT C. DOLL Management For For
GREGORY J. FLEMING Management For For
MURRY S. GERBER Management For For
JAMES GROSFELD Management For For
SIR DERYCK MAUGHAN Management For For
LINDA GOSDEN ROBINSON Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS BLACKROCK S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2008.
CALIFORNIA WATER SERVICE GROUP CWT ANNUAL MEETING DATE: 05/27/2008
ISSUER: 130788102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 236 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DOUGLAS M. BROWN Management For For
ROBERT W. FOY Management For For
EDWIN A. GUILES Management For For
E.D. HARRIS, JR. M.D. Management For For
BONNIE G. HILL Management For For
RICHARD P. MAGNUSON Management For For
LINDA R. MEIER Management For For
PETER C. NELSON Management For For
GEORGE A. VERA Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE Management For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE GROUP FOR 2008.
CLEAR CHANNEL COMMUNICATIONS, INC. CCU ANNUAL MEETING DATE: 05/27/2008
ISSUER: 184502102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: ALAN D. FELD Management For For
1B ELECTION OF DIRECTOR: PERRY J. LEWIS Management For For
1C ELECTION OF DIRECTOR: L. LOWRY MAYS Management For For
1D ELECTION OF DIRECTOR: MARK P. MAYS Management For For
1E ELECTION OF DIRECTOR: RANDALL T. MAYS Management For For
1F ELECTION OF DIRECTOR: B.J. MCCOMBS Management For For
1G ELECTION OF DIRECTOR: PHYLLIS B. RIGGINS Management For For
1H ELECTION OF DIRECTOR: THEODORE H. STRAUSS Management For For
1I ELECTION OF DIRECTOR: J.C. WATTS Management For For
1J ELECTION OF DIRECTOR: JOHN H. WILLIAMS Management For For
1K ELECTION OF DIRECTOR: JOHN B. ZACHRY Management For For
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2008.
03 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING MAJORITY VOTE PROTOCOL.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 237 of 265
04 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING CHANGING STANDARDS FOR ELIGIBILITY
FOR COMPENSATION COMMITTEE MEMBERS.
05 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING TAX GROSS-UP PAYMENTS.
06 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING EXECUTIVE COMPENSATION.
FRANCE TELECOM FTE SPECIAL MEETING DATE: 05/27/2008
ISSUER: 35177Q105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
16 AUTHORIZATION TO THE BOARD OF DIRECTORS TO REDUCE Management For For
THE SHARE CAPITAL THROUGH THE CANCELLATION OF
ORDINARY SHARES
15 DELEGATION OF POWERS TO THE BOARD OF DIRECTORS Management For For
TO PROCEED WITH CAPITAL INCREASES RESERVED FOR
MEMBERS OF THE FRANCE TELECOM GROUP SAVINGS PLAN
14 DELEGATION OF POWERS TO THE BOARD OF DIRECTORS Management For For
TO PROCEED WITH THE ISSUANCE AT NO CHARGE OF
OPTION-BASED LIQUIDITY INSTRUMENTS RESERVED FOR
THOSE HOLDERS OF STOCK OPTIONS OF ORANGE S.A.
WHO ARE BENEFICIARIES OF A LIQUIDITY AGREEMENT
13 DELEGATION OF POWERS TO THE BOARD OF DIRECTORS Management For For
TO ISSUE SHARES RESERVED FOR PERSONS SIGNING
A LIQUIDITY AGREEMENT WITH THE COMPANY IN THEIR
CAPACITY AS HOLDERS OF SHARES OR STOCK OPTIONS
OF ORANGE S.A.
12 AMENDMENT OF ARTICLE 13 OF THE BY-LAWS Management For For
11 DIRECTORS FEES ALLOCATED TO THE BOARD OF DIRECTORS Management For For
10 APPOINTMENT OF MR. JOSE-LUIS DURAN AS A DIRECTOR Management For For
09 APPOINTMENT OF MR. CHARLES-HENRI FILIPPI AS A Management For For
DIRECTOR
08 RATIFICATION OF THE COOPTATION OF A DIRECTOR Management For
07 RATIFICATION OF THE COOPTATION OF A DIRECTOR Management For
06 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS Management For For
TO PURCHASE, RETAIN OR TRANSFER FRANCE TELECOM
SHARES
05 APPROVAL OF THE COMMITMENT IN FAVOR OF MR. DIDIER Management For For
LOMBARD, ENTERED INTO ACCORDING TO ARTICLE L.
225-42-1 OF THE FRENCH COMMERCIAL CODE
04 APPROVAL OF THE AGREEMENTS REFERRED TO IN ARTICLE Management For For
L. 225-38 OF THE FRENCH COMMERCIAL CODE
03 ALLOCATION OF THE INCOME FOR THE FINANCIAL YEAR Management For For
ENDED DECEMBER 31, 2007, AS STATED IN THE STATUTORY
FINANCIAL STATEMENTS
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 238 of 265
02 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS Management For For
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER, 2007
01 APPROVAL OF THE STATUTORY FINANCIAL STATEMENTS Management For For
FOR THE FINANCIAL YEAR ENDED DECEMBER 31, 2007
17 POWERS FOR FORMALITIES Management For For
ALTRIA GROUP, INC. MO ANNUAL MEETING DATE: 05/28/2008
ISSUER: 02209S103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTORS: ELIZABETH E. BAILEY Management For For
1B ELECTION OF DIRECTORS: GERALD L. BALILES Management For For
1C ELECTION OF DIRECTORS: DINYAR S. DEVITRE Management For For
1D ELECTION OF DIRECTORS: THOMAS F. FARRELL, II Management For For
1E ELECTION OF DIRECTORS: ROBERT E.R. HUNTLEY Management For For
1F ELECTION OF DIRECTORS: THOMAS W. JONES Management For For
1G ELECTION OF DIRECTORS: GEORGE MUNOZ Management For For
1H ELECTION OF DIRECTORS: MICHAEL E. SZYMANCZYK Management For For
02 RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS Management For For
03 STOCKHOLDER PROPOSAL 1 - SHAREHOLDER SAY ON EXECUTIVE Shareholder Against For
PAY
04 STOCKHOLDER PROPOSAL 2 - CUMULATIVE VOTING Shareholder Against For
05 STOCKHOLDER PROPOSAL 3 - APPLY GLOBALLY PRACTICES Shareholder Against For
DEMANDED BY THE MASTER SETTLEMENT AGREEMENT
06 STOCKHOLDER PROPOSAL 4 - STOP YOUTH-ORIENTED Shareholder Against For
AD CAMPAIGNS
07 STOCKHOLDER PROPOSAL 5 - TWO CIGARETTE APPROACH Shareholder Against For
TO MARKETING
08 STOCKHOLDER PROPOSAL 6 - ENDORSE HEALTH CARE PRINCIPLES Shareholder Against For
CHEVRON CORPORATION CVX ANNUAL MEETING DATE: 05/28/2008
ISSUER: 166764100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: S.H. ARMACOST Management For For
1B ELECTION OF DIRECTOR: L.F. DEILY Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 239 of 265
1C ELECTION OF DIRECTOR: R.E. DENHAM Management For For
1D ELECTION OF DIRECTOR: R.J. EATON Management For For
1E ELECTION OF DIRECTOR: S. GINN Management For For
1F ELECTION OF DIRECTOR: F.G. JENIFER Management For For
1G ELECTION OF DIRECTOR: J.L. JONES Management For For
1H ELECTION OF DIRECTOR: S. NUNN Management For For
1I ELECTION OF DIRECTOR: D.J. O REILLY Management For For
1J ELECTION OF DIRECTOR: D.B. RICE Management For For
1K ELECTION OF DIRECTOR: P.J. ROBERTSON Management For For
1L ELECTION OF DIRECTOR: K.W. SHARER Management For For
1M ELECTION OF DIRECTOR: C.R. SHOEMATE Management For For
1N ELECTION OF DIRECTOR: R.D. SUGAR Management For For
1O ELECTION OF DIRECTOR: C. WARE Management For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM
03 PROPOSAL TO AMEND CHEVRON S RESTATED CERTIFICATE Management For For
OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK
04 ADOPT POLICY TO SEPARATE THE CEO/CHAIRMAN POSITIONS Shareholder Against For
05 ADOPT POLICY AND REPORT ON HUMAN RIGHTS Shareholder Against For
06 REPORT ON ENVIRONMENTAL IMPACT OF CANADIAN OIL Shareholder Against For
SANDS OPERATIONS
07 ADOPT GOALS AND REPORT ON GREENHOUSE GAS EMISSIONS Management Against For
08 REVIEW AND REPORT ON GUIDELINES FOR COUNTRY SELECTION Shareholder Against For
09 REPORT ON HOST COUNTRY LAWS Shareholder Against For
CHINA MENGNIU DAIRY CO LTD EZQ AGM MEETING DATE: 05/28/2008
ISSUER: G21096105 ISIN: KYG210961051
SEDOL: B01FW07, B01B1L9, B01VKZ6
VOTE GROUP: GLOBAL
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 240 of 265
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. RECEIVE AND APPROVE THE AUDITED CONSOLIDATED Management For For
FINANCIAL STATEMENTS AND THE REPORTS OF THE DIRECTORS
AND THE AUDITORS FOR THE YE 31 DEC 2007
2. APPROVE THE FINAL DIVIDEND Management For For
3.a RE-ELECT MR. NIU GENSHENG AS A DIRECTOR AND AUTHORIZE Management For For
THE BOARD OF DIRECTORS OF THE COMPANY TO FIX
HIS REMUNERATION
3.b RE-ELECT MR. SUN YUBIN AS A DIRECTOR AND AUTHORIZE Management For For
THE BOARD OF DIRECTORS OF THE COMPANY TO FIX
HIS REMUNERATION
3.c RE-ELECT MR. LI JIANXIN AS A DIRECTOR AND AUTHORIZE Management For For
THE BOARD OF DIRECTORS OFTHE COMPANY TO FIX HIS
REMUNERATION
4. RE-APPOINT ERNST & YOUNG AS THE AUDITORS OF THE Management For For
COMPANY AND AUTHORIZE THE BOARD OF DIRECTORS
TO FIX THEIR REMUNERATION
5. AUTHORIZE THE DIRECTORS OF THE COMPANY DURING Management For For
THE RELEVANT PERIOD TO REPURCHASE SHARES OF HKD
0.10 EACH IN THE CAPITAL OF THE COMPANY SHARES
ON THE STOCK EXCHANGE OF HONG KONG LIMITED THE
STOCK EXCHANGE OR ON ANY OTHER STOCK EXCHANGE
ON WHICH THE SECURITIES OF THE COMPANY MAY BE
LISTED AND RECOGNIZED BY THE SECURITIES AND FUTURES
COMMISSION OF HONG KONG AND THE STOCK EXCHANGE
FOR THIS PURPOSE, SUBJECT TO AND IN ACCORDANCE
WITH APPLICABLE LAWS AND THE REQUIREMENTS OF
THE RULES GOVERNING THE LISTING OF SECURITIES
ON THE STOCK EXCHANGE OR OF ANY OTHER STOCK EXCHANGE
AS AMENDED FROM TIME TO TIME; SHALL NOT EXCEED
10% OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE
CAPITAL OF THE COMPANY IN ISSUE AT THE DATE OF
PASSING THIS RESOLUTION 5 AS SPECIFIED; AND AUTHORITY
EXPIRES AT THE EARLIER OF THE CONCLUSION OF THE
NEXT AGM OF THE COMPANY; OR THE EXPIRATION OF
THE PERIOD WITHIN WHICH THE NEXT AGM OF THE COMPANY
IS REQUIRED BY ITS ARTICLES OF ASSOCIATION OR
BY ANY APPLICABLE LAW(S) TO BE HELD
6. AUTHORIZE THE DIRECTORS TO ALLOT, ISSUE AND DEAL Management Against Against
WITH ADDITIONAL SHARES AND TO MAKE OR GRANT OFFERS,
AGREEMENTS, OPTIONS AND WARRANTS WHICH MIGHT
REQUIRE THE EXERCISE OF SUCH POWER, DURING AND
AFTER THE RELEVANT PERIOD, SHALL NOT EXCEED OF
20% OF THE AGGREGATE NOMINAL AMOUNT OF THE SHARE
CAPITAL OF THE COMPANY IN ISSUE AT THE DATE OF
PASSING THIS RESOLUTION 6, OTHERWISE THAN PURSUANT
TO, I) A RIGHTS ISSUE AS SPECIFIED, II) ANY OPTION
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 241 of 265
SCHEME OR SIMILAR ARRANGEMENT FOR THE TIME BEING
ADOPTED FOR THE GRANT OR ISSUE TO OFFICERS AND/OR
EMPLOYEES OF THE COMPANY AND/OR ANY OF ITS SUBSIDIARIES
OF SHARES OR RIGHTS TO ACQUIRE SHARES OR III)
ANY SCRIP DIVIDEND OR SIMILAR ARRANGEMENT PROVIDING
FOR THE ALLOTMENT OF SHARES IN LIEU OF THE WHOLE
OR PART OF A DIVIDEND ON SHARES IN ACCORDANCE
WITH THE ARTICLES OF ASSOCIATION OF THE COMPANY;
AUTHORITY EXPIRES AT THE EARLIER OF THE CONCLUSION
OF THE NEXT AGM OF THE COMPANY; OR THE EXPIRATION
OF THE PERIOD WITHIN WHICH THE NEXT AGM OF THE
COMPANY IS REQUIRED BY ITS ARTICLES OF ASSOCIATION
OR BY ANY APPLICABLE LAW(S) TO BE HELD
7. APPROVE, SUBJECT TO THE PASSING OF RESOLUTIONS Management For For
5 AND 6, TO EXTEND BY THE ADDITION TO THE AGGREGATE
NOMINAL AMOUNT OF THE SHARE CAPITAL OF THE COMPANY
WHICH MAY BE ALLOTTED OR AGREED TO BE ALLOTTED
BY THE DIRECTORS OF THE COMPANY PURSUANT TO SUCH
GENERAL MANDATE AN AMOUNT REPRESENTING THE AGGREGATE
NOMINAL AMOUNT OF SHARES REPURCHASED BY THE COMPANY
PURSUANT TO THE GENERAL MANDATE REFERRED TO IN
RESOLUTION 5 ABOVE PROVIDED THAT SUCH AMOUNT
SHALL NOT EXCEED 10% OF THE EXISTING ISSUED SHARE
CAPITAL OF THE COMPANY AT THE DATE OF PASSING
THIS RESOLUTION
CHINA MENGNIU DAIRY CO LTD EZQ EGM MEETING DATE: 05/28/2008
ISSUER: G21096105 ISIN: KYG210961051
SEDOL: B01FW07, B01B1L9, B01VKZ6
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1. APPROVE AND RATIFY THE ENTERING INTO THE EQUITY Management For For
INTEREST TRANSFER AGREEMENT DATED 08 APR 2008
BY THE COMPANY THE EQUITY INTEREST TRANSFER
AGREEMENT FOR THE ACQUISITION OF AN AGGREGATE
72,011,566 SHARES IN INNER MONGOLIA MENGNIU DAIRY
COMPANY LIMITED, THE SALE SHARES FROM THE SELLERS
NAMED THEREIN THE SELLERS ENTERED INTO BETWEEN
THE COMPANY AND THE SELLERS AND THE TRANSACTIONS
CONTEMPLATED THEREBY AND THE PERFORMANCE THEREOF
BY THE COMPANY; AND AUTHORIZE: THE DIRECTORS
OF THE COMPANY TO ISSUE AN AGGREGATE OF 135,328,255
SHARES IN THE COMPANY TO THE SELLERS PURSUANT
TO AND IN ACCORDANCE WITH THE TERMS AND CONDITIONS
CONTAINED IN THE EQUITY INTEREST TRANSFER AGREEMENT
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 242 of 265
AS CONSIDERATION SHARES; AND ANY ONE DIRECTOR
OF THE COMPANY TO DO ALL SUCH THINGS AND SIGN,
SEAL, EXECUTE, PERFECT, PERFORM AND DELIVER ALL
SUCH DOCUMENTS AS HE MAY IN HIS ABSOLUTE DISCRETION
CONSIDER NECESSARY OR DESIRABLE OR EXPEDIENT
TO GIVE EFFECT TO THE EQUITY INTEREST TRANSFER
AGREEMENT OR FOR THE IMPLEMENTATION OF ALL TRANSACTIONS
THEREUNDER
EXXON MOBIL CORPORATION XOM ANNUAL MEETING DATE: 05/28/2008
ISSUER: 30231G102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
M.J. BOSKIN Management For For
L.R. FAULKNER Management For For
W.W. GEORGE Management For For
J.R. HOUGHTON Management For For
R.C. KING Management For For
M.C. NELSON Management For For
S.J. PALMISANO Management For For
S.S REINEMUND Management For For
W.V. SHIPLEY Management For For
R.W. TILLERSON Management For For
E.E. WHITACRE, JR. Management For For
02 RATIFICATION OF INDEPENDENT AUDITORS (PAGE 47) Management For For
03 SHAREHOLDER PROPOSALS PROHIBITED (PAGE 49) Shareholder Against For
04 DIRECTOR NOMINEE QUALIFICATIONS (PAGE 49) Shareholder Against For
05 BOARD CHAIRMAN AND CEO (PAGE 50) Shareholder Against For
06 SHAREHOLDER RETURN POLICY (PAGE 52) Shareholder Against For
07 SHAREHOLDER ADVISORY VOTE ON EXECUTIVE COMPENSATION Shareholder Against For
(PAGE 53)
08 EXECUTIVE COMPENSATION REPORT (PAGE 55) Shareholder Against For
09 INCENTIVE PAY RECOUPMENT (PAGE 57) Shareholder Against For
10 CORPORATE SPONSORSHIPS REPORT (PAGE 58) Shareholder Against For
11 POLITICAL CONTRIBUTIONS REPORT (PAGE 60) Shareholder Against For
12 AMENDMENT OF EEO POLICY (PAGE 61) Shareholder Against For
13 COMMUNITY ENVIRONMENTAL IMPACT (PAGE 63) Shareholder Against For
14 ANWR DRILLING REPORT (PAGE 65) Shareholder Against For
15 GREENHOUSE GAS EMISSIONS GOALS (PAGE 66) Shareholder Against For
16 CO2 INFORMATION AT THE PUMP (PAGE 68) Shareholder Against For
17 CLIMATE CHANGE AND TECHNOLOGY REPORT (PAGE 69) Shareholder Against For
18 ENERGY TECHNOLOGY REPORT (PAGE 70) Shareholder Against For
19 RENEWABLE ENERGY POLICY (PAGE 71) Shareholder Against For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 243 of 265
THE SOUTHERN COMPANY SO ANNUAL MEETING DATE: 05/28/2008
ISSUER: 842587107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
J.P. BARANCO Management For For
D.J. BERN Management For For
F.S. BLAKE Management For For
J.A. BOSCIA Management For For
T.F. CHAPMAN Management For For
H.W. HABERMEYER, JR. Management For For
W.A. HOOD, JR. Management For For
D.M. JAMES Management For For
J.N. PURCELL Management For For
D.M. RATCLIFFE Management For For
W.G. SMITH, JR. Management For For
G.J. ST PE Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2008
03 AMENDMENT OF COMPANY S BY-LAWS REGARDING MAJORITY Management For For
VOTING AND CUMULATIVE VOTING
04 AMENDMENT OF COMPANY S CERTIFICATE OF INCORPORATION Management For For
REGARDING CUMULATIVE VOTING
05 STOCKHOLDER PROPOSAL ON ENVIRONMENTAL REPORT Shareholder Against For
ADVANCED MEDICAL OPTICS, INC. EYE ANNUAL MEETING DATE: 05/29/2008
ISSUER: 00763M108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES V. MAZZO Management For For
ROBERT J. PALMISANO Management For For
JAMES O. ROLLANS Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 244 of 265
02 TO APPROVE RATIFICATION OF INDEPENDENT REGISTERED Management For For
PUBLIC ACCOUNTING FIRM
03 TO RE-APPROVE THE ADVANCED MEDICAL OPTICS, INC. Management For For
2002 BONUS PLAN
04 TO APPROVE THE 2004 STOCK INCENTIVE PLAN TO ALLOW Management For For
BROADER UTILIZATION
DEUTSCHE BANK AG DB ANNUAL MEETING DATE: 05/29/2008
ISSUER: D18190898 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
02 RESOLUTION 2. Management For For
03 RESOLUTION 3. Management For For
04 RESOLUTION 4. Management For For
05 RESOLUTION 5. Management For For
06 RESOLUTION 6. Management For For
07 RESOLUTION 7. Management For For
08 RESOLUTION 8. Management For For
9A ELECTION TO THE SUPERVISORY BOARD: CLEMENS BORSIG Management For For
9B ELECTION TO THE SUPERVISORY BOARD: KARL-GERHARD Management For For
EICK
9C ELECTION TO THE SUPERVISORY BOARD: HENNING KAGERMANN Management For For
9D ELECTION TO THE SUPERVISORY BOARD: SUZANNE LABARGE Management For For
9E ELECTION TO THE SUPERVISORY BOARD: TILMAN TODENHOFER Management For For
9F ELECTION TO THE SUPERVISORY BOARD: WERNER WENNING Management For For
9G ELECTION TO THE SUPERVISORY BOARD: PETER JOB Management For For
9H -NOTE- NO LONGER AVAILABLE FOR RE-ELECTION Management For For
9I ELECTION TO THE SUPERVISORY BOARD: MAURICE LEVY Management For For
10 RESOLUTION 10. Management For For
11 RESOLUTION 11. Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 245 of 265
12 RESOLUTION 12. Management Against For
13 RESOLUTION 13. Management Against For
14 RESOLUTION 14. Management Against For
15 RESOLUTION 15. Management Against For
16 RESOLUTION 16. Management Against For
17 RESOLUTION 17. Management Against For
18 RESOLUTION 18. Management Against For
19 RESOLUTION 19. Management Against For
CB2 COUNTER MOTION B Management *Management Position Unknown
CC3 COUNTER MOTION C Management *Management Position Unknown
9J ELECTION TO THE SUPERVISORY BOARD: JOHANNES TEYSSEN Management For For
CA1 COUNTER MOTION A Management *Management Position Unknown
FIDELITY NAT'L INFORMATION SERVICES INC FIS ANNUAL MEETING DATE: 05/29/2008
ISSUER: 31620M106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MARSHALL HAINES Management For For
DAVID K. HUNT Management For For
CARY H. THOMPSON Management For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE 2008 FISCAL YEAR.
03 TO APPROVE THE FIDELITY NATIONAL INFORMATION Management Against Against
SERVICES, INC. 2008 OMNIBUS INCENTIVE PLAN.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 246 of 265
FIDELITY NATIONAL FINANCIAL, INC. FNF ANNUAL MEETING DATE: 05/29/2008
ISSUER: 31620R105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
WILLIAM P. FOLEY, II Management For For
DOUGLAS K. AMMERMAN Management For For
THOMAS M. HAGERTY Management For For
PETER O. SHEA, JR. Management For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE 2008 FISCAL YEAR.
03 TO APPROVE THE FIDELITY NATIONAL FINANCIAL, INC. Management Against Against
AMENDED AND RESTATED 2005 OMNIBUS INCENTIVE PLAN.
MATTEL, INC. MAT ANNUAL MEETING DATE: 05/29/2008
ISSUER: 577081102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: MICHAEL J. DOLAN Management For For
1B ELECTION OF DIRECTOR: ROBERT A. ECKERT Management For For
1C ELECTION OF DIRECTOR: DR. FRANCES D. FERGUSSON Management For For
1D ELECTION OF DIRECTOR: TULLY M. FRIEDMAN Management For For
1E ELECTION OF DIRECTOR: DOMINIC NG Management For For
1F ELECTION OF DIRECTOR: VASANT M. PRABHU Management For For
1G ELECTION OF DIRECTOR: DR. ANDREA L. RICH Management For For
1H ELECTION OF DIRECTOR: RONALD L. SARGENT Management For For
1I ELECTION OF DIRECTOR: DEAN A. SCARBOROUGH Management For For
1J ELECTION OF DIRECTOR: CHRISTOPHER A. SINCLAIR Management For For
1K ELECTION OF DIRECTOR: G. CRAIG SULLIVAN Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 247 of 265
1L ELECTION OF DIRECTOR: KATHY BRITTAIN WHITE Management For For
02 RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For
LLP AS MATTEL S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2008.
03 STOCKHOLDER PROPOSAL REGARDING CERTAIN REPORTS Shareholder Against For
BY THE BOARD OF DIRECTORS.
HSBC HOLDINGS PLC HBC ANNUAL MEETING DATE: 05/30/2008
ISSUER: 404280406 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO RECEIVE THE REPORT AND ACCOUNTS FOR 2007 Management For For
02 TO APPROVE THE DIRECTORS REMUNERATION REPORT Management For For
FOR 2007
3A TO RE-ELECT S A CATZ A DIRECTOR Management For For
3B TO RE-ELECT V H C CHENG A DIRECTOR Management For For
3C TO RE-ELECT J D COOMBE A DIRECTOR Management For For
3D TO RE-ELECT J L DURAN A DIRECTOR Management For For
3E TO RE-ELECT D J FLINT A DIRECTOR Management For For
3F TO RE-ELECT A A FLOCKHART A DIRECTOR Management For For
3G TO RE-ELECT W K L FUNG A DIRECTOR Management For For
3H TO RE-ELECT S T GULLIVER A DIRECTOR Management For For
3I TO RE-ELECT J W J HUGHES-HALLETT A DIRECTOR Management For For
3J TO RE-ELECT W S H LAIDLAW A DIRECTOR Management For For
3K TO RE-ELECT N R N MURTHY A DIRECTOR Management For For
3L TO RE-ELECT S W NEWTON A DIRECTOR Management For For
04 TO REAPPOINT THE AUDITOR AT REMUNERATION TO BE Management For For
DETERMINED BY THE GROUP AUDIT COMMITTEE
05 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Management For For
06 TO DISAPPLY PRE-EMPTION RIGHTS (SPECIAL RESOLUTION) Management For For
07 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN Management For For
ORDINARY SHARES
08 TO ALTER THE ARTICLES OF ASSOCIATION (SPECIAL Management For For
RESOLUTION)
09 TO ALTER THE ARTICLES OF ASSOCIATION WITH EFFECT Management For For
FROM 1 OCTOBER 2008 (SPECIAL RESOLUTION)
10 TO AMEND THE RULES OF THE HSBC SHARE PLAN Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 248 of 265
PARMALAT S P A PLT.MI EGM MEETING DATE: 05/30/2008
ISSUER: T7S73M107 ISIN: IT0003826473 BLOCKING
SEDOL: B0SSTS6, B28L707, B0LTJS6, B09RG69
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
03 JUN 2008 (AND A THIRD CALL ON 04 JUN 2008).
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.
1. APPROVE TO INCREASE THE THRESHOLD OF 50% OF THE Management Take No Action
DISTRIBUTABLE EARNINGS AND THE CONSEQUENT CHANGE
OF THE ARTICLE 26 OF THE COMPANYS BYLAWS
2. APPROVE THE RELATED AND CONSEQUENTIAL RESOLUTIONS Management Take No Action
WEATHERFORD INTERNATIONAL LTD. WFT ANNUAL MEETING DATE: 06/02/2008
ISSUER: G95089101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION AS DIRECTOR: NICHOLAS F. BRADY Management For For
1B ELECTION AS DIRECTOR: WILLIAM E. MACAULAY Management For For
1C ELECTION AS DIRECTOR: DAVID J. BUTTERS Management For For
1D ELECTION AS DIRECTOR: ROBERT B. MILLARD Management For For
1E ELECTION AS DIRECTOR: BERNARD J. DUROC-DANNER Management For For
1F ELECTION AS DIRECTOR: ROBERT K. MOSES, JR. Management For For
1G ELECTION OF DIRECTOR: ROBERT A. RAYNE Management For For
02 APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT Management For For
AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2008,
AND AUTHORIZATION OF THE AUDIT COMMITTEE OF THE
BOARD OF DIRECTORS TO SET ERNST & YOUNG LLP S
REMUNERATION.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 249 of 265
GENERAL MOTORS CORPORATION GM ANNUAL MEETING DATE: 06/03/2008
ISSUER: 370442105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
P.N. BARNEVIK Management For For
E.B. BOWLES Management For For
J.H. BRYAN Management For For
A.M. CODINA Management For For
E.B. DAVIS, JR. Management For For
G.M.C. FISHER Management For For
E.N. ISDELL Management For For
K. KATEN Management For For
K. KRESA Management For For
E.J. KULLMAN Management For For
P.A. LASKAWY Management For For
K.V. MARINELLO Management For For
E. PFEIFFER Management For For
G.R. WAGONER, JR. Management For For
02 RATIFICATION OF DELOITTE & TOUCHE LLP FOR YEAR Management For For
2008
03 STOCKHOLDER PROPOSAL: DISCLOSURE OF POLITICAL Shareholder Against For
CONTRIBUTIONS
04 STOCKHOLDER PROPOSAL: DISCLOSURE OF POLITICAL Shareholder Against For
CONTRIBUTIONS
05 STOCKHOLDER PROPOSAL: HEALTH CARE REFORM PRINCIPLES Shareholder Against For
06 STOCKHOLDER PROPOSAL: STOCKHOLDER ADVISORY VOTE Shareholder Against For
ON EXECUTIVE COMPENSATION
07 STOCKHOLDER PROPOSAL: GREENHOUSE GAS EMISSIONS Shareholder Against For
08 STOCKHOLDER PROPOSAL: CUMULATIVE VOTING Shareholder Against For
09 STOCKHOLDER PROPOSAL: SPECIAL STOCKHOLDER MEETINGS Shareholder Against For
10 STOCKHOLDER PROPOSAL: PERFORMANCE-BASED EQUITY Shareholder Against For
COMPENSATION
NABORS INDUSTRIES LTD. NBR ANNUAL MEETING DATE: 06/03/2008
ISSUER: G6359F103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
ANTHONY G. PETRELLO Management For For
MYRON M. SHEINFELD Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 250 of 265
MARTIN J. WHITMAN Management For For
02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS Management For For
INDEPENDENT AUDITORS AND TO AUTHORIZE THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS TO SET AUDITORS
REMUNERATION.
03 SHAREHOLDER PROPOSAL TO ADOPT A PAY FOR SUPERIOR Shareholder Against For
PERFORMANCE STANDARD IN THE COMPANY S EXECUTIVE
COMPENSATION PLAN FOR SENIOR EXECUTIVES.
04 SHAREHOLDER PROPOSAL REGARDING GROSS-UP PAYMENTS Shareholder Against For
TO SENIOR EXECUTIVES.
TEEKAY CORPORATION TK ANNUAL MEETING DATE: 06/03/2008
ISSUER: Y8564W103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
THOMAS KUO-YUEN HSU Management For For
AXEL KARLSHOEJ Management For For
BJORN MOLLER Management For For
02 RATIFICATION OF INDEPENDENT AUDITORS. RATIFY Management For For
THE SELECTION OF ERNST & YOUNG LLP, CHARTERED
ACCOUNTANTS, AS THE COMPANY S INDEPENDENT AUDITORS
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008.
THE DIRECTV GROUP, INC. DTV ANNUAL MEETING DATE: 06/03/2008
ISSUER: 25459L106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RALPH F. BOYD, JR. Management For For
JAMES M. CORNELIUS Management For For
GREGORY B. MAFFEI Management For For
JOHN C. MALONE Management For For
NANCY S. NEWCOMB Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT PUBLIC Management For For
ACCOUNTANTS.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 251 of 265
DEVON ENERGY CORPORATION DVN ANNUAL MEETING DATE: 06/04/2008
ISSUER: 25179M103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DAVID A. HAGER Management For For
JOHN A. HILL Management For For
MARY P. RICCIARDELLO Management For For
02 RATIFY THE APPOINTMENT OF THE COMPANY S INDEPENDENT Management For For
AUDITORS FOR 2008
03 AMEND THE RESTATED CERTIFICATE OF INCORPORATION Management For For
TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK
04 AMEND THE RESTATED CERTIFICATE OF INCORPORATION Management For For
TO PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS
SAKS INCORPORATED SKS ANNUAL MEETING DATE: 06/04/2008
ISSUER: 79377W108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JERRY W. LEVIN* Management For For
MICHAEL S. GROSS** Management For For
NORA P. MCANIFF** Management For For
STEPHEN I. SADOVE** Management For For
03 SHAREHOLDER PROPOSAL - CUMULATIVE VOTING FOR Shareholder Against For
THE ELECTION OF DIRECTORS.
02 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE CURRENT FISCAL YEAR ENDING
JANUARY 31, 2009.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 252 of 265
TENARIS, S.A. TS ANNUAL MEETING DATE: 06/04/2008
ISSUER: 88031M109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
08 APPOINTMENT OF INDEPENDENT AUDITORS AND APPROVAL Management For For
OF THEIR FEES.
07 AUTHORIZATION TO BOARD OF DIRECTORS TO CAUSE Management For *Management Position Unknown
DISTRIBUTION OF ALL SHAREHOLDER COMMUNICATIONS,
INCLUDING ITS SHAREHOLDER MEETING.
06 COMPENSATION OF THE MEMBERS OF THE BOARD OF DIRECTORS. Management For *Management Position Unknown
05 ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS. Management For *Management Position Unknown
04 DISCHARGE TO THE MEMBERS OF THE BOARD OF DIRECTORS. Management For *Management Position Unknown
03 ALLOCATION OF RESULTS AND APPROVAL OF DIVIDEND Management For For
PAYMENT.
02 APPROVAL OF COMPANY S ANNUAL ACCOUNTS AS AT DECEMBER Management For For
31, 2007.
01 APPROVAL OF THE COMPANY S CONSOLIDATED FINANCIAL Management For For
STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2007,
2006 AND 2005.
TRANS-LUX CORPORATION TLX ANNUAL MEETING DATE: 06/04/2008
ISSUER: 893247106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTORS Management For
MATTHEW BRANDT Management For For
HOWARD S. MODLIN Management For For
MICHAEL R. MULCAHY Management For For
02 RATIFY THE RETENTION OF EISNER LLP AS THE INDEPENDENT Management For For
AUDITORS FOR THE CORPORATION FOR THE ENSUING YEAR.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 253 of 265
DISH NETWORK CORPORATION DISH ANNUAL MEETING DATE: 06/05/2008
ISSUER: 25470M109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES DEFRANCO Management For For
CANTEY ERGEN Management For For
CHARLES W. ERGEN Management For For
STEVEN R. GOODBARN Management For For
GARY S. HOWARD Management For For
DAVID K. MOSKOWITZ Management For For
TOM A. ORTOLF Management For For
CARL E. VOGEL Management For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR ENDING DECEMBER 31, 2008.
03 THE SHAREHOLDER PROPOSAL TO AMEND THE CORPORATION Shareholder Against For
S EQUAL OPPORTUNITY POLICY.
04 TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY Management For For
COME BEFORE THE ANNUAL MEETING OR ANY ADJOURNMENT
THEREOF.
ECHOSTAR CORPORATION SATS ANNUAL MEETING DATE: 06/05/2008
ISSUER: 278768106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MICHAEL T. DUGAN Management For For
CHARLES W. ERGEN Management For For
STEVEN R. GOODBARN Management For For
DAVID K. MOSKOWITZ Management For For
TOM A. ORTOLF Management For For
C. MICHAEL SCHROEDER Management For For
CARL E. VOGEL Management For For
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Management For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR FISCAL YEAR ENDING DECEMBER 31, 2008.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 254 of 265
FREEPORT-MCMORAN COPPER & GOLD INC. FCX ANNUAL MEETING DATE: 06/05/2008
ISSUER: 35671D857 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
RICHARD C. ADKERSON Management For For
ROBERT J. ALLISON, JR. Management For For
ROBERT A. DAY Management For For
GERALD J. FORD Management For For
H. DEVON GRAHAM, JR. Management For For
J. BENNETT JOHNSTON Management For For
CHARLES C. KRULAK Management For For
BOBBY LEE LACKEY Management For For
JON C. MADONNA Management For For
DUSTAN E. MCCOY Management For For
GABRIELLE K. MCDONALD Management For For
JAMES R. MOFFETT Management For For
B.M. RANKIN, JR. Management For For
J. STAPLETON ROY Management For For
STEPHEN H. SIEGELE Management For For
J. TAYLOR WHARTON Management For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS.
03 APPROVAL OF THE PROPOSED AMENDMENT TO THE FREEPORT-MCMORAN Management For For
COPPER & GOLD INC. AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK TO 1,800,000,000.
LAS VEGAS SANDS CORP. LVS ANNUAL MEETING DATE: 06/05/2008
ISSUER: 517834107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
CHARLES D. FORMAN Management For For
GEORGE P. KOO Management For For
IRWIN A. SIEGEL Management For For
02 TO CONSIDER AND ACT UPON THE RATIFICATION OF Management For For
THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 255 of 265
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
03 TO APPROVE THE PERFORMANCE-BASED PROVISIONS OF Management For For
THE LAS VEGAS SANDS CORP. 2004 EQUITY AWARD PLAN.
04 TO APPROVE THE PERFORMANCE-BASED PROVISIONS OF Management For For
THE LAS VEGAS SANDS CORP. EXECUTIVE CASH INCENTIVE
PLAN.
LAYNE CHRISTENSEN COMPANY LAYN ANNUAL MEETING DATE: 06/05/2008
ISSUER: 521050104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
J. SAMUEL BUTLER Management For For
NELSON OBUS Management For For
DONALD K. MILLER Management For For
ANTHONY B. HELFET Management For For
ANDREW B. SCHMITT Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF THE ACCOUNTING Management For For
FIRM OF DELOITTE & TOUCHE LLP AS LAYNE CHRISTENSEN
S INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING
JANUARY 31, 2009.
CHESAPEAKE ENERGY CORPORATION CHK ANNUAL MEETING DATE: 06/06/2008
ISSUER: 165167107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
AUBREY K. MCCLENDON Management For For
DON NICKLES Management For For
02 TO APPROVE AN AMENDMENT TO OUR LONG TERM INCENTIVE Management For For
PLAN.
03 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDED DECEMBER 31, 2008.
04 TO CONSIDER A SHAREHOLDER PROPOSAL, IF PROPERLY Shareholder Against For
PRESENTED AT THE MEETING.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 256 of 265
FEDERAL HOME LOAN MORTGAGE CORPORATION FRE ANNUAL MEETING DATE: 06/06/2008
ISSUER: 313400301 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
BARBARA T. ALEXANDER Management For For
GEOFFREY T. BOISI Management For For
MICHELLE ENGLER Management For For
ROBERT R. GLAUBER Management For For
RICHARD KARL GOELTZ Management For For
THOMAS S. JOHNSON Management For For
JEROME P. KENNEY Management For For
WILLIAM M. LEWIS, JR. Management For For
NICOLAS P. RETSINAS Management For For
STEPHEN A. ROSS Management For For
RICHARD F. SYRON Management For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS INDEPENDENT AUDITORS FOR FISCAL YEAR 2008.
03 APPROVAL OF AMENDED AND RESTATED 2004 STOCK COMPENSATION Management For For
PLAN.
ROWAN COMPANIES, INC. RDC ANNUAL MEETING DATE: 06/06/2008
ISSUER: 779382100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: D.F. MCNEASE Management For For
1B ELECTION OF DIRECTOR: LORD MOYNIHAN Management For For
1C ELECTION OF DIRECTOR: R.G. CROYLE Management For For
02 THE RATIFICATION OF APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITORS
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 257 of 265
PETROLEO BRASILEIRO S.A. - PETROBRAS PBR SPECIAL MEETING DATE: 06/09/2008
ISSUER: 71654V408 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 TO APPROVE THE DISPOSAL OF THE CONTROL OF THE Management For For
SUBSIDIARY OF PETROBRAS, DAPEAN PARTICIPACOES
S.A., BY MEANS OF THE MERGER INTO THIS COMPANY
OF FASCIATUS PARTICIPACOES S.A., A TRANSACTION
INSERTED IN THE SPHERE OF THE INVESTMENT AGREEMENT
ENTERED INTO AMONG PETROBRAS, PETROBRAS QUIMICA
S.A. - PETROQUISA AND UNIPAR-UNIAO DE INDUSTRIAS
PETROQUIMICAS S.A., FOR THE CREATION OF A PETROCHEMICAL
COMPANY, ACCORDING TO A MATERIAL FACT OF NOVEMBER
30, 2007.
VIMPEL-COMMUNICATIONS VIP CONTESTED ANNUAL MEETING DATE: 06/09/2008
ISSUER: 68370R109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 APPROVAL OF THE 2007 VIMPELCOM ANNUAL REPORT Management For *Management Position Unknown
PREPARED IN ACCORDANCE WITH RUSSIAN LAW
02 APPROVAL OF VIMPELCOM S UNCONSOLIDATED ACCOUNTING Management For *Management Position Unknown
STATEMENTS, INCLUDING PROFIT AND LOSS STATEMENT
FOR 2007 (PREPARED IN ACCORDANCE WITH RUSSIAN
STATUTORY ACCOUNTING PRINCIPLES)
03 ALLOCATION OF PROFITS AND LOSSES RESULTING FROM Management For *Management Position Unknown
2007 FINANCIAL YEAR OPERATIONS INCLUDING ADOPTION
OF THE DECISION (DECLARATION) ON PAYMENT OF DIVIDENDS
ON THE FINANCIAL YEAR RESULTS
05 ELECTION OF THE AUDIT COMMISSION Management For *Management Position Unknown
06 APPROVAL OF EXTERNAL AUDITORS Management For *Management Position Unknown
07 APPROVAL OF A CHANGE IN THE COMPENSATION OF THE Management For *Management Position Unknown
MEMBERS OF THE BOARD OF DIRECTORS
08 APPROVAL OF REORGANIZATION OF VIMPELCOM THROUGH Management For *Management Position Unknown
THE STATUTORY MERGER OF CERTAIN OF ITS SUBSIDIARIES
INTO VIMPELCOM AND OF THE MERGER AGREEMENTS
09 APPROVAL OF THE AMENDMENTS TO THE CHARTER OF Management For *Management Position Unknown
VIMPELCOM
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 258 of 265
ENEL SOCIETA PER AZIONI ENLAY.PK MIX MEETING DATE: 06/11/2008
ISSUER: T3679P115 ISIN: IT0003128367 BLOCKING
SEDOL: B07J3F5, 7588123, B0ZNK70, 7144569
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting *Management Position Unknown
IN MEETING 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.
O.1 APPROVE THE FINANCIAL STATEMENT AT 31 DEC 2007, Management Take No Action
BOARD OF DIRECTORS AND AUDITORS, INDEPENDENT
AUDITORS REPORT, ANY ADJOURNMENT THEREOF, CONSOLIDATED
FINANCIAL STATEMENT AT 31 DEC 2007
O.2 APPROVE THE DESIGNATION OF PROFITS Management Take No Action
O.3 APPROVE THE NUMBER OF DIRECTORS Management Take No Action
O.4 APPROVE THE TERM OF AN OFFICE OF THE BOARD OF Management Take No Action
DIRECTORS
O.5 APPOINT THE DIRECTORS Management Take No Action
O.6 APPOINT THE CHAIRMAN Management Take No Action
O.7 APPROVE THE EMOLUMENTS OF THE BOARD OF DIRECTORS Management Take No Action
O.8 APPROVE THE EMOLUMENTS OF THE INDEPENDENT AUDITORS Management Take No Action
O.9 APPROVE THE STOCK OPTION PLAN Management Take No Action
O.10 APPROVE THE INVENTIVE BONUS SCHEME Management Take No Action
E.1 APPROVE THE BOARD OF DIRECTORS CONCERNING THE Management Take No Action
CAPITAL INCREASE APPROVAL FOR THE STOCK OPTION
PLAN 2008, ANY ADJOURNMENT THEREOF, AND AMEND
THE ARTICLE 5 OF THE COMPANY
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 259 of 265
NEW YORK COMMUNITY BANCORP, INC. NYB ANNUAL MEETING DATE: 06/11/2008
ISSUER: 649445103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
DOMINICK CIAMPA Management For For
W.C. FREDERICK, M.D. Management For For
MAX L. KUPFERBERG Management For For
SPIROS J. VOUTSINAS Management For For
ROBERT WANN Management For For
02 THE RATIFICATION OF THE APPOINTMENT OF KPMG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF NEW YORK COMMUNITY BANCORP, INC. FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2008.
PHH CORPORATION PHH ANNUAL MEETING DATE: 06/11/2008
ISSUER: 693320202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
JAMES W. BRINKLEY Management For For
JONATHAN D. MARINER Management For For
02 APPROVE THE ISSUANCE OF (A) UP TO 12,195,125 Management For For
SHARES, ISSUABLE UPON CONVERSION OF THE COMPANY
S 4.00% CONVERTIBLE SENIOR NOTES DUE 2012, (B)
UP TO 12,195,125 SHARES ISSUABLE PURSUANT TO
RELATED CONVERTIBLE NOTE HEDGE TRANSACTIONS,
AND (C) UP TO 12,195,125 SHARES ISSUABLE UPON
EXERCISE OF RELATED WARRANTS, AS MORE FULLY DESCRIBED
IN THE ACCOMPANYING PROXY STATEMENT.
03 PROPOSAL TO RATIFY THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2008.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 260 of 265
LIBERTY GLOBAL, INC. LBTYA ANNUAL MEETING DATE: 06/12/2008
ISSUER: 530555101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
MICHAEL T. FRIES Management For For
PAUL A. GOULD Management For For
JOHN C. MALONE Management For For
LARRY E. ROMRELL Management For For
02 RATIFICATION OF THE SELECTION OF KPMG LLP AS Management For For
THE COMPANY S INDEPENDENT AUDITORS FOR THE YEAR
ENDING DECEMBER 31, 2008.
ALLIANCE DATA SYSTEMS CORPORATION ADS ANNUAL MEETING DATE: 06/16/2008
ISSUER: 018581108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
BRUCE K. ANDERSON Management For For
ROGER H. BALLOU Management For For
E.L. DRAPER JR., PH.D. Management For For
02 THE RATIFICATION OF THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE COMPANY FOR 2008
FAIRPOINT COMMUNICATIONS, INC. FRP ANNUAL MEETING DATE: 06/18/2008
ISSUER: 305560104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
01 DIRECTOR Management For
CLAUDE C. LILLY Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 261 of 265
ROBERT S. LILIEN Management For For
THOMAS F. GILBANE, JR. Management For For
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008.
03 TO APPROVE THE FAIRPOINT COMMUNICATIONS, INC. Management Against Against
2008 LONG TERM INCENTIVE PLAN.
04 TO APPROVE THE FAIRPOINT COMMUNICATIONS, INC. Management For For
2008 ANNUAL INCENTIVE PLAN.
HELLENIC TELECOMMUNICATIONS ORG. S.A. OTE ANNUAL MEETING DATE: 06/26/2008
ISSUER: 423325307 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
09 APPOINTMENT OF THREE NEW BOARD MEMBERS FOR A Management For *Management Position Unknown
THREE-YEAR TERM, FOLLOWING TERMINATION OF OFFICE
OF EQUAL NUMBER MEMBERS TO THE 11-MEMBERED BOARD.
08 ADOPTION OF A STOCK OPTION PLAN FOR EXECUTIVES Management For *Management Position Unknown
OF THE COMPANY AND AFFILIATED COMPANIES, ACCORDING
TO ARTICLE 42E OF THE CODIFIED LAW 2190/1920.
07 APPROVAL OF THE BASIC TERMS AND CONDITIONS OF Management For *Management Position Unknown
A PROJECT TO BE ASSIGNED TO A MEMBER OF THE BOARD,
PURSUANT TO ARTICLE 23A OF THE LAW 2190/1920.
06 RENEWAL OF AGREEMENT FOR COVERING OF CIVIL LIABILITY Management For *Management Position Unknown
OF MEMBERS OF BOARD OF DIRECTORS AND THE COMPANY
S EXECUTIVE DIRECTORS.
05 APPROVAL OF THE REMUNERATION PAID IN 2007 TO Management For *Management Position Unknown
THE CHAIRMAN OF THE BOARD OF DIRECTORS AND CEO.
04 APPROVAL OF REMUNERATION PAID TO MEMBERS OF BOARD Management For *Management Position Unknown
OF DIRECTORS, AUDIT COMMITTEE AND HR REMUNERATION
COMMITTEE FOR YEAR 2007.
03 APPOINTMENT OF CHARTERED AUDITORS FOR THE ORDINARY Management For *Management Position Unknown
AUDIT OF THE FINANCIAL STATEMENTS.
02 EXONERATION OF THE MEMBERS OF THE BOARD OF DIRECTORS Management For *Management Position Unknown
AND THE AUDITORS OF ALL LIABILITY FOR FISCAL
YEAR 2007.
01 SUBMISSION FOR APPROVAL OF THE MANAGEMENT REPORT Management For *Management Position Unknown
OF THE BOARD OF DIRECTORS, THE AUDIT REPORT PREPARED
BY CERTIFIED AUDITORS ON THE SEPARATE AND CONSOLIDATED
FINANCIAL STATEMENTS OF OTE SA.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 262 of 265
SUPERVALU INC. SVU ANNUAL MEETING DATE: 06/26/2008
ISSUER: 868536103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
1A ELECTION OF DIRECTOR: A. GARY AMES Management For For
1B ELECTION OF DIRECTOR: PHILIP L. FRANCIS Management For For
1C ELECTION OF DIRECTOR: EDWIN C. GAGE Management For For
1D ELECTION OF DIRECTOR: GARNETT L. KEITH, JR. Management For For
1E ELECTION OF DIRECTOR: MARISSA T. PETERSON Management For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTANTS
03 TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL Shareholder Against For
AS DESCRIBED IN THE ATTACHED PROXY STATEMENT
04 TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL Shareholder Against For
AS DESCRIBED IN THE ATTACHED PROXY STATEMENT
THE GREAT ATLANTIC & PACIFIC TEA CO INC. GAP SPECIAL MEETING DATE: 06/26/2008
ISSUER: 390064103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
05 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES.
04 PROPOSAL TO APPROVE THE ADOPTION OF THE COMPANY Management Against Against
S 2008 LONG TERM INCENTIVE AND SHARE AWARD PLAN.
03 PROPOSAL TO APPROVE THE ISSUANCE OF AN ADDITIONAL Management For For
1,577,569 SHARES OF THE COMPANY S COMMON STOCK
PURSUANT TO THE SHARE LENDING AGREEMENTS DESCRIBED
IN THE ACCOMPANYING PROXY STATEMENT.
02 PROPOSAL TO APPROVE THE ISSUANCE OF THE COMPANY Management For For
S COMMON STOCK PURSUANT TO A NET SHARE SETTLEMENT
OF THE WARRANTS DESCRIBED IN THE ACCOMPANYING
PROXY STATEMENT.
01 PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY Management For For
S CHARTER IN THE FORM ATTACHED TO THE ACCOMPANYING
PROXY STATEMENT AS APPENDIX A AND INCORPORATED
HEREIN BY REFERENCE TO INCREASE THE TOTAL NUMBER
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 263 of 265
OF SHARES OF COMMON STOCK WHICH THE COMPANY HAS
AUTHORITY TO ISSUE FROM 80,000,000 SHARES TO
160,000,000 SHARES.
ENDESA S A ELEN.MX OGM MEETING DATE: 06/30/2008
ISSUER: E41222113 ISIN: ES0130670112
SEDOL: B0389N6, 4315368, 5285501, B0ZNJC8, 2615424, 5271782, 5788806
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ----------------------------------------------------------- ------------ -------------- ----------------------------
* PLEASE NOTE THAT THIS IS A REVISION DUE TO NORMAL Non-Voting *Management Position Unknown
MEETING TURNED TO ISSUER PAY MEETING. 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. TO APPROVE THE ANNUAL ACCOUNTS BALANCE SHEET, Management For For
INCOME STATEMENT AND ANNUAL REPORT OF THE COMPANY
AND ITS CONSOLIDATED GROUP FOR THE FYE 31 DEC
2007, AS WELL AS THE CORPORATE MANAGEMENT FOR
THE SAID FY
2. TO APPROVE THE APPLICATION OF THE FYE AND DIVIDEND Management For For
DISTRIBUTION PROPOSED BY THE BOARD OF DIRECTORS,
IN SUCH A MANNER THAT THE PROFIT FOR FY 2007,
AMOUNTING TO EUR 1,650,679,974.34, TOGETHER WITH
THE RETAINED EARNINGS FROM FY 2006, AMOUNTING
TO EUR 717,210,475.60, AND WHICH ADD UP TO A
TOTAL OF EUR 2,367,890,449.94, IS DISTRIBUTED
AS FOLLOWS: TO DIVIDEND MAXIMUM AMOUNT TO BE
DISTRIBUTED PERTAINING TO EUR 1.531 PER SHARE
FOR ALL 1,058,752,117 SHARES: 1,620,949,491.13,
TO RETAINED EARNINGS: 746,940,958.81; TOTAL:
2,367,890,449.94; IT IS EXPRESSLY RESOLVED TO
PAY THE SHARES ENTITLED TO DIVIDENDS, THE GROSS
SUM OF EUR 1.531 EUROS PER SHARE THE DIVIDEND
PAYMENT SHALL BE MADE AS FROM 08 JUL 2008, THROUGH
THE BANKS AND FINANCIAL INSTITUTIONS TO BE ANNOUNCED
AT THE APPROPRIATE TIME, DEDUCTING FROM THE AMOUNT
THEREOF THE GROSS SUM OF EUR 0.50 PER SHARE,
PAID AS AN INTERIM DIVIDEND ON 02 JAN 2008 BY
VIRTUE OF A RESOLUTION OF THE BOARD OF DIRECTORS
DATED 19 DEC 2007
3. TO APPOINT AS AUDITORS FOR FY 2008 THE PRESENT Management For For
EXTERNAL AUDITOR DELOITTE S.L., FOR BOTH ENDESA,
S.A. AS WELL AS FOR ITS CONSOLIDATED GROUP, TO
CONTRACT WITH THE SAID COMPANY THE EXTERNAL AUDIT
OF THE ACCOUNTS OF ENDESA, S.A. AND OF ITS CONSOLIDATED
GROUP, FOR FY 2008, DELEGATING TO THE BOARD OF
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 264 of 265
DIRECTORS, IN THE BROADEST TERMS, THE DETERMINATION
OF THE FURTHER CONDITIONS OF THIS CONTRACTING
4. TO REVOKE AND MAKE VOID, AS TO THE UNUSED PORTION, Management For For
THE AUTHORIZATION FOR THE DERIVATIVE ACQUISITION
OF TREASURY STOCK, GRANTED BY THE ANNUAL GENERAL
SHAREHOLDERS MEETING HELD ON 20 JUN 2007, II)
TO ONCE AGAIN AUTHORIZE THE DERIVATIVE ACQUISITION
OF TREASURY STOCK, AS WELL AS THE PRE-EMPTIVE
RIGHTS OF FIRST REFUSAL IN RESPECT THERETO, IN
ACCORDANCE WITH ARTICLE 75 OF THE SPANISH CORPORATIONS
LAW LEY DE SOCIEDADES ANONIMAS , UNDER THE FOLLOWING
CONDITIONS: A) ACQUISITIONS MAY BE MADE THROUGH
ANY MEANS LEGALLY ACCEPTED, EITHER DIRECTLY BY
ENDESA, S.A. ITSELF, BY THE COMPANIES OF ITS
GROUP, OR BY AN INTERMEDIARY PERSON, UP TO THE
MAXIMUM FIGURE PERMITTED BY LAW. B) ACQUISITIONS
SHALL BE MADE AT A MINIMUM PRICE PER SHARE OF
THE PAR VALUE AND A MAXIMUM EQUAL TO THEIR TRADING
VALUE PLUS AN ADDITIONAL 5%. C) THE DURATION
OF THIS AUTHORIZATION SHALL BE 18 MONTHS
5. ESTABLISHMENT OF THE NUMBER OF BOARD MEMBERS, Management For For
RATIFICATIONS, AND APPOINTMENTS OF DIRECTORS
6. TO TAKE NOTE OF THE ACTIONS OF THE BOARD OF DIRECTORS Management For For
IN RELATION TO THE TRANSFER OF ASSETS TO E. ON
A.G. OR TO A COMPANY BELONGING TO ITS GROUP,
IN ACCORDANCE WITH THE AUTHORIZATION FROM THE
ANTITRUST AND COMPETITION AUTHORITIES OF THE
EUROPEAN UNION AND THE AGREEMENT OF 02 APR 2007
AS AMENDED EXECUTED BY ACCIONA, S.A. AND ENEL
S.P.A., ON THE ONE HAND, AND E.ON A.G., ON THE
OTHER, WHICH MADE POSSIBLE THE PUBLIC TENDER
OFFER OF THE COMPANY S SHARES SETTLED IN OCT
2007, TO PROVIDE THE APPROVAL OF THE GENERAL
SHAREHOLDERS MEETING OF SUCH ACTIONS OF THE
BOARD OF DIRECTORS AND OF THE SAID TRANSFER OF
ASSETS; TO DELEGATE TO THE BOARD OF DIRECTORS
SUCH POWERS AND AUTHORITIES AS ARE NECESSARY
OR MERELY CONVENIENT IN ORDER TO CARRY OUT SUCH
OTHER ACTS AS MAY BE REQUIRED IN RELATION TO
THE ABOVE, FOR EXERCISE IN THE TERMS IT DEEMS
MOST CONVENIENT TO THE COMPANY S INTEREST
7. TO DELEGATE TO THE COMPANY S BOARD OF DIRECTORS Management For For
THE BROADEST AUTHORITIES TO ADOPT SUCH RESOLUTIONS
AS MAY BE NECESSARY OR APPROPRIATE FOR THE EXECUTION,
IMPLEMENTATION, EFFECTIVENESS AND SUCCESSFUL
CONCLUSION OF THE GENERAL MEETING RESOLUTIONS
AND, IN PARTICULAR, FOR THE FOLLOWING ACTS, WITHOUT
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/08/2008
Selected Accounts: NPX GABELLI DIV INC TRUST Page 265 of 265
LIMITATION: (I) CLARIFY, SPECIFY AND COMPLETE
THE RESOLUTIONS OF THIS GENERAL MEETING AND RESOLVE
SUCH DOUBTS OR ASPECTS AS ARE PRESENTED, REMEDYING
AND COMPLETING SUCH DEFECTS OR OMISSIONS AS MAY
PREVENT OR IMPAIR THE EFFECTIVENESS OR REGISTRATION
OF THE PERTINENT RESOLUTIONS; (II) EXECUTE SUCH
PUBLIC AND/OR PRIVATE DOCUMENTS AND CARRY OUT
SUCH ACTS, LEGAL BUSINESSES, CONTRACTS, DECLARATIONS
AND TRANSACTIONS AS MAY BE NECESSARY OR APPROPRIATE
FOR THE EXECUTION AND IMPLEMENTATION OF THE RESOLUTIONS
ADOPTED AT THIS GENERAL MEETING; AND (III) DELEGATE,
IN TURN, TO THE EXECUTIVE COMMITTEE OR TO ONE
OR MORE DIRECTORS, WHO MAY ACT SEVERALLY AND
INDISTINCTLY, THE POWERS CONFERRED IN THE PRECEDING
PARAGRAPHS. 2. TO EMPOWER THE CHAIRMAN OF THE
BOARD OF DIRECTORS, MR. JOSE MANUEL ENTRECANALES
DOMECQ, THE CHIEF EXECUTIVE OFFICER (CEO) MR.
RAFAEL MIRANDA ROBREDO AND THE SECRETARY OF THE
BOARD OF DIRECTORS AND SECRETARY GENERAL MR.
SALVADOR MONTEJO VELILLA, IN ORDER THAT, ANY
OF THEM, INDISTINCTLY, MAY: (I) CARRY OUT SUCH
ACTS, LEGAL BUSINESSES, CONTRACTS AND TRANSACTIONS
AS MAY BE APPROPRIATE IN ORDER TO REGISTER THE
PRECEDING RESOLUTIONS WITH THE MERCANTILE REGISTRY,
INCLUDING, IN PARTICULAR, INTER ALIA, THE POWERS
TO APPEAR BEFORE A NOTARY PUBLIC IN ORDER TO
EXECUTE THE PUBLIC DEEDS OR NOTARIAL RECORDS
WHICH ARE NECESSARY OR APPROPRIATE FOR SUCH PURPOSE,
TO PUBLISH THE PERTINENT LEGAL NOTICES AND FORMALIZE
ANY OTHER PUBLIC OR PRIVATE DOCUMENTS WHICH MAY
BE NECESSARY OR APPROPRIATE FOR THE REGISTRATION
OF SUCH RESOLUTIONS, WITH THE EXPRESS POWER TO
REMEDY THEM, WITHOUT ALTERING THEIR NATURE, SCOPE
OR MEANING; AND (II) APPEAR BEFORE THE COMPETENT
ADMINISTRATIVE AUTHORITIES, IN PARTICULAR, THE
MINISTRIES OF ECONOMY AND FINANCE AND INDUSTRY,
TOURISM AND COMMERCE, AS WELL AS BEFORE OTHER
AUTHORITIES, ADMINISTRATIONS AND INSTITUTIONS,
ESPECIALLY THE SPANISH SECURITIES MARKET COMMISSION
COMISION NACIONAL DEL MERCADO DE VALORES , THE
SECURITIES EXCHANGE GOVERNING COMPANIES AND ANY
OTHER WHICH MAY BE COMPETENT IN RELATION TO ANY
OF THE RESOLUTIONS ADOPTED, IN ORDER TO CARRY
OUT THE NECESSARY FORMALITIES AND ACTIONS FOR
THE MOST COMPLETE IMPLEMENTATION AND EFFECTIVENESS
THEREOF
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Registrant The Gabelli Dividend & Income Trust
By (Signature and Title)* /s/ Bruce N. Alpert
---------------------------
Bruce N. Alpert,
Principal Executive Officer
Date August 25, 2008
* Print the name and title of each signing officer under his or her
signature.