npxbif2011.htm
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: 811-02328

BOULDER GROWTH & INCOME FUND, INC.
 (Exact name of registrant as specified in charter)

 2344 Spruce Street, Suite A, Boulder, CO 80302
(Address of principal executive offices) (Zip code)

Stephen C. Miller
2344 Spruce Street, Suite A, Boulder, CO 80302
(Name and address of agent for service)

Registrant’s Telephone Number, including Area Code: (303) 444-5483

Date of fiscal year end: November 30

Date of reporting period: July 1, 2010 – June 30, 2011

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 (ss.ss.  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, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507.


 
 

 

 
Proxy Voting Record

For Period July 1, 2010 to June 30, 2011



Name of Issuer
Ticker Symbol
CUSIP
Shareholder Meeting Date
Record Date
 Proposal Number
Description of Matter Voted On
Matter Proposed By Issuer or Holder
Vote Cast
Vote
For or Against Management
Neuberger Berman R/E SEC Income-PFD C
NRO SERIES W
64190A301
7/1/2010
4/1/2010
1
Election of five (5) directors
Issuer
Yes
Against
Against
                     
Allegheny Energy, Inc.
AYE
017361106
9/14/2010
7/16/2010
1
Proposal to approve the agreement and plan of merger, dated as of February 10, 2010, by and among Firstenergy Corp., Element Merger Sub, Inc. (a wholly-owned subsidiary of Firstenergy Corp.) and Allegheny Energy, Inc. as amended as of June 4, 2010 and as it may by further amended form time to time, and the merger described therein
Issuer
Yes
For
For
         
2
Proposal to adjourn the special meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there are insufficient votes to approve the merger agreement and the merger at the time of the special meeting
Issuer
Abstain
Abstain
Abstain
                     
Advent Claymore Global Conv Sec & IN W7
AGC SERIES W
007639305
9/28/2010
8/16/2010
1
Election of three (3) Directors
Issuer
Yes
Against
Against
                     
Proctor and Gamble Company
PG
742718109
10/12/2010
8/13/2010
1
Election of ten (10) directors
Issuer
Yes
For
For
         
2
Ratify appointment of the independent Register Public Accounting Firm
Issuer
Yes
For
For
         
3
Cumulative voting
Issuer
Yes
For
For
                     
Diageo PLC
DEO
25243Q205
10/14/2010
9/3/2010
1
Report and accounts 2010
Issuer
Yes
For
For
         
2
Directors' remuneration report 2010
Issuer
Yes
For
For
         
3
Declaration of final dividend
Issuer
Yes
For
For
         
4 - 12
Re-election of nine (9) directors
Issuer
Yes
For
For
         
13 - 14
Election of two (2) Directors
Issuer
Yes
For
For
         
15
re-appointment of auditor
Issuer
Yes
For
For
         
16
Remuneration of auditor
Issuer
Yes
For
For
         
17
Authority to allot shares
Issuer
Yes
For
For
         
18
Disapplication of pre-emption rights
Issuer
Yes
For
For
         
19
Authority to purchase own ordinary shares
Issuer
Yes
For
For
         
20
Authority to make political donations and/or to incur political expenditure in the EU
Issuer
Abstain
Abstain
Abstain
         
21
Amendment of the Diageo plc 2001 Share Incentive Plan
Issuer
Yes
Against
Against
         
22
Adoption of the Diageo plc 2001 Share save Plan
Issuer
Yes
Against
Against
         
23
Authority to establish international share plans
Issuer
Yes
Against
Against
         
24
Reduce notice of a general meeting other than an annual general meeting
Issuer
Yes
Against
Against
                     
Buckeye Partners, LP
BPL
118230101
11/16/2010
9/17/2010
1
Approval of a first amended and restated agreement and plan of merger by and among Buckeye Partners, LP (The "Partnership"), Buckeye GP LLC, Grand Ohio, LLC, Buckeye GP Holdings LP & Mainline Management LLC, dated as of August 18, 2010 and the transactions contemplated thereby, all as more fully described in the proxy statement.
Issuer
Yes
For
For
         
2
To consider and vote upon the approval of the amended and restated agreement of limited partnership of the partnership
Issuer
Yes
For
For
                     
Becton Dickson and Company
BDX
075887109
2/1/2011
12/10/2010
1
Election of fourteen (14) directors
Issuer
Yes
For
For
         
2
Ratification of selection of independent registered public accounting firm
Issuer
Yes
For
For
         
3
An advisory vote on the approval of executive compensation
Issuer
Yes
Against
Against
         
4
An advisory vote on the approval of executive compensation advisory votes
Issuer
Yes
1 yr
NR
         
5
Special shareholder meetings
Issuer
Yes
For
Against
         
6
Cumulative voting
Issuer
Yes
For
Against
                     
The Laclede Group, Inc.
LG
505597104
1/27/2011
12/1/2010
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Re-approval of annual incentive plan
Issuer
Yes
Against
Against
         
3
Re-approval of the 2006 Equity Incentive plan, as amended
Issuer
Yes
Against
Against
         
4
Advisory nonbinding approval of resolution to approve compensation of executives
Issuer
Yes
Against
Against
         
5
Advisory nonbinding approval of interval at which we seek shareholder approval of compensation of executives
Issuer
Yes
1 yr
Against
         
6
Ratify the appointment of Deloitte & Touche as independent registered public accounting for fiscal year 2011
Issuer
Yes
For
For
                     
Atmos Energy Corporation
ATO
049560105
2/9/2011
12/15/2010
1 A-D
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Proposal to amend the company's 1998 long-term incentive plan to increase the number of shares reserved for issuance under the plan and to extend the term of the plan for an additional five years
Issuer
Yes
Against
Against
         
3
Proposal to amend the company's annual incentive plan for management to extend the term for an additional five years
Issuer
Yes
Against
Against
         
4
Proposal to ratify the appointment of Ernst & Young LLP as the company's independent registered accounting firm for fiscal 2011
Issuer
Yes
For
For
         
5
Proposal for an advisory by shareholders to approve the compensation of the company’s named executive officers for fiscal 2010 ("say on pay")
Issuer
Yes
Against
Against
         
6
Proposal for an advisory on the frequency of vote say on pay in future years
Issuer
Yes
1 yr
For
                     
Penn Virginia Resource Partners LP
PVR
707884102
2/16/2011
12/20/2010
1
To consider and vote upon the approval and adoption of the (A) agreement and plan of merger of by and among Penn Virginia Resource Partners, LP, Penn  Virginia Resource GP, LLC PVR Radnor, LLC, Penn Virginia GP Holdings LP and PVG GP, LLC, the general partner of holdings, (B) merger & (C) transactions contemplated thereby, all as more fully described in the proxy statement
Issuer
Yes
For
For
         
2
To consider and vote upon the approval and adoption of the fourth amended and restated agreement of limited partnership of the partnership
Issuer
Yes
For
For
         
3
To consider and vote upon any proposal that may be presented to adjourn the partnership special meeting to a later date, if necessary, to solicit additional proxies in the event that there are insufficient votes in favor of any of the foregoing proposals
Issuer
Abstain
Abstain
Abstain
                     
WGL Holdings, Inc.
WGL
92924F106
3/3/2011
1/3/2011
1
Election of seven (7) Directors
Issuer
Yes
For
For
         
2
Proposal to ratify the appointment of Deloitte & Touche LLP as independent public accountants for fiscal year 2011
Issuer
Yes
For
For
         
3
Proposal to provide cumulative voting in the election of directors
Issuer
Yes
For
For
         
4
Proposal to approve, by non-binding core, compensation paid to certain executive officers
Issuer
Yes
For
For
         
5
To recommend by non-binding vote the frequency of executive compensation votes
Issuer
Yes
1yr
For
                     
Piedmont Natural Gas Company
PNY
720186105
3/4/2011
12/27/2010
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Ratification of appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the 2001 fiscal year
Issuer
Yes
For
For
         
3
Approval of the company’s amended and restated incentive compensation plan
Issuer
Yes
Against
Against
         
4
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
5
Advisory vote on frequency of shareholder advisory vote on executive compensation
Issuer
Yes
1 yr
Against
                     
Franklin Resources, Inc.
BEN
354613101
3/15/2011
1/18/2011
1
Election of twelve (12) Directors
Issuer
Yes
For
For
         
2
To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending September 30, 2011
Issuer
Yes
For
For
         
3
To approve an amendment and restatement of the Franklin Resources, Inc. 2002 Universal Stock Incentive Plan to increase the number of authorized shares of common stock available for issuance by 10,000,000 shares
Issuer
Yes
Against
Against
         
4
To approve on an advisory basis the compensation of the Company's executive officers
Issuer
Yes
For
For
         
5
Advisory vote on the frequency of advisory votes on the compensation plan of the Company’s executive officers
Issuer
Yes
1 yr
Against
                     
Scana Corporation
SCG
80589M102
4/21/2011
3/3/2011
1
Election of five (5) Directors
Issuer
Yes
For
For
         
2
Approval of amendment to director compensation and deferral plan
Issuer
Yes
For
For
         
3
Approval of amendment to articles of incorporation to increase shares from 150,000,000 to 200,000,000
Issuer
Yes
For
For
         
4
Approval of appointment of independent registered public accounting firm
Issuer
Yes
For
For
         
5
Advisory (non-binding) vote on executive compensation vote
Issuer
Yes
For
For
         
6
Advisory (non-binding) vote on frequency of executive compensation vote
Issuer
Yes
1 yr
Against
                     
Centerpoint Energy, Inc.
CNP
15189T107
4/21/2011
2/22/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
Ratify the appointment of Deloitte & Touche LLP as independent auditors for 2011
Issuer
Yes
For
For
         
3
Approve the advisory resolution on executive compensation
Issuer
Yes
For
For
         
4
Advisory vote on the frequency of future advisory shareholder vote on executive compensation
Issuer
Yes
1 yr
For
         
5
Approve the material terms of the performance goals of the short term incentive plan
Issuer
Yes
Against
Against
         
6
Approve the amendment to the stock plan for outside directors
Issuer
Yes
Against
Against
                     
American Electric Power Co, Inc.
AEP
025537101
4/26/2011
2/28/2011
1
Election of ten (13) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Deloitte & Touche LLP as the independent registered accounting firm for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
For
For
         
4
Advisory vote on the frequency of holding an  advisory vote on executive compensation
Issuer
Yes
1 yr
For
                     
Magellan Midstream Partners LP
MMP
559080106
4/27/2011
2/28/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Proposal to amend long-term incentive plan
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
For
For
         
4
Advisory vote on frequency of vote on executive compensation
Issuer
Yes
1 yr
Against
                     
Cohen & Steers Infrastructure Fund, Inc.
UTF
19248A109
4/28/2011
2/23/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
                     
Cohen & Steers Quality Inc Rlty-Common
RQI
19247L106
4/28/2011
2/23/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
                     
Johnson & Johnson
JNJ
478160104
4/28/2011
3/1/2011
1
Election of eleven (11) Directors
Issuer
Yes
For
For
         
2
Ratification of Pricewaterhousecoopers LLP as independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Advisory vote on named executive officer compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on frequency of advisory vote on named executive officers
Issuer
Yes
1 yr
For
         
5
Shareholder proposal on pharmaceutical price restraint
Holder
Yes
Against
For
         
6
Shareholder proposal on amendment to Company's equal employment opportunity policy
Holder
Yes
Against
For
         
7
Shareholder proposal on adopting non-animal methods for training
Holder
Yes
Against
For
                     
Pfizer, Inc.
PFE
717081103
4/28/2011
3/1/2011
1
Election of thirteen (15) Directors
Issuer
Yes
For
For
         
2
Proposal to ratify the selection of KPMG LLP as independent register accounting firm for 2011
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
For
For
         
4
Advisory vote on the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
Against
         
5
Shareholder proposal regarding publication of political contributions
Holder
Yes
Against
For
         
6
Shareholder proposal regarding public policy initiatives
Holder
Yes
Against
For
         
7
Shareholder proposal on pharmaceutical price restraints
Holder
Yes
Against
For
         
8
Shareholder proposal regarding action by written consent
Holder
Yes
For
Against
         
9
Shareholder proposal regarding special shareholder meetings
Holder
Yes
For
Against
         
10
Shareholder proposal regarding animal research
Holder
Yes
Against
For
                     
HCP, Inc
HCP
40414L109
4/28/2011
3/4/2011
1
Election of nine (9) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Deloitte & Touche LLP as HCP's independent registered public accounting firm for the fiscal year ending December 31, 2001
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
For
For
         
4
Advisory vote on the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
For
                     
The Empire District Electric Company
EDE
291641108
4/28/2011
3/1/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
To ratify the appointment of Pricewaterhousecoopers LLP as Empire's independent registered accounting firm for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
To vote upon a non-binding advisory proposal to approve the compensation  of our named executive officers as disclosed in the proxy statement
Issuer
Yes
For
For
         
4
To vote upon a non-binding advisory proposal on whether the non-binding advisory vote on executive compensation should occur every one, two or three years
Issuer
Yes
1 yr
Against
                     
Berkshire Hathaway, Inc. Class A
BRK/A
084670108
4/30/2011
3/2/2011
1
Election of twelve (12) Directors
Issuer
Yes
For
For
         
2
Non-binding resolution to approve the compensation of the company's named executive officers, as described in the 2011 proxy statement
Issuer
Yes
For
For
         
3
Non-binding resolution to determine the frequency (whether annual, biennial or triennial with which shareholders of the company shall be entitled to have an advisory vote on executive compensation
Issuer
Yes
1 yr
Against
         
4
To approve the shareholder proposal with respect to the establishment of quantitative goals for the reduction of greenhouse gas and other air emissions at Berkshire's energy generating holdings
Issuer
Yes
Against
For
                     
Berkshire Hathaway, Inc. Class B
BRK/B
084670702
4/30/2011
3/2/2011
1
Election of twelve (12) Directors
Issuer
Yes
For
For
         
2
Non-binding resolution to approve the compensation of the company's named executive officers, as described in the 2011 proxy statement
Issuer
Yes
For
For
         
3
Non-binding resolution to determine the frequency (whether annual, biennial or triennial with which shareholders of the company shall be entitled to have an advisory vote on executive compensation
Issuer
Yes
1 yr
Against
         
4
To approve the shareholder proposal with respect to the establishment of quantitative goals for the reduction of greenhouse gas and other air emissions at Berkshire's energy generating holdings
Issuer
Yes
Against
For
                     
AGL Resources Inc.
AGL
0012504106
5/3/2011
2/25/2011
1
Election of seven (7) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Pricewaterhousecoopers as our independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
The adoption of an amendment and restatement of our 2007 omnibus performance incentive plan
Issuer
Yes
Against
Against
         
4
The adoption of an amendment and restatement of our amended and restated employee stock purchase plan
Issuer
Yes
Against
Against
         
5
The approval of a non-bonding resolution to approve the compensation of our named executive officers
Issuer
Yes
For
For
         
6
The approval of a non-binding resolution to approve the frequency (annual, biennial or triennial) of the advisory vote on executive compensation
Issuer
Yes
1 yr
For
                     
Teco Energy, Inc.
TE
872375100
5/4/2011
2/24/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Ratification of the selection of Pricewaterhousecoopers LLP as our independent auditor for 2011
Issuer
Yes
For
For
         
3
An advisory vote on executive compensation ("say on pay")
Issuer
Yes
For
For
         
4
An advisory vote on the frequency of future say on pay votes
Issuer
Yes
1 yr
For
         
5
Amendment of the company’s equal employment opportunity policy
Holder
Yes
Against
For
         
6
Declassify the Board of Directors
Holder
Yes
For
Against
                     
Realty Income Corporation
O
756109104
5/3/2011
3/10/2011
1
Election of seven (7) Directors
Issuer
Yes
For
For
         
2
Ratification of appointment of KPMG LLP as the independent registered public accounting firm for fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
Non-binding advisory vote on the compensation of our named executive officers
Issuer
Yes
For
For
         
4
Non-binding advisory vote on whether the frequency of future advisory votes on the compensation of our named executive officers should occur every year, every two years or every three years
Issuer
Yes
1 yr
Against
                     
Pengrowth Energy Corporation
PGH
70706P104
5/5/2011
3/21/2011
1
Appointment of KPMG LLP as auditors of the corporation for the enduing year and authorizing the directors to fix their remuneration
Issuer
Yes
For
For
         
2
Election of eight (8) Directors
Issuer
Yes
For
For
                     
Health Care REIT, Inc.
HCN
42217K106
5/5/2011
3/8/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Approval of the compensation of the named executive officers as disclosed in the proxy statement pursuant to the compensation disclosure rule of the SEC
Issuer
Yes
For
For
         
3
Frequency of advisory vote on compensation of the named executive officers
Issuer
Yes
1 yr
For
         
4
Approval of an amendment to the second restated certificate of incorporation to increase the number of authorized share of common stock from 225,000,000, to 400,000,000 for general corporate purposes
Issuer
Yes
For
For
         
5
Ratification of the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year 2011
Issuer
Yes
For
For
                     
Sanofi-Aventis
SNY
80105N105
5/6/2011
3/28/2011
1
Approval of the individual company financial statements for the year ended  December 31, 2010
Issuer
Yes
For
For
         
2
Approval of the consolidated financial statements for the year ended  December 31, 2010
Issuer
Yes
For
For
         
3
Appropriation of profits; declaration of dividend
Issuer
Yes
For
For
         
4
Agreements and commitments subject to article L225-38 et seq of the Commercial Code
Issuer
Yes
For
For
         
5
Directors attendance fees
Issuer
Yes
For
For
         
6 - 11
Election of six (6) Directors
Issuer
Yes
For
For
         
12
Reappointment of a Statutory Auditor (Pricewaterhousecoopers Audit)
Issuer
Yes
For
For
         
13
Appointment of a Deputy Statutory Auditor (Mr. Yves Nicolas)
Issuer
Yes
For
For
         
14
Authorization of the Board of Directors to carry out transactions in share issued by the company
Issuer
Yes
Against
Against
         
15
Delegation to the board of directors of authority to decide to carry out increases in the share capital by issuance, with preemptive rights maintained , of shares and/or securities giving access to the company’s capital and/or by issuance of securities giving entitlement to the allotment of debt instruments
Issuer
Yes
Against
Against
         
16
Delegation to the Board of Directors of authority to decide to carry out by public offering increases in the share capital by issuance, without preemptive rights of shares and/or securities giving access to the company's capital and/or the issuance of securities giving entitlement to the allotment of debt instruments
Issuer
Yes
Against
Against
         
17
Possibility of issuing without preemptive rights, shares and/or securities giving access to the company's capital as consideration for assets transferred to the company as a capital contribution in kind in the form of shares or securities giving access to the capital of another company
Issuer
Yes
Against
Against
         
18
Delegation to the Board of Directors of authority to increase the number of shares to be issued in the event of a capital increase with or without preemptive rights
Issuer
Yes
Against
Against
         
19
Delegation to the Board of Directors of authority to decide to carry out increase in the share capital by incorporation of share premium, reserves, profits or other items
Issuer
Yes
Against
Against
         
20
Delegation to the Board of Directors of authority to decide to carry out increases in the share capital by issuance, of shares or securities giving access to the company’s capital reserved for members of savings plans with waiver of preemptive rights in their favor
Issuer
Yes
Against
Against
         
21
Delegation to the Board of Directors of authority to grant options to subscribe for or purchase shares
Issuer
Yes
Against
Against
         
22
Authorization to the Board of Directors to reduce the share capital by cancelation of treasury shares
Issuer
Yes
For
For
         
23
Amendment to article 11 of the Articles of Association
Issuer
Yes
For
For
         
24
Amendment to article 12 of  the Articles of Association
Issuer
Yes
For
For
         
25
Amendment to article 19 of the Articles of Association
Issuer
Yes
For
For
         
26
Change of name and corresponding change to the Articles of Association
Issuer
Yes
For
For
         
27
Powers for formalities
Issuer
Yes
Against
Against
                     
UIL Holdings Corporation
UIL
902748102
5/10/2011
3/8/2011
1
Election of nine (9) Directors
Issuer
Yes
For
For
         
2
Ratification of the selection of Pricewaterhousecoopers (No Suggestions) as UIL Holdings Corporation's independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Approval, by non-binding vote, executive compensation
Issuer
Yes
For
For
         
4
Recommendation, by non-binding vote, the frequency of executive compensation votes
Issuer
Yes
1 yr
For
         
5
Proposal to amend the certificate of incorporation of UIL Holdings Corporation to increase the number of shares authorized
Issuer
Yes
For
For
                     
3M Company
MMM
88579Y101
5/10/2011
3/11/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
To Ratify the appointment of Pricewaterhousecoopers as independent registered public accounting firm.
Issuer
Yes
For
For
         
3
An advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
An advisory vote on the frequency of advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
5
Stockholder proposal on political contributions
Issuer
Yes
Against
Against
                     
Allete, Inc.
ALE
018522300
5/10/2011
3/11/2011
1
Election of twelve (12) Directors
Issuer
Yes
For
For
         
2
Approval of advisory resolution on executive compensation
Issuer
Yes
For
For
         
3
Advisory vote on frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
4
Ratification of the appointment of Pricewaterhousecoopers LLP as Allete's independent registered public accounting firm for  2011
Issuer
Yes
For
For
                     
Alliant Energy Corporation
LNT
018802108
5/10/2011
3/17/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
Advisory vote on the approval of the compensation of the company’s named executive officers
Issuer
Yes
For
For
         
3
Advisory vote on the frequency of advisory votes on the compensation of the company's executive officers
Issuer
Yes
1 yr
For
         
4
Ratification of the appointment of Deloitte & Touche LP as the company's independent registered public accounting firm for 2011
Issuer
Yes
For
For
                     
ConocoPhillips
COP
20825C104
5/11/2011
3/14/2011
1
Election of thirteen (13) Directors
Issuer
Yes
For
For
         
2
Proposal to ratify the appointment of Ernst & Young LLP as ConocoPhillips' independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Advisory approval of Executive Compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on frequency of advisory vote on executive compensation
Holder
Yes
1 yr
N R
         
5
Approval of 2011 Omnibus Stock and Performance Incentive Plan
Holder
Yes
Against
Against
         
6
Gender expression non-discrimination
Holder
Yes
Against
For
         
7
Political Contributions
Holder
Yes
Against
For
         
8
Report on grassroots lobbying expenditures
Holder
Yes
Against
For
         
9
Accident risk mitigation
Holder
Yes
Against
For
         
10
Company environmental policy (Louisiana Wetlands).
Holder
Yes
Against
For
         
11
Greenhouse gas reduction targets
Holder
Yes
Against
For
         
12
Report on financial risks from climate change
Holder
Yes
Against
For
         
13
Canada oil slicks
Holder
Yes
Against
For
         
14
In its discretion, upon such other matters that may properly come before the meeting or any adjournment or adjournments thereof
Holder
Yes
Against
For
                     
Progress Energy, Inc
PGN
743263105
5/11/2011
3/4/2011
1
Election of fourteen (14) Directors
Issuer
Yes
For
For
         
2
An advisory (nonbinding ) vote to approve executive compensation
Issuer
Yes
Against
Against
         
3
To recommend by an advisory (nonbinding) vote the frequency of shareholder votes on executive compensation
Issuer
Yes
1 yr
For
         
4
Ratification of the selection of Deloitte & Touche LLP as Progress Energy Inc's independent registered public accounting firm for 2011
Issuer
Yes
For
For
Vectren Corporation
VVC
92240G101
5/11/2011
3/9/2011
1
Election of twelve (12) Directors
Issuer
Yes
For
For
         
2
Approve the Vectren Corporation at risk compensation plan as amended and restated
Issuer
Yes
For
For
         
3
Approve a non-binding advisory resolution approving the compensation of the named executive officers
Issuer
Yes
For
For
         
4
To provide by non-binding vote , the frequency of the non-binding shareholder vote to approve the compensation of the named executive officers
Issuer
Yes
1 yr
Against
         
5
Ratify the reappointment of Deloitte & Touche, LLP as the independent registered public accounting firm for Vectren for 2011
Issuer
Yes
For
For
                     
Total S.A
TOT
89151E109
5/13/2011
4/5/2011
1
Approval of parent company financial statements
Issuer
Yes
For
For
         
2
Approval of consolidated financial statements
Issuer
Yes
For
For
         
3
Allocation of earnings, declaration of dividend
Issuer
Yes
For
For
         
4
Agreements covered by article L.225-38 of the French commercial code
Issuer
Yes
For
For
         
5
Authorization for the board of directors to trade in shares of the company
Issuer
Yes
For
For
         
6
Renewal of the appointment of director
Issuer
Yes
For
For
         
7
Renewal of the appointment of director
Issuer
Yes
For
For
         
8
Renewal of the appointment of director
Issuer
Yes
For
For
         
9
Appointment of director
Issuer
Yes
For
For
         
10
Appointment of director
Issuer
Yes
For
For
         
E11
Authorization to grant restricted shared in company to employees of group and to managers of company or other group companies
Issuer
Yes
For
For
         
A
Amendment of article 9 of the company's articles of association, all as more fully described in the proxy statement
Holler
Yes
Against
For
                     
Philip Morris International Inc.
PM
718172109
5/11/2011
3/15/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
Ratification of the selection of independent auditors
Issuer
Yes
For
For
         
3
Advisory vote to approve executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of future advisory votes on Executive Compensation
Issuer
Yes
1 yr
For
         
5
Stockholder proposal 1 - Food insecurity and tobacco use
Holder
Yes
Against
For
         
6
Stockholder proposal 2 - Independent board chair
Holder
Yes
Against
For
                     
Healthcare Realty Trust Incorporated
HR
421946104
5/17/2011
3/17/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Ratify the appointment of BDO USA LLP as the company's independent registered public accounting firm
Issuer
Yes
For
For
         
3
To approve the following resolution: resolved, that the shareholders of Healthcare realty Trust Incorporated approve, on a non-binding advisory basis, the compensation of the named executive officers as disclosed pursuant to item 402 of regulation S-K in the company's proxy statement for the 2011 annual meeting of shareholders
Issuer
Yes
Against
Against
         
4
To recommend, by non-binding advisory vote, the frequency of executive compensation votes on an annual (1 year), biennial (2 years) or triennial (3 years) basis
Issuer
Yes
1 yr
Against
                     
Firstenergy Corp.
FE
337932107
5/17/2011
3/28/2011
1
Election of thirteen (13) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of the independent registered accounting firm
Issuer
Yes
For
For
         
3
Reduce the percentage of share required to call a special meeting of shareholder
Issuer
Yes
For
For
         
4
Approval of an advisory vote on executive compensation
Issuer
Yes
Against
Against
         
5
Recommend advisory vote on frequency of future votes on executive compensation
Issuer
Yes
1 yr
For
         
6
Shareholder proposal: Report on coal combustion waste
Holder
Yes
Against
For
         
7
Shareholder proposal: Lower percentage required for shareholder action by written consent
Holder
Yes
For
Against
         
8
Shareholder proposal: Adopt a majority vote standard for the election of directors
Holder
Yes
For
Against
         
9
Shareholder proposal: Report on financial risks of reliance on coal
Holder
Yes
Against
For
                     
PPL Corporation
PPL
69351T106
5/18/2011
2/28/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
Approval of short term incentive plan
Issuer
Yes
Against
Against
         
3
Ratification of the appointment of independent registered accounting firm
Issuer
Yes
For
For
         
4
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
5
Advisory vote on the frequency of future executive compensation votes
Issuer
Yes
1 yr
For
         
6
Shareholder proposal - Director election majority vote standard proposal
Holder
Yes
For
Against
         
7
Shareholder proposal - Special shareholder meetings
Holder
Yes
For
Against
                     
OGE Energy Corp
OGE
670837103
5/19/2011
3/21/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Amendment of the restated certificate of incorporation to increase the number of authorized shares of common stock from 125,000,000 to 225,000,000
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
5
Ratification of the appointment of Ernst & Young LLP s the company's principal independent accountants for 2011
Issuer
Yes
For
For
                     
Westar Energy, Inc.
WR
95709T100
5/19/2011
3/21/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
To provide an advisory vote on executive compensation
Issuer
Yes
For
For
         
3
To provide an advisory vote on the frequency of advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
4
To approve an amendment to our long term incentive and share award plan and approve the material terms of the performance goals under the plan
Issuer
Yes
For
For
         
5
To approve an amendment to our restated articles of incorporation to increase our authorized shares of common stock
Issuer
Yes
For
For
         
6
To ratify the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for 2011
Issuer
Yes
For
For
                     
Altria Group, Inc
MO
02209S103
5/19/2011
3/28/2011
1
Election of nine (9) Directors
Issuer
Yes
For
For
         
2
Ratification of the selection of independent registered public accounting firm
Issuer
Yes
For
For
         
3
Advisory vote on the compensation of the company's named executive officers
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of the future advisory votes on the compensation of the company's executive officers
Issuer
Yes
1 yr
N R
         
5
Shareholder proposal - Address concerns regarding tobacco flavoring
Holder
Yes
Against
For
                     
Nextera Energy, Inc.
NEE
65339F101
5/20/2011
3/22/2011
1
Election of thirteen (13) Directors
Issuer
Yes
For
For
         
2
Ratification of appointment of Deloitte & Touche LLP as independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Approval of the Nextera Energy, Inc. 2011 long term incentive plan
Issuer
Yes
Against
Against
         
4
Approval, by non-binding advisory vote, of the Nextera Energy's compensation of tits named executive officers as disclosed in the proxy statement
Issuer
Yes
Against
Against
         
5
Non-binding advisory vote on whether Nextera Energy should hold a non-binding shareholder advisory vote to approve Nextera Energy's compensation of its named executive officers every 1, 2, or 3 years
Issuer
Yes
1 yr
For
                     
Merck & Co., Inc.
MRK
58933Y105
5/24/2011
3/25/2011
1
Election of eighteen (18) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of the Company's independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of future votes on executive compensation
Issuer
Yes
1 yr
Against
                     
Oneck, Inc.
OKS
682680103
5/25/2011
3/28/2011
1
Election of eleven (11) Directors
Issuer
Yes
For
For
         
2
Ratification of Pricewaterhousecoopers LLP as the independent registered public accounting firm for year ending December 31, 2011
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of holding the advisory vote on executive compensation
Issuer
Yes
1yr
For
                     
Southern Company, The
SO
842587107
5/25/2011
3/28/2011
1
Election of thirteen (13) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Deloitte & Touch LLP as the company's independent registered public accounting firm on executive compensation
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of vote on executive compensation
Issuer
Yes
1 yr
For
         
5
Approval of omnibus incentive compensation plan
Issuer
Yes
Against
Against
         
6
Stockholder proposal on coal combustion byproducts environmental report
Issuer
Yes
Against
Against
                     
Blank Hills Corporation
BKH
092113109
5/25/2011
4/5/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Ratify the appointment of Deloitte & Touch LLP to serve as Blank Hills Corporation's independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Approve the advisory resolution on executive compensation
Issuer
Yes
Against
Against
         
4
Approve holding the advisory vote on executive compensation every one, two or three years, as indicated
Issuer
Yes
1 yr
For
                     
Gabelli Dividend & Income Trust-PFD
GDV SERIES T
36242H302
6/2/2011
3/21/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Shareholder proposal to eliminate the fund's classified board structure
Holder
Yes
For
Against
                     
Wal-Mart Stores, Inc.
WMT
931142103
6/3/2011
4/6/2011
1
Election of thirteen (15) Directors
Issuer
Yes
For
For
         
2
Ratification of Ernst & Young LLP as independent accountants
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
5
Gender identity non-discrimination policy
Holder
Yes
Against
For
         
6
Political contributions report
Holder
Yes
Against
For
         
7
Special shareowner meetings
Holder
Yes
For
Against
         
8
Require suppliers to publish annual sustainability report
Holder
Yes
Against
For
         
9
Climate change risk disclosure
Holder
Yes
Against
For
                     
Buckeye Partners, LP
BPL
118230101
6/7/2011
4/8/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Ratification of Deloitte & Touch LLP
Issuer
Yes
For
For
         
3
Advisory resolution on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
Against
                     
Caterpillar Inc.
CAT
149123101
6/8/2011
4/11/2011
1
Election of fifteen (15) Directors
Issuer
Yes
For
For
         
2
Ratify the appointment of independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Approve amended and restated Caterpillar, Inc. executive short term incentive plan
Issuer
Yes
Against
Against
         
4
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
5
Advisory vote on the frequency of executive compensation votes
Issuer
Yes
1 yr
For
         
6
Stockholder proposal - report on political contributions and expenses
Holder
Yes
Against
For
         
7
Stockholder proposal - executives to retain significant stock
Holder
Yes
Against
For
         
8
Director election majority vote standard
Holder
Yes
For
Against
         
9
Stockholder proposal - special stockholder meetings
Holder
Yes
For
Against
         
10
Stockholder proposal - independent chairman of the board
Holder
Yes
Against
For
         
11
Stockholder proposal - review global corporate standards
Holder
Yes
Against
For
         
12
Stockholder proposal - death benefits policy
Holder
Yes
Against
For
                     
W.P. Carey & Co.
WPC
92930Y107
6/16/2011
4/19/2011
1
Election of fourteen (14) Directors
Issuer
Yes
For
For
         
2
Ratification of appointment of Pricewaterhousecoopers LLP as the company's independent registered accounting firm for 2011
Issuer
Yes
For
For
         
3
To approve the advisory resolution on executive compensation
Issuer
Yes
Against
Against
         
4
To approve holding an advisory vote on executive compensation every one, two or three years as indicated
Issuer
Yes
1 yr
Against
                     
Penn Virginia Resource Partners, LP
PVR
707884102
6/22/2011
4/26/2011
1
Election of nine (9) Directors
Issuer
Yes
For
For
         
2
To approve by advisory (non-binding) vote, executive compensation
Issuer
Yes
For
For
         
3
To recommend by advisory (Non-binding) vote, the frequency of future advisory votes on executive compensation
Issuer
Yes
1yr
For
American Express Company
AXP
025816109
5/2/2011
3/4/2011
1
Election of thirteen (13) Directors
Issuer
Yes
For
For
         
2
Ratification of appointment of Pricewaterhousecoopers LLP as independent registered public accounting firm for 2011
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on frequency of  executive compensation vote
Issuer
Yes
1 yr
For
         
5
Shareholder proposal relating to cumulative voting for directors
Holder
Yes
Against
For
         
6
Shareholder proposal relating to the calling of special shareholder meetings
Holder
Yes
For
Against
Great Plains Energy Incorporated
GXP
391164100
5/3/2011
2/22/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
3
To recommend by advisory (Non-binding) vote, the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
4
Approval of the amended long-term incentive plan
Issuer
Yes
Against
Against
         
5
Ratification of appointment of Delloitte & Touche LLP as the company's independent registered public accountants for 2011
Issuer
Yes
For
For
                     
The Empire District Electric Company
EDE
291641108
4/28/2011
3/1/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Advisory vote on executive compensation
Issuer
Yes
For
For
         
3
To recommend by advisory (Non-binding) vote, the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
4
Approval of the amended long-term incentive plan
Issuer
Yes
For
For
                     
AGL Resources Inc.
AGL
001204106
6/14/2011
4/18/2011
1
To approve the issuance of shares of AGL Resources Inc. common stock as contemplated by the agreement and plan of merger, dated as of December 6, 2010, among AGL Resources Inc., Apollo Acquisition Corp., Ottawa Acquisition LLC and Nicor Inc.
Issuer
No
NA
NA
         
2
To approve an amendment to AGL Resources Inc.'s amended and restated articles of incoporation to increase the number of directors that may serve on AGL Resources Inc.'s board of directors from 15 to 16 directors.
Issuer
No
NA
NA
         
3
To adjourn the special meeting if necessary to permit further solicitation of proxies in the event there are not sufficient votes at the time of the special meeting to approve the issuance of shares and/or the amendment to the amended and restated articles of incorporation.
Issuer
No
NA
NA
                     
Nicor Inc.
GAS
654086107
6/14/2011
4/18/2011
1
To approve the agreement and plan of merger, dated as of December 6, 2010, by and among AGL Resources Inc., Apollo Acquisition Corp., Ottawa Acquisition LLC and Nicor Inc.
Issuer
No
NA
NA
         
2
To adjourn the special meeting, if necessary and appropriate.
Issuer
No
NA
NA
                     
Nicor Inc.
GAS
654086107
6/14/2011
4/18/2011
1
Election of thirteen (13) directors
Issuer
No
NA
NA
         
2
Non-binding advisory vote to approve the compensation of Nicor's named executive officers as disclosed in the accompanying proxy statement
Issuer
No
NA
NA
         
3
Non-binding advisory vote on the frequency of a stockholder vote on the compensation of Nicor's named executive officers.
Issuer
No
NA
NA
         
4
Ratification of appointment of Deloitte & Touche LLP as Nicor's independent registered public accounting firm for 2011
Issuer
No
NA
NA



 



 
 

 


 

SIGNATURE

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)
Boulder Growth & Income Fund, Inc.
   
By:
/s/ Stephen C. Miller
 
Stephen C. Miller
 
President (Principal Executive Officer)
   
Date:
August 31, 2011