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: 811-22056
NAME OF REGISTRANT: John Hancock Tax-Advantaged
Global Shareholder Yield
Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 601 Congress Street
Boston, MA 02210
NAME AND ADDRESS OF AGENT FOR SERVICE: Charles Rizzo
601 Congress Street
Boston, MA 02210
REGISTRANT'S TELEPHONE NUMBER: 617-663-3000
DATE OF FISCAL YEAR END: 10/31
DATE OF REPORTING PERIOD: 07/01/2012 - 06/30/2013
JHF TAX-ADV GLOB SHRHLDR YLD
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ALTRIA GROUP, INC. Agenda Number: 933764979
--------------------------------------------------------------------------------------------------------------------------
Security: 02209S103
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: MO
ISIN: US02209S1033
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GERALD L. BALILES Mgmt For For
1B. ELECTION OF DIRECTOR: MARTIN J. BARRINGTON Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN T. CASTEEN III Mgmt For For
1D. ELECTION OF DIRECTOR: DINYAR S. DEVITRE Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS F. FARRELL II Mgmt For For
1F. ELECTION OF DIRECTOR: THOMAS W. JONES Mgmt For For
1G. ELECTION OF DIRECTOR: DEBRA J. KELLY-ENNIS Mgmt For For
1H. ELECTION OF DIRECTOR: W. LEO KIELY III Mgmt For For
1I. ELECTION OF DIRECTOR: KATHRYN B. MCQUADE Mgmt For For
1J. ELECTION OF DIRECTOR: GEORGE MUNOZ Mgmt For For
1K. ELECTION OF DIRECTOR: NABIL Y. SAKKAB Mgmt For For
2. RATIFICATION OF THE SELECTION OF Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS
4. SHAREHOLDER PROPOSAL - DISCLOSURE OF Shr For Against
LOBBYING POLICIES AND PRACTICES
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ARTHUR J. GALLAGHER & CO. Agenda Number: 933761113
--------------------------------------------------------------------------------------------------------------------------
Security: 363576109
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: AJG
ISIN: US3635761097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM L. BAX Mgmt For For
1B. ELECTION OF DIRECTOR: FRANK E. ENGLISH, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: J. PATRICK GALLAGHER, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: ELBERT O. HAND Mgmt For For
1E. ELECTION OF DIRECTOR: DAVID S. JOHNSON Mgmt For For
1F. ELECTION OF DIRECTOR: KAY W. MCCURDY Mgmt For For
1G. ELECTION OF DIRECTOR: NORMAN L. ROSENTHAL Mgmt For For
1H. ELECTION OF DIRECTOR: JAMES R. WIMMER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT AUDITOR
3. ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For
NAMED EXECUTIVE OFFICERS
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ASTRAZENECA PLC Agenda Number: 933755918
--------------------------------------------------------------------------------------------------------------------------
Security: 046353108
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: AZN
ISIN: US0463531089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITOR FOR
THE YEAR ENDED 31 DECEMBER 2012
2. TO CONFIRM DIVIDENDS Mgmt For For
3. TO RE-APPOINT KPMG AUDIT PLC, LONDON AS Mgmt For For
AUDITOR
4. TO AUTHORISE THE DIRECTORS TO AGREE TO THE Mgmt For For
REMUNERATION OF THE AUDITOR
5A. RE-ELECTION OF DIRECTOR: LEIF JOHANSSON Mgmt For For
5B. RE-ELECTION OF DIRECTOR: PASCAL SORIOT Mgmt For For
5C. RE-ELECTION OF DIRECTOR: SIMON LOWTH Mgmt For For
5D. RE-ELECTION OF DIRECTOR: GENEVIEVE BERGER Mgmt For For
5E. RE-ELECTION OF DIRECTOR: BRUCE BURLINGTON Mgmt For For
5F. RE-ELECTION OF DIRECTOR: GRAHAM CHIPCHASE Mgmt For For
5G. RE-ELECTION OF DIRECTOR: JEAN-PHILIPPE Mgmt For For
COURTOIS
5H. RE-ELECTION OF DIRECTOR: RUDY MARKHAM Mgmt For For
5I. RE-ELECTION OF DIRECTOR: NANCY ROTHWELL Mgmt For For
5J. RE-ELECTION OF DIRECTOR: SHRITI VADERA Mgmt For For
5K. RE-ELECTION OF DIRECTOR: JOHN VARLEY Mgmt For For
5L. RE-ELECTION OF DIRECTOR: MARCUS WALLENBERG Mgmt For For
6. TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 31 DECEMBER 2012
7. TO AUTHORISE LIMITED EU POLITICAL DONATIONS Mgmt For For
8. TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
9. TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS
10. TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
11. TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For
MEETINGS
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AT&T INC. Agenda Number: 933744016
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 26-Apr-2013
Ticker: T
ISIN: US00206R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt For For
1B. ELECTION OF DIRECTOR: GILBERT F. AMELIO Mgmt For For
1C. ELECTION OF DIRECTOR: REUBEN V. ANDERSON Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES H. BLANCHARD Mgmt For For
1E. ELECTION OF DIRECTOR: JAIME CHICO PARDO Mgmt For For
1F. ELECTION OF DIRECTOR: SCOTT T. FORD Mgmt For For
1G. ELECTION OF DIRECTOR: JAMES P. KELLY Mgmt For For
1H. ELECTION OF DIRECTOR: JON C. MADONNA Mgmt For For
1I. ELECTION OF DIRECTOR: MICHAEL B. Mgmt For For
MCCALLISTER
1J. ELECTION OF DIRECTOR: JOHN B. MCCOY Mgmt For For
1K. ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt For For
1L. ELECTION OF DIRECTOR: MATTHEW K. ROSE Mgmt For For
1M. ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
AUDITORS.
3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
4. APPROVE STOCK PURCHASE AND DEFERRAL PLAN. Mgmt For For
5. POLITICAL CONTRIBUTIONS REPORT. Shr For Against
6. LEAD BATTERIES REPORT. Shr For Against
7. COMPENSATION PACKAGES. Shr For Against
8. INDEPENDENT BOARD CHAIRMAN. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
AUTOMATIC DATA PROCESSING, INC. Agenda Number: 933691291
--------------------------------------------------------------------------------------------------------------------------
Security: 053015103
Meeting Type: Annual
Meeting Date: 13-Nov-2012
Ticker: ADP
ISIN: US0530151036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ELLEN R. ALEMANY Mgmt For For
GREGORY D. BRENNEMAN Mgmt For For
LESLIE A. BRUN Mgmt For For
RICHARD T. CLARK Mgmt For For
ERIC C. FAST Mgmt For For
LINDA R. GOODEN Mgmt For For
R. GLENN HUBBARD Mgmt For For
JOHN P. JONES Mgmt For For
CARLOS A. RODRIGUEZ Mgmt For For
ENRIQUE T. SALEM Mgmt For For
GREGORY L. SUMME Mgmt For For
2. APPOINTMENT OF DELOITTE & TOUCHE LLP. Mgmt For For
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BAE SYSTEMS PLC, LONDON Agenda Number: 704362956
--------------------------------------------------------------------------------------------------------------------------
Security: G06940103
Meeting Type: AGM
Meeting Date: 08-May-2013
Ticker:
ISIN: GB0002634946
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the Report and Accounts Mgmt For For
2 Approval of the Directors' Remuneration Mgmt For For
Report
3 Authorisation of the payment of the final Mgmt For For
dividend: That the final dividend for the
year ended 31 December 2012 of 11.7 pence
per ordinary share be and is hereby
declared payable on 3 June 2013 to Ordinary
Shareholders whose names appeared on the
Register of Members at the close of
business on 19 April 2013
4 Re-election of director: Paul Anderson Mgmt For For
5 Re-election of director: Harriet Green Mgmt For For
6 Re-election of director: Linda Hudson Mgmt For For
7 Re-election of director: Ian King Mgmt For For
8 Re-election of director: Peter Lynas Mgmt For For
9 Re-election of director: Lee McIntire Mgmt For For
10 Re-election of director: Richard Olver Mgmt For For
11 Re-election of director: Paula Rosput Mgmt For For
Reynolds
12 Re-election of director: Nicholas Rose Mgmt For For
13 Re-election of director: Carl Symon Mgmt For For
14 Reappointment of the Auditors: KPMG Audit Mgmt For For
Plc
15 Authority to agree Auditors' remuneration Mgmt For For
16 Political Donations Mgmt For For
17 Authority to allot new shares Mgmt For For
18 Disapplication of pre-emption rights Mgmt For For
19 Authority to purchase own shares Mgmt For For
20 Notice of general meetings Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
RECEIPT OF DIVIDEND AMOUNTS IN RES NO.3. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BASF SE, LUDWIGSHAFEN/RHEIN Agenda Number: 704328548
--------------------------------------------------------------------------------------------------------------------------
Security: D06216317
Meeting Type: AGM
Meeting Date: 26-Apr-2013
Ticker:
ISIN: DE000BASF111
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please consider the following
link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
11.04.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the approved Financial Non-Voting
Statements of BASF SE and the approved
Consolidated Financial Statements of the
BASF Group for the financial year 2012;
presentation of the Managements Analyses of
BASF SE and the BASF Group for the
financial year 2012 including the
explanatory reports on the data according
to Section 289 (4) and Section 315 (4) of
the German Commercial Code; presentation of
the Report of the Supervisory Board
2. Adoption of a resolution on the Mgmt No vote
appropriation of profit
3. Adoption of a resolution giving formal Mgmt No vote
approval to the actions of the members of
the Supervisory Board
4. Adoption of a resolution giving formal Mgmt No vote
approval to the actions of the members of
the Board of Executive Directors
5. Election of the auditor for the financial Mgmt No vote
year 2013: KPMG AG
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 933756794
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108
Meeting Type: Annual
Meeting Date: 07-May-2013
Ticker: BMY
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: L. ANDREOTTI Mgmt For For
1B. ELECTION OF DIRECTOR: L.B. CAMPBELL Mgmt For For
1C. ELECTION OF DIRECTOR: J.M. CORNELIUS Mgmt For For
1D. ELECTION OF DIRECTOR: L.H. GLIMCHER, M.D. Mgmt For For
1E. ELECTION OF DIRECTOR: M. GROBSTEIN Mgmt For For
1F. ELECTION OF DIRECTOR: A.J. LACY Mgmt For For
1G. ELECTION OF DIRECTOR: V.L. SATO, PH.D. Mgmt For For
1H. ELECTION OF DIRECTOR: E. SIGAL, M.D., PH.D. Mgmt For For
1I. ELECTION OF DIRECTOR: G.L. STORCH Mgmt For For
1J. ELECTION OF DIRECTOR: T.D. WEST, JR. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
BRITISH AMERICAN TOBACCO PLC Agenda Number: 704346976
--------------------------------------------------------------------------------------------------------------------------
Security: G1510J102
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: GB0002875804
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receipt of the 2012 Report and Accounts Mgmt For For
2 Approval of the 2012 Remuneration Report Mgmt For For
3 To declare a final dividend of 92.7p per Mgmt For For
ordinary share in respect of the year ended
31 December 2012, payable on 8 May 2013 to
shareholders on the register at the close
of business on 15 March 2013
4 Re-appointment of the Auditors: Mgmt For For
PricewaterhouseCoopers LLP
5 Authority for the Directors to agree the Mgmt For For
Auditor's remuneration
6 Re-election of Richard Burrows as a Mgmt For For
Director (N)
7 Re-election of John Daly as a Director Mgmt For For
8 Re-election of Karen de Segundo as a Mgmt For For
Director (C, N)
9 Re-election of Nicandro Durante as a Mgmt For For
Director
10 Re-election of Ann Godbehere as a Director Mgmt For For
(A, N, R)
11 Re-election of Christine Morin-Postel as a Mgmt For For
Director (C, N, R)
12 Re-election of Gerry Murphy as a Director Mgmt For For
(N, R)
13 Re-election of Kieran Poynter as a Director Mgmt For For
(A N R)
14 Re-election of Anthony Ruys as a Director Mgmt For For
(A, N)
15 Re-election of Ben Stevens as a Director Mgmt For For
16 Election of Richard Tubb as a Director (C, Mgmt For For
N) who has been appointed since the last
Annual General Meeting
17 Renewal of the Director's authority to Mgmt For For
allot shares
18 Renewal of the Director's authority to Mgmt For For
disapply pre-emption rights
19 Authority for the Company to purchase its Mgmt For For
own shares
20 Authority to make donations to political Mgmt For For
organisations and to incur political
expenditure
21 Notice period for General Meetings Mgmt For For
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTIONS NO. 3 AND 16.
IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CENTRICA PLC, WINDSOR BERKSHIRE Agenda Number: 704354416
--------------------------------------------------------------------------------------------------------------------------
Security: G2018Z143
Meeting Type: AGM
Meeting Date: 13-May-2013
Ticker:
ISIN: GB00B033F229
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the report and accounts Mgmt For For
2 To approve the remuneration report Mgmt For For
3 To declare a final dividend Mgmt For For
4 To reappoint Sir Roger Carr Mgmt For For
5 To reappoint Sam Laidlaw Mgmt For For
6 To reappoint Phil Bentley Mgmt For For
7 To reappoint Margherita Della Valle Mgmt For For
8 To reappoint Mary Francis Mgmt For For
9 To reappoint Mark Hanafin Mgmt For For
10 To reappoint Lesley Knox Mgmt For For
11 To reappoint Nick Luff Mgmt For For
12 To reappoint Ian Meakins Mgmt For For
13 To reappoint Paul Rayner Mgmt For For
14 To reappoint Chris Weston Mgmt For For
15 To reappoint the auditors Mgmt For For
16 To authorise the directors to determine the Mgmt For For
auditors remuneration
17 Authority for political donations and Mgmt For For
political expenditure in the European Union
18 Authority to allot shares Mgmt For For
19 Authority to disapply pre-emption rights Mgmt For For
20 Authority to purchase own shares Mgmt For For
21 Notice of general meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CENTURYLINK, INC. Agenda Number: 933785757
--------------------------------------------------------------------------------------------------------------------------
Security: 156700106
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: CTL
ISIN: US1567001060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
W. BRUCE HANKS Mgmt For For
C. G. MELVILLE, JR. Mgmt For For
FRED R. NICHOLS Mgmt For For
WILLIAM A. OWENS Mgmt For For
HARVEY P. PERRY Mgmt For For
GLEN F. POST, III Mgmt For For
LAURIE A. SIEGEL Mgmt For For
JOSEPH R. ZIMMEL Mgmt For For
2 RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Mgmt For For
INDEPENDENT AUDITOR FOR 2013.
3 ADVISORY VOTE REGARDING OUR EXECUTIVE Mgmt For For
COMPENSATION.
4A SHAREHOLDER PROPOSAL REGARDING EQUITY Shr For Against
COMPENSATION.
4B SHAREHOLDER PROPOSAL REGARDING BONUS Shr For Against
DEFERRALS.
4C SHAREHOLDER PROPOSAL REGARDING PROXY Shr For Against
ACCESS.
4D SHAREHOLDER PROPOSAL REGARDING CONFIDENTIAL Shr For Against
VOTING.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 933784781
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: CME
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TERRENCE A. DUFFY Mgmt For For
CHARLES P. CAREY Mgmt For For
MARK E. CERMAK Mgmt For For
MARTIN J. GEPSMAN Mgmt For For
LEO MELAMED Mgmt For For
JOSEPH NICIFORO Mgmt For For
C.C. ODOM II Mgmt For For
JOHN F. SANDNER Mgmt For For
DENNIS A. SUSKIND Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For
NAMED EXECUTIVE OFFICERS.
4. SHAREHOLDER PROPOSAL REGARDING PROXY Shr For Against
ACCESS.
--------------------------------------------------------------------------------------------------------------------------
CONOCOPHILLIPS Agenda Number: 933764842
--------------------------------------------------------------------------------------------------------------------------
Security: 20825C104
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: COP
ISIN: US20825C1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD L. ARMITAGE Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD H. AUCHINLECK Mgmt For For
1C. ELECTION OF DIRECTOR: JAMES E. COPELAND, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: JODY L. FREEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: GAY HUEY EVANS Mgmt For For
1F. ELECTION OF DIRECTOR: RYAN M. LANCE Mgmt For For
1G. ELECTION OF DIRECTOR: MOHD H. MARICAN Mgmt For For
1H. ELECTION OF DIRECTOR: ROBERT A. NIBLOCK Mgmt For For
1I. ELECTION OF DIRECTOR: HARALD J. NORVIK Mgmt For For
1J. ELECTION OF DIRECTOR: WILLIAM E. WADE, JR. Mgmt For For
2. TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS CONOCOPHILLIPS' INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. ADVISORY APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION.
4. REPORT ON GRASSROOTS LOBBYING EXPENDITURES. Shr For Against
5. GREENHOUSE GAS REDUCTION TARGETS. Shr For Against
6. GENDER IDENTITY NON-DISCRIMINATION. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
DAIMLER AG, STUTTGART Agenda Number: 704293238
--------------------------------------------------------------------------------------------------------------------------
Security: D1668R123
Meeting Type: AGM
Meeting Date: 10-Apr-2013
Ticker:
ISIN: DE0007100000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodians accounts,
please contact your CSR for more
information. Please also have a look at the
following link:
https://materials.proxyvote.com/Approved/99
999Z/19840101/OTHER_153994.PDF
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain blocked up until meeting date.
If you are considering settling a traded
voted position prior to the meeting date of
this event, please contact your CSR or
custodian to ensure your shares have been
deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting
26.03.2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted financial Non-Voting
statements of Daimler AG, the approved
consolidated financial statements, the
combined management report for Daimler AG
and the Group with the explanatory reports
on the information required pursuant to
Section 289, Subsections 4 and 5, Section
315, Subsection 4 of the German Commercial
Code (Handelsgesetzbuch), and the report of
the Supervisory Board for the financial
year 2012
2. Resolution on the allocation of Mgmt No vote
distributable profit
3. Resolution on ratification of Board of Mgmt No vote
Management members actions in the 2012
financial year
4. Resolution on ratification of Supervisory Mgmt No vote
Board members actions in the 2012 financial
year
5. Resolution on the appointment of auditors Mgmt No vote
for the Company and the Group for the 2013
financial year
6.a Resolution on the election of new members Mgmt No vote
of the Supervisory Board: Sari Baldauf
6.b Resolution on the election of new members Mgmt No vote
of the Supervisory Board: Dr. Juergen
Hambrecht
6.c Resolution on the election of new members Mgmt No vote
of the Supervisory Board: Andrea Jung
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE POST AG, BONN Agenda Number: 704437789
--------------------------------------------------------------------------------------------------------------------------
Security: D19225107
Meeting Type: AGM
Meeting Date: 29-May-2013
Ticker:
ISIN: DE0005552004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 14 Non-Voting
MAY 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Presentation of the adopted annual Non-Voting
financial statements and approved
consolidated financial statements, of the
management reports for the Company and the
Group with the explanatory report on
information in accordance with Sections 289
(4), 315 (4) of the German Commercial Code
(Handelsgesetzbuch, "HGB") and in
accordance with Section 289 (5) HGB and of
the report by the Supervisory Board for
fiscal year 2012
2. Appropriation of available net earnings Mgmt No vote
3. Approval of the actions of the members of Mgmt No vote
the Board of Management
4. Approval of the actions of the members of Mgmt No vote
the Supervisory Board
5. Appointment of the independent auditors for Mgmt No vote
fiscal year 2013 and the independent
auditors for the audit review of the
Group's condensed financial statements and
the interim management report as of June
30, 2013: PricewaterhouseCoopers AG,
Wirtschaftsprufungsgesellschaft, Dusseldorf
6. Creation of an Authorized Capital 2013 and Mgmt No vote
authorization to exclude subscription
rights as well as amendment of the Articles
of Association: Report of the Board of
Management to the Annual General Meeting on
Item 6 of the Agenda pursuant to Sections
203 (1) and (2) and 186 (4) sentence 2 AktG
7. Authorization to issue bonds with warrants, Mgmt No vote
convertible bonds and/or participating
bonds and profit participation certificates
(or combinations of these instruments) and
to exclude subscription rights together
with concurrent creation of a contingent
capital as well as amendment of the
Articles of Association: a) Authorization
to issue bonds with warrants, convertible
bonds and/or participating bonds and profit
participation certificates aa) Nominal
amount, authorization period, number of
shares bb) Subscription rights and
exclusion of subscription rights cc)
Warrant right dd) Conversion right ee)
Warrant or conversion obligation, right to
delivery of shares ff) Warrant or
conversion price gg) Further structuring
options; b) Contingent capital c) Amendment
to the Articles of Association; Report of
the Board of Management to the Annual
General Meeting on item 7 of the agenda
pursuant to Section 221 (4) sentence 2 and
Section 186 (4) sentence 2 AktG
8. Election to the Supervisory Board: Prof. Mgmt No vote
Dr. Wulf von Schimmelmann
9. Change to the remuneration of the Mgmt No vote
Supervisory Board
--------------------------------------------------------------------------------------------------------------------------
DEUTSCHE TELEKOM AG, BONN Agenda Number: 704385839
--------------------------------------------------------------------------------------------------------------------------
Security: D2035M136
Meeting Type: AGM
Meeting Date: 16-May-2013
Ticker:
ISIN: DE0005557508
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have advised that voted Non-Voting
shares are not blocked for trading purposes
i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 01 Non-Voting
MAY 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1. Submissions to the shareholders' meeting Non-Voting
pursuant to section 176 (1) sentence 1 of
the AktG (Aktiengesetz - German Stock
Corporation Act)
2. Resolution on the appropriation of net Mgmt No vote
income
3. Resolution on the approval of the actions Mgmt No vote
of the members of the Board of Management
for the 2012 financial year
4. Resolution on the approval of the actions Mgmt No vote
of the members of the Supervisory Board for
the 2012 financial year
5. Resolution on the appointment of the Mgmt No vote
independent auditor and the Group auditor
for the 2013 financial year as well as the
independent auditor to review the condensed
financial statements and the interim
management report pursuant to section 37w,
section 37y no. 2 WpHG
(Wertpapierhandelsgesetz - German
Securities Trading Act) in the 2013
financial year: PricewaterhouseCoopers
Aktiengesellschaft
Wirtschaftsprufungsgesellschaft, Frankfurt
am Main
6. Election of a Supervisory Board member: Ms. Mgmt No vote
Sari Baldauf
7. Election of a Supervisory Board member: Mgmt No vote
Prof. Ulrich Lehner
8. Resolution on the amendment to Supervisory Mgmt No vote
Board remuneration and the related
amendment to section 13 Articles of
Incorporation
9. Resolution on the cancellation of Mgmt No vote
contingent capital II and the related
amendment to section 5 Articles of
Incorporation
10. Resolution on the cancellation of Mgmt No vote
authorized capital 2009/I and the creation
of authorized capital 2013 for cash and/or
non-cash contributions, with the
authorization to exclude subscription
rights and the relevant amendment to the
Articles of Incorporation
11. Resolution on approval of a control and Mgmt No vote
profit and loss transfer agreement with
PASM Power and Air Condition Solution
Management GmbH
12. Resolution regarding approval of the Mgmt No vote
amendment to the profit and loss transfer
agreement with GMG Generalmietgesellschaft
mbH
13. Resolution regarding approval of the Mgmt No vote
amendment to the profit and loss transfer
agreement with DeTeMedien, Deutsche Telekom
Medien GmbH
14. Resolution regarding approval of the Mgmt No vote
amendment to the control agreement with GMG
Generalmietgesellschaft mbH
15. Resolution regarding approval of the Mgmt No vote
amendment to the control agreement with
DeTeMedien, Deutsche Telekom Medien GmbH
--------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 933687418
--------------------------------------------------------------------------------------------------------------------------
Security: 25243Q205
Meeting Type: Annual
Meeting Date: 17-Oct-2012
Ticker: DEO
ISIN: US25243Q2057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. REPORT AND ACCOUNTS 2012. Mgmt For For
2. DIRECTORS' REMUNERATION REPORT 2012. Mgmt For For
3. DECLARATION OF FINAL DIVIDEND. Mgmt For For
4. RE-ELECTION OF PB BRUZELIUS AS A DIRECTOR. Mgmt For For
(AUDIT, NOMINATION & REMUNERATION
COMMITTEE)
5. RE-ELECTION OF LM DANON AS A DIRECTOR. Mgmt For For
(AUDIT, NOMINATION & REMUNERATION
COMMITTEE)
6. RE-ELECTION OF LORD DAVIES AS A DIRECTOR. Mgmt For For
(AUDIT, NOMINATION, REMUNERATION(CHAIRMAN
OF THE COMMITTEE))
7. RE-ELECTION OF BD HOLDEN AS A DIRECTOR. Mgmt For For
(AUDIT, NOMINATION & REMUNERATION
COMMITTEE)
8. RE-ELECTION OF DR FB HUMER AS A DIRECTOR. Mgmt For For
(NOMINATION COMMITTEE (CHAIRMAN OF THE
COMMITTEE))
9. RE-ELECTION OF D MAHLAN AS A DIRECTOR. Mgmt For For
(EXECUTIVE COMMITTEE)
10. RE-ELECTION OF PG SCOTT AS A DIRECTOR. Mgmt For For
(AUDIT(CHAIRMAN OF THE COMMITTEE),
NOMINATION, REMUNERATION COMMITTEE)
11. RE-ELECTION OF HT STITZER AS A DIRECTOR. Mgmt For For
(AUDIT, NOMINATION & REMUNERATION
COMMITTEE)
12. RE-ELECTION OF PS WALSH AS A DIRECTOR. Mgmt For For
(EXECUTIVE COMMITTEE(CHAIRMAN OF THE
COMMITTEE))
13. ELECTION OF HO KWONPING AS A DIRECTOR. Mgmt For For
(AUDIT, NOMINATION & REMUNERATION
COMMITTEE)
14. ELECTION OF IM MENEZES AS A DIRECTOR. Mgmt For For
(EXECUTIVE COMMITTEE)
15. RE-APPOINTMENT OF AUDITOR. Mgmt For For
16. REMUNERATION OF AUDITOR. Mgmt For For
17. AUTHORITY TO ALLOT SHARES. Mgmt For For
18. DISAPPLICATION OF PRE-EMPTION RIGHTS. Mgmt For For
19. AUTHORITY TO PURCHASE OWN ORDINARY SHARES. Mgmt For For
20. AUTHORITY TO MAKE POLITICAL DONATIONS Mgmt For For
AND/OR TO INCUR POLITICAL EXPENDITURE IN
THE EU.
21. REDUCED NOTICE OF A GENERAL MEETING OTHER Mgmt For For
THAN AN ANNUAL GENERAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
DIAMOND OFFSHORE DRILLING, INC. Agenda Number: 933772902
--------------------------------------------------------------------------------------------------------------------------
Security: 25271C102
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: DO
ISIN: US25271C1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: JAMES S. TISCH Mgmt Against Against
1B ELECTION OF DIRECTOR: LAWRENCE R. DICKERSON Mgmt Against Against
1C ELECTION OF DIRECTOR: JOHN R. BOLTON Mgmt For For
1D ELECTION OF DIRECTOR: CHARLES L. FABRIKANT Mgmt For For
1E ELECTION OF DIRECTOR: PAUL G. GAFFNEY II Mgmt For For
1F ELECTION OF DIRECTOR: EDWARD GREBOW Mgmt For For
1G ELECTION OF DIRECTOR: HERBERT C. HOFMANN Mgmt Against Against
1H ELECTION OF DIRECTOR: CLIFFORD M. SOBEL Mgmt For For
1I ELECTION OF DIRECTOR: ANDREW H. TISCH Mgmt Against Against
1J ELECTION OF DIRECTOR: RAYMOND S. TROUBH Mgmt For For
2 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS THE INDEPENDENT AUDITORS OF THE
COMPANY FOR FISCAL YEAR 2013.
3 TO APPROVE, ON AN ADVISORY BASIS, EXECUTIVE Mgmt For For
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
DOMINION RESOURCES, INC. Agenda Number: 933752289
--------------------------------------------------------------------------------------------------------------------------
Security: 25746U109
Meeting Type: Annual
Meeting Date: 03-May-2013
Ticker: D
ISIN: US25746U1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM P. BARR Mgmt For For
1B. ELECTION OF DIRECTOR: PETER W. BROWN, M.D. Mgmt For For
1C. ELECTION OF DIRECTOR: HELEN E. DRAGAS Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS F. FARRELL II Mgmt For For
1F. ELECTION OF DIRECTOR: JOHN W. HARRIS Mgmt Against Against
1G. ELECTION OF DIRECTOR: ROBERT S. JEPSON, JR. Mgmt For For
1H. ELECTION OF DIRECTOR: MARK J. KINGTON Mgmt For For
1I. ELECTION OF DIRECTOR: PAMELA J. ROYAL, M.D. Mgmt For For
1J. ELECTION OF DIRECTOR: ROBERT H. SPILMAN, Mgmt For For
JR.
1K. ELECTION OF DIRECTOR: MICHAEL E. SZYMANCZYK Mgmt For For
1L. ELECTION OF DIRECTOR: DAVID A. WOLLARD Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
AUDITORS FOR 2013
3. ADVISORY VOTE ON APPROVAL OF EXECUTIVE Mgmt For For
COMPENSATION (SAY ON PAY)
4. APPROVAL OF AMENDMENT TO BYLAWS TO ALLOW Mgmt For For
SHAREHOLDERS TO CALL SPECIAL MEETINGS
5. REPORT ON FUTURE POLICY TO END USE OF Shr Against For
MOUNTAINTOP REMOVAL COAL
6. SUSTAINABILITY AS A PERFORMANCE MEASURE FOR Shr Against For
EXECUTIVE COMPENSATION
7. POLICY RELATED TO MINIMIZING STORAGE OF Shr Against For
NUCLEAR WASTE IN SPENT FUEL POOLS
8. REPORT ON THE FINANCIAL RISKS TO DOMINION Shr For Against
POSED BY CLIMATE CHANGE
--------------------------------------------------------------------------------------------------------------------------
DUKE ENERGY CORPORATION Agenda Number: 933746705
--------------------------------------------------------------------------------------------------------------------------
Security: 26441C204
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: DUK
ISIN: US26441C2044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WILLIAM BARNET, III Mgmt For For
G. ALEX BERNHARDT, SR. Mgmt For For
MICHAEL G. BROWNING Mgmt For For
HARRIS E. DELOACH, JR. Mgmt For For
DANIEL R. DIMICCO Mgmt For For
JOHN H. FORSGREN Mgmt For For
ANN M. GRAY Mgmt For For
JAMES H. HANCE, JR. Mgmt For For
JOHN T. HERRON Mgmt For For
JAMES B. HYLER, JR. Mgmt For For
E. MARIE MCKEE Mgmt For For
E. JAMES REINSCH Mgmt For For
JAMES T. RHODES Mgmt For For
JAMES E. ROGERS Mgmt For For
CARLOS A. SALADRIGAS Mgmt For For
PHILIP R. SHARP Mgmt For For
2. RATIFICATION OF DELOITTE & TOUCHE LLP AS Mgmt For For
DUKE ENERGY CORPORATION'S INDEPENDENT
PUBLIC ACCOUNTANT FOR 2013
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. APPROVAL OF THE AMENDED DUKE ENERGY Mgmt For For
CORPORATION EXECUTIVE SHORT-TERM INCENTIVE
PLAN
5. SHAREHOLDER PROPOSAL REGARDING SHAREHOLDER Shr For Against
ACTION BY WRITTEN CONSENT
6. SHAREHOLDER PROPOSAL REGARDING AN AMENDMENT Shr For Against
TO OUR ORGANIZATIONAL DOCUMENTS TO REQUIRE
MAJORITY VOTING FOR THE ELECTION OF
DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
E. I. DU PONT DE NEMOURS AND COMPANY Agenda Number: 933745145
--------------------------------------------------------------------------------------------------------------------------
Security: 263534109
Meeting Type: Annual
Meeting Date: 24-Apr-2013
Ticker: DD
ISIN: US2635341090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LAMBERTO ANDREOTTI Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD H. BROWN Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT A. BROWN Mgmt For For
1D. ELECTION OF DIRECTOR: BERTRAND P. COLLOMB Mgmt For For
1E. ELECTION OF DIRECTOR: CURTIS J. CRAWFORD Mgmt For For
1F. ELECTION OF DIRECTOR: ALEXANDER M. CUTLER Mgmt For For
1G. ELECTION OF DIRECTOR: ELEUTHERE I. DU PONT Mgmt For For
1H. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For
1I. ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1J. ELECTION OF DIRECTOR: ELLEN J. KULLMAN Mgmt For For
1K. ELECTION OF DIRECTOR: LEE M. THOMAS Mgmt For For
2. ON RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
3. TO APPROVE, BY ADVISORY VOTE, EXECUTIVE Mgmt For For
COMPENSATION
4. ON INDEPENDENT BOARD CHAIR Shr For Against
5. ON LOBBYING REPORT Shr For Against
6. ON GENETICALLY ENGINEERED SEED Shr Against For
7. ON EXECUTIVE COMPENSATION REPORT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
FIRSTGROUP PLC, ABERDEEN Agenda Number: 703945230
--------------------------------------------------------------------------------------------------------------------------
Security: G34604101
Meeting Type: AGM
Meeting Date: 25-Jul-2012
Ticker:
ISIN: GB0003452173
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Annual Report and Financial Mgmt For For
Statements
2 To approve the Directors Remuneration Mgmt For For
Report
3 To declare a final dividend Mgmt For For
4 To re-elect Professor David Begg as a Mgmt For For
Director
5 To re-elect Martin Gilbert as a Director Mgmt For For
6 To re-elect Colin Hood as a Director Mgmt For For
7 To re-elect John Sievwright as a Director Mgmt For For
8 To re-elect Tim O'Toole as a Director Mgmt For For
9 To elect Mick Barker as a Director Mgmt For For
10 To re-appoint Deloitte LLP as independent Mgmt For For
auditors
11 To authorise the Directors to determine the Mgmt For For
remuneration of the independent auditors
12 To authorise the Directors to allot shares Mgmt For For
13 To authorise the Directors to disapply Mgmt For For
pre-emption rights
14 To permit the Company to purchase its own Mgmt For For
shares
15 To authorise the Company to make political Mgmt For For
donations and incur political expenditure
16 To authorise the calling of general Mgmt For For
meetings of the Company by notice of 14
clear days
--------------------------------------------------------------------------------------------------------------------------
GLAXOSMITHKLINE PLC, BRENTFORD MIDDLESEX Agenda Number: 704337597
--------------------------------------------------------------------------------------------------------------------------
Security: G3910J112
Meeting Type: AGM
Meeting Date: 01-May-2013
Ticker:
ISIN: GB0009252882
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and adopt the Directors' Report Mgmt For For
and the Financial Statements for the year
ended 31 December 2012
2 To approve the Remuneration Report for the Mgmt For For
year ended 31 December 2012
3 To elect Lynn Elsenhans as a Director Mgmt For For
4 To elect Jing Ulrich as a Director Mgmt For For
5 To elect Hans Wijers as a Director Mgmt For For
6 To re-elect Sir Christopher Gent as a Mgmt For For
Director
7 To re-elect Sir Andrew Witty as a Director Mgmt For For
8 To re-elect Professor Sir Roy Anderson as a Mgmt For For
Director
9 To re-elect Dr Stephanie Burns as a Mgmt For For
Director
10 To re-elect Stacey Cartwright as a Director Mgmt For For
11 To re-elect Simon Dingemans as a Director Mgmt For For
12 To re-elect Judy Lewent as a Director Mgmt For For
13 To re-elect Sir Deryck Maughan as a Mgmt For For
Director
14 To re-elect Dr Daniel Podolsky as a Mgmt For For
Director
15 To re-elect Dr Moncef Slaoui as a Director Mgmt For For
16 To re-elect Tom de Swaan as a Director Mgmt For For
17 To re-elect Sir Robert Wilson as a Director Mgmt For For
18 To authorise the Audit & Risk Committee to Mgmt For For
re-appoint PricewaterhouseCoopers LLP as
the auditors to the company to hold office
from the end of the meeting to the end of
the next meeting at which accounts are laid
before the company
19 To authorise the Audit & Risk Committee to Mgmt For For
determine the remuneration of the auditors
20 Donations to political organizations and Mgmt For For
political expenditure
21 Authority to allot shares Mgmt For For
22 Disapplication of pre-emption rights Mgmt For For
23 Purchase of own shares by the company Mgmt For For
24 Exemption from statement of the name of the Mgmt For For
senior statutory auditor in published
copies of the auditors' reports
25 Reduced notice of a general meeting other Mgmt For For
than an Annual General Meeting
--------------------------------------------------------------------------------------------------------------------------
IMPERIAL TOBACCO GROUP PLC Agenda Number: 704209433
--------------------------------------------------------------------------------------------------------------------------
Security: G4721W102
Meeting Type: AGM
Meeting Date: 30-Jan-2013
Ticker:
ISIN: GB0004544929
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Report and Accounts Mgmt For For
2 Directors' Remuneration Report Mgmt For For
3 To declare a final dividend Mgmt For For
4 To re-elect Dr K M Burnett Mgmt For For
5 To re-elect Mrs A J Cooper Mgmt For For
6 To re-elect Mr R Dyrbus Mgmt For For
7 To elect Mr D J Haines Mgmt For For
8 To re-elect Mr M H C Herlihy Mgmt For For
9 To re-elect Ms S E Murray Mgmt For For
10 To re-elect Mr I J G Napier Mgmt For For
11 To elect Mr M R Phillips Mgmt For For
12 To re-elect Mr B Setrakian Mgmt For For
13 To re-elect Mr M D Williamson Mgmt For For
14 To re-elect Mr M I Wyman Mgmt For For
15 That PricewaterhouseCoopers LLP be Mgmt For For
reappointed as Auditor of the Company to
hold office until the conclusion of the
next general meeting at which accounts are
laid before the Company
16 Remuneration of Auditors Mgmt For For
17 Donations to political organisations Mgmt For For
18 Authority to allot securities Mgmt For For
19 Share Matching Scheme renewal Mgmt For For
20 Long Term Incentive Plan renewal Mgmt For For
21 International Sharesave Plan renewal Mgmt For For
22 Disapplication of pre-emption rights Mgmt For For
23 Purchase of own shares Mgmt For For
24 That a general meeting of the Company other Mgmt For For
than an AGM of the Company may be called on
not less than 14 clear days' notice
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
CHANGE IN TEXT OF RESOLUTION 11. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
INTEGRYS ENERGY GROUP INC Agenda Number: 933764602
--------------------------------------------------------------------------------------------------------------------------
Security: 45822P105
Meeting Type: Annual
Meeting Date: 16-May-2013
Ticker: TEG
ISIN: US45822P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WILLIAM J. BRODSKY Mgmt For For
ALBERT J. BUDNEY, JR. Mgmt For For
ELLEN CARNAHAN Mgmt For For
MICHELLE L. COLLINS Mgmt For For
K.M. HASSELBLAD-PASCALE Mgmt For For
JOHN W. HIGGINS Mgmt For For
PAUL W. JONES Mgmt For For
HOLLY KELLER KOEPPEL Mgmt For For
MICHAEL E. LAVIN Mgmt For For
WILLIAM F. PROTZ, JR. Mgmt For For
CHARLES A. SCHROCK Mgmt For For
2. THE APPROVAL OF A NON-BINDING ADVISORY Mgmt For For
RESOLUTION TO APPROVE THE COMPENSATION OF
OUR NAMED EXECUTIVE OFFICERS.
3. THE RATIFICATION OF THE SELECTION OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
INTEGRYS ENERGY GROUP AND ITS SUBSIDIARIES
FOR 2013.
--------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 933743949
--------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: LMT
ISIN: US5398301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Mgmt For For
1B. ELECTION OF DIRECTOR: ROSALIND G. BREWER Mgmt For For
1C. ELECTION OF DIRECTOR: DAVID B. BURRITT Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For
1F. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For
1G. ELECTION OF DIRECTOR: GWENDOLYN S. KING Mgmt For For
1H. ELECTION OF DIRECTOR: JAMES M. LOY Mgmt For For
1I. ELECTION OF DIRECTOR: DOUGLAS H. Mgmt For For
MCCORKINDALE
1J. ELECTION OF DIRECTOR: JOSEPH W. RALSTON Mgmt For For
1K. ELECTION OF DIRECTOR: ANNE STEVENS Mgmt For For
1L. ELECTION OF DIRECTOR: ROBERT J. STEVENS Mgmt For For
2. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS FOR 2013
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS
("SAY-ON-PAY")
4. STOCKHOLDER ACTION BY WRITTEN CONSENT Shr For Against
5. ADOPT A POLICY THAT REQUIRES THE BOARD Shr Against For
CHAIRMAN TO BE AN INDEPENDENT DIRECTOR
6. REPORT ON CORPORATE LOBBYING EXPENDITURES Shr Against For
--------------------------------------------------------------------------------------------------------------------------
LORILLARD, INC. Agenda Number: 933777635
--------------------------------------------------------------------------------------------------------------------------
Security: 544147101
Meeting Type: Annual
Meeting Date: 14-May-2013
Ticker: LO
ISIN: US5441471019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO AMEND THE LORILLARD, INC. AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
DECLASSIFY THE BOARD OF DIRECTORS (THE
"DECLASSIFICATION AMENDMENT") AND PROVIDE
FOR THE ANNUAL ELECTION OF DIRECTORS.
2.1 ELECTION OF ANDREW H. CARD, JR. AS A Mgmt For For
DIRECTOR TO HOLD OFFICE UNTIL THE ANNUAL
MEETING OF SHAREHOLDERS FOR 2014 (OR AS
CLASS II DIRECTORS UNTIL THE ANNUAL MEETING
OF SHAREHOLDERS FOR 2016 IF THE
DECLASSIFICATION AMENDMENT IN PROPOSAL NO.
1 IS NOT APPROVED).
2.2 ELECTION OF VIRGIS W. COLBERT AS A DIRECTOR Mgmt For For
TO HOLD OFFICE UNTIL THE ANNUAL MEETING OF
SHAREHOLDERS FOR 2014 (OR AS CLASS II
DIRECTORS UNTIL THE ANNUAL MEETING OF
SHAREHOLDERS FOR 2016 IF THE
DECLASSIFICATION AMENDMENT IN PROPOSAL NO.
1 IS NOT APPROVED).
2.3 ELECTION OF RICHARD W. ROEDEL AS A DIRECTOR Mgmt For For
TO HOLD OFFICE UNTIL THE ANNUAL MEETING OF
SHAREHOLDERS FOR 2014 (OR AS CLASS II
DIRECTORS UNTIL THE ANNUAL MEETING OF
SHAREHOLDERS FOR 2016 IF THE
DECLASSIFICATION AMENDMENT IN PROPOSAL NO.
1 IS NOT APPROVED).
3. ADVISORY VOTE TO APPROVE THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
4. TO RATIFY THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
5. SHAREHOLDER PROPOSAL ON DISCLOSURE OF Shr For Against
LOBBYING POLICIES AND PRACTICES.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 933782319
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 28-May-2013
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For
1B. ELECTION OF DIRECTOR: THOMAS R. CECH Mgmt For For
1C. ELECTION OF DIRECTOR: KENNETH C. FRAZIER Mgmt For For
1D. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1E. ELECTION OF DIRECTOR: WILLIAM B. HARRISON Mgmt For For
JR.
1F. ELECTION OF DIRECTOR: C. ROBERT KIDDER Mgmt For For
1G. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For
1I. ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For
1J. ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For
1K. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1L. ELECTION OF DIRECTOR: PETER C. WENDELL Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2013.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. SHAREHOLDER PROPOSAL CONCERNING Shr For Against
SHAREHOLDERS' RIGHT TO ACT BY WRITTEN
CONSENT.
5. SHAREHOLDER PROPOSAL CONCERNING SPECIAL Shr For Against
SHAREOWNER MEETINGS.
6. SHAREHOLDER PROPOSAL CONCERNING A REPORT ON Shr Against For
CHARITABLE AND POLITICAL CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL CONCERNING A REPORT ON Shr Against For
LOBBYING ACTIVITIES.
--------------------------------------------------------------------------------------------------------------------------
MICROCHIP TECHNOLOGY INCORPORATED Agenda Number: 933667997
--------------------------------------------------------------------------------------------------------------------------
Security: 595017104
Meeting Type: Annual
Meeting Date: 17-Aug-2012
Ticker: MCHP
ISIN: US5950171042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
STEVE SANGHI Mgmt For For
ALBERT J. HUGO-MARTINEZ Mgmt For For
L.B. DAY Mgmt For For
MATTHEW W. CHAPMAN Mgmt For For
WADE F. MEYERCORD Mgmt For For
2. AMEND AND RESTATE OUR 2004 EQUITY INCENTIVE Mgmt For For
PLAN TO (I) INCREASE NUMBER OF SHARES OF
COMMON STOCK AUTHORIZED FOR ISSUANCE
THEREUNDER BY 9,900,000, (II) EXTEND THE
TERM OF THE PLAN THROUGH MAY 22, 2022,
(III) RE-APPROVE MATERIAL TERMS OF PLAN,
ALL AS MORE FULLY DESCRIBED IN THE PROXY
STATEMENT.
3. PROPOSAL TO APPROVE THE ISSUANCE OF SHARES Mgmt For For
OF OUR COMMON STOCK UPON CONVERSION OF OUR
CONVERTIBLE DEBENTURES AS REQUIRED BY THE
NASDAQ LISTING RULES, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
4. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For
& YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF MICROCHIP FOR THE
FISCAL YEAR ENDING MARCH 31, 2013.
5. PROPOSAL TO APPROVE AN ADVISORY Mgmt For For
(NON-BINDING) VOTE ON THE COMPENSATION OF
OUR NAMED EXECUTIVES.
--------------------------------------------------------------------------------------------------------------------------
MUENCHENER RUECKVERSICHERUNGS-GESELLSCHAFT AKTIENG Agenda Number: 704323384
--------------------------------------------------------------------------------------------------------------------------
Security: D55535104
Meeting Type: AGM
Meeting Date: 25-Apr-2013
Ticker:
ISIN: DE0008430026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note that for Registered Share Non-Voting
meetings in Germany there is now a
requirement that any shareholder who holds
an aggregate total of 3 per cent or more of
the outstanding share capital must register
under their beneficial owner details before
the appropriate deadline to be able to
vote. Failure to comply with the
declaration requirements as stipulated in
section 21 of the Securities Trade Act
(WpHG) may prevent the shareholder from
voting at the general meetings. Therefore,
your custodian may request that we register
beneficial owner data for all voted
accounts to the respective sub custodian.
If you require further information with
regard to whether such BO registration will
be conducted for your custodian's accounts,
please contact your CSR for more
information.
The sub custodians have also advised that Non-Voting
voted shares are not blocked for trading
purposes i.e. they are only unavailable for
settlement. In order to deliver/settle a
voted position before the deregistration
date a voting instruction cancellation and
de-registration request needs to be sent to
your CSR or Custodian. Failure to
de-register the shares before settlement
date could result in the settlement being
delayed. Please also be aware that although
some issuers permit the deregistration of
shares at deregistration date, some shares
may remain registered up until meeting
date. If you are considering settling a
traded voted position prior to the meeting
date of this event, please contact your CSR
or custodian to ensure your shares have
been deregistered.
The Vote/Registration Deadline as displayed Non-Voting
on ProxyEdge is subject to change and will
be updated as soon as Broadridge receives
confirmation from the sub custodians
regarding their instruction deadline. For
any queries please contact your Client
Services Representative.
ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS OF INTEREST IN
CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT
ENTITLED TO EXERCISE YOUR VOTING RIGHTS.
FURTHER, YOUR VOTING RIGHT MIGHT BE
EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS
HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE
NOT COMPLIED WITH ANY OF YOUR MANDATORY
VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE
GERMAN SECURITIES TRADING ACT (WHPG). FOR
QUESTIONS IN THIS REGARD PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY
INDICATION REGARDING SUCH CONFLICT OF
INTEREST, OR ANOTHER EXCLUSION FROM VOTING,
PLEASE SUBMIT YOUR VOTE AS USUAL. THANK
YOU.
COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 10 Non-Voting
APR 2013. FURTHER INFORMATION ON COUNTER
PROPOSALS CAN BE FOUND DIRECTLY ON THE
ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION).
IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL
NEED TO REQUEST A MEETING ATTEND AND VOTE
YOUR SHARES DIRECTLY AT THE COMPANY'S
MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE.
1.a Submission of the report of the Supervisory Non-Voting
Board and the corporate governance report
including the remuneration report for the
financial year 2012
1.b Submission of the adopted Company financial Non-Voting
statements and management report for the
financial year 2012, the approved
consolidated financial statements and
management report for the Group for the
financial year 2012, and the explanatory
report on the information in accordance
with Sections 289 PARA. 4 and 315 PARA. 4
of the German Commercial Code
2. Resolution on the appropriation of the net Mgmt No vote
retained profits from the financial year
2012
3. Resolution to approve the actions of the Mgmt No vote
Board of Management
4. Resolution to approve the actions of the Mgmt No vote
Supervisory Board
5. Resolution to approve the remuneration Mgmt No vote
system for the Board of Management
6. Resolution to appoint a member of the Mgmt No vote
Supervisory Board: Prof. Dr. Dr.
Ann-Kristin Achleitner
7. Resolution to amend Article 15 of the Mgmt No vote
Articles of Association (remuneration of
the Supervisory Board)
8. Resolution to cancel the existing Mgmt No vote
authorisation for increasing the share
capital under "Authorised Capital Increase
2009", to replace this with a new
authorisation "Authorised Capital Increase
2013", and to amend Article 4 of the
Articles of Association
--------------------------------------------------------------------------------------------------------------------------
NATIONAL GRID PLC, LONDON Agenda Number: 703914196
--------------------------------------------------------------------------------------------------------------------------
Security: G6375K151
Meeting Type: AGM
Meeting Date: 30-Jul-2012
Ticker:
ISIN: GB00B08SNH34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the Annual Report and Accounts Mgmt For For
2 To declare a final dividend Mgmt For For
3 To elect Sir Peter Gershon Mgmt For For
4 To re-elect Steve Holliday Mgmt For For
5 To re-elect Andrew Bonfield Mgmt For For
6 To re-elect Tom King Mgmt For For
7 To re-elect Nick Winser Mgmt For For
8 To re-elect Ken Harvey Mgmt For For
9 To re-elect Linda Adamany Mgmt For For
10 To re-elect Philip Aiken Mgmt For For
11 To elect Nora Brownell Mgmt For For
12 To elect Paul Golby Mgmt For For
13 To elect Ruth Kelly Mgmt For For
14 To re-elect Maria Richter Mgmt For For
15 To re-elect George Rose Mgmt For For
16 To reappoint the auditors Mgmt For For
PricewaterhouseCoopers LLP
17 To authorise the Directors to set the Mgmt For For
auditors' remuneration
18 To approve the Directors Remuneration Mgmt For For
Report
19 To authorise the Directors to allot Mgmt For For
ordinary shares
20 To disapply pre-emption rights Mgmt For For
21 To authorise the Company to purchase its Mgmt For For
own ordinary shares
22 To authorise the Directors to hold general Mgmt For For
meetings on 14 clear days' notice
23 To amend the existing Articles of Mgmt For For
Association
--------------------------------------------------------------------------------------------------------------------------
NESTLE SA, CHAM UND VEVEY Agenda Number: 704321532
--------------------------------------------------------------------------------------------------------------------------
Security: H57312649
Meeting Type: AGM
Meeting Date: 11-Apr-2013
Ticker:
ISIN: CH0038863350
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 151749,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
1.1 Approval of the Annual Report, the Mgmt For For
financial statements of Nestle S.A. and the
consolidated financial statements of the
Nestle Group for 2012
1.2 Acceptance of the Compensation Report 2012 Mgmt For For
(advisory vote)
2 Release of the members of the Board of Mgmt For For
Directors and of the Management
3 Appropriation of profits resulting from the Mgmt For For
balance sheet of Nestle S.A. (proposed
dividend) for the financial year 2012
4.1.1 Re-elections to the Board of Directors: Mr. Mgmt For For
Peter Brabeck-Letmathe
4.1.2 Re-elections to the Board of Directors: Mr. Mgmt For For
Steven G. Hoch
4.1.3 Re-elections to the Board of Directors: Ms. Mgmt For For
Titia de Lange
4.1.4 Re-elections to the Board of Directors: Mr. Mgmt For For
Jean-Pierre Roth
4.2 Election to the Board of Directors Ms. Eva Mgmt For For
Cheng
4.3 Re-election of the statutory auditors KPMG Mgmt For For
SA, Geneva branch
CMMT IN THE EVENT OF A NEW OR MODIFIED PROPOSAL Non-Voting
BY A SHAREHOLDER DURING THE GENERAL
MEETING, I INSTRUCT THE INDEPENDENT
REPRESENTATIVE TO VOTE ACCORDING TO THE
FOLLOWING INSTRUCTION: 1 OPTION EITHER 5.A,
5.B OR 5.C NEED TO BE INSTRUCTED (WITH YES)
TO SHOW, WHICH VOTING OPTION INVESTOR CHOSE
IN THE EVENT OF NEW OR MODIFIED PROPOSALS
5.A MANAGEMENT RECOMMENDS A FOR VOTE ON THIS Shr No vote
PROPOSAL: Vote in accordance with the
proposal of the Board of Directors
5.B Vote against the proposal of the Board of Shr No vote
Directors
5.C Abstain Shr For Against
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG, BASEL Agenda Number: 704248803
--------------------------------------------------------------------------------------------------------------------------
Security: H5820Q150
Meeting Type: AGM
Meeting Date: 22-Feb-2013
Ticker:
ISIN: CH0012005267
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE.
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 151755,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU.
A.1 Approval of the Annual Report, the Mgmt For For
Financial Statements of Novartis AG and the
Group Consolidated Financial Statements for
the Business Year 2012: Under this item,
the Board of Directors proposes approval of
the Annual Report the Financial Statements
of Novartis AG and the Group Consolidated
Financial Statements for the Business Year
2012
A.2 Discharge from Liability of the Members of Mgmt For For
the Board of Directors and the Executive
Committee: Under this item, the Board of
Directors proposes discharge from liability
of its members and those of the Executive
Committee for the business year 2012
A.3 Appropriation of Available Earnings of Mgmt For For
Novartis AG and Declaration of Dividend:
Under this item, the Board of Directors
proposes to use the available earnings of
Novartis AG of 2012 for the purpose of
distributing a gross dividend of CHF 2.30
per share as follows This will result in a
payout ratio of 65% of the Group's
consolidated net income expressed in
USD.(as specified) Payout ratio is
calculated by converting into USD the
proposed total gross dividend amount in CHF
at the CHF-USD exchange rate of December
31, 2012 based on an estimated number of
shares outstanding on dividend payment date
and dividing it by the USD consolidated net
income attributable to shareholders of
Novartis AG based on the 2012 Novartis
Group consolidated financial statements. No
dividend will be declared on treasury
shares held by Novartis AG and certain
other treasury shares held by other Group
companies
A.4 Consultative Vote on the Compensation Mgmt For For
System: Under this item, the Board of
Directors proposes that the newly proposed
Compensation System of Novartis be endorsed
(non-binding consultative vote)
A.5.1 Election of Verena A. Briner, M.D: Under Mgmt For For
this item, the Board of Directors proposes
the election of Verena A. Briner, M.D., for
a three-year term
A.5.2 Election of Joerg Reinhardt, Ph.D: Under Mgmt For For
this item, the Board of Directors proposes
the election of Joerg Reinhardt Ph.D., for
a term of office beginning on August 1,
2013 and ending on the day of the Annual
General Meeting in 2016
A.5.3 Election of Charles L. Sawyers, M.D: Under Mgmt For For
this item, the Board of Directors proposes
the election of Charles L. Sawyers, M.D.,
for a three-year term
A.5.4 Election of William T. Winters: Under this Mgmt For For
item, the Board of Directors proposes the
election of William T. Winters for a
three-year term
A.6 Appointment of the Auditor: Under this Mgmt For For
item, the Board of Directors proposes the
re-election of PricewaterhouseCoopers AG as
auditor of Novartis AG for one year
B If additional and/or counter-proposals are Mgmt Abstain For
proposed at the Annual General Meeting
CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTION A.3. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
ORKLA ASA, OSLO Agenda Number: 704374800
--------------------------------------------------------------------------------------------------------------------------
Security: R67787102
Meeting Type: AGM
Meeting Date: 18-Apr-2013
Ticker:
ISIN: NO0003733800
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY
(POA) IS REQUIRED IN ORDER TO LODGE AND
EXECUTE YOUR VOTING INSTRUCTIONS IN THIS
MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE
ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER INFORMATION FOR ALL VOTED
ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE
BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER
NAME, ADDRESS AND SHARE POSITION TO YOUR
CLIENT SERVICE REPRESENTATIVE. THIS
INFORMATION IS REQUIRED IN ORDER FOR YOUR
VOTE TO BE LODGED
CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT Non-Voting
NEED TO BE RE-REGISTERED IN THE BENEFICIAL
OWNERS NAME TO BE ALLOWED TO VOTE AT
MEETINGS. SHARES WILL BE TEMPORARILY
TRANSFERRED TO A SEPARATE ACCOUNT IN THE
BENEFICIAL OWNER'S NAME ON THE PROXY
DEADLINE AND TRANSFERRED BACK TO THE
OMNIBUS/NOMINEE ACCOUNT THE DAY AFTER THE
MEETING.
CMMT BLOCKING SHOULD ALWAYS BE APPLIED, RECORD Non-Voting
DATE OR NOT.
1 Approval of the financial statements for Mgmt No vote
2012, including distribution of a dividend
2.2 Advisory approval of the Board of Mgmt No vote
Directors' statement of guidelines for the
pay and other remuneration of the executive
management in the coming financial year
2.3 Approval of guidelines for share-related Mgmt No vote
incentive arrangements in the coming
financial year
4142 Amendments to the Articles of Association Mgmt No vote
and the Instructions for the Nomination
Committee
4.3 Amendment of Article 8, second paragraph, Mgmt No vote
of the Articles of Association
5(ii) Authorisation to acquire treasury shares, Mgmt No vote
to be utilised to fulfill existing employee
incentive arrangements, and incentive
arrangements adopted by the General Meeting
in accordance with item 2.3 of the agenda
5(iii Authorisation to acquire treasury shares, Mgmt No vote
to be utilised to acquire shares for
cancellation
6 Minimum notice of an Extraordinary General Mgmt No vote
Meeting
7(i) Election of members to the Corporate Mgmt No vote
Assembly : Johan H. Andresen, Idar
Kreutzer, Rune Bjerke, Nils-Henrik
Pettersson, Gunn Waersted, Lars Windfeldt,
Olaug Svarva, Marianne Blystad, Nils Selte,
Terje Venold, Ann Kristin Brautaset, Odd
Gleditsch d.y., Gunnar Rydning. The
Nomination Committee further recommends
that deputy member Scilla Treschow Hokholt
be elected as new member of the Corporate
Assembly
7(ii) Election of deputy members to the Corporate Mgmt No vote
Assembly : Kjetil Houg, Camilla Hagen
Sorli, Benedikte Bjorn, Kirsten Ideboen,
Mimi K. Berdal
8 Election of member to the Nomination Mgmt No vote
Committee : Nils-Henrik Pettersson
9 Approval of the Auditor's remuneration Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
PEPSICO, INC. Agenda Number: 933748521
--------------------------------------------------------------------------------------------------------------------------
Security: 713448108
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: PEP
ISIN: US7134481081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: S.L. BROWN Mgmt For For
1B. ELECTION OF DIRECTOR: G.W. BUCKLEY Mgmt For For
1C. ELECTION OF DIRECTOR: I.M. COOK Mgmt For For
1D. ELECTION OF DIRECTOR: D. DUBLON Mgmt For For
1E. ELECTION OF DIRECTOR: V.J. DZAU Mgmt For For
1F. ELECTION OF DIRECTOR: R.L. HUNT Mgmt For For
1G. ELECTION OF DIRECTOR: A. IBARGUEN Mgmt For For
1H. ELECTION OF DIRECTOR: I.K. NOOYI Mgmt For For
1I. ELECTION OF DIRECTOR: S.P. ROCKEFELLER Mgmt For For
1J. ELECTION OF DIRECTOR: J.J. SCHIRO Mgmt For For
1K. ELECTION OF DIRECTOR: L.G. TROTTER Mgmt For For
1L. ELECTION OF DIRECTOR: D. VASELLA Mgmt For For
1M. ELECTION OF DIRECTOR: A. WEISSER Mgmt For For
2. RATIFY THE APPOINTMENT OF KPMG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS
FOR FISCAL YEAR 2013.
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
PHILIP MORRIS INTERNATIONAL INC. Agenda Number: 933754182
--------------------------------------------------------------------------------------------------------------------------
Security: 718172109
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: PM
ISIN: US7181721090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: HAROLD BROWN Mgmt For For
1B. ELECTION OF DIRECTOR: MATHIS CABIALLAVETTA Mgmt For For
1C. ELECTION OF DIRECTOR: ANDRE CALANTZOPOULOS Mgmt For For
1D. ELECTION OF DIRECTOR: LOUIS C. CAMILLERI Mgmt For For
1E. ELECTION OF DIRECTOR: J. DUDLEY FISHBURN Mgmt For For
1F. ELECTION OF DIRECTOR: JENNIFER LI Mgmt For For
1G. ELECTION OF DIRECTOR: GRAHAM MACKAY Mgmt For For
1H. ELECTION OF DIRECTOR: SERGIO MARCHIONNE Mgmt For For
1I. ELECTION OF DIRECTOR: KALPANA MORPARIA Mgmt For For
1J. ELECTION OF DIRECTOR: LUCIO A. NOTO Mgmt For For
1K. ELECTION OF DIRECTOR: ROBERT B. POLET Mgmt For For
1L. ELECTION OF DIRECTOR: CARLOS SLIM HELU Mgmt For For
1M. ELECTION OF DIRECTOR: STEPHEN M. WOLF Mgmt For For
2. RATIFICATION OF THE SELECTION OF Mgmt For For
INDEPENDENT AUDITORS
3. ADVISORY RESOLUTION APPROVING EXECUTIVE Mgmt For For
COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
PHILIPPINE LONG DISTANCE TELEPHONE CO. Agenda Number: 933829030
--------------------------------------------------------------------------------------------------------------------------
Security: 718252604
Meeting Type: Consent
Meeting Date: 14-Jun-2013
Ticker: PHI
ISIN: US7182526043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. APPROVAL OF THE AUDITED FINANCIAL Mgmt For For
STATEMENTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2012 CONTAINED IN THE
COMPANY'S 2012 ANNUAL REPORT.
2A. ELECTION OF DIRECTOR: ARTEMIO V. PANGANIBAN Mgmt For
(INDEPENDENT DIRECTOR)
2B. ELECTION OF DIRECTOR: MR. PEDRO E. ROXAS Mgmt For
(INDEPENDENT DIRECTOR)
2C. ELECTION OF DIRECTOR: MR. ALFRED V. TY Mgmt For
(INDEPENDENT DIRECTOR)
2D. ELECTION OF DIRECTOR: MS. HELEN Y. DEE Mgmt For
2E. ELECTION OF DIRECTOR: ATTY. RAY C. ESPINOSA Mgmt For
2F. ELECTION OF DIRECTOR: MR. JAMES L. GO Mgmt For
2G. ELECTION OF DIRECTOR: MR. SETSUYA KIMURA Mgmt For
2H. ELECTION OF DIRECTOR: MR. NAPOLEON L. Mgmt For
NAZARENO
2I. ELECTION OF DIRECTOR: MR. MANUEL V. Mgmt For
PANGILINAN
2J. ELECTION OF DIRECTOR: MR. HIDEAKI OZAKI Mgmt For
2K. ELECTION OF DIRECTOR: MS. MA. LOURDES C. Mgmt For
RAUSA-CHAN
2L. ELECTION OF DIRECTOR: MR. JUAN B. SANTOS Mgmt For
2M. ELECTION OF DIRECTOR: MR. TONY TAN CAKTIONG Mgmt For
3. APPROVAL OF CORPORATE ACTIONS. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PPL CORPORATION Agenda Number: 933772798
--------------------------------------------------------------------------------------------------------------------------
Security: 69351T106
Meeting Type: Annual
Meeting Date: 15-May-2013
Ticker: PPL
ISIN: US69351T1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
FREDERICK M. BERNTHAL Mgmt For For
JOHN W. CONWAY Mgmt For For
PHILIP G. COX Mgmt For For
STEVEN G. ELLIOTT Mgmt For For
LOUISE K. GOESER Mgmt For For
STUART E. GRAHAM Mgmt For For
STUART HEYDT Mgmt For For
RAJA RAJAMANNAR Mgmt For For
CRAIG A. ROGERSON Mgmt For For
WILLIAM H. SPENCE Mgmt For For
NATICA VON ALTHANN Mgmt For For
KEITH H. WILLIAMSON Mgmt For For
2 APPROVAL OF AMENDMENT TO PPL CORPORATION'S Mgmt For For
ARTICLES OF INCORPORATION TO IMPLEMENT
MAJORITY VOTE STANDARD IN UNCONTESTED
ELECTIONS OF DIRECTORS
3 RATIFICATION OF THE APPOINTMENT OF Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
4 ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
5 SHAREOWNER PROPOSAL - REQUEST FOR POLITICAL Shr For Against
SPENDING REPORT
--------------------------------------------------------------------------------------------------------------------------
R.R. DONNELLEY & SONS COMPANY Agenda Number: 933795809
--------------------------------------------------------------------------------------------------------------------------
Security: 257867101
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: RRD
ISIN: US2578671016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: THOMAS J. QUINLAN III Mgmt For For
1B. ELECTION OF DIRECTOR: STEPHEN M. WOLF Mgmt For For
1C. ELECTION OF DIRECTOR: SUSAN M. CAMERON Mgmt For For
1D. ELECTION OF DIRECTOR: LEE A. CHADEN Mgmt For For
1E. ELECTION OF DIRECTOR: RICHARD L. CRANDALL Mgmt For For
1F. ELECTION OF DIRECTOR: JUDITH H. HAMILTON Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD K. PALMER Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1I. ELECTION OF DIRECTOR: MICHAEL T. RIORDAN Mgmt For For
1J. ELECTION OF DIRECTOR: OLIVER R. SOCKWELL Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. RATIFICATION OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
REGAL ENTERTAINMENT GROUP Agenda Number: 933761668
--------------------------------------------------------------------------------------------------------------------------
Security: 758766109
Meeting Type: Annual
Meeting Date: 08-May-2013
Ticker: RGC
ISIN: US7587661098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
THOMAS D. BELL, JR. Mgmt For For
DAVID H. KEYTE Mgmt For For
AMY E. MILES Mgmt For For
LEE M. THOMAS Mgmt For For
2. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. APPROVAL OF THE MATERIAL TERMS OF THE Mgmt For For
PERFORMANCE GOALS UNDER OUR ANNUAL
EXECUTIVE INCENTIVE PROGRAM AND OUR 2002
STOCK INCENTIVE PLAN, AS AMENDED, PURSUANT
TO SECTION 162(M) OF THE INTERNAL REVENUE
CODE.
4. RATIFICATION OF THE AUDIT COMMITTEE'S Mgmt For For
SELECTION OF KPMG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 26, 2013.
--------------------------------------------------------------------------------------------------------------------------
REYNOLDS AMERICAN INC. Agenda Number: 933750932
--------------------------------------------------------------------------------------------------------------------------
Security: 761713106
Meeting Type: Annual
Meeting Date: 09-May-2013
Ticker: RAI
ISIN: US7617131062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL M. DELEN Mgmt For For
1B. ELECTION OF DIRECTOR: MARTIN D. FEINSTEIN Mgmt Against Against
1C. ELECTION OF DIRECTOR: LIONEL L. NOWELL, III Mgmt For For
1D. ELECTION OF DIRECTOR: NEIL R. WITHINGTON Mgmt For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF NAMED EXECUTIVE OFFICERS
3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS INDEPENDENT AUDITORS
4. SHAREHOLDER PROPOSAL ON ELIMINATION OF Shr For Against
CLASSIFIED BOARD
--------------------------------------------------------------------------------------------------------------------------
ROCHE HOLDING AG, BASEL Agenda Number: 704258537
--------------------------------------------------------------------------------------------------------------------------
Security: H69293217
Meeting Type: AGM
Meeting Date: 05-Mar-2013
Ticker:
ISIN: CH0012032048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THESE SHARES HAVE NO Non-Voting
VOTING RIGHTS, SHOULD YOU WISH TO ATTEND
THE MEETING PERSONALLY, YOU MAY APPLY FOR
AN ENTRANCE CARD BY CONTACTING YOUR CLIENT
REPRESENTATIVE. THANK YOU
1.1 Accept Financial Statements and Statutory Non-Voting
Reports
1.2 Approve Remuneration Report Non-Voting
2 Approve Discharge of Board and Senior Non-Voting
Management
3 Approve Allocation of Income and Dividends Non-Voting
of CHF 7.35 per Share and Non-Voting Equity
Security
4.1 Re-elect Andreas Oeri as Director Non-Voting
4.2 Re-elect Pius Baschera as Director Non-Voting
4.3 Re-elect Paul Bulcke as Director Non-Voting
4.4 Re-elect William Burns as Director Non-Voting
4.5 Re-elect Christoph Franz as Director Non-Voting
4.6 Re-elect De Anne Julius as Director Non-Voting
4.7 Re-elect Arthur Levinson as Director Non-Voting
4.8 Re-elect Peter Voser as Director Non-Voting
4.9 Re-elect Beatrice Weder di Mauro as Non-Voting
Director
4.10 Elect Severin Schwan as Director Non-Voting
5 Ratify KPMG Ltd. as Auditors Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC Agenda Number: 933802476
--------------------------------------------------------------------------------------------------------------------------
Security: 780259206
Meeting Type: Annual
Meeting Date: 21-May-2013
Ticker: RDSA
ISIN: US7802592060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF ANNUAL REPORT & ACCOUNTS Mgmt For For
2 APPROVAL OF REMUNERATION REPORT Mgmt For For
3 RE-APPOINTMENT OF JOSEF ACKERMANN AS A Mgmt For For
DIRECTOR OF THE COMPANY
4 RE-APPOINTMENT OF GUY ELLIOTT AS A DIRECTOR Mgmt For For
OF THE COMPANY
5 RE-APPOINTMENT OF SIMON HENRY AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 RE-APPOINTMENT OF CHARLES O. HOLLIDAY AS A Mgmt For For
DIRECTOR OF THE COMPANY
7 RE-APPOINTMENT OF GERARD KLEISTERLEE AS A Mgmt For For
DIRECTOR OF THE COMPANY
8 RE-APPOINTMENT OF JORMA OLLILA AS A Mgmt For For
DIRECTOR OF THE COMPANY
9 RE-APPOINTMENT OF SIR NIGEL SHEINWALD AS A Mgmt For For
DIRECTOR OF THE COMPANY
10 RE-APPOINTMENT OF LINDA G. STUNTZ AS A Mgmt For For
DIRECTOR OF THE COMPANY
11 RE-APPOINTMENT OF PETER VOSER AS A DIRECTOR Mgmt For For
OF THE COMPANY
12 RE-APPOINTMENT OF HANS WIJERS AS A DIRECTOR Mgmt For For
OF THE COMPANY
13 RE-APPOINTMENT OF GERRIT ZALM AS A DIRECTOR Mgmt For For
OF THE COMPANY
14 RE-APPOINTMENT OF AUDITORS Mgmt For For
15 REMUNERATION OF AUDITORS Mgmt For For
16 AUTHORITY TO ALLOT SHARES Mgmt For For
17 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
18 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For
19 AUTHORITY FOR CERTAIN DONATIONS AND Mgmt For For
EXPENDITURE
--------------------------------------------------------------------------------------------------------------------------
SANOFI SA, PARIS Agenda Number: 704317684
--------------------------------------------------------------------------------------------------------------------------
Security: F5548N101
Meeting Type: MIX
Meeting Date: 03-May-2013
Ticker:
ISIN: FR0000120578
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0311/201303111300671.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0412/201304121301265.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Appointment of Mrs. Fabienne Lecorvaisier Mgmt For For
as Board member
O.5 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
E.6 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to issue
shares and/or securities giving access to
capital of the Company and/or entitling to
the allotment of debts securities while
maintaining preferential subscription
rights
E.7 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to issue
shares and/or securities giving access to
capital of the Company and/or entitling to
the allotment of debts securities with
cancellation of preferential subscription
rights by public offering
E.8 Authorization to the Board of Directors to Mgmt For For
issue shares or securities giving access to
capital without preferential subscription
rights, in consideration for in-kind
contributions of equity securities or
securities giving access to capital
E.9 Delegation of authority to be granted to Mgmt For For
the Board of Directors to increase the
number of issuable securities in case of
capital increase with or without
preferential subscription rights
E.10 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to
increase share capital by incorporation of
reserves, profits, premiums or other
amounts
E.11 Delegation of authority to be granted to Mgmt For For
the Board of Directors to decide to issue
shares or securities giving access to
capital reserved for members of savings
plans with cancellation of preferential
subscription rights in favor of the latter
E.12 Delegation of authority to be granted to Mgmt For For
the Board of Directors to carry out free
allocations of shares existing or to be
issued without preferential subscription
rights in favor of employees and corporate
officers of the Company or affiliated
companies or groups
E.13 Delegation of authority to be granted to Mgmt For For
the Board of Directors to grant share
subscription or purchase options without
preferential subscription rights
E.14 Delegation to be granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of treasury shares
E.15 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SCANA CORPORATION Agenda Number: 933758130
--------------------------------------------------------------------------------------------------------------------------
Security: 80589M102
Meeting Type: Annual
Meeting Date: 25-Apr-2013
Ticker: SCG
ISIN: US80589M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
KEVIN B. MARSH Mgmt For For
JOSHUA W. MARTIN, III Mgmt For For
JAMES M. MICALI Mgmt For For
HAROLD C. STOWE Mgmt For For
2. APPROVAL OF THE APPOINTMENT OF THE Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
3. SHAREHOLDER PROPOSAL REGARDING REPEAL OF Shr For
THE CLASSIFICATION OF THE BOARD OF
DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
SCOR SE, PUTEAUX Agenda Number: 704337369
--------------------------------------------------------------------------------------------------------------------------
Security: F15561677
Meeting Type: MIX
Meeting Date: 25-Apr-2013
Ticker:
ISIN: FR0010411983
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0320/201303201300839.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0329/201303291300997.pdf AND
https://balo.journal-officiel.gouv.fr/pdf/2
013/0410/201304101301236.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the reports and corporate Mgmt For For
financial statements for the financial year
ended December 31, 2012
O.2 Allocation of income and setting the Mgmt For For
dividend for the financial year ended
December 31, 2012
O.3 Approval of the reports and consolidated Mgmt For For
financial statements for the financial year
ended December 31, 2012
O.4 Approval of the agreements referred to in Mgmt For For
the special report of the Statutory
Auditors pursuant to Article L.225-86 of
the Commercial Code
O.5 Renewal of term of Mr. Gerard Andreck as Mgmt For For
Board member
O.6 Renewal of term of Mr. Charles Gave as Mgmt For For
Board member
O.7 Appointment of Mr. Thierry Derez as Board Mgmt For For
member
O.8 Appointment of Mrs. Fields Wicker-Miurin as Mgmt For For
Board member
O.9 Appointment of Mrs. Kory Sorenson as Board Mgmt For For
member
O.10 Appointment of Mr. Andreas Brandstetter as Mgmt For For
Board member
O.11 Authorization granted to the Board of Mgmt For For
Directors to trade in Company's shares
O.12 Powers to carry out all legal formalities Mgmt For For
E.13 Delegation of authority granted to the Mgmt For For
Board of Directors to decide on
incorporating reserves, profits or premiums
to capital
E.14 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital or entitling to a debt security
while maintaining preferential subscription
rights
E.15 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital or entitling to a debt security
with cancellation of preferential
subscription rights by public offering
E.16 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital or entitling to a debt security
with cancellation of preferential
subscription rights as part of an offer
pursuant to Article L.411-2, II of the
Monetary and Financial Code
E.17 Delegation of authority granted to the Mgmt For For
Board of Directors to decide to issue
shares and/or securities giving access to
capital of the Company or entitling to a
debt security with cancellation of
preferential subscription rights, in
consideration for securities brought to the
Company in case of any public exchange
offer initiated by the Company
E.18 Delegation of powers granted to the Board Mgmt For For
of Directors to issue shares and/or
securities giving access to capital of the
Company or entitling to a debt security
within the limit of 10% of share capital
without preferential subscription rights,
in consideration for in-kind contributions
granted to the Company and comprised of
equity securities or securities giving
access to capital
E.19 Authorization granted to the Board of Mgmt For For
Directors to increase the number of
issuable securities in case of capital
increase with or without preferential
subscription rights
E.20 Delegation of authority granted to the Mgmt For For
Board of Directors to securities giving
access to capital of the Company with
cancellation of preferential subscription
rights in favor of a category of persons
ensuring the underwriting of equity
securities of the Company
E.21 Authorization granted to the Board of Mgmt For For
Directors to reduce share capital by
cancellation of treasury shares
E.22 Authorization granted to the Board of Mgmt For For
Directors to grant share subscription
and/or purchase options with cancellation
of preferential subscription rights in
favor of employees and executive corporate
officers
E.23 Authorization granted to the Board of Mgmt For For
Directors to allocate free ordinary shares
of the Company with cancellation of
preferential subscription rights in favor
of employees and executive corporate
officers
E.24 Delegation of authority to the Board of Mgmt For For
Directors to carry out share capital
increase by issuing shares reserved for
members of savings plans with cancellation
of preferential subscription rights in
favor of the latter
E.25 Overall ceiling of capital increases Mgmt For For
E.26 Extending the life of the Company and Mgmt For For
consequential amendment to Article 5 of the
bylaws of the Company
E.27 Changing the expiration rules of Board Mgmt For For
members' terms and consequential amendment
to Article 10-I of the bylaws of the
Company
E.28 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SSE PLC, PERTH Agenda Number: 703930443
--------------------------------------------------------------------------------------------------------------------------
Security: G8842P102
Meeting Type: AGM
Meeting Date: 26-Jul-2012
Ticker:
ISIN: GB0007908733
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Receive the Report and Accounts Mgmt For For
2 Approve the Remuneration Report Mgmt For For
3 Declare a final dividend Mgmt For For
4 Re-appoint Katie Bickerstaffe Mgmt For For
5 Re-appoint Jeremy Beeton Mgmt For For
6 Re-appoint Lord Smith of Kelvin Mgmt For For
7 Re-appoint Ian Marchant Mgmt For For
8 Re-appoint Gregor Alexander Mgmt For For
9 Re-appoint Alistair Phillips-Davies Mgmt For For
10 Re-appoint Lady Rice Mgmt For For
11 Re-appoint Richard Gillingwater Mgmt For For
12 Re-appoint Thomas Thune Andersen Mgmt For For
13 Re-appoint KPMG Audit Plc as Auditors Mgmt For For
14 Authorise the Directors to determine the Mgmt For For
Auditors' remuneration
15 Authorise allotment of shares Mgmt For For
16 To disapply pre-emption rights Mgmt For For
17 To empower the Company to purchase its own Mgmt For For
Ordinary Shares
18 To approve 14 days' notice of general Mgmt For For
meetings
--------------------------------------------------------------------------------------------------------------------------
SWISSCOM AG, ITTIGEN Agenda Number: 704304790
--------------------------------------------------------------------------------------------------------------------------
Security: H8398N104
Meeting Type: AGM
Meeting Date: 04-Apr-2013
Ticker:
ISIN: CH0008742519
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT BLOCKING OF REGISTERED SHARES IS NOT A Non-Voting
LEGAL REQUIREMENT IN THE SWISS MARKET,
SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF
THE VOTING INSTRUCTION, IT IS POSSIBLE THAT
A MARKER MAY BE PLACED ON YOUR SHARES TO
ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. IF YOU
HAVE CONCERNS REGARDING YOUR ACCOUNTS,
PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 152247,
INCLUDING THE AGENDA. TO VOTE IN THE
UPCOMING MEETING, YOUR NAME MUST BE
NOTIFIED TO THE COMPANY REGISTRAR AS
BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE
INSTRUCTIONS THAT ARE SUBMITTED AFTER THE
CUTOFF DATE WILL BE PROCESSED ON A BEST
EFFORT BASIS. THANK YOU
1.1 Approval of the annual report, financial Mgmt For For
statements of Swisscom Ltd and consolidated
financial statements for fiscal year 2012
1.2 Consultative vote on the 2012 remuneration Mgmt For For
report
2 Appropriation of retained earnings 2012 and Mgmt For For
declaration of dividend
3 Discharge of the members of the board of Mgmt For For
directors and the group executive board
4.1 Re-election of Hansueli Loosli as chairman Mgmt For For
4.2 Re-election of Michel Gobet Mgmt For For
4.3 Re-election of Dr Torsten G. Kreindl Mgmt For For
4.4 Re-election of Richard Roy Mgmt For For
4.5 Re-election of Theophil Schlatter Mgmt For For
5 Re-election of the statutory auditors KPMG Mgmt For For
Ltd, of Muri near Bern
6 Ad-hoc Mgmt Abstain For
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN RESOLUTION 3. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
T.E.R.N.A.- RETE ELETTRICA NAZIONALE SPA, ROMA Agenda Number: 704415694
--------------------------------------------------------------------------------------------------------------------------
Security: T9471R100
Meeting Type: MIX
Meeting Date: 14-May-2013
Ticker:
ISIN: IT0003242622
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1 Financial Statement as of December 31, Mgmt For For
2012. Reports by the Board of Directors,
the Board of Statutory Auditors and the
Independent Auditors. Related resolutions.
Presentation of the Consolidated Financial
Statement as of December 31, 2012
O.2 Allocation of the net income of the fiscal Mgmt For For
year
O.3 Annual Report on Remuneration: consultation Mgmt For For
on the Remuneration Policy pursuant to
article 123 ter, paragraph 6 of Legislative
Decree no. 58/98 (Consolidated Law on
Finance)
E.1 Amendments to Art. 9.1 and 14.3 of the Mgmt For For
Corporate Bylaws, consequent to the
provisions introduced by Italian
Legislative Decree no. 91 dated June 18,
2012
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MFG. CO. LTD. Agenda Number: 933825474
--------------------------------------------------------------------------------------------------------------------------
Security: 874039100
Meeting Type: Annual
Meeting Date: 11-Jun-2013
Ticker: TSM
ISIN: US8740391003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) TO ACCEPT 2012 BUSINESS REPORT AND Mgmt For
FINANCIAL STATEMENTS.
2) TO APPROVE THE PROPOSAL FOR DISTRIBUTION OF Mgmt For
2012 PROFITS.
3) TO REVISE THE FOLLOWING INTERNAL RULES: A) Mgmt For
PROCEDURES FOR ACQUISITION OR DISPOSAL OF
ASSETS; B) PROCEDURES FOR LENDING FUNDS TO
OTHER PARTIES; C) PROCEDURES FOR
ENDORSEMENT AND GUARANTEE.
--------------------------------------------------------------------------------------------------------------------------
TECO ENERGY, INC. Agenda Number: 933740513
--------------------------------------------------------------------------------------------------------------------------
Security: 872375100
Meeting Type: Annual
Meeting Date: 01-May-2013
Ticker: TE
ISIN: US8723751009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: JOHN B. RAMIL Mgmt For For
1.2 ELECTION OF DIRECTOR: TOM L. RANKIN Mgmt For For
1.3 ELECTION OF DIRECTOR: WILLIAM D. ROCKFORD Mgmt For For
2. RATIFICATION OF THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITOR FOR 2013.
3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
4. AMENDMENT OF THE COMPANY'S EQUAL EMPLOYMENT Shr For Against
OPPORTUNITY POLICY.
--------------------------------------------------------------------------------------------------------------------------
TELSTRA CORPORATION LTD, MELBOURNE VIC Agenda Number: 704046615
--------------------------------------------------------------------------------------------------------------------------
Security: Q8975N105
Meeting Type: AGM
Meeting Date: 16-Oct-2012
Ticker:
ISIN: AU000000TLS2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 4, 5 AND 6 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
"ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
OBTAINED BENEFIT OR EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSALS (4, 5 AND 6), YOU ACKNOWLEDGE
THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER
EXPECT TO OBTAIN BENEFIT BY THE PASSING OF
THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH
THE VOTING EXCLUSION.
3.a That Mr. Timothy Chen, being eligible, be Mgmt For For
elected as a Director
3.b That Mr. Geoffrey Cousins, being eligible, Mgmt For For
be re-elected as a Director
3.c That Mr. Russell Higgins, being eligible, Mgmt For For
be re-elected as a Director
3.d That Ms. Margaret Seale, being eligible, be Mgmt For For
elected as a Director
3.e That Mr. Steven Vamos, being eligible, be Mgmt For For
re-elected as a Director
3.f That Mr. John Zeglis, being eligible, be Mgmt For For
re-elected as a Director
4 Increase in Directors' Fee Pool Mgmt For For
5 Grant of Performance Rights Mgmt For For
6 Remuneration Report Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
THE SOUTHERN COMPANY Agenda Number: 933789490
--------------------------------------------------------------------------------------------------------------------------
Security: 842587107
Meeting Type: Annual
Meeting Date: 22-May-2013
Ticker: SO
ISIN: US8425871071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: J.P. BARANCO Mgmt For For
1B. ELECTION OF DIRECTOR: J.A. BOSCIA Mgmt For For
1C. ELECTION OF DIRECTOR: H.A. CLARK III Mgmt For For
1D. ELECTION OF DIRECTOR: T.A. FANNING Mgmt For For
1E. ELECTION OF DIRECTOR: D.J. GRAIN Mgmt For For
1F. ELECTION OF DIRECTOR: H.W. HABERMEYER, JR. Mgmt For For
1G. ELECTION OF DIRECTOR: V.M. HAGEN Mgmt For For
1H. ELECTION OF DIRECTOR: W.A. HOOD, JR. Mgmt For For
1I. ELECTION OF DIRECTOR: D.M. JAMES Mgmt For For
1J. ELECTION OF DIRECTOR: D.E. KLEIN Mgmt For For
1K. ELECTION OF DIRECTOR: W.G. SMITH, JR. Mgmt For For
1L. ELECTION OF DIRECTOR: S.R. SPECKER Mgmt For For
1M. ELECTION OF DIRECTOR: E.J. WOOD III Mgmt Against Against
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2013
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICERS' COMPENSATION
4. RATIFICATION OF BY-LAW AMENDMENT Mgmt For For
5. AMENDMENT TO COMPANY'S CERTIFICATE OF Mgmt For For
INCORPORATION TO REDUCE TWO-THIRDS
SUPERMAJORITY REQUIREMENTS IN ARTICLE
ELEVENTH TO A MAJORITY VOTE
6. AMENDMENT TO COMPANY'S CERTIFICATE OF Mgmt For For
INCORPORATION TO REDUCE 75% SUPERMAJORITY
REQUIREMENTS IN ARTICLE THIRTEENTH TO A
TWO-THIRDS VOTE
--------------------------------------------------------------------------------------------------------------------------
TOTAL SA, COURBEVOIE Agenda Number: 704387477
--------------------------------------------------------------------------------------------------------------------------
Security: F92124100
Meeting Type: MIX
Meeting Date: 17-May-2013
Ticker:
ISIN: FR0000120271
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 170136 DUE TO ADDITION OF
RESOLUTIONS. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND
YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0408/201304081301115.pdf. PLEASE NOTE
THAT THIS IS A REVISION DUE TO CHANGE IN
TEXT OF RESOLUTIONS O.7, E.11 AND E.12.
THANK YOU.
O.1 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income and setting the Mgmt For For
dividend
O.4 Authorization to be granted to the Board of Mgmt For For
Directors to trade in Company's shares
O.5 Renewal of term of Mr. Thierry Desmarest as Mgmt For For
Board member
O.6 Renewal of term of Mr. Gunnar Brock as Mgmt For For
Board member
O.7 Renewal of term of Mr. Gerard Lamarche as Mgmt For For
Board member
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting
CANDIDATES TO BE ELECTED AS DIRECTORS,
THERE IS ONLY 1 VACANCY AVAILABLE TO BE
FILLED AT THE MEETING. THE STANDING
INSTRUCTIONS FOR THIS MEETING WILL BE
DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2
DIRECTORS. THANK YOU.
O.8 Appointment of Mr. Charles Keller as Board Mgmt For For
member representing employee shareholders
pursuant to Article 11 of the bylaws
O.9 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Appointment of Mr. Philippe
Marchandise as Board member representing
employee shareholders pursuant to Article
11 of the bylaws
O.10 Attendance allowances allocated to the Mgmt For For
Board of Directors
E.11 Authorization to grant Company's share Mgmt Against Against
subscription and/or purchase options to
some employees of the Group and corporate
officers of the company or Group companies
with cancellation of shareholders'
preferential subscription rights to shares
issued following the exercise of share
subscription options
E.12 Delegation of authority granted to the Mgmt For For
Board of Directors to increase capital
under the conditions provided in Articles
L.3332-18 et seq. of the Code of Labor with
cancellation of shareholders' preferential
subscription rights to shares issued due to
the subscription of shares by employees of
the Group
A PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Creation of an Independent Ethics Committee
B PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Corporate officers and employees
compensation components related to
industrial safety indicators
C PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Total's commitment in favor of the
Diversity Label
D PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Presence of an Employees' Representative in
the compensation Committee
E PLEASE NOTE THAT THIS IS A SHAREHOLDERS' Shr Against For
PROPOSAL: Proposed by the Enterprise
Central Committee of UES Amont Total
(Non-approved by the Board of Directors):
Developing individual shareholding
--------------------------------------------------------------------------------------------------------------------------
UNITED UTILITIES GROUP PLC, WARRINGTON Agenda Number: 703943248
--------------------------------------------------------------------------------------------------------------------------
Security: G92755100
Meeting Type: AGM
Meeting Date: 27-Jul-2012
Ticker:
ISIN: GB00B39J2M42
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive the financial statements and the Mgmt For For
reports of the directors and auditor for
the year ended 31/Mar/2012
2 To declare a final dividend of 21.34p per Mgmt For For
ordinary share
3 To approve the directors remuneration Mgmt For For
report for the year ended 31 March 2012
4 To reappoint Dr John McAdam as a director Mgmt For For
5 To reappoint Steve Mogford as a director Mgmt For For
6 To reappoint Russ Houlden as a director Mgmt For For
7 To reappoint Dr Catherine Bell as a Mgmt For For
director
8 To reappoint Paul Heiden as a director Mgmt For For
9 To reappoint Nick Salmon as a director Mgmt For For
10 To elect Sara Weller as a director Mgmt For For
11 To reappoint the auditor Mgmt For For
12 To authorise the directors to set the Mgmt For For
auditors remuneration
13 To authorise the directors to allot shares Mgmt For For
14 To disapply statutory pre-emption rights Mgmt For For
15 To authorise the company to make market Mgmt For For
purchases of its own shares
16 To authorise the directors to call general Mgmt For For
meetings on not less than14 clear days
notice
17 To authorise political donations and Mgmt For For
political expenditure
PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting
MODIFICATION IN TEXT OF RESOLUTION 1.IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT RETURN THIS PROXY FORM UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
VECTREN CORPORATION Agenda Number: 933753875
--------------------------------------------------------------------------------------------------------------------------
Security: 92240G101
Meeting Type: Annual
Meeting Date: 23-May-2013
Ticker: VVC
ISIN: US92240G1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
CARL L. CHAPMAN Mgmt For For
J.H. DEGRAFFENREIDT, JR Mgmt For For
NIEL C. ELLERBROOK Mgmt For For
JOHN D. ENGELBRECHT Mgmt For For
ANTON H. GEORGE Mgmt For For
MARTIN C. JISCHKE Mgmt For For
ROBERT G. JONES Mgmt For For
J. TIMOTHY MCGINLEY Mgmt For For
R. DANIEL SADLIER Mgmt For For
MICHAEL L. SMITH Mgmt For For
JEAN L. WOJTOWICZ Mgmt For For
2. APPROVE A NON-BINDING ADVISORY RESOLUTION Mgmt For For
APPROVING THE COMPENSATION OF THE NAMED
EXECUTIVE OFFICERS.
3. RATIFY THE REAPPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR VECTREN FOR
2013.
4. IF PRESENTED AT THE MEETING, A SHAREHOLDER Shr Against For
PROPOSAL BY THE UTILITY WORKERS UNION OF
AMERICA REGARDING THE SEPARATION OF THE
ROLES OF CHAIR OF THE BOARD OF DIRECTORS
AND CHIEF EXECUTIVE OFFICER, WHICH THE
BOARD OF DIRECTORS OPPOSES.
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 933747872
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 02-May-2013
Ticker: VZ
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: RICHARD L. CARRION Mgmt For For
1B ELECTION OF DIRECTOR: MELANIE L. HEALEY Mgmt For For
1C ELECTION OF DIRECTOR: M. FRANCES KEETH Mgmt For For
1D ELECTION OF DIRECTOR: ROBERT W. LANE Mgmt For For
1E ELECTION OF DIRECTOR: LOWELL C. MCADAM Mgmt For For
1F ELECTION OF DIRECTOR: SANDRA O. MOOSE Mgmt For For
1G ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1H ELECTION OF DIRECTOR: DONALD T. NICOLAISEN Mgmt For For
1I ELECTION OF DIRECTOR: CLARENCE OTIS, JR. Mgmt For For
1J ELECTION OF DIRECTOR: HUGH B. PRICE Mgmt For For
1K ELECTION OF DIRECTOR: RODNEY E. SLATER Mgmt For For
1L ELECTION OF DIRECTOR: KATHRYN A. TESIJA Mgmt For For
1M ELECTION OF DIRECTOR: GREGORY D. WASSON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM
03 ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
04 APPROVAL OF LONG-TERM INCENTIVE PLAN Mgmt For For
05 NETWORK NEUTRALITY Shr For Against
06 LOBBYING ACTIVITIES Shr For Against
07 PROXY ACCESS BYLAWS Shr For Against
08 SEVERANCE APPROVAL POLICY Shr For Against
09 SHAREHOLDER RIGHT TO CALL A SPECIAL MEETING Shr For Against
10 SHAREHOLDER RIGHT TO ACT BY WRITTEN CONSENT Shr For Against
--------------------------------------------------------------------------------------------------------------------------
VINCI SA, RUEIL MALMAISON Agenda Number: 704313686
--------------------------------------------------------------------------------------------------------------------------
Security: F5879X108
Meeting Type: MIX
Meeting Date: 16-Apr-2013
Ticker:
ISIN: FR0000125486
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0308/201303081300520.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0327/201303271300861.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the consolidated financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.2 Approval of the corporate financial Mgmt For For
statements for the financial year ended
December 31, 2012
O.3 Allocation of income for the financial year Mgmt For For
ended December 31, 2012
O.4 Option for the payment of dividend in Mgmt For For
shares
O.5 Renewal of term of Mr. Michael Pragnell as Mgmt For For
Board member for a four-year period
O.6 Appointment of Mrs. Yannick Assouad as Mgmt For For
Board member for a four-year period
O.7 Appointment of Mrs. Graziella Gavezotti as Mgmt For For
Board member for a four-year period
O.8 Renewal of term of Deloitte & Associes as Mgmt For For
principal Statutory Auditor for six
financial years
O.9 Appointment of KPMG Audit IS as principal Mgmt For For
Statutory Auditor for six financial years
O.10 Renewal of term of BEAS as deputy Statutory Mgmt For For
Auditor for six financial years
O.11 Appointment of KPMG Audit ID as deputy Mgmt For For
Statutory Auditor for six financial years
O.12 Renewal of the delegation of powers to the Mgmt For For
Board of Directors to allow the Company to
repurchase its own shares
O.13 Approving the transfer by VINCI of its Mgmt For For
shareholding in Cegelec Entreprise to VINCI
Energies
O.14 Approving the renewals of the agreement Mgmt Against Against
entered in on March 3, 2010 between VINCI
and YTSeuropaconsultants
O.15 Approving the renewals of the agreement Mgmt For For
entered in on December 22, 2003 between
VINCI and VINCI Deutschland
E.16 Renewing the authorization granted to the Mgmt For For
Board of Directors to reduce share capital
by cancellation of VINCI shares held by the
Company
E.17 Delegation of authority granted to the Mgmt For For
Board of Directors to increase share
capital by incorporation of reserves,
profits or share premiums
E.18 Delegation of authority granted to the Mgmt For For
Board of Directors to issue any shares and
securities giving access to capital of the
Company and/or its subsidiaries while
maintaining shareholders' preferential
subscription rights
E.19 Delegation of authority granted to the Mgmt For For
Board of Directors to issue bonds
convertible and/or exchangeable for new
and/or existing shares (Oceane) of the
Company and/or its subsidiaries with
cancellation of preferential subscription
rights
E.20 Delegation of authority granted to the Mgmt For For
Board of Directors to issue any securities
representing debts and giving access to the
share capital of the Company and/or its
subsidiaries, other than bonds convertible
and/or exchangeable for new and/or existing
shares (Oceane) with cancellation of
preferential subscription rights
E.21 Authorization to be granted to the Board of Mgmt For For
Directors to increase the number of
issuable securities in case of surplus
demands
E.22 Delegation granted to the Board of Mgmt For For
Directors to issue any shares and
securities giving access to share capital,
in consideration for in-kind contributions
of equity securities or securities granted
to the Company
E.23 Delegation of authority granted to the Mgmt Against Against
Board of Directors to carry out capital
increases reserved for a category of
beneficiaries in order to provide employees
of certain foreign subsidiaries benefits
similar to those offered to employees
participating directly or indirectly in an
Employee shareholding funds (FCPE) through
a savings plan with cancellation of
preferential subscription rights
E.24 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VIVENDI SA, PARIS Agenda Number: 704300209
--------------------------------------------------------------------------------------------------------------------------
Security: F97982106
Meeting Type: MIX
Meeting Date: 30-Apr-2013
Ticker:
ISIN: FR0000127771
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO NON-RESIDENT Non-Voting
SHAREOWNERS ONLY: PROXY CARDS: VOTING
INSTRUCTIONS WILL BE FORWARDED TO THE
GLOBAL CUSTODIANS ON THE VOTE DEADLINE
DATE. IN CAPACITY AS REGISTERED
INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO
THE LOCAL CUSTODIAN. IF YOU REQUEST MORE
INFORMATION, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0304/201303041300558.pdf .PLEASE NOTE
THAT THIS IS A REVISION DUE TO ADDITION OF
URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
013/0329/201303291301038.pdf. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
O.1 Approval of the reports and annual Mgmt For For
corporate financial statements for the
financial year 2012
O.2 Approval of the reports and consolidated Mgmt For For
financial statements for the financial year
2012
O.3 Approval of the Statutory Auditors' special Mgmt Against Against
report on the regulated agreements and
commitments
O.4 Allocation of income for the financial year Mgmt For For
2012, setting the dividend and the date of
payment
O.5 Approval of the Statutory Auditors' special Mgmt For For
report prepared pursuant to Article
L.225-88 of the Commercial Code regarding
the conditional commitment in favor of Mr.
Philippe Capron as Executive Board member
O.6 Appointment of Mr. Vincent Bollore as Mgmt Against Against
Supervisory Board member
O.7 Appointment of Mr. Pascal Cagni as Mgmt For For
Supervisory Board member
O.8 Appointment of Mrs. Yseulys Costes as Mgmt For For
Supervisory Board member
O.9 Appointment of Mr. Alexandre de Juniac as Mgmt For For
Supervisory Board member
O.10 Appointment of Mrs. Nathalie Bricault Mgmt For For
representing employee shareholders, as
Supervisory Board member
O.11 Authorization granted to the Executive Mgmt For For
Board to allow the Company to purchase its
own shares
E.12 Authorization to be granted to the Mgmt For For
Executive Board to reduce share capital by
cancellation of shares
E.13 Delegation granted to the Executive Board Mgmt For For
to increase capital by issuing ordinary
shares or any securities giving access to
capital with shareholders' preferential
subscription rights
E.14 Delegation granted to the Executive Board Mgmt For For
to increase capital without shareholders'
preferential subscription rights and within
the limit of 10% of capital and within the
overall ceiling provided in the thirteenth
resolution, in consideration for in-kind
contributions of equity securities or
securities giving access to capital of
third party companies outside of a public
exchange offer
E.15 Delegation granted to the Executive Board Mgmt For For
to increase capital by incorporation of
reserves, profits, premiums or other
amounts
E.16 Delegation granted to the Executive Board Mgmt For For
to decide to increase share capital in
favor of employees and retired employees
who are members of the Company Savings Plan
without shareholders' preferential
subscription rights
E.17 Delegation granted to the Executive Board Mgmt For For
to decide to increase share capital in
favor of employees of Vivendi foreign
subsidiaries who are members of the Group
Savings Plan and to implement any similar
plan without shareholders' preferential
subscription rights
E.18 Powers to carry out all legal formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC, NEWBURY BERKSHIRE Agenda Number: 703887729
--------------------------------------------------------------------------------------------------------------------------
Security: G93882135
Meeting Type: AGM
Meeting Date: 24-Jul-2012
Ticker:
ISIN: GB00B16GWD56
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Accept Financial Statements and Statutory Mgmt For For
Reports
2 Re-elect Gerard Kleisterlee as Director Mgmt For For
3 Re-elect Vittorio Colao as Director Mgmt For For
4 Re-elect Andy Halford as Director Mgmt For For
5 Re-elect Stephen Pusey as Director Mgmt For For
6 Re-elect Renee James as Director Mgmt For For
7 Re-elect Alan Jebson as Director Mgmt For For
8 Re-elect Samuel Jonah as Director Mgmt For For
9 Re-elect Nick Land as Director Mgmt For For
10 Re-elect Anne Lauvergeon as Director Mgmt For For
11 Re-elect Luc Vandevelde as Director Mgmt For For
12 Re-elect Anthony Watson as Director Mgmt For For
13 Re-elect Philip Yea as Director Mgmt For For
14 Approve Final Dividend Mgmt For For
15 Approve Remuneration Report Mgmt For For
16 Reappoint Deloitte LLP as Auditors Mgmt For For
17 Authorise the Audit and Risk Committee to Mgmt For For
Fix Remuneration of Auditors
18 Authorise Issue of Equity with Pre-emptive Mgmt For For
Rights
19 Authorise Issue of Equity without Mgmt For For
Pre-emptive Rights
20 Authorise Market Purchase of Ordinary Mgmt For For
Shares
21 Authorise EU Political Donations and Mgmt For For
Expenditure
22 Authorise the Company to Call EGM with Two Mgmt For For
Weeks' Notice
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 933750209
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 10-May-2013
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: BRADBURY H. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: FRANK M. CLARK, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: PATRICK W. GROSS Mgmt For For
1D. ELECTION OF DIRECTOR: VICTORIA M. HOLT Mgmt For For
1E. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1F. ELECTION OF DIRECTOR: W. ROBERT REUM Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID P. STEINER Mgmt For For
1H. ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG, LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2013.
3. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For
4. STOCKHOLDER PROPOSAL REGARDING A Shr For Against
REQUIREMENT FOR SENIOR EXECUTIVES TO HOLD A
SIGNIFICANT PERCENTAGE OF EQUITY AWARDS
UNTIL RETIREMENT, IF PROPERLY PRESENTED AT
THE MEETING.
5. STOCKHOLDER PROPOSAL REGARDING DISCLOSURE Shr For Against
OF POLITICAL CONTRIBUTIONS, IF PROPERLY
PRESENTED AT THE MEETING.
6. STOCKHOLDER PROPOSAL REGARDING COMPENSATION Shr For Against
BENCHMARKING CAP, IF PROPERLY PRESENTED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
WESTPAC BANKING CORP, SYDNEY NSW Agenda Number: 704164451
--------------------------------------------------------------------------------------------------------------------------
Security: Q97417101
Meeting Type: AGM
Meeting Date: 13-Dec-2012
Ticker:
ISIN: AU000000WBC1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSAL 2 AND VOTES CAST BY ANY INDIVIDUAL
OR RELATED PARTY WHO BENEFIT FROM THE
PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
"ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
OBTAINED BENEFIT OR EXPECT TO OBTAIN
BENEFIT BY THE PASSING OF THE RELEVANT
PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
PROPOSAL (2), YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION.
2 Remuneration Report Mgmt For For
3(a) Re-election of Gordon Cairns Mgmt For For
3(b) Election of Robert Elstone Mgmt For For
4(a) Changes to the Westpac Constitution Mgmt For For
relating to preference shares
4(b) Other Changes to the Westpac Constitution Mgmt For For
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WM MORRISON SUPERMARKETS PLC, BRADFORD Agenda Number: 704493814
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Security: G62748119
Meeting Type: AGM
Meeting Date: 13-Jun-2013
Ticker:
ISIN: GB0006043169
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To receive and consider the Directors' Mgmt For For
report and audited financial statements for
the 53 weeks ended 3 February 2013
2 To approve the Directors' remuneration Mgmt For For
report for the 53 weeks ended 3 February
2013
3 To declare a final dividend Mgmt For For
4 To re-elect Sir Ian Gibson Mgmt For For
5 To re-elect Dalton Philips Mgmt For For
6 To re-elect Trevor Stain Mgmt For For
7 To re-elect Philip Cox Mgmt For For
8 To re-elect Richard Gillingwater Mgmt For For
9 To re-elect Penny Hughes Mgmt For For
10 To re-elect Johanna Waterous Mgmt For For
11 To re-appoint KPMG Audit Plc as auditors of Mgmt For For
the Company
12 To authorise the Directors to fix the Mgmt For For
remuneration of the auditors
13 To authorise the Company to make market Mgmt For For
purchases of the Company's shares
14 To authorise the Directors to allot Mgmt For For
securities
15 To authorise the Directors to allot Mgmt For For
securities otherwise than in accordance
with s.561 Companies Act 2006
16 To approve the shortening of the period of Mgmt For For
notice for a General Meeting
* Management position unknown
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) John Hancock Tax-Advantaged Global Shareholder Yield Fund
By (Signature) /s/ Hugh Mchaffie
Name Hugh Mchaffie
Title President
Date 08/21/2013