UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX/A
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-21470
NAME OF REGISTRANT: Eaton Vance Tax-Advantaged
Global Dividend Income Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 255 State Street
Boston, MA 02109
NAME AND ADDRESS OF AGENT FOR SERVICE: Alan R. Dynner, Esq.
255 State Street
Boston , MA 02109
REGISTRANT'S TELEPHONE NUMBER: 617-482-8260
DATE OF FISCAL YEAR END: 12/31
DATE OF REPORTING PERIOD: 07/01/2005 - 06/30/2006
Eaton Vance Tax-Advantaged Global Dividend Income Fund
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ALLIED IRISH BANKS PLC Agenda Number: 700928370
--------------------------------------------------------------------------------------------------------------------------
Security: G02072117
Meeting Type: AGM
Meeting Date: 26-Apr-2006
Ticker:
ISIN: IE0000197834
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE DIRECTORS HAVE RECEIVED Non-Voting No vote
NOTICES FROM THE SHARHOLDER FROM WHOM THE NOTICE
AT ITEM 10 ABOVE HAS BEEN RECEIVED OF HIS INTENTION
TO PROPOSE RESOLUTIONS FOR THE REMOVAL FROM
OFFICE OF TWELVE DIRECTORS. IN LINE WITH PREVIOUS
PRACTICE, RESOLUTIONS TO REMOVE DIRECTORS ALREADY
RE-APPOINTED AT THE MEETING WILL NOT BE PERMITTED
BECAUSE TO DO SO WOULD BE TANTAMOUNT TO ASKING
SHAREHOLDERS TO VOTE WTICE ON THE SAME RESOLUTION.
SHOULD YOU HAVE ANY FURTHER QUESTIONS REGARDING
THIS ITEM, PLEASE CONTACT YOUR ADP CLIENT SERVICE
REPRESENTATIVE. THANK YOU.
1. Receive the report of the Directors and the Mgmt For For
statement of accounts for the YE 31 DEC 2005
2. Declare a final dividend of EUR 0.423 per ordinary Mgmt For For
share
3.A Re-elect Mr. Adrian Burke as a Director Mgmt For For
3.B Re-elect Mr. Kieran Crowley as a Director Mgmt For For
3.C Re-elect Mr. Colm Doherty as a Director Mgmt For For
3.D Re-elect Mr. Padraic M. Fallon as a Director Mgmt For For
3.E Re-elect Mr. Dermot Gleeson as a Director Mgmt For For
3.F Re-elect Mr. Don Godson as a Director Mgmt For For
3.G Re-elect Mr. John B. McGuckian as a Director Mgmt Against Against
3.H Re-elect Mr. John O Donnell as a Director Mgmt For For
3.I Re-elect Mr. Jim O Leary as a Director Mgmt For For
3.J Re-elect Mr. Eugene J. Sheehy as a Director Mgmt For For
3.K Re-elect Mr. Michael J. Sullivan as a Director Mgmt For For
3.L Re-elect Mr. Robert G. Wilmers as a Director Mgmt For For
3.M Re-elect Ms. Jennifer Winter as a Director Mgmt For For
4. Approve to increase the basic fee payable to Mgmt For For
the Non-Executive Directors from EUR 35,000
per annum to EUR 36,500 per annum each
5. Authorize the Directors to fix the remuneration Mgmt For For
for the Auditors
S.6 Authorize the Company and/or any subsidiary Mgmt For For
Section 155 of the Companies Act, 1963 to
make market purchases Section 212 of the Companies
Act, 1990 ( the Act ) of ordinary shares of
EUR 0.32 each of the Company share or shares
on such terms and conditions and in such manner
as the Directors, or, as the case may be, the
Directors of such subsidiary, may from time
to time determine, subject to the provisions
of the Companies Act 1990: a) the maximum number
of shares so authorized to be acquired be 91.8
million; b) the minimum and maximum price which
may be paid for such share shall be determined
in accordance with Article 52 ; Authority
expires the earlier of the AGM in 2006 or 28
OCT 2007 ; the Company, or any such subsidiary,
may, before such expiry, enter into a contract
for the purchase of shares which would or might
be wholly or partly executed after such expiry
and may complete any such contract as if the
authority conferred hereby had not expired
S.7 Approve, subject to the passing of Resolution Mgmt For For
No. 6 and pursuant to Section 209 of the Companies
Act 1990 the 1990 Act , that the price range
within which any treasury shares for the time
being held by the Company may be re-issued
off-market be determined in accordance with
Article 53 of the Articles of Association;
and authority shall be effective from 27 APR
2006 and shall expire at the close of business
on the earlier of the next AGM or 25 OCT 2007
S.8 Approve that the power conferred on the Directors Mgmt For For
by Paragraph (b) (ii) of Article 8 of the Articles
of Association be renewed for the period ending
on the date of the AGM in 2007 or, if earlier,
25th JUL 2007, and for such period the Section
23 amount as defined in Paragraph (d)(iv)
of the said Article be EUR 14.69 million
9. Approve the payment in the sum of EUR 579,000 Mgmt Against Against
to Mr. Gary Kennedy in compensation for loss
of office as the Group Director, Finance and
Enterprise Technology
10. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
Approve to remove KPMG as the Auditors
11. PLEASE NOTE THAT THIS IS A SHAREHOLDER PROPOSAL: Shr Against For
Appoint Mr. Niall Murphy as a Director of the
Company
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ALLTEL CORPORATION Agenda Number: 932450872
--------------------------------------------------------------------------------------------------------------------------
Security: 020039103
Meeting Type: Annual
Meeting Date: 20-Apr-2006
Ticker: AT
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM H. CROWN Mgmt For For
JOE T. FORD Mgmt For For
JOHN P. MCCONNELL Mgmt For For
JOSIE C. NATORI Mgmt For For
02 APPROVAL OF AMENDED AND RESTATED ALLTEL PERFORMANCE Mgmt For For
INCENTIVE COMPENSATION PLAN
03 APPROVAL OF AMENDED AND RESTATED ALLTEL LONG-TERM Mgmt For For
PERFORMANCE INCENTIVE PLAN
04 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS Mgmt For For
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ALTRIA GROUP, INC. Agenda Number: 932456228
--------------------------------------------------------------------------------------------------------------------------
Security: 02209S103
Meeting Type: Annual
Meeting Date: 27-Apr-2006
Ticker: MO
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ELIZABETH E. BAILEY Mgmt For For
HAROLD BROWN Mgmt For For
MATHIS CABIALLAVETTA Mgmt For For
LOUIS C. CAMILLERI Mgmt For For
J. DUDLEY FISHBURN Mgmt For For
ROBERT E. R. HUNTLEY Mgmt For For
THOMAS W. JONES Mgmt For For
GEORGE MUNOZ Mgmt For For
LUCIO A. NOTO Mgmt For For
JOHN S. REED Mgmt For For
STEPHEN M. WOLF Mgmt For For
02 RATIFICATION OF THE SELECTION OF INDEPENDENT Mgmt For For
AUDITORS
03 STOCKHOLDER PROPOSAL 1 - REQUESTING INDEPENDENT Shr Against For
BOARD CHAIRMAN
04 STOCKHOLDER PROPOSAL 2 - REQUESTING COMMITMENT Shr Against For
TO GLOBAL HUMAN RIGHTS STANDARDS
05 STOCKHOLDER PROPOSAL 3 - SEEKING TO ADDRESS Shr Against For
HEALTH HAZARDS FOR AFRICAN AMERICANS ASSOCIATED
WITH SMOKING MENTHOL CIGARETTES
06 STOCKHOLDER PROPOSAL 4 - SEEKING TO EXTEND NEW Shr Against For
YORK FIRE-SAFE PRODUCTS GLOBALLY
07 STOCKHOLDER PROPOSAL 5 - REQUESTING ADOPTION Shr Against For
OF ANIMAL WELFARE POLICY
08 STOCKHOLDER PROPOSAL 6 - REQUESTING SUPPORT Shr Against For
FOR LAWS AT ALL LEVELS COMBATING USE OF TOBACCO
09 STOCKHOLDER PROPOSAL 7 - SEEKING TO FACILITATE Shr Against For
MEDICAL EFFORTS TO DISSUADE SECONDHAND SMOKE
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AMEREN CORPORATION Agenda Number: 932454212
--------------------------------------------------------------------------------------------------------------------------
Security: 023608102
Meeting Type: Annual
Meeting Date: 02-May-2006
Ticker: AEE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SUSAN S. ELLIOTT Mgmt For For
GAYLE P.W. JACKSON Mgmt For For
JAMES C. JOHNSON Mgmt For For
RICHARD A. LIDDY Mgmt For For
GORDON R. LOHMAN Mgmt For For
RICHARD A. LUMPKIN Mgmt For For
CHARLES W. MUELLER Mgmt For For
DOUGLAS R. OBERHELMAN Mgmt For For
GARY L. RAINWATER Mgmt For For
HARVEY SALIGMAN Mgmt For For
PATRICK T. STOKES Mgmt For For
02 ADOPTION OF THE 2006 OMNIBUS INCENTIVE COMPENSATION Mgmt For For
PLAN
03 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS Mgmt For For
04 SHAREHOLDER PROPOSAL REQUESTING EVALUATION OF Shr Against For
20-YEAR EXTENSION OF CALLAWAY PLANT LICENSE
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AMERICAN ELECTRIC POWER COMPANY, INC Agenda Number: 932448916
--------------------------------------------------------------------------------------------------------------------------
Security: 025537101
Meeting Type: Annual
Meeting Date: 25-Apr-2006
Ticker: AEP
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
E.R. BROOKS Mgmt For For
D.M. CARLTON Mgmt For For
R.D. CROSBY, JR. Mgmt For For
J.P. DESBARRES Mgmt For For
R.W. FRI Mgmt For For
L.A. GOODSPEED Mgmt For For
W.R. HOWELL Mgmt For For
L.A. HUDSON Mgmt For For
M.G. MORRIS Mgmt For For
L.L. NOWELL III Mgmt For For
R.L. SANDOR Mgmt For For
D.G. SMITH Mgmt For For
K.D. SULLIVAN Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM.
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ASTRAZENECA PLC Agenda Number: 700904407
--------------------------------------------------------------------------------------------------------------------------
Security: G0593M107
Meeting Type: AGM
Meeting Date: 27-Apr-2006
Ticker:
ISIN: GB0009895292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Company s accounts and the reports Mgmt For For
of the Directors and the Auditor for the YE
31 DEC 2005
2. Approve to confirm the 1st interim dividend Mgmt For For
of USD 0.38 21.9 pence, SEK 2.99 per ordinary
share and to confirm as the final dividend
for 2005 the 2nd interim dividend of USD 0.92
51.8 pence SEK 7.02 per ordinary share
3. Re-appoint KPMG Audit Plc, London as the Auditor Mgmt For For
4. Authorize the Directors to agree the remuneration Mgmt For For
of the Auditor
5.A Re-elect Mr. Louis Schweitzer as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.B Re-elect Mr. Hakan Mogren KBE as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.C Re-elect Mr. David R. Brennan as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.D Re-elect Mr. Jonathon Symonds as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.E Re-elect Mr. John Patterson FRCP as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.F Re-elect Sir. Peter Bonfield CBE, FREng as a Mgmt For For
Director, in accordance with the Article 65
of the Company s Articles of Association
5.G Re-elect Mr. John Buchanan as a Director, in Mgmt For For
accordance with the Article 65 of the Company
s Articles of Association
5.H Re-elect Ms. Jane Henney as a Director, in accordance Mgmt For For
with the Article 65 of the Company s Articles
of Association
5.I Re-elect Ms. Michele Hooper as a Director, in Mgmt For For
accordance with the Article 65 of the Company
s Articles of Association
5.J Re-elect Mr. Joe Jimenez as a Director, in accordance Mgmt For For
with the Article 65 of the Company s Articles
of Association
5.K Re-elect Ms. Erna Moller as a Director, in accordance Mgmt For For
with the Article 65 of the Company s Articles
of Association
5.L Re-elect Mr. Marcus Wallenberg as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
5.M Re-elect Dame Nancy Rothwell FRS as a Director, Mgmt For For
in accordance with the Article 65 of the Company
s Articles of Association
6. Approve the Directors remuneration report for Mgmt For For
the YE 31 DEC 2005 as specified
7. Authorize the Company and any Company which Mgmt For For
is or becomes a Subsidiary of the Company during
the period to which this resolution relates
to, for the purposes of Part XA of the Companies
Act 1985, to make donations to EU Political
Organizations or incur EU Political Expenditure
during the period ending on the date the of
the Company s AGM in 2006 provided that any
such donations and expenditure made by the
Company together with those made by any subsidiary
Company while it is a subsidiary of the Company
not exceeding in aggregate of USD 150,000 during
that period
8. Approve to renew the authority and power to Mgmt For For
allot new shares conferred on the Directors
by Article 7.1 of the Company s Articles of
Association, up to an aggregate nominal amount
of USD 131,364,668 Section 80 ; Authority
expires at the earlier of the conclusion of
the AGM of the Company in 2007 or on 30 JUN
2007
S.9 Approve to renew the power conferred on the Mgmt For For
Directors by Article 7.2 of the Company s Articles
of Association, up to an aggregate nominal
amount of USD 19,704,700 Section 89 ; Authority
expires at the earlier of the conclusion of
the AGM of the Company in 2007 or on 30 JUN
2007
S.10 Authorize the Company, for the purposes of Section Mgmt For For
166 of the Companies Act 1985, to make market
purchases Section 163 of that Act of a maximum
number of shares which may be purchased is
10% of the Company s share capital of USD 0.25
each in the capital of the Company, at a minimum
price of USD 0.25 and up to 105% of the average
of middle market values of the Company s ordinary
shares as derived from the London Stock Exchange
Daily Official List, over the previous 5 business
days; Authority expires the earlier of the
conclusion of the AGM of the Company in 2007
or 30 JUN 2007 ; the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
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AT&T INC. Agenda Number: 932448043
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 28-Apr-2006
Ticker: T
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM F. ALDINGER III Mgmt For For
GILBERT F. AMELIO Mgmt For For
AUGUST A. BUSCH III Mgmt For For
MARTIN K. EBY, JR. Mgmt For For
JAMES A. HENDERSON Mgmt For For
CHARLES F. KNIGHT Mgmt For For
JON C. MADONNA Mgmt For For
LYNN M. MARTIN Mgmt For For
JOHN B. MCCOY Mgmt For For
MARY S. METZ Mgmt For For
TONI REMBE Mgmt For For
S. DONLEY RITCHEY Mgmt For For
JOYCE M. ROCHE Mgmt For For
RANDALL L. STEPHENSON Mgmt For For
LAURA D'ANDREA TYSON Mgmt For For
PATRICIA P. UPTON Mgmt For For
EDWARD E. WHITACRE, JR. Mgmt For For
02 APPROVE APPOINTMENT OF INDEPENDENT AUDITORS Mgmt For For
03 APPROVE 2006 INCENTIVE PLAN Mgmt For For
04 APPROVE AMENDMENT TO RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION
05 STOCKHOLDER PROPOSAL A Shr Against For
06 STOCKHOLDER PROPOSAL B Shr For Against
07 STOCKHOLDER PROPOSAL C Shr Against For
08 STOCKHOLDER PROPOSAL D Shr Against For
09 STOCKHOLDER PROPOSAL E Shr For Against
10 STOCKHOLDER PROPOSAL F Shr Against For
--------------------------------------------------------------------------------------------------------------------------
AVALONBAY COMMUNITIES, INC. Agenda Number: 932471220
--------------------------------------------------------------------------------------------------------------------------
Security: 053484101
Meeting Type: Annual
Meeting Date: 17-May-2006
Ticker: AVB
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
BRYCE BLAIR Mgmt For For
BRUCE A. CHOATE Mgmt For For
JOHN J. HEALY, JR. Mgmt For For
GILBERT M. MEYER Mgmt For For
TIMOTHY J. NAUGHTON Mgmt For For
LANCE R. PRIMIS Mgmt For For
H. JAY SARLES Mgmt For For
ALLAN D. SCHUSTER Mgmt For For
AMY P. WILLIAMS Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2006.
--------------------------------------------------------------------------------------------------------------------------
AXIS CAPITAL HOLDINGS LTD. Agenda Number: 932454755
--------------------------------------------------------------------------------------------------------------------------
Security: G0692U109
Meeting Type: Annual
Meeting Date: 12-May-2006
Ticker: AXS
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MICHAEL A. BUTT Mgmt No vote
JOHN R. CHARMAN Mgmt No vote
CHARLES A. DAVIS Mgmt No vote
02 TO APPOINT DELOITTE & TOUCHE TO ACT AS THE INDEPENDENT Mgmt No vote
AUDITORS OF AXIS CAPITAL HOLDINGS LIMITED FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2006 AND
TO AUTHORIZE THE BOARD OF DIRECTORS ACTING
THROUGH THE AUDIT COMMITTEE TO SET THE FEES
FOR THE INDEPENDENT AUDITORS.
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BANK OF AMERICA CORPORATION Agenda Number: 932453866
--------------------------------------------------------------------------------------------------------------------------
Security: 060505104
Meeting Type: Annual
Meeting Date: 26-Apr-2006
Ticker: BAC
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM BARNET, III Mgmt For For
FRANK P. BRAMBLE, SR. Mgmt For For
JOHN T. COLLINS Mgmt For For
GARY L. COUNTRYMAN Mgmt For For
TOMMY R. FRANKS Mgmt For For
PAUL FULTON Mgmt For For
CHARLES K. GIFFORD Mgmt For For
W. STEVEN JONES Mgmt For For
KENNETH D. LEWIS Mgmt For For
MONICA C. LOZANO Mgmt For For
WALTER E. MASSEY Mgmt For For
THOMAS J. MAY Mgmt For For
PATRICIA E. MITCHELL Mgmt For For
THOMAS M. RYAN Mgmt For For
O. TEMPLE SLOAN, JR. Mgmt For For
MEREDITH R. SPANGLER Mgmt For For
ROBERT L. TILLMAN Mgmt For For
JACKIE M. WARD Mgmt For For
02 RATIFICATION OF THE INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM FOR 2006.
03 ADOPT AN AMENDMENT TO THE 2003 KEY ASSOCIATE Mgmt For For
STOCK PLAN.
04 STOCKHOLDER PROPOSAL- POLITICAL CONTRIBUTIONS Shr Against For
05 STOCKHOLDER PROPOSAL- MAJORITY VOTING IN DIRECTOR Shr For Against
ELECTIONS
06 STOCKHOLDER PROPOSAL- INDEPENDENT BOARD CHAIRMAN Shr For Against
07 STOCKHOLDER PROPOSAL- EQUAL EMPLOYMENT OPPORTUNITY Shr Against For
POLICY
--------------------------------------------------------------------------------------------------------------------------
BANK OF MONTREAL Agenda Number: 932431430
--------------------------------------------------------------------------------------------------------------------------
Security: 063671101
Meeting Type: Annual
Meeting Date: 02-Mar-2006
Ticker: BMO
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
0A DIRECTOR
ROBERT M. ASTLEY Mgmt For For
STEPHEN E. BACHAND Mgmt For For
DAVID R. BEATTY Mgmt For For
ROBERT CHEVRIER Mgmt For For
F. ANTHONY COMPER Mgmt For For
RONALD H. FARMER Mgmt For For
DAVID A. GALLOWAY Mgmt For For
HAROLD N. KVISLE Mgmt For For
EVA LEE KWOK Mgmt For For
BRUCE H. MITCHELL Mgmt For For
PHILIP S. ORSINO Mgmt For For
J. ROBERT S. PRICHARD Mgmt For For
JEREMY J. REITMAN Mgmt For For
GUYLAINE SAUCIER Mgmt For For
NANCY C. SOUTHERN Mgmt For For
0B APPOINTMENT OF AUDITORS Mgmt For For
0C SHAREHOLDER PROPOSAL NO. 1 Shr Against For
0D SHAREHOLDER PROPOSAL NO. 2 Shr Against For
0E SHAREHOLDER PROPOSAL NO. 3 Shr Against For
--------------------------------------------------------------------------------------------------------------------------
BARCLAYS PLC Agenda Number: 700910260
--------------------------------------------------------------------------------------------------------------------------
Security: G08036124
Meeting Type: AGM
Meeting Date: 27-Apr-2006
Ticker:
ISIN: GB0031348658
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the reports of the Directors and Auditors Mgmt For For
and the audited accounts of the Company for
the YE 31 DEC 2005
2. Approve the Directors report on remuneration Mgmt For For
for the YE 31 DEC 2005
3. Re-elect Mr. Fulvio Conti as a Director of the Mgmt For For
Company
4. Re-elect Dr. Danie Cronje as a Director of the Mgmt For For
Company
5. Re-elect Mr. Robert E. Diamond Jr as a Director Mgmt For For
of the Company
6. Re-elect Mr. Robert Steel as a Director of the Mgmt For For
Company
7. Re-elect Mr. John Sunderland as a Director of Mgmt For For
the Company
8. Re-elect Professor Dame Sandra Dawson as a Director Mgmt For For
of the Company
9. Re-elect Sir Richard Broadbent as a Director Mgmt For For
of the Company
10. Re-elect Mr. Gary Hoffman as a Director of the Mgmt For For
Company
11. Re-elect Mr. Naguib Kheraj as a Director of Mgmt For For
the Company
12. Re-elect Sir Nigel Rudd as a Director of the Mgmt For For
Company
13. Re-appoint PricewaterhouseCoopers LLP, Chartered Mgmt For For
Accountants and Registered Auditors, as the
Auditors of the Company to hold office until
the conclusion of the next general meeting
at which accounts are laid before the Company
14. Authorize the Directors to set the remuneration Mgmt For For
of the Auditors
15. Authorize the Company to make EU political donations Mgmt For For
not exceeding GBP 25,000 in total and incur
EU political expenditures not exceeding GBP
25,000 in total
16. Approve to renew the authority given to Barclays Mgmt For For
Bank PLC to make EU political donations
17. Approve to renew the authority given to the Mgmt For For
Directors to allot securities
S.18 Approve to renew the authority given to the Mgmt For For
Directors to allot securities for cash other
than on pro-rata basis to shareholders and
to sell treasury shares
S.19 Approve to renew the Companys authority to purchase Mgmt For For
its own shares
--------------------------------------------------------------------------------------------------------------------------
BCE INC. Agenda Number: 932513179
--------------------------------------------------------------------------------------------------------------------------
Security: 05534B109
Meeting Type: Special
Meeting Date: 07-Jun-2006
Ticker: BCE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
A. B RARD Mgmt For For
R.A. BRENNEMAN Mgmt For For
R.J. CURRIE Mgmt For For
A.S. FELL Mgmt For For
D. SOBLE KAUFMAN Mgmt For For
B.M. LEVITT Mgmt For For
E.C. LUMLEY Mgmt For For
J. MAXWELL Mgmt For For
J.H. MCARTHUR Mgmt For For
T.C. O'NEILL Mgmt For For
J.A. PATTISON Mgmt For For
R.C. POZEN Mgmt For For
M.J. SABIA Mgmt For For
P.M. TELLIER Mgmt For For
V.L. YOUNG Mgmt For For
02 DELOITTE & TOUCHE LLP AS AUDITOR. Mgmt For For
03 APPROVING THE SPECIAL RESOLUTION, THE FULL TEXT Mgmt For For
OF WHICH IS REPRODUCED AS SCHEDULE A TO THE
MANAGEMENT PROXY CIRCULAR, TO APPROVE THE BCE
PLAN OF ARRANGEMENT UNDER WHICH BCE INC. WOULD
DISTRIBUTE UNITS IN BELL ALIANT REGIONAL COMMUNICATIONS
INCOME FUND TO ITS HOLDERS OF COMMON SHARES
AS A RETURN OF CAPITAL AND EFFECT A REDUCTION
OF APPROXIMATELY 75 MILLION COMMON SHARES.
04 CONVERT THE WHOLE OF BCE INC. INTO AN INCOME Mgmt Against For
TRUST FUND WHICH WOULD DISTRIBUTE TO UNITHOLDERS
AT LEAST 90% OF ITS ANNUAL FREE CASH FLOW.
--------------------------------------------------------------------------------------------------------------------------
BELLSOUTH CORPORATION Agenda Number: 932450632
--------------------------------------------------------------------------------------------------------------------------
Security: 079860102
Meeting Type: Annual
Meeting Date: 24-Apr-2006
Ticker: BLS
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
F.D. ACKERMAN Mgmt For For
R.V. ANDERSON Mgmt For For
J.H. BLANCHARD Mgmt For For
J.H. BROWN Mgmt Withheld Against
A.M. CODINA Mgmt For For
M.L. FEIDLER Mgmt For For
K.F. FELDSTEIN Mgmt For For
J.P. KELLY Mgmt For For
L.F. MULLIN Mgmt For For
R.B. SMITH Mgmt For For
W.S. STAVROPOULOS Mgmt For For
02 RATIFY THE APPOINTMENT OF THE INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
03 SHAREHOLDER PROPOSAL RE: DISCLOSURE OF POLITICAL Shr Against For
CONTRIBUTIONS
--------------------------------------------------------------------------------------------------------------------------
BNP PARIBAS, PARIS Agenda Number: 700922203
--------------------------------------------------------------------------------------------------------------------------
Security: F1058Q238
Meeting Type: AGM
Meeting Date: 23-May-2006
Ticker:
ISIN: FR0000131104
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting No vote
YOU
PLEASE NOTE THAT THE MEETING HELD ON 12 MAY Non-Voting No vote
2006 HAS BEEN POSTPONED DUE TO LACK OF QUORUM
AND THAT THE SECOND CONVOCATION WILL BE HELD
ON 23 MAY 2006. PLEASE ALSO NOTE THE NEW CUTOFF
DATE 18 MAY 2006. IF YOU HAVE ALREADY SENT
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
Verification Period: Registered Shares: 1 to Non-Voting No vote
5 days prior to the meeting date, depends on
company s by-laws. Bearer Shares: 6 days prior
to the meeting date. French Resident Shareowners
must complete, sign and forward the Proxy Card
directly to the sub custodian. Please contact
your Client Service Representative to obtain
the necessary card, account details and directions.
The following applies to Non-Resident Shareowners:
Proxy Cards: ADP will forward voting instructions
to the Global Custodians that have become Registered
Intermediaries, on ADP Vote Deadline Date.
In capacity as Registered Intermediary, the
Global Custodian will sign the Proxy Card and
forward to the local custodian. If you are
unsure whether your Global Custodian acts as
Registered Intermediary, please contact ADP.
Trades/Vote Instructions: Since France maintains
a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains to
sale transactions with a settlement date prior
to Meeting Date + 1
1. Receive the reports of the Board of Directors Mgmt For For
and the Statutory Auditors and approve the
consolidated financial statements for the FYE
31 DEC 2005
2. Receive the report of the Board of Directors Mgmt For For
and the Auditors general report and approve
the Company s financial statements and the
balance sheet for the YE 31 DEC 2005, showing
net income of EUR 3,423,168,749.54
3. Receive the result for the FY be appropriated Mgmt For For
as follows: net earnings for the FY: EUR 3,423,168,749.54,
retained earnings: EUR 8,690,141,972.17, total:
EUR 12,113,310,721.71, to the special investment
reserve: EUR 54,646,169.00, dividend: EUR 2,183,005,487.00
retained earnings: EUR 9,875,659,065.71 total:
EUR 12,113,310,721.71, the shareholders will
receive a net dividend of EUR 2.60 per share
of a par value of EUR 2.00, and will entitle
to the allowance provided by the French General
Tax Code; authorize the Board of Directors
to register the fraction of the dividend on
shares held by BNP Paribas in the retained
earnings account; this dividend will be paid
by cash as from 31 MAY 2006 as required by
Law
4. Receive the special report of the Auditors on Mgmt For For
Agreements Governed by Article L.225-38 of
the French Commercial Code and approve the
said report and the Agreements referred to
therein
5. Authorize the Board of Directors to buy back Mgmt For For
the Company s shares on the open market, subject
to the conditions described below: maximum
purchase price: EUR 100.00, maximum number
of shares to be acquired: 10% of the share
capital, i.e. 84,033,110 shares, maximum funds
invested in the share buybacks: EUR 8,403,311,000.00;
authorize the Board of Directors to take all
necessary measures and accomplish all necessary
formalities; Authority expires for a period
of 18 months
6. Appoint Mrs. Laurence Parisot as a Director Mgmt For For
for a 3-year period
7. Approve to renew the appointment of Mr. Claude Mgmt For For
Bebear as a Director for a 3 year period
8. Approve to renew the appointment of Mr. Jean-Louis Mgmt For For
beffa as a Director for a 3 year period
9. Approve to renew the appointment of Mr. Alain Mgmt For For
Joly as a Director for a 3 year period
10. Approve to renew the appointment of Mr. Denis Mgmt For For
Kessler as a Director for a 3 year period
11. Approve to renew the appointment of Mr. Michel Mgmt For For
Pebereau as a Director for a 3 year period
12. Appoint Deloitteet Associes as the Statutory Mgmt For For
Auditor, to replace Barbier Frinault Et Autres,
Societebeas as a Deputy Auditor to replace
Richard Olivier, for a 6 year period
13. Approve to renew the appointment the Statutory Mgmt For For
Auditor of Mazarset Guerard, and Michel Barbet
Massin as a Deputy Auditor for a 6 year period
14. Approve to renew the appointment of PricewaterhouseCoopersMgmt For For
Audit as the Statutory Auditor and Pierrecoll
as the Deputy Auditor for a 6 year period
15. Grant full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carryout all filings, publications and other
formalities prescribed by Law
16. Authorize the Board of Directors to increase Mgmt For For
the capital, on 1 or more occasions, in France
or Abroad, by a maximum nominal amount of EUR
1,000,000,000.00, by issuance, with preferred
subscription rights maintained, of ordinary
shares and securities giving access to the
capital; the maximum nominal amount of debt
securities which may be issued shall not exceed
EUR 10,000,000,000.00; Authority expires for
a period of 26 months ; this delegation of
powers cancels and replaces the unused portion
of any earlier delegations to the same effect;
authorize the Board of Directors to take all
measures and accomplish all necessary formalities
17. Authorize the Board of Directors to increase Mgmt For For
the capital, on 1 or more occasions, in France
or abroad, by a maximum nominal amount of EUR
320,000,000.00, by issuance, without preferred
subscription rights, of ordinary shares and
securities giving access to the capital; the
maximum nominal amount of debt securities which
may be issued shall not exceed EUR 7,000,000,000.00;
Authority expires for a period of 26 months
; this delegation of powers cancels and replaces
the unused portion of any earlier delegations
to the same effect; authorize the Board of
Directors to take all necessary measures and
accomplish all necessary formalities
18. Authorize the Board of Directors to increase Mgmt For For
the share capital in 1 or more occasions, up
to 10% of the share capital, in consideration
for the contributions in kind, granted to the
Company, of unquoted capital securities or
securities giving access to share capital;
the maximum amount of capital increase to be
carried out under this delegation of authority
shall count against the nominal ceiling of
EUR 320,000,000.00 concerning the capital increases
without preferred subscription rights authorized
by Resolution Number. 17; Authority expires
for a period of 26 months ; Authorize the Board
of Directors to take all necessary measures
and accomplish all necessary formalities
19. Authorize the Board of Directors to increase Mgmt For For
the share capital, in 1 or more occasions,
to a maximum nominal amount of EUR 1,000,000,000.00,
by way of capitalizing all or part of there
serves, profits or add paid in capital, by
issuing bonus shares or raising the par value
of existing shares, or by a combination of
these methods; this delegation of powers cancels
and replaces the unused portion of any earlier
delegations to the same effect; Authority
expires for a period of 26 months ; authorize
the Board of Directors to take all necessary
measures and accomplish all necessary formalities
20. Approve the maximum nominal amount pertaining Mgmt For For
to the capital increases to be carried out
with the use of the authorizations given by
Resolutions Number 16, 17 and 19 shall not
exceed EUR 1,000,000,000.00, the debt securities
which may be issued with the use of the authorizations
given by Resolutions Number 16 and 17 shall
not exceed EUR 10,000,000,000.00
21. Amend the Resolution Number. 14 authorization Mgmt For For
to grant stock options to Corporate Officers
and certain employees adopted by the combined
shareholders meeting of 18 MAY 2005, Authority
expires for a period of 38 months ; the number
of shares that may be subscribed or purchased
through the exercise of outstanding option
may not exceed 3% of the banks issued capital
as of the date of this meeting; the total number
of bonus granted by virtue of there Resolution
Number. 15 of the combined shareholders meeting
of 18 MAY 2005 shall count against this ceiling
22. Authorize the Board of Directors to increase Mgmt For For
the share capital, on 1 or more occasions and
at its discretion, by way of issuing shares
in favour of the Members of the Banks Company
Savings Plan; Authority expires for a period
of 26 months ; for a maximum nominal amount
that shall not exceed EUR 36,000,000.00; authorize
the Board of Directors to take all necessary
measures and accomplish all necessary formalities;
this authorization cancels and replaces the
unused portion of any earlier authorizations
to the same effect
23. Authorize the Board of Directors to reduce the Mgmt For For
share capital, on 1 or more occasions, by cancelling
all or part of the BNP Paribas shares that
the Bank currently holds or that it may acquire
in accordance with the conditions laid down
by the ordinary shareholders meeting, up to
a maximum of 10% of the share capital over
a 24-month period; Authority expires for a
period of 18 months ; it supersedes the authorization
granted by the shareholders meeting of 18
MAY 2005 in its Resolution Number. 16; authorize
the Board of Directors to take all necessary
measures and accomplish all necessary formalities
24. Approve the report of the Board of Directors, Mgmt For For
the reports of the Merger and the Merger Agreement
signed on 27 MAR 2006, the shareholders meeting
approves: all the provisions of this merger
Agreement, pursuant to which Societe Centrale
D Investissements contributes to BNP Paribas,
subject to the fulfilment of the conditions
precedent provided for in said Agreement, all
of its assets; with the corresponding taking-over
of all its liabilities, the valuation of the
contribution: the assets are valued at EUR
5,453,471.955.00 and the liabilities at EUR
157,865,721.00, i.e. a total amount of EUR
5.295,606,234.00, the consideration for the
contributions according to an exchange ratio
of 3 BNP Paribas shares against 1 Societe Centraled
Investissements share; consequently, subject
to the fulfilment of the conditions precedent
provided for in Agreement, the shareholders
meeting decides to increase the share capital
by EUR 1,890.00 by the creation of 945 new
fully paid-up shares of a par value of EUR
2.00 each, carrying rights to the 2005 dividend
and to be distributed among the shareholders
of the acquired Company, according to an exchange
ratio of 3 BNP Paribas shares against 1 Societe
Centrale D Investlssements share; the difference
between the amount of the net assets contributed
and the amount of the share capital increase;
estimated at EUR 48,139.00, form the merger
premium a merger surplus of EUR 807,534.174.00
results from this an amount EUR 190.00 will
be drawn upon the merger premium and allocated
to the legal reserve and the balance. i.e.
EUR 47,949.00,will be allocated to the Bank
balance sheet liabilities in the merger premiums
account to which the Company s existing and
new shareholders will hold rights allocation
of the merger surplus; EUR 167,482,877.00 to
the result EUR 640,051,297,00 to the merger
premiums account the shareholders meeting;
authorize the Board of Directors, to charge
the merger operation costs against the merger
premiums account; consequently to what was
mentioned, the shareholders meeting records
that, subject to the fulfilment of the conditions
precedent provided for in the merger Agreement,
that Societe Centrale D Investissements shall
be automatically dissolved with out any liquidation;
authorize the Board of Directors to take all
necessary measures and accomplish all necessary
formalities
25. Approve to simplify the terms and conditions Mgmt For For
of elections and consequently, decides to amend
the second Paragraph of Article Number 7 of
the Bylaws: Directors elected by BNP Paribas
employees
26. Grants full powers to the bearer of an original, Mgmt For For
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by Law
--------------------------------------------------------------------------------------------------------------------------
BNP PARIBAS, PARIS Agenda Number: 700936454
--------------------------------------------------------------------------------------------------------------------------
Security: F1063K242
Meeting Type: MIX
Meeting Date: 23-May-2006
Ticker:
ISIN: FR0010272641
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE MEETING HELD ON 12 MAY Non-Voting No vote
2006 HAS BEEN POSTPONED DUE TO LACK OF QUORUM
AND THAT THE SECOND CONVOCATION WILL BE HELD
ON 23 MAY 2006. PLEASE ALSO NOTE THE NEW CUTOFF
DATE IS 18 MAY 2006. IF YOU HAVE ALREADY SENT
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
A Verification Period exists in France. Please Non-Voting No vote
see http://ics.adp.com/marketguide for complete
information. Verification Period: Registered
Shares: 1 to 5 days prior to the meeting date,
depends on company s by-laws. Bearer Shares:
6 days prior to the meeting date. French Resident
Shareowners must complete, sign and forward
the Proxy Card directly to the sub custodian.
Please contact your Client Service Representative
to obtain the necessary card, account details
and directions. The following applies to
Non-Resident Shareowners: Proxy Cards: ADP
will forward voting instructions to the Global
Custodians that have become Registered Intermediaries,
on ADP Vote Deadline Date. In capacity as Registered
Intermediary, the Global Custodian will sign
the Proxy Card and forward to the local custodian.
If you are unsure whether your Global Custodian
acts as Registered Intermediary, please contact
ADP. Trades/Vote Instructions: Since France
maintains a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains to
sale transactions with a settlement date prior
to Meeting Date + 1
1. Receive the reports of the Board of Directors Mgmt No vote
and the Statutory Auditors and approve the
consolidated financial statements for the FYE
31 DEC 2005
2. Receive the report of the Board of Directors Mgmt No vote
and the Auditors general report and approve
the Company s financial statements and the
balance sheet for the YE 31 DEC 2005 showing
net income of EUR 3,423,168,749.54
3. Approve the result for the FY appropriated as Mgmt No vote
follows: net earnings for the FY: EUR 3,423,168,749.54
retained earnings: EUR 8,690,141,972.17 total:
EUR 12,113,310,721.71 to the special investment
reserve: EUR 54,646,169.00 dividend: EUR 2,183,005,487.00
retained earnings: EUR 9,875,659,065.71 total:
EUR 12,113,310,721.71, the shareholders will
receive a net dividend of EUR 2.60 per share
of a par value of EUR 2.00, and will entitle
to the allowance provided by the French General
Tax Code, the Board of Directors is given full
powers to register the fraction of the dividend
on shares held by BNP Paribas in the retained
earnings account, this dividend will be paid
by cash as from 31 MAY 2006 as required by
law; authorize the Board of Directors to draw
upon the retained earnings account the sums
required to pay for the dividend concerning
shares resulting from the subscription options
exercise, which would be carried out before
the dividend payment
4. Receive the special report of the Auditors on Mgmt No vote
agreements governed by Article L. 225-38 of
the French Commercial Code and approve the
said report and the agreements referred to
therein
5. Authorize the Board of Directors to buy back Mgmt No vote
the Company s shares on the open market, in
supersession of all existing authorities, subject
to the conditions described below: maximum
purchase price: EUR 100.00, maximum number
of shares to be acquired: 10 per cent of the
share capital, i.e. 84,033,110 shares, maximum
funds invested in the share buybacks: EUR 8,403,311,000.00
and to take all necessary measures and accomplish
all necessary formalities Authority expires
at the end of 18-months
6. Appoint Mrs. Laurence Parisot as Director for Mgmt No vote
a 3-year period
7. Approve to renew the appointment of Mr. Claude Mgmt No vote
Bebear as Director for a 3-year period
8. Approve to renew the appointment of Mr. Jean-Louis Mgmt No vote
Beffa as Director for a 3-year period
9. Approve to renew the appointment of Mr. Alain Mgmt No vote
Joly as Director for a 3-year period
10. Approve to renew the appointment of Mr. Denis Mgmt No vote
Kessler as Director for a 3-year period
11. Approve to renew the appointment of Mr. Michel Mgmt No vote
Pebereau as Director for a 3-year period
12. Appoint Deloitte ET Associes as the Statutory Mgmt No vote
Auditor to replace Barbier Frinault ET Autres,
Societe Beas as the Deputy Auditor to replace
Richard Olivier, for a 6-year period
13. Approve to renew the appointment: as Statutory Mgmt No vote
Auditor of Mazars ET Guerard, as Deputy Auditor
of Michel Barbet-Massin, for a 6-year period
14. Approve to renew the appointment: as Statutory Mgmt No vote
Auditor of PricewaterhouseCoopers Audit, as
Deputy Auditor of Pierre Coll, for a 6-year
period
15. Grant full powers to the bearer of an original, Mgmt No vote
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by law
16. Authorize the Board of Directors to increase Mgmt No vote
the capital, on one or more occasions, in France
or abroad, by a maximum nominal amount of EUR
1,000,000,000.00, by issuance, with preferred
subscription rights maintained, of ordinary
shares and securities giving access to the
capital the maximum nominal amount of debt
securities which may be issued shall not exceed
EUR 10,000,000,000.00; Authority expires at
the end of 26-months this delegation of powers
cancels and replaces the unused portion of
any earlier delegations to the same effect
and to take all necessary measures and accomplish
all necessary formalities
17. Authorize the Board of Directors to increase Mgmt No vote
the capital, on one or more occasions, in France
or abroad, by a maximum nominal amount of EUR
320,000,000.00, by issuance, without preferred
subscription rights, of ordinary shares and
securities giving access to the capital the
maximum nominal amount of debt securities which
may be issued shall not exceed EUR 7,000,000,000.00
Authority expires at the end of 26-months
this delegation of powers cancels and replaces
the unused portion of any earlier delegations
to the same effect and to take all necessary
measures and accomplish all necessary formalities
18. Authorize the Board of Directors to increase Mgmt No vote
the share capital, in one or more occasions,
up to 10% of the share capital, in consideration
for the contributions in kind, granted to the
Company, of unquoted capital securities or
securities giving access to share capital;
the maximum amount of capital increase to be
carried out under this delegation shall count
against the nominal ceiling of EUR 320,000,000.00
concerning the capital increase without preferred
subscription rights authorized by Resolution
No. 17; Authority is granted for a 26-month
period ; and to take all necessary measures
and accomplish all necessary formalities
19. Authorize the Board of Directors to increase Mgmt No vote
the share capital, in one or more occasions,
to a maximum nominal amount of EUR 1,000,000,000.00,
by way of capitalizing all or part of the reserves,
profits or additional paid in capital, by issuing
bonus shares or raising the par value of existing
shares, or by a combination of these methods
this delegation of powers cancels and replaces
the unused portion of any earlier delegations
to the same effect; Authority expires at the
end of 28-months ; and to take all necessary
measures and accomplish all necessary formalities
20. Approve that the maximum nominal amount pertaining Mgmt No vote
to: the capital increases to be carried out
with the use of the authorizations given by
Resolutions 16,17 and 19 shall not exceed EUR
1,000,000,000.00, the debt securities which
may be issued with the use of the authorizations
given by Resolutions 16 and 17 shall not exceed
EUR 10,000,000,000.00
21. Amend the Resolution 14 authorization to grant Mgmt No vote
stock options to corporate officers and certain
employees adopted by the MIX meeting of 18
MAY 2005 given for a 38-month period as from
this date, as follows: the number of shares
that may be subscribed or purchased through
the exercise of outstanding options may not
exceed 3% of the banks issued capital as of
the date of this meeting, the total number
of bonus shares granted by virtue of the Resolution
1 of the MIX meeting of 18 MAY 2005 shall count
against this ceiling
22. Authorize the Board of Directors to increase Mgmt No vote
the share capital, on one or more occasions
and at its sole discretion, by way of issuing
shares in favor of the Members of the Bank
s Company Savings Plan; Authority expires
at the end of 26-months and for a maximum
nominal amount that shall not exceed EUR 38,000,000.00
to take all necessary measures and accomplish
all necessary formalities this authorization
cancels and replaces the unused portion of
any earlier authorizations to the same effect
23. Authorize the Board of Directors to reduce the Mgmt No vote
share capital on one or more occasions, in
supersession of all existing authorities, by
canceling all or part of the BNP Paribas shares
that the Bank currently holds or that it may
acquire in accordance with the conditions laid
down by the ordinary shareholders meeting,
up to a maximum of 10% of the share capital
over a 24-month period Authority expires at
the end of 18-months and to take all necessary
measures and accomplish all necessary formalities
24. Receive the report of the Board of Directors, Mgmt No vote
the reports of the merger Auditors and the
merger agreement signed on 27 MAR 2006 and
approve: all the provisions of this Merger
Agreement, pursuant to which Societe Centrale
dininvestissements contributes to BNP Paribas,
subject to the fulfillment of the conditions
precedent provided for in said agreement, all
of ifs assets. with the corresponding taking-over
of all its liabilities, the valuation of the
contribution: the assets are valued at EUR
5,453,471,955.00 and tile liabilities at EUR
157,865,721.00, i.e. a total amount of EUR
5,295,606,234.00, the consideration for the
contributions according to an exchange ratio
of 3 BNP Paribas shares against 1 Societe Centrale
investments share consequently, subject to
the fulfillment of the conditions precedent
provided for in said agreement; to increase
the share capital by EUR 1,890.00 by the creation
of 945 new fully paid-up shares of a par value
of EUR 2.00 each carrying rights to the 2008
dividend and to be distributed among the shareholders
of the acquired Company, according to an exchange
ratio of 3 BNP Paribas shares against 1 Societe
Centrale dinvestissements share the difference
between the amount of the net assets contributed
and the amount of the share capital increase,
estimated at EUR 48.139.00, form the merger
premium a merger surplus of fur 807,534,174.00
results from this an amount EUR 190.00 will
be drawn upon the merger premium and allocated
to the legal reserve and the balance, i.e.
EUR 47,949.00, will be allocated to the bank
balance sheet liabilities in the merger premiums
account to which the Company s existing and
new shareholders will hold rights allocation
of the merger surplus: EUR 167,482,877.0010
the result EUR 640,051.297.00 to the merger
premiums account and authorize the Board of
directors to charge the merger operation costs
against the merger premiums account consequently
to what was mentioned, the shareholders meeting
records that, subject to the fulfillment of
the conditions precedent provided for in the
merger agreement, that Societe Centrale D investissements
shall be automatically dissolved without any
liquidation and to take all necessary measures
and accomplish all necessary formalities
25. Approve to simplify the terms and conditions Mgmt No vote
of elections and consequently, to amend the
second paragraph of Article 7 of the bylaws
Directors elected by BNP Paribas employees
26. Grant full powers to the bearer of an original, Mgmt No vote
a copy or extract of the minutes of this meeting
to carry out all filings. publications and
other formalities prescribed by law
--------------------------------------------------------------------------------------------------------------------------
BOSTON PROPERTIES, INC. Agenda Number: 932465013
--------------------------------------------------------------------------------------------------------------------------
Security: 101121101
Meeting Type: Annual
Meeting Date: 03-May-2006
Ticker: BXP
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
WILLIAM M. DALEY Mgmt Withheld Against
EDWARD H. LINDE Mgmt Withheld Against
DAVID A. TWARDOCK Mgmt Withheld Against
02 TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL Shr For Against
CONCERNING THE ANNUAL ELECTION OF DIRECTORS,
IF PROPERLY PRESENTED AT THE ANNUAL MEETING.
03 TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL Shr For Against
CONCERNING EXECUTIVE COMPENSATION, IF PROPERLY
PRESENTED AT THE ANNUAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
BOUYGUES, PARIS Agenda Number: 700902249
--------------------------------------------------------------------------------------------------------------------------
Security: F11487125
Meeting Type: MIX
Meeting Date: 27-Apr-2006
Ticker:
ISIN: FR0000120503
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Verification Period: Registered Shares: 1 to Non-Voting No vote
5 days prior to the meeting date, depends on
company s by-laws. Bearer Shares: 6 days prior
to the meeting date. French Resident Shareowners
must complete, sign and forward the Proxy Card
directly to the sub custodian. Please contact
your Client Service Representative to obtain
the necessary card, account details and directions.
The following applies to Non-Resident
Shareowners: Proxy Cards: ADP will forward
voting instructions to the Global Custodians
that have become Registered Intermediaries,
on ADP Vote Deadline Date. In capacity as
Registered Intermediary, the Global Custodian
will sign the Proxy Card and forward to the
local custodian. If you are unsure whether
your Global Custodian acts as Registered Intermediary,
please contact ADP. Trades/Vote Instructions:
Since France maintains a Verification Period,
for vote instructions submitted that have a
trade transacted (sell) for either the full
security position or a partial amount after
the vote instruction has been submitted to
ADP and the Global Custodian advises ADP of
the position change via the account position
collection process, ADP has a process in effect
which will advise the Global Custodian of the
new account position available for voting.
This will ensure that the local custodian is
instructed to amend the vote instruction and
release the shares for settlement of the sale
transaction. This procedure pertains to sale
transactions with a settlement date prior to
Meeting Date + 1
1. Approve the reports of the Board of Directors, Mgmt No vote
the Chairman of the Board of Directors and
the Auditors general reports, Company s financial
statements, balance sheet for the year 2005
showing net income of EUR 260.833,378.18 and
grant permanent discharge to the Directors
for the performance of their duties during
the said FY
2. Receive the reports of the Board of Directors, Mgmt No vote
the Chairman of the Board of Directors and
the Statutory auditors and approve the consolidated
financial statements for the said FY in the
form presented to the meeting showing net Income
Group share of EUR 832,170,000.00
3. Approve that the distributable income for the Mgmt No vote
FY of EUR 537,180,016.80 be appropriated as
follows: first net dividend: EUR 0.05 per share
or investment certificate i.e. an overall amount
of: EUR 16,838,144.80, additional net dividend:
EUR 0.85 per share or investment certificate,
i.e an overall amount of: EUR 286,248,461.80
the balance of EUR 234,093,410.40 to the retained
earnings account; the shareholders will receive
a net dividend of EUR 0.90 per share or per
investment certificate and will entitle natural
persons domiciled in France to the 40% allowance;
this dividend will be paid by cash on 03 MAY
2006 in the event that the Company holds some
of its own shares on such date; the amount
of the unpaid dividend on such shares shall
be allocated to the retained earnings account,
as required by law
4. Approve to transfer the amount, pursuant to Mgmt No vote
Article 39 of the amended Finance Law for 2004,
of EUR 183,615,274.88 posted to the special
reserve of long capital gains account to the
other reserves account, from which will be
deducted the 2.5% extraordinary tax, as stipulated
by the Article 39 IV of the Finance Law number
2004-1485 of 30 DEC 2004, amounting to: EUR
4,590,381.87 following this transfer, the special
reserve of long-term capital gains account
will show a new balance of EUR 0.00 and authorize
the Board of Directors to take all necessary
measures and accomplish all necessary formalities
5. Receive the special report of the Auditors on Mgmt No vote
agreements governed by the Article L.225-38
of the French Commercial Code and the agreements
referred to therein
6. Ratify the co-optation of Mrs. Patricia Barbizet Mgmt No vote
as a Director and replace the Company Artemisfor
the remainder of the Company Artemis term
of office i.e. until the shareholders meeting
called to approve the financial statements
for 2007
7. Ratify the co-optation of Mr. Jean Henri Pinault Mgmt No vote
as a Director to replace the Societe Financiere
Pinault, for the remainder of the Societe Financiere
Pinault s term of office i.e. until the shareholders
called to approve the financial statements
for 2009
8. Appoint Mr. Martin Bouygues as a Director for Mgmt No vote
a 3 year period
9. Appoint Mrs. Monique Bouygues as a Director Mgmt No vote
for a 3 year period
10. Approve to renew the appointment of Mr. Georges Mgmt No vote
Chodron De Courcel as a Director for a period
of 3 years
11. Appoint Mr. Francois Bertiere as a Director Mgmt No vote
for a 3 year period
12. Ratify the transfer of the Head Office of the Mgmt No vote
Company to: 32, Avenue Hoche, 75008 Paris and
amend the Article 4 of the Bylaws
13. Authorize the Board of Directors, to buy back Mgmt No vote
the Company s shares or investment certificates
on the open market, subject to the conditions
described below: maximum purchase price: EUR
80.00 per share or investment certificate,
minimum sale price: EUR 30.00 per share or
investment certificate, maximum number of shares
and investment certificates to be acquired:
10% of the share capital, maximum funds invested
in the share buy backs: EUR 1,500,000,000.00;
and to take all necessary measures and accomplish
all necessary formalities; this delegation
of powers supersedes any and all earlier delegations
to the same effect
14. Authorize the Board of Directors to issue, in Mgmt No vote
the event that the Laws and Rules applying
to the Company would make possible the use
of such authorization, during public offerings
on the Company shares and in accordance with
the legal provisions and regulations in force
at the date of such use, warrants giving the
right to subscribe under preferential conditions
for shares in the Company, and to allocate
for free said warrants to the shareholders;
the maximal nominal amount of capital increase
liable to be carried out under this delegation
of authority shall not exceed EUR 150,000,000.00;
the maximum number of equity warrants liable
to be issued shall not exceed 450,000,000 and
authorize the Board of Directors to take all
necessary measures and accomplish all necessary
formalities and also includes a waiver by shareholders
of their pre-emptive right to the Company ordinary
shares to which the equity warrants issued
under this authorization may give rise to entitlement
Authority expires on completion of 18 months
15. Approve the reports of the Board of Directors Mgmt No vote
and the Special Advantages Auditor, the evaluation
by Detroyat ET Associes, by a majority required
of 95% of the present and represented, by the
voting right certificates holders special meeting,
of the existing certificates consolidation
into shares; the existing certificates consolidation
into shares Scheme presented by the Board of
Directors in accordance with Article L.228-31
of the French Commercial Code and the purchase
by the Company of the whole voting right certificates,
set at EUR 5.46 per voting right certificate
and the allocation for free to investment certificate
bearers of the corresponding voting right certificates,
decides to proceed with this consolidation
and authorize the Board of Directors to amend:
Article 7, 8, 9, 10,24, 25 of the ByLaws
16. Authorize the Board of Directors by all legal Mgmt No vote
means, to increase the share capital in accordance
with the conditions and limitations set forth
by Resolutions number 10, 11, 12. 13, 14, 15,
16 17 and 18; the shareholders; the investment
certificate holders, meeting at a special meeting,
have waived in the event of an issuance without
preferential subscription right, their pre-emptive
right to any voting preference shares with
the same rights as investment certificates,
and also, that they have noted that this authorization
includes the waiver of their pre-emptive right
to any non preference shares with the same
rights as investment certificates, to which
the securities issued under this authorization
may give rise to entitlement Authority expires
on completion of 14 months
17. Authorize the Board of Directors to issue, in Mgmt No vote
the event that the Laws and Rules applying
to the company would make possible the use
of such authorization, during public offerings
on the Company shares and in accordance with
the legal provisions and regulations in force
at the date of such use, warrants s entitling
to subscribe, on preferential conditions, to
shares of the company and to freely allocate
them to the shareholders; the maximal nominal
amount of capital increases to be carried out
under this delegation of authori1y shall not
exceed EUR 150,000,000.00 this amount shall
count against the global ceiling set in the
10th Resolution of the shareholder s meeting
of 28 APR 2005, the maximum number of warrants
issued will not exceed 450,000,000 and authorize
the Board of Directors to take all necessary
measures and accomplish all necessary formalities
and meeting notes that this authorization includes
waiver by shareholders of their pre-emptive
right to the Company ordinary shares to which
the equity warrants issued under this authorization
may give rise to entitlement and waiver by
investment certificate holders meeting at a
special meeting today of their pre-emptive
right to the non-voting preference shares with
the same rights as investment certificates
to which the equity warrants issued under this
authorization may give rise to entitlement
Authority expires on completion of 18 months
18. Authorize the Board of Directors to reduce the Mgmt No vote
share capital on one or more occasions and
at its sole discretion, by canceling all or
part of the shares held by the Company in connection
with a stock repurchase plan up to a maximum
of 10% of the share capital over a 24-month
period and to charge the difference between
the purchase price of the cancelled shares
and their nominal par value on all the accounts
of bonuses and the available reserves, it supersedes
any and all earlier authorizations to the same
effect and to take all necessary measures and
accomplish all necessary formalities Authority
expires on completion of 18 months
19. Authorize the Board of Directors to issue, for Mgmt No vote
the profit of investment certificates holders:
non-voting preference shares with the same
rights as investment certificates, and any
securities giving access to non-voting preference
shares with the same rights as investment certificates
to a maximum nominal amount of EUR 10,000,000.00,
the nominal amount of debt securities issued
shall not exceed EUR 10,000,000.00 and supersedes
any and all earlier authorizations to the same
effect and to take all necessary measures and
accomplish all necessary formalities Authority
expires for a period of 18 months
20. Amend the Article 18 of the By-Laws: control Mgmt No vote
agents
21. Approve to grant all powers to the bearer of Mgmt No vote
an original a copy or extract of the minutes
of this meeting to carry out all filings, publications
and other formalities prescribed by Law
--------------------------------------------------------------------------------------------------------------------------
BP P.L.C. Agenda Number: 932448675
--------------------------------------------------------------------------------------------------------------------------
Security: 055622104
Meeting Type: Annual
Meeting Date: 20-Apr-2006
Ticker: BP
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RECEIVE THE DIRECTORS ANNUAL REPORT AND Mgmt For For
THE ACCOUNTS
02 TO APPROVE THE DIRECTORS REMUNERATION REPORT Mgmt For For
03 DIRECTOR
DR D C ALLEN Mgmt For For
LORD BROWNE Mgmt For For
MR J H BRYAN Mgmt For For
MR A BURGMANS Mgmt For For
MR I C CONN Mgmt For For
MR E B DAVIS, JR Mgmt For For
MR D J FLINT Mgmt For For
DR B E GROTE Mgmt For For
DR A B HAYWARD Mgmt For For
DR D S JULIUS Mgmt For For
SIR TOM MCKILLOP Mgmt For For
MR J A MANZONI Mgmt For For
DR W E MASSEY Mgmt For For
SIR IAN PROSSER Mgmt For For
MR M H WILSON Mgmt For For
MR P D SUTHERLAND Mgmt For For
04 TO RE-APPOINT ERNST & YOUNG LLP AS AUDITORS Mgmt For For
AND AUTHORIZE THE BOARD TO SET THEIR REMUNERATION
05 SPECIAL RESOLUTION: TO GIVE LIMITED AUTHORITY Mgmt For For
FOR THE PURCHASE OF ITS OWN SHARES BY THE COMPANY
06 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A SPECIFIED Mgmt For For
AMOUNT
07 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO ALLOT Mgmt For For
A LIMITED NUMBER OF SHARES FOR CASH WITHOUT
MAKING AN OFFER TO SHAREHOLDERS
--------------------------------------------------------------------------------------------------------------------------
BT GROUP PLC Agenda Number: 700739937
--------------------------------------------------------------------------------------------------------------------------
Security: G16612106
Meeting Type: AGM
Meeting Date: 13-Jul-2005
Ticker:
ISIN: GB0030913577
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the Statutory Mgmt No vote
reports
2. Approve the remuneration report Mgmt No vote
3. Approve the final dividend of 6.5 pence per Mgmt No vote
ordinary share
4. Re-elect Mr. Ben Verwaayen as a Director Mgmt No vote
5. Re-elect Dr. Paul Reynolds as a Director Mgmt No vote
6. Re-elect Mr. Carl Symon as a Director Mgmt No vote
7. Re-elect Mr. Baroness Jay as a Director Mgmt No vote
8. Elect Mr. Hanif Lalani as a Director Mgmt No vote
9. Re-appoint PricewaterhouseCoopers as the Auditors Mgmt No vote
of the Company
10. Authorize the Board to fix remuneration of the Mgmt No vote
Auditors
11. Grant authority to issue of equity or equity-linked Mgmt No vote
securities with pre-emptive rights up to aggregate
nominal amount of GBP 140,000,000
S.12 Grant authority to issue of equity or equity-linked Mgmt No vote
securities without pre-emptive rights up to
aggregate nominal amount of GBP 21,800,000
S.13 Grant authority to make market purchase of 850,000,000 Mgmt No vote
ordinary shares
14. Amend the BT Group Retention Share Plan and Mgmt No vote
the BT Group Deferred Bonus Plan
15. Authorize British Telecommunication PLC to make Mgmt No vote
EU Political Organization donation up to GBP
100,000
--------------------------------------------------------------------------------------------------------------------------
CANADIAN IMPERIAL BANK OF COMMERCE Agenda Number: 932435414
--------------------------------------------------------------------------------------------------------------------------
Security: 136069101
Meeting Type: Annual
Meeting Date: 02-Mar-2006
Ticker: BCM
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPOINTMENT OF AUDITORS Mgmt No vote
02 DIRECTOR
B.S. BELZBERG Mgmt No vote
J.H. BENNETT Mgmt No vote
G.F. COLTER Mgmt No vote
W.L. DUKE Mgmt No vote
I.E.H. DUVAR Mgmt No vote
W.A. ETHERINGTON Mgmt No vote
M.A. FRANSSEN Mgmt No vote
G.D. GIFFIN Mgmt No vote
J.A. GRANT Mgmt No vote
L.S. HASENFRATZ Mgmt No vote
P.M. HAYLES Mgmt No vote
J.S. LACEY Mgmt No vote
J.P. MANLEY Mgmt No vote
G.T. MCCAUGHEY Mgmt No vote
C. SIROIS Mgmt No vote
S.G. SNYDER Mgmt No vote
C.M. TRUDELL Mgmt No vote
R.W. TYSOE Mgmt No vote
3A SHAREHOLDER PROPOSAL NO. 1 Shr No vote
3B SHAREHOLDER PROPOSAL NO. 2 Shr No vote
3C SHAREHOLDER PROPOSAL NO. 3 Shr No vote
--------------------------------------------------------------------------------------------------------------------------
CEMEX, S.A. DE C.V. Agenda Number: 932484621
--------------------------------------------------------------------------------------------------------------------------
Security: 151290889
Meeting Type: Special
Meeting Date: 27-Apr-2006
Ticker: CX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
E1 PROPOSAL TO SPLIT EACH OF THE COMPANY S ORDINARY Mgmt For For
COMMON SHARES SERIES A AND SERIES B SHARES
AND AMEND ARTICLE 6 OF THE COMPANY S BY-LAWS.
E2 PROPOSAL TO CHANGE THE COMPANY S BY-LAWS. Mgmt For For
E3 APPOINTMENT OF DELEGATES TO FORMALIZE THE RESOLUTIONS Mgmt For For
ADOPTED AT THE MEETING AND THE CHANGES IN THE
COMPANY S BY-LAWS OR ESTATUTOS SOCIALES, IF
APPLICABLE.
O1 APPROVAL OF THE FINANCIAL STATEMENTS FOR THE Mgmt For For
FISCAL YEAR ENDED DECEMBER 31, 2005.
O2 ALLOCATION OF PROFITS AND THE MAXIMUM AMOUNT Mgmt For For
OF FUNDS TO BE USED FOR THE PURCHASE OF COMPANY
SHARES.
O3 PROPOSAL TO INCREASE THE CAPITAL STOCK OF THE Mgmt For For
COMPANY IN ITS VARIABLE PORTION.
O4 APPOINTMENT OF DIRECTORS AND STATUTORY AUDITORS, Mgmt For For
AND PRESIDENT OF THE AUDIT COMMITTEE AND SOCIETAL
PRACTICES.
O5 COMPENSATION OF DIRECTORS, STATUTORY AUDITORS Mgmt For For
AND AUDIT AND SOCIETAL PRACTICES COMMITTEE.
O6 APPOINTMENT OF DELEGATES TO FORMALIZE THE RESOLUTIONS Mgmt For For
ADOPTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 932454399
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 26-Apr-2006
Ticker: CVX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
S.H. ARMACOST Mgmt For For
L.F. DEILY Mgmt For For
R.E. DENHAM Mgmt For For
R.J. EATON Mgmt For For
S. GINN Mgmt For For
F.G. JENIFER Mgmt For For
S. NUNN Mgmt For For
D.J. O'REILLY Mgmt For For
D.B. RICE Mgmt For For
P.J. ROBERTSON Mgmt For For
C.R. SHOEMATE Mgmt For For
R.D. SUGAR Mgmt For For
C. WARE Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 AMEND COMPANY BY-LAWS TO INCLUDE PROPONENT REIMBURSEMENT Shr For Against
04 REPORT ON OIL & GAS DRILLING IN PROTECTED AREAS Shr Against For
05 REPORT ON POLITICAL CONTRIBUTIONS Shr Against For
06 ADOPT AN ANIMAL WELFARE POLICY Shr Against For
07 REPORT ON HUMAN RIGHTS Shr For Against
08 REPORT ON ECUADOR Shr Against For
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 932447750
--------------------------------------------------------------------------------------------------------------------------
Security: 172967101
Meeting Type: Annual
Meeting Date: 18-Apr-2006
Ticker: C
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
C. MICHAEL ARMSTRONG Mgmt For For
ALAIN J.P. BELDA Mgmt For For
GEORGE DAVID Mgmt For For
KENNETH T. DERR Mgmt For For
JOHN M. DEUTCH Mgmt For For
R. HERNANDEZ RAMIREZ Mgmt For For
ANN DIBBLE JORDAN Mgmt For For
KLAUS KLEINFELD Mgmt For For
ANDREW N. LIVERIS Mgmt For For
DUDLEY C. MECUM Mgmt For For
ANNE MULCAHY Mgmt For For
RICHARD D. PARSONS Mgmt For For
CHARLES PRINCE Mgmt For For
JUDITH RODIN Mgmt For For
ROBERT E. RUBIN Mgmt For For
FRANKLIN A. THOMAS Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS CITIGROUP S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2006.
03 PROPOSAL TO AMEND ARTICLE FOURTH OF THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION.
04 PROPOSAL TO AMEND ARTICLE EIGHTH OF THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION.
05 PROPOSAL TO AMEND ARTICLE NINTH OF THE RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION.
06 STOCKHOLDER PROPOSAL REQUESTING NO FUTURE NEW Shr Against For
STOCK OPTION GRANTS AND NO RENEWAL OR REPRICING
OF CURRENT STOCK OPTIONS.
7 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
POLITICAL CONTRIBUTIONS.
8 STOCKHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CHARITABLE CONTRIBUTIONS.
9 STOCKHOLDER PROPOSAL REQUESTING THE ADOPTION Shr For Against
OF A POLICY REGARDING PERFORMANCE-BASED EQUITY
COMPENSATION FOR SENIOR EXECUTIVES.
10 STOCKHOLDER PROPOSAL REGARDING REIMBURSEMENT Shr Against For
OF EXPENSES INCURRED BY A STOCKHOLDER IN A
CONTESTED ELECTION OF DIRECTORS.
11 STOCKHOLDER PROPOSAL REQUESTING THAT THE CHAIRMAN Shr Against For
OF THE BOARD HAVE NO MANAGEMENT DUTIES, TITLES
OR RESPONSIBILITIES.
12 STOCKHOLDER PROPOSAL REQUESTING THE RECOUPMENT Shr Against For
OF MANAGEMENT BONUSES IN THE EVENT OF A RESTATEMENT
OF EARNINGS.
--------------------------------------------------------------------------------------------------------------------------
CITIZENS COMMUNICATIONS COMPANY Agenda Number: 932498238
--------------------------------------------------------------------------------------------------------------------------
Security: 17453B101
Meeting Type: Annual
Meeting Date: 25-May-2006
Ticker: CZN
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
KATHLEEN Q. ABERNATHY Mgmt For For
LEROY T. BARNES, JR. Mgmt For For
JERI B. FINARD Mgmt For For
LAWTON WEHLE FITT Mgmt For For
STANLEY HARFENIST Mgmt For For
WILLIAM M. KRAUS Mgmt For For
HOWARD L. SCHROTT Mgmt For For
LARRAINE D. SEGIL Mgmt For For
BRADLEY E. SINGER Mgmt For For
EDWIN TORNBERG Mgmt For For
DAVID H. WARD Mgmt For For
MYRON A. WICK, III Mgmt For For
MARY AGNES WILDEROTTER Mgmt For For
02 TO ADOPT THE NON-EMPLOYEE DIRECTORS EQUITY Mgmt For For
INCENTIVE PLAN.
03 TO CONSIDER AND VOTE UPON A STOCKHOLDER PROPOSAL, Shr For Against
IF PRESENTED AT THE MEETING.
04 TO RATIFY THE SELECTION OF KPMG LLP AS OUR INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2006.
--------------------------------------------------------------------------------------------------------------------------
COMPAGNIE FINANCIERE RICHEMONT AG Agenda Number: 700791406
--------------------------------------------------------------------------------------------------------------------------
Security: H25662141
Meeting Type: AGM
Meeting Date: 15-Sep-2005
Ticker:
ISIN: CH0012731458
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting No vote
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Accept the financial statements and the statutory Mgmt No vote
reports
2. Approve the allocation of income and dividends Mgmt No vote
of CHF 0.04 per A bearer share and CHF 0.004
per B bearer share
3. Grant discharge to the Board and the Senior Mgmt No vote
Management
4.1 Re-elect Mr. Johann Rupert as a Director Mgmt No vote
4.2 Re-elect Mr. Jean-Paul Aeschimann as a Director Mgmt No vote
4.3 Re-elect Mr. Franco Cologni as a Director Mgmt No vote
4.4 Re-elect Mr. Leo Deschuyteneer as a Director Mgmt No vote
4.5 Re-elect Lord Douro as a Director Mgmt No vote
4.6 Re-elect Mr. Yves-Andre Istel as a Director Mgmt No vote
4.7 Re-elect Mr. Richard Lepeu as a Director Mgmt No vote
4.8 Re-elect Mr. Simon Murray as a Director Mgmt No vote
4.9 Re-elect Mr. Alain Dominique Perrin as a Director Mgmt No vote
4.10 Re-elect Mr. Alan Quasha as a Director Mgmt No vote
4.11 Re-elect Lord Renwick of Clifton as a Director Mgmt No vote
4.12 Re-elect Mr. Jurgen Schrempp as a Director Mgmt No vote
4.13 Re-elect Mr. Ernst Verloop as a Director Mgmt No vote
5. Ratify PricewaterhouseCoopers as the Auditors Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
COMPAGNIE FINANCIERE RICHEMONT AG Agenda Number: 700795947
--------------------------------------------------------------------------------------------------------------------------
Security: H25662141
Meeting Type: AGM
Meeting Date: 15-Sep-2005
Ticker:
ISIN: CH0012731458
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 256195 DUE TO RECEIPT IN ADDITIONAL RESOLUTIONS.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting No vote
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS
1. Accept the financial statements and the statutory Mgmt No vote
reports
2. Approve the allocation of income and dividends Mgmt No vote
of CHF 0.04 per A bearer share and CHF 0.004
per B bearer share
3. Grant discharge to the Board and the Senior Mgmt No vote
Management
4. Re-elect Mr. Johann Rupert as a Director Mgmt No vote
5. Re-elect Mr. Jean-Paul Aeschimann as a Director Mgmt No vote
6. Re-elect Mr. Franco Cologni as a Director Mgmt No vote
7. Re-elect Mr. Leo Deschuyteneer as a Director Mgmt No vote
8. Re-elect Lord Douro as a Director Mgmt No vote
9. Re-elect Mr. Yves-Andre Istel as a Director Mgmt No vote
10. Re-elect Mr. Richard Lepeu as a Director Mgmt No vote
11. Re-elect Mr. Simon Murray as a Director Mgmt No vote
12. Re-elect Mr. Alain Dominique Perrin as a Director Mgmt No vote
13. Re-elect Mr. Alan Quasha as a Director Mgmt No vote
14. Re-elect Lord Renwick of Clifton as a Director Mgmt No vote
15. Re-elect Mr. Jurgen Schrempp as a Director Mgmt No vote
16. Re-elect Mr. Ernst Verloop as a Director Mgmt No vote
17. Re-elect Mr. Norbert Platt as a Director Mgmt No vote
18. Re-elect Ms. Martha Wikstrom as a Director Mgmt No vote
19. Ratify PricewaterhouseCoopers as the Auditors Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
COMPAGNIE FINANCIERE RICHEMONT AG Agenda Number: 700799705
--------------------------------------------------------------------------------------------------------------------------
Security: H25662141
Meeting Type: AGM
Meeting Date: 15-Sep-2005
Ticker:
ISIN: CH0012731458
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 258958 DUE TO CHANGE IN THE AGENDA. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting No vote
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Accept the financial statements and the statutory Mgmt No vote
reports
2. Approve the allocation of income and dividends Mgmt No vote
of CHF 0.04 per A bearer share and CHF 0.004
per B bearer share
3. Grant discharge to the Board and the Senior Mgmt No vote
Management
4. Re-elect Mr. Johann Rupert, Mr Jean-Paul Aeschimann, Mgmt No vote
Mr. Franco Cologni, Mr. Leo Deschuyteneer,
Lord Douro, Mr. Yves-Andre Istel, Mr. Richard
Lepeu, Mr. Simon Murray, Mr. Alain Dominique
Perrin, Mr. Alan Quasha, Lord Renwick of Clifton,
Mr. Jurgen Schrempp, Mr. Ernst Verloop as the
Directors
5. Appoint PricewaterhouseCoopers as the Auditors Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
COOPER INDUSTRIES, LTD. Agenda Number: 932446734
--------------------------------------------------------------------------------------------------------------------------
Security: G24182100
Meeting Type: Annual
Meeting Date: 25-Apr-2006
Ticker: CBE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
I.J. EVANS Mgmt No vote
K.S. HACHIGIAN Mgmt No vote
J.R. WILSON Mgmt No vote
02 APPOINT ERNST & YOUNG AS INDEPENDENT AUDITORS Mgmt No vote
FOR THE YEAR ENDING 12/31/2006.
03 APPROVE THE AMENDED AND RESTATED MANAGEMENT Mgmt No vote
ANNUAL INCENTIVE PLAN.
04 APPROVE THE AMENDED AND RESTATED DIRECTORS Mgmt No vote
STOCK PLAN.
05 SHAREHOLDER PROPOSAL REQUESTING COOPER TO IMPLEMENT Shr No vote
A CODE OF CONDUCT BASED ON INTERNATIONAL LABOR
ORGANIZATION HUMAN RIGHTS STANDARDS.
--------------------------------------------------------------------------------------------------------------------------
CREDIT AGRICOLE SA, PARIS Agenda Number: 700904419
--------------------------------------------------------------------------------------------------------------------------
Security: F22797108
Meeting Type: AGM
Meeting Date: 17-May-2006
Ticker:
ISIN: FR0000045072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS AN MIX MEETING. THANK Non-Voting No vote
YOU.
A Verification Period exists in France. Please Non-Voting No vote
see http://ics.adp.com/marketguide for complete
information. Verification Period: Registered
Shares: 1 to 5 days prior to the meeting date,
depends on company s by-laws. Bearer Shares:
6 days prior to the meeting date. French
Resident Shareowners must complete, sign and
forward the Proxy Card directly to the sub
custodian. Please contact your Client Service
Representative to obtain the necessary card,
account details and directions. The following
applies to Non-Resident Shareowners: Proxy
Cards: ADP will forward voting instructions
to the Global Custodians that have become Registered
Intermediaries, on ADP Vote Deadline Date.
In capacity as Registered Intermediary, the
Global Custodian will sign the Proxy Card and
forward to the local custodian. If you are
unsure whether your Global Custodian acts as
Registered Intermediary, please contact ADP.
Trades/Vote Instructions: Since France
maintains a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains
to sale transactions with a settlement date
prior to Meeting Date + 1
O.1 Approve the annual accounts on 31 DEC 2005 Mgmt No vote
O.2 Approve the consolidated accounts on 31 DEC Mgmt No vote
2005
o.3 Approve the allocation of the results of the Mgmt No vote
FY 2005 and to set and payment of the dividend
o.4 Approve the conventions in Articles L225-38 Mgmt No vote
of the Commercial Law
o.5 Ratify the coopting of a Director Mgmt No vote
o.6 Appoint a Director Mgmt No vote
o.7 Approve to renew the Directors terms of office Mgmt No vote
o.8 Approve to renew the Principal Statutory Auditors Mgmt No vote
terms of office
o.9 Approve the renewal of the Substitute Statutory Mgmt No vote
Auditor s term of office
O.10 Appoint a Substitute Statutory Auditor Mgmt No vote
o.11 Approve the Directors fees to the Directors Mgmt No vote
O.12 Authorize the Board of Directors in order to Mgmt No vote
trade in the Cmpany s shares
e.1 Authorize the Board of Directors in order to Mgmt No vote
increase the share capital by issue of ordinary
shares and/or any all securities giving access
immediately and/or in the future to the share
capital, with retention of the preferential
subscription rights
e.2 Authorize the Board of Directors in order to Mgmt No vote
increase the share capital by issue of ordinary
shares and/or any all securities giving access
immediately and/or in the future to the share
capital, with waiver of the preferential subscription
rights
e.3 Authorize the Board of Directors to increase Mgmt No vote
the number of securities to issue in case of
share capital increase with or without preferential
subscription rights
e.4 Authorize the Board of Directors to issue of Mgmt No vote
securities giving access to share capital to
remunerate contributions in kind to the Company
constituted of securities giving access to
share capital
e.5 Authorize the Board of Directors to determinate Mgmt No vote
the issue price of ordinary shares or securities
giving access to share capital, in case of
cancellation of the preferential subscription
right, in the annual limit of 5% of the share
capital
e.6 Authorize the Board of Directors to increase Mgmt No vote
the share capital by incorporation of reserves,
profit, premium or others
e.7 Authorize the Board of Directors to grant purchase Mgmt No vote
option and/or purchase subscription of the
Company
e.8 Authorize the Board of Directors to proceed Mgmt No vote
to share capital increase reserved for employees
of Credit Agricole Group Member of a Company
s Saving Scheme
e.9 Authorize the Board of Directors to proceed Mgmt No vote
to share capital increase reserved for employees
of Credit Agricole International Company
e.10 Authorize the Board of Directors to proceed Mgmt No vote
to share capital increase reserved for employees
of Credit Agricole Group Member of a Group
s Saving Sheme in the United States
e.11 Authorize the Board of Directors to reduce the Mgmt No vote
share capital by the way of the cancellation
of shares
e.12 Approve the statutory amendment in order to Mgmt No vote
put the Satutes in conformity with the Law
Number 2005-842 on 26 JUL 2005 for the confidence
and the modernization of the economy
e.13 Approve the formalities, powers; forecast dividend: Mgmt No vote
EUR 0.94, ex-date: 29 MAY 2006
--------------------------------------------------------------------------------------------------------------------------
CREDIT AGRICOLE SA, PARIS Agenda Number: 700910462
--------------------------------------------------------------------------------------------------------------------------
Security: F22797108
Meeting Type: MIX
Meeting Date: 17-May-2006
Ticker:
ISIN: FR0000045072
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 287415 DUE TO ADDITIONAL RESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU
A Verification Period exists in France. Please Non-Voting No vote
see http://ics.adp.com/marketguide for complete
information. Verification Period: Registered
Shares: 1 to 5 days prior to the meeting date,
depends on the Company s By-laws. Bearer Shares:
6 days prior to the meeting date. French Resident
Shareowners must complete, sign and forward
the Proxy Card directly to the sub custodian.
Please contact your Client Service Representative
to obtain the necessary card, account details
and directions. The following applies to
Non-Resident Shareowners: Proxy Cards: ADP
will forward voting instructions to the Global
Custodians that have become Registered Intermediaries,
on ADP Vote Deadline Date. In capacity as Registered
Intermediary, the Global Custodian will sign
the Proxy Card and forward to the local custodian.
If you are unsure whether your Global Custodian
acts as Registered Intermediary, please contact
ADP. Trades/Vote Instructions: Since France
maintains a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains to
sale transactions with a settlement date prior
to Meeting Date + 1
O.1 Receive the management report of the Board of Mgmt No vote
Directors and the Auditors general report,
and approve the Company s financial statements
and the balance sheet for the YE 31 DEC 2005;
approve the charges and expenses that were
not tax-deductible of EUR 44,109.00 with a
corresponding tax of EUR 15,408.74
O.2 Receive the reports of the Board of Directors Mgmt No vote
and the Statutory Auditors and approve the
consolidated financial statements for the said
FY
O.3 Acknowledge that: the net income for the FY Mgmt No vote
is of EUR 2,450,087,502.11, the prior retained
earnings is of EUR 232,213,796.33 i.e. a total
of EUR 2,682,301,298.44; approve that this
distributable income be appropriated as follows:
to the legal reserve, 5% of the net income,
i.e. EUR 122,504,375.11, to the total dividend:
EUR 1,407,482,962.94, to the retained earnings:
EUR 1,152,313,960.39; the shareholders will
receive a net dividend of EUR 0.94 per share,
and will entitle to the 40% allowance provided
by the French tax code; this dividend will
be paid on 29 MAY 2006; in the event that the
Company holds some of its own shares on such
date, the amount of the unpaid dividend on
such shares shall be allocated to the retained
earnings account
O.4 Receive the special report of the Auditors on Mgmt No vote
agreements governed by Articles L. 225-38 et
seq. of the French Commercial Code and approve
said report and the agreements referred to
therein
O.5 Ratify the co-optation of Mr. Jean-Roger Drouet Mgmt No vote
as a Director, to replace Mr. Jean-Claude Pichon,
for the remainder of Mr. Jean-Claude Pichon
s term of office, i.e. until the shareholders
meeting called to approve the financial statements
for the FYE 31 DEC 2007
O.6 Acknowledge Mr. Pierre Kerfriden s resignation Mgmt No vote
and appoint Mr. Bruno De Laage as a Director,
for the remainder of Mr. Pierre Kerfriden s
term of office, i.e. until the shareholders
meeting called to approve the financial statements
for the FYE 31 DEC 2006
O.7 Approve to renew the appointment of Mr. Noel Mgmt No vote
Dupuy as a Director for a 3-year period
O.8 Approve to renew the appointment of Mrs. Carole Mgmt No vote
Giraud as a Director for a 3-year period
O.9 Approve to renew the appointment of Mr. Roger Mgmt No vote
Gobin as a Director for a 3 year period
O.10 Approve to renew the appointment of Mr. Bernard Mgmt No vote
Mary as a Director for a 3-year period
O.11 Approve to renew the appointment of Mr. Jean-Pierre Mgmt No vote
Pargade as a Director for a 3-year period
O.12 Approve to renew the appointment of the Company Mgmt No vote
Sas Rue La Boetie as a Director for a 3-year
period
O.13 Acknowledge that the term of office, as the Mgmt No vote
Statutory Auditor, of the Company, Barbier,
Frinault Et Autres is over at the end of the
present meeting and approve to renew the appointment
of Barbier, Frinault Et Autres as the Statutory
Auditor for a 6-year period
O.14 Acknowledge that the term of office of the Company Mgmt No vote
PricewaterhouseCoopers Audit, as the Statutory
Auditor, is over at the end of the present
meeting and approve to renew the appointment
of PricewaterhouseCoopers Audit as the Statutory
Auditor for a 6-year period
O.15 Acknowledge that the term of office, as the Mgmt No vote
Deputy Auditor, of Mr. Pierre Coll is over
at the end of the present meeting and approve
to renew the appointment of Mr. Pierre Coll
as the Deputy Auditor of the Company PricewaterhouseCoopers
Audit for a 6-year period
O.16 Acknowledge that the term of office of Mr. Alain Mgmt No vote
Grosman, as the Deputy Auditor, is over at
the end of the present meeting and appoint
as the Deputy Auditor of the Company Barbier,
Frinault Et Autres, the Company Picarle Et
Associes for a 6-year period
O.17 Approve to award total annual fees of EUR 850,000.00 Mgmt No vote
to the Directors
O.18 Authorize the Board of Directors, in supersession Mgmt No vote
to the authorization granted by the ordinary
shareholders meeting of 18 MAY 2005, to trade
in the Company s shares on the stock market,
subject to the conditions described below:
maximum purchase price: EUR 45.00; maximum
number of shares to be acquired: 10% of the
share capital, or 5% of its capital when the
share are acquired by the Company with a view
to their retention or their subsequent delivery
in payment or exchange as part of a merger,
divestment or capital contribution; maximum
funds invested in the share buybacks: EUR 3,000,000,000.00;
Authority expires the earlier of the renewal
by another ordinary shareholders meeting or
18 months ; to take all necessary measures
and accomplish all necessary formalities
E.19 Authorize the Board of Directors, in supersession Mgmt No vote
of the unused part of the authorization granted
by the shareholders meeting of 18 MAY 2005,
the necessary powers to increase the capital,
on one or more occasions, in France or abroad,
by a maximum nominal amount of EUR 4,000,000,000.00,
by issuance, with preferred subscription rights
maintained, of ordinary shares of the Company
and, or of any other securities giving right
by all means to the share capital; the maximum
nominal amount of debt securities which may
be issued shall not exceed EUR 5,000,000,000.00;
Authority expires at the end of 26 months
; to take all necessary measures and accomplish
all necessary formalities, to charges the issuance
costs, rights and fees against the related
premiums and deduct from the premiums the amounts
necessary to raise the legal reserve to one-tenth
of the new capital after each increase
E.20 Authorize the Board of Directors, in supersession Mgmt No vote
of the unused part of the authorization granted
on 18 MAY 2005, to increase the capital, in
one or more occasions, in France or abroad,
by a maximum nominal amount of EUR 900,000,000.00,
by issuance, with out pre-emptive subscription
rights, of ordinary shares of the Company and/or
of any other securities giving access by all
means to the share capital, the maximum nominal
amount of debt securities which may be issued
shall not exceed EUR 5,000,000,000.00; the
whole with in the limit of the fraction unused
of the ceilings set forth in Resolution E.19
being specified that any issue carried out
as per the present resolution shall count against
the or the said corresponding ceiling ceilings
; Authority expires at the end of 26 months
; to take all necessary measures and accomplish
all necessary formalities; to charge the issuance
costs, rights and fees against the related
and fees against the related premiums and deduct
from the premiums the amounts necessary to
raise the legal reserve to 1/10 of the new
capital after each increase
E.21 Authorize the Board of Directors to increase Mgmt No vote
the number of securities to be issued in the
event of a capital increase, for each of the
issues with or without preferential subscription
right of shareholders, at the same price as
the initial issue, within 30 days of the closing
of the subscription period and up to a maximum
of 15% of the initial issue; Authority expires
at the conclusion of 26 months ; the maximum
amount of the capital increases realized accordingly
to the present delegation, shall count against
the limit of the overall ceilings of capital
increase set forth in Resolutions E.19 and
E.20
E.22 Authorize the Board of Directors to increase Mgmt No vote
the share capital up to 10% of the share capital,
in consideration for the contributions in kind
granted to the Company and comprised of capital
securities or securities giving access to share
capital; Authority expires at the conclusion
of 26 months ; and to take all necessary measures
and accomplish all necessary formalities; the
maximum amount of the capital increases realized
accordingly to the present delegation, shall
count against the limit of the overall ceilings
set forth in Resolution E.20
E.23 Authorize the Board of Directors within the Mgmt No vote
limit of 5% of the Company s share capital
per year, to set the issue price of the ordinary
shares or securities to be issued, in accordance
with the terms and conditions determined by
the shareholder s meeting
E.24 Authorize the Board of Directors, in supersession Mgmt No vote
of the unused fraction of the authorization
granted by the combined shareholders meeting
of 18 MAY 2005, to increase the share capital,
in one or more occasions, to a maximum nominal
amount of EUR 3,000,000,000.00, by way of capitalizing
reserves, profits, premiums or other means,
provided that such capitalization is allowed
by law and under the By-Laws, by issuing bonus
shares or raising the par value of existing
shares, or by a combination of these methods;
this amount is independent from the overall
ceiling fixed in Resolutions E.19 and E.20
of the present meeting; Authority expires
at the conclusion of 26 months ; and to take
all necessary measures and accomplish all necessary
formalities
E.25 Authorize the Board of Directors, in supersession Mgmt No vote
to the authorization granted by Resolution
21 of the combined shareholders meeting of
21 MAY 2003, to grant in one or more transactions,
to employees and corporate officers of the
Company and of related Companies, options giving
the right either to subscribe for shares, or
to purchase existing shares purchased by the
Company, it being provided that the options
shall not give rights to a total number of
shares, which shall exceed 2% of the share
capital; Authority expires at the conclusion
of 38 months ; and to take all necessary measures
and accomplish all necessary formalities
E.26 Authorize the Board of Directors, in supersession Mgmt No vote
to the authorization granted by Resolution
20 of the shareholders meeting of 18 MAY 2005,
to increase the share capital, on one or more
occasions, at its sole discretion, by way of
issuing shares in favor of employees of the
Group Credit Agricole who are members of a
Company Savings Plan; Authority expires at
the conclusion of 26 months ; for an amount
that shall not exceed EUR 150,000,000.00; this
amount shall not count against the amount of
capital increases resulting from the previous
resolutions; and to take all necessary measures
and accomplish all necessary formalities
E.27 Authorize the Board of Directors to increase Mgmt No vote
the share capital, on one or more occasions,
by way of issuing new shares in favor of the
Company Credit Agricole International employees;
Authority is given for a period expiring on
the day of shareholder s meeting ; approve
the 2006 financial statements and for an amount
that shall not exceed EUR 40,000,000.00; to
take all necessary measures and accomplish
all necessary formalities
E.28 Authorize the Board of Directors to increase Mgmt No vote
the share capital, on one or more occasions,
by way of issuing shares to be paid in cash
in favor of employees of the Group Credit Agricole,
who are members of the Company Savings Plan
in the United States; Authority expires at
the conclusion of 18 months ; and for an amount
that shall not exceed EUR 40,000,000.00; to
take all necessary measures and accomplish
all necessary formalities
E.29 Authorize the Board of Directors, in supersession Mgmt No vote
to the authorization granted by the shareholder
s meeting of 18 MAY 2005, to reduce the share
capital, on one or more occasions, at its sole
discretion, by canceling all or part of the
shares held by the Company in connection with
the Stock Repurchase Plan decided in Resolution
O.18 or future authorizations, up to a maximum
of 10% of the share capital over a 24 months
period; Authority expires at the conclusion
of 24 months ; to take all necessary measures
and accomplish all necessary formalities
E.30 Amend the quorum required for the validity of Mgmt No vote
the ordinary and the extraordinary shareholders
meetings, in order to bring it into conformity
with the current legal and regulatory requirements
and the Articles of the By Laws: 26 ordinary
shareholder s meeting , 27 extraordinary shareholders
meeting
E.31 Grant full powers to the bearer of an original, Mgmt No vote
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by law
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DEERE & COMPANY Agenda Number: 932425677
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Security: 244199105
Meeting Type: Annual
Meeting Date: 22-Feb-2006
Ticker: DE
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
CRANDALL C. BOWLES Mgmt For For
VANCE D. COFFMAN Mgmt For For
ARTHUR L. KELLY Mgmt For For
THOMAS H. PATRICK Mgmt For For
02 APPROVAL OF THE AMENDMENT OF THE JOHN DEERE Mgmt For For
OMNIBUS EQUITY AND INCENTIVE PLAN.
03 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL 2006.
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DEVELOPERS DIVERSIFIED REALTY CORP. Agenda Number: 932469186
--------------------------------------------------------------------------------------------------------------------------
Security: 251591103
Meeting Type: Annual
Meeting Date: 09-May-2006
Ticker: DDR
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DEAN S. ADLER Mgmt For For
TERRANCE R. AHERN Mgmt For For
MOHSEN ANVARI Mgmt For For
ROBERT H. GIDEL Mgmt For For
VICTOR B. MACFARLANE Mgmt For For
CRAIG MACNAB Mgmt For For
SCOTT D. ROULSTON Mgmt For For
BARRY A. SHOLEM Mgmt For For
WILLIAM B. SUMMERS, JR. Mgmt For For
SCOTT A. WOLSTEIN Mgmt For For
02 TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS
FOR THE COMPANY S FISCAL YEAR ENDING DECEMBER
31, 2006.
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DIAGEO PLC Agenda Number: 932398402
--------------------------------------------------------------------------------------------------------------------------
Security: 25243Q205
Meeting Type: Annual
Meeting Date: 18-Oct-2005
Ticker: DEO
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 REPORTS AND ACCOUNTS 2005 Mgmt For For
02 DIRECTORS REMUNERATION REPORT 2005 Mgmt For For
03 DECLARATION OF FINAL DIVIDEND Mgmt For For
04 RE-ELECTION OF LORD BLYTH OF ROWINGTON (MEMBER Mgmt For For
OF NOMINATION COMMITTEE)
05 RE-ELECTION OF MS M LILJA (MEMBER OF AUDIT, Mgmt For For
NOMINATION AND REMUNERATION COMMITTEE)
06 RE-ELECTION OF MR WS SHANAHAN (MEMBER OF AUDIT, Mgmt For For
NOMINATION AND REMUNERATION COMMITTEE)
07 ELECTION OF DR FB HUMER (MEMBER OF AUDIT, NOMINATION Mgmt For For
AND REMUNERATION COMMITTEE)
08 RE-APPOINTMENT AND REMUNERATION OF AUDITOR Mgmt For For
09 AUTHORITY TO ALLOT RELEVANT SECURITIES Mgmt For For
10 DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
11 AUTHORITY TO PURCHASE OWN ORDINARY SHARES Mgmt For For
12 AUTHORITY TO MAKE EU POLITICAL DONATIONS/EXPENDITURE Mgmt For For
13 ADOPTION OF NEW ARTICLES OF ASSOCIATION Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 700808023
--------------------------------------------------------------------------------------------------------------------------
Security: G42089113
Meeting Type: AGM
Meeting Date: 18-Oct-2005
Ticker:
ISIN: GB0002374006
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Directors and the Auditors reports Mgmt No vote
and the accounts for the YE 30 JUN 2005
2. Approve the Directors remuneration report for Mgmt No vote
the YE 30 JUN 2005
3. Declare a final dividend on the ordinary shares Mgmt No vote
4. Re-elect Mr. Lord Blyth of Rowington as a Director, Mgmt No vote
who retires by rotation
5. Re-elect Ms. M. Lilja as a Director, who retires Mgmt No vote
by rotation
6. Re-elect Mr. W.S. Shannahan as a Director, who Mgmt No vote
retires by rotation
7. Elect Dr. F.B. Humer as a Director Mgmt No vote
8. Re-appoint KPMG Audit PLC as the Auditor of Mgmt No vote
the Company until the conclusion of the next
general meeting at which accounts are laid
before the Company and authorize the Directors
to determine the Auditors remuneration
9. Approve, in substitution for all other such Mgmt No vote
authorities, to renew the power conferred on
the Directors by Paragraph 4.2 of Article 4
of the Company s Articles of Association for
a period expiring at the conclusion of the
next AGM of the Company or on 17 JAN 2007,
whichever is earlier and for such period the
maximum amount of relevant securities which
the Directors may so allot in accordance with
Paragraph 4.2 of Article 4 Section 80 prescribed
amount referred to in Article 4.2 shall be
GBP 291, 272, 000
S.10 Authorize the Directors, for the purpose of Mgmt No vote
paragraph 4.3 of Article 4 of the Company s
Article of Association, pursuant to Section
95 of the Companies Act 1985 as amended ,
to allot equity securities Section 94 of that
Act for cash pursuant to the authority conferred
by the previous resolution and/or where such
allotment constitutes an allotment of equity
securities by virtue of Section 94(3A) of that
Act, as if Section 89(1) of that Act did not
apply, provided that this power is limited
to the allotment of equity securities; Authority
expires at the earlier of the conclusion of
the AGM of the Company or on 17 JAN 2007 ;
and the Directors may so allot in accordance
with Paragraph 4.4(c) of Article 4 the Section
95 prescribed amount referred to in Paragraph
4.4(c) of Article 4 shall be GBP 44,132,121
S.11 Authorize the Company to make market purchases Mgmt No vote
Section 163 of the Companies Act 1985 as
amended of up to 305,041,222 of its ordinary
shares of 28 101/108 pence each, at a minimum
price of 28 101/108 pence and the maximum price
which may be paid is an amount equal to 105%
of the average middle market quotations for
an ordinary shares as derived from the London
Stock Exchange Daily Official List, over the
previous 5 business days; Authority expires
at the earlier of the conclusion of the next
AGM or on 17 JAN 2007 ; the Company, before
the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
12. Authorized the Company for the purpose of Section Mgmt No vote
347C of the Companies Act 1985 as amended
, to make donations to EU political organizations
Section 347A of that Act not exceeding GBP
200,000 in total; and to incur EU political
expenditure Section 347A of the Act not exceeding
GBP 200,000 in total, during the period beginning
with the date of passing this resolution and
end of the next AGM of the Company or on 17
JAN 2007, whichever is the sooner, in any event
the aggregate amount of donations made and
political expenditure incurred by the Company
pursuant to this resolution shall not exceed
GBP 200,000
S.13 Adopt the new Articles of Association produced Mgmt No vote
to the meeting and initiated by the Chairman
for the purpose of identification as the Articles
of Association of the Company in substitution
for and to the exclusion of the Company s existing
Articles of Association
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DIAMOND OFFSHORE DRILLING, INC. Agenda Number: 932471509
--------------------------------------------------------------------------------------------------------------------------
Security: 25271C102
Meeting Type: Annual
Meeting Date: 23-May-2006
Ticker: DO
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JAMES S. TISCH Mgmt Withheld Against
LAWRENCE R. DICKERSON Mgmt Withheld Against
ALAN R. BATKIN Mgmt For For
CHARLES L. FABRIKANT Mgmt For For
PAUL G. GAFFNEY, II Mgmt For For
HERBERT C. HOFMANN Mgmt Withheld Against
ARTHUR L. REBELL Mgmt Withheld Against
RAYMOND S. TROUBH Mgmt For For
02 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE Mgmt For For
LLP AS THE INDEPENDENT AUDITORS OF THE COMPANY
FOR FISCAL YEAR 2006.
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E.ON AKTIENGESELLSCHAFT EON, DUESSELDORF Agenda Number: 700895797
--------------------------------------------------------------------------------------------------------------------------
Security: D24909109
Meeting Type: AGM
Meeting Date: 04-May-2006
Ticker:
ISIN: DE0007614406
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Presentation of the adopted financial statements Non-Voting No vote
for the 2005 financial year along with the
Combined Review of Operations for E.ON AG and
the E.ON Group and the Report of the Supervisory
Board as well as the presentation of the approved
Consolidated Financial Statements
2. Appropriation of the balance sheet income from Mgmt No vote
the 2005 FY and the appropriation of the distributable
profit of EUR 4,614,074,864 as follows: payment
of a dividend of EUR 2.75 plus a bonus of EUR
4.25 per entitled share ex-dividend and payable
date: 05 MAY 2006
3. Discharge of the Board of Management for the Mgmt No vote
2005 FY
4. Discharge of the Supervisory Board for the 2005 Mgmt No vote
FY
5. Authorize the Board of Managing Directors to Mgmt No vote
acquire shares of the Company of up to 10%
of its share capital, on or before 04 NOV 2007
and the shares may be acquired through the
stock exchange at a price neither more than
10% above nor more than 20% below the market
price of the shares, by way of a public repurchase
offer to all shareholders or by means of a
public offer for the exchange of liquid shares
which are admitted to trading on an organized
market at a price not differing more than 20%
from the market price of the shares and by
using derivatives in the form of call or put
options if the exercise price is neither more
than 10% above nor more than 20% below the
market price of the shares; authorize the Board
of Managing Directors to dispose of the shares
in a manner other than the stock exchange or
an offer to all shareholders if the shares
are sold at a price not materially below their
market price, to use the shares in connection
with mergers and acquisitions or for satisfying
existing convertible or option rights, to offer
the shares to executives and employees of the
Company and its affiliates and to retire the
shares
6. Consent to the agreement on Domination and Distribution Mgmt No vote
of profits and losses between the Company E.ON
Zwoelfte Verwaltungs GmbH, effective until
at least 31 DEC 2011
7. Consent to the agreement on Domination and Distribution Mgmt No vote
of profits and losses between the Company E.ON
Dreizehnte Verwaltungs GmbH, effective until
at least 31 DEC 2011
8. Change of the Articles of Association regarding Mgmt No vote
the shareholders right to speak and ask questions
due to the insertion of Section 131 Paragraph
2 sentence 2 German Stock Corporation Act
AKTG through the Law on Corporate Integrity
and Modernization of the Right of Avoidane
UMAG
9. Elect the Auditors for the 2006 FY: PricewaterhouseCoopersMgmt No vote
AG, Duesseldorf
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EDISON INTERNATIONAL Agenda Number: 932455733
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107
Meeting Type: Annual
Meeting Date: 27-Apr-2006
Ticker: EIX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.E. BRYSON Mgmt For For
F.A. CORDOVA Mgmt For For
C.B. CURTIS Mgmt For For
B.M. FREEMAN Mgmt For For
B. KARATZ Mgmt For For
L.G. NOGALES Mgmt For For
R.L. OLSON Mgmt For For
J.M. ROSSER Mgmt For For
R.T. SCHLOSBERG, III Mgmt For For
R.H. SMITH Mgmt For For
T.C. SUTTON Mgmt For For
02 MANAGEMENT PROPOSAL TO AMEND ARTICLES OF INCORPORATION Mgmt For For
TO ELIMINATE ARTICLE FIFTH, THE FAIR PRICE
PROVISION.
03 SHAREHOLDER PROPOSAL ON SIMPLE MAJORITY VOTE Shr Against For
.
--------------------------------------------------------------------------------------------------------------------------
EMERSON ELECTRIC CO. Agenda Number: 932425728
--------------------------------------------------------------------------------------------------------------------------
Security: 291011104
Meeting Type: Annual
Meeting Date: 07-Feb-2006
Ticker: EMR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
A. A. BUSCH III Mgmt For For
A. F. GOLDEN Mgmt For For
V. R. LOUCKS, JR. Mgmt For For
J. B. MENZER Mgmt For For
02 APPROVAL OF THE EMERSON ELECTRIC CO. 2006 INCENTIVE Mgmt For For
SHARES PLAN.
03 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM.
04 THE STOCKHOLDER PROPOSAL ON SEVERANCE AGREEMENTS Shr Against For
DESCRIBED IN THE PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
ENTERGY CORPORATION Agenda Number: 932467500
--------------------------------------------------------------------------------------------------------------------------
Security: 29364G103
Meeting Type: Annual
Meeting Date: 12-May-2006
Ticker: ETR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
M.S. BATEMAN Mgmt For For
W.F. BLOUNT Mgmt For For
S.D. DEBREE Mgmt For For
G.W. EDWARDS Mgmt For For
A.M. HERMAN Mgmt For For
D.C. HINTZ Mgmt For For
J.W. LEONARD Mgmt For For
S.L. LEVENICK Mgmt For For
R. V.D. LUFT Mgmt For For
J.R. NICHOLS Mgmt For For
W.A. PERCY, II Mgmt For For
W.J. TAUZIN Mgmt For For
S.V. WILKINSON Mgmt For For
02 APPROVAL TO AMEND THE CERTIFICATE OF INCORPORATION Mgmt For For
TO ELIMINATE SUPERMAJORITY VOTE REQUIREMENT
WITH RESPECT TO THE REMOVAL OF DIRECTORS.
03 APPROVAL OF 2007 EQUITY OWNERSHIP AND LONG TERM Mgmt For For
CASH INCENTIVE PLAN.
04 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING
2006.
05 SHAREHOLDER PROPOSAL REGARDING MAJORITY ELECTION Shr For Against
OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 932358232
--------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 22-Jul-2005
Ticker: EXC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL OF SHARE ISSUANCE Mgmt For For
02 DIRECTOR
E.A. BRENNAN Mgmt For For
B. DEMARS Mgmt For For
N.A. DIAZ Mgmt For For
J.W. ROWE Mgmt For For
R. RUBIN Mgmt For For
03 APPROVAL OF AMENDMENT TO AMENDED AND RESTATED Mgmt For For
ARTICLES OF INCORPORATION
04 RATIFICATION OF INDEPENDENT ACCOUNTANTS Mgmt For For
05 APPROVAL OF 2006 LONG-TERM INCENTIVE PLAN Mgmt For For
06 APPROVAL OF EXELON EMPLOYEE STOCK PURCHASE PLAN Mgmt For For
FOR UNINCORPORATED SUBSIDIARIES
07 APPROVAL TO ADJOURN OR POSTPONE ANNUAL MEETING Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
EXELON CORPORATION Agenda Number: 932538361
--------------------------------------------------------------------------------------------------------------------------
Security: 30161N101
Meeting Type: Annual
Meeting Date: 27-Jun-2006
Ticker: EXC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
M.W. D'ALESSIO Mgmt For For
R.B. GRECO Mgmt For For
J.M. PALMS Mgmt For For
J.W. ROGERS Mgmt For For
R.L. THOMAS Mgmt For For
02 RATIFICATION OF INDEPENDENT ACCOUNTANT Mgmt For For
03 SHAREHOLDER PROPOSAL TO REQUIRE SHAREHOLDER Shr For Against
APPROVAL OF FUTURE SEVERANCE BENEFITS
--------------------------------------------------------------------------------------------------------------------------
FORDING CANADIAN COAL TRUST Agenda Number: 932478034
--------------------------------------------------------------------------------------------------------------------------
Security: 345425102
Meeting Type: Special
Meeting Date: 02-May-2006
Ticker: FDG
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF TRUSTEES: LLOYD I. BARBER Mgmt For For
1B ELECTION OF TRUSTEES: MICHAEL A. GRANDIN Mgmt For For
1C ELECTION OF TRUSTEES: MICHAEL S. PARRETT Mgmt For For
1D ELECTION OF TRUSTEES: HARRY G. SCHAEFER Mgmt For For
1E ELECTION OF TRUSTEES: PETER VALENTINE Mgmt For For
1F ELECTION OF TRUSTEES: ROBERT J. WRIGHT Mgmt For For
1G ELECTION OF TRUSTEES: JOHN B. ZAOZIRNY Mgmt For For
02 DIRECTOR
DAWN L. FARRELL Mgmt For For
MICHAEL A. GRANDIN Mgmt For For
DONALD R. LINDSAY Mgmt For For
RICHARD T. MAHLER Mgmt For For
THOMAS J. O'NEIL Mgmt For For
MICHAEL S. PARRETT Mgmt For For
HARRY G. SCHAEFER Mgmt For For
DAVID A. THOMPSON Mgmt For For
03 PASSING THE ORDINARY RESOLUTION APPROVING THE Mgmt For For
APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP,
CHARTERED ACCOUNTANTS AS INDEPENDENT AUDITORS
OF THE TRUST FOR THE ENSUING YEAR AND AUTHORIZING
THE TRUSTEES OF THE TRUST TO FIX REMUNERATION
OF THE INDEPENDENT AUDITORS.
04 THE APPROVAL OF THE ARRANGEMENT RESOLUTION Mgmt For For
ATTACHED AS APPENDIX A TO THE CIRCULAR AND
AS MORE FULLY DESCRIBED IN THE CIRCULAR.
05 THE APPROVAL OF THE DECLARATION AMENDMENT RESOLUTION Mgmt For For
ATTACHED AS APPENDIX B TO THE CIRCULAR AND
AS MORE FULLY DESCRIBED IN THE CIRCULAR.
06 THE APPROVAL OF THE RIGHTS PLAN AMENDMENT RESOLUTION Mgmt For For
ATTACHED AS APPENDIX C TO THE CIRCULAR AND
AS MORE FULLY DESCRIBED IN THE CIRCULAR.
07 THE APPROVAL OF THE UNIT PLAN AMENDMENT RESOLUTION Mgmt Against Against
ATTACHED AS APPENDIX D TO THE CIRCULAR AND
AS MORE FULLY DESCRIBED IN THE CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
FREEPORT-MCMORAN COPPER & GOLD INC. Agenda Number: 932463590
--------------------------------------------------------------------------------------------------------------------------
Security: 35671D857
Meeting Type: Annual
Meeting Date: 04-May-2006
Ticker: FCX
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ROBERT J. ALLISON, JR. Mgmt For For
ROBERT A. DAY Mgmt For For
GERALD J. FORD Mgmt For For
H. DEVON GRAHAM, JR. Mgmt For For
J. BENNETT JOHNSTON Mgmt For For
BOBBY LEE LACKEY Mgmt For For
GABRIELLE K. MCDONALD Mgmt For For
JAMES R. MOFFETT Mgmt For For
B.M. RANKIN, JR. Mgmt For For
J. STAPLETON ROY Mgmt For For
J. TAYLOR WHARTON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS.
03 APPROVAL OF THE PROPOSED 2006 STOCK INCENTIVE Mgmt For For
PLAN.
04 STOCKHOLDER PROPOSAL REGARDING REVIEW OF POLICIES Shr Against For
RELATING TO FINANCIAL SUPPORT OF INDONESIAN
GOVERNMENT SECURITY PERSONNEL.
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 932446241
--------------------------------------------------------------------------------------------------------------------------
Security: 369604103
Meeting Type: Annual
Meeting Date: 26-Apr-2006
Ticker: GE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A DIRECTOR
JAMES I. CASH, JR. Mgmt For For
SIR WILLIAM M. CASTELL Mgmt For For
ANN M. FUDGE Mgmt For For
CLAUDIO X. GONZALEZ Mgmt Withheld Against
JEFFREY R. IMMELT Mgmt For For
ANDREA JUNG Mgmt For For
ALAN G. LAFLEY Mgmt For For
ROBERT W. LANE Mgmt For For
RALPH S. LARSEN Mgmt For For
ROCHELLE B. LAZARUS Mgmt For For
SAM NUNN Mgmt For For
ROGER S. PENSKE Mgmt For For
ROBERT J. SWIERINGA Mgmt For For
DOUGLAS A. WARNER III Mgmt For For
ROBERT C. WRIGHT Mgmt For For
B RATIFICATION OF SELECTION OF INDEPENDENT AUDITOR Mgmt For For
01 CUMULATIVE VOTING Shr Against For
02 CURB OVER-EXTENDED DIRECTORS Shr For Against
03 ONE DIRECTOR FROM THE RANKS OF RETIREES Shr Against For
04 INDEPENDENT BOARD CHAIRMAN Shr Against For
05 DIRECTOR ELECTION MAJORITY VOTE STANDARD Shr Against For
06 REPORT ON GLOBAL WARMING SCIENCE Shr Against For
--------------------------------------------------------------------------------------------------------------------------
GENUINE PARTS COMPANY Agenda Number: 932445198
--------------------------------------------------------------------------------------------------------------------------
Security: 372460105
Meeting Type: Annual
Meeting Date: 17-Apr-2006
Ticker: GPC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DR. MARY B. BULLOCK Mgmt For For
RICHARD W. COURTS, II Mgmt For For
JERRY W. NIX Mgmt For For
LARRY L. PRINCE Mgmt For For
GARY W. ROLLINS Mgmt For For
02 AMEND THE GENUINE PARTS COMPANY RESTATED ARTICLES Mgmt For For
OF INCORPORATION TO PROVIDE FOR ANNUAL ELECTION
OF DIRECTORS.
03 ADOPT THE GENUINE PARTS COMPANY 2006 LONG-TERM Mgmt For For
INCENTIVE PLAN.
04 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2006.
--------------------------------------------------------------------------------------------------------------------------
GLAXOSMITHKLINE Agenda Number: 700909421
--------------------------------------------------------------------------------------------------------------------------
Security: G3910J112
Meeting Type: AGM
Meeting Date: 17-May-2006
Ticker:
ISIN: GB0009252882
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the Directors report and Mgmt For For
the financial statements for the YE 31 DEC
2005
2. Approve the remuneration report for the YE 31 Mgmt For For
DEC 2005
3. Elect Dr. Moncef Slaoui as a Director of the Mgmt For For
Company
4. Elect Mr. Tom de Swaan as a Director of the Mgmt For For
Company
5. Re-elect Mr. Larry Culp as a Director of the Mgmt For For
Company
6. Re-elect Sir. Crispin Davis as a Director of Mgmt For For
the Company
7. Re-elect Dr. Ronaldo Schmitz as a Director of Mgmt For For
the Company
8. Authorize the Audit Committee to re-appoint Mgmt For For
PricewaterhousCoopers LLP as the Auditors to
the Company until the end of the next meeting
at which accounts are laid before the Company
9. Authorize the Audit Committee to determine the Mgmt For For
remuneration of the Auditors
10. Authorize the Company, in accordance with 347C Mgmt For For
of the Companies Act 1985 the Act , to make
donations to EU political organizations and
to incur EU political expenditure up to a maximum
aggregate amount of GBP 50,000; Authority
expires the earlier of the conclusion of the
next AGM in 2007 or 16 NOV 2007
11. Authorize the Directors, in substitution for Mgmt For For
all substituting authorities, to allot relevant
securities Section 80 of the Act up to an
aggregate nominal amount of GBP 485,201,557;
Authority expires the earlier of the conclusion
of the Company s AGM in 2007 or 16 NOV 2007
; and the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.12 Authorize the Directors, for the purposes of Mgmt For For
Article 12 of the Company s Articles of Association
and pursuant to Section 95 of the Act, to allot
equity securities Section 94 of the Act for
cash pursuant to the authority conferred on
Directors by Resolution 11 and /or where such
allotment constitutes an allotment of equity
securities by virtue of Section 94(3A)of the
Act, disapplying the statutory pre-emption
rights Section 89(1) , provided that this
power is limited to the allotment of equity
securities: a) in connection with a rights
issue as defined in Article 12.5 of the Company
s Articles of Association provided that an
offer of equity securities pursuant to any
such rights issue need not be open to any shareholder
holding ordinary shares as treasury shares;
and b) up to an aggregate nominal amount of
GBP 72,780,233; Authority expires the earlier
of the conclusion of the next AGM of the Company
in 2007 or on 16 NOV 2007 ; and the Directors
to allot equity securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.13 Authorize the Company, for the purposes of Section Mgmt For For
166 of the Act, to make market purchases Section
163 of the Act of up to 582,241,869 ordinary
shares of 25p each, at a minimum price of 25p
and up to 105% of the average middle market
quotations for such shares derived from the
London Stock Exchange Daily Official List,
over the previous 5 business days; Authority
expires the earlier of the conclusion of the
next AGM of the Company held in 2007 or on
16 NOV 2007 ; the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
--------------------------------------------------------------------------------------------------------------------------
HSBC HOLDINGS PLC Agenda Number: 700924283
--------------------------------------------------------------------------------------------------------------------------
Security: G4634U169
Meeting Type: AGM
Meeting Date: 26-May-2006
Ticker:
ISIN: GB0005405286
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the annual accounts and reports of the Mgmt For For
Directors and of the Auditor for the YE 31
DEC 2005
2. Approve the Director s remuneration report for Mgmt For For
the YE 31 DEC 2005
3.a Re-elect Mr. Boroness Dunn as a Director Mgmt For For
3.b Re-elect Mr. M.F. Geoghegan as a Director Mgmt For For
3.c Re-elect Mr. S.K. Green as a Director Mgmt For For
3.d Re-elect Sir. Mark Moody-Stuart as a Director Mgmt For For
3.e Re-elect Mr. S.M. Robertson as a Director Mgmt For For
3.f Re-elect Mr. H.Sohmen as a Director Mgmt For For
3.g Re-elect Sir. Brian Williamson as a Director Mgmt For For
4. Re-appoint KPMG Audit PLC, as the Auditor at Mgmt For For
remuneration to be determined by the Group
Audit Committee
5. Authorize the Directors, pursuant to and for Mgmt For For
the purposes of Section 80 of the Companies
Act 1985, to allot relevant securities Section
80 up to an aggregate nominal amount of GBP
100,000 and EUR 100,000 in each such case
in the form of 100,000,000 non-cumulative preference
shares and USD USD85,500 in the form of 8,550,000
non-cumulative preference shares and USD1,137,200,000
in the form of Ordinary Shares of USD 0.50
each Ordinary Shares provided that this authority
shall be limited so that, otherwise than pursuant
to: a) a rights issue or other issue the subject
of an offer or invitation, open for acceptance
for a period fixed by the Directors, to: i)
Ordinary Shareholders where the relevant Securities
respectively attributable to the interests
of all Ordinary Shareholders are proportionate
(or as nearly as may be) to the respective
number of Ordinary Shares held by them; and
ii) holders of securities, bonds, debentures
or warrants which, in accordance with the rights
attaching thereto, are entitled to participate
in such a rights issue or other issue, but
subject to such exclusions or other arrangements
as the Directors may deem necessary or expedient
in relation to fractional entitlements or securities
represented by depositary receipts or having
regard to any restrictions, obligations or
legal problems under the laws of or the requirements
of any regulatory body or stock exchange in
any territory or otherwise howsoever; or b)
the terms of any share plan for employees of
the Company or any of its subsidiary undertakings;
or c) any scrip dividend scheme or similar
arrangements implemented in accordance with
the Articles of Association of the Company;
or d) the allotment of up to 10,000,000 non-cumulative
preference shares of GBP 0.01 each, 8,550,000
non-cumulative preference shares of USD 0.01
each and 10,000,000 non-cumulative preference
shares of EUR 0.01 each in the capital of the
Company, the nominal amount of relevant securities
to be allotted by the Directors pursuant to
this authority wholly for cash shall not in
aggregate, together with any allotment of other
equity securities authorized by sub-paragraph
b) of Resolution 6, exceed USD 284,300,000
being equal to approximately 5 % of the nominal
amount of Ordinary Shares of the Company in
issue ; Authority expires at the conclusion
of the AGM of the Company in 2007 ; and authorize
the Directors to allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
s.6 Authorize the Directors, pursuant to section Mgmt For For
95 of the Companies Act 1985 the Act : a)
subject to the passing of Resolution 5, to
allot equity securities Section 94 of the
Companies Act 1985 ; and b) to allot any other
equity securities Section 94 of the Companies
Act 1985 which are held by the Company in
treasury, dis-applying the statutory pre-emption
rights Section 89(1) ; Authority expires
at the conclusion of the AGM of the Company
in 2007 ; and authorize the Directors to allot
equity securities after the expiry of this
authority in pursuance of such an offer or
agreement made prior to such expiry
7. Authorize the Company to make market purchases Mgmt For For
Section 163 of the Companies Act 1985 of
up to 1,137,200,000 ordinary shares of USD
0.50 each in the capital of the Company, at
a minimum price of USD 0.50 and up to 105%
of the average middle market quotations for
such shares derived from the London Stock Exchange
Daily Official List, over the previous 5 business
days or 105% of the average of the closing
prices of ordinary shares on The Stock Exchange
of Hong Kong Limited, over the previous 5 business
days; Authority expires at the conclusion
of the AGM of the Company in 2007 ; the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
8. Authorize each of the Non-Executive Director Mgmt For For
other than alternate Director , pursuant to
Article 104.1 of the Articles of Association
of the Company with effect from 01 JAN 2006,
to receive GBP 65,000 per annum by way of fees
for their services as a Director and no such
fee shall be payable to any executive Director
--------------------------------------------------------------------------------------------------------------------------
IMPERIAL TOBACCO GROUP PLC Agenda Number: 700855159
--------------------------------------------------------------------------------------------------------------------------
Security: G4721W102
Meeting Type: AGM
Meeting Date: 31-Jan-2006
Ticker:
ISIN: GB0004544929
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the account for the FYE 30 SEP 2005, Mgmt No vote
together with the Directors and the Auditor
s report thereon
2. Receive and approve the Directors remuneration Mgmt No vote
report for the FYE 30 SEP 2005, together with
the Directors and the Auditor s report thereon
3. Declare a final dividend for the FYE 30 SEP Mgmt No vote
2005 of 39.5 pence per ordinary share of 10
pence each payable on 17 FEB 2006 to those
shareholders on the register at the close of
business on 20 JAN 2006
4. Re-elect Mr. A.G.L. Alexander as a Director Mgmt No vote
of the Company
5. Re-elect Mr. D.C. Bonham as a Director of the Mgmt No vote
Company
6. Elect Mr. C.R. Day as a Director of the Company Mgmt No vote
7. Re-elect Dr. P.H. Jungles as a Director of the Mgmt No vote
Company
8. Elect Mr. G.L. Blashill as a Director of the Mgmt No vote
Company
9. Re-appoint PricewaterhouseCoopers LLP as the Mgmt No vote
Auditors of the Company until the conclusion
of the next general meeting at which accounts
are laid before the Company
10. Authorize the Directors to set the remuneration Mgmt No vote
of the Auditors
11. Authorize the Company, in accordance with Section Mgmt No vote
347C of the Companies Act 1985 the Act ,
as defined in Section 347A of the Act, to make
donations to EU political organizations, not
exceeding GBP 25,000 in total; and to incur
EU political expenditure not exceeding GBP
25,000 in total; Authority expires the earlier
of the conclusion of the AGM of the Company
held in 2007 or 30 APR 2007
12. Authorize the Company, in accordance with Section Mgmt No vote
347D of the Act Imperial Tobacco Limited, as
defined in Section 347A of the Act, to make
donations to EU political organizations, not
exceeding GBP 25,000 in total; and to incur
EU political expenditure not exceeding GBP
25,000 in total; Authority expires the earlier
of the conclusion of the AGM of the Company
held in 2007 or 30 APR 2007
13. Authorize the Company, in accordance with Section Mgmt No vote
347D of the Act Imperial Tobacco International
Limited, as defined in Section 347A of the
Act, to make donations to EU political organizations,
not exceeding GBP 25,000 in total; and to incur
EU political expenditure not exceeding GBP
25,000 in total; Authority expires the earlier
of the conclusion of the AGM of the Company
held in 2007 or 30 APR 2007
14. Authorize the Company, in accordance with Section Mgmt No vote
347D of the Act Van Nelle Tabak Nederland B.V,
as defined in Section 347A of the Act, to make
donations to EU political organizations, not
exceeding GBP 25,000 in total; and to incur
EU political expenditure not exceeding GBP
25,000 in total; Authority expires the earlier
of the conclusion of the AGM of the Company
held in 2007 or 30 APR 2007
15. Authorize the Company, in accordance with Section Mgmt No vote
347D of the Act John Player & Sons, as defined
in Section 347A, to make donations to EU political
organizations, not exceeding GBP 25,000 in
total; and to incur EU political expenditure
not exceeding GBP 25,000 in total; Authority
expires the earlier of the conclusion of the
AGM of the Company held in 2007 or 30 APR 2007
16. Authorize the Company, in accordance with Section Mgmt No vote
347D of the Act Reemtsma Cigarettenfabriken
Gmbh, as defined in Section 347A of the Act,
to make donations to EU political organizations,
not exceeding GBP 25,000 in total; and to incur
EU political expenditure not exceeding GBP
25,000 in total; Authority expires the earlier
of the conclusion of the AGM of the Company
held in 2007 or 30 APR 2007
17. Authorize the Company, in accordance with Section Mgmt No vote
347D of the Act Ets L. Lacroix Fils NV/SA,
as defined in Section 347A of the Act, to make
donations to EU political organizations, not
exceeding GBP 25,000 in total; and to incur
EU political expenditure not exceeding GBP
25,000 in total; Authority expires the earlier
of the conclusion of the AGM of the Company
held in 2007 or 30 APR 2007
18. Adopt to amend the rules of the Imperial Tobacco Mgmt No vote
Group Long Term Incentive Plan as specified
19. Authorize the Directors, for the purpose of Mgmt No vote
Section 80 of the Companies Act 1985 the
Act , to allot relevant securities Section
80(2) of the Act up to an aggregate nominal
amount of GBP 24,300,000; Authority expires
at the earlier of the conclusion of the next
AGM of the Company or on 30 APR 2007 ; and
the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.20 Authorize the Directors, subject to the passing Mgmt No vote
of Resolution 19 specified in the notice of
AGM of the Company convened for 31 JAN 2006,
to allot equity securities Section 94 of the
Companies Act 1985 the ACT whether for cash
pursuant to the authority conferred by Resolution
19, disapplying the statutory pre-emption rights
Section 89(1) , provided that this power is
limited to the allotment of equity securities:
a) in connection with a rights issue in favor
of ordinary shareholders; b) up to an aggregate
nominal amount of GBP 3,645,000; Authority
expires the earlier of the conclusion of the
next AGM of the Company or 30 APR 2007 ; and
the Directors may allot equity securities after
the expiry of this authority in pursuance of
such an offer or agreement made prior to such
expiry
S.21 Authorize the Company, in accordance with Article Mgmt No vote
5 of the Company s Article of Association and
the Companies Act 1985 the Act , for the
purpose of Section 166 of the Act, to make
market purchases Section 163(3) of the Act
of up to 72,900,000 ordinary shares of 10
pence each in the capital of the Company, at
a minimum price of 10 pence exclusive of expenses
and up to an amount equal to 105% of the average
middle market quotations for such shares derived
from the London Stock Exchange Daily Official
List, over the previous 5 business days; Authority
expires the earlier of the conclusion of the
AGM of the Company held in 2007 or 30 APR 2007
; the Company, before the expiry, may make
a contract to purchase ordinary shares which
will or may be executed wholly or partly after
such expiry
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 932470228
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 16-May-2006
Ticker: JPM
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN H. BIGGS Mgmt For For
STEPHEN B. BURKE Mgmt For For
JAMES S. CROWN Mgmt For For
JAMES DIMON Mgmt For For
ELLEN V. FUTTER Mgmt For For
WILLIAM H. GRAY, III Mgmt For For
WILLIAM B. HARRISON, JR Mgmt For For
LABAN P. JACKSON, JR. Mgmt For For
JOHN W. KESSLER Mgmt For For
ROBERT I. LIPP Mgmt For For
RICHARD A. MANOOGIAN Mgmt For For
DAVID C. NOVAK Mgmt For For
LEE R. RAYMOND Mgmt For For
WILLIAM C. WELDON Mgmt For For
02 APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 STOCK OPTIONS Shr Against For
04 PERFORMANCE-BASED RESTRICTED STOCK Shr For Against
05 SEPARATE CHAIRMAN Shr For Against
06 SEXUAL ORIENTATION Shr Against For
07 SPECIAL SHAREHOLDER MEETINGS Shr For Against
08 LOBBYING PRIORITIES REPORT Shr Against For
09 POLITICAL CONTRIBUTIONS REPORT Shr Against For
10 POISON PILL Shr Against For
11 CUMULATIVE VOTING Shr For Against
12 BONUS RECOUPMENT Shr Against For
13 OVERCOMMITTED DIRECTORS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
KERR-MCGEE CORPORATION Agenda Number: 932464910
--------------------------------------------------------------------------------------------------------------------------
Security: 492386107
Meeting Type: Annual
Meeting Date: 09-May-2006
Ticker: KMG
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
SYLVIA A. EARLE Mgmt For For
MARTIN C. JISCHKE Mgmt For For
LEROY C. RICHIE Mgmt For For
02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS FOR 2006.
03 STOCKHOLDER PROPOSAL REQUESTING ESTABLISHMENT Shr Against For
OF AN OFFICE OF THE BOARD OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
LADBROKES PLC Agenda Number: 700976446
--------------------------------------------------------------------------------------------------------------------------
Security: G5337D107
Meeting Type: AGM
Meeting Date: 26-May-2006
Ticker:
ISIN: GB00B0ZSH635
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the reports of the Directors Mgmt For For
and the Auditor and the accounts of the Company
for the YE 31 DEC 2005
2. Re-appoint Mr. N.M.H. Jones as a Director Mgmt For For
3. Re-appoint Sir Ian Robinson as a Director Mgmt For For
4. Appoint Mr. J.P. O Reilly as a Director Mgmt For For
5. Appoint Mr. A.S. Ross as a Director Mgmt For For
6. Appoint Mr. R.P. Thorne as a Director Mgmt For For
7. Re-appoint Ernst & Young LLP as the Auditor Mgmt For For
to the Company and authorize the Directors
to agree the remuneration of the Auditor
8. Approve the 2005 Directors remuneration report Mgmt For For
9. Authorize the Company, to make donations to Mgmt For For
EU political organizations not exceeding GBP
10,000; and incur EU political expenditure
not exceeding GBP 10,000; and authorize Ladbrokes
Betting & Gaming Limited, a wholly-owned subsidiary
of the Company to make donations to EU political
organizations not exceeding GBP 25,000; and
incur EU political expenditure not exceeding
GBP 25,000; Authority expires earlier the
date of the AGM of the Company held in 2007
or on 25 AUG 2007
10. Approve that the share capital of the Company Mgmt For For
be increased from GBP 230,000,000 to GBP 253,000,000
by the creation of 81,176,470 additional new
ordinary shares of 28 1/3p each in the capital
of the Company
11. Authorize the Directors, in substitution for Mgmt For For
any existing authority and for the purpose
of Section 80 of the Companies Act 1985, to
allot relevant securities with in the meaning
of that Section up to an aggregate nominal
amount of GBP 54,450,207; Authority expires
earlier the date of the AGM of the Company
held in 2007 or on 25 AUG 2007 ; and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.12 Grant authority to issue the equity or equity-linked Mgmt For For
securities without pre-emptive rights up to
aggregate nominal amount of GBP 8,029,922 and
up to aggregate nominal amount of GBP 450,207
in connection with a rights issue
S.13 Grant authority to market purchase 56,682,299 Mgmt For For
ordinary shares
--------------------------------------------------------------------------------------------------------------------------
LAFARGE SA, PARIS Agenda Number: 700909407
--------------------------------------------------------------------------------------------------------------------------
Security: F54432111
Meeting Type: OGM
Meeting Date: 24-May-2006
Ticker:
ISIN: FR0000120537
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A Verification Period exists in France. Please Non-Voting No vote
see http://ics.adp.com/marketguide for complete
information. Verification Period: Registered
Shares: 1 to 5 days prior to the meeting date,
depends on the Company s By-laws. Bearer Shares:
6 days prior to the meeting date. French Resident
Shareowners must complete, sign and forward
the Proxy Card directly to the sub custodian.
Please contact your Client Service Representative
to obtain the necessary card, account details
and directions. The following applies to
Non-Resident Shareowners: Proxy Cards: ADP
will forward voting instructions to the Global
Custodians that have become Registered Intermediaries,
on ADP Vote Deadline Date. In capacity as Registered
Intermediary, the Global Custodian will sign
the Proxy Card and forward to the local custodian.
If you are unsure whether your Global Custodian
acts as Registered Intermediary, please contact
ADP. Trades/Vote Instructions: Since France
maintains a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains to
sale transactions with a settlement date prior
to Meeting Date + 1
1. Acknowledge the report of the Board of Directors, Mgmt No vote
the report of the Chairman on the Internal
Audit procedures set up by the Company and
the Auditors general report, and approve the
Company s financial statements and the balance
sheet for the year 2005, showing income for
the FY of EUR 708,387,424.02
2. Receive the report of the Board of Directors Mgmt No vote
on the Group management, the report of the
Chairman on the Internal Audit PROCEDURES set
up by the Company and the Statutory Auditors
report, and approve the consolidated financial
statements for the said FY, showing net income
group share of EUR 1,096,000,000.00
3. Approve the recommendations of the Board of Mgmt No vote
Directors and resolve that the income for the
FY be appropriated as follows: earnings for
the FY: EUR 708,387,424.02, retained earnings
for the last FY: EUR 130,553,025.17, total:
EUR 838,940,449.19 to be allocated as follows:
legal reserve: EUR 2,026,490.00, dividend:
first dividend 5% of the share par value :
EUR 34,840,045.80, additional dividend total
dividend - first dividend : EUR 409,370,538.15,
maximum amount of the 10% increase: EUR 2,568,780.00,
total dividend: EUR 446,779,363.95, retained
earnings: EUR 390,134,595.24, the shareholders
will receive a net dividend of EUR 2.55 per
share and a loyalty dividend of EUR 2.80 per
share, and will entitle to the 40% allowance
provided by the French tax code; the dividend
will be paid on 08 JUN 2006
4. Receive the special report of the Auditors on Mgmt No vote
agreements governed by Articles L.225-38 et
seq. of the French Commercial Code, and approve
the said report and the agreements referred
to therein
5. Approve to renew the appointment of Mr. Bernard Mgmt No vote
Kasriel as a Director for a 4-year period
6. Approve to renew the appointment of Mr. Jacques Mgmt No vote
Lefevre as a Director for a 4-year period
7. Approve to renew the appointment of Deloitte Mgmt No vote
and Associes as the Statutory Auditor for a
6-year period
8. Appoint Ernst and Young as the Statutory Auditor, Mgmt No vote
for a 6-year period
9. Approve to renew the appointment of BEAS as Mgmt No vote
the Deputy Auditor for a 6-year period
10. Authorize the Board of Directors, in substitution Mgmt No vote
to the authority granted by Resolution 14 of
the ordinary shareholders meeting of 25 MAY
2005, to buy Company s shares on the stock
market, subject to the conditions described
below: maximum purchase price: EUR 130.00,
maximum number of shares to be acquired: 10%
of the share capital, maximum funds invested
in the share buybacks: EUR 1,000,000,000.00;
Authority expires at the end of 18 months
; to take all necessary measures and accomplish
all necessary formalities
11. Grant full powers to the bearer of an original, Mgmt No vote
a copy or extract of the minutes of this meeting
to carry out all filings, publications and
other formalities prescribed by law
--------------------------------------------------------------------------------------------------------------------------
LLOYDS TSB GROUP PLC Agenda Number: 700940491
--------------------------------------------------------------------------------------------------------------------------
Security: G5542W106
Meeting Type: AGM
Meeting Date: 11-May-2006
Ticker:
ISIN: GB0008706128
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and statutory Mgmt For For
reports
2. Approve the Directors remuneration report Mgmt For For
3.a Elect Sir Victor Blank as a Director Mgmt For For
3.b Elect Ms. Terri A. Dial as a Director Mgmt For For
3.c Elect Mr. J. P. Du Plessis as a Director Mgmt For For
3.d Elect Lord Leitch as a Director Mgmt For For
4. Re-elect Mr. A. G. Kane as a Director Mgmt For For
5. Re-appoint PricewaterhouseCooper LLP as the Mgmt For For
Auditors of the Company
6. Authorize Board to fix the remuneration of the Mgmt For For
Auditors
7. Authorize the Directors to issue equity or equity-linked Mgmt For For
securities with pre-emptive rights up to aggregate
nominal amount of GBP 370,781,731, USD 40,000,000,
EUR 40,000,000 and JPY 1,250,000,000
8. Authorize the Directors to issue equity or equity-linked Mgmt For For
securities without pre-emptive rights up to
aggregate nominal amount of GBP 71,023,408
9. Authorize the Company to purchase ordianary Mgmt For For
shares 568,000,000
10. Approve Lloyds TSB Long Term Incentive Plan Mgmt For For
2006
11.a Authoriize to make EU political organisation Mgmt For For
donations up to GBP 10,000 and Incur EU political
expenditure up to GBP 10,000
11.b Authoriize Lloyds TSB Bank Plc to make EU political Mgmt For For
organisation donations up to GBP 100,000 and
Incur EU political expenditure up to GBP 100,000
11.c Authoriize Lloyds TSB Scotland Plc to make EU Mgmt For For
political organisation donations up to GBP
40,000 and Incur EU political expenditure up
to GBP 40,000
11.D Authoriize Scottish Widows Plc to make EU political Mgmt For For
organisation donations up to GBP 30,000 and
Incur EU political expenditure up to GBP 30,000
11.e Authoriize Cheltenham Gloucester Plc to make Mgmt For For
EU political organisation donations up to GBP
10,000 and Incur EU political expenditure up
to GBP 10,000
11.f Authoriize Lloyds TSB Asset Finance Division Mgmt For For
Limited to make EU political organisation donations
up to GBP 10,000 and Incur EU political expenditure
up to GBP 10,000
12. Amend the Memorandum and Articles of Association Mgmt For For
13. Approve to increase in remuneration of Non-Executive Mgmt For For
Directors to GBP 750,000
--------------------------------------------------------------------------------------------------------------------------
MARATHON OIL CORPORATION Agenda Number: 932449007
--------------------------------------------------------------------------------------------------------------------------
Security: 565849106
Meeting Type: Annual
Meeting Date: 26-Apr-2006
Ticker: MRO
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
CLARENCE P. CAZALOT, JR Mgmt For For
DAVID A. DABERKO Mgmt For For
WILLIAM L. DAVIS Mgmt For For
02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
INDEPENDENT AUDITORS FOR 2006.
03 BOARD PROPOSAL TO AMEND THE RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO DECLASSIFY THE BOARD OF
DIRECTORS.
04 BOARD PROPOSAL TO AMEND THE RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO REVISE THE PURPOSE CLAUSE,
ELIMINATE THE SERIES A JUNIOR PREFERRED STOCK
AND MAKE OTHER TECHNICAL CHANGES.
05 STOCKHOLDER PROPOSAL TO ELECT DIRECTORS BY A Shr For Against
MAJORITY VOTE.
06 STOCKHOLDER PROPOSAL FOR A SIMPLE MAJORITY VOTE Shr For Against
OF STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 932476446
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101
Meeting Type: Annual
Meeting Date: 25-May-2006
Ticker: MCD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ROBERT A. ECKERT Mgmt For For
ENRIQUE HERNANDEZ, JR. Mgmt For For
JEANNE P. JACKSON Mgmt For For
RICHARD H. LENNY Mgmt For For
ANDREW J. MCKENNA Mgmt For For
SHEILA A. PENROSE Mgmt For For
02 APPROVAL OF THE INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 APPROVAL OF A SHAREHOLDER PROPOSAL RELATING Shr For Against
TO SHAREHOLDER APPROVAL OF FUTURE SEVERANCE
AGREEMENTS
04 APPROVAL OF A SHAREHOLDER PROPOSAL RELATING Shr Against For
TO LABELING OF GENETICALLY ENGINEERED PRODUCTS
--------------------------------------------------------------------------------------------------------------------------
MERRILL LYNCH & CO., INC. Agenda Number: 932447279
--------------------------------------------------------------------------------------------------------------------------
Security: 590188108
Meeting Type: Annual
Meeting Date: 28-Apr-2006
Ticker: MER
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ALBERTO CRIBIORE Mgmt For For
AULANA L. PETERS Mgmt For For
CHARLES O. ROSSOTTI Mgmt For For
02 RATIFY APPOINTMENT OF DELOITTE & TOUCHE LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
03 INSTITUTE CUMULATIVE VOTING Shr For Against
04 SUBMIT DIRECTOR COMPENSATION TO SHAREHOLDERS Shr Against For
FOR ANNUAL APPROVAL
05 SUBMIT MANAGEMENT DEVELOPMENT AND COMPENSATION Shr For Against
COMMITTEE REPORT TO SHAREHOLDERS FOR ANNUAL
APPROVAL
--------------------------------------------------------------------------------------------------------------------------
NATIONAL GRID TRANSCO PLC Agenda Number: 700767607
--------------------------------------------------------------------------------------------------------------------------
Security: G6375K102
Meeting Type: EGM
Meeting Date: 25-Jul-2005
Ticker:
ISIN: GB0031223877
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 Approve that: the conditional on the admission Mgmt For For
to the Daily Official List of the UK Listing
Authority and to trading on the London Stock
Exchange plc s market for listed securities
becoming effective Listing by 8.OOam on
01 AUG 2005 or such later time and/or date
as the Directors may determine of non-cumulative
preference shares of 10 pence each the B
shares and ordinary shares of 11 17/43 pence
each (the New Ordinary Shares ) having the
rights and restrictions as specified in the
Articles of Association of the Company are
to be amended pursuant to resolution 5 below:
a the authorized share capital of the Company
to increased from GBP 500 million to GBP 815
million by the creation of 3,150 million B
Shares of 10 pence each; b authorize the Directors:
to capitalize a maximum sum not exceeding GBP
315 million standing to the credit of the Company
s share premium account and to apply such sum
in paying up in full the B Shares and pursuant
to Section 80 of the Companies Act 1985 as
amended the Companies Act to allot and
issue such B shares credited as fully paid
up, up to an aggregate nominal amount of GBP315
million to the holders of the ordinary shares
in the Company the Existing Ordinary Shares
on the basis of 1B share for each existing
ordinary share held and recorded on the register
of Members of the Company at 500pm on 29 JUL
2005 or such other time and/or date as the
Directors may determine , authority expires
at the earlier of the conclusion of the AGM
in 2006 or 15 months ; c each existing ordinary
share as shown in the register of Members of
the Company at 5.OOpm on 29 JUL 2005 or such
other time and/or date as the Directors may
determine is subdivided into 43 shares of
10/43 pence each and forthwith upon such subdivision
every 49 shares of 10/43 pence each resulting
from such subdivision is consolidated into
1 new ordinary share of 11 17/43 pence, provided
that no member shall be entitled, to a fraction
of a share and all fractional entitlements
arising out of such subdivision or consolidation
shall be aggregated into new ordinary shares
and the whole number of new ordinary shares
so arising and any remaining shares of 10/43
pence sold and the net proceeds of sale in
excess of GBP1 distributed in due proportion
among those Shareholders who would otherwise
be entitled to such fractional entitlements
and any proceeds of sales not exceeding GBP
l retained by the Company and donated to a
charity of the Company s choice; d) following
the capitalization issue referred to in paragraph
(b) above and the subdivision and the consolidation
referred to in paragraph (c) above, each authorized
but unissued existing ordinary share up to
such number as will result in a whole number
of new ordinary shares and any balance remaining
unconsolidated is subdivided into 43 shares
of 10/43 pence each and forthwith upon such
subdivision every 49 shares of 10/43 pence
each resulting from such subdivision is consolidated
into a new ordinary share; e authorize the
Company, to make market purchases Section
163(3) of the Companies Act of B shares 10%
of the total number of the B shares created,
at a minimum price of 10 pence for each B shares
free of all dealing expenses and the commissions
not more than 65 pence for each B share free
of all dealing expenses and the commissions
Authority expires the earlier of the conclusion
of the next AGM in 2006 or 15 months ; the
Company, before the expiry, may make a contract
to purchase ordinary shares which will or may
be executed wholly or partly after such expiry;
f approve and authorized for the purposes
of Section 165 of the Companies Act the terms
of the contract between: 1 JPMorgan Cazenove
Limited JPMorgan Cazenove ; and 2 the Company
under which JPMorgan Cazenove will be entitled
to require the Company to purchase B shares
from them a draft of which is produced to
the meeting and signed for the purposes of
identification by the Chairman and Authority
and approval expire on 18 months
2. Authorize the Directors, in substitution for Mgmt For For
any existing authority and for the purpose
of Section 80 of the Companies Act, to allot
relevant securities Section 80(2) of the Companies
Act up to an aggregate nominal amount of GBP
103 million; Authority expires on 24 JUL 2010
; and the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.3 Authorize the Directors, in substitution for Mgmt For For
any existing authority, and pursuant to Section
95 of the Companies Act, to allot equity securities
Section 94(2) of the Companies Act for cash
pursuant to the general authority conferred
by Resolution 2 and/or to sell equity securities
held as treasury shares for cash pursuant to
Section 162D of the Companies Act, disapplying
the statutory pre-emption rights Section 89(1)
of the Companies Act , provided that this power
is limited to the allotment and/or sale of
equity securities: a) in connection with a
rights issue in favor of ordinary shareholders
excluding any holder of the treasury share
; b) up to an aggregate nominal amount of GBP
15 millions; Authority expires on 24 JUL 2010
; and the Directors may allot equity securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.4 Authorize the Company, to make market purchases Mgmt For For
Section 163(3) of the Companies Act of up
to 271,185,097 new ordinary shares upon Resolution
1 being passed or 309,024,879 existing ordinary
shares if Resolution 1 is not passed, at a
minimum price of 11 17/43 pence for each new
ordinary shares upon passing of Resolution
1 or 10 pence for existing share if Resolution
1 is not passed and not more than 105% above
the average market value for such shares derived
from the London Stock Exchange Daily Official
List, over the previous 5 business days; Authority
expires the earlier of the conclusion of the
next AGM in 2006 or 15 months ; the Company,
before the expiry, may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
S.5 Amend the Articles of Association of the Company Mgmt For For
as specifies and initialed for the identification
by the Chairman
--------------------------------------------------------------------------------------------------------------------------
NESTE OIL Agenda Number: 700877624
--------------------------------------------------------------------------------------------------------------------------
Security: X5688A109
Meeting Type: AGM
Meeting Date: 22-Mar-2006
Ticker:
ISIN: FI0009013296
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting No vote
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA)
IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR
VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE
REJECTED. SHOULD YOU HAVE ANY QUESTIONS, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
AT ADP. THANK YOU
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL Non-Voting No vote
OWNER INFORMATION FOR ALL VOTED ACCOUNTS.
IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR
ADP TO LODGE YOUR VOTE
1.1 Adopt the accounts Mgmt For For
1.2 Approve the actions on profit or loss and to Mgmt For For
pay the dividend of EUR 0.80 per share
1.3 Grant discharge from liability Mgmt For For
1.4 Approve the remuneration of the Board Members Mgmt For For
1.5 Approve the remuneration of the Auditor(s) Mgmt For For
1.6 Approve the composition of the Board Mgmt For For
1.7 Elect the Auditor(s) Mgmt For For
2. Appoint the Nomination Committee proposed by Mgmt Against Against
the Finish State
--------------------------------------------------------------------------------------------------------------------------
PANAMSAT HOLDING CORP Agenda Number: 932405548
--------------------------------------------------------------------------------------------------------------------------
Security: 69831Y105
Meeting Type: Special
Meeting Date: 26-Oct-2005
Ticker: PA
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 A PROPOSAL TO APPROVE AND ADOPT THE MERGER AGREEMENT, Mgmt For For
DATED AS OF AUGUST 28, 2005, BY AND AMONG PANAMSAT
HOLDING CORPORATION, INTELSAT (BERMUDA), LTD.
AND PROTON ACQUISITION CORPORATION, PURSUANT
TO WHICH, AMONG OTHER THINGS, PROTON ACQUISITION
CORPORATION WILL MERGE WITH AND INTO PANAMSAT
HOLDING CORPORATION.
--------------------------------------------------------------------------------------------------------------------------
PARTNERRE LTD. Agenda Number: 932474834
--------------------------------------------------------------------------------------------------------------------------
Security: G6852T105
Meeting Type: Annual
Meeting Date: 12-May-2006
Ticker: PRE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
ROBERT M. BAYLIS Mgmt For For
JAN H. HOLSBOER Mgmt For For
KEVIN M. TWOMEY Mgmt For For
02 TO RE-APPOINT DELOITTE & TOUCHE, THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM, AS THE COMPANY
S INDEPENDENT AUDITORS FOR THE ENSUING PERIOD
ENDING WITH THE 2007 ANNUAL GENERAL MEETING
AND TO REFER THE DETERMINATION OF AUDITORS
REMUNERATION TO THE BOARD OF DIRECTORS.
03 TO CONSIDER AND TAKE ACTION WITH RESPECT TO Mgmt Against Against
SUCH OTHER MATTERS AS MAY PROPERLY COME BEFORE
THE ANNUAL GENERAL MEETING OR ANY ADJOURNMENT
OR ADJOURNMENTS THEREOF.
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 932449526
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 27-Apr-2006
Ticker: PFE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MICHAEL S. BROWN Mgmt For For
M. ANTHONY BURNS Mgmt For For
ROBERT N. BURT Mgmt For For
W. DON CORNWELL Mgmt For For
WILLIAM H. GRAY III Mgmt For For
CONSTANCE J. HORNER Mgmt For For
WILLIAM R. HOWELL Mgmt For For
STANLEY O. IKENBERRY Mgmt For For
GEORGE A. LORCH Mgmt Withheld Against
HENRY A. MCKINNELL Mgmt For For
DANA G. MEAD Mgmt Withheld Against
RUTH J. SIMMONS Mgmt For For
WILLIAM C. STEERE, JR. Mgmt For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2006.
03 MANAGEMENT PROPOSAL TO AMEND COMPANY S RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION TO ELIMINATE SUPERMAJORITY
VOTE REQUIREMENTS AND FAIR PRICE PROVISION.
04 SHAREHOLDER PROPOSAL RELATING TO TERM LIMITS Shr Against For
FOR DIRECTORS.
05 SHAREHOLDER PROPOSAL REQUESTING REPORTING ON Shr Against For
PHARMACEUTICAL PRICE RESTRAINT.
06 SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE Shr For Against
VOTING.
07 SHAREHOLDER PROPOSAL REQUESTING SEPARATION OF Shr For Against
ROLES OF CHAIRMAN AND CEO.
08 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
POLITICAL CONTRIBUTIONS.
09 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
THE FEASIBILITY OF AMENDING PFIZER S CORPORATE
POLICY ON LABORATORY ANIMAL CARE AND USE.
10 SHAREHOLDER PROPOSAL REQUESTING JUSTIFICATION Shr Against For
FOR FINANCIAL CONTRIBUTIONS WHICH ADVANCE ANIMAL-BASED
TESTING METHODOLOGIES.
--------------------------------------------------------------------------------------------------------------------------
PRUDENTIAL FINANCIAL, INC. Agenda Number: 932465708
--------------------------------------------------------------------------------------------------------------------------
Security: 744320102
Meeting Type: Annual
Meeting Date: 09-May-2006
Ticker: PRU
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
FREDERIC K. BECKER Mgmt For For
GORDON M. BETHUNE Mgmt For For
JAMES G. CULLEN Mgmt For For
WILLIAM H. GRAY III Mgmt For For
JON F. HANSON Mgmt For For
CONSTANCE J. HORNER Mgmt For For
JAMES A. UNRUH Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT AUDITOR FOR THE YEAR ENDING
DECEMBER 31, 2006.
03 A SHAREHOLDER PROPOSAL REGARDING SEVERANCE PAYMENTS. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
REED ELSEVIER NV Agenda Number: 700899149
--------------------------------------------------------------------------------------------------------------------------
Security: N73430105
Meeting Type: AGM
Meeting Date: 19-Apr-2006
Ticker:
ISIN: NL0000349488
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting No vote
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 12 APR 2006. SHARES CAN BE TRADED
THEREAFTER. THANK YOU
1. Opening Non-Voting No vote
2. Report of the Management for the FY 2005 Non-Voting No vote
3. Approve the 2005 annual financial statement Mgmt No vote
4. Approve the waiver of claims against the Members Mgmt No vote
of the Management Board and the Supervisory
Board
5. Approve the dividend Mgmt No vote
6. Appoint Deloitte Accountants as the External Mgmt No vote
Auditors for 2006
7. Approve the changes to the Long Term Incentive Mgmt No vote
Share Option Scheme 2003
8. Approve the changes in the Supervisory Board Mgmt No vote
9. Approve the changes in the Management Board Mgmt No vote
10. Authorize the Management Board to acquire own Mgmt No vote
shares
11. Authorize the Combined Board to issue shares, Mgmt No vote
grant share options and restrict pre-emptive
rights
12. Question Non-Voting No vote
13. Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
REED ELSEVIER NV Agenda Number: 700907833
--------------------------------------------------------------------------------------------------------------------------
Security: N73430105
Meeting Type: AGM
Meeting Date: 19-Apr-2006
Ticker:
ISIN: NL0000349488
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 295028 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.
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting No vote
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 12 APR 2006. SHARES CAN BE TRADED
THEREAFTER. THANK YOU
1. Opening Non-Voting No vote
2. Receive the report of the Management for the Non-Voting No vote
FY 2005
3. Approve the financial statements and the statutory Mgmt No vote
reports
4.A Grant discharge to the Management Board Mgmt No vote
4.B Grant discharge to the Supervisory Board Mgmt No vote
5. Approve the dividends of EUR 0.359 per share Mgmt No vote
6. Appoint Deloitte Accountants BV as the External Mgmt No vote
Auditors for 2006
7. Approve the changes to the Long Term Incentive Mgmt No vote
Stock Option Scheme 2003
8.A Appoint Mrs. L. Hook to the Supervisory Board Mgmt No vote
8.B Re-appoint Mrs. G. de Boer-Kruyt to the Supervisory Mgmt No vote
Board
8.C Re-appoint Mr. M. Elliott to the Supervisory Mgmt No vote
Board
8.D Re-appoint Mr. C. Van Lede to the Supervisory Mgmt No vote
Board
8.E Re-appoint Mr. D. Reid to the Supervisory Board Mgmt No vote
9.A Re-elect Mr. Gerard van de Aast to the Management Mgmt No vote
Board
9.B Re-elect Mr. Patrick Tierney to the Management Mgmt No vote
Board
10. Authorize the Management Board to repurchase Mgmt No vote
of up to 10% of issued share capital
11.A Authorize the Board to issue shares up to 10% Mgmt No vote
of the issued and outstanding share capital
11.B Authorize the Board to exclude pre-emptive rights Mgmt No vote
from issuance under Resolution 11.A
Other business Non-Voting No vote
Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
RWE AG, ESSEN Agenda Number: 700885417
--------------------------------------------------------------------------------------------------------------------------
Security: D6629K109
Meeting Type: AGM
Meeting Date: 13-Apr-2006
Ticker:
ISIN: DE0007037129
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements of RWE AktiengesellschaftNon-Voting No vote
and the Group for the FYE DEC 31 2005 with
the combined Review of Operations of RWE Aktiengesellschaft
and the Group, the proposal for the appropriation
of distributable profit, and the Supervisory
Board Report for fiscal 2005
2. Approve the appropriation of the distributable Mgmt No vote
profit of EUR 984,279,827.47 as follows: payment
of a dividend of EUR 1.75 per entitled share
EUR 71,077.47 shall be carried forward ex-dividend
and payable date: 18 APR 2006
3. Ratify the Acts of the Executive Board for fiscal Mgmt No vote
2005
4. Ratify the Acts of the Supervisory Board for Mgmt No vote
fiscal 2005
5. Appoint PricewaterhouseCoopers AG, Essen as Mgmt No vote
the Auditors for the FY 2006
6.1 Elect Dr. Paul Achleitner to the Supervisory Mgmt No vote
Board
6.2 Elect Mr Carl-Ludwig von Boehm-Bezing to the Mgmt No vote
Supervisory Board
6.3 Elect Dr. Thomas R. Fischer to the Supervisory Mgmt No vote
Board
6.4 Elect Mr Heinz-Eberhard Holl to the Supervisory Mgmt No vote
Board
6.5 Elect Dr. Gerhard Langemeyer to the Supervisory Mgmt No vote
Board
6.6 Elect Ms Dagmar Muehlenfeld to the Supervisory Mgmt No vote
Board
6.7 Elect Dr. Wolfgang Reiniger to the Supervisory Mgmt No vote
Board
6.8 Elect Dr. Manfred Schneider to the Supervisory Mgmt No vote
Board
6.9 Elect Prof. Dr. Ekkehard D. Schulz to the Supervisory Mgmt No vote
Board
6.10 Elect Prof. Karel Van Miert to the Supervisory Mgmt No vote
Board
7. Authorize the Company to acquire own shares Mgmt No vote
of up to 10% of its share capital, at a price
differing neither more than 10% from the market
price of the shares if they are acquired through
the stock exchange, nor more than 20% if they
are acquired by way of a repurchase offer,
on or before 12 OCT 2007; authorize the Board
of Managing Directors to retire the shares,
to float the shares on Foreign Stock Exchanges
and to use the shares in connection with mergers
and acquisitions if the shares are sold at
a price not more than 5% below their market
price
--------------------------------------------------------------------------------------------------------------------------
SANOFI-AVENTIS Agenda Number: 932529413
--------------------------------------------------------------------------------------------------------------------------
Security: 80105N105
Meeting Type: Annual
Meeting Date: 31-May-2006
Ticker: SNY
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 APPROVAL OF THE INDIVIDUAL COMPANY FINANCIAL Mgmt No vote
STATEMENTS FOR THE YEAR ENDED DECEMBER 31,
2005
O2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS Mgmt No vote
FOR THE YEAR ENDED DECEMBER 31, 2005
O3 APPROPRIATION OF PROFITS; DECLARATION OF DIVIDEND Mgmt No vote
O4 APPROVAL OF TRANSACTIONS COVERED BY THE STATUTORY Mgmt No vote
AUDITORS SPECIAL REPORT PREPARED IN ACCORDANCE
WITH ARTICLE L.225-40 OF THE COMMERCIAL CODE
O5 REAPPOINTMENT OF A DIRECTOR Mgmt No vote
O6 APPOINTMENT OF A DIRECTOR Mgmt No vote
O7 REAPPOINTMENT OF A STATUTORY AUDITOR Mgmt No vote
O8 APPOINTMENT OF A DEPUTY STATUTORY AUDITOR Mgmt No vote
O9 DIRECTORS ATTENDANCE FEES Mgmt No vote
O10 AUTHORIZATION TO THE BOARD OF DIRECTORS TO CARRY Mgmt No vote
OUT TRANSACTIONS IN SHARES ISSUED BY THE COMPANY
E11 REVIEW AND APPROVAL OF THE MERGER OF RHONE COOPER Mgmt No vote
INTO SANOFI-AVENTIS - APPROVAL OF THE CONSIDERATION
FOR THE MERGER AND OF THE RESULTING CAPITAL
INCREASE
E12 APPROPRIATION OF MERGER PREMIUM Mgmt No vote
E13 FORMAL RECORDING OF FINAL COMPLETION OF THE Mgmt No vote
MERGER ON MAY 31, 2006 AND OF THE RESULTING
CAPITAL INCREASE
E14 AMENDMENT TO ARTICLE 6 OF THE BYLAWS AFTER THE Mgmt No vote
CAPITAL INCREASE
E15 AMENDMENT TO ARTICLES 12 AND 16 OF THE BYLAWS Mgmt No vote
E16 POWERS Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH AND SOUTHERN ENERGY PLC Agenda Number: 700746552
--------------------------------------------------------------------------------------------------------------------------
Security: G7885V109
Meeting Type: AGM
Meeting Date: 28-Jul-2005
Ticker:
ISIN: GB0007908733
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the accounts and the reports of the Mgmt For For
Directors and the Auditor for the FYE 31 MAR
2005
2. Approve the remuneration report for the FYE Mgmt For For
31 MAR 2005
3. Declare a final dividend for the YE 31 MAR 2005 Mgmt For For
of 30.3 pence per ordinary share
4. Re-elect Mr. Colin Hood as a Director of the Mgmt For For
Company
5. Re-elect Mr. Rene Medori as a Director of the Mgmt For For
Company
6. Re-elect Sir Robert Smith as a Director of the Mgmt For For
Company
7. Appoint KPMG Audit PLC as the Auditors of the Mgmt For For
Company to hold office from the conclusion
of this meeting to the conclusion of the next
general meeting at which the accounts are laid
before the Company
8. Authorize the Directors to determine the Auditors Mgmt For For
remuneration
9. Authorize the Directors, for the purpose of Mgmt For For
Section 80 of the Companies Act 1985, to allot
relevant securities Section 80(2) up to an
aggregate nominal amount of GBP 143,137,431;
Authority expires at the conclusion of the
next AGM of the Company ; and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.10 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 9 and pursuant to Section 95
of the Companies Act 1985, to allot equity
securities Section 94 for cash pursuant to
the authority conferred by Resolution 9, disapplying
the statutory pre-emption rights Section 89(1)
, provided that this power is limited to the
allotment of equity securities: a) in connection
with a rights issue in favor of ordinary shareholders;
and b) up to an aggregate nominal amount of
GBP 21,470,614; Authority expires at the conclusion
of the next AGM of the Company ; and, authorize
the Directors to allot equity securities after
the expiry of this authority in pursuance of
such an offer or agreement made prior to such
expiry
S.11 Authorize the Company, pursuant to the Article Mgmt For For
12 of the Articles of Association and for the
purpose of Section 166 of the Companies Act
1985, to make one or more market purchases
Section 163 of up to 85,880,075 ordinary
shares, representing 10% of the Company s issued
ordinary share capital, of 50p each in the
capital of the Company, at a minimum price
equal to the nominal value and not more than
5% above the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the next AGM of the Company
or 15 months from the date of passing of this
resolution ; the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH POWER PLC Agenda Number: 700766148
--------------------------------------------------------------------------------------------------------------------------
Security: G79314129
Meeting Type: AGM
Meeting Date: 22-Jul-2005
Ticker:
ISIN: GB0006900707
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the annual report accounts for the YE Mgmt For Split
31 MAR 2005
2. Approve the remuneration report Mgmt For Split
3. Re-elect Mr. Charles Berry as a Director Mgmt For Split
4. Re-elect Mr. Donald Brydon as a Director Mgmt For Split
5. Re-elect Mr. Nolan Karras as a Director Mgmt For Split
6. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For Split
Auditors of the Company and authorize the Directors
to fix their remuneration
7. Authorize the Company to make EU political donations Mgmt For Split
up to GBP 80,000 and to incur EU political
expenditure up to GBP 20,000
8. Grant authority to issue equity or equity-linked Mgmt For Split
securities with pre-emptive rights up to aggregate
nominal amount of GBP 310,961,355
S.9 Grant authority to issue equity or equity-linked Mgmt For Split
securities without pre-emptive rights up to
aggregate nominal amount of GBP 46,644,203
S.10 Grant authority to make market purchases of Mgmt For Split
186,576,813 ordinary shares
S.11 Adopt new Articles of Association Mgmt For Split
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH POWER PLC Agenda Number: 700775678
--------------------------------------------------------------------------------------------------------------------------
Security: G79314129
Meeting Type: EGM
Meeting Date: 22-Jul-2005
Ticker:
ISIN: GB0006900707
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the sale by the Company of PacificCorp, Mgmt No vote
the terms and conditions of which are set out
in the stock purchase agreement dated 23 MAY
2005 betweem the Company, PacificCorp Holdings,
Inc. and MidAmerican Energy Holdings Company
and authorize the Directors of the Company
to conclude and implement the sale in accordance
with such terms and conditions and to agree
such amendments and variations to and waivers
of such terms and conditions as are necessary
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH POWER PLC Agenda Number: 700928700
--------------------------------------------------------------------------------------------------------------------------
Security: G79314129
Meeting Type: EGM
Meeting Date: 04-May-2006
Ticker:
ISIN: GB0006900707
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
S.1 Approve conditional on the admission of the Mgmt For For
new ordinary shares and the B shares to the
Official list of the Financial Services Authority
and to trading on the London stock Exchange
Plc s main market for listed securities becoming
effective the capital reorganization, the
return of cash, the amendments to the Company
s Articles of Association and the amendments
to the existing authorities to allot new shares,
disapply pre-emption rights and to make market
purchases of ordinary shares each; as specified
--------------------------------------------------------------------------------------------------------------------------
SEVERN TRENT PLC Agenda Number: 700770084
--------------------------------------------------------------------------------------------------------------------------
Security: G8056D142
Meeting Type: AGM
Meeting Date: 26-Jul-2005
Ticker:
ISIN: GB0000546324
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the Statutory Mgmt For For
reports
2. Approve the remuneration reports Mgmt For For
3. Approve the final dividend of 30.30 pence per Mgmt For For
ordinary share
4. Re-elect Mr. Martin Bettington as a Director Mgmt For For
5. Elect Mr. Rachel Brydon Jannetta as a Director Mgmt For For
6. Re-elect Mr. Marisa Cassoni as a Director Mgmt For For
7. Elect Sir John Egan as a Director Mgmt For For
8. Re-elect Mr. Martin Flower as a Director Mgmt For For
9. Elect Mr. Mark Wilson as a Director Mgmt For For
10. Elect Mr. Tony Wray as a Director Mgmt For For
11. Appoint Deloitte & Touche LLP as the Auditors Mgmt For For
and authorize the Board to determine their
remuneration
12. Approve the Seven Trent Long-Term Incentive Mgmt For For
Plan 2005
13. Grant authority to issue Equity or Equity-Linked Mgmt For For
Securities with pre-emptive rights up to aggregate
nominal amount of GBP 74,839,664
S.14 Grant authority to issue Equity or Equity-Linked Mgmt For For
Securities without pre-emptive rights up to
aggregate nominal amount of GBP 11,339,342
S.15 Grant Authority to make market purchase of 34,749,599 Mgmt For For
ordinary shares
16. Authorize the Company to make EU Political Organization Mgmt For For
Donations and to Incur EU Political expenditure
up to GBP 50,000
17. Authorize the Seven Trent Water LTD to make Mgmt For For
EU Political Organization Donations and to
Incur EU Political expenditure up to GBP 50,000
18. Authorize the Biffa Water Services LTD to make Mgmt For For
EU Political Organization Donations and to
Incur EU Political expenditure up to GBP 25,000
19. Authorize the Biffa Treatment NV to make EU Mgmt For For
Political Organization Donations and to Incur
EU Political expenditure up to GBP 25,000
--------------------------------------------------------------------------------------------------------------------------
SIMON PROPERTY GROUP, INC. Agenda Number: 932469605
--------------------------------------------------------------------------------------------------------------------------
Security: 828806109
Meeting Type: Annual
Meeting Date: 11-May-2006
Ticker: SPG
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
BIRCH BAYH Mgmt Withheld Against
MELVYN E. BERGSTEIN Mgmt For For
LINDA WALKER BYNOE Mgmt For For
KAREN N. HORN Mgmt For For
REUBEN S. LEIBOWITZ Mgmt For For
J. ALBERT SMITH, JR. Mgmt For For
PIETER S. VAN DEN BERG Mgmt For For
02 APPROVAL OF PROPOSED AMENDMENT TO STOCK INCENTIVE Mgmt For For
PLAN.
03 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2006.
04 TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL Shr For Against
--------------------------------------------------------------------------------------------------------------------------
SL GREEN REALTY CORP. Agenda Number: 932494901
--------------------------------------------------------------------------------------------------------------------------
Security: 78440X101
Meeting Type: Annual
Meeting Date: 17-May-2006
Ticker: SLG
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOHN H. ALSCHULER, JR. Mgmt For For
STEPHEN L. GREEN Mgmt For For
02 TO RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2006.
--------------------------------------------------------------------------------------------------------------------------
SOCIETE GENERALE, PARIS Agenda Number: 700922188
--------------------------------------------------------------------------------------------------------------------------
Security: F43638141
Meeting Type: MIX
Meeting Date: 30-May-2006
Ticker:
ISIN: FR0000130809
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A Verification Period exists in France. Please Non-Voting No vote
see http://ics.adp.com/marketguide for complete
information. Verification Period: Registered
Shares: 1 to 5 days prior to the meeting date,
depends on company s by-laws. Bearer Shares:
6 days prior to the meeting date. French
Resident Shareowners must complete, sign and
forward the Proxy Card directly to the sub
custodian. Please contact your Client Service
Representative to obtain the necessary card,
account details and directions. The following
applies to Non-Resident Shareowners: Proxy
Cards: ADP will forward voting instructions
to the Global Custodians that have become Registered
Intermediaries, on ADP Vote Deadline Date.
In capacity as Registered Intermediary, the
Global Custodian will sign the Proxy Card and
forward to the local custodian. If you are
unsure whether your Global Custodian acts as
Registered Intermediary, please contact ADP.
Trades/Vote Instructions: Since France maintains
a Verification Period, for vote instructions
submitted that have a trade transacted (sell)
for either the full security position or a
partial amount after the vote instruction has
been submitted to ADP and the Global Custodian
advises ADP of the position change via the
account position collection process, ADP has
a process in effect which will advise the Global
Custodian of the new account position available
for voting. This will ensure that the local
custodian is instructed to amend the vote instruction
and release the shares for settlement of the
sale transaction. This procedure pertains to
sale transactions with a settlement date prior
to Meeting Date + 1
O.1 Receive the Board of Directors and the Auditors Mgmt No vote
report, and approve the Company s financial
statements and the balance sheet for the FYE
31 DEC 2005 and the earnings of EUR 3,069,086,820.68;
O.2 Approve the appropriation of profits as follows: Mgmt No vote
net profit for the FY: EUR 3,069,086,820.68;
retained earnings: EUR 4,439,665,572.43; distributable
total: EUR 7,508,752,393.11; retained earnings
account: EUR 1,114,790,006.18; dividend: EUR
1,954,296,814.50; the reserve which amounted
EUR 10,111,265,559.65 after allocation of the
2004 income of EUR 9,238,209,010.49 retained
earnings amounted to EUR 4,439,665,572.43 after
allocation of the 2004 income EUR 5,554,455,578.61
and, the shareholders will receive a net dividend
of EUR 1.25, with a French Tax Code of EUR
4.50 at the 40% allowance; this dividend will
be paid on 06 JUN 2006
O.3 Receive the reports of the Board of Directors Mgmt No vote
and Statutory Auditors and approve the consolidated
financial statements for the said financial
statements and FY
O.4 Approve the Special Auditors report, in accordance Mgmt No vote
with the provisions of Article L.225-22-1,
L.225-38 and L.225-42-1 and followings of the
French Commercial Code
O.5 Approve to renew the term of office to Mr. Robert Mgmt No vote
A. Day as a Director for 4 years
O.6 Approve to renew the term of office to Mr. Elie Mgmt No vote
Cohen as a Director for 4 years
O.7 Appoint Mr. Gianmilio Osculati as a Director Mgmt No vote
for a 4 years
O.8 Appoint Mr. Luc Vandevelde as a Director for Mgmt No vote
a 2-year period
O.9 Approve to allocate EUR 750,000.00 to the Board Mgmt No vote
of Directors as annual fees
O.10 Approve to renew the appointment of Deloitte Mgmt No vote
and Associes Statutory Auditor for the FY s
2006 to 2011
O.11 Approve to renew the appointment of Ernst and Mgmt No vote
Young as Statutory Auditor for the FY s 2006
to 2011
O.12 Approve to renew the appointment of Mr. Alian Mgmt No vote
Pons as Deputy Auditor to the Company Deloitte
Associes for the FY s 2006 to 2011
O.13 Approve to renew the appointment of Mr. Gabriel Mgmt No vote
Galet as Deputy Auditor of the Company Ernst
& Young for the FY s 2006 to 2011
O.14 Authorize the Board, in substitution for the Mgmt No vote
authority of the general meeting on 09 MAY
2005, to trade the Company s shares on the
stock exchange in view of adjusting their price
as per the following conditions: maximum purchase
price: EUR 165.00; minimum selling price: EUR
70.00; and, maximum number of shares 43,428,818
to be traded 10% of the share capital ; maximum
funds invested in the share buybacks: EUR 7,165,754,970.00;
Authority expires at the end of 18 months
; and authorize the Board of Directors to take
all necessary measures and accomplish all necessary
formalities
E.15 Authorize the Board of Directors to increase Mgmt No vote
the share capital, on one or more occasions,
in France or abroad, up to a maximum nominal
amount of EUR 220,000,000.00 by way of issuing
ordinary shares other securities giving access
to the capital up to maximum nominal amount
of EUR 550,000,000.00 by way of capitalizing
reserves, profits, premiums or other means,
provided that such issue is allowed by Law
and under the By-Laws to be carried out through
the issue of bonus shares or the raise of the
par value of the existing shares; the nominal
amount of debt securities issued shall not
exceed EUR 6,000,000,000.00; Authority expires
at the end of 26 months ; this authorization
superseded the authorization granted by Resolution
12 of the shareholders meeting of 29 APR 2006
E.16 Authorize the Board of Directors to increase Mgmt No vote
the share capital, on one or more occasions,
in France or abroad, up to a maximum nominal
amount of EUR 110,000,000.00 by way of issuing
ordinary shares other securities giving access
to the capital up to maximum nominal amount
of EUR 600,000,000.00; Authority expires at
the end of 26 months ; approve that these issues
may be achieved in consideration for securities
which would be brought to Societe Generale
in the framework of a public exchange offer
initiated by the Company concerning the shares
of another Company; this authorization superseded
the authorization granted by Resolution 12
of the shareholders meeting of 29 APR 2006
E.17 Approve that the Board of Directors may decide Mgmt No vote
to increase the number of securities to be
issued in the event of a surplus demand in
the framework of a capital increase, for each
of the issues with or without preferential
subscription right of shareholder, within 30
days of the closing of the subscription period
and up to a maximum of 15% of general meeting
proxy services initial issue, at the same price
as the one of the initial issuance, Authority
expires at the end of 26 months ; to take all
necessary measures and accomplish all necessary
formalities
E.18 Authorize the Board, to increase the share capital Mgmt No vote
by up to 10%, in consideration for the contribution
in kind granted to the Company and comprised
of capital securities given access to share
capital without preferential subscription right;
Authority expires at the end of 26 months
; to take all necessary measures and accomplish
all necessary formalities; authorize the Board
of Directors to take all necessary measures
and accomplish all necessary formalities
E.19 Authorize the Board, in substitution for the Mgmt No vote
existing authority to the shareholder on 29
APR 2004, to increase the share capital, on
one or more occasions, at its sole discretion,
in favor of Members of the Company or a Group
Savings Plan belonging to Societe Generale
or related Companies; Authority expires at
the end of 26 months ; for an amount that not
exceeding EUR 16,300,000.00; and authorize
the Board of Directors to take all necessary
measures and accomplish all necessary formalities
E.20 Authorize the Board of Directors, in substitution Mgmt No vote
for authority granted by the shareholders
meeting in Resolution 16 on 29 APR 2004, to
grant in one or more transactions, in favor
of employees and corporate officers of the
Company and related Companies, options to subscribe
for new shares in the Company to be issued
through a share capital increase, or to purchase
existing shares purchased by the Company, it
being provided the options shall not give rights
to a total number of shares, which shall exceed
4% of the share capital, Authority expires
at the end of 26 months ; and authorize the
Board of Directors to take all necessary measures
and accomplish all necessary formalities
E.21 Authorize the Board, in substitution for the Mgmt No vote
authority granted by the shareholders meeting
in Resolution 11 on 09 MAY 2005, to grant for
free existing or future shares, in favor of
the Executive Employees or classed as such
or some of the executive categories, as well
as in favor of the Corporate Officers of the
Company and related Companies, within the limit
of 2% of the share capital and the ceiling
of 4% of the capital representing on overall
ceiling for Resolutions 20 and 21, they may
not represent more than 4% of the share capital,
Authority expires at the end of 26 months
; and authorize the Board of Directors to take
all necessary measures and accomplish all necessary
formalities
E.22 Authorize the Board of Directors to cancel, Mgmt No vote
on one or more occasions, and at its sole discretion,
all or part of the shares held by the Company
in connection with a Stock Repurchase Plan,
up to a maximum of 10% of the total number
of shares, over a 24-month period; Authority
expires at the end of 26 months in substitution
for authority granted by the shareholders
meeting in Resolution 17 on 29 APR 2004
E.23 Authorize all the powers to the bearer of an Mgmt No vote
original, a copy or extract of the minutes
of this meeting to carry out all fillings,
publications and other formalities prescribed
by Law
--------------------------------------------------------------------------------------------------------------------------
SOUTHERN COPPER CORPORATION Agenda Number: 932490345
--------------------------------------------------------------------------------------------------------------------------
Security: 84265V105
Meeting Type: Annual
Meeting Date: 11-May-2006
Ticker: PCU
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
EMILIO CARRILLO GAMBOA Mgmt Withheld Against
J.F. COLLAZO GONZALEZ Mgmt Withheld Against
X.G. DE QUEVEDO TOPETE Mgmt Withheld Against
OSCAR GONZALEZ ROCHA Mgmt Withheld Against
J.E. GONZALEZ FELIX Mgmt Withheld Against
HAROLD S. HANDELSMAN Mgmt For For
GERMAN L. MOTA-VELASCO Mgmt Withheld Against
GENARO L. MOTA-VELASCO Mgmt Withheld Against
ARMANDO ORTEGA GOMEZ Mgmt Withheld Against
JUAN REBOLLEDO GOUT Mgmt Withheld Against
LUIS M PALOMINO BONILLA Mgmt For For
GILBERTO P. CIFUENTES Mgmt For For
CARLOS RUIZ SACRISTAN Mgmt For For
2A APPROVE AMENDMENTS TO THE BY-LAWS PROPOSING Mgmt Against Against
TO ELIMINATE CERTAIN EXTRANEOUS PROVISIONS
RELATING TO OUR RETIRED SERIES OF CLASS A COMMON
STOCK.
2B APPROVE AMENDMENTS TO THE BY-LAWS PROPOSING Mgmt For For
TO INTRODUCE A NEW PROVISION FOR ADVANCE NOTICE
TO SHAREHOLDERS SEEKING TO NOMINATE DIRECTORS
OR TO PROPOSE OTHER BUSINESS AT ANNUAL OR SPECIAL
MEETINGS OF THE COMMON STOCKHOLDERS (AS APPLICABLE).
2C APPROVE AMENDMENTS TO THE BY-LAWS PROPOSING Mgmt For For
TO SUBSTITUTE GRUPO MEXICO FOR ASARCO INCORPORATED
IN THE CHANGE IN CONTROL DEFINITION IN OUR
BY-LAWS.
2D APPROVE AMENDMENTS TO THE BY-LAWS PROPOSING Mgmt Against Against
TO ELIMINATE THE 80% SUPERMAJORITY VOTE REQUIREMENT
FOR CERTAIN CORPORATE ACTIONS.
03 APPROVE AMENDMENTS TO THE AMENDED AND RESTATED Mgmt For For
CERTIFICATE OF INCORPORATION.
04 RATIFY THE AUDIT COMMITTEE S SELECTION OF PRICEWATERHOUSECOOPERSMgmt For For
S.C. AS INDEPENDENT ACCOUNTANTS FOR 2006.
--------------------------------------------------------------------------------------------------------------------------
SPRINT CORPORATION Agenda Number: 932364502
--------------------------------------------------------------------------------------------------------------------------
Security: 852061100
Meeting Type: Annual
Meeting Date: 13-Jul-2005
Ticker: S
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 AMENDMENT TO SPRINT S ARTICLES OF INCORPORATION Mgmt For For
TO INCREASE THE NUMBER OF AUTHORIZED SHARES
OF SPRINT SERIES 1 COMMON STOCK.
02 AMENDMENT TO SPRINT S ARTICLES OF INCORPORATION Mgmt For For
TO CREATE THE CLASS OF NON-VOTING COMMON STOCK
AND CREATE THE NINTH SERIES PREFERRED STOCK
AND ADD A PROVISION STATING THAT STOCKHOLDER
APPROVAL IS NOT REQUIRED FOR THE ACQUISITION
BY SPRINT NEXTEL OF NON-VOTING COMMON STOCK
OR THE NINTH SERIES PREFERRED STOCK FROM A
HOLDER OF THAT STOCK.
03 ADOPTION OF THE SPRINT NEXTEL AMENDED AND RESTATED Mgmt For For
ARTICLES OF INCORPORATION.
04 ISSUANCE OF SPRINT NEXTEL SERIES 1 COMMON STOCK, Mgmt For For
NON-VOTING COMMON STOCK AND THE NINTH SERIES
PREFERRED STOCK IN THE MERGER.
05 POSSIBLE ADJOURNMENT OF THE SPRINT ANNUAL MEETING. Mgmt For For
06 DIRECTOR
GORDON M. BETHUNE Mgmt For For
DR. E. LINN DRAPER, JR. Mgmt For For
JAMES H. HANCE, JR. Mgmt For For
DEBORAH A. HENRETTA Mgmt For For
IRVINE O. HOCKADAY, JR. Mgmt For For
LINDA KOCH LORIMER Mgmt For For
GERALD L. STORCH Mgmt For For
WILLIAM H. SWANSON Mgmt For For
07 TO RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT Mgmt For For
AUDITORS OF SPRINT FOR 2005.
08 STOCKHOLDER PROPOSAL CONCERNING SENIOR EXECUTIVE Shr Against For
RETIREMENT BENEFITS.
--------------------------------------------------------------------------------------------------------------------------
SPRINT NEXTEL CORPORATION Agenda Number: 932451773
--------------------------------------------------------------------------------------------------------------------------
Security: 852061100
Meeting Type: Annual
Meeting Date: 18-Apr-2006
Ticker: S
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
KEITH J. BANE Mgmt For For
GORDON M. BETHUNE Mgmt For For
TIMOTHY M. DONAHUE Mgmt For For
FRANK M. DRENDEL Mgmt For For
GARY D. FORSEE Mgmt For For
JAMES H. HANCE, JR. Mgmt For For
V. JANET HILL Mgmt For For
IRVINE O. HOCKADAY, JR. Mgmt For For
WILLIAM E. KENNARD Mgmt For For
LINDA KOCH LORIMER Mgmt For For
STEPHANIE M. SHERN Mgmt For For
WILLIAM H. SWANSON Mgmt For For
02 TO RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM OF SPRINT
NEXTEL FOR 2006.
03 SHAREHOLDER PROPOSAL CONCERNING MAJORITY VOTING. Shr For Against
04 SHAREHOLDER PROPOSAL CONCERNING CUMULATIVE VOTING. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
STATOIL ASA Agenda Number: 700917098
--------------------------------------------------------------------------------------------------------------------------
Security: R8412T102
Meeting Type: AGM
Meeting Date: 10-May-2006
Ticker:
ISIN: NO0010096985
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting No vote
BENEFICIAL OWNER SIGNED POWER OF ATTORNEY (POA)
IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR
VOTING INSTRUCTIONS IN THIS MARKET. ABSENCE
OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE
REJECTED. SHOULD YOU HAVE ANY QUESTIONS, PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE
AT ADP. THANK YOU.
MARKET RULES REQUIRE ADP TO DISCLOSE BENEFICIAL Non-Voting No vote
OWNER INFORMATION FOR ALL VOTED ACCOUNTS.
IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS,
YOU WILL NEED TO PROVIDE THE BREAKDOWN OF EACH
BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION
TO YOUR ADP CLIENT SERVICE REPRESENTATIVE.
THIS INFORMATION IS REQUIRED IN ORDER FOR
ADP TO LODGE YOUR VOTE.
1. Opening of the AGM by the Chair of the Corporate Mgmt For For
Assembly
2. Elect the attending shareholders and proxies Mgmt For For
3. Elect a Chair of the meeting Mgmt For For
4. Elect a person to co-sign the minutes together Mgmt For For
with the Chair of the meeting
5. Approve the notice and the agenda Mgmt For For
6. Approve the annual report and the accounts for Mgmt For For
the Statoil Asa and the Statoil Group for 2005,
including the Board of Directors proposal
for the distribution of the dividend; a dividend
of NOK 8.20 per share
7. Approve the remuneration of the Company s Auditor Mgmt For For
8. Elect 8 Members and 3 Deputy Members to the Mgmt For For
corporate assembly
9. Approve to determine the remuneration for the Mgmt For For
Members of the corporate assembly
10. Amend the Articles of Association, Section 11-Election Mgmt For For
Committee
11. Elect the Members of the Election Committee Mgmt For For
12. Approve to determine the remuneration for the Mgmt For For
Members to the Election Committee
13. Approve to reduce NOK 58.6 Million in the share Mgmt For For
capital through share cancellation
14. Grant authority to acquire Statoil shares in Mgmt For For
the market for subsequent annulment
15. Grant authority to acquire Statoil shares in Mgmt For For
the market in order to continue implementation
of the share saving plan for employees
--------------------------------------------------------------------------------------------------------------------------
TD AMERITRADE HOLDING CORPORATION Agenda Number: 932438383
--------------------------------------------------------------------------------------------------------------------------
Security: 03074K100
Meeting Type: Annual
Meeting Date: 09-Mar-2006
Ticker: AMTD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
W. EDMUND CLARK* Mgmt Withheld Against
MICHAEL D. FLEISHER* Mgmt For For
GLENN H. HUTCHINS** Mgmt For For
JOSEPH H. MOGLIA* Mgmt Withheld Against
THOMAS S. RICKETTS* Mgmt Withheld Against
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDING SEPTEMBER 29, 2006.
03 AMENDMENT AND RESTATEMENT OF THE COMPANY S 1996 Mgmt For For
LONG-TERM INCENTIVE PLAN.
04 TO VOTE, IN ITS DISCRETION, UPON ANY OTHER BUSINESS Mgmt Against Against
THAT MAY PROPERLY COME BEFORE THE ANNUAL MEETING
OR ANY POSTPONEMENT OR ADJOURNMENT THEREOF.
MANAGEMENT IS NOT AWARE OF ANY OTHER MATTERS
THAT SHOULD COME BEFORE THE ANNUAL MEETING.
--------------------------------------------------------------------------------------------------------------------------
TELECOM CORP NEW ZEALAND LTD Agenda Number: 700785679
--------------------------------------------------------------------------------------------------------------------------
Security: Q89499109
Meeting Type: AGM
Meeting Date: 06-Oct-2005
Ticker:
ISIN: NZTELE0001S4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorize the Directors to fix the Auditors Mgmt No vote
remuneration
2. Re-elect Mr. Rod Mcgeoch as a Director of Telecom Mgmt No vote
3. Re-elect Mr. Michael Tyler as a Director of Mgmt No vote
Telecom
4. Re-elect Mr. Wayne Boyd as a Director of Telecom Mgmt No vote
5. Re-elect Mr. Rob Mcleod as a Director of Telecom Mgmt No vote
6. Amend the Telecom s Constitution, effective Mgmt No vote
immediately as specified
--------------------------------------------------------------------------------------------------------------------------
TELECOM CORP NEW ZEALAND LTD Agenda Number: 700801358
--------------------------------------------------------------------------------------------------------------------------
Security: Q89499109
Meeting Type: AGM
Meeting Date: 06-Oct-2005
Ticker:
ISIN: NZTELE0001S4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorize Board to Fix The Remuneration of the Mgmt No vote
Auditors
2. Elect Mr. Roderick Deane as Director Mgmt No vote
3. Elect Mr. Paul Baines as Director Mgmt No vote
4. Elect Ms. Patsy Reddy as Director Mgmt No vote
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting No vote
ID 254767 DUE TO CHANGE IN THE AGENDA. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
TELSTRA CORPORATION LIMITED Agenda Number: 700804621
--------------------------------------------------------------------------------------------------------------------------
Security: Q8975N105
Meeting Type: AGM
Meeting Date: 25-Oct-2005
Ticker:
ISIN: AU000000TLS2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Chairman and CEO presentations Mgmt No vote
2. Approve the Company s financial statements and Mgmt No vote
reports for the YE 30 JUN 2005
3. Adopt the remuneration report for the FYE 30 Mgmt No vote
JUN 2005
4. Approve the maximum aggregate remuneration payable Mgmt No vote
out of the funds of the Company to Non-Executive
Directors of the Company for their services
as the Directors including their service on
a Committee of Directors be increased to AUD
2,000,000 per annum
5.A Re-elect Ms. Catherine Livingstone as a Director, Mgmt No vote
who reties by rotation in accordance with Company
s Constitution
5.B Elect Mr. Mervyn Vogt as a Director Mgmt No vote
5.C Re-elect Mr. Donald Mc Gauchie as a Director, Mgmt No vote
who reties by rotation in accordance with Company
s Constitution
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF RECORD DATE. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
THE BANK OF NOVA SCOTIA Agenda Number: 932435399
--------------------------------------------------------------------------------------------------------------------------
Security: 064149107
Meeting Type: Annual
Meeting Date: 03-Mar-2006
Ticker: BNS
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A DIRECTOR
RONALD A. BRENNEMAN Mgmt For For
C.J. CHEN Mgmt For For
N. ASHLEIGH EVERETT Mgmt For For
JOHN C. KERR Mgmt For For
HON. MICHAEL J.L. KIRBY Mgmt For For
LAURENT LEMAIRE Mgmt For For
JOHN T. MAYBERRY Mgmt For For
HON.BARBARA J.MCDOUGALL Mgmt For For
ELIZABETH PARR-JOHNSTON Mgmt For For
A.E. ROVZAR DE LA TORRE Mgmt For For
ARTHUR R.A. SCACE Mgmt For For
GERALD W. SCHWARTZ Mgmt For For
ALLAN C. SHAW Mgmt For For
PAUL D. SOBEY Mgmt For For
BARBARA S. THOMAS Mgmt For For
RICHARD E. WAUGH Mgmt For For
B APPOINTMENT OF KPMG LLP AS AUDITOR Mgmt For For
C SHAREHOLDER PROPOSAL NO. 1 Shr Against For
D SHAREHOLDER PROPOSAL NO. 2 Shr Against For
E SHAREHOLDER PROPOSAL NO. 3 Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE MAY DEPARTMENT STORES COMPANY Agenda Number: 932359917
--------------------------------------------------------------------------------------------------------------------------
Security: 577778103
Meeting Type: Annual
Meeting Date: 13-Jul-2005
Ticker: MAY
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Mgmt For For
MERGER, DATED AS OF FEBRUARY 27, 2005, BY AND
AMONG THE MAY DEPARTMENT STORES COMPANY, FEDERATED
DEPARTMENT STORES, INC. AND MILAN ACQUISITION
LLC, A WHOLLY OWNED SUBSIDIARY OF FEDERATED
DEPARTMENT STORES, INC. AND THE TRANSACTIONS
CONTEMPLATED BY THE MERGER AGREEMENT, INCLUDING
THE MERGER.
02 DIRECTOR
MARSHA J. EVANS Mgmt For For
DAVID B. RICKARD Mgmt For For
JOYCE M. ROCHE Mgmt For For
R. DEAN WOLFE Mgmt For For
03 ADOPT AN AMENDMENT TO MAY S CERTIFICATE OF INCORPORATION Mgmt For For
TO PROVIDE FOR ANNUAL ELECTION OF DIRECTORS.
04 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
05 APPROVE ADJOURNMENTS OR POSTPONEMENTS OF THE Mgmt For For
MAY ANNUAL MEETING, IF NECESSARY, TO PERMIT
FURTHER SOLICITATION OF PROXIES IF THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF THE MAY
ANNUAL MEETING TO APPROVE THE ABOVE PROPOSALS.
--------------------------------------------------------------------------------------------------------------------------
THE SOUTHERN COMPANY Agenda Number: 932490282
--------------------------------------------------------------------------------------------------------------------------
Security: 842587107
Meeting Type: Annual
Meeting Date: 24-May-2006
Ticker: SO
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.P. BARANCO Mgmt For For
D.J. BERN Mgmt For For
F.S. BLAKE Mgmt For For
T.F. CHAPMAN Mgmt For For
D.M. JAMES Mgmt For For
Z.T. PATE Mgmt For For
J.N. PURCELL Mgmt For For
D.M. RATCLIFFE Mgmt For For
W.G. SMITH, JR. Mgmt For For
G.J. ST. PE Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2006
03 APPROVAL OF THE SOUTHERN COMPANY OMNIBUS INCENTIVE Mgmt For For
COMPENSATION PLAN
--------------------------------------------------------------------------------------------------------------------------
THE STANLEY WORKS Agenda Number: 932471585
--------------------------------------------------------------------------------------------------------------------------
Security: 854616109
Meeting Type: Annual
Meeting Date: 26-Apr-2006
Ticker: SWK
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
EILEEN S. KRAUS Mgmt Withheld Against
LAWRENCE A. ZIMMERMAN Mgmt For For
02 TO APPROVE ERNST & YOUNG LLP AS INDEPENDENT Mgmt For For
AUDITORS FOR THE YEAR 2006.
03 TO APPROVE THE STANLEY WORKS 2006 MANAGEMENT Mgmt For For
INCENTIVE COMPENSATION PLAN.
04 TO APPROVE AMENDMENTS TO THE STANLEY WORKS 2001 Mgmt For For
LONG-TERM INCENTIVE PLAN AND THE STANLEY WORKS
1997 LONG-TERM INCENTIVE PLAN.
05 TO VOTE ON A SHAREHOLDER PROPOSAL URGING THE Shr For Against
BOARD OF DIRECTORS TO TAKE THE NECESSARY STEPS
TO REQUIRE THAT ALL MEMBERS OF THE BOARD OF
DIRECTORS BE ELECTED ANNUALLY.
--------------------------------------------------------------------------------------------------------------------------
TOTAL S.A. Agenda Number: 932506249
--------------------------------------------------------------------------------------------------------------------------
Security: 89151E109
Meeting Type: Annual
Meeting Date: 12-May-2006
Ticker: TOT
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 APPROVAL OF PARENT COMPANY FINANCIAL STATEMENTS Mgmt No vote
02 APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS Mgmt No vote
03 ALLOCATION OF EARNINGS, DECLARATION OF DIVIDEND Mgmt No vote
04 AUTHORIZATION TO BE GIVEN TO THE BOARD OF DIRECTORS Mgmt No vote
TO TRANSFER THE SPECIAL LONG-TERM CAPITAL GAINS
RESERVED TO THE ACCOUNT
05 AGREEMENTS COVERED BY ARTICLE L.225-38 OF THE Mgmt No vote
FRENCH COMMERCIAL CODE
06 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt No vote
TRADE SHARES OF THE COMPANY
07 DIRECTOR
ANNE LAUVERGEON Mgmt No vote
DANIEL BOUTON Mgmt No vote
BERTRAND COLLOMB Mgmt No vote
A JEANCOURT-GALIGNANI Mgmt No vote
MICHEL PEBEREAU Mgmt No vote
PIERRE VAILLAUD Mgmt No vote
CHRISTOPHE DE MARGERIE Mgmt No vote
14 APPROVAL OF THE ASSET CONTRIBUTION BY THE COMPANY Mgmt No vote
TO ARKEMA, GOVERNED BY THE LEGAL REGIME APPLICABLE
TO DEMERGERS
15 FOUR-FOR-ONE STOCK SPLIT Mgmt No vote
16 AMENDMENT OF ARTICLE 11 -3 OF THE COMPANY S Mgmt No vote
ARTICLES OF ASSOCIATION FIXING THE NUMBER
OF SHARES OF THE COMPANY
RA RESOLUTION A (NOT APPROVED BY THE BOARD OF DIRECTORS) Mgmt No vote
RB RESOLUTION B (NOT APPROVED BY THE BOARD OF DIRECTORS) Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
TRANSALTA CORPORATION Agenda Number: 932467550
--------------------------------------------------------------------------------------------------------------------------
Security: 89346D107
Meeting Type: Annual
Meeting Date: 27-Apr-2006
Ticker: TAC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
W.D. ANDERSON Mgmt For For
S.J. BRIGHT Mgmt For For
T.W. FAITHFULL Mgmt For For
G.D. GIFFIN Mgmt For For
C.K. JESPERSEN Mgmt For For
M.M. KANOVSKY Mgmt For For
D.S. KAUFMAN Mgmt For For
G.S. LACKENBAUER Mgmt For For
L. VAZQUEZ SENTIES Mgmt For For
S.G. SNYDER Mgmt For For
02 APPOINTMENT OF ERNST & YOUNG LLP AS AUDITORS. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TXU CORP. Agenda Number: 932480938
--------------------------------------------------------------------------------------------------------------------------
Security: 873168108
Meeting Type: Annual
Meeting Date: 19-May-2006
Ticker: TXU
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
E. GAIL DE PLANQUE Mgmt For For
LELDON E. ECHOLS Mgmt For For
KERNEY LADAY Mgmt For For
JACK E. LITTLE Mgmt For For
GERARDO I. LOPEZ Mgmt For For
J. E. OESTERREICHER Mgmt For For
MICHAEL W. RANGER Mgmt For For
LEONARD H. ROBERTS Mgmt For For
GLENN F. TILTON Mgmt For For
C. JOHN WILDER Mgmt For For
02 APPROVAL OF AUDITOR - DELOITTE & TOUCHE LLP. Mgmt For For
03 APPROVAL OF AMENDMENT TO THE COMPANY S RESTATED Mgmt For For
BYLAWS.
04 APPROVAL OF THE COMPANY S RESTATED CERTIFICATE Mgmt For For
OF FORMATION.
05 SHAREHOLDER PROPOSAL TO ELECT DIRECTORS BY MAJORITY Shr For Against
VOTE.
--------------------------------------------------------------------------------------------------------------------------
UBS AG Agenda Number: 700889566
--------------------------------------------------------------------------------------------------------------------------
Security: H8920M855
Meeting Type: OGM
Meeting Date: 19-Apr-2006
Ticker:
ISIN: CH0012032030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting No vote
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS
1. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST Registration No vote
BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL
OWNER BEFORE THE RECORD DATE. PLEASE ADVISE
US NOW IF YOU INTEND TO VOTE. NOTE THAT THE
COMPANY REGISTRAR HAS DISCRETION OVER GRANTING
VOTING RIGHTS. ONCE THE AGENDA IS AVAILABLE,
A SECOND NOTIFICATION WILL BE ISSUED REQUESTING
YOUR VOTING INSTRUCTIONS
--------------------------------------------------------------------------------------------------------------------------
UBS AG Agenda Number: 700905269
--------------------------------------------------------------------------------------------------------------------------
Security: H8920M855
Meeting Type: OGM
Meeting Date: 19-Apr-2006
Ticker:
ISIN: CH0012032030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting No vote
MEETING NOTICE SENT UNDER MEETING 292933, INCLUDING
THE AGENDA. TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST BE NOTIFIED TO THE COMPANY REGISTRAR
AS BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE ADP CUTOFF DATE
WILL BE PROCESSED ON A BEST EFFORT BASIS. THANK
YOU.
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting No vote
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
1. Approve the annual report, the Group and the Mgmt No vote
parent Company accounts for FY 2005 reports
of the Group and the Statutory Auditors
2. Approve the appropriation of the retained earnings, Mgmt No vote
dividend for FY 2005
3. Grant discharge to the Members of the Board Mgmt No vote
of Directors and the Group Executive Board
4.1.1 Re-elect Mr. Rolf A. Meyer as a Board Member Mgmt No vote
4.1.2 Re-elect Mr. Ernesto Bertarelli as a Board Member Mgmt No vote
4.2.1 Elect Mr. Gabrielle Kaufmann-Kohler as a Board Mgmt No vote
Member
4.2.2 Elect Mr. Joerg Wolle as a Board Member Mgmt No vote
4.3 Ratify Ernst & Young as the Auditors Mgmt No vote
4.4 Ratify BDO Visura as the Special Auditors Mgmt No vote
5.1 Approve the cancellation of shares repurchased Mgmt No vote
under the 2005/2006 Share Buyback Program
5.2 Approve the new Share Buy Back Program for 2006/2007 Mgmt No vote
5.3 Approve 1-time payout in the form of a par value Mgmt No vote
repayment
5.4 Approve the share split Mgmt No vote
5.5.1 Amend Article 4 Paragraph 1 and Article 4A of Mgmt No vote
the Articles of Association
5.5.2 Approve the reduction of the threshold value Mgmt No vote
for agenda item requests Article 12 Paragraph
1 of the Articles of Association
6. Approve to create conditional capital and amend Mgmt No vote
Article 4A Paragraph 2 of the Articles of Association
PLEASE NOTE THAT THIS IS AN AGM. THANK YOU. Non-Voting No vote
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting No vote
OF THE NAMES OF THE AUDITORS. 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.
--------------------------------------------------------------------------------------------------------------------------
UNICREDITO ITALIANO SPA, GENOVA Agenda Number: 700770781
--------------------------------------------------------------------------------------------------------------------------
Security: T95132105
Meeting Type: MIX
Meeting Date: 27-Jul-2005
Ticker:
ISIN: IT0000064854
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting No vote
REACH QUORUM, THERE WILL BE A SECOND CALL ON
28 JUL 2005 AND THIRD CALL ON 29 JUL 2005.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL
REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. PLEASE BE ALSO ADVISED THAT YOUR
SHARES WILL BE BLOCKED UNTIL THE QUORUM IS
MET OR THE MEETING IS CANCELLED. THANK YOU
O.1 Approve to state the Internal Auditors and Mgmt No vote
their Chairman s salary as per the Legislative
Decree 231/2001
E.1 Approve the capital increase as per the Article Mgmt No vote
2441 comma 4 and 6 of the Italian Civil Code,
for a maximum amount of EUR 2,343,642,931.00
by issuing maximum No. 4,687,285,862 ordinary
shares to be paid up through HVB, Bank of Austria
and BPH and amend the Article 5 of the Bylaw
E.2 Amend the Article Bylaw Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
UNITED UTILITIES PLC Agenda Number: 700771086
--------------------------------------------------------------------------------------------------------------------------
Security: G92806101
Meeting Type: AGM
Meeting Date: 29-Jul-2005
Ticker:
ISIN: GB0006462336
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the accounts and the Directors and Mgmt No vote
Auditor s reports for the YE 31 MAR 2005
2. Declare a final dividend Mgmt No vote
3. Approve the Directors remuneration report for Mgmt No vote
the YE 31 MAR 2005
4. Re-appoint Mr. David Jones as a Director Mgmt No vote
5. Re-appoint Mr. Nick Salmon as a Director Mgmt No vote
6. Re-appoint Mr. Tom Drury as a Director Mgmt No vote
7. Re-appoint Sir. Peter Middleton as a Director Mgmt No vote
8. Re-appoint Mr. Norman Broadhurst as a Director Mgmt No vote
9. Re-appoint Mr. Andrew Pinder as a Director Mgmt No vote
10. Re-appoint Deloitte and Touche LLP as the Auditors Mgmt No vote
of the Company
11. Authorize the Directors to fix the Auditor s Mgmt No vote
remuneration
12. Authorize the Directors, in accordance with Mgmt No vote
Section 80 of the Companies Act 1985 the Act
, to allot relevant securities Section 80(2)
of the Act of the Company up to an aggregate
nominal amount of GBP 290,427,655; Authority
expires earlier of the conclusion of the next
AGM of the Company or 29 OCT 2006 ; and the
Company may before such expiry make an offer
or agreement which would or might require relevant
securities to be allotted after such expiry
and the Directors may allot relevant securities
in pursuance of such an offer or agreement
as if the authority conferred herby had not
expired; this authority is in substitution
for all authorities subsisting at the time
this resolution is passed
S.13 Authorize the Directors, pursuant to Section Mgmt No vote
95(1) of the Act, to make an allotment or allotments
of equity securities Section 94(2) and 94(3A)
of the Act of the Company, pursuant to any
general authority conferred by Resolution 12,
disapplying the statutory pre-emptive rights
Section 89(1) of the Act , provided that this
power is limited to the allotment of equity
securities to: a) in connection with a rights
issue or other issue in favour of the holders
of ordinary shares; b) wholly paid up in cash
and have an aggregate nominal amount not exceeding
GBP 43,564,148; Authority expires earlier
at the conclusion of the next AGM of the Company
or if earlier on 29 OCT 2006 ; and the Director
may make at any time prior to such expiry any
offer or agreement which would or might require
equity securities to be allotted thereafter
and the Directors may allot equity securities
in pursuance of any such offer or agreement
as if the authority conferred had not expired;
these authorities are in substitution for all
authorities subsisting at the time this resolution
is passed
S.14 Authorize the Company, in accordance with Chapter Mgmt No vote
VII of the Act, or otherwise as permitted by
Law and by the Company s Articles of Association,
to make market purchases Section 163(3) of
the Act , of a maximum of 87,128,296 ordinary
shares of GBP 1 each; the minimum price is
GBP 1 and the maximum price is not more than
5% above the average of the middle market quotations
for an ordinary share derived from the Daily
Official List of the London Stock Exchange
for the 5 business Days; Authority expires
earlier of the conclusion of the next AGM of
the Company or 29 OCT 2006 ; and the Company
may enter into any contract for the purchase
of ordinary shares which might be executed
and completed wholly or partly after its expiry
S.15 Adopt the Articles of Association of the Company Mgmt No vote
to the complete conclusion of all existing
Articles of Association of the Company
16. Authorize the Company to make donations to EU Mgmt No vote
political organization and to incur EU political
expenditure Part XA of the Act up to a maximum
aggregate amount of GBP 50,000 during any one
accounting reference period of the Company;
Authority expires until the conclusion of
Company s AGM in 2008
17. Authorize United Utilities Water PLC, being Mgmt No vote
subsidiary of the Company, to make donations
to EU political organizations and to incur
EU Political expenditure Part XA of the Act
up to an aggregate amount GBP 50,000 during
any one accounting reference period of the
subsidiary Company; Authority expires at the
conclusion of the Company s AGM in 2008
18. Authorize United Utilities Electricity PLC, Mgmt No vote
being subsidiary of the Company, to make donations
to EU political organizations and to incur
EU Political expenditure Part XA of the Act
up to an aggregate amount GBP 50,000 during
any one accounting reference period of the
subsidiary Company; Authority expires at the
conclusion of the Company s AGM in 2008
19. Authorize United Utilities Contract Solutions Mgmt No vote
Limited, being subsidiary of the Company to
make donations to EU political organizations
and to incur EU Political expenditure Part
XA of the Act up to an aggregate amount GBP
50,000 during any one accounting reference
period of the subsidiary Company; Authority
expires at the conclusion of the Company s
AGM in 2008
20. Authorize Vertex Data Science Limited, being Mgmt No vote
subsidiary of the Company to make donations
to EU political organizations and to incur
EU Political expenditure Part XA of the Act
up to an aggregate amount GBP 50,000 during
any one accounting reference period of the
subsidiary Company; Authority expires at the
conclusion of the Company s AGM in 2008
21. Authorize Your Communications Group Limited, Mgmt No vote
being subsidiary of the Company to make donations
to EU political organizations and to incur
EU Political expenditure Part XA of the Act
up to an aggregate amount GBP 50,000 during
any one accounting reference period of the
subsidiary Company; Authority expires at the
conclusion of the Company s AGM in 2008
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 932454313
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104
Meeting Type: Annual
Meeting Date: 04-May-2006
Ticker: VZ
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
J.R. BARKER Mgmt For For
R.L. CARRION Mgmt For For
R.W. LANE Mgmt For For
S.O. MOOSE Mgmt For For
J. NEUBAUER Mgmt Withheld Against
D.T. NICOLAISEN Mgmt For For
T.H. O'BRIEN Mgmt For For
C. OTIS, JR. Mgmt For For
H.B. PRICE Mgmt For For
I.G. SEIDENBERG Mgmt For For
W.V. SHIPLEY Mgmt For For
J.R. STAFFORD Mgmt For For
R.D. STOREY Mgmt For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
ACCOUNTING FIRM
03 CUMULATIVE VOTING Shr For Against
04 MAJORITY VOTE REQUIRED FOR ELECTION OF DIRECTORS Shr For Against
05 COMPOSITION OF BOARD OF DIRECTORS Shr Against For
06 DIRECTORS ON COMMON BOARDS Shr Against For
07 SEPARATE CHAIRMAN AND CEO Shr For Against
08 PERFORMANCE-BASED EQUITY COMPENSATION Shr Against For
09 DISCLOSURE OF POLITICAL CONTRIBUTIONS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC Agenda Number: 932371343
--------------------------------------------------------------------------------------------------------------------------
Security: 92857W100
Meeting Type: Annual
Meeting Date: 26-Jul-2005
Ticker: VOD
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 TO RECEIVE THE REPORT OF THE DIRECTORS AND FINANCIAL Mgmt For For
STATEMENTS
O2 DIRECTOR
LORD MACLAURIN Mgmt For For
PAUL HAZEN Mgmt For For
ARUN SARIN Mgmt For For
SIR JULIAN HORN-SMITH Mgmt For For
PETER BAMFORD Mgmt For For
THOMAS GEITNER Mgmt For For
DR MICHAEL BOSKIN Mgmt For For
LORD BROERS Mgmt For For
JOHN BUCHANAN Mgmt For For
PENNY HUGHES Mgmt For For
PROF. JURGEN SCHREMPP Mgmt For For
LUC VANDEVELDE Mgmt For For
SIR JOHN BOND Mgmt For For
ANDREW HALFORD Mgmt For For
O16 TO APPROVE A FINAL DIVIDEND OF 2.16P PER ORDINARY Mgmt For For
SHARE
O17 TO APPROVE THE REMUNERATION REPORT Mgmt For For
O18 TO APPOINT DELOITTE & TOUCHE LLP AS AUDITORS Mgmt For For
O19 TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE Mgmt For For
THE AUDITORS REMUNERATION
O20 TO AUTHORISE DONATIONS UNDER THE POLITICAL PARTIES, Mgmt For For
ELECTIONS AND REFERENDUMS ACT 2000
O21 TO RENEW AUTHORITY TO ALLOT SHARES UNDER ARTICLE Mgmt For For
16.2 OF THE COMPANY S ARTICLES OF ASSOCIATION
S22 TO RENEW AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
UNDER ARTICLE 16.3 OF THE COMPANY S ARTICLES
OF ASSOCIATION
S23 TO AUTHORISE THE COMPANY S PURCHASE OF ITS OWN Mgmt For For
SHARES (SECTION 166, COMPANIES ACT 1985)
S24 TO APPROVE CHANGES TO THE COMPANY S MEMORANDUM Mgmt For For
AND ARTICLES OF ASSOCIATION
O25 TO APPROVE THE VODAFONE GLOBAL INCENTIVE PLAN Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 932450618
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2006
Ticker: WFC
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
LLOYD H. DEAN Mgmt For For
SUSAN E. ENGEL Mgmt For For
ENRIQUE HERNANDEZ, JR. Mgmt For For
ROBERT L. JOSS Mgmt For For
RICHARD M. KOVACEVICH Mgmt For For
RICHARD D. MCCORMICK Mgmt For For
CYNTHIA H. MILLIGAN Mgmt Withheld Against
NICHOLAS G. MOORE Mgmt For For
PHILIP J. QUIGLEY Mgmt Withheld Against
DONALD B. RICE Mgmt Withheld Against
JUDITH M. RUNSTAD Mgmt For For
STEPHEN W. SANGER Mgmt For For
SUSAN G. SWENSON Mgmt For For
MICHAEL W. WRIGHT Mgmt Withheld Against
02 PROPOSAL TO RATIFY APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT AUDITORS FOR 2006.
03 STOCKHOLDER PROPOSAL REGARDING A DIRECTOR ELECTION Shr For Against
BY-LAW AMENDMENT.
04 STOCKHOLDER PROPOSAL REGARDING SEPARATION OF Shr For Against
BOARD CHAIR AND CEO POSITIONS.
05 STOCKHOLDER PROPOSAL REGARDING DIRECTOR COMPENSATION. Shr Against For
06 STOCKHOLDER PROPOSAL REGARDING A REPORT ON HOME Shr Against For
MORTGAGE DISCLOSURE ACT (HMDA) DATA.
--------------------------------------------------------------------------------------------------------------------------
WOLTERS KLUWER NV Agenda Number: 700906932
--------------------------------------------------------------------------------------------------------------------------
Security: N9643A114
Meeting Type: OGM
Meeting Date: 26-Apr-2006
Ticker:
ISIN: NL0000395887
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AGM. THANK YOU Non-Voting No vote
PLEASE NOTE THAT IN ACCORDANCE WITH THE ARTICLES Non-Voting No vote
OF ASSOCIATION OF WOLTERS KLUWER N.V.( WOLTERS
KLUWER ), BLOCKING OF (DEPOSTORY RECEIPTS OF)
ORDINARY SHARES (THE SHARES ) SHOULD NOT BE
NECESSARY AS WOLTERS KLUWER HAS INTRODUCED
A RECORD DATE. HOWEVER, IN THE PAST, BANKS
AND BROKERS WERE STILL BLOCKING SHARES, MAINLY
FOR ADMINISTRATIVE PURPOSES. CONSULTATION
WITH ALL MAJOR DUTCH BANKS AND BROKERS RESULTED
THAT NON BLOCKING OF SHARES ON BEHALF OF (INSTITUTIONAL)
INVESTORS WITH RESPECT TO ANNUAL GENERAL MEETINGS
SHOULD BE POSSIBLE, IN PARTICULAR IN VIEW OF
THE RECENT DUTCH AND EU DEVELOPMENTS ON CORPORATE
GOVERNANCE AND THE FURTHER PROPOSED AMENDMENTS
IN LEGISLATION IN THIS RESPECT. IF FEASIBLE,
YOU ARE THEREFORE REQUESTED TO COMMUNICATE
THIS NON-BLOCKING PROCESS TO YOUR CLIENTS.
IF YOUR CLIENTS ARE SUB CUSTODIANS, PLEASE
REQUEST THEM TO FORWARD THE NON-BLOCKING POSSIBILITY
TO THEIR OWN CLIENTS.
1. Opening Non-Voting No vote
2.a Report of the Executive Board for 2005 Non-Voting No vote
2.b Report of the Supervisory Board for 2005 Non-Voting No vote
3.a Proposal to adopt the financial statements for Mgmt No vote
2005 as included in the annual report for 2005
3.b Proposal to distribute a dividend of EUR 0.55 Mgmt No vote
per ordinary share in cash or, at the option
of the holders of (depositary receipts for)
ordinary shares, in the form of (depositary
receipts for) ordinary shares
4.a Proposal to release the members of the Executive Mgmt No vote
Board from liability for their duties, as stipulated
in Article 28 of the Articles of Association
4.b Proposal to release the members of the Supervisory Mgmt No vote
Board from liability for their duties, as stipulated
in Article 28 of the Articles of Association
5. Proposal to amend the Articles of Association Mgmt No vote
6.a Proposal to reappoint Mr. A. Baan as member Mgmt No vote
of the Supervisory Board
6.b Proposal to appoint Mr. S.B. James as member Mgmt No vote
of the Supervisory Board
7.a To issue shares and/or grant rights to subscribe Mgmt No vote
for shares
7.b To restrict or exclude pre-emptive rights Mgmt No vote
8. Proposal to authorize the Executive Board to Mgmt No vote
acquire own shares
9. Language of the annual report and the financial Mgmt No vote
statements included therein
10. Any other business Non-Voting No vote
11. Closing Non-Voting No vote
--------------------------------------------------------------------------------------------------------------------------
WYETH Agenda Number: 932450783
--------------------------------------------------------------------------------------------------------------------------
Security: 983024100
Meeting Type: Annual
Meeting Date: 27-Apr-2006
Ticker: WYE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
R. ESSNER Mgmt For For
J.D. FEERICK Mgmt For For
F.D. FERGUSSON Mgmt For For
V.F. GANZI Mgmt For For
R. LANGER Mgmt For For
J.P. MASCOTTE Mgmt For For
M.L. POLAN Mgmt For For
G.L. ROGERS Mgmt For For
I.G. SEIDENBERG Mgmt For For
W.V. SHIPLEY Mgmt For For
J.R. TORELL III Mgmt For For
02 RATIFY INDEPENDENT REGISTERED PUBLIC ACCOUNTING Mgmt For For
FIRM
03 ADOPT NON-EMPLOYEE DIRECTOR STOCK INCENTIVE Mgmt For For
PLAN
04 LIMITING SUPPLY OF PRESCRIPTION DRUGS IN CANADA Shr For Against
05 DISCLOSURE OF POLITICAL CONTRIBUTIONS Shr For Against
06 DISCLOSURE OF ANIMAL WELFARE POLICY Shr For Against
07 ELECTION OF DIRECTORS BY MAJORITY VOTE Shr For Against
08 SEPARATING ROLES OF CHAIRMAN & CEO Shr For Against
09 ADOPTION OF SIMPLE MAJORITY VOTE Shr For Against
* Management position unknown
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Eaton Vance Tax-Advantaged Global Dividend Income Fund
By (Signature) /s/ Duncan W. Richardson
Name Duncan W. Richardson
Title President
Date 08/30/2006