N-PX 1 conestinstnpx201108.htm SEC filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM N-PX


ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY


Investment Company Act file number 811-21120


Conestoga Funds

(Exact name of registrant as specified in charter)


Conestoga Capital Advisors

259 North Radnor-Chester Road

Radnor Court, Suite 120

Radnor, Pennsylvania 19087

(Address of principal executive offices)

 (Zip code)


Conestoga Capital Advisors

259 North Radnor-Chester Road

Radnor Court, Suite 120

Radnor, Pennsylvania 19087


(Name and address of agent for service)


Copies to:

Joshua Deringer, Esq.

Drinker Biddle

One Logan Square #2000

Philadelphia, PA 19103


Registrant's telephone number, including area code: 800-320-7790


Date of fiscal year end: September 30


Date of reporting period: June 30, 2011


Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).  The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking notes.


A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public.  A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number.  Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609.  The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507.


ITEM 1. PROXY VOTING RECORD:


Disclose the following information for each matter relating to a portfolio security considered at any shareholder meeting held during the period covered by the report and with respect to which the registrant was entitled to vote:


(a).

The name of the issuer of the portfolio security;

(b).

The exchange ticker symbol of the portfolio security;

(c).

The Council on Uniform Securities Identification Procedures ("CUSIP") number for the portfolio security;

(d).

The shareholder meeting date;

(e).

A brief identification of the matter voted on;

(f).

Whether the matter was proposed by the issuer or by a security holder;

(g).

Whether the Registrant cast its vote on the matter;

(h).

How the Registrant cast its vote (e.g., for or against proposal, or abstain; for or withhold regarding election of directors); and

(i).

Whether the Registrant cast its vote for or against management.




Conestoga Small Cap Fund

ABAXIS INC.

Ticker Symbol:ABAX Cusip Number:002567105
Record Date: 8/31/2010 Meeting Date: 10/27/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Director Recommend: A vote for election of the following nominees 1 -01-Clinton H. Severson, 02-Richard J. Bastiani, 03-Michael D. Casey, 04-Henk J. Evenhuis, 05-Prithipal Singh, 06-Ernst S. Tucker III MD For Issuer For With
2 To approve and ratify the adoption of the 2005 Equity incentive --->>> Plan, as amended to increase the number of shares of common stock issuable thereunder by 500,000 and otherwise as described in the proxy statement. For Issuer For With
3 To ratify the appointment of Burr Pilger Mater, Inc. as the ------->>> Independent registered public accounting firm of Abaxis, Inc. for the fiscal year ending March 31, 2011 For Issuer For With

ACACIA RESEARCH CORPORATION

Ticker Symbol:ACTG Cusip Number:003881307
Record Date: 3/23/2011 Meeting Date: 5/17/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directtors Recommend: A vote for election for the following nominees 01-Edward W. Frykman, 02-William S. Anderson For Issuer For With
2 To ratify the appointment of Grant Thornton LLP as our ------------>>> Independent registered public accounting firm for the fiscal year ending December 31, 2011. For Issuer For With
3 To approve, by non-binding, advisory vote, the compensation of ---->>> Our named executive officers. For Issuer For With
4 To recommend, by non-binding, advisory vote, the frequency of ----->>> future advisory votes on the compensation of our named executive officers. - 3 Year For Issuer For With

ADVENT SOFTWARE

Ticker Symbol:ADVS Cusip Number:007974108
Record Date: 3/14/2011 Meeting Date: 5/11/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-John H. Scully, 02-Stephanie G. Dimarco, 03-James D. Kirsner, 04-James P. Roemer, 05-Wendell G. Van Auken, 06-Christine S. Manfredi For Issuer For With
2 Proposal to ratify the appointment of pricewaterhousecoopers LLP -->>> As the independent registered public accounting firm of the company for the year ending December 31, 2011. For Issuer For With
3 Proposal to hold an advisory vote on executive compensation. ------->>> For Issuer For With
4 Proposal to hold an advisory vote on the frequency of the --------->>> Advisory vote on executive compensation. - 3 Year For Issuer For With

ADVISORY BOARD CO.

Ticker Symbol:ABCO Cusip Number:00762W107
Record Date: 7/16/2010 Meeting Date: 9/10/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: a vote for election of the following nominees 1 -01-Sanju K. Bansal, 02-Peter J. Grua, 03-Kelt Kindick, 04-Robert W. Musselwhite, 05-Mark R. Neaman, 06-Leon D. Shapiro, 07-Frank J. Williams, 08-Leanne M. Zumwalt For Issuer For With
2 To ratify the selection of Ernst & Young LLP as the company's -------->>> Independent registered public & accounting firm for the fiscal year ending March 31, 2011. For Issuer For With

AEROVIRONMENT, INC.

Ticker Symbol:AVAV Cusip Number:008073108
Record Date: 8/6/2010 Meeting Date: 9/29/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 -01-Kenneth R. Baker, 02-Murray Gell-Mann, 03-Charles R. Holland For Issuer For With
2 To Ratify the selection of Ernst & Young LLP as the company's ----->>> Independent registered public accounting firm. For Issuer For With

ALIGN TECHNOLOGY, INC.

Ticker Symbol:ALGN Cusip Number:016255101
Record Date: 3/23/2011 Meeting Date: 5/19/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-David E. Collins, 02-Joseph Lacob, 03-C. Raymond Larkin, Jr., 04-George J. Morrow, 05-Dr. David D. Nagel, 06-Thomas M. Prescott, 07-Greg J. Santora, 08-Warren S. Thaler For Issuer For With
2 Ratification of appointment of independent registered public ------->>> Accountants: Proposal to ratify the appointment of pricewaterhousecoopers LLP as Align Technology, Inc.'s independent registered public accountants for the fiscal year ending December 31, 2011. For Issuer For With
3 Approve amendment to 2005 incentive planL proposal to approve ------>>> amendment to 2005 equity incentive plan. For Issuer For With
4 Advisory vote on executive compensation. ------------------->>> For Issuer For With
5 Advisory vote on the frequency of holding an advisory vote on ----->>> executive compensation. - 3 Years For Issuer For With

ANSYS, INC.

Ticker Symbol:ANSS Cusip Number:03662Q105
Record Date: 3/16/2011 Meeting Date: 5/11/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-James E. Cashman III, 02-William R. McDermott, 03-Ajei S. Gopal For Issuer For With
2 The approval of an amendment to the company's restated ------------>>> Certificate of incorporation to increase the total number of authorized shares of common stock by 150,000,000 shares, from 150,000,000 shares to 300,000,000 shares. For Issuer For With
3 The approval of an amendment and restatement of the third --------->>> amended and restated Ansys Inc. 1996 stock option and Grant plan. For Issuer For With
4 A non-binding, advisory vote on the compensation of our named ----->>> Executive officers. For Issuer For With
5 To recommend, by non-binding advisory vote, the frequency of ------>>> Executive compensation votes. - 3 Year For Issuer For With
6 The ratification of the selection of Deloitte & Touche LLP as ----->>> The company's independent registered public accounting firm. For Issuer For With

BALCHEM CORPORATION

Ticker Symbol:BCPC Cusip Number:057665200
Record Date: 4/20/2011 Meeting Date: 6/16/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-David B. Fischer, 02-Perry W. Premdas, 03-Dr. John Y. Televantos For Issuer For With
2 Proposal to approve an amendent to the articles of --------------->>> Incorporation increasing the number of authorized shareds of common stock from 60,000,000 to 120,000,000. For Issuer For With
3 Ratification of the appointment of McGladrey & Pullen, LLP, as ---->>> The company's independent registered public accounting firm for the year 2011. For Issuer For With
4 Non-binding advisory vote on named executive officers ------------>>> Compensation as described in the proxy statement. For Issuer For With
5 Non-binding advisory vote regarding frequency of future votes on -->>> executive compensation. - 3 Years For Issuer For With

BLACKBAUD, INC.

Ticker Symbol:BLKB Cusip Number:09227Q100
Record Date: 4/25/2011 Meeting Date: 6/22/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Timothy Chou, 02-Carolyn Miles For Issuer For With
2 To hold an advisory vote on executive compensation. -------------->>> For Issuer For With
3 To hold an advisory on the frequency with which future --------->>> Advisory votes on executive compensation should be held. - 1 Year For Issuer For With
4 Ratification of appointment of pricewaterhousecoopers LLP as the -->>> Company's independent registered public accounting firm for fiscal year 2011. For Issuer For With

BLACKBOARD INC.

Ticker Symbol:BBBB Cusip Number:091935502
Record Date: 4/14/2011 Meeting Date: 6/3/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-E. Rogers Novak, Jr., 02-Joseph L. Cowan For Issuer For With
2 Advisory vote on executive compensation. --------------------->>> For Issuer For With
3 Advisory vote regarding the frequency of future advisory votes ---->>> On executive compensation. - 3 Years For Issuer For With
4 To ratify the selection of the company's independent registered --->>> Public accounting firm. For Issuer For With

BOTTOMLINE TECHNOLOGY

Ticker Symbol:EPAY Cusip Number:101388106
Record Date: 9/28/2010 Meeting Date: 11/18/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommedn: a vote for election of the following nominees; 1-Daniel M. McGurl, 2-James L. Loomis, 3- Garen K. Staglin. For Issuer For With
2 To approve an amendment and restatement of the company's 2000 employee stock purchase plan to increase te number of shares of common stock authorized for issuance under the plan from 1,500,000 to 4,000,000 and to make certain other changes, as set forth in the accompanying proxy statement. For Issuer For With
3 To ratify the selection of Ernst & Young LLP s the company's registered public accounting firm for the current fiscal year. For Issuer For With

CAPELLA EDUCATION CO.

Ticker Symbol:CPLA Cusip Number:139594105
Record Date: 3/14/2011 Meeting Date: 5/10/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-J. Kevin Gilligan, 02-Mark N. Greene, 03-Michael A. Linton, 04-Michael L. Lomax, 05-Jody G. Miller, 06-Stephen G. Shank, 07-Andrew M. Slavitt, 08-David W. Smith, 09-Jeffrey W. Taylor, 10-Sandra E. Taylor, 11-Darrell R. Tukua For Issuer For With
2 To ratify the appointment of Ernst & Young LLP as our ------------>>> Independent registered public accounting firm for the fiscal year ending December 21, 2011. For Issuer For With
3 To submit an advisory vote on the executive compensation of our --->>> named executive officers (say on pay). For Issuer For With
4 To submit an advisory vote on the frequency with which our -------->>> shareholders will consider approving the compensation for our named executive officers (say on pay). - 3 Year For Issuer For With
5 To approve an incentive bonus plan. ---------------------------->>> For Issuer For With

CARBO CERAMICS INC.

Ticker Symbol:CRR Cusip Number:140781105
Record Date: 3/21/2011 Meeting Date: 5/17/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Sigmund L. Cornelius, 02-James B. Jennings, 03-Gary A. Kolstad, 04-H.E. Lentz, Jr., 05-Randy L. Limbacher, 06-William C. Morris, 07-Robert S. Rubin For Issuer For With
2 Proposal to Ratify the appointment of Ernst & Young LLP, ----------->>> Certified public accountants, as the company's independent registered public accounting firm for the fiscalm year ending December 31, 2011. For Issuer For With
3 Proposal to approve, by advisory vote, the compensation of the ---->>> named executive officers. For Issuer For With
4 Proposal to recommend, by advisory vote, the frequency of future -->>> Advisory votes on executive compensation. - 1 Year For Issuer For With

COMSCORE INC.

Ticker Symbol:SCOR Cusip Number:20564W105
Record Date: 6/4/2010 Meeting Date: 7/20/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 -01-Giam M. Fulgoni, 02-Jeffrey Ganek, 03-Bruce Golden For Issuer For With
2 To ratify the appointment of Ernst & Young LLP as the company's --->>> Independent registered public accounting firm for the fiscal year ending December 31, 2010. For Issuer For With

CORE LABORATORIES N.V.

Ticker Symbol:CLB Cusip Number:N22717107
Record Date: 3/21/2011 Meeting Date: 5/19/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-David M. Demshur, 02-Rene R. Joyce, 03-Michael C. Kearney, 04-Jan Willem Sodderland For Issuer For With
2 To comfirm and adopt our dutch statutory annual accounts in the --->>> English language for the fiscal year ended December 31, 2010. For Issuer For With
3 To approve and resolve the cancellation of our repurchased --------->>> Shares held at the time the annual meeting starts. For Issuer For With
4 To approve and resolve the extension of the existing authority ---->>> To repurchase up to 25.6% of our issued share capital. For Issuer For With
5 To approve and resolve extension of authorityn to issue shares and/or --->>> To grant rights with respect to common and preference shares. For Issuer For With
6 Approve and resolve extension of authority to limit or exclude ---->>> preemptive rights of common and/or preference shareholders. For Issuer For With
7 To ratify the appointment of pricewaterhousecoopers as our ---------->>> Company's independent registered public accountants. For Issuer For With
8A The shareholders approve the compensation philosophy, policies ---->>> and procedures described in the CD&A, and the compensation of pursuant to the sec's compensation disclosure rules, including the compensation tables. For Issuer For With
8B The stockholders of the company be provided an opportunity to ------>>> Approve the compensation philosophy, policies and procedures described in the CD&A, and the compensation of Core Laboratories N.V.'s named executive officers as disclosed pursuant to the sec's compensation disclosure rules, including the compensation tables every. - 3 Years For Issuer For With

COSTAR GROUP, INC.

Ticker Symbol:CSGD Cusip Number:22160N109
Record Date: 4/5/2011 Meeting Date: 6/2/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Michael R. Klein, 02-Andrew C. Florance, 03-David Bonderman, 04-Michael J. Glosserman, 05-Warren H. Haber, 06-Christopher J. Nessetta, 07-David J. Steinberg For Issuer For With
2 Proposal to approve the CoStar Group, Inc. 2011 incentive bonus --->>> Plan. For Issuer For With
3 Proposal to approve an amendment to the CoStar Group, Inc. 2007 --->>> Stock incentive plan, as amended, to increase the tax code limit on the number of shares of common stock that may be granted to participants in any calendar year. For Issuer For With
4 Proposal to ratify the appointment of Ernst & Young LLP as the ---->>> Company's independent registered public accounting firm for 2011. For Issuer For With
5 Proposal to approvwe an advisory resolution on executive ---------->>> compensation. For Issuer For With
6 Advisory vote on the frequency of future advisory votes on --------->>> executive compensation. - 3 Years For Issuer For With

EMS TECHNOLOGIES, INC.

Ticker Symbol:ELMG Cusip Number:26873N108
Record Date: 3/18/2011 Meeting Date: 5/12/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 The Board recommends a vote FOR all nominees 01-Richard A. Beyer, 02-John R. Bolton, 03-Hermann Buerger, 04-Joseph D. Burns, 05-Russell G. Chew, 06-John R. Kreick, 07-Neilson A. Mackay, 08-John B. Mowell, 09-Bradford W. Parkinson, 10-Norman E. Thagard For Issuer For With
2 An advisory vote on executive compensation, often referred to as a """"say on pay."""" ---->>> For Issuer For With
3 An advisory vote on the frequency of future advisory votes on compensation, often referred to ---->>> as a """"say when on pay."""" - 3 Years For Issuer For With
4 The ratification of the selection of KPMG LLP as the Company's independent registered public ---->>> Accounting firm for the year ending December 31, 2011. For Issuer For With
5 The transaction of such other business as my properly come before the Annual Meeting or any adjournment thereof. For Issuer For With

FACTSET RESEARCH SYSTEMS, INC.

Ticker Symbol:FDS Cusip Number:303075105
Record Date: 10/18/2010 Meeting Date: 12/14/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommend: a vote for election of the following nominees; 1-Joseph E. Laird, 2-James J. McGonigle, 3-Charles J. Snyder. For Issuer For With
2 To ratify the appointment of the accounting firm of PriceWaterHouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending August 31, 2011. For Issuer For With
3 To approve the amendment and restatement of the Factset Research Systems, Inc. 2004 stock option and award plan. For Issuer For With

HEALTHSTREAM, INC.

Ticker Symbol:HSTM Cusip Number:42222N103
Record Date: 4/7/2011 Meeting Date: 5/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommend: a vote for election of the following nominees 1-Jeffrey L. McLaren, 2-Linda Rebrovick, 3-Michael Shmerling, 4-Martin Harris, M.D.,5-Deborah Taylor Tates For Issuer For With
2 To ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2011. For Issuer For With

HITTITE MICROWAVE

Ticker Symbol:HITT Cusip Number:43365Y104
Record Date: 3/31/2011 Meeting Date: 5/5/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Stephen G. Daly, 02-Ernest L. Godshalk, 03-Rick D. Hess, 04-Adrienne M. Markham, 05-Brian P. McAloon, 06-Cosmo S. Trapani, 07-Franklin Weigold For Issuer For With
2 To approve, on an advisory basis, the compensation of the named --->>> Executive officers. For Issuer For With
3 To approve, on an advisory basis, the frequency of future ---------->>> Advisory stockholder votes on executive compensation. - 3 Years For Issuer For With
4 To Ratify the appointment of pricewaterhousecoopers LLP as our ---->>> Independent registered public accounting firm for 2011. For Issuer For With

ICONIX BRAND GROUP, INC.

Ticker Symbol:ICON Cusip Number:451055107
Record Date: 6/23/2010 Meeting Date: 8/19/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 -01-Neil Cole, 02-Barry Emanuel, 03-Steven Mendelow, 04-Drew Cohen, 05-F. Peter Cuneo, 06-Mark Friedman, 07-James A. Marcum For Issuer For With
2 Ratification of the appointment of BDO Seidman, LLP as the --------->>> Company's independent registered public accountants for the fiscal year ending December 31, 2010. For Issuer For With

II-VI, INC.

Ticker Symbol:IIVI Cusip Number:902104108
Record Date: 9/3/2010 Meeting Date: 11/5/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 -01-Peter W. Sognefest, 02-Francis J. Kramer For Issuer For With
2 Ratification of the audit committee's selection of Ernst & Young -->>> LLP as the company's independent registered public accounting firm for the fiscal year ending June 30, 2011. For Issuer For With

IMMUCOR, INC.

Ticker Symbol:BLUD Cusip Number:452526106
Record Date: 9/23/2010 Meeting Date: 11/10/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: a vote for election of the following nominees; 1-James F. Clouser, 2-Dr. G. DeChirico, 3-Paul V. Holland, M.D., 4-Ronny B. Lancaster, 5-Paul D. Mintz, M.D., 6-G. Mason Morfit, 7- Chris E. Perkins, 8-Joseph E. Rosen. For Issuer For With
2 To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for fiscal 2011. For Issuer For With

INTEGRA LIFESCIENCES HOLDINGS CORP.

Ticker Symbol:IART Cusip Number:457985208
Record Date: 3/31/2011 Meeting Date: 5/17/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1A - Election of Director: Thomas J. Baltimore, Jr. -------------->>> 1B - Election of Director: Keith Bradley -------------------->>> 1C - Election of Director: Richard E. Caruso ------------------>>> 1D - Election of Director: Stuart M. Essig ------------------->>> 1E - Election of Director: Neal Moszkowski ------------------->>> 1F - Election of Director: Raymond G. Murphy ---------------->>> 1G - Election of Director: Christian S. Schade ---------------->>> 1H - Election of Director: James M. Sullivan ------------------>>> 1I - Election of Director: Anne M. Vanlent ------------------->>> For Issuer For With
2 The proposal to ratify the appointment of pricewaterhousecoopers -->>> LLP as the company's independent registered public accounting firm for the fiscal year 2011. For Issuer For With
3 A non-binding resolution to approve the compensation of our -------->>> Named executive officers. For Issuer For With
4 A non-binding proposal on the frequency of the advisory vote on --->>> The compensation of our named executive officers. - 3 Years For Issuer For With

LANDAUER INC.

Ticker Symbol:LDR Cusip Number:51476K103
Record Date: 12/10/2010 Meeting Date: 2/10/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommend: a vote for election of the following nominees; 01-Robert J. Cronin, 02-Willaim G. Dempsey, 03-William E. Saxelby. For Issuer For With
2 To ratify the appointment of PriceWaterHouseCopers LLP as the independent registered public accounting firm of the company for the fiscal year ending September 30, 2011. For Issuer For With
3 To approve, by non-binding advisory vote, executive compensation. For Issuer For With
4 To recommend, by non-binding advisory vote, the frequency with which votes on executive compansation should be held. For Issuer For With

MERIDIAN BIOSCIENCE INC.

Ticker Symbol:VIVO Cusip Number:589584101
Record Date: 11/22/2010 Meeting Date: 1/20/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Election of Directors: 1A- James M. Anderson, 1B-John A. Kraeutler, 1C-Gary P. Kreider, 1D-Williamk J. Motto, 1E-David C. Phillips, 1F- Robert J. Ready For Issuer For With
2 To ratify the appointment of Grant Thornton LLP as Meridian's independent registered public accountants for 2011. For Issuer For With

MORNINGSTAR, INC.

Ticker Symbol:MORN Cusip Number:617700109
Record Date: 3/18/2011 Meeting Date: 5/17/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1A - Election of Director: Joe Mansueto ----------------------->>> 1B - Election of Director: Don Phillips ----------------------->>> 1C - Election of Director: Cheryl Francis ---------------------->>> 1D - Election of Director: Steve Kaplan ------------------------>>> 1E - Election of Director: Bill Lyons -------------------------->>> 1F - Election of Director: Jack Noonan ------------------------->>> 1G - Election of Director: Paul Sturm -------------------------->>> 1H - Election of Director: Hugh Zentmyer ----------------------->>> For Issuer For With
2 Approval of the Morningstar, Inc. 2011 stock incentive plan. ------>>> For Issuer For With
3 Advisory vote on executive compensation. ----------------->>> For Issuer For With
4 Advisory vote on the frequency of votes on executive. --------->>> 3 Years For Issuer For With
5 Ratification of the appointment of KPMG LLP as Morningstar's ------->>> Independent registered public accounting firm for 2011. For Issuer For With

NEOGEN CORP.

Ticker Symbol:NEOG Cusip Number:640491106
Record Date: 8/9/2010 Meeting Date: 10/7/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 -01-Robert M. Book, -02-Jack C. Parnell, 03-Clayton K. Yuetter For Issuer For With
2 Ratification of appointment of Ernst & Young LLP as the ----------->>> Company's independent registered certified public accounting firm. For Issuer For With

NIC, INC.

Ticker Symbol:EGOV Cusip Number:62914B100
Record Date: 3/7/2011 Meeting Date: 5/3/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Harry H. Herington, 02-Art N. Burtscher, 03-Daniel J. Evans, 04-Ross C. Hartley, 05-Alexander C. Kemper, 06-William M. Lyons, 07-Pete Wilson For Issuer For With
2 To Approve the advisory resolution on the compensation of the ----->>> Company's Named executive officers as disclosed in the proxy statement. For Issuer For With
3 To approve holding a stockholder advisory vote upon the ----------->>> Compensation of the company's named executive officers every one, two or three years, as indicated. - 3 Years For Issuer For With
4 To Ratify the appointment of pricewaterhousecoopers LLP as the ---->>> Company's independent registered public accounting firm for the year ending December 31, 2011. For Issuer For With

NVE CORP.

Ticker Symbol:NVEC Cusip Number:629445206
Record Date: 6/9/2010 Meeting Date: 8/5/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 - 01-Terrence W. Glarner, 02-Daniel A. Baker, 03-James D. Hartman, 04-Patricia M. Hollister, 05-Robert H. Irish For Issuer For With
2 To Ratify the selection of Ernst & Young LLP as our independent --->>> registered public accounting firm for the fiscal year ending March 31, 2011. For Issuer For With

PROS HOLDINGS INC.

Ticker Symbol:PRO Cusip Number:74346Y103
Record Date: 4/15/2011 Meeting Date: 6/9/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Greg B. Petersen, 02-Timothy V. Williams, 03-Mariette M. Woestemeyer For Issuer For With
2 To ratify the appointment of pricewaterhousecoopers LLP as the ---->>> Independent registered public accounting firm of Pros Holdings, Inc. for the fiscal year ending December 31, 2011. For Issuer For With
3 To approve, by non-binding advisory vote, the executive ------------>>> Compensation as disclosed in the proxy statement. For Issuer For With
4 To recommend, by non-binding advisory vote, the frequency of the -->>> Non-binding advisory vote on executive compensation. - 1 Year For Issuer For With

QUALITY SYSTEMS INC.

Ticker Symbol:QSII Cusip Number:747582104
Record Date: 6/15/2010 Meeting Date: 8/11/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 - 01-Craig Barborosh, 02-Dr. Murray Brennan, 03-George Bristol, 04-Patrick Cline, 05-Ahmed Hussein, 06-Russell Pflueger, 07-Steven Plochocki, 08-Sheldon Razin, 09-Maureen Spivack For Issuer For With
2 Ratification of the appointment pricewaterhousecoopers LLP as ----->>> QSI'S Independent public accountants for the fiscal year ending March 31, 2011. For Issuer For With

RAVEN INDUSTRIES, INC.

Ticker Symbol:RAVN Cusip Number:754212108
Record Date: 4/5/2011 Meeting Date: 5/24/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Anthony W. Bour, 02-Thomas S. Everist, 03-Mark E. Griffin, 04-Kevin T. Kirby, 05-Marc E. Lebaron, 06-Cynthia H. Milligan, 07-Daniel A. Rykhus For Issuer For With
2 To approve in a non-binding advisory vote the compensation of ------>>> Our executive officers disclosed in the proxy statement. For Issuer For With
3 To approve, by a non-binding advisory vote, the preferred ---------->>> Frequency of advisory votes on executive compensation. - 3 Years For Issuer For With
4 Proposal to ratify the appointment of pricewaterhousecoopers -------->>> LLP as the company's independent registered public accounting firm for the company's current fiscal year. For Issuer For With

RITCHIE BROS. AUCTIONEERS INCORP.

Ticker Symbol:RBA Cusip Number:767744105
Record Date: 3/18/2011 Meeting Date: 4/28/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 To set the number of Directors at seven (7). ------------------>>> For Issuer For With
2 Directors Recommend: A vote for electio of the following nominees 01-Robert Waugh Murdoch, 02-Peter James Blake, 03-Eric Patel, 04- Beverley Anne Briscoe, 05-Edward B. Pitoniak, 06-Christopher Zimmerman, 07-James Michael Micali For Issuer For With
3 Appointment of KPMG LLP as auditors of the company for the --------->>> ensuing year and authorizing the directors to fix their remuneration. For Issuer For With
4 Confirm the amendment to company by laws to allow electronic -------->>> participation in shareholder meetings, as previously approved by the board of directors of the company. For Issuer For With

ROLLINS, INC.

Ticker Symbol:ROL Cusip Number:775711104
Record Date: 3/4/2011 Meeting Date: 4/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1 - 01-R. Randall Rollins, 02-James B. Williams For Issuer For With
2 To ratify the appointment of grant thornton LLP as Independent ---->>> Registered public accounting firm of the company for the 2011 fiscal year. For Issuer For With
3 The amendment to the certificate of incorporation to increase ----->>> The number of authorized shares of capital stock to 250,500,000 sharers. For Issuer For With
4 To vote for the approval on a nonbinding resolution regarding ----->>> executive compensation. For Issuer For With
5 To hold an advisory vote on whether an advisory vote on ----------->>> Executive compensation should be held every one, two, or three years. For Issuer For With

SIMPSON MANUFACTURING CO. INC.

Ticker Symbol:SSD Cusip Number:829073105
Record Date: 3/1/2011 Meeting Date: 4/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors r ecommend: a vote for election of the following nominees; 1-Earl F Cheit, 2-Thoms J. Fitzmyers, 3-Barry Lawson Williams For Issuer For With
2 Approval of the Simpson Manufacturing Co., Inc. 2011 incentive plan. For Issuer For With
3 Ratification of the selection of PriceWaterHouse Coopers LLP as independent registered public ccounting firm. For Issuer For With
4 Advisory vote on executive compensation. For Issuer For With
5 Addvisory vote on the frequency advisory votes on executive compensation- 3 Years. For Issuer For With

SOURCEFIRE, INC.

Ticker Symbol:FIRE Cusip Number:83616T108
Record Date: 3/28/2011 Meeting Date: 5/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election for the following nominees 01-John C. Burris, 02-Tim A. Guleri, 030 Martin F. Roesch For Issuer For With
2 Advisory vote on executive compensation. ---------------------->>> For Issuer For With
3 Advisory vote on frequency of advisory vote on executive --------->>> Compensation. 3 Years For Issuer For With
4 Ratification of the selection of Ernst & Young LLP as ------------->>> Independent auditors of the company's for its fiscal year ending December 31, 2011. For Issuer For With

SOURCEFIRE, INC.

Ticker Symbol:FIRE Cusip Number:83616T108
Record Date: 3/28/2011 Meeting Date: 5/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-John C. Burris, 02-Tim A. Guleri, 03-Martin F. Roesch For Issuer For With
2 Advisory vote on executive compensation. ------------------------>>> For Issuer For With
3 Advisory vote on frequency of advisory vote on executive ----------->>> Compensation. - 3 Years For Issuer For With
4 Ratification of the selection of Ernst & Young LLP as ------------->>> Independent auditors of the company for its fiscal year ending December 31, 2011. For Issuer For With

STRAYER EDUCATION, INC.

Ticker Symbol:STRA Cusip Number:863236105
Record Date: 3/18/2011 Meeting Date: 4/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 1A - Election of Director: Robert S. Silberman ------------------>>> 1B - Election of Director: David A. Coulter -------------------->>> 1C - Election of Director: Dr. Chalotte F. Beason -------------->>> 1D - Election of Director: William E. Brock ------------------->>> 1E - Election of Director: John T. Casteen III ---------------->>> 1F - Election of Director: Robert R. Grusky ------------------>>> 1G - Election of Director: Robert L. Johnson ----------------->>> 1H - Election of Director: Todd A. Milano -------------------->>> 1I - Election of Director: G. Thomas Waite, III ----------------->>> 1J - Election of Director: J. David Wargo ---------------------->>> For Issuer For With
2 Appointment of pricewaterhousecoopers LLP as independent ---------->>> Registered public accounting firm for ending December 31, 2011. For Issuer For With
3 Approve 2011 equity compensation plan, which increases shares ----->>> available for issuance as equity compensation by 300,000 shares. For Issuer For With
4 To approve, on an advisory basis, the compensation of the named --->>> executive officers. For Issuer For With
5 To determine, on an advisory basis, the frequency of stockholder -->>> votes on executive compensation. - 3 Years For Issuer For With

SUN HYDRAULICS CORPORATION

Ticker Symbol:SNHY Cusip Number:866942105
Record Date: 4/18/2011 Meeting Date: 6/6/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Christine L. Koski, 02-David N. Wormley For Issuer For With
2 Amendent of the articles of incorporation to increase the ---------->>> Number of authorized shares of common stock, par value $0.001 per share to 40,000,000 shares. For Issuer For With
3 Ratification of appointment of Mayer Hoffman McCann P.C. as the --->>> Independent registered certified public accounting firm of the corporation. For Issuer For With
4 Advisory vote on executive compensation. ---------------------->>> For Issuer For With
5 Advisory vote on the frequency of an advisory vote on executive --->>> Compensation. - 3 Years For Issuer For With

TECHNE CORPORATION

Ticker Symbol:TECH Cusip Number:878377100
Record Date: 10/28/2010 Meeting Date: 9/3/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommend: a vote for election of the following nominees; 1-Thomas E. Oland, 2-Roger C. Lucas PHD.3-Howard V. O'Connell,4-Randolph C. Steer, M.D., PHD.,5-Robert V. Baumgartner, 6-Charles A. Dinarello, M.D., 7-Karen Al Holbrook, PHD.,8-John L. Higgins, 9-Roeland Nusse, PHD. For Issuer For With
2 To set the number of Directors at nine. For Issuer For With
3 To approve the company's 2010 equity incentive plan. For Issuer For With

TESCO CORPORATION

Ticker Symbol:TESO Cusip Number:88157K101
Record Date: 3/16/2011 Meeting Date: 5/4/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Fred J. Dyment, 02-Gary L. Kott, 03-R. Vance Milligan, Q.C., 04-Julio M. Quintana, 05-John T. Reynolds, 06-Norman W. Robertson, 07-Michael W. Sutherlin, 08-Clifton T. Weatherford For Issuer For With
2 Approval of a resolution to continue the corpotation's ----------->>> Shareholder rights plan under the amended and restated shareholder rights plan agreement. For Issuer For With
3 Appointment of pricewaterhousecoopers LLP, an independent --------->>> Registered public accounting firm, as auditors of the corporation for the ensuing year and authorization of the directors to fix their remuneration. For Issuer For With
4 Approval of the advisory vote on the 2010 compensation of the ----->>> named executive officers. For Issuer For With
5 Approve the advisory vote on the frequency, in future years, ------>>> Of an advisory vote on the compensation of the named executive officers. - 3 Years For Issuer For With

TETRA TECH, INC.

Ticker Symbol:TTEK Cusip Number:88162G103
Record Date: 1/3/2011 Meeting Date: 3/1/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommend: a vote for election of the following nominees: 1-Dean L. Batrack, 2-Hugh M. Grant, 3-Patrick C. Haden, 4-J. Christopher Lewis, 5-Albert E. Smith, 6-J. Kenneth Thompson, 7-Richard H. Truly For Issuer For With
2 To vote on a nonbinding resolution regarding executive complensation. For Issuer For With
3 To vote on the frequency of nonbinding stockholder votes to approve executie compensation. For Issuer For With
4 To vote on the amendment of our 2005 equity incentive plan to increase the number of shares of common stock issuable under the plan by 2,500,000 shares. For Issuer For With
5 To ratify the appointment of PriceWaterHouseCoopers LLP as the company's independent registered public accounting firm for fiscal year 2011. For Issuer For With

TYLER TECHNOLOGIES, INC.

Ticker Symbol:TYL Cusip Number:902252105
Record Date: 3/18/2011 Meeting Date: 5/10/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors Recommend: A vote for election of the following nominees 01-Donald R. Brattain, 02-J. Luther King, Jr., 03-John S. Marr, Jr., 04-G. Stuart Reeves, 05-Michael D. Richards, 06-Dustin R. Womble, 07-John M. Yeaman For Issuer For With
2 Ratification of Ernst & Young LLP as independent auditors. --------->>> For Issuer For With
3 Advisory vote on approval of the compensation for the named -------->>> executive officers. For Issuer For With
4 Advisory vote on the frequency of a stockholder vote on ----------->>> executive compensation. - 3 Years For Issuer For With

WESTWOOD HOLDINGS GROUP, INC.

Ticker Symbol:WHG Cusip Number:961765104
Record Date: 3/4/2011 Meeting Date: 4/20/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
1 Directors recommend: a vote for election of the following nominees: 1-Susan M. Byrne, 2-Brian O. Casey, 3-Tom C. David, 4-Richard M. Frank, 5-Robert D. McTeer, 6-Geoffrey R. Norman, 7-Martin J. Weiland, 8-Raymond E. Wooldridge. For Issuer For With
2 Ratificatin of the appointment of Grant Thornton LLP as Westwood's independent auditors for the year ending December 31, 2011. For Issuer For With
3 Approval of amendments to the third amended and restated Westwood Holdings Group, Inc. stock incentive plan. For Issuer For With
4 Non-binding advisory vote on Westwood's executive compensation. For Issuer For With
5 Non-binding advisory vote on the frequency of future advisory votes on Westwood's executive compensation - 3 years. For Issuer For With


* Management Recommended Vote
Institutional Advisors LargeCap Fund

AFLAC INCORPORATED

Ticker Symbol:AFL Cusip Number:001055102
Record Date: 2/23/2011 Meeting Date: 5/2/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Daniel P. Amos, 1b) John Shelby Amos II, 1c) Paul S. Amos II, 1d) Michael H. Armacost, 1e) Kriss Cloninger III, 1f) Elizabeth J. Hudson, 1g) Douglas W. Johnson, 1h) Robert B. Johnson, 1i) Charles B. Knapp, 1j) E. Stephen Purdom, MD, 1k) Barbara K. Rimer, DrPH, 1l) Marvin R. Schuster, 1m) David Gary Thompson, 1n) Robert L. Wright, 1o) Takuro Yoshida For Issuer For With
02 To consider the following non-binding advisory proposal: Resolved, that the shareholders approve the compensation of the Company's named executive officers, as described in the Compensation Discussion and Analysis, executive compensation tables and accompanying narrative disclosure in the Proxy Statement. For Issuer For With
03 The Board of Directors recommends you vote 1 year on the following proposal: Non-binding, advisory vote on the frequency of future advisory votes on executive compensation. For Issuer For With
04 Ratification of appointment of KPMG LLP as independent registered public accounting firm of the Company for the year ending December 31, 2011. For Issuer For With

ALTERA CORPORATION

Ticker Symbol:ALTR Cusip Number:021441100
Record Date: 3/11/2011 Meeting Date: 5/10/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) John P. Daane, 1b) Robert J. Finocchio, Jr. 1c) Kevin McGarity, 1d) T. Michael Nevens, 1e) Krish A. Prabhu, 1f) John Shoemaker, 1g) Susan Wang For Issuer For With
02 To approve an amendment to the 2005 Equity Incentive Plan to increase by 10,000,000 the number of shares of common stock reserved for issuance under the plan. For Issuer For With
03 To approve an amendment to the 1987 Employee Stock Purchase Plan to increase by 1,000,000 the number of shares of common stock reserved for issuance under the plan. For Issuer For With
04 To approve an amendment to our Amended and Restated Certificate of Incorporation to eliminate supermajority voting. For Issuer For With
05 To approve an amendment to our Amended and Restated Certificate of Incorporation to add a forum selection clause. For Issuer For With
06 To approve an amendment to our By-laws to provide that stockholders holding over 20% of our shares may call a special meeting of stockholders. For Issuer For With
07 To approve, by non-binding vote, executive compensation. For Issuer For With
08 The Board of Directors recommends you vote 1 year on the following proposal: To recommend, by non-binding vote, the frequency of executive compensation votes. For Issuer For With
09 To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2011. For Issuer Against With

AMGEN, INC.

Ticker Symbol:AMGN Cusip Number:031162100
Record Date: 3/21/2011 Meeting Date: 5/20/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Dr. David Baltimore, 1b) Mr. Frank J. Biondi, Jr. 1c) Mr. Francois de Carbonnel, 1d) Dr. Vance D. Coffman, 1e) Dr. Rebecca M. Henderson, 1f) Mr. Frank C. Herringer, 1g) Dr. Gilbert S. Omenn, 1h) Ms. Judith C. Pelham, 1i) Adm. J. Paul Reason, USN (Retired), 1j) Mr. Leonard D. Schaeffer, 1k) Mr. Keith W. Sharer, 1l) Dr. Ronald D. Sugar For Issuer For With
02 To ratify the selection of Ernst & Young LLP as our independent registered public accountants for the year ending December 31, 2011. For Issuer For With
03 To approve the advisory vote on executive compensation. For Issuer For With
04 The Board of Directors recommends you vote 1 year on the following proposal: To set the frequency of future advisory votes approving executive compensation every one year, two years, or three years. For Issuer For With
05 Stockholder proposal #1 (Shareholder action by written consent) Against Stockholder Against With

APPLE INC.

Ticker Symbol:AAPL Cusip Number:037833100
Record Date: 12/27/2010 Meeting Date: 2/23/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1) William V. Campbell, 2) Millard S. Drexler, 3) Albert A. Gore, Jr., 4) Steven P. Jobs, 5) Andrea Jung, 6) Arthur D. Levinson, 7) Ronald D. Sugar For Issuer For With
02 Ratification of the appointment of Ernst & Young LLP as the Company's Independent registered public accounting firm for fiscal year 2011. For Issuer For With
03 Advisory vote on executive compensation. For Issuer For With
04 The Baord of Directors recommends you vote 1 year on the following proposal: Advisory vote on the frequency of the advisory vote on executive compensation. For Issuer For With
05 Shareholder proposal regarding succession planning, if properly presented at the meeting. Against Stockholder Against With
06 Shareholder proposal regarding majority voting, if properly presented at the meeting. Against Stockholder Against With

AT&T INC.

Ticker Symbol:T Cusip Number:00206R102
Record Date: 3/1/2011 Meeting Date: 4/29/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Randall L. Stephenson, 1b) Gilbert F. Amelio, 1c) Reuben V. Anderson, 1d) James H. Blanchard, 1e) Jaime Chico Pardo, 1f) James P. Kelly, 1g) Jon C. Madonna, 1h) Lynn M. Martin, 1i) John B. McCoy, 1j) Joyce M. Roche, 1k) Matthew K. Rose, 1l) Laura D'Andrea Tyson For Issuer For With
02 Ratification of appointment of independent auditors For Issuer For With
03 Approve 2011 Incentive Plan For Issuer For With
04 Advisory vote on executive compensation For Issuer For With
05 The Board of Directors recommends you vote 3 years on the following proposal: Advisory vote on frequency of vote on executive compensation. Voted 1 year. Against Issuer For Against
06 Political contributions Against Stockholder Against With
07 Special stockholder meetings Against Stockholder Against With
08 Written consent Against Stockholder Against With

C.H. ROBINSON WORLDWIDE, INC.

Ticker Symbol:CHRW Cusip Number:12541W209
Record Date: 3/15/2011 Meeting Date: 5/12/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Robert Ezrilov, 1b) Wayne M. Fortun, 1c) Brian P. Short For Issuer For With
02 To approve, by non-binding vote, named executive officer compensation. For Issuer For With
03 The Board of Directors recommends you vote 1 year on the following proposal: To recommend, by non-binding vote, frequency of executive compensation votes. For Issuer For With
04 Ratification of the selection of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2011. For Issuer For With
05 Shareholder Board Declassification Proposal. Against Stockholder Against With

CAMERON INTERNATIONAL CORPORATION

Ticker Symbol:CAM Cusip Number:13342B105
Record Date: 3/11/2011 Meeting Date: 5/3/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Peter J. Fluor, 1b) Jack B. Moore, 1c) David Ross For Issuer For With
02 To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accountants for 2011. For Issuer For With
03 To approve the Company's 2011 Management Incentive Compensation Plan. For Issuer For With
04 To approve an amendment to the Company's 2005 Equity Incentive Plan to change the option term from seven to ten years. For Issuer For With
05 To conduct an advisory vote on the Company's 2010 executive compensation. For Issuer For With
06 The Board of Directors does not have a recommendation for voting on the following proposal: To conduct an advisory vote on the frequency of future advisory votes on executive compensation. Voted 1 year. For Issuer N/A N/A

CHEVRON CORPORATION

Ticker Symbol:CVX Cusip Number:166764100
Record Date: 4/1/2011 Meeting Date: 5/25/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) L.F. Deily, 1b) R.E. Denham, 1c) R.J. Eaton, 1d) C. Hagel, 1e) E. Hernandez, 1f) G.L. Kirkland, 1g) D.B. Rice, 1h) K.W. Sharer, 1i) C.R. Shoemate, 1j) J.G. Stumpf, 1k) R.D. Sugar, 1l) C. Ware, 1m) J.S. Watson For Issuer For With
02 Ratification of Independent Registered Public Accounting Firm For Issuer For With
03 Advisory Vote on Named Executive Officer Compensation For Issuer For With
04 The Board of Directors recommends you vote 1 year on the following proposal: Advisory Vote on the frequency of Future Advisory Votes on Named Executive Officer Compensation. For Issuer For With
05 Independent Director with Environmental Expertise Against Stockholder Against With
06 Human Rights Committee Against Stockholder Against With
07 Sustainability Metric for Executive Compensation Against Stockholder Against With
08 Guidelines for Country Selection Against Stockholder Against With
09 Financial Risks from Climate Change Against Stockholder Against With
10 Hydraulic Fracturing Against Stockholder Against With
11 Offshore Oil Wells Against Stockholder Against With

DANAHER CORPORATION

Ticker Symbol:DHR Cusip Number:235851102
Record Date: 3/11/2011 Meeting Date: 5/10/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) H. Lawrence Culp, Jr. 1b) Mitchell P. Rales, 1c) Elias A. Zerhouni, MD For Issuer For With
02 To ratify the selection of Ernst & Young LLP as Danaher's independent registered public accounting firm for the year ending December 31, 2011. For Issuer For With
03 To approve an amendment to Danaher's restated Certificate of Incorporation to declassify the Board of Directors. For Issuer For With
04 To approve an amendment to Danaher's restated Certificate of Incorporation to allow holders of twenty-five percent (25%) or more of Danaher's shares to call a special meeting of shareholders. For Issuer For With
05 To approve amendments to Danaher's 2007 Stock Incentive Plan and material terms of plan performance goals. For Issuer For With
06 To approve an advisory vote on the Company's Executive Officer Compensation. For Issuer For With
07 To approve an advisory vote on the frequency of future shareholder advisory votes on the Company's Executive Officer Compensation. Directors recommend 1 year frequency. For Issuer For With

DARDEN RESTAURANTS, INC.

Ticker Symbol:DRI Cusip Number:237194105
Record Date: 7/21/2010 Meeting Date: 9/14/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 01) Leonard L. Berry, 02) Odie C. Donald 03) Christopher J. Fraleigh, 04) Victoria D. Harker, 05) David H. Hughes, 06) Charles A. Ledsinger, Jr. 07) William M. Lewis, Jr. 08) Senator Connie Mack III, 09) Andrew H. Madsen, 10) Clarence Otis, Jr 11) Michael D. Rose, 12) Maria A. Sastre For Issuer For With
02 To approve the amended Darden Restaurants, Inc. 2002 Stock Incentive Plan. For Issuer For With
03 To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending May 29, 2011. For Issuer For With

EXXON MOBIL CORPORATION

Ticker Symbol:XOM Cusip Number:30231G102
Record Date: 4/6/2011 Meeting Date: 5/25/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 01) M.J. Boskin, 02) P. Brabeck-Letmathe, 03) L.R. Faulkner, 04) J.S. Fishman, 05) K.C. Frazier, 06) W.W. George, 07) M.C. Nelson, 08) S.J. Palmisano, 09) S.S. Reinemund, 10) R.W. Tillerson, 11) E.E. Whitacre, Jr. For Issuer For With
02 Ratification of Indepenedent Auditors (page 55) For Issuer For With
03 Advisory Vote on Executive Compensation (page 56) For Issuer For With
04 The Board of Directors recommends you vote 3 years on the following proposal: Frequency of Advisory Vote on Executive Compensation (page 57). Voted 1 year. Against Issuer For Against
05 Independent Chairman (page 58) Against Stockholder Against With
06 Report on Political Contributions (page 59) Against Stockholder Against With
07 Amendment of EEO Policy (page 61) Against Stockholder Against With
08 Policy of Water (page 62) Against Stockholder Against With
09 Report on Canadian Oil Sands (page 64) Against Stockholder Against With
10 Report on Natural Gas Production (page 65) Against Stockholder Against With
11 Report on Energy Technology (page 67) Against Stockholder Against With
12 Greenhouse Gas Emissions Goals (page 68) Against Stockholder Against With

FOREST LABORATORIES, INC.

Ticker Symbol:FRX Cusip Number:345838106
Record Date: 6/18/2010 Meeting Date: 8/9/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1A) Howard Solomon, 1B) Lawrence S. Olanoff, MD, Ph.D, 1C) Nesli Basgoz, MD, 1D) William J. Candee, III, 1E) George S. Cohan, 1F) Dan L. Goldwasser, 1G) Kenneth E. Goodman, 1H) Lester B. Salans, MD, 1I) Peter J. Zimetbaum, MD For Issuer For With
02 Approval of the amendment to the 2007 equity incentive plan. For Issuer For With
03 Approval of executive compensation philosophy, policies, and procedures, all as more fully described in the proxy statement. For Issuer For With
04 Ratification of the selection of BDO Seidman, LLP as the company's independent registered public accounting firm. For Issuer For With
05 Approval of the stockholder proposal to amend the by-laws of the company to provide for reimbursement of expenses incurred by a stockholder or group of stockholders in connection with nominating one or more director candidates in certain circumstances as described in proposal 5. *Note* such other business may come before the meeting. Against Stockholder Against With

GENERAL ELECTRIC COMPANY

Ticker Symbol:GE Cusip Number:369604103
Record Date: 2/28/2011 Meeting Date: 4/27/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
A Election of Directors: A1) W. Geoffrey Beattie, A2) James I. Cash, Jr., A3) Ann M. Fudge, A4) Susan Hockfield, A5) Jeffrey R. Immelt, A6) Andrea Jung, A7) Alan G. (A.G.) Lafley, A8) Robert W. Lane, A9) Ralph S. Larsen, A10) Rochelle B. Lazarus, A11) James J. Mulva, A12) Sam Nunn, A13) Roger S. Penske, A14) Robert J. Swieringa, A15) James S. Tisch, A16) Douglas A. Warner, III For Issuer For With
B1 Ratification of KPMG For Issuer For With
B2 Advisory Resolution on Executive Compensation For Issuer For With
B3 The Board of Directors recommends a vote for 1 year on the following proposal: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation For Issuer For With
C1 Cumulative Voting Against Stockholder Against With
C2 Future Stock Options Against Stockholder Against With
C3 Withdraw Stock Options Granted to Executives Against Stockholder Against With
C4 Climate Change Risk Disclosure Against Stockholder Against With
C5 Transparency in Animal Research Against Stockholder Against With

GENERAL MILLS, INC.

Ticker Symbol:GIS Cusip Number:370334104
Record Date: 7/29/2010 Meeting Date: 9/27/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Bradbury H. Anderson, 1b) R. Kerry Clark, 1c) Paul Danos, 1d) William T. Esrey, 1e) Raymond V. Gilmartin, 1f) Judith Richards Hope, 1g) Heidi G. Miller, 1h) Hilda Ochoa-Brillembourg, 1i) Steve Odland, 1j) Kendall J. Powell, 1k) Lois E. Quam, 1l) Michael D. Rose, 1m) Robert L. Ryan, 1n) Dorothy A. Terrell For Issuer For With
02 Approve Executive Incentive Plan For Issuer For With
03 Ratify the appointment of KPMG LLP as General Mills' independent registered public accounting firm. For Issuer For With
04 Cast an advisory vote on executive compensation For Issuer For With

HEWLETT-PACKARD COMPANY

Ticker Symbol:HPQ Cusip Number:428236103
Record Date: 1/24/2011 Meeting Date: 3/23/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 01) M.L. Andreessen, 02) L. Apotheker, 03) L.T. Babbio, Jr. 04) S.M. Baldauf, 05) S. Banerji, 06) R.L. Gupta, 07) J.H. Hammergren, 08) R.J. Lane, 09) G.M. Reiner, 10) P.F. Russo, 11) D. Senequier, 12) G.K. Thompson, 13) M.C. Whitman For Issuer For With
02 Ratification of the appointment of the independent registered public accounting firm for the fiscal year ending October 31, 2011. For Issuer For With
03 Advisory vote on executive compensation. For Issuer For With
04 The Board of Directors recommends you vote 1 year on the following proposal: Advisory vote on the frequency of holding future advisory votes on executive compensation. For Issuer For With
05 Approval of the Hewlett-Packard Company 2011 Employee Stock Purchase Plan. For Issuer For With
06 Approval of an amendment to the Hewlett-Packard Company 2005 Pay-for-Results Plan to extend the term of the plan. For Issuer For With

INTERNATIONAL BUS MACHINES CORP

Ticker Symbol:IBM Cusip Number:459200101
Record Date: 2/25/2011 Meeting Date: 4/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) A.J.P. Belda, 1b) W.R. Brody, 1c) K.I. Chenault, 1d) M.L. Eskew, 1e) S.A. Jackson, 1f) A.N. Liveris, 1g) W.J. McNerney, Jr., 1h) J.W. Owens, 1i) S.J. Palmisano, 1j) J.E. Spero, 1k) S. Taurel, 1l) L.H. Zambrano For Issuer For With
02 Ratification of Appointment of Independent Registered Public Accounting Firm (page 71) For Issuer For With
03 Advisory Vote on Executive Compensation (page 72) For Issuer For With
04 The Board of Directors recommends you vote 3 years on the following proposal: Advisory Vote regarding Frequency of Advisory Vote on Executive Compensation (page 73). Voted 1 year. Against Issuer For Against
05 Stockholder Proposal on Cumulative Voting (page 74) Against Stockholder Against With
06 Stockholder Proposal to Review Political Contributions Policy (pages 74-75) Against Stockholder Against With
07 Stockholder Proposal on Lobbying (pages 75-76) Against Stockholder Against With

INTUIT INC.

Ticker Symbol:INTU Cusip Number:461202103
Record Date: 11/22/2010 Meeting Date: 1/19/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) David H. Batchelder, 1b) Christopher W. Brody, 1c) William V. Campbell, 1d) Scott D. Cook, 1e) Diane B. Greene, 1f) Michael R. Hallman, 1g) Edward A. Kangas, 1h) Suzanne Nora Johnson, 1i) Dennis D. Powell, 1j) Brad D. Smith For Issuer For With
02 Ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for fiscal year 2011. For Issuer For With
03 Approve the Amended and Restated 2005 Equity Incentive Plan. For Issuer For With
04 Approve a non-binding advisory resolution regarding executive compensation. For Issuer For With

JOHNSON & JOHNSON

Ticker Symbol:JNJ Cusip Number:478160104
Record Date: 3/1/2011 Meeting Date: 4/28/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Mary Sue Coleman, 1b) James G. Cullen, 1c) Ian E.L. Davis, 1d) Michael M.E. Johns, 1e) Susan L. Lindquist, 1f) Anne M. Mulcahy, 1g) Leo F. Mullin, 1h) William D. Perez, 1i) Charles Prince, 1j) David Satcher, 1k) William C. Weldon For Issuer For With
02 Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2011 For Issuer For With
03 Advisory Vote on Named Executive Officer Compensation For Issuer For With
04 The Board of Directors recommends you vote 1 year on the following proposal: Advisory Vote on Frequency of Advisory Vote on Named Executive Officer Compensation. For Issuer For With
05 Shareholder Proposal on Pharmaceutical Price Restraint Against Stockholder Against With
06 Shareholder Proposal on Amendment to Company's Equal Employment Opportunity Policy Against Stockholder Against With
07 Shareholder Proposal on Adopting Non-Animal Methods for Training Against Stockholder Against With

LABORATORY CORP OF AMERICA HOLDINGS

Ticker Symbol:LH Cusip Number:50540R409
Record Date: 3/14/2011 Meeting Date: 5/11/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) David P. King, 1b) Kerrii B. Anderson, 1c) Jean-Luc Belingard, 1d) N. Anthony Coles, Jr., MD, MPH, 1e) Wendy E. Lane, 1f) Thomas P. Mac Mahon, 1g) Robert E. Mittelstaedt, Jr. 1h) Arthur H. Rubenstein, MBBCh, 1i) M. Keith Weikel, PhD, 1j) R. Sanders Williams, MD For Issuer For With
02 To approve, by non-binding vote, executive compensation. For Issuer For With
03 The Board of Directors recommends you vote for 1 year: To recommend, by non-binding vote, the frequency of executive compensation votes. For Issuer For With
04 Ratification of the appointment of PricewaterhouseCoopers LLP as Laboratory Corporation of America Holdings' independent registered public account firm for 2011. For Issuer For With

MCKESSON CORPORATION

Ticker Symbol:MCK Cusip Number:58155Q103
Record Date: 6/1/2010 Meeting Date: 7/28/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Andy D. Bryant, 1b) Wayne A. Budd, 1c) John H. Hammergren, 1d) Alton F. Irby III, 1e) M. Christine Jacobs, 1f) Marie L. Knowles, 1g) David M. Lawrence, M.D., 1h) Edward A. Mueller, 1i) Jane E. Shaw, PH.D. For Issuer For With
02 Reapproval of the performance measures for performance based awards under the company's amended and restated 2005 stock plan. For Issuer For With
03 Reapproval of performance measures available for performance based awards under 2005 management incentive plan. For Issuer For With
04 Appointment of Deloitte & Touche LLP as independent registered public accounting firm for the year ending March 31, 2011. For Issuer For With
05 Stockholder proposal on significant executive stock retention for two years beyond retirement. Against Stockholder Against With
06 Stockholder proposal on preparing a pay differential report. Against Stockholder Against With

MICROSOFT CORPORATION

Ticker Symbol:MSFT Cusip Number:594918104
Record Date: 9/3/2010 Meeting Date: 11/16/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 01) Steven A. Ballmer, 02) Dina Dublon, 03) William H. Gates III, 04) Raymond V. Gilmartin, 05) Reed Hastings, 06) Maria M. Klawe, 07) David F. Marquardt, 08) Charles H. Noski, 09) Helmut Panke For Issuer For With
10 Ratification of the selection of Deloitte & Touche LLP as the Company's Independent Auditor For Issuer For With
11 Establishment of board committee on environmental sustainability Against Stockholder Against With

ORACLE CORPORATION

Ticker Symbol:ORCL Cusip Number:68389X105
Record Date: 8/9/2010 Meeting Date: 10/6/2010
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 01) Jeffrey S. Berg, 02) H. Raymond Bingham, 03) Michael J. Boskin, 04) Safra A. Catz, 05) Bruce R. Chizen, 06) George H. Conrades, 07) Lawrence J. Ellison, 08) Hector Garcia-Molina, 09) Jeffrey O. Henley, 10) Mark V. Hurd, 11) Donald L. Lucas, 12) Naomi O. Seligman For Issuer For With
02 Approve the Oracle Corporation executive bonus plan For Issuer For With
03 Approve the Oracle Corporation amended and restated 2000 long-term equity incentive plan, including an amendment to increase the aggregate number of shares authorized for issuance under the plan by 419,020,418 shares For Issuer For With
04 Ratify the selection of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending May 31, 2011. For Issuer For With
05 Act on a stockholder proposal to amend the corporate bylaws to establish a board committee on sustainability. Against Stockholder Against With
06 Act on a stockholder proposal regarding majority voting in director elections. Against Stockholder Against With
07 Act on a stockholder proposal regarding equity retention. Against Stockholder Against With

PEPSICO, INC.

Ticker Symbol:PEP Cusip Number:713448108
Record Date: 3/4/2011 Meeting Date: 5/4/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) S.L. Brown, 1b) I.M. Cook, 1c) D. Dublon, 1d) V.J. Dzau, 1e) R.L. Hunt, 1f) A. Ibarguen, 1g) A.C. Martinez, 1h) I.K. Nooyi, 1i) S.P. Rockefeller, 1j) J.J. Schiro, 1k) L.G. Trotter, 1l) D. Vasella For Issuer For With
02 Approval, by non-binding vote, of executive compensation For Issuer For With
03 The Board of Directors recommends you vote 3 years on the following proposal: Recommend, by non-binding vote, the frequency of executive compensation votes. Voted 1 year. Against Issuer For Against
04 Approval of independent Registered Public Accountants for fiscal year 2011. For Issuer For With
05 Approval of Amendment to Articles of Incorporation to implement majority voting for Directors in uncontested elections. For Issuer For With
06 Right to Call Special Shareholder Meetings (Proxy Statement p.63) Against Stockholder Against With
07 Political Contributions Report (Proxy Statement p.65) Against Stockholder Against With

PFIZER INC.

Ticker Symbol:PFE Cusip Number:717081103
Record Date: 3/1/2011 Meeting Date: 4/28/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Dennis A. Ausiello, 1b) Michael S. Brown, 1c) M. Anthony Burns, 1d) W. Don Cornwell, 1e) Frances D. Fergusson, 1f) William H. Gray III, 1g) Constance J. Horner, 1h) James M. Kilts, 1i) George A. Lorch, 1j) John P. Mascotte, 1k) Suzanne Nora Johnson, 1l) Ian C. Read, 1m) Stephen W. Sanger For Issuer For With
02 Proposal to ratify the selection of KPMG LLP as independent registered public accounting firm for 2011 For Issuer For With
03 Advisory vote on executive compensation For Issuer For With
04 The Board of Directors recommends you vote for 2 years on the following proposal: Advisory vote on the frequency of future advisory votes on executive compensation. Voted 1 year. Against Issuer For Against
05 Shareholder proposal regarding publication of political contributions Against Stockholder Against With
06 Shareholder proposal regarding public policy initiatives Against Stockholder Against With
07 Shareholder proposal regarding pharmaceutical price restraints Against Stockholder Against With
08 Shareholder proposal regarding action by written consent Against Stockholder Against With
09 Shareholder proposal regarding special shareholder meetings Against Stockholder Against With
10 Shareholder proposal regarding animal research Against Stockholder Against With

QUALCOMM, INCORPORATED

Ticker Symbol:QCOM Cusip Number:747525103
Record Date: 1/10/2011 Meeting Date: 3/8/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 01) Barbara T. Alexander, 02) Stephen M. Bennett, 03) Donald G. Cruickshank, 04) Raymond V. Dittamore, 05) Thomas W. Horton, 06) Irwin Mark Jacobs, 07) Paul E. Jacobs, 08) Robert E. Kahn, 09) Sherry Lansing, 10) Duane A. Nelles, 11) Francisco Ros, 12) Brent Scowcroft, 13) Marc I. Stern For Issuer For With
02 To approve the 2006 long-term incentive plan, as amended, which includes an increase in the share reserve by 65,000,000 shares. For Issuer For With
03 To approve an amendment to the 2001 employee stock purchase plan to increase the share reserve by 22,000,000 shares. For Issuer For With
04 To ratify the selection of Pricewaterhousecoopers LLP as our independent public accountants for our fiscal year ending September 25, 2011. For Issuer For With
05 To hold an advisory vote on executive compensation. For Issuer For With
06 To hold an advisory vote on the frequency of future advisory votes on executive compensation. Directors recommend 3 year. Voted 1 year. Against Issuer For Against
07 To act on a stockholder proposal, if properly presented at the annual meeting. Against Stockholder Against With

SIGMA-ALDRICH CORPORATION

Ticker Symbol:SIAL Cusip Number:826552101
Record Date: 3/4/2011 Meeting Date: 5/3/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Rebecca M. Bergman, 1b) George M. Church, 1c) David R. Harvey, 1d) W. Lee McCollum, 1e) Avi M. Nash, 1f) Steven M. Paul, 1g) J. Pedro Reinhard, 1h) Rakesh Sachdev, 1i) D. Dean Spatz, 1j) Barrett A. Toan For Issuer For With
02 Approval of the Sigma-Aldrich Corporation Long-Term Incentive Plan performance goals For Issuer For With
03 Ratification of the appointment of KPMG LLP as the Company's independent registered public accountant for 2011 For Issuer For With
04 Amend Article Eleventh of the Certificate of Incorporation, as amended For Issuer For With
05 Amend Article Twelfth of the Certificate of Incorporation, as amended For Issuer For With
06 Non-binding advisory vote on executive compensation For Issuer For With
07 The Board of Directors recommends you vote 3 years on the following proposal: Non-binding advisory vote on the frequency of advisory votes on executive compensation. Voted 1 year Against Issuer For Against

STRYKER CORPORATION

Ticker Symbol:SYK Cusip Number:863667101
Record Date: 3/1/2011 Meeting Date: 4/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Nominees: 01) Howard E. Cox, Jr. 02) Srikant M. Katar, PhD, 03) Roch Doliveux, DVM, 04) Louise L. Francesconi, 05) Allan C. Golston, 06) Howard L. Lance, 07) Stephen P. MacMillan, 08) William U. Parfet, 09) Ronda E. Stryker For Issuer For With
02 Ratify the Appointment of Ernst & Young LLP as our Independent Registered Public Accounting Firm for 2011. For Issuer For With
03 Approval of the 2011 Long-Term Incentive Plan For Issuer For With
04 Approval of the 2011 Performance Incentive Award Plan For Issuer For With
05 Approval, in an Advisory Vote, of the Company's Executive Compensation For Issuer For With
06 Recommendation, in an Advisory Vote, of the frequency of future Advisory Votes on Executive Compensation. Directors recommend 1 year. For Issuer For With
07 Shareholder proposal, if properly presented at the meeting Against Stockholder Against With

THE MCGRAW-HILL COMPANIES, INC.

Ticker Symbol:MHP Cusip Number:580645109
Record Date: 3/7/2011 Meeting Date: 4/27/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Pedro Aspe, 1b) Sir Winfried Bischoff, 1c) Douglas N. Daft, 1d) William D. Green, 1e) Linda Koch Lorimer, 1f) Harold McGraw III, 1g) Robert P. McGraw, 1h) Hilda Ochoa-Brillembourg, 1i) Sir Michael Rake, 1j) Edward B. Rust, Jr., 1k) Kurt L. Schmoke, 1l) Sidney Taurel For Issuer For With
02 Vote to amend the Restated Certificate of Incorporation to permit shareholders to call special meetings For Issuer For With
03 Vote to approve, on an advisory basis, the executive compensation program for the Company's named executive officers For Issuer For With
04 The Board of Directors recommends you vote 1 year on the following proposal: Vote, on an advisory basis, on how often the Company will conduct an advisory vote on executive compensation For Issuer For With
05 Vote to ratify the appointment of Ernst & Young LLP as our independent Registered Public Accounting Firm for 2011 For Issuer For With
06 Shareholder proposal requesting shareholder action by written consent Against Stockholder Against With

THE PROGRESSIVE CORPORATION

Ticker Symbol:PGR Cusip Number:743315103
Record Date: 2/28/2011 Meeting Date: 4/29/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Stuart B. Burgdoerfer, 1b) Charles A. Davis For Issuer For With
02 To approve an amendment to the Company's code of regulations allowing our Board of Directors to amend the code of regulations to the extent permitted by Ohio Law For Issuer For With
03 To cast an advisory vote on the Company's executive compensation program For Issuer For With
04 To cast an advisory vote on the frequency of the shareholder vote on the Company's executive compensation program. Directors recommend 1 year. For Issuer For With
05 To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2011 For Issuer For With

THE TJX COMPANIES, INC.

Ticker Symbol:TJX Cusip Number:872540109
Record Date: 4/18/2011 Meeting Date: 6/14/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Jose B. Alvarez, 1b) Alan M. Bennett, 1c) Bernard Cammarata, 1d) David T. Ching, 1e) Michael F. Hines, 1f) Amy B. Lane, 1g) Carol Meyrowitz, 1h) John F. O'Brien, 1i) Willow B. Shire For Issuer For With
02 Ratification of appointment of Pricewaterhousecoopers LLP For Issuer For With
03 To approve, on an advisory basis, the overall compensation of TJX's named executive officers. For Issuer For With
04 To recommend, on an advisory basis, the frequency of advisory votes on executive compensation. Directors recommended 1 year frequency. For Issuer For With

UNITED TECHNOLOGIES CORPORATION

Ticker Symbol:UTX Cusip Number:913017109
Record Date: 2/15/2011 Meeting Date: 4/13/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) Louis R. Chenevert, 1b) John V. Faraci, 1c) Jean-Pierre Garnier, 1d) Jamie S. Gorelick, 1e) Edward A. Kangas, 1f) Ellen J. Kullman, 1g) Charles R. Lee, 1h) Richard D. McCormick, 1i) Harold D. McGraw III, 1j) Richard B. Myers, 1k) H. Patrick Swygert, 1l) Andre Villeneuve, 1m) Christine Todd Whitman For Issuer For With
02 Appointment of the firm of PricewaterhouseCoopers LLP as Independent Auditor For Issuer For With
03 Approval of Amendment to 2005 Long-Term Incentive Plan For Issuer For With
04 No recommendation is being made by the Board of Directors on Proposal 5: Advisory Vote on Frequency of Advisory Vote on Compensation of Named Executive Officers. Voted 1 year. For Issuer For With
05 Advisory Vote on Frequency of Advisory Vote on Compensation of Named Executive Officers For Issuer N/A N/A
06 Shareowner proposal concerning additional share retention requirement for senior executives Against Stockholder Against With

VF CORPORATION

Ticker Symbol:VFC Cusip Number:918204108
Record Date: 3/2/2011 Meeting Date: 4/26/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Nominees: 01) Juan Ernesto De Bedout, 02) Ursula O. Fairbairn, 03) Eric C. Wiseman For Issuer For With
02 Advisory Vote to Approve Executive Compensation. For Issuer For With
03 Advisory Vote on Frequency of Shareholder Votes on Executive Compensation. Directors recommend 2 year. Voted 1 year. Against Issuer For Against
04 Approval of an Amendment to VF's by-laws to Adopt a Majority Voting Standard for Uncontested Director Elections. For Issuer For With
05 Ratification of the Selection of Pricewaterhousecoopers LLP as VF's Independent Registered Public Accounting Firm for the 2011 Fiscal Year. For Issuer For With

WALGREEN CO.

Ticker Symbol:WAG Cusip Number:931422109
Record Date: 11/15/2010 Meeting Date: 1/12/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1a) David J. Brailer, 1b) Steven A. Davis, 1c) William C. Foote, 1d) Mark P. Frissora, 1e) Ginger L. Graham, 1f) Alan G. McNally, 1g) Nancy M. Schlichting, 1h) David Y. Schwartz, 1i) Alejandro Silva, 1j) James A. Skinner, 1k) Gregory D. Wasson For Issuer For With
02 Ratify the appointment of Deloitte & Touche LLP as Walgreen Co.'s independent registered public accounting firm. For Issuer For With
03 Amend the Walgreen Co. articles of incorporation to revise the purpose clause. For Issuer For With
04 Amend the Walgreen Co. articles of incorporation to eliminate certain supermajority vote requirements. For Issuer For With
05 Amend the Walgreen Co. articles of incorporation to eliminate the ""fair price"" charter provision applicable to certain business combinations. For Issuer For With
06 Shareholder proposal on a policy to change the vote required for shareholders to call special shareholder meetings. Against Stockholder Against With
07 Shareholder proposal on a policy that a significant portion of future stock option grants to senior executives should be performance-based. Against Stockholder Against With

WISCONSIN ENERGY CORPORATION

Ticker Symbol:WEC Cusip Number:976657106
Record Date: 3/10/2011 Meeting Date: 5/5/2011
Proposal # Proposal Vote Author MRV* vs. Mgmt
01 Election of Directors: 1) John F. Bergstrom, 2) Barbara L. Bowles, 3) Patricia W. Chadwick, 4) Robert A. Cornog, 5) Curt S. Culver, 6) Thomas J. Fischer, 7) Gale E. Klappa, 8) Ulice Payne, Jr. 9) Frederick P. Stratton, Jr. For Issuer For With
02 Vote to initiate the process to elect directors by majority vote in uncontested elections. For Issuer For With
03 Ratification of Deloitte & Touche LLP as independent auditors for 2011. For Issuer For With
04 Approval of amendments to the Wisconsin Energy Corporation 1993 Omnibus Stock Incentive Plan, as amended and restated. For Issuer For With
05 Advisory vote on Compensation of the named executive officers. For Issuer For With
06 Advisory vote to establish the frequency of the advisory vote on the compensation of the named executive officers. Directors recommend 3 year. Voted 1 year. Against Issuer For Against


* Management Recommended Vote


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.



Conestoga Funds


By /s/William C. Martindale Jr.

* William C. Martindale Jr.

Chief Executive Officer


By /s/Robert M. Mitchell

* Robert M. Mitchell

Treasurer and Chief Financial Officer


Date: August 17, 2011


*Print the name and title of each signing officer under his or her signature.