N-PX 1 fvmain.htm FOREIGN VALUE

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: 811-3790

 

QUANTITATIVE GROUP OF FUNDS

Quant Foreign Value Fund

55 Old Bedford Road

Lincoln, MA 01773

 

Sandra I. Madden

Quantitative Group of Funds

55 Old Bedford Road

Lincoln, MA 01773

(Name and address of agent for service)

 

Registrant’s telephone number, including area code: 781-259-1144

 

Date of fiscal year end: MARCH 31

 

Date of reporting period:             JULY 1, 2009 – JUNE 30, 2010

 

 

  

VOTE SUMMARY REPORT

July 1st, 2009 - June 30th, 2010

Quant Foreign Value Fund

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BANK OF IRELAND (THE GOVERNOR AND COMPANY OF THE B

BKIR ID

IE0030606259

03-Jul-2009

1.

Receive the report of the Directors and the accounts for the YE 31 MAR 2009

Management

For

For

 

 

 

 

2.i

Elect Mr. Patrick O’Sullivan as a Non-Executive Director

Management

For

For

 

 

 

 

2.iia

Re-elect Mr. Richie Boucher as a Director

Management

For

For

 

 

 

 

2.iib

Re-elect Mr. Des Crowley as a Director

Management

For

For

 

 

 

 

2.iic

Re-elect Mr. Denis Donovan as a Director

Management

For

For

 

 

 

 

2.iiD

Re-elect Mr. Paul Haran as a Director

Management

For

For

 

 

 

 

2.iiE

Re-elect Mr. Dennis Holt as a Director

Management

For

For

 

 

 

 

2.iif

Re-elect Ms. Rose Hynes as a Director

Management

For

For

 

 

 

 

2.iiG

Re-elect Mr. Jerome Kennedy as a Director

Management

For

For

 

 

 

 

2.iiH

Re-elect Ms. Heather Ann McSharry as a Director

Management

For

For

 

 

 

 

2.iiI

Re-elect Mr. Declan McCourt as a Director

Management

For

For

 

 

 

 

2.iiJ

Re-elect Mr. Terry Neill as a Director

Management

For

For

 

 

 

 

2.iik

Re-elect Mr. John O’Donovan as a Director

Management

For

For

 

 

 

 

3.

Authorize the Directors to determine the remuneration of the Auditors

Management

For

For

 

 

 

 

s.4

Approve, for the purposes of Section 209 of the Companies Act, 1990 [the 1990 Act], to re-issue price range at which any units of Treasury Stock for the time being held by the Bank may be re-issued off-market shall be determined in accordance with Bye-Law 41 of the Bye-Laws of the Bank; this resolution shall take effect and [authority expires the earlier of the next Annual General Court of the Bank after the passing of this resolution or 02 JAN 2011]; in accordance with the provisions of Section 209 of the 1990 Act

Management

For

For

 

 

 

 

s.5

Authorize the Directors, to issue, allot, grant options over or otherwise dispose of Ordinary Stock of the Bank for cash on a non-pre-emptive basis [including the issue of securities convertible into Ordinary Stock] or to agree to do any of the foregoing acts provided that the power conferred by this resolution shall: be limited to the issue, allotment, grant of options over or other disposal of Ordinary Stock of a nominal amount of EUR 32 million; and [Authority expires the earlier of on 02 OCT 2010 or the date of the Annual General Court of the Bank in 2010]; and provided further that, any Ordinary Stock which may be issued pursuant to any employee stock issue or stock option scheme approved by a General Court shall be disregarded for the purpose of both the maximum limit and the expiry date as specified

Management

Against

Against

 

 

 

 

 

 

s.6

Authorize the Directors, to issue, allot, grant options over or otherwise dispose of Ordinary Stock of the Bank otherwise than for cash on a non-pre-emptive basis [including the issue of securities convertible into Ordinary Stock] or to agree to do any of the foregoing acts; provided that the power conferred by this resolution shall: be limited to the issue, allotment, grant of options over or other disposal of Ordinary Stock of a nominal amount, at the date of the passing of the resolution, of the lesser of 10% of the issued Ordinary Stock or the authorized but unissued Ordinary Stock in the capital of the Bank; and [Authority expires the earlier on 02 OCT 2010 or the date of the Annual General Court of the Bank in 2010]; and provided further that any Ordinary Stock which may be issued pursuant to any Employee Stock issue or Stock Option scheme approved by a General Court shall be disregarded for the purpose of both the maximum limit and the expiry date as specified

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SAMSUNG ELECTRS LTD

005930 KS

KR7005930003

24-Jul-2009

 

PLEASE NOTE THAT THIS IS AN INVESTOR RELATIONSHIP MEETING ONLY. NO AGENDA WILL-BE PUBLISHED. THANK YOU

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

KONECRANES PLC, HYVINKAA

KCR1V FH

FI0009005870

31-Aug-2009

 

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

 

 

1.

Opening of the meeting

Non-Voting

 

 

 

 

 

 

2.

Calling the meeting to order

Non-Voting

 

 

 

 

 

 

3.

Election of persons to scrutinize the minutes and to supervise the counting of-votes

Non-Voting

 

 

 

 

 

 

4.

Recording the legality of the meeting

Non-Voting

 

 

 

 

 

 

5.

Recording the attendance at the meeting and adoption of the list of votes

Non-Voting

 

 

 

 

 

 

6.

Authorize the Board to decide on issuance of shares and special rights entitling to shares

Management

For

For

 

 

 

 

7.

Authorize the Board to decide on repurchase and/or acceptance as pledge of Company’s own shares

Management

For

For

 

 

 

 

8.

Authorize the Board to decide on transfer of Company’s own shares

Management

For

For

 

 

 

 

9.

Closing of the meeting

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BARRATT DEVELOPMENTS PLC, NEWCASTLE UPON TYNE

BDEV LN

GB0000811801

19-Oct-2009

S.1

Grant authority for the proposed placing and rights issue and certain other capital authorities

Management

For

For

 

 

 

 

1.

Receive and adopt the reports of the Auditors and the Directors and the accounts for the YE 30 JUN 2009

Management

For

For

 

 

 

 

2.

Elect Mr. D. F. Thomas as a Director

Management

For

For

 

 

 

 

3.

Elect Ms. T. E. Bamford as a Director

Management

For

For

 

 

 

 

4.

Re-elect Mr. M. S. Clare as a Director

Management

For

For

 

 

 

 

5.

Re-elect Mr. S. J. Boyes as a Director

Management

For

For

 

 

 

 

6.

Re-appoint Deloitte LLP as the Auditors of the Company and authorize the Directors to fix their remuneration

Management

For

For

 

 

 

 

7.

Approve the Directors’ remuneration report for the YE 30 JUN 2009

Management

For

For

 

 

 

 

8.

Authorize the Company to make political donations and incur political expenditure

Management

Against

Against

 

 

 

 

9.

Authorize the Board to allot shares and grant subscription/conversion rights over shares

Management

For

For

 

 

 

 

S.10

Authorize the Board to allot equity securities

Management

For

For

 

 

 

 

S.11

Authorize the Board to make market purchases of its Ordinary Shares

Management

For

For

 

 

 

 

S.12

Authorize the Company to hold general meetings, other than an AGM, on not less than 14 clear days’ notice

Management

For

For

 

 

 

 

S.13

Adopt the amended form of the Articles of Association

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

DNB NOR ASA, OSLO

DNBNOR NO

NO0010031479

19-Nov-2009

 

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

 

 

 

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1.

Opening of the EGM by the Chairman of the Supervisory Board

Management

For

For

 

 

 

 

2.

Approve the notice and agenda

Management

For

For

 

 

 

 

3.

Elect 1 person to co- sign the minutes of the EGM together with the Chairman of the meeting

Management

For

For

 

 

 

 

 

 

4.

Approve to increase the share capital by minimum NOK 1 400,000,000 and maximum NOK 14,000,000,000, from NOK 13,326,536,150 to minimum NOK 14,726,536,150 and maximum NOK 27,326,536,150, by the issuance of minimum 140,000,000 and maximum 1,400,000,000 new shares, each with a nominal value of NOK 10; shareholders who are registered in the Company’s shareholder register as at 24 NOV 2009 shall have preferential rights to subscribe for the new shares corresponding to their pro rata holdings of shares in the Company, tradable subscription rights will be issued, oversubscription and subscription without subscription rights are permitted; the Company shall prepare a prospectus that shall be approved by the Oslo Stock Exchange in connection with the rights offering, unless the Board of Directors decides otherwise, the prospectus shall not be registered with or approved by any foreign prospectus authority, the new shares cannot be subscribed for by investors in jurisdictions in which it is not permitted to offer new shares, with respect to any shareholder that in the Company’s view is not entitled to subscribe for new shares due to limitations imposed by laws or regulations of the jurisdiction where such shareholder is a resident or citizen, the Company or someone appointed or instructed by it may sell such shareholder’s subscription rights against transfer of the net proceeds from such sale to the shareholder; allocation of the new shares shall be made by the Board of Directors, the following allocation criteria shall apply: allocation will be made to subscribers on the basis of granted and acquired subscription rights which have been validly exercised during the subscription period; If not all subscription rights are exercised, subscribers having exercised their subscription rights and who have over-subscribed will be allocated additional new shares on a pro rata basis based on the number of subscription rights exercised by each such subscribe, to the extent that pro rata allocation is not possible, the Company will determine the allocation by the drawing of lot; new shares not allocated pursuant to this resolution above will be allocated to subscribers not holding subscription rights, allocation will be sought made on a pro rata basis based on the relevant subscription amounts, provided, however, that such allocations may be rounded down to the nearest round lot, which is 200 share; new shares not allocated pursuant to this resolution above will be subscribed by, and allocated to, the underwriters or investors appointed by the underwriters based on and in accordance with the underwriting obligations of the respective underwriters; the subscription price in the rights offering shall be between NOK 10 and NOK 100 per share, the subscription amount shall be paid in cash; the subscription period shall commence on 26 NOV 2009 and end at 17:30 (CET) on 10 DEC 2009, however, if the prospectus is not approved in time to maintain this subscription period, the subscription period shall commence on the fourth trading day on the Oslo Stock Exchange after such approval has been obtained and end at 17:30 (CET) two weeks thereafter, shares not subscribed for at the expiry of the subscription period which thus will be allocated to the underwriters, shall be subscribed for by the underwriters within 5 business days after the expiry of the subscription period; the due date for payment for the new shares is 17 DEC 2009 or the fifth trading day on the Oslo Stock Exchange after the expiry of the subscription period if the subscription period is postponed in accordance with This resolution above, when subscribing for shares, each subscriber with a Norwegian bank account must by completion of the subscription form grant DnB NOR Bank ASA a one-time power of attorney to debit a stated Norwegian bank account for the subscription amount corresponding to the number of allocated shares, upon allocation, the allocated amount will be debited the account of the sub

Management

For

For

 

 

 

 

5.

Amend the Articles 3-4, 7-1, and 9-1 of the Company’s Articles of Association with effect from the time the amendments are approved by the Financial Supervisory Authority of Norway [Kredittilsynet], as specified

Management

For

For

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN BLOCKING STATUS. IF YOU H-AVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YO-U DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BHP BILLITON LTD

BHP AU

AU000000BHP4

26-Nov-2009

 

PLEASE NOTE THAT EACH OF BHP BILLITON LIMITED AND BHP BILLITON PLC WILL DISREG-ARD ANY VOTE CAST ON RESOLUTION 14 BY MR. MARIUS KLOPPERS OR ANY OF HIS ASSOCI-ATES, UNLESS THE VOTE IS CAST AS PROXY FOR A PERSON ENTITLED TO VOTE IN ACCORD-ANCE WITH A DIRECTION ON THE PROXY FORM OR UNLESS THE VOTE IS CAST BY A PERSON-CHAIRING THE MEETING AS PROXY FOR A PERSON WHO IS ENTITLED TO VOTE IN ACCORDA-NCE WITH A DIRECTION ON THE PROXY FORM TO VOTE AS THE PROXY DECIDES. THANK YOU-.

Non-Voting

 

 

 

 

 

 

1.

To receive the 2009 Financial Statements and Reports for BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

2.

To re-elect Mr. Carlos Cordeiro as a Director of BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

3.

To re-elect Mr. David Crawford as a Director of BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

4.

To re-elect The Hon E Gail de Planque as a Director of BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

 

 

5.

To re-elect Mr. Marius Kloppers as a Director of BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

6.

To re-elect Mr. Don Argus as a Director of BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

7.

To re-elect Mr. Wayne Murdy as a Director of BHP Billiton Limited and BHP Billiton Plc

Management

For

For

 

 

 

 

8.

Re-appoint KPMG Audit Plc as the Auditor of BHP Billiton Plc

Management

For

For

 

 

 

 

9.

To renew the general authority to issue shares in BHP Billiton Plc

Management

For

For

 

 

 

 

10.

To renew the disapplication of pre-emption rights in BHP Billiton Plc

Management

For

For

 

 

 

 

11.

To approve the repurchase of shares in BHP Billiton Plc

Management

For

For

 

 

 

 

12.i

To approve the cancellation of shares in BHP Billiton Plc held by BHP Billiton Limited on 30 April 2010

Management

For

For

 

 

 

 

12.ii

To approve the cancellation of shares in BHP Billiton Plc held by BHP Billiton Limited on 17 June 2010

Management

For

For

 

 

 

 

12iii

To approve the cancellation of shares in BHP Billiton Plc held by BHP Billiton Limited on 15 September 2010

Management

For

For

 

 

 

 

12.iv

To approve the cancellation of shares in BHP Billiton Plc held by BHP Billiton Limited on 11 November 2010

Management

For

For

 

 

 

 

13.

To approve the 2009 Remuneration Report

Management

For

For

 

 

 

 

14.

To approve the grant of awards to Mr. Marius Kloppers under the GIS and the LTIP

Management

For

For

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN TEXT OF THE RESOLUTIONS.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM U-NLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

LLOYDS BANKING GROUP PLC, EDINBURGH

LLOY LN

GB0008706128

26-Nov-2009

1.

Approve the Share Subdivision

Management

For

For

 

 

 

 

2.

Authorize the Directors to allot shares or grant rights to subscribe for shares pursuant to the rights issue and the Exchange Offers

Management

For

For

 

 

 

 

3.

Authorize the Directors to allot shares or grant rights to subscribe for shares

Management

For

For

 

 

 

 

4.

Approve the HMT Transactions

Management

For

For

 

 

 

 

5.

Approve to authorize the capitalization issue of New Limited Voting Shares

Management

For

For

 

 

 

 

S.6

Amend the Articles of Association

Management

For

For

 

 

 

 

S.7

Authorize the Company to make market purchases of the Existing Preference Shares

Management

For

For

 

 

 

 

S.8

Authorize the Company to make off market purchases of the Equiniti Existing Preference Shares

Management

For

For

 

 

 

 

S.9

Authorize the Company to make off market purchases of the BNY Existing Preference Shares

Management

For

For

 

 

 

 

S.10

Authorize the Company to make off market purchases of the 6.3673% Preference Shares

Management

For

For

 

 

 

 

 

 

S.11

Authorize the Directors to allot shares pursuant to the rights issue and the Exchange Offers on a non pre emptive basis

Management

For

For

 

 

 

 

S.12

Authorize the Directors to allot shares for cash on a non pre emptive basis

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SASOL LTD

SOL SJ

ZAE000006896

27-Nov-2009

1.

Receive the annual financial statements for the YE 30 JUN 2009

Management

For

For

 

 

 

 

2.1

Re-elect B.P. Connellan as a Director

Management

For

For

 

 

 

 

2.2

Re-elect H.G. Dijkgraaf as a Director

Management

For

For

 

 

 

 

2.3

Re-elect V.N. Fakude as a Director

Management

For

For

 

 

 

 

2.4

Re-elect I.N. Mkhize as a Director

Management

For

For

 

 

 

 

2.5

Re-elect T.A. Wixley as a Director

Management

For

For

 

 

 

 

3.1

Re-elect C. Beggs as a Director in terms of Article 75 H

Management

For

For

 

 

 

 

3.2

Re-elect M.J.N. Njeke as a Director in terms of Article 75 H

Management

For

For

 

 

 

 

4.

Re-appoint KPMG Inc as the Auditors

Management

For

For

 

 

 

 

5.S.1

Authorize the Directors to approve a general repurchase of the Company’s ordinary shares

Management

For

For

 

 

 

 

6.O.1

Approve to revise the annual emoluments payable by the Company or its subsidiaries to Non Executive Directors

Management

For

For

 

 

 

 

 

Transact other business

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF NON-NUMBERED AND NON-VOT-ABLE RESOLUTION. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN-THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK Y-OU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

METOREX LTD

MTX SJ

ZAE000022745

07-Dec-2009

1.

Adopt the annual financial statements

Management

For

For

 

 

 

 

2.1

Re-elect Mr. A. Burrenechea as a Director

Management

For

For

 

 

 

 

2.2

Re-elect Mr. P. Chevalier as a Director

Management

For

For

 

 

 

 

2.3

Appoint Mr. T. P. Goodlace as a Director

Management

For

For

 

 

 

 

2.4

Appoint Mr. J. G. Hopwood as a Director

Management

For

For

 

 

 

 

2.5

Appoint Mr. V. Mabuza as a Director

Management

For

For

 

 

 

 

2.6

Appoint Mr. N. Kgositsile as a Director

Management

For

For

 

 

 

 

3.

Approve the Directors’ remuneration

Management

For

For

 

 

 

 

4.

Re-appoint Deloitte & Touche as the Auditors and Mr. I.T Marshall as the designated Auditor

Management

For

For

 

 

 

 

5.1

Approve to place the unissued shares under the control of the Directors

Management

For

For

 

 

 

 

5.2

Approve to provide the Directors with a general authority to issue shares for cash

Management

For

For

 

 

 

 

5.3

Approve the amendment of the Metorex Share Incentive Scheme

Management

For

For

 

 

 

 

5.4

Approve to specificly place all the ordinary shares required for the purpose of carrying out the terms of the Metorex Share Incentive Scheme under the control of the Directors of the Company

Management

For

For

 

 

 

 

 

 

5.5

Authorize any 1 of the Directors or Secretaries of the Company to do all such things and sign all documents necessary to give effect to the mentioned resolutions

Management

For

For

 

 

 

 

 

Other business

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF NON-NUMBERED AND NON-VOT-ABLE RESOLUTION. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN-THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK Y-OU.

Non-Voting

 

 

 

 

 

 

1

Approve, the disposal by Metorex Limfted of 137 500 Vergenoeg Mining Company (Proprietary) Limited (Vergenoeg) ordinary shares, representing 55% of the entire issued share capital of Vergenoeg, in terms of an agreement entered into on 22 SEP 2009 between the Metorex Limited, Vergenoeg and Minerales y Productos Derivados 5.A

Management

For

For

 

 

 

 

2

Authorize any Director of Metorex Limited, to do all such things as may be necessary to give effect to ordinary resolution number as specified

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BANK OF IRELAND (THE GOVERNOR AND COMPANY OF THE B

BKIR ID

IE0030606259

12-Jan-2010

S.1

Authorize the Bank, to apply to become a participating institution in NAMA and authorize the Directors to carry out all actions arising from such participation

Management

For

For

 

 

 

 

S.2

Amend the Bye-Laws to permit the approval of matters by ordinary resolution, unless a Special Resolution is required by the Bye-Laws or the Companies Acts 1963-2009

Management

For

For

 

 

 

 

S.3

Amend the Bye-Laws to provide for the calling of an Extraordinary General Court [for the passing of an ordinary resolution] on 14 days notice

Management

For

For

 

 

 

 

S.4

Grant authority for the calling of an Extraordinary General Court [for the passing of an Ordinary Resolution] on 14 days notice until the next AGM

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BELLWAY PLC, NEWCASTLE

BWY LN

GB0000904986

15-Jan-2010

1.

Receive and adopt the accounts and the Directors report and the Auditors report thereon

Management

For

For

 

 

 

 

2.

Declare a final dividend

Management

For

For

 

 

 

 

3.

Re-elect Mr. H. C. Dawe as a Director of the Company

Management

For

For

 

 

 

 

4.

Re-elect Mr. J.K. Watton as a Director of the Company

Management

For

For

 

 

 

 

5.

Re-elect Mr. M. R. Toms as a Director of the Company

Management

For

For

 

 

 

 

6.

Re-elect Mr. J.A. Guthbert as a Director of the Company

Management

For

For

 

 

 

 

7.

Re-appoint KPMG Audit Plc as the Auditors of the Company

Management

For

For

 

 

 

 

 

 

8.

Authorize the Directors to agree the Auditors remuneration

Management

For

For

 

 

 

 

9.

Approve the report of the Board on Directors remuneration

Management

For

For

 

 

 

 

10.

Authorize the Directors to allot shares

Management

For

For

 

 

 

 

11.

Approve to exclude the application of pre-emption rights to the allotment of equity securities

Management

For

For

 

 

 

 

12.

Grant authority to market purchases of the Company’s own ordinary shares and preference shares

Management

For

For

 

 

 

 

13.

Adopt the new Articles of Association

Management

For

For

 

 

 

 

14.

Approve to allow the Company to hold general meetings [other than AGMs] at 14 days notice

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

GREENCORE GROUP PLC

GNC ID

IE0003864109

11-Feb-2010

1

Receive and approve the financial statements for the YE 25 SEP 2009 together with the reports of the Directors and the Auditors thereon

Management

For

For

 

 

 

 

2

Declare a final dividend of 4.5 cent per share on the ordinary shares for the YE 25 SEP 2009c

Management

For

For

 

 

 

 

3.A

Re-appoint John Herlihy as a Director, who retires in accordance with the Articles of Association

Management

For

For

 

 

 

 

3.B

Re-appoint Tony Hynes as a Director, who retires in accordance with the Articles of Association

Management

For

For

 

 

 

 

3.C

Re-appoint Pat McCann as a Director, who retires in accordance with the Articles of Association

Management

For

For

 

 

 

 

3.D

Re-appoint Ned Sullivan as a Director, who retires in accordance with the Articles of Association

Management

For

For

 

 

 

 

3.E

Re-appoint Diane Walker as a Director, who retires in accordance with the Articles of Association

Management

For

For

 

 

 

 

4

Authorize the Directors to fix the remuneration of the Auditors for the YE 24 SEP 2010

Management

For

For

 

 

 

 

5

Authorize the Directors of the Company, for the purposes of Section 20 of the Companies Amendment Act, 1983, to allot relevant securities within the meeting of Section 20 of that Act up to an amount equal to the authorized but as yet un-issued share capital of the Company on the date of the AGM; Authority expires at close of business on 11 FEB 2015 unless and to the extent that such power is renewed or extended prior to such date, save the Company may make before such expiry 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 power conferred by this resolution had not expired

Management

For

For

 

 

 

 

 

 

S.6

Authorize the Directors of the Company, pursuant to Section 23 and Section 24(1) of the Companies Amendment Act, 1983, to allot equity securities Section 23 of that Act for cash pursuant to the authority conferred by the resolution of the Company passed as Resolution 5 in the notice of this meeting as if Section 23(1) of that Act did not apply such allotment provided that this power shall be limited to the allotment of equity securities: a) in connection with any rights issue in favor of ordinary shareholders where the equity securities respectively attributable to the interests of all ordinary shareholders; and b) up to a maximum aggregate nominal value of EUR 6,479,777 being equal to approximately 5% of the aggregate nominal value of the issued CONTD.

Management

For

For

 

 

 

 

-

CONTD. ordinary share capital of the Company; Authority expires the earlier-of the date of the AGM of the Company to be held during 2011 or 11 AUG 2011 ;-and the Directors may allot equity securities in pursuance of such offer or-agreement as if the power conferred hereby had not expired

Non-Voting

 

 

 

 

 

 

S.7

Authorize the Company and/or any of its subsidiaries to make market purchase Section 155 of the Companies Act, 1963 , to make market purchase as specified in Section 212 of the Companies Act, 1990 of shares of any class except the special share of the Company the Shares on such terms and conditions and in such manner as the Directors may from time to time determine but subject, however, to the provisions of the Companies Act, 1990 and to the following restrictions and provisions: a) the maximum number of shares authorized to be acquired pursuant to the terms of this resolutions shall be such number of shares whose aggregate nominal value shall equal 10% of the aggregate nominal value of the issued share capital of the Company as at the close of business on the date of the CONTD.

Management

For

For

 

 

 

 

-

CONTD. passing of this resolution; b) the minimum price which may be paid for-any share shall be the nominal value of the share; c) the maximum price which-may be paid for the any share a Relevant Share shall be an amount equal to-105% of the average of the 5 amounts resulting from determining whichever of-the following in relation to the shares of the same class as the Relevant-Share shall be appropriate for each of the 5 business days immediately-preceding the day on which the Relevant Share is purchased, as determined-from the information published in the Irish Stock Exchange Daily Official-List reporting the business done on each of these 5 business days: i) if-there shall be more than one dealing reported for the day, the average of the-prices at which such dealings took place; or ii) if there shall be only one-dealing reported for the day, the price at which such dealing took place; or-iii) if there shall not be any CONTD.

Non-Voting

 

 

 

 

 

 

 

 

-

CONTD. dealing reported for the day, the average of the closing bid and offer-prices for the day; and if there shall be only a bid but not an offer or an-offer but not a bid price reported, or if there shall not be any bid or-offer price reported for any particular day then that day shall not count as-one of the said 5 business days for the purposes of determining the maximum-price, if the means of providing the foregoing information as to dealings and-prices by references to which the maximum price is to be determined is-altered or is replaced by some other means, then have maximum price shall be-determined on the basis of the equivalent information published by the-relevant authority in relation to dealings on the Irish Stock Exchange or its-equivalent; d) if the London Stock Exchange plc is prescribed as a recognized-Stock Exchange for the purpose of Section 212 of the Companies, 1990 then,-with effect from the close CONTD.

Non-Voting

 

 

 

 

 

 

-

CONTD. of business on the day on which the London Stock Exchange plc is so-prescribed, the authority conferred by this resolution shall include-authority to make market purchase of shares on the London Stock Exchange plc-provided that: i) any such purchase shall be subjected to any requirement of-the Laws of the United Kingdom of Great Britain and Northern Ireland as shall-applied there to; and ii) the maximum price which may be paid for any shares-so purchased shall be determined in accordance this resolution but deleting-from that Paragraph the reference to the Irish Stock Exchange Daily Official-List and inserting instead reference to the Daily Official List of the London-Stock Exchange plc and deleting from paragraph sub-paragraph (iii) thereof-and the words appearing CONTD.

Non-Voting

 

 

 

 

 

 

-

CONTD. after sub-Paragraph (iii) and forming the rest of the first sentence-of Paragraph (C) and inserting if there shall not be dealing reported for the-day, the average of the prices quoted under the heading Quotation in respect-of that share for the day and if there shall not be any Quotation reported-for any particular day then that day shall not count as one of the said five-business days for the purposes of determining the maximum price and deleting-from the last line thereof the reference to the Irish Stock Exchange and-inserting instead reference to the London Stock Exchange Plc; Authority-expires the earlier at the conclusion of the next AGM of the Company or 12-AUG 2011 ; and the Company or any such subsidiary may before such expiry-enter into a contract for the purpose of shares which would CONTD.

Non-Voting

 

 

 

 

 

 

 

 

-

CONTD. or might be executed wholly or partly after such expiry and may-complete any such contract as if the authority conferred hereby had not-expired

Non-Voting

 

 

 

 

 

 

S.8

Approve the provision in Article 54(a) allowing for the convening of EGM by at least 14 clear days’ notice where such meetings are not convened for the passing of a special resolution shall continue to be effective

Management

For

For

 

 

 

 

S.9

Amend the Articles of Association as specified

Management

For

For

 

 

 

 

10

Authorize the Directors, pursuant to Article 120(b) of the Articles of Association of the Company, to exercise the powers contained in the said Article so that the Directors may offer to holders of the ordinary shares in the capital of the Company the right to elect to receive an allotment of additional ordinary shares, credited as fully paid, instead of cash in respect of all or part of any dividend or dividends falling to be declared or paid at this AGM or at any time prior to the next following AGM of the Company

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

NOVARTIS AG, BASEL

NOVN VX

CH0012005267

26-Feb-2010

 

PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING NOTICE SENT UNDER MEETING-610175, INCLUDING THE AGENDA. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE RE-REGISTR-ATION DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS THAT ARE SUBMITTED AFTER T-HE CUTOFF DATE WILL BE PROCESSED ON A BEST EFFORT BASIS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

Blocking of registered shares is not a legal requirement in the Swiss market,-specific policies at the individual sub-custodians may vary. Upon receipt of t-he voting instruction, it is possible that a marker may be placed on your shar-es to allow for reconciliation and re-registration following a trade. If you h-ave concerns regarding your accounts, please contact your client service repre-sentative.

Non-Voting

 

 

 

 

 

 

A.1

Approval of the annual report, the financial statements of Novartis AG and the group consolidated financial statements for the business year 2009

Management

For

For

 

 

 

 

A.2

Discharge from liability of the Members of the Board of Directors and the Executive Committee

Management

For

For

 

 

 

 

A.3

Appropriation of available earnings of Novartis AG as per balance sheet and declaration of dividend

Management

For

For

 

 

 

 

A.4.1

Amendments to the Articles of Incorporation - Implementation of the Book Entry Securities Act

Management

For

For

 

 

 

 

A.4.2

Amendments to the Articles of Incorporation - Introduction of a Consultative Vote on the Compensation System

Management

For

For

 

 

 

 

A.5.A

Re-election of Marjorie M.T. Yang, for a 3 year term

Management

For

For

 

 

 

 

A.5.B

Re-election of Daniel Vasella, M.D., for a 3 year term

Management

For

For

 

 

 

 

A.5.C

Re-election of Hans-Joerg Rudloff, for a 1 year term

Management

For

For

 

 

 

 

 

 

A.6

Election of PricewaterhouseCoopers as Auditor of Novartis AG for 1 year

Management

For

For

 

 

 

 

B.

If shareholders at the Annual General Meeting propose additional and/or counterproposals, I/we instruct the Independent Proxy to vote according to the proposal of the Board of Directors

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

KONE OYJ

KNEBV FH

FI0009013403

01-Mar-2010

 

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1.

Opening of the meeting

Non-Voting

 

 

 

 

 

 

2.

Calling the meeting to order

Non-Voting

 

 

 

 

 

 

3.

Election of person to scrutinize the minutes and persons to supervise the coun-ting of votes

Non-Voting

 

 

 

 

 

 

4.

Recording the legality of the meeting

Non-Voting

 

 

 

 

 

 

5.

Recording the attendance at the meeting and adoption of the list of votes

Non-Voting

 

 

 

 

 

 

6.

Presentation of the annual accounts, the report of the Board of Directors and-the Auditors report for the year 2009

Non-Voting

 

 

 

 

 

 

7.

Adopt the accounts

Management

For

For

 

 

 

 

8.

Approve the actions on profit or loss: Boards proposal to pay dividend EUR 1.30 per share to B shares and 1,295 EUR to A shares, Boards proposal to donate EUR 3,500,000 to universities and distribute 100,000 B shares and max EUR 100,000 to Kone Corp Centennial Foundation

Management

For

For

 

 

 

 

9.

Grant discharge from liability

Management

For

For

 

 

 

 

10.

Approve the remuneration of the Board Members

Management

For

For

 

 

 

 

11.

Approve the number of Board Members

Management

For

For

 

 

 

 

12.

Elect Messrs M. Alahuhta, A. Brunila, R. Hanhinen, A. Herlin, S. Kimura, S. Hamalainen-Lindfors, J. Kaskeala, S. Pietikainen as the Board Members and J. Herlin as the Deputy Member

Management

For

For

 

 

 

 

13.

Approve the remuneration of the Auditor(s]

Management

For

For

 

 

 

 

14.

Approve the number the Auditors

Management

For

For

 

 

 

 

15.

Elect the Auditor(s]

Management

For

For

 

 

 

 

16.

Approve to establish the Kone Corp Centennial Foundation and distribution of treasury shares

Management

For

For

 

 

 

 

17.

Authorize the Board to decide on purchasing Company’s own shares

Management

For

For

 

 

 

 

18.

Authorize the Board to decide on share issue and grant stock options and other special rights

Management

For

For

 

 

 

 

19.

Closing of the meeting

Non-Voting

 

 

 

 

 

 

 

 

 

PLEASE NOTE THAT ABSTAIN VOTE AT QUALIFIED MAJORITY ITEMS (2/3) WORKS AGAINST-PROPOSAL. THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT. IF YOU HAVE LR-EADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECID-E TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

DEMAG CRANES AG, DUESSELDORF

D9C GR

DE000DCAG010

02-Mar-2010

 

AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY SHOULD EIT-HER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR P-ERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 09 FEB 2010, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. THI-S IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GE-RMAN LAW. THANK YOU

Non-Voting

 

 

 

 

 

 

1.

Presentation of the financial statements and annual report for the 2008/2009 F-Y with the report of the Supervisory Board, the Group financial statements and-annual report, and the report pursuant to Sections 289[4] and 315[4] of the G-erman Commercial Code

Non-Voting

 

 

 

 

 

 

2.

Resolution on the appropriation of the distributable profit of EUR 56,665,762.19 as follows: the entire amount shall be carried forward

Management

For

For

 

 

 

 

3.

Ratification of the acts of the Board of Managing Directors

Management

For

For

 

 

 

 

4.

Ratification of the acts of the Supervisory Board

Management

For

For

 

 

 

 

5.

Appointment of Auditors for the 2009/2010 FY: Deloitte & Touche GmbH, Dusseldorf

Management

For

For

 

 

 

 

 

 

6.

Amendments to the Articles of Association: a) Section 15(2) shall be amended in respect of the shareholders meeting being announced at least 30 days prior to the deadline for shareholder registration for attendance; b) Section 16[1] shall be amended in respect of registration for shareholders meetings having to be effected at least 6 days in advance; c) Section 16[2] shall be amended in respect of proof of shareholding as per the 21st day before the meeting being provided to the company at least 6 days prior to the shareholders meeting; d) Section 17[2] shall be amended in respect of proxy voting instructions having to be given in written form; e) Section 17[3] shall be added in respect of the Board of Managing Directors being entitled to allow absentee voting at shareholders meetings

Management

For

For

 

 

 

 

7.

Authorization to issue convertible or warrant bonds, the creation of contingent capital, and the corresponding amendments to the Articles of Association, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to issue bearer bonds of up to EUR 210,000,000 conferring an option or conversion right for new bearer shares of the Company, against cash payment on or before 01 MAR 2015, shareholders shall be granted subscription rights, except for residual amounts, for the granting of such rights to other bondholders, and for the issue of bonds at a price not materially below their theoretical market value, the share capital shall be increased accordingly by up to EUR 4,200,000, insofar as option or conversion rights are exercised

Management

For

For

 

 

 

 

 

COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO THE COUNTER P-ROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL URL SECTION OF THE APPLICATIO-N. IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEN-D AND VOTE YOUR SHARES AT THE COMPANYS MEETING.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

CARGOTEC CORP OYJ

CGCBV FH

FI0009013429

05-Mar-2010

 

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1.

Opening of the meeting

Non-Voting

 

 

 

 

 

 

2.

Calling the meeting to order

Non-Voting

 

 

 

 

 

 

3.

Election of persons to scrutinize the minutes and to supervise the counting of-votes

Non-Voting

 

 

 

 

 

 

4.

Recording the legality of the meeting

Non-Voting

 

 

 

 

 

 

 

 

5.

Recording the attendance at the meeting and adoption of the list of votes

Non-Voting

 

 

 

 

 

 

6.

Presentation of the financial statements, the report of the Board of Directors-and the Auditors’ report for the accounting period 2009 Presentation by the P-resident and CEO

Non-Voting

 

 

 

 

 

 

7.

Adoption of accounts

Management

For

For

 

 

 

 

8.

Actions on profit or loss. Board’s proposal to pay a dividend of EUR 0.40 per class A share and EUR 0.40 per Class B share.

Management

For

For

 

 

 

 

9.

Discharge from liability.

Management

For

For

 

 

 

 

10.

Remuneration of Board Members.

Management

For

For

 

 

 

 

11.

Number of Board Members.

Management

For

For

 

 

 

 

12.

Election of the Board. Nomination and Compensation Committee’s proposal to re-elect T.Hakakari, I.Herlin, P.Immonen, K.Kaitue, A.Lagerroos A.Silvennoinen and elect T.Salminen as new Member.

Management

For

For

 

 

 

 

13.

Remuneration of Auditor.

Management

For

For

 

 

 

 

14.

Number of Auditor[s].

Management

For

For

 

 

 

 

15.

Election of Auditor. Audit Committee’s proposal to elect J.Kronberg and PricewaterhouseCoopers ltd

Management

For

For

 

 

 

 

16.

Board’s proposal to issue stock options.

Management

For

For

 

 

 

 

17.

Board’s proposal to authorize Board to decide on acquiring Company’s own shares.

Management

For

For

 

 

 

 

18.

Board’s proposal to authorize Board to decide on issuing shares.

Management

For

For

 

 

 

 

19.

Closing of the meet

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

GREENCORE GROUP PLC

GNC ID

IE0003864109

09-Mar-2010

1.

Approve the proposed disposal of Greencore Malt [‘the Disposal’] as described in the circular to Shareholders of the Company dated 19 FEB 2010 of which this Notice forms part [the Circular] and authorize each and any of the Directors and the Secretary of the Company [or a duly authorized Committee of the Directors] to conclude and implement the Disposal and to make such amendments, modifications, variations, waivers and extensions of any of the terms of the Disposal as the Directors or any such committee may deem necessary, expedient or appropriate [provided such amendments, modifications, variations, waivers and extensions are not of a material nature] and to any documents and arrangements connected with the Disposal as they may in their absolute discretion think necessary or desirable

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

 

 

YIT OYJ, HELSINKI

YTY1V FH

FI0009800643

10-Mar-2010

-

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1

Opening of the meeting

Non-Voting

 

 

 

 

 

 

2

Election of the Chair and Secretary for the meeting

Non-Voting

 

 

 

 

 

 

3

Election of persons to check the minutes and control the counting of the

Non-Voting

 

 

 

 

 

 

4

Approval of the voting list

Non-Voting

 

 

 

 

 

 

5

Establishment of the validity of the meeting

Non-Voting

 

 

 

 

 

 

6

Review by the President and CEO, presentation of the financial statements for-2009, the report of the Board of Directors, the consolidated financial-statements and the Auditor’s report

Non-Voting

 

 

 

 

 

 

7

Adopt the accounts

Management

For

For

 

 

 

 

8

Approve the actions on profit or loss, Board’s proposal to pay a dividend of EUR 0.40 per share and donate max EUR 500000 to colleges and universities

Management

For

For

 

 

 

 

9

Approve the decision on record and payment date for dividend

Management

For

For

 

 

 

 

10

Grant discharge from liability

Management

For

For

 

 

 

 

11

Approve the number of the Board Members

Management

For

For

 

 

 

 

12

Approve the remuneration of the Board Members

Management

For

For

 

 

 

 

13

Approve the remuneration of the Auditors

Management

For

For

 

 

 

 

14

Elect H. Ehrnrooth, K. Gran, R. Hanhinen, E. Halonen, A. Herlin, S. Huber and L. Ratia

Management

For

For

 

 

 

 

15

Elect PricewaterhouseCoopers OY as the Auditors

Management

For

For

 

 

 

 

16.1

Authorize the Board’s to decide an acquiring Company’s own shares

Management

For

For

 

 

 

 

16.2

Authorize the Board’s to decide on issuing shares

Management

For

For

 

 

 

 

17

Closing of the meeting

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT ABSTAIN VOTE AT QUALIFIED MAJORITY ITEMS (2/3) WORKS AGAINST-PROPOSAL. THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION OF COMMENT. IF YOU HAVE AL-READY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECI-DE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SK TELECOM LTD

017670 KS

KR7017670001

12-Mar-2010

-

IN THE KOREAN MARKET, THE VOTE OPTION OF “ABSTAIN” IS DETERMINED TO BE-ACCEPTABLE OR NOT IN ACCORDANCE WITH THE LOCAL SUB CUSTODIAN’S REGULATIONS.-PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO SEE IF THE RECIPIENT OF-YOUR VOTING INSTRUCTIONS WILL TREAT “ABSTAIN” AS A VALID VOTE OPTION.

Non-Voting

 

 

 

 

 

 

 

 

1.

Approve the 26th financial statement

Management

For

For

 

 

 

 

2.

Amend the Articles of Incorporation

Management

For

For

 

 

 

 

3.

Approve the remuneration for the Director

Management

For

For

 

 

 

 

4.

Elect Kihaeng Jo as a Inside Director

Management

For

For

 

 

 

 

5.

Elect Dalseob Sim as a Outside Director

Management

For

For

 

 

 

 

6.

Elect Dalseob Sim and Jaeyoung Jeong as a Audit Committee member

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SAMSUNG ELECTRS LTD

005930 KS

KR7005930003

19-Mar-2010

-

IN THE KOREAN MARKET, THE VOTE OPTION OF “ABSTAIN” IS DETERMINED TO BE-ACCEPTABLE OR NOT IN ACCORDANCE WITH THE LOCAL SUB CUSTODIAN’S REGULATIONS.-PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO SEE IF THE RECIPIENT OF-YOUR VOTING INSTRUCTIONS WILL TREAT “ABSTAIN” AS A VALID VOTE OPTION.

Non-Voting

 

 

 

 

 

 

1

Approve the financial statements

Management

For

For

 

 

 

 

2.1

Election of Lee, Inho as an outside Director

Management

For

For

 

 

 

 

2.2

Election of Lee, Inho as an Audit Committee Member

Management

For

For

 

 

 

 

3

Approve the remuneration for Director

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

KONECRANES PLC, HYVINKAA

KCR1V FH

FI0009005870

25-Mar-2010

-

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1.

Opening of the meeting

Non-Voting

 

 

 

 

 

 

2.

Calling the meeting to order

Non-Voting

 

 

 

 

 

 

3.

Election of persons to scrutinize the minutes and to supervise the counting

Non-Voting

 

 

 

 

 

 

4.

Recording the legality of the meeting

Non-Voting

 

 

 

 

 

 

5.

Recording the attendance at the meeting and adoption of the list of votes

Non-Voting

 

 

 

 

 

 

6.

Presentation of the annual accounts, the report of the Board of Directors and-the auditor s report for the year 2009

Non-Voting

 

 

 

 

 

 

7.

Adoption of the annual accounts

Non-Voting

 

 

 

 

 

 

8.

The Board of Directors proposes to the General Meeting that a dividend of EUR 0.90 per share be paid from the distributable assets of the parent company. Dividend will be paid to shareholders who on the record date of the dividend payment 30 MAR 2010 are registered as shareholders in the Company’s shareholders’ register maintained by Euroclear Finland Ltd. The dividend shall be paid on 9 APR 2010

Management

For

For

 

 

 

 

 

 

9.

Resolution on the discharge of the members of the Board of Directors and the CEO from liability

Management

For

For

 

 

 

 

10.

The Nomination and Compensation Committee of the Board of Directors proposes to the General Meeting that the annual remuneration payable to the members of the Board of Directors to be elected for a term of office ending at the end of the Annual General Meeting 2011 be the same as in 2009 as follows: Chairman of the Board EUR 100,000, Vice Chairman of the Board EUR 64,000 and other Board members EUR 40,000. The Committee furthermore proposes that 40 per cent of the annual remuneration be paid in Konecranes shares purchased on the market on behalf of the Board members. The remuneration may also be paid by transferring treasury shares based on the authorization given to the Board of Directors by the General Meeting. In case such purchase of shares cannot be carried out due to reasons related to either the Company or a..contd..

Management

For

For

 

 

 

 

-

..contd..Board member, the annual remuneration shall be paid entirely in-cash. In addition, the Chairman of the Board, the Vice Chairman of the Board-and other Board members are entitled to a compensation of EUR 1,500 per-attended Board committee meeting. No remuneration will be paid to Board-members employed by the Company. Travel expenses will be compensated against-receipt

Non-Voting

 

 

 

 

 

 

11.

The Nomination and Compensation Committee of the Board of Directors proposes to the General Meeting that the number of members of the Board of Directors shall be eight (8)

Management

For

For

 

 

 

 

12.

The Nomination and Compensation Committee of the Board of Directors proposes to the General Meeting that of the current Board members Mr. Svante Adde, Mr. Tomas Billing, Mr. Kim Gran, Mr. Stig Gustavson, Mr. Tapani Jarvinen, Mr. Matti Kavetvuo, Ms. Malin Persson and Mr. Mikael Silvennoinen be re-elected Board members for a term of office ending at the end of the Annual General Meeting 2011. All the candidates have been presented in the press release given on 4 FEB 2010 and on the Company’s website www.konecranes.com. All the candidates have given their consent to the election

Management

For

For

 

 

 

 

13.

The Audit Committee of the Board of Directors proposes to the General Meeting that the remuneration for the auditor be paid according to the Auditor’s reasonable invoice

Management

For

For

 

 

 

 

14.

According to the Articles of Association, the auditors are elected to office until further notice. The Audit Committee of the Board of Directors proposes to the General Meeting that Ernst & Young Oy continues as the Company s Auditor

Management

For

For

 

 

 

 

 

 

15.

The Board of Directors proposes to the General Meeting that Section 9 of the Articles of Association of the Company be amended so that notice to the General Meeting shall be delivered no less than three weeks before the General Meeting, however no less than 9 days prior to the record date of the General Meeting. The Board of Directors furthermore proposes that the manner in which the notice to the General Meeting shall be delivered be changed so that the notice, by decision by the Board of Directors, can be delivered by publishing the notice on the Company’s website or in national newspapers or by sending written notices to the shareholders by mail.

Management

For

For

 

 

 

 

-

..contd..The Board of Directors furthermore proposes that the location of the-General Meeting be changed so that the General Meeting may, in addition to-the Company’s domicile, be held in Helsinki, Espoo or Vantaa

Non-Voting

 

 

 

 

 

 

16.

Acquisitions have already for a long time been a key element in Konecranes’ strategy. The current market situation may open up new interesting M&A opportunities for the Company. In this environment it may be in the interest of the Company to be able to offer stock-for-stock for target companies or otherwise arrange share issues, should feasible opportunities arise. In this environment it may also be in the interest of the Company and its shareholders that own shares can be repurchased to develop the Company’s capital structure. It may also be in the interest of the Company to be able to accept own shares as pledge. In order to provide the Company with means to act swiftly should feasible opportunities arise, the Board of Directors proposes..contd..

Management

For

For

 

 

 

 

-

..contd..to the General Meeting that the Board of Directors be granted-authorizations to issue shares and special rights entitling to shares, to-repurchase shares and accept own shares as pledge, and to transfer own shares-as set forth below. While this introduction describes the main purpose of the-proposed authorizations, this introduction is not intended to be exhaustive-and the proposed authorizations shall be interpreted in accordance with their-respective wording

Non-Voting

 

 

 

 

 

 

 

 

17.

The Board of Directors proposes to the General Meeting that the Board of Directors be authorized to decide on the issuance of shares as well as the issuance of special rights entitling to shares referred to in chapter 10 section 1 of the Finnish Companies Act as follows. The amount of shares to be issued based on this authorization shall not exceed 9,000,000 shares, which corresponds to approximately 14.5 % of all of the shares in the Company. The Board of Directors decides on all the conditions of the issuance of shares and of special rights entitling to shares. The issuance of shares and of special rights entitling to shares may be carried out in deviation from the shareholders’..contd..

Management

For

For

 

 

 

 

-

..contd..pre-emptive rights (directed issue). However, the authorization-cannot be used for incentive arrangements. The authorization is effective-until the end of the next Annual General Meeting, however no longer than-until 24 September 2011

Non-Voting

 

 

 

 

 

 

18.

The Board of Directors proposes to the General Meeting that the Board of Directors be authorized to decide on the repurchase of the Company’s own shares and/or on the acceptance as pledge of the Company’s own shares as follows. The amount of own shares to be repurchased and/or accepted as pledge shall not exceed 6,000,000 shares in total, which corresponds to approximately 9.7 % of all of the shares in the Company. However, the Company together with its subsidiaries cannot at any moment own and/or hold as pledge more than 10 per cent of all the shares in the Company. Only the unrestricted equity of the Company can be used to repurchase own shares on the basis of the authorization. Own shares can be repurchased at a price formed in public trading on the date of the repurchase or..contd..

Management

For

For

 

 

 

 

-

..contd..otherwise at a price formed on the market. The Board of Directors-decides how own shares will be repurchased and/or accepted as pledge. Own-shares can be repurchased using, inter alia, derivatives. Own shares can be-repurchased otherwise than in proportion to the shareholdings of the-shareholders (directed repurchase). Own shares can be repurchased to limit-the dilutive effects of share issues carried out in connection with possible-acquisitions, to develop the Company’s capital structure, to be transferred-in connection with possible acquisitions, to pay remuneration to Board-members or to be cancelled, provided that the repurchase is in the interest-of the Company and its shareholders

Non-Voting

 

 

 

 

 

 

 

 

19.

The Board of Directors proposes to the General Meeting that the Board of Directors be authorized to decide on the transfer of the Company’s own shares as follows. The authorization is limited to a maximum of 6,000,000 shares, which corresponds to approximately 9.7 % of all of the shares in the Company. The Board of Directors decides on all the conditions of the transfer of own shares. The transfer of shares may be carried out in deviation from the shareholders’ pre-emptive rights (directed issue). The Board of Directors can also use this authorization to grant special rights concerning the Company’s own shares, referred to in Chapter 10 of the Companies Act. However, the authorization cannot be used for incentive arrangements...contd..

Management

For

For

 

 

 

 

-

...contd..This authorization shall be effective until the next AGM of-Shareholders, however no longer than until 24 SEP 2011

Non-Voting

 

 

 

 

 

 

20.

The Board of Directors proposes that the General Meeting decides to grant a donation to one or more Finnish Universities in the amount of 1,250,000 euros to thereby support education and research within the fields of technology, economy or art. The Board of Directors furthermore proposes that the Board of Directors decides on practical matters relating to the donation, for example nomination of recipients and the detailed donation terms. In view of the Company’s financial situation and amount of unrestricted equity, the Board of Directors considers the donation to be reasonable and that it is in the Company s interest to grant the donation

Management

For

For

 

 

 

 

21

Closing of the meeting

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SHOWA DENKO K.K.

4004 JP

JP3368000000

26-Mar-2010

 

Please reference meeting materials.

Non-Voting

 

 

 

 

 

 

1.

Reduction in Amount of Capital Reserve

Management

For

For

 

 

 

 

2.

Approve Appropriation of Retained Earnings

Management

For

For

 

 

 

 

3.1

Appoint a Director

Management

For

For

 

 

 

 

3.2

Appoint a Director

Management

For

For

 

 

 

 

3.3

Appoint a Director

Management

For

For

 

 

 

 

3.4

Appoint a Director

Management

For

For

 

 

 

 

3.5

Appoint a Director

Management

For

For

 

 

 

 

3.6

Appoint a Director

Management

For

For

 

 

 

 

3.7

Appoint a Director

Management

For

For

 

 

 

 

3.8

Appoint a Director

Management

For

For

 

 

 

 

4.

Appoint a Corporate Auditor

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

ASAHI BREWERIES,LTD.

2502 JP

JP3116000005

26-Mar-2010

 

Please reference meeting materials.

Non-Voting

 

 

 

 

 

 

1.

Approve Appropriation of Retained Earnings

Management

For

For

 

 

 

 

2.1

Appoint a Director

Management

For

For

 

 

 

 

2.2

Appoint a Director

Management

For

For

 

 

 

 

2.3

Appoint a Director

Management

For

For

 

 

 

 

2.4

Appoint a Director

Management

For

For

 

 

 

 

2.5

Appoint a Director

Management

For

For

 

 

 

 

 

 

2.6

Appoint a Director

Management

For

For

 

 

 

 

2.7

Appoint a Director

Management

For

For

 

 

 

 

2.8

Appoint a Director

Management

For

For

 

 

 

 

2.9

Appoint a Director

Management

For

For

 

 

 

 

2.10

Appoint a Director

Management

For

For

 

 

 

 

2.11

Appoint a Director

Management

For

For

 

 

 

 

2.12

Appoint a Director

Management

For

For

 

 

 

 

2.13

Appoint a Director

Management

For

For

 

 

 

 

2.14

Appoint a Director

Management

For

For

 

 

 

 

3.

Renewal of the Plan against Large-Scale Purchases of the Shares in the Company

Management

Against

Against

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

ANDRITZ AG

ANDR AV

AT0000730007

26-Mar-2010

-

PLEASE NOTE THAT THE MEETING SPECIFIC POWER OF ATTORNEY NEEDS TO BE CORRECTLY-FILLED IN OR YOUR VOTE INSTRUCTION MAY BE REJECTED. THE BENEFICIAL OWNER NAME-MUST CORRESPOND TO THAT GIVEN ON ACCOUNT SET UP WITH YOUR CUSTODIAN BANK.-ADDITIONALLY, THE SHARE AMOUNT IS THE SETTLED HOLDING AS OF RECORD DATE.-PLEASE CONTACT YOUR CUSTODIAN BANK IF YOU HAVE ANY QUESTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

-

PLEASE NOTE THAT THIS IS A REVISION DUE TO DELETION OF COMMENT. IF YOU HAVE AL-READY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECI-DE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

1

Approve the presentation of the Audited financial statements including status report and corporate Governance report as of 31 DEC 2009, as well as the consolidated financial statements including consolidated status report as of 31 DEC 2009, and the supervisory Board’s report for the 2009 business year

Management

For

For

 

 

 

 

2

Approve the distribution of the net earnings shown in the financial statements as of 31 DEC 2009

Management

For

For

 

 

 

 

3

Grand discharge the Executive Board Members for the 2009 business year

Management

For

For

 

 

 

 

4

Grand discharge the Supervisory Board Members for the 2009 business year

Management

For

For

 

 

 

 

5

Approve the remuneration for the Supervisory Board Members for the 2009 business year

Management

For

For

 

 

 

 

6

Appoint the Auditor for the financial statements and consolidated financial

Management

For

For

 

 

 

 

7

Appoint up to two persons to the Supervisory Board

Management

For

For

 

 

 

 

 

 

8

Amend the Articles of Association, to comply with changes in legal requirements, especially as a result of the Austrian Stock Corporation Amendment Act 2009 Aktienrechsts-Anderungsgesetz 2009 with regard to Articles 6 issue of share certificates , 17 convocation of the general meeting , 18 participation in the general meeting , 19 Voting by proxy , 20 Chairing of general meeting and obligation to attend and 23 financial statements AGM

Management

For

For

 

 

 

 

9

Approve share Option Program

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

THAI OIL PUBLIC CO LTD, CHATUCHAK

TOP TB

TH0796010013

02-Apr-2010

1

Approve to certify the minutes of the 2009 AGM of shareholders held on 03 APR 2009

Management

For

For

 

 

 

 

2

Approve to certify the Company’s 2009 operating results and the audited financial statements for the YE 31 DEC 2009

Management

For

For

 

 

 

 

3

Approve the dividend payment 2009 operating results at BAHT 2.55 per SHS and after deduction of the interim dividend payment for the first half of 2009 performance at BAHT 1.05 per SHS, the Company will pay the remaining dividend at BAHT 1.50 per SHS

Management

For

For

 

 

 

 

4.

Approve the 2009 annual remuneration of the Company’s Directors remuneration: 1) monthly fee Chairman 75,000 BAHT/month, Directors 60,000 BAHT/ month 2) bonus for Directors who served the Company 2009 and those who resigned, retired during 2009 at 36 m equivalent to 0.3% of 2009 net profit; and Board Committees Chairman 31,250 Baht/month, Directors 25,000 BAHT/month

Management

For

For

 

 

 

 

5

Approve the 2010 annual appointment of the Auditors and determine their remuneration: 1) Mr. Charoen P. or 2. Mr. Winid S. or 3. Mr. Vairoj J. to be appointed as the Company’s Auditors in 2010 with remuneration 2,390,000 BAHT in total

Management

For

For

 

 

 

 

6.1

Election of Mr. Apisak Tantivorawong as a Director

Management

For

For

 

 

 

 

6.2

Election of Mr. Krairit Nilkuha as a Director

Management

For

For

 

 

 

 

6.3

Election of Mr. Tevin Vongvanich as a Director

Management

For

For

 

 

 

 

6.4

Election of Pol.Gen. Adul Sangsingkaew as a Director

Management

For

For

 

 

 

 

6.5

Election of Mr. Goanpot Asvinvichit as a Director

Management

For

For

 

 

 

 

7

other business if any

Management

For

Against

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

CAMILLO EITZEN & CO., OSLO

CECO NO

NO0010227036

07-Apr-2010

-

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

 

 

-

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1

Opening of the meeting by the Chairman of the Board and registration of shareholders present and proxies

Management

For

For

 

 

 

 

2

Election of the Chairman of the meeting and one person to countersign the

Management

For

For

 

 

 

 

3

Approve the notice of the meeting and the agenda

Management

For

For

 

 

 

 

4

Amend Section 6 of the Articles of Association

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

INVESTOR AB, STOCKHOLM

INVEB SS

SE0000107419

14-Apr-2010

-

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

-

PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT ABSTAIN AS A VALID-VOTE OPTION. THANK YOU

Non-Voting

 

 

 

 

 

 

1

Election of Jacob Wallenberg as the Chairman of the Meeting

Management

For

For

 

 

 

 

2

Approve the voting list and drawing up

Management

For

For

 

 

 

 

3

Approval of the agenda

Management

For

For

 

 

 

 

4

Elect one or two persons to attest to the accuracy of the minutes

Management

For

For

 

 

 

 

5

Approve to determine, whether the meeting has been duly convened

Management

For

For

 

 

 

 

6

Receive the parent Company’s annual report and the Auditors’ report, as well-as the consolidated financial statements and the Auditors’ report for the-investor group

Non-Voting

 

 

 

 

 

 

7

Approve the President’s address

Management

For

For

 

 

 

 

8

Receive the report on the work of the Board of Directors, the remuneration committee, the audit committee and the finance and risk committee

Management

For

For

 

 

 

 

9

Adopt the income statement and the balance sheet for the parent Company, as well as the consolidated income statement and the consolidated balance sheet for the investor group

Management

For

For

 

 

 

 

10

Grant discharge, from liability, to the Members of the Board of Directors and the President

Management

For

For

 

 

 

 

 

 

11

Approve a dividend of SEK 4.00 per share and that Monday, 19 APR 2010, shall be the record date for receipt of the dividend; should the meeting decide in favor of the proposal, payment of the dividend is expected to be made by Euroclear Sweden AB on Thursday, 22 APR 2010

Management

For

For

 

 

 

 

12

Approve the number of Members of the Board at 11 without Deputy Members

Management

For

For

 

 

 

 

13

Approve a total compensation to the Board of Directors of SEK 7,312,500 of which, in aggregate SEK 6,375,000 (whereof unchanged SEK 1,875,000 to the Chairman and unchanged SEK 500,000 to each of the remaining 9 Members of the Board, who are not employed by the Company) in cash and in so-called synthetic shares and, in aggregate, SEK 937,500 in cash as remuneration for work in the committees of the Board of Directors; that at least 25% of the remuneration, before taxes, excluding remuneration for committee work, shall be paid through allocation of synthetic shares; CONTD

Management

For

For

 

 

 

 

-

CONTD a Member of the Board of Directors may, however, elect to receive 50%-of the remuneration in synthetic shares; for administrative reasons, Members-of the Board of Directors with foreign tax domicile shall be entitled to-receive 100% of the remuneration in cash; that the proposal entails the-remuneration to the Board of Directors in an amount of, in aggregate, SEK-7,312,500, whereof not less than SEK 1,218,750 and not more than SEK-3,187,500 shall consist of synthetic shares; and that the Auditors’ fees to-be paid upon approval of their invoice

Non-Voting

 

 

 

 

 

 

14

Re-elect Gunnar Brock, Sune Carlsson, Borje Ekholm, Sirkka Hamalainen, Grace Reksten Skaugen, O. Griffith Sexton, Lena Treschow Torell, Jacob Wallenberg and Peter Wallenberg Jr as the Board Members; elect Tom Johnstone and Carola Lemne as the new Members of the Board of Directors; and re-elect Jacob Wallenberg as the Chairman of the Board of Directors

Management

For

For

 

 

 

 

15

Amend Article 12 of the Articles of Association so that the first and second paragraphs cease to apply and are replaced with the specified wordings; and approve that the Board of Directors’ proposal for the amendment of Section 12 of the Articles of Association is conditional upon that an amendment of the Companies Act (2005:551) having entered into force, entailing that the proposed wording is in accordance with the Companies Act

Management

For

For

 

 

 

 

16.a

Approve the guidelines for salary and other remuneration for the President and other Members of the Management Group

Management

For

For

 

 

 

 

16.b

Approve the Long-term Variable Remuneration Program 2010

Management

For

For

 

 

 

 

 

 

17.a

Authorize the Board, during the period until the next AGM, to decide on: (i) the purchases of Investor’s shares on NASDAQ OMX Stockholm and purchases in accordance with purchase offerings to shareholders, respectively, and (ii) the transfer of Investor’s shares on NASDAQ OMX Stockholm, or in a manner other than on NASDAQ OMX Stockholm including the right to decide on waiver of the shareholders’ preferential rights and that payment may be effected other than in cash; repurchases may take place so that Investor’s holding amounts to a maximum of 1/10 of all the shares in the Company

Management

For

For

 

 

 

 

17.b

Approve that the transfer of Investor’s shares, in a maximum number of 2,700,000 (or the higher number that may follow from a recalculation because of a split, bonus issue or similar action), to the employees in accordance with the long-term variable remuneration program described in Resolution 16B shall be possible; the number of shares has been calculated with a certain margin as share price fluctuations during the period up and until the measurement period following the 2010 AGM may have an effect on the value of the program and, thus, on the number of shares to be included in the program

Management

For

For

 

 

 

 

18

Approve the proposal for a Nomination Committee

Management

For

For

 

 

 

 

19

Conclusion of the meeting

Non-Voting

 

 

 

 

 

 

-

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

CHRISTIAN DIOR SA

CDI FP

FR0000130403

15-Apr-2010

-

PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE.

Non-Voting

 

 

 

 

 

 

-

“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: Voting-instructions will be forwarded to the Global Custodians that have become-Registered Intermediaries, on the Vote Deadline Date. In capacity as-Registered Intermediary, the Global Custodian will sign the Proxy Card and-forward to the local custodian. If you are unsure whether your Global-Custodian acts as Registered Intermediary, please contact your-representative”

Non-Voting

 

 

 

 

 

 

 

 

-

PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS AVAILABLE BY-CLICKING ON THE MATERIAL URL LINK:-https://balo.journal-officiel.gouv.fr/pdf/2010/0308/201003081000606.pdf

Non-Voting

 

 

 

 

 

 

O.1

Approve the financial statements

Management

For

For

 

 

 

 

O.2

Approve the consolidated financial statements

Management

For

For

 

 

 

 

O.3

Approve the regulated Agreements pursuant to Article L. 225-38 of the Commercial Code

Management

For

For

 

 

 

 

O.4

Approve the recommendations of the Board of Directors and resolves that the distributable income for the FY be appropriated as follows: net income: EUR 342,583,800.31 prior retained earnings: EUR 51,363,830.42 distributable income: EUR 393,947,630.73 dividends: EUR 301,666,899.68 the balance to the retained earnings: EUR 92,280,731.05; the shareholders will receive a net dividend of EUR 1.66 per share, and will entitle to the 40% deduction provided by the French General Tax Code; this dividend will be paid on 25 MAY 2010; in the event that the Company holds some of its own shares on such date, the amount of the unpaid dividend on such shares shall be allocated to the retained earnings account; as required by law, it is reminded that, for the last three financial years, the dividends paid, were as follows: EUR 1.61 for FY 2008 EUR 1.61 for FY 2007 EUR 1.41 for FY 2006

Management

For

For

 

 

 

 

O.5

Approve to renew Mr. Renaud Donnedieu de Vabres’ term as a Board Member

Management

For

For

 

 

 

 

O.6

Approve to renew Mr. Eric Guerlain’s term as a Board Member

Management

For

For

 

 

 

 

O.7

Approve to renew Mr. Christian de Labriffe’s term as a Board Member

Management

For

For

 

 

 

 

O.8

Appointment of Mrs. Segolene Gallienne as a Board Member

Management

For

For

 

 

 

 

O.9

Grant authority to operate on the Company’s shares

Management

For

For

 

 

 

 

E.10

Grant authority to reduce the share capital by cancellation of treasury shares

Management

For

For

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN TEXT OF RESOLUTION 4. IF-YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLE-SS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

PERSIMMON

PSN LN

GB0006825383

22-Apr-2010

1

Receive and adopt the Directors’ and the Auditors’ reports and the financial statements for the YE 31 DEC 2009

Management

For

For

 

 

 

 

2

Approve the Directors’ remuneration report for the YE 31 DEC 2009

Management

For

For

 

 

 

 

3

Election of Jeff Fairburn as a Director

Management

For

For

 

 

 

 

4

Election of Jonathan Davie as a Director

Management

For

For

 

 

 

 

5

Re-elect Mike Farley as a Director

Management

For

For

 

 

 

 

6

Re-elect Neil Davidson as a Director

Management

For

For

 

 

 

 

 

 

7

Re-elect David Thompson as a Director

Management

For

For

 

 

 

 

8

Re-appoint KPMG Audit Plc as the Auditors of the Company and authorize the Directors to determine their remuneration

Management

For

For

 

 

 

 

S.9

Amend the Articles of Association of the Company by deleting all the provisions of the Company’s Memorandum of Association which, by virtue of Section 28 Companies Act 2006, are to be treated as provisions of the Company’s Article of Association: any limit previously imposed on the Company’s authorized share capital whether by the Company’s Memorandum of Association or Article of Association or by resolution in general meeting be removed: and the Articles of Association produced to the meeting and initialed by the Chairman of the meeting for the purpose of identification be adopted as the Article of Association of the Company in substitution for, and to the exclusion of, the existing Article of Association

Management

For

For

 

 

 

 

10

Authorize the Directors, for the purpose of Section 551 of the Companies Act 2006, to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company Rights up to a maximum aggregate nominal amount of GBP 10,014,575 to such persons at such times and upon such conditions as the Directors may determine, Authority expire at the conclusion of the AGM of the Company to be held in 2011 ; and the Directors shall be entitled to allot shares and grant Rights pursuant to any such offers or agreements as if this authority had not expired

Management

For

For

 

 

 

 

S.11

Authorize the Directors of the Company, subject to the passing of Ordinary Resolution 10 above, pursuant to Section 570 and 573 of the Companies Act 2006 the Act , to allot equity pursuant to the authority contend by Ordinary Resolution 10 above, or by way of a sale of treasury shares as if Section 561(1) of the Act did not apply to such allotment, provided that this power shall be limited to: a) the allotment of equity securities in connection with a rights issue and so that for this purpose rights issue means an offer of equity securities open for acceptance for a period fixed by the Directors to holders of equity securities on the register on a fixed record date in proportion as nearly as may be to their respective holdings of such securities or in accordance with the rights attached thereto but subject to such exclusions CONTD.

Management

For

For

 

 

 

 

 

 

-

CONTD. or other arrangements as the Directors may deem necessary or expedient-in relation to treasury shares, fractional entitlements or legal or practical-problems under the laws of, or the requirements of any recognized regulatory-body or any stock exchange in any territory; and b) the allotment of equity-securities up to the aggregate nominal amount of GBP1,512,957; and authority-expire at the conclusion of the AGM to be held in 2011 ; and the Directors-may allot equity securities in pursuance of such an offer or agreement as if-the power conferred hereby had not expired

Non-Voting

 

 

 

 

 

 

S.12

Approve that pursuant to the authorities contained in its Articles of Association the Company is granted general and unconditional authority for the purposes of Section 701 of the Companies Act 2006 the Act to make market purchase within the meaning of Section 693(4) of the Act of ordinary share of 10p each in its capital Ordinary Shares provided that: a) this authority shall be limited so that the number of Ordinary Shares which may be acquired pursuant to this authority does not exceed an aggregate 30,043,725 Ordinary Shares and unless previously revoked, Authority expires at the conclusion of the AGM to held in 2011 except in relation to the purchase of Ordinary Shares the contract for which was concluded before the date of the expiry of the authority and which would or might CONTD.

Management

For

For

 

 

 

 

-

CONTD. be completed wholly or partly after such date ; and b) the maximum-price which may be paid per Ordinary Share shall not more than the higher of-either, 5% above the average of the market value per Ordinary Share as-derived from the London Stock Exchange plc Daily Official List for the five-business days immediately preceding the date on which the purchase is made,-or the higher of the price of the last independent trade and the highest-current independent bid on the London Stock Exchange at the time the purchase-is carried out and the minimum price which may be paid for an Ordinary Share-shall not be less than 10p the maximum and minimum prices being exclusive of-expenses

Non-Voting

 

 

 

 

 

 

S.13

Approve that a general meeting of the Company other than an AGM may be called on not less than 14 clear day’s notice such authority to expire at the conclusion of the AGM of the Company to be held in 2011

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

 

 

DNB NOR ASA, OSLO

DNBNOR NO

NO0010031479

27-Apr-2010

-

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

-

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

1

Opening of the general meeting by the Chairman of the supervisory Board

Management

For

For

 

 

 

 

2

Approve the notice of the general meeting and the agenda

Management

For

For

 

 

 

 

3

Election of the person to sign the minutes of the general meeting along with

Management

For

For

 

 

 

 

4

Approve the remuneration rates for members of the supervisory Board, control committee and election committee

Management

For

For

 

 

 

 

5

Approve the Auditor’s remuneration

Management

For

For

 

 

 

 

6

Approve the 2009 annual report and accounts, including the distribution of dividends and group contributions

Management

For

For

 

 

 

 

7

Election of Members to the Supervisory Board with a term of Office until the AGM in 2012: Nils Halvard Bastiansen, Baerum [re-election], Toril Eidesvik, Bergen [re-election], Carnilla Marianne Grieg, Bergen [New Member], Eldbjorg Lower, Kongsberg [Re-election], Per Otterdahl Miller, Skien [New Member], Dag J. Opedal, Oslo [Re-election], Ole Robert Reitan, Nesoya [New Member], Gudrun B. Rollefsen, Hammerfest [Re-election], Arthur Sletteberg, Stabekk [Re-election], Hanne Rigmor Egenaess Wiig, Halden [Re-election]; re-election of Herbjorn Hansson, Sandefjord as a Member to the Supervisory Board, with a term of office until the AGM in 2011; election of Elsbeth Sande Tronstad, Oslo as a new deputy with a term of office of one year

Management

For

For

 

 

 

 

8

Re-election of Eldbjorg Lower, Kongsberg, Per Otterdahl Moller, Skien, Arthur Sletteberg, Stabekk, Rejer Ola Soberg as Members of the Election Committee with a term of office until the AGM in 2012

Management

For

For

 

 

 

 

9

Authorize the Board of Directors for the repurchase of shares

Management

For

For

 

 

 

 

10

Approve the statement from the Board of Directors in connection with remuneration to senior executives

Management

For

For

 

 

 

 

 

 

11.a

PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Approve the special remuneration or Broad shared financial responsibility and common interests

Shareholder

Against

For

 

 

 

 

11.b

PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Approve the reforms to ensure sound Corporate Governance by changing- strengthening the competence and independence of Governing Bodies

Shareholder

Against

For

 

 

 

 

11.c

PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Approve the reversal of authority to the general meeting

Shareholder

Against

For

 

 

 

 

11.d

PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Approve the cultivation of individual roles in the group to strengthen risk Management and capital

Shareholder

Against

For

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF NAMES. IF YOU HAVE ALREA-DY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE-TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

MUENCHENER RUECKVERSICHERUNGS-GESELLSCHAFT AKTIENG

MUV2 GR

DE0008430026

28-Apr-2010

 

Please note that shareholders must be registered in beneficial owner name to b-e eligible to vote at this meeting. To facilitate registration, your initial v-ote instruction must reach Broadridge by 2pm on April 12th, 2010. Broadridge w-ill disclose the beneficial owner information for voted accounts and blocking-may apply. Please contact your client service representative for further detai-ls.

Non-Voting

 

 

 

 

 

 

 

AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EI-THER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR-PERSONAL INTEREST, SUBMIT YOUR VOTE AS USUAL THANK YOU

Non-Voting

 

 

 

 

 

 

1.a

Submission of the report of the Supervisory Board and the corporate governance-report including the remuneration report for the financial year 2009

Non-Voting

 

 

 

 

 

 

1.b

Submission of the adopted Company financial statements and management report f-or the financial year 2009, the approved consolidated financial statements and-management report for the Group for the financial year 2009, and the explanat-ory report on the information in accordance with Sections 289 para. 4 and 315-para. 4 of the German Commercial Code

Non-Voting

 

 

 

 

 

 

2.

Resolution on the appropriation of the net retained profits from the financial year 2009

Management

For

For

 

 

 

 

3.

Resolution to approve the actions of the Board of Management

Management

For

For

 

 

 

 

 

 

4.

Resolution to approve the actions of the Supervisory Board

Management

For

For

 

 

 

 

5.

Resolution to approve the remuneration system for the Board of Management

Management

For

For

 

 

 

 

6.

Resolution to appoint a member of the Supervisory Board: Dr. Benita Ferrero-Waldner

Management

For

For

 

 

 

 

7.

Resolution to authorise the buy-back and utilisation of own shares as well as the option to exclude subscription and pre-emptive rights

Management

For

For

 

 

 

 

8.

Resolution to authorise the buy-back of own shares using derivatives as well as the option to exclude subscription and pre-emptive rights

Management

For

For

 

 

 

 

9.

Resolution to authorise the issue of convertible bonds and/or bonds with warrants with the option of excluding subscription rights; to cancel Contingent Capital Increase 2005; to create a new contingent capital (Contingent Capital Increase 2010); and to make the relevant amendment to the Articles of Association

Management

For

For

 

 

 

 

10.

Resolution to amend Articles 6 (registration for the Annual General Meeting) and 7 (exercise of voting rights by proxies) of the Articles of Association

Management

For

For

 

 

 

 

11.

Resolution to amend Article 6 of the Articles of Association (information for shareholders)

Management

For

For

 

 

 

 

 

COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO THE COUNTER P-ROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL URL SECTION OF THE APPLICATIO-N. IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEN-D AND VOTE YOUR SHARES AT THE COMPANYS MEETING.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BBA AVIATION PLC

BBA LN

GB00B1FP8915

29-Apr-2010

1

Receive and adopt the 2009 report and accounts

Management

For

For

 

 

 

 

2

Re-elect Mark Harper as a Director

Management

For

For

 

 

 

 

3

Re-elect Michael Harper as a Director

Management

For

For

 

 

 

 

4

Re-elect Nick Land as a Director

Management

For

For

 

 

 

 

5

Re-elect Simon Pryce as a Director

Management

For

For

 

 

 

 

6

Re-elect Peter Ratcliffe as a Director

Management

For

For

 

 

 

 

7

Re-elect Hansel Tookes as a Director

Management

For

For

 

 

 

 

8

Re-appoint Deloitte LLP as the Auditors

Management

For

For

 

 

 

 

9

Authorize the Directors to fix the Auditors’ remuneration

Management

For

For

 

 

 

 

10

Declare a final dividend

Management

For

For

 

 

 

 

11

Authorize the Directors to allot relevant securities

Management

For

For

 

 

 

 

S.12

Approve the disapplication of pre-emption rights

Management

For

For

 

 

 

 

S.13

Authorize the Company to make market purchases of ordinary shares

Management

For

For

 

 

 

 

14

Approve the Directors’ remuneration report

Management

For

For

 

 

 

 

S.15

Approve notice period for certain general meetings

Management

For

For

 

 

 

 

S.16

Approve the new Articles of Association

Management

For

For

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

BASF SE

BAS GR

DE0005151005

29-Apr-2010

 

AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EI-THER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR-PERSONAL INTEREST, SUBMIT YOUR VOTE AS USUAL THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 08.04.2010 , WHEREA-S THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. TH-IS IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH THE G-ERMAN LAW. THANK YOU

Non-Voting

 

 

 

 

 

 

1.

Presentation of the Financial Statements of BASF SE and the BASF Group for the-financial year 2009; presentation of the Management’s Analyses of BASF SE and-the BASF Group for the financial year 2009 including the explanatory reports-on the data according to Section 289 (4) and Section 315 (4) of the German Com-mercial Code; presentation of the Report of the Supervisory Board

Non-Voting

 

 

 

 

 

 

2.

Adoption of a resolution on the appropriation of profit

Management

For

For

 

 

 

 

3.

Adoption of a resolution giving formal approval to the actions of the members of the Supervisory Board

Management

For

For

 

 

 

 

4.

Adoption of a resolution giving formal approval to the actions of the members of the Board of Executive Directors

Management

For

For

 

 

 

 

5.

Election of the auditor for the financial year 2010

Management

For

For

 

 

 

 

6.

Adoption of a resolution on the change of bearer shares to registered shares and appropriate amendment of the Statutes

Management

For

For

 

 

 

 

7.

Approval of the transmission of information by telecommunication and appropriate amendment of the Statutes

Management

For

For

 

 

 

 

8.

Adoption of a resolution on the approval of the system of the remuneration of the members of the Board of Executive Directors

Management

For

For

 

 

 

 

9.A

Adoption of a resolution on the amendment of Article 17, Nos. 2

Management

For

For

 

 

 

 

9.B

Adoption of a resolution on the amendment of Article 17, Nos. 3

Management

For

For

 

 

 

 

9.C

Adoption of a resolution on the amendment of Article 18, No. 2

Management

For

For

 

 

 

 

 

 

 

COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS MEETING. A LINK TO THE COUNTER P-ROPOSAL INFORMATION IS AVAILABLE IN THE MATERIAL URL SECTION OF THE APPLICATIO-N. IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEN-D AND VOTE YOUR SHARES AT THE COMPANYS MEETING.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

IMERYS, PARIS

NK FP

FR0000120859

29-Apr-2010

-

PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE

Non-Voting

 

 

 

 

 

 

-

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: Voting-instructions will be forwarded to the Global Custodians that have become-Registered Intermediaries, on the Vote Deadline Date. In capacity as-Registered Intermediary, the Global Custodian will sign the Proxy Card and-forward to the local custodian. If you are unsure whether your Global-Custodian acts as Registered Intermediary, please contact your representative

Non-Voting

 

 

 

 

 

 

-

PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS AVAILABLE BY-CLICKING ON THE MATERIAL URL LINK:-https://balo.journal-officiel.gouv.fr/pdf/2010/0322/201003221000751.pdf

Non-Voting

 

 

 

 

 

 

O.1

Approve the Management and the Company’s accounts for the YE 31 DEC 2009

Management

For

For

 

 

 

 

O.2

Approve the consolidated accounts for the YE 31 DEC 2009

Management

For

For

 

 

 

 

O.3

Approve the allocation of the result to determine the dividend for the YE 31 DEC 2009

Management

For

For

 

 

 

 

O.4

Receive the Special Auditors report on a commitment specified in Article L. 225-42-1 of the Code du Commerce Commercial Code taken for the CEO’s benefit and approve the said commitment

Management

For

For

 

 

 

 

O.5

Receive the Special Auditors report on a commitment specified in Articles L. 225-38 and L. 225-42-1 of the Code du Commerce taken for the Deputy CEO’s benefit and approve the said commitment

Management

For

For

 

 

 

 

O.6

Approve to renew the Directors mandate of M. Jean Monville

Management

For

For

 

 

 

 

O.7

Approve to renew the Directors mandate of M. Robert Peugeot

Management

For

For

 

 

 

 

O.8

Approve to renew the Directors mandate of M. Amaury de Seze

Management

For

For

 

 

 

 

O.9

Appointment of M. Olivier Pirotte as a New Director to replace M. Thierry de

Management

For

For

 

 

 

 

O.10

Appointment of M. Ian Gallienne as a New Director

Management

For

For

 

 

 

 

O.11

Appointment of Mme. Fatine Layt as a New Director

Management

For

For

 

 

 

 

 

 

O.12

Appointment of M. Pierre-Jean Sivignon as a New Director

Management

For

For

 

 

 

 

O.13

Approve to renew the Co-Auditors mandate held by Deloitte & Associes

Management

For

For

 

 

 

 

O.14

Approve to renew the Deputy Co-Auditors mandate held by BEAS

Management

For

For

 

 

 

 

O.15

Appointment of Ernst & Young & Autres as the Auditors to replace Ernst &

Management

For

For

 

 

 

 

O.16

Appointment of Auditex as a Deputy Co-Auditor to replace M. Jean-Marc

Management

For

For

 

 

 

 

O.17

Approve the Company to purchase its own shares

Management

For

For

 

 

 

 

E.18

Authorize the Board of Directors to issue subscription warrants and/or purchase shares (BSA), refundable or otherwise, for employees and Executive Directors of the Company and/or its subsidiaries, or for a category of them, without any shareholders preferential subscription right

Management

For

For

 

 

 

 

E.19

Approve the powers for formalities

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

TAYLOR WIMPEY PLC, SOLIHULL WEST MIDLANDS

TW/LN

GB0008782301

29-Apr-2010

1

Receive the 2009 Directors’ and the Auditors reports and accounts

Management

For

For

 

 

 

 

2

Election of Sheryl Palmer

Management

For

For

 

 

 

 

3

Election of Rob Rowley

Management

For

For

 

 

 

 

4

Re-elect Katherine Innes Ker

Management

For

For

 

 

 

 

5

Re-elect Pete Redfern

Management

For

For

 

 

 

 

6

Re-appoint Deloitte LLP as the Auditors

Management

For

For

 

 

 

 

7

Authorize the Directors to allot shares

Management

For

For

 

 

 

 

S.8

Approve to dis-apply pre-emption rights

Management

For

For

 

 

 

 

S.9

Authorize the Company to make market purchases of its shares

Management

For

For

 

 

 

 

10

Approve the Directors’ remuneration report

Management

For

For

 

 

 

 

11

Approve political donations and expenditure

Management

Against

Against

 

 

 

 

S.12

Approve to call a general meeting on 14 days’ notice

Management

For

For

 

 

 

 

S.13

Amend the Articles of Association

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

TECHNIP (EX-TECHNIP-COFLEXIP), PARIS

TEC FP

FR0000131708

29-Apr-2010

-

PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE.

Non-Voting

 

 

 

 

 

 

 

 

-

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: Voting-instructions will be forwarded to the Global Custodians that have become-Registered Intermediaries, on the Vote Deadline Date. In capacity as-Registered Intermediary, the Global Custodian will sign the Proxy Card and-forward to the local custodian. If you are unsure whether your Global-Custodian acts as Registered Intermediary, please contact your-representative.

Non-Voting

 

 

 

 

 

 

-

PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS AVAILABLE BY-CLICKING ON THE MATERIAL URL LINK:-https://balo.journal-officiel.gouv.fr/pdf/2010/0324/201003241000827.pdf

Non-Voting

 

 

 

 

 

 

O.1

Approve the annual accounts for the YE 31 DEC 2009

Management

For

For

 

 

 

 

O.2

Approve the allocation of the result for the YE 31 DEC 2009

Management

For

For

 

 

 

 

O.3

Approve the consolidated accounts for the YE 31 DEC 2009

Management

For

For

 

 

 

 

O.4

Approve t he Special Auditors’ report on the regulated agreements specified in Articles L. 225-35 et sequence of the Code du Commerce Commercial Code

Management

For

For

 

 

 

 

O.5

Approve the Directors’ fees

Management

For

For

 

 

 

 

O.6

Appointment of Ernst & Young Et Autres as an Auditor

Management

For

For

 

 

 

 

O.7

Appointment of PricewaterhouseCoopers Audit as an Auditor

Management

For

For

 

 

 

 

O.8

Appointment of Auditex as an Assistant Auditor

Management

For

For

 

 

 

 

O.9

Appointment of Yves Nicolas as an Assistant Auditor

Management

For

For

 

 

 

 

O.10

Ratify the head office transfer

Management

For

For

 

 

 

 

O.11

Authorize the Board of Directors to buy Company shares

Management

For

For

 

 

 

 

E.12

Authorize the Board of Directors to reduce capital stock by canceling shares bought pack previously

Management

For

For

 

 

 

 

E.13

Authorize the Board of Directors to allocate performance shares firstly, to paid members of Technip staff and secondly, to paid Members of staff and Executive Directors of Companies affiliated to the Company as specified in Article L. 225-197-2 of the Code du Commerce

Management

For

For

 

 

 

 

E.14

Authorize the Board of Directors to allocate performance shares to the Chairman of the Board of Directors and/or the Chief Executive Officer of Technip, the Company’s Executive Director

Management

For

For

 

 

 

 

E.15

Authorize the Board of Directors to allocate share purchase subscription options firstly, to paid members of Technip staff and secondly, to paid Members of staff and Executive Directors of Companies affiliated to the Company as specified in Article L. 225-180 of the Code du Commerce

Management

For

For

 

 

 

 

 

 

E.16

Authorize the Board of Directors to allocate share purchase subscription options to the Chairman of the Board of Directors and/or the Chief Executive Officer of Technip, the Company’s Executive Director

Management

For

For

 

 

 

 

E.17

Authorize the Board of Directors to increase capital stock for Members of a Company savings plan

Management

For

For

 

 

 

 

EO.18

Powers for formalities

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

TREVI-FINANZIARIA INDUSTRIALE SPA, CESENA (FO)

TFI IM

IT0001351383

29-Apr-2010

-

PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH QUORUM, THERE WILL BE A-SECOND CALL ON 13 MAY 2010. 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.

Non-Voting

 

 

 

 

 

 

1

Approve the financial statement at 31 DEC 2009 and presentation of consolidated financial statement, Board of Directors and Auditors, Independent Auditors report, destination of profit, any adjournment thereof

Management

For

For

 

 

 

 

2

Grant authority for share buyback and disposal, any adjournment thereof

Management

For

For

 

 

 

 

3

Appointment of the Directors for corporate years 2010, 2011, 2012 and

Management

For

For

 

 

 

 

4

Appointment of the Board of Auditors for corporate years 2010, 2011, 2012 and

Management

For

For

 

 

 

 

 

PLEASE NOTE THAT SHAREHOLDERS WHO, ALONE OR JOINTLY, HOLD AT LEAST 2.5% OF THE-CORPORATE CAPITAL ARE ENTITLED TO PRESENT SLATES. WITH REFERENCE TO ITEM 4 TH-E APPOINMENT OF AUDITORS IS EXECUTED THROUGH SLATES VOTE, IN COMPLIANCE WITH A-RT 32 OF THE BYLAWS. SLATES OF CANDIDATES CAN BE PRESENTED BY SHAREHOLDERS WHO-, ALONE OR JOINTLY, HOLD AT LEAST 2.5% OF THE SHARES WITH VOTING RIGHT. THANK-YOU.

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL COMMENT. IF Y-OU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLES-S YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

 

 

SVENSKA HANDELSBANKEN AB, STOCKHOLM

SHBA SS

SE0000193120

29-Apr-2010

 

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF A POA MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED.-IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT

Non-Voting

 

 

 

 

 

 

 

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE.

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT ABSTAIN AS A VALID VO-TE OPTION. THANK YOU

Non-Voting

 

 

 

 

 

 

1.

Opening of the meeting

Non-Voting

 

 

 

 

 

 

2.

Election of Mr. Sven Unger as a Chairman of the meeting

Non-Voting

 

 

 

 

 

 

3.

Establishment and approval of the list of voters

Non-Voting

 

 

 

 

 

 

4.

Approval of the agenda

Non-Voting

 

 

 

 

 

 

5.

Election of persons to countersign minutes

Non-Voting

 

 

 

 

 

 

6.

Approve to determine whether the meeting has been duly called

Non-Voting

 

 

 

 

 

 

7.

Presentation of the annual accounts and Auditors report and the consolidated a-nnual accounts and the auditors report for the group, for 2009. in connection-with this: a presentation of the past years work by the board and its committe-es; a speech by the group chief executive, and any questions from shareholders-to the board and senior management of the bank; a presentation of audit work-during 2009

Non-Voting

 

 

 

 

 

 

8.

Adopt the income statement and the balance sheet, as well as the consolidated income statement and consolidated balance sheet

Management

For

For

 

 

 

 

9.

Declare a dividend of SEK 8 per share, and the Tuesday, 04 MAY be the Record day for receiving of dividends; if the meeting resolves in accordance with the proposal Euroclear expects to distribute the dividend on Friday, 07 MAY 2010

Management

For

For

 

 

 

 

10.

Approve to release from liability for the Members of the Board and the Group Chief Executive for the period referred to in the financial reports

Management

For

For

 

 

 

 

11.

Authorize the Board to resolve on acquisition and divestment of shares in the bank

Management

For

For

 

 

 

 

12.

Approve the acquisition of shares in the bank for the banks trading book pursuant to Chapter 7, Section 6 of the Swedish securities market Act

Management

For

For

 

 

 

 

13.

Approve that the AGM resolve that the Board comprise an unchanged number [12] of Members

Management

For

For

 

 

 

 

 

 

14.

Approve the fees as follows: SEK 2,350,000 to the Chairman, SEK 675,000 to each of the two vice Chairman, and SEK 450,000 to each of the remaining members; for committee work, the following fees are proposed SEK 250,000 to each member of the credit committee, SEK 100,000 to each member of the remuneration committee, SEK 175,000 to the Chairman of the Audit Committee, and SEK 125,000 to the remaining members of the audit committee; in all cases, the proposed amounts are unchanged from the resolutions of the AGM in 2008 and 2009; the nomination committee proposes that the meeting resolve on remuneration to be paid to the Auditors on approved account

Management

For

For

 

 

 

 

15.

Re-elect all Board Members and Mr. Hans Larsson, as the Chairman

Management

For

For

 

 

 

 

16.

Approve the guidelines for remuneration to Senior Management, as specified

Management

For

For

 

 

 

 

17.

Appoint the Auditors in foundations and their associated management

Management

For

For

 

 

 

 

18.

Approve the decision on how the nomination committee is to be appointed

Management

For

For

 

 

 

 

19.

PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Approve that the general meeting resolve that SEK 2 Million be allocated to a fund/ foundation which would aim to prevent crimes of violence and to prevent errors or negligence in the exercising the public authority at municipal level

Shareholder

Against

For

 

 

 

 

20.

Closing of the meeting

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

KBC GROUPE SA, BRUXELLES

KBC BB

BE0003565737

29-Apr-2010

 

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

 

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

A.1

Receive Directors’ report

Non-Voting

 

 

 

 

 

 

A.2

Receive Auditors’ report

Non-Voting

 

 

 

 

 

 

A.3

Receive consolidated financial statements and statutory reports

Non-Voting

 

 

 

 

 

 

A.4

Approve to accept financial statements

Management

For

For

 

 

 

 

A.5

Approve the allocation of income

Management

For

For

 

 

 

 

A.6

Grant discharge the Directors

Management

For

For

 

 

 

 

 

 

A.7

Grant discharge the Auditors

Management

For

For

 

 

 

 

A.8.A

Approve the cooptation of Jan Vanhevel as a Director

Management

For

For

 

 

 

 

A.8.B

Re-elect Germain Vantieghem as a Director

Management

For

For

 

 

 

 

A.8.C

Re-elect Marc Wittemans as a Director

Management

For

For

 

 

 

 

A.8.D

Election of Luc Philips as a Director

Management

For

For

 

 

 

 

A.8.E

Election of Piet Vantemsche as a Director

Management

For

For

 

 

 

 

A.8.F

Election of Alain Bostoen as a Director

Management

For

For

 

 

 

 

A.8.G

Election of Marc De Ceuster as a Director

Management

For

For

 

 

 

 

A.8.H

Election of Eric Stroobants as a Director

Management

For

For

 

 

 

 

A.8.I

Election of Jean-Pierre Hansen as a Director

Management

For

For

 

 

 

 

A.8.J

Approve to indicate Jo Cornu as an Independent Board Member

Management

For

For

 

 

 

 

A.8.K

Election of Ernst and Young as the Auditors and approve the Auditor’s remuneration

Management

For

For

 

 

 

 

A.9

Transact other business

Non-Voting

 

 

 

 

 

 

E.1

Receive special Board report regarding: Issue of Profit-Sharing Certificates

Non-Voting

 

 

 

 

 

 

E.2

Receive special Auditor report regarding: Elimination of Preemptive Rights for-conversion of Profit-Sharing Certificates

Non-Voting

 

 

 

 

 

 

E.3

Amend the Articles regarding: Issuance of Profit-Sharing Certificates

Management

For

For

 

 

 

 

E.4

Approve the terms and conditions of Profit-Sharing Certificates

Management

For

For

 

 

 

 

E.5

Amend the Articles regarding: Title II

Management

For

For

 

 

 

 

E.6

Amend the Articles regarding: Placement of Securities

Management

For

For

 

 

 

 

E.7

Amend the Articles regarding: Repurchase of Securities

Management

For

For

 

 

 

 

E.8

Amend the Articles regarding: general meeting

Management

For

For

 

 

 

 

E.9

Amend the Articles regarding: proxies

Management

For

For

 

 

 

 

E.10

Amend the Articles regarding: meeting formalities

Management

For

For

 

 

 

 

E.11

Amend the Articles regarding: adjournment of meeting

Management

For

For

 

 

 

 

E.12

Amend the Articles regarding: allocation of income

Management

For

For

 

 

 

 

E.13

Amend the Articles regarding: liquidation

Management

For

For

 

 

 

 

E.14

Amend the Articles regarding: repurchase of shares to prevent a serious and imminent harm

Management

For

For

 

 

 

 

E.15

Approve to eliminate preemptive rights regarding: item 16

Management

For

For

 

 

 

 

E.16

Approve the issuance of shares for conversion of profit-sharing Certificates

Management

For

For

 

 

 

 

E.17

Authorize the implementation of approved resolutions regarding: conversion of profit-sharing certificates

Management

For

For

 

 

 

 

E.18

Authorize the implementation of approved resolutions regarding: terms and conditions of profit-sharing certificates

Management

For

For

 

 

 

 

E.19

Discuss merger with Fidabel NV

Non-Voting

 

 

 

 

 

 

E.20

Approve the Merger Agreement with Fidabel NV

Management

For

For

 

 

 

 

E.21

Approve the merger by absorption of Fidabel NV

Management

For

For

 

 

 

 

E.22

Authorize the implementation of approved resolutions

Management

For

For

 

 

 

 

 

 

E.23

Authorize the coordination of the Articles

Management

For

For

 

 

 

 

E.24

Approve the filing of required documents/formalities at trade

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

HANNOVER RUECKVERSICHERUNG AG, HANNOVER

HNR1 GR

DE0008402215

04-May-2010

 

AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EI-THER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR-PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THESE SHARES MAY BE BLOCKED DEPENDING ON SOME SUBCUSTODIANS’-PROCESSING IN THE MARKET. PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE TO-OBTAIN BLOCKING INFORMATION FOR YOUR ACCOUNTS.

Non-Voting

 

 

 

 

 

 

1.

Presentation of the financial statements and annual report for the 2009 FY wit-h the report of the Supervisory Board, the Group financial statements and annu-al report, and the report pursuant to Sections 289[4] and 315[4] of the German-Commercial Code

Non-Voting

 

 

 

 

 

 

2.

Resolution on the appropriation of the distributable profit of EUR 259,000,000 as follows: Payment of a dividend of EUR 2.10 per share EUR 5,746,018.60 shall be carried forward ex-dividend and payable date: 05 MAY 2010

Management

For

For

 

 

 

 

3.

Ratification of the acts of the Board of Managing Directors

Management

For

For

 

 

 

 

4.

Ratification of the acts of the Supervisory Board

Management

For

For

 

 

 

 

5.

Amendments to the Articles of Association in connection with the Shareholder Rights Directive Implementation Act [ARUG] a) Section 4 shall be amended in respect of the company transmitting information to registered shareholders by electronic means, b) Section 13[2] shall be amended in respect of the shareholders; meeting being announced at least 36 days in advance, c) Section 14[1] shall be revised in respect of participation in shareholders meetings being contingent upon entry in the share register and notification of the intention to attend the meeting at least six days in advance

Management

For

For

 

 

 

 

 

 

6.

Authorization to acquire own shares, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to acquire own shares of up to 10% of the Company’s share capital at prices not deviating more than 10% from the market price of the shares, on or before 03 MAY 2015, the Board of Managing Directors shall be authorized to retire the shares

Management

For

For

 

 

 

 

7.

Authorization of the Board of Managing Directors to dispose of the shares in a manner other than through the Stock Exchange or a rights offering, the Board of Managing Directors shall be authorized to sell own shares to institutional investors or to third parties for acquisition purposes, at a price not materially be low the market price of the shares

Management

For

For

 

 

 

 

8.

Resolution on the creation of new authorized capital, and the corresponding amendments to the Articles of Association, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to increase the share capital by up to EUR 60,298,567 through the issue of new registered shares against payment in cash and/or kind, on or before 03 MAY 2015 [authorized capital 2010/I], shareholders shall be granted subscription rights, except for residual amounts, for the granting of subscription rights to holders of conversion and option rights, for the issue of shares at a price not materially below their market price, and for the issue of shares against payment in kind

Management

For

For

 

 

 

 

9.

Authorization to use a portion of the authorized capital to issue employee shares, and the corresponding amendments to the Articles of Association, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to utilize EUR 1,000,000 of the authorized capital for the issue of new registered shares to employees, excluding shareholders. subscription rights

Management

For

For

 

 

 

 

10.

Approval of the Compensation System for the Board of Managing Directors, to be explained in detail at the shareholders meeting

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

CRH PLC

CRH ID

IE0001827041

05-May-2010

1

Approve to consider the Company s financial statements and the reports of the Directors and the Auditors for the YE 31 DEC 2009

Management

For

For

 

 

 

 

2

Approve to declare a dividend on the ordinary shares

Management

For

For

 

 

 

 

3

Approve the report on Directors remuneration for the YE 31 DEC 2009

Management

For

For

 

 

 

 

4.1

Re-election of Mr. U-H Felcht as a Director

Management

For

For

 

 

 

 

4.2

Re-election of Mr. DN O’Connor as a Director

Management

For

For

 

 

 

 

4.3

Re-election of Mr. WI O’Mahony as a Director

Management

For

For

 

 

 

 

4.4

Re-election of Mr. JW Kennedy as a Director

Management

For

For

 

 

 

 

5

Authorize the Directors to fix the remuneration of the Auditors

Management

For

For

 

 

 

 

 

 

S.6

Authorize the Directors, accordance with the powers, provisions and limitations of Article 11 e of the Articles of Association of the Company, be and they are hereby empowered to allot equity securities for cash and in respect of sub-paragraph, thereof up to an aggregate nominal value of EUR 11,868,000; this authority shall expire at the close of the business on the earlier of the date of the AGM in 2011 or 04 AUG 2011

Management

For

For

 

 

 

 

S.7

Authorize the Company to purchase ordinary shares on the market as defined in section 212 of the Companies Act, 1990 , in the manner provided for in Article 8A of the Articles of Association of the Company up to a maximum of 10% of the ordinary shares in issue at the date of the passing of this resolution; this authority shall expire at the close of the business on the earlier of the date of the AGM in 2011 or 04 AUG 2011

Management

For

For

 

 

 

 

S.8

Authorize the Company to re-issue treasury shares as defined in section 212 of the Companies Act, 1990 , in the manner provided for in Article 8A of the Articles of Association of the Company; this authority shall expire at the close of the business on the earlier of the date of the AGM in 2011 or 4 AUG 2011

Management

For

For

 

 

 

 

9

Approve to resolved that the provision in Article 60 a of the Articles of Association of the Company allowing for the convening of EGM by at least 14 clear days notice where such meetings are nit convened for the passing of a special resolution shall continue to be effective

Management

For

For

 

 

 

 

10

Authorize the Directors of the Company of share option schemes the 2010 Share Option Schemes , the principal features of which are summarized in the circular to shareholders on 31 MAR 2010 that accompanies the notice convening this meeting; i) take all such action or steps including the making of amendments to the 2010 share option schemes and the rules thereof as may be necessary to obtain the approval of the relevant revenue authorities for the said schemes; ii) establish schemes in the other jurisdictions similar in substance in the schemes but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any shares made available under any scheme will be treated as counting towards any limits on individual or overall participation in the 2010 share option schemes

Management

For

For

 

 

 

 

 

 

11

Authorize the Directors of the Company of savings-related share option schemes the 2010 Savings-Related Share Option Schemes , the principal features of which are summarized in the circular to shareholders on 31 MAR 2010 that accompanies the notice convening this meeting; i) take all such action or steps including the making of amendments to the 2010 savings-related share option schemes and the rules thereof as may be necessary to obtain the approval of the relevant revenue authorities for the said schemes; ii) establish schemes in the other jurisdictions similar in substance to the 2010 savings-related share option schemes but modified to take account of local tax, exchange control or securities laws in overseas territories, provided that any shares made available under any such scheme will be treated as counting towards any limits on individual or overall participation in the 2010 savings-related share option schemes

Management

For

For

 

 

 

 

S.12

Authorize the Articles of Association of the Company, deleting the definition of the Acts and replacing it with the following definition as specified; deleting Article 60 a and replacing it with the following new Article 60 a as specified; deleting Article 61and replacing it with the following new Article 61 as specified; deleting the existing Article 70 as specified; inserting the following new Articles 71 and 73 as specified; deleting the existing Article 72 and replacing it with the following new Article 74; the renumbering of the Articles of Association and all cross references therein to reflect the amendments provided as specified

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

DUNI AB

DUNI SS

SE0000616716

05-May-2010

CMMT

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

CMMT

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

CMMT

PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN ACCEPT ABSTAIN AS A VALID-VOTE OPTION. THANK YOU

Non-Voting

 

 

 

 

 

 

1

Opening of the meeting

Non-Voting

 

 

 

 

 

 

 

 

2

Election of Andrews Bulow as a Chairman of the Board of Directors and the-Chairman of the AGM

Non-Voting

 

 

 

 

 

 

3

Preparation and approval of the voting list

Non-Voting

 

 

 

 

 

 

4

Election of one or two persons to check minutes

Non-Voting

 

 

 

 

 

 

5

Determination of whether the meeting has been duly convened

Non-Voting

 

 

 

 

 

 

6

Approval of the agenda of the AGM

Non-Voting

 

 

 

 

 

 

7

Presentation of the annual report and the Auditor’s report, and the-consolidated financial statements and the consolidated Audit report

Non-Voting

 

 

 

 

 

 

8

Speech by the president

Non-Voting

 

 

 

 

 

 

9

Report on the work of the Board of Directors and the Board Committees

Non-Voting

 

 

 

 

 

 

10a

Adopt the income statement and balance sheet, and of the consolidated income statement and the consolidated balance sheet

Management

For

For

 

 

 

 

10b

Approve the disposition of the Company’s profit or loss in accordance with the balance sheet and recode date in case the AGM decides a dividend; the Board of Directors proposes a dividend of SEK 2.50 per share and the record date for the dividend be 10 MAY 2010; if the annual general meeting approves this proposal, payment through Euroclear Sweden AB is estimated to be made on 14 MAY 2010

Management

For

For

 

 

 

 

10c

Grant discharge personal liability of the Directors and the President

Management

For

For

 

 

 

 

11

Report on the work of the nomination committee

Non-Voting

 

 

 

 

 

 

12

Approve the number of Directors

Management

For

For

 

 

 

 

13

Approve the Nomination Committee proposal that the Chairman of the Board of Directors shall receive SEK 500,000 and the other Directors appointed by the AGM SEK 250,000 each, in addition, the chairman of the Remuneration Committee shall receive SEK 50,000, and the other members of the remuneration committee SEK 25,000 each, and that the Chairman of the Audit Committee shall receive SEK 100,000 and the other Members of the Audit Committee SEK 50,000; the proposed Board remuneration, including the remuneration for work in the Board committees, is unchanged; the Nomination Committee has further proposed that fair remuneration to the auditor is to be paid as charged

Management

For

For

 

 

 

 

14

Re-election of Anders Bulow, Tomas Gustafsson, Pia Rudengren, Sanna Suvanto-Harsaae and Magnus Yngen as the Directors and Anders Bulow as a Chairman of the Board of Directors

Management

For

For

 

 

 

 

15

Authorize the Board of Directors to resolve on issues of shares, warrants and/or convertibles, as specified

Management

For

For

 

 

 

 

16

Approve regarding guidelines for remuneration to the Executive Management, as specified

Management

For

For

 

 

 

 

17

Approve the proposal regarding the Nomination Committee

Management

For

For

 

 

 

 

 

 

18

PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER PROPOSAL: Approve, regarding divestment of Duniform

Shareholder

Against

For

 

 

 

 

19

Closing of the meeting

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

LLOYDS BANKING GROUP PLC, EDINBURGH

LLOY LN

GB0008706128

06-May-2010

1.

Receive the Company’s accounts and the reports of the Directors and of the Auditors for the YE 31 DEC 2009

Management

For

For

 

 

 

 

2.

Approve the Directors’ remuneration report for the YE 31 DEC 2009

Management

For

For

 

 

 

 

3.a

Elect Sir. Winfried Bischoff as a Director of the Company, who retires under Article 79 of the Company’s Articles of Association

Management

For

For

 

 

 

 

3.b

Elect Mr. G. R. Moreno as a Director, who retires under Article 79 of the Company’s Articles of Association

Management

For

For

 

 

 

 

3.c

Elect Mr. D. L. Roberts as a Director, who retires under article 79 of the Company’s Articles of Association

Management

For

For

 

 

 

 

4.a

Re-elect Dr. W. C. G. Berndt as a Director, who retires under Article 82 of the Company’s Articles of Association

Management

For

For

 

 

 

 

4.b

Re-elect Mr. J. E. Daniels as a Director, who retires under Article 82 of the Company’s Articles of Association

Management

For

For

 

 

 

 

4.c

Re-elect Mrs. H. A. Weir as a Director, who retires under Article 82 of the Company’s Articles of Association

Management

For

For

 

 

 

 

5.

Re-appoint PricewaterhouseCoopers LLP as the Auditors of the Company, to hold office until the conclusion of the next AGM at which accounts are laid before the Company

Management

For

For

 

 

 

 

6.

Authorize the Audit Committee to set the remuneration of the Company’s Auditors

Management

For

For

 

 

 

 

7.

Authorize the Directors, pursuant to and in accordance with Section 551 of the Companies Act, 2006 to allot shares or grant rights to subscribe for or to convert any security in the shares: [i] up to an aggregate nominal amount of [I] GBP 2,233,203,900 in respect of ordinary shares and [II] GBP 100,000,000, USD 40,000,000, GBP 40,000,000 and GBP 1,250,000,000 in respect of preference shares; [ii] comprising equity securities [as defined in Section 560[1] of the Companies Act, 2006] up to a further nominal amount of GBP 2,233,203,900 in connection with an offer by way of a rights issue; such authorities to apply in substitution for all previous authorities pursuant to Section 551 of the Companies Act 2006, or preceding legislation; [Authority expires the earlier at the end of the next AGM or on 05 AUG 2011]; the Company may make offers and enter into agreements during the relevant period which would, or might, require shares to be allotted after the authority ends

Management

For

For

 

 

 

 

 

 

S.8

Authorize the Directors, subject to the passing of Resolution 7 above, to allot equity securities [as defined in Section 560[1] of the Companies Act 2006] wholly for cash: [i] pursuant to the authority given by paragraph [i] of Resolution 7 above or where the allotment constitutes an allotment of equity securities by virtue of Section 551 of the Companies Act 2006, in each case: [a] in connection with a pre-emptive offer; and [b] otherwise than in connection with a pre-emptive offer, up to an aggregate nominal amount of GBP 334,980,500; and [ii] pursuant to the authority given by paragraph [i] of Resolution 7 above in connection with a rights issue, as if Section 561[1] of the Companies Act 2006 did not apply to any such allotment; [Authority expires the earlier at the end of the next AGM or on 05 AUG 2011]; the Company may make offers and enter into agreements during this period which would, or might, require equity securities under any such offer or agreement as if the power had not ended

Management

For

For

 

 

 

 

S.9

Authorize the Company, conferred by resolution passed at the AGM of the Company on 07 MAY 2009 in accordance with Section 701 of the Companies Act 2006, to make market purchases [within the meaning of Section 693 of the Companies Act 2006] of ordinary shares of 10p each in the capital of the Company be further renewed and extended from the conclusion of this meeting, and where such shares are held in treasury, the Company may use them for the purposes of its employees share plans, provided that: [a] the maximum aggregate number of ordinary shares authorized to be purchased shall be 6,699,611,000; [b] the minimum price which may be paid for each ordinary shares be 10p; [c] the maximum price, exclusive of expenses, which may be paid for each ordinary share shall be an amount equal to the higher of [a] 105% of the average of the closing price of the 5 London business days immediately preceding the day on which such share is contracted to be purchased or [b] the higher of the price of the last independent trade and the highest current bid as stipulated by Article 5[1] of Commission Regulated [EC] 22 DEC 2003 implementing the Market Abuse Directive as regards exemptions for buy-back programmes and stabilization of financial instruments [No 2273/2003]; [Authority expires the earlier of the conclusion of the Company’s AGM in 2011 or on 30 JUN 2011]; and [e] the company may make a contract to purchase its ordinary shares under the renewed and extended authority before its expiry which would or might be executed wholly or partly after the expiry, and may make a purchase of its ordinary shares under the contract

Management

For

For

 

 

 

 

 

 

S.10

Authorize the Company, for the purpose of Section 701 of the Companies Act 2006 to make purchases [as defined in Section 693 of the Companies Act 2006] of the following issuances of securities: [a] GBP 299,987,729 9.25%, Non-Cumulative Irredeemable Preference Shares; [b] GBP 99,999,942 9.75%, Non-Cumulative Irredeemable Preference Shares; [c] GBP 186,190,532 6.475%, Non-Cumulative Preference Shares; [d] GBP 745,431,000 6.0884%, Non-Cumulative Fixed to Floating Rate Preference Shares; [e] GBP 334,951,000 6.3673%, Non-Cumulative Fixed to Floating Rate Preference Shares; [f] USD 750,000,000 6.413%, Non-Cumulative Fixed to Floating Rate Preference Shares; [g] USD 750,000,000 5.92%, Non-Cumulative Fixed to Floating Rate Preference Shares; [h] USD 750,000,000 6.657%, Non-Cumulative Fixed to Floating Rate Preference Shares; [i] USD 1,000,000,000 6.267%, Fixed to Floating Rate Non-Cumulative Callable Dollar Preference Shares; [j] USD 1,250,000,000 7.875%, Non-Cumulative Preference Shares; [k] EUR 500,000,000 7.875%, Non-Cumulative Preference Shares; and [l] GBP 600,000,000 Non-Cumulative Fixed to Floating Rate Callable Dollar Preference Shares; [together, the ‘Preference Shares’], in accordance with, amongst other things, the terms of the exchange offers as previously approved at the Company’s general meeting held on 26 NOV 2009, provided that: [i] the maximum number of Preference Shares is the nominal value of the relevant Preference Share in issue; [ii] the minimum price which may be paid for each Preference Share is the nominal value of the relevant Preference Share; [iii] the maximum price which may be paid for a share is an amount equal to 120% of the liquidation preference of the relevant Preference Share; [Authority expires the earlier of the conclusion of the Company’s AGM in 2011 or on 30 JUN 2011]; [v] the Company may make a contract to purchase the Preference Shares under this authority before its expiry which would or might be executed wholly; or partly after the expiry, and may make a purchase of the Preference Shares under that contract

Management

For

For

 

 

 

 

S.11

Approve, that a general meeting of the Company, other than an AGM, may be called on not less than 14 clear days’ notice

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SMURFIT KAPPA GROUP PLC, DUBLIN

SKG ID

IE00B1RR8406

07-May-2010

1

Receive the financial statements of Company FYE 31 DEC 2009 together with the reports of the Directors and Auditors

Management

For

For

 

 

 

 

2

Receive the reports of the Directors’ remuneration FYE 31 DEC 2009

Management

For

For

 

 

 

 

3.A

Re-election of Mr. Gary McGann as a Director who retires in accordance with Articles of Association of the Company

Management

For

For

 

 

 

 

3.B

Re-election of Mr. Anthony Smurfit as a Director who retires in accordance with Articles of Association of the Company

Management

For

For

 

 

 

 

3.C

Re-election of Mr. Ian Curley as a Director who retires in accordance with Articles of Association of the Company

Management

For

For

 

 

 

 

3.D

Re-election of Mr. Frits Beurskens as a Director who retires in accordance with Articles of Association of the Company

Management

For

For

 

 

 

 

 

 

4

Authorize the Directors to fix the remuneration of the Auditors

Management

For

For

 

 

 

 

S.5

Authorize the Directors, for the purpose of Article 7.2 of the Articles of Association to allot equity securities (as defined by Section 23 of the Companies (amendment) Act 1983) for cash as if Section 23(1) of the said 1983 Act did not apply to any such allotment and that , for the purpose of Article 7.2.2 of the Articles of Association , the Section 24 amount shall, for the allotment period (as defined in Article 7.4 of the Articles of Association), be an aggregate nominal amount equal to EUR 10,921 authority expires earlier of the date of the next AGM of the Company or 06 AUG 2011 ; the Company may before such expiry make an offer or agreement which would require equity securities to be allotted after such expiry and the Directors may allot equity securities in pursuance of such offer or agreement as if the power hereby conferred had not expired

Management

For

For

 

 

 

 

S.6

Authorize the Company and/or any subsidiary (as such expression is defined by the European Communities (Public Limited Companies Subsidiaries) Regulations 1997), to make market purchases (as defined by Section 212 of the Companies Act 1990) of shares of any class of the Company on such terms and conditions and in such manner as the Directors may from time to time determine in accordance with and subject to the provisions of the Companies Act 1990 and to the restrictions and provisions set out in Article 9.4 of the Articles of Association; the re-issue price range at which any treasury shares (as defined by Section 209 of the Companies Act 1990) held by the Company may be re-issued off market shall be the range set out in Article 10 of the Articles of Association; CONTD.

Management

For

For

 

 

 

 

-

CONTD. Authority expires earlier of the date of the next AGM of the company-or 06 AUG 2011 ; the Company may before such expiry make an offer or-agreement which would require equity securities to be allotted after such-expiry and the Directors may allot equity securities in pursuance of such-offer or agreement as if the power hereby conferred had not expired

Non-Voting

 

 

 

 

 

 

S.7

Approve the general meeting, other than AGM or a meeting called for the passing of a special resolution, may be called not less than fourteen clear days’ notice

Management

For

For

 

 

 

 

S.8

Approve to replace the Articles of Association of the Company by the form of Articles of Association which have been signed by the Chairman of the meeting for the purposes of identification and which were available for inspection on the website of the Company (www.smurfitkappa.com) and at the registered office of the Company since the date of the notice

Management

For

For

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SYMRISE AG, HOLZMINDEN

SY1 GR

DE000SYM9999

11-May-2010

 

AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EI-THER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR-PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 20 APR 2010, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. THI-S IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GE-RMAN LAW. THANK YOU

Non-Voting

 

 

 

 

 

 

1.

Presentation of the financial statements and annual report for the 2009 FY wit-h the report of the Supervisory Board, the group financial statements and grou-p annual report as well as the report by the Board of Managing Directors pursu-ant to Sections 289(4) and 315(4) of the German Commercial Code

Non-Voting

 

 

 

 

 

 

2.

Resolution on the appropriation of the distributable profit of EUR 119,281,760.91 as follows: Payment of a dividend of EUR 0.50 per no-par share EUR 60,195,110.91 shall be carried forward Ex-dividend and payable date: 12 MAY 2010

Management

For

For

 

 

 

 

3.

Ratify the acts of the Board of Managing Directors

Management

For

For

 

 

 

 

4.

Ratify of the acts of the Supervisory Board

Management

For

For

 

 

 

 

5.

Appointment of Auditors for the 2010 FY and for the interim financial statements: KPMG AG, Hanover

Management

For

For

 

 

 

 

6.

Election of Thomas Rabe to the Supervisory Board

Management

For

For

 

 

 

 

7.

Amendments to the Articles of Association Section 15 shall be amended in respect of the shareholders’ meeting being announced at least 30 days prior to the date of the meeting, Section 16 in respect of shareholders registering for participation in the shareholders’ meeting at least six days prior to the meeting in written form in either English or German Section 17, in respect of the shareholders’ voting rights being exercised by proxies, those rights shall be proved in writing to the Company, Section 19, further details shall be appointed by the Board of Managing Directors

Management

For

For

 

 

 

 

 

 

8.

Renewal of the authorization to acquire own shares the existing authorization to acquire own shares shall be revoked when the below authorization comes into effect the Company shall be authorized to acquire own shares of up to 10% of its share capital through the stock exchange, at a price not deviating more than 5 % from the market price of the shares, or by way of a public repurchase offer to all shareholders, at a price not deviating more than 10% from the market price of the shares, on or before 10 MAY 2015, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to dispose of the shares in a manner other than through the stock exchange or by way of a public offer to all shareholders against payment in cash if the shares are sold at a price not materially below their market price, to use the shares for acquisition purposes, and to retire the shares

Management

For

For

 

 

 

 

9.

Resolution on the revocation of the existing authorized capital, the creation of new authorized capital and amendment to the Articles of Association, the existing authorized capital shall be revoked, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to increase the share capital by up to EUR 59,000,000 through the issue of new bearer no-par shares against contributions in cash and/or kind, for a period of five years, on or before 10 MAY 2015, Shareholders’ subscription rights may be excluded for a capital increase against cash payment of up to 10% of the share capital if the shares are issued at a price not materially below the market price of identical shares, for the issue of employee shares, for a capital increase against payment in kind, and for residual amounts

Management

For

For

 

 

 

 

10.

Approval of the remuneration system for members of the Board of Managing Directors

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

SOLVAY S A

SOLB BB

BE0003470755

11-May-2010

CMMT

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

CMMT

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

 

 

1

Receive the Management reports on the operations of the 2009 FY - External-Auditor’s reports

Non-Voting

 

 

 

 

 

 

2

Approve the report on Corporate Governance including on remuneration policy

Management

For

For

 

 

 

 

3

Consolidated accounts of the 2009 FY

Non-Voting

 

 

 

 

 

 

4

Approve the annual accounts, the allocation of profits and the gross dividend distribution for fully-paid shares at EUR 2.9333 or EUR 2.20 (net of Belgian withholding tax). In view of the EUR 0.90 (net of Belgian withholding tax) interim dividend paid on 14 JAN 2010 the balance of the dividend to be distributed amounts to EUR 1.30 net of Belgian withholding tax), payable as of 18 MAY 2010

Management

For

For

 

 

 

 

5.a

Grant to discharge to the Directors for the operations of the 2009 FY

Management

For

For

 

 

 

 

5.b

Grant to discharge to the External Auditor for the operations of the 2009 FY

Management

For

For

 

 

 

 

6.a

Appointment of Mr. Yve S-Thibault De Silguy as a Director to take over the mandate of Mr. Whitso N Sadler mandate

Management

For

For

 

 

 

 

6.b

Appoint of Mr. Yves-Thibault de Silguy as an Independent Director within the Board of Directors; during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

6.c

Election of Evelyn du Monceau as non independent Director to replace Mr. Karel Van Miert

Management

For

For

 

 

 

 

6.d.1

Re-elect Mr. Denis Solvay, as a Director for a period of 4 years, their term of office will expire immediately after the AGM of May 2014

Management

For

For

 

 

 

 

6.d.2

Re-elect Mr. Jean Martin Folz, as a Director for a period of 4 years, their term of office will expire immediately after the AGM of May 2014

Management

For

For

 

 

 

 

6.d.3

Re-elect Mr. Jean Van Zeebroeck, as a Director for a period of 4 years,their term of office will expire immediately after the AGM of May 2014

Management

For

For

 

 

 

 

6.d.4

Re-elect Mr. Bernhard Scheuble, as a Director for a period of 4 years, their term of office will expire immediately after the AGM of May 2014

Management

For

For

 

 

 

 

6.d.5

Re-elect ET Mr. Anton Van Rossum, as a Director for a period of 4 years, their term of office will expire immediately after the AGM of May 2014

Management

For

For

 

 

 

 

6.e.1

Approve to confirm Mr. Jean Martin Folz, as an Independent Director within the Board of Directors; during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

 

 

6.e.2

Approve to confirm Mr. Jean Van Zeebroeck, as an Independent Director within the Board of Directors, during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

6.e.3

Approve to confirm Mr. Bernhard Scheuble, as an Independent Director within the Board of Directors, during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

6.e.4

Approve to confirm ET Mr. Anton Van Rossum, as an Independent Director within the Board of Directors, during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

6.f.1

Appointment of Charles Casimir-Lambert as an Independent Director within the Board of Directors; during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

6.f.2

Appointment of Baron Herve Coppens D’eeckenbrugge as an Independent Director within the Board of Directors; during its meeting of 01 MAR 2010, the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 524 of the Code of Companies

Management

For

For

 

 

 

 

7.a

Appointment of the International Audit Company Deloitte represented by Mr. Eric Nys as an External Auditor for a 3 year period; his term will expire immediately after the AGM of MAY 2013; during its meeting of March 01, the Works Council of Solvay S.A. Brussels the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 156 of the Code of Companies

Management

For

For

 

 

 

 

7.b

Approve to set the remuneration of the External Auditor, which include statutory audits, the consolidated financial statements and IFRS reporting, to EUR 354,818 for 2010, EUR 351,270 for the year 2011 and EUR 351,270 for year 2012; from FY 2011, the amounts will be increased annually for inflation (index of consumer prices from December to December)

Management

For

For

 

 

 

 

7.c

Appointment of the International Audit Company Deloitte represented by Mr. Frank Verhaegen as a Substitute External Auditor for a 3-year period; his term will expire immediately after the AGM of MAY 2013; during its meeting of March 29, the Works Council of Solvay S.A. Brussels the Works Council of Solvay S.A. Brussels was informed about it, according to the Article 156 of the Code of Companies

Management

For

For

 

 

 

 

8

Any other business

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

TOGNUM AG, FRIEDRICHSHAFEN

TGM GR

DE000A0N4P43

18-May-2010

 

AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS REQUIRE THAT YOU DISCLOSE-WHETHER YOU HAVE A CONTROLLING OR PERSONAL INTEREST IN THIS COMPANY. SHOULD EI-THER BE THE CASE, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE-MAY LODGE YOUR INSTRUCTIONS ACCORDINGLY. IF YOU DO NOT HAVE A CONTROLLING OR-PERSONAL INTEREST, SUBMIT YOUR VOTE AS NORMAL. THANK YOU

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING IS 27 APR 2010 , WHEREA-S THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. TH-IS IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH THE G-ERMAN LAW. THANK YOU

Non-Voting

 

 

 

 

 

 

1.

Presentation of the financial statements and annual report for the 2009 FY wit-h the report of the Supervisory Board, the group financial statements and grou-p annual report as well as the report by the Board of Managing Directors pursu-ant to Sections 289(4 ) and 315(4) of the German Commercial Code

Non-Voting

 

 

 

 

 

 

2.

Resolution on the appropriation of the distributable profit of EUR 158,141,242.07 as follows: Payment of a dividend of EUR 0.35 per share EUR 112,159,992.07 shall be carried forward Ex-dividend and payable le date: 19 MAY 2010

Management

For

For

 

 

 

 

3.

Ratification of the acts of the Board of Managing Directors

Management

For

For

 

 

 

 

4.

Ratification of the acts of the Supervisory Board, including the retired members

Management

For

For

 

 

 

 

5.

Appointment of the Auditors for the 2010 FY and the interim reports: PricewaterhouseCoopers AG, Stuttgart

Management

For

For

 

 

 

 

6.

Renewal of the authorization to acquire own shares the company shall be authorized to acquire own shares of up to 10 percent of its share capital, at a price differing not more than 20 percent from the market price of the shares, on or before 17 MAY 2015; the Board of Managing Directors shall be authorized to dispose of the shares in a manner other than the stock exchange or an offer to shareholders if they are sold at a price not materially below their market price, to use the shares in connection with mergers and acquisitions or for satisfying conversion or option rights, to float the shares on stock exchanges, and to retire the shares

Management

For

For

 

 

 

 

 

 

7.

Amendments to the Articles of Association in connection with the Shareholder Rights Directive Implementation Law (ARUG), Section 17(2), in respect of the shareholders, meeting being announced by the Board of Managing Directors, the right of further persons to announce the meeting remaining unaffected, Section 17(3), in respect of the shareholders. meeting being announced at least 36 days in advance, not including the date of the meeting or the date of the announcement, Section 18(4), in respect of the issuance and revocation of proxy voting rights in written form or by electronic means

Management

For

For

 

 

 

 

8.

Resolution on the revocation of the existing authorized capital 2007-I, the creation of new authorized capital 2010-I, and the corresponding amendment to the Articles of Association, the Board of Managing Directors shall be authorized, with the consent of the Supervisory Board, to increase the companys share capital by up to EUR 48,662,500 through the issue of new bearer no-par shares against payment in cash and/or kind, on or before 17 MAY 2015, shareholders shall be granted subscription rights except for the issue of shares at a price not materially below their market price, for a capital increase against payment in kind for acquisition purposes, and for residual amounts

Management

For

For

 

 

 

 

9.

Resolution on the adjustment of the Supervisory Board remuneration, and the corresponding amendment to the Articles of Association each member of the Supervisory Board shall receive a fixed annual remuneration of EUR 15,000 (the chairman shall receive one and a half times this amount and the Deputy Chairman 1.25 times the amount) plus a variable remuneration of up to EUR 10,000, the chairs of committees shall receive an additional remuneration of EUR 5,000 the deputies EUR 2,500 and the ordinary members EUR 2,000

Management

For

For

 

 

 

 

10.1

Election to the Supervisory Board: Axel Arendt

Management

For

For

 

 

 

 

10.2

Election to the Supervisory Board: Albert Xaver Kirchman

Management

For

For

 

 

 

 

11.

Approval of the Board of Managing Directors remuneration system

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

CAMILLO EITZEN & CO., OSLO

CECO NO

NO0010227036

14-Jun-2010

CMMT

IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE

Non-Voting

 

 

 

 

 

 

 

 

CMMT

MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED

Non-Voting

 

 

 

 

 

 

1

Opening of the meeting by the Chairman of the Board

Management

For

For

 

 

 

 

2

Election of Chairman of the meeting and one person to countersign the minutes

Management

For

For

 

 

 

 

3

Approve the notice of the meeting and the agenda

Management

For

For

 

 

 

 

4

Approve the annual report and accounts for 2009

Management

For

For

 

 

 

 

5

Approve the remuneration to the Company’s Auditor

Management

For

For

 

 

 

 

6

Approve the remuneration to the Board Members

Management

For

For

 

 

 

 

7

Approve the Board of Directors statement regarding determination of remuneration to the Chief Executive Officer and senior management for advisory vote

Management

For

For

 

 

 

 

8

Authorize the Board of Directors to increase the Company’s share capital by issuance of new shares

Management

For

For

 

 

 

 

9

Authorize the Board of Directors to acquire the Company’s own shares

Management

For

For

 

 

 

 

10

Election of Members of the Board of Directors, the nomination committees proposal to the AGM will be available at the Company’s website before the AGM

Management

For

For

 

 

 

 

11.a

Approve to include the Nomination Committee in the Company’s Articles of Association

Management

For

For

 

 

 

 

11.b

Election of the Committees Chairman and Members, proposal to the AGM will be available at the Company’s web-site before the AGM

Management

For

For

 

 

 

 

11.c

Approve the Committees remuneration

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

TRANSGENE SA, ILLKIRCH GRAFFENSTADEN

TNG FP

FR0005175080

17-Jun-2010

CMMT

PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE.

Non-Voting

 

 

 

 

 

 

CMMT

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: Voting-instructions will be forwarded to the Global Custodians that have become-Registered Intermediaries, on the Vote Deadline Date. In capacity as-Registered Intermediary, the Global Custodian will sign the Proxy Card and-forward to the local custodian. If you are unsure whether your Global-Custodian acts as Registered Intermediary, please contact your representative

Non-Voting

 

 

 

 

 

 

O.1

Approve the financial statements for the financial YE 31 DEC 2009

Management

For

For

 

 

 

 

 

 

O.2

Approve the consolidated financial statements for the FYE 31 DEC 2009

Management

For

For

 

 

 

 

O.3

Approve the regulated agreements referred to in the special report of the Statutory Auditors

Management

For

For

 

 

 

 

O.4

Grant discharge for the duties to the Board members

Management

For

For

 

 

 

 

O.5

Approve the allocation of income.

Management

For

For

 

 

 

 

O.6

Approve the renewal of Mr. Jean-Pierre Bizzari’s term as the Board member

Management

For

For

 

 

 

 

O.7

Approve the renewal of Mr. Christian Brechot’s term as the Board member

Management

For

For

 

 

 

 

O.8

Approve the renewal of Mr. Arnaud Fayet’s term as the Board member

Management

For

For

 

 

 

 

O.9

Approve the renewal of Mr. Georges Hibon’s term as the Board member

Management

For

For

 

 

 

 

O.10

Appointment of Mr. Jean-Francois Labbe as the new Board member

Management

For

For

 

 

 

 

O.11

Approve the renewal of term of the firm Ernst and Young et Autres as the principal Statutory Auditor

Management

For

For

 

 

 

 

O.12

Appointment of the firm Auditex, Tour Ernst and Young as the Deputy Statutory Auditor

Management

For

For

 

 

 

 

O.13

Approve the renewal of term of the firm Commissariat Controle Audit-CCA, as the Principal Statutory Auditor

Management

For

For

 

 

 

 

O.14

Approve the renewal of term of the Firm Diagnostic Revisions Conseils as a Deputy Statutory Auditor

Management

For

For

 

 

 

 

O.15

Authorize the Board of Directors to proceed with transactions on the Company s shares

Management

For

For

 

 

 

 

O.16

Powers

Management

For

For

 

 

 

 

E.17

Grant authority to reduce the capital by cancellation of treasury shares held by the Company

Management

For

For

 

 

 

 

E.18

Authorize the Board of Directors to increase the capital by issuing common shares or any securities giving access to the capital with preferential subscription rights of the shareholders

Management

For

For

 

 

 

 

E.19

Authorize the Board of Directors to increase the capital by issuing common shares or any securities giving access to the capital with cancellation of preferential subscription rights

Management

For

For

 

 

 

 

E.20

Authorize the Board of Directors to increase the capital within the limit of 10% of the share capital of the Company with cancellation of preferential subscription rights pursuant to Article L.225-136, 1, Paragraph 2 of the Commercial Code

Management

For

For

 

 

 

 

E.21

Authorize the Board of Directors to increase the share capital of the Company with cancellation of preferential subscription rights in consideration for the contributions composed of securities in the event of a public exchange offer or contribution in kind involving the securities of the Company

Management

For

For

 

 

 

 

E.22

Authorize the Board of Directors to increase the number of shares, equity securities or securities to be issued in the event of share capital increase of the Company with or without preferential subscription rights of the shareholders

Management

For

For

 

 

 

 

 

 

E.23

Authorize the Board of Directors to issue shares and/or securities giving access to the share capital, whose subscription shall be reserved for employees of the Company who are members of a Company Saving Plan

Management

For

For

 

 

 

 

E.24

Grant authority to allocate for free shares of the Company to members of the salaried staff of the Company and the Group

Management

For

For

 

 

 

 

E.25

Authorize the Board of Directors to grant options giving right to subscription for new shares to be issued as part of the capital increase in favor of officers and certain given members of the staff of the Company or its subsidiaries; cancellation of preferential subscription rights in favor of the beneficiaries of the said options; powers to the Board to determine the terms of the Option Plan

Management

For

For

 

 

 

 

E.26

Amend the Articles 12 of Bylaws regarding shareholding requirements for Directors

Management

For

For

 

 

 

 

E.27

Powers

Management

For

For

 

 

 

 

CMMT

PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS AVAILABLE BY-CLICKING ON THE MATERIAL URL LINK:-https://balo.journal-officiel.gouv.fr/pdf/2010/0430/201004301001652.pdf

Non-Voting

 

 

 

 

 

 

 

PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ARTICLE NO. IF YOU HAVE-ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DE-CIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

Non-Voting

 

 

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

KDDI CORPORATION

9433 JP

JP3496400007

17-Jun-2010

 

Please reference meeting materials.

Non-Voting

 

 

 

 

 

 

1.

Approve Appropriation of Retained Earnings

Management

For

For

 

 

 

 

2.

Amend Articles to: Expand Business Lines

Management

For

For

 

 

 

 

3.1

Appoint a Director

Management

For

For

 

 

 

 

3.2

Appoint a Director

Management

For

For

 

 

 

 

3.3

Appoint a Director

Management

For

For

 

 

 

 

3.4

Appoint a Director

Management

For

For

 

 

 

 

3.5

Appoint a Director

Management

For

For

 

 

 

 

3.6

Appoint a Director

Management

For

For

 

 

 

 

3.7

Appoint a Director

Management

For

For

 

 

 

 

3.8

Appoint a Director

Management

For

For

 

 

 

 

3.9

Appoint a Director

Management

For

For

 

 

 

 

3.10

Appoint a Director

Management

For

For

 

 

 

 

3.11

Appoint a Director

Management

For

For

 

 

 

 

3.12

Appoint a Director

Management

For

For

 

 

 

 

3.13

Appoint a Director

Management

For

For

 

 

 

 

4.1

Appoint a Corporate Auditor

Management

For

For

 

 

 

 

4.2

Appoint a Corporate Auditor

Management

For

For

 

 

 

 

5.

Approve Payment of Bonuses to Corporate Officers

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

 

 

CULTURE CONVENIENCE CLUB CO.,LTD.

4756 JP

JP3220500007

22-Jun-2010

 

Please reference meeting materials.

Non-Voting

 

 

 

 

 

 

1.

Amend Articles to: Expand Business Lines

Management

For

For

 

 

 

 

2.1

Appoint a Director

Management

For

For

 

 

 

 

2.2

Appoint a Director

Management

For

For

 

 

 

 

2.3

Appoint a Director

Management

For

For

 

 

 

 

2.4

Appoint a Director

Management

For

For

 

 

 

 

2.5

Appoint a Director

Management

For

For

 

 

 

 

2.6

Appoint a Director

Management

For

For

 

 

 

 

2.7

Appoint a Director

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

NIPPON YUSEN KABUSHIKI KAISHA

9101 JP

JP3753000003

23-Jun-2010

 

Please reference meeting materials.

Non-Voting

 

 

 

 

 

 

1.

Approve Appropriation of Retained Earnings

Management

For

For

 

 

 

 

2.1

Appoint a Director

Management

For

For

 

 

 

 

2.2

Appoint a Director

Management

For

For

 

 

 

 

2.3

Appoint a Director

Management

For

For

 

 

 

 

2.4

Appoint a Director

Management

For

For

 

 

 

 

2.5

Appoint a Director

Management

For

For

 

 

 

 

2.6

Appoint a Director

Management

For

For

 

 

 

 

2.7

Appoint a Director

Management

For

For

 

 

 

 

2.8

Appoint a Director

Management

For

For

 

 

 

 

2.9

Appoint a Director

Management

For

For

 

 

 

 

2.10

Appoint a Director

Management

For

For

 

 

 

 

2.11

Appoint a Director

Management

For

For

 

 

 

 

2.12

Appoint a Director

Management

For

For

 

 

 

 

2.13

Appoint a Director

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

IINO KAIUN KAISHA,LTD.

9119 JP

JP3131200002

25-Jun-2010

1

Approve Appropriation of Profits

Management

For

For

 

 

 

 

2.1

Appoint a Director

Management

For

For

 

 

 

 

2.2

Appoint a Director

Management

For

For

 

 

 

 

2.3

Appoint a Director

Management

For

For

 

 

 

 

2.4

Appoint a Director

Management

For

For

 

 

 

 

2.5

Appoint a Director

Management

For

For

 

 

 

 

2.6

Appoint a Director

Management

For

For

 

 

 

 

2.7

Appoint a Director

Management

For

For

 

 

 

 

3

Appoint a Corporate Auditor

Management

For

For

 

 

 

 

4

Approve Adoption of Anti-Takeover Defense Measures

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

MEIJI HOLDINGS CO.,LTD.

2269 JP

JP3918000005

29-Jun-2010

1.1

Appoint a Director

Management

For

For

 

 

 

 

1.2

Appoint a Director

Management

For

For

 

 

 

 

1.3

Appoint a Director

Management

For

For

 

 

 

 

1.4

Appoint a Director

Management

For

For

 

 

 

 

1.5

Appoint a Director

Management

For

For

 

 

 

 

1.6

Appoint a Director

Management

For

For

 

 

 

 

1.7

Appoint a Director

Management

For

For

 

 

 

 

1.8

Appoint a Director

Management

For

For

 

 

 

 

1.9

Appoint a Director

Management

For

For

 

 

 

 

 

 

1.10

Appoint a Director

Management

For

For

 

 

 

 

2

Appoint Accounting Auditors

Management

For

For

 

 

 

 

3

Appoint a Supplementary Auditor

Management

For

For

 

 

 

 

4

Determine the Compensation to be received by Directors and Corporate Auditors

Management

For

For

 

 

 

 

 

 

 

 

 

Company Name

Ticker

ISIN/CUSIP

Meeting Date

Item

Ballot Issues

Proponent

Vote

Mgmt Rec

THE KANSAI ELECTRIC POWER COMPANY,INCORPORATED

9503 JP

JP3228600007

29-Jun-2010

1

Approve Appropriation of Profits

Management

For

For

 

 

 

 

2.1

Appoint a Director

Management

For

For

 

 

 

 

2.2

Appoint a Director

Management

For

For

 

 

 

 

2.3

Appoint a Director

Management

For

For

 

 

 

 

2.4

Appoint a Director

Management

For

For

 

 

 

 

2.5

Appoint a Director

Management

For

For

 

 

 

 

2.6

Appoint a Director

Management

For

For

 

 

 

 

2.7

Appoint a Director

Management

For

For

 

 

 

 

2.8

Appoint a Director

Management

For

For

 

 

 

 

2.9

Appoint a Director

Management

For

For

 

 

 

 

2.10

Appoint a Director

Management

For

For

 

 

 

 

2.11

Appoint a Director

Management

For

For

 

 

 

 

2.12

Appoint a Director

Management

For

For

 

 

 

 

2.13

Appoint a Director

Management

For

For

 

 

 

 

2.14

Appoint a Director

Management

For

For

 

 

 

 

2.15

Appoint a Director

Management

For

For

 

 

 

 

2.16

Appoint a Director

Management

For

For

 

 

 

 

2.17

Appoint a Director

Management

For

For

 

 

 

 

2.18

Appoint a Director

Management

For

For

 

 

 

 

2.19

Appoint a Director

Management

For

For

 

 

 

 

2.20

Appoint a Director

Management

For

For

 

 

 

 

3

Appoint a Corporate Auditor

Management

For

For

 

 

 

 

4

Approve Payment of Bonuses to Directors

Management

For

For

 

 

 

 

5

Shareholder’s Proposal: Amend Articles to Base All Operations on Global CSR Standards

Shareholder

Against

For

 

 

 

 

6

Shareholder’s Proposal: Amend Articles to Disclose Minutes of Shareholders’ Meeting over the Internet, Including Criticism

Shareholder

Against

For

 

 

 

 

7

Shareholder’s Proposal: Amend Articles to Reduce Maximum Board Size to 12

Shareholder

Against

For

 

 

 

 

8

Shareholder’s Proposal: Amend Articles to Reduce Maximum Auditors Board Size to 6, and Include 3 Members of an Environmental Protection NGO

Shareholder

Against

For

 

 

 

 

9

Shareholder’s Proposal : Amend Articles to Play an Active Role in Promoting Global Environmental Conservation

Shareholder

Against

For

 

 

 

 

10

Shareholder’s Proposal: Amend Articles to Declare a Shift from Nuclear Power Generation to Renewable Energy-based Power Generation for Global Environmental Conservation and Persuit of Sustainablity of Energy Source

Shareholder

Against

For

 

 

 

 

11

Shareholder’s Proposal: Amend Articles to Shift Towards Policies to Reduce Energy Consumption

Shareholder

Against

For

 

 

 

 

 

 

12

Shareholder’s Proposal: Amend Articles to Prioritize Workers’ Rights and Those of Consumers and Local Residents

Shareholder

Against

For

 

 

 

 

13

Shareholder’s Proposal : Amend Articles to Prioritize Investment in ‘Lifeline’ Facilities to Create Employment

Shareholder

Against

For

 

 

 

 

14

Shareholder’s Proposal: Approve Appropriation of Profits; Dividends to Rise JPY10 from the Company’s Proposal

Shareholder

Against

For

 

 

 

 

15

Shareholder’s Proposal: Remove a Director

Shareholder

Against

For

 

 

 

 

16

Shareholder’s Proposal: Amend Articles to: Promote a Shift from Nuclear Power to Natural Energy

Shareholder

Against

For

 

 

 

 

17

Shareholder’s Proposal: Amend Articles to Disclose Each Director’s and Corporate Auditor’s Compensation and Bonus

Shareholder

Against

For

 

 

 

 

18

Shareholder’s Proposal: Amend Articles to Abolish Use of Reprocessed Spent Nuclear Fuel

Shareholder

Against

For

 

 

 

 

19

Shareholder’s Proposal: Amend Articles to Prohibit the Use of Plutonium

Shareholder

Against

For

 

 

 

 

20

Shareholder’s Proposal: Amend Articles to Shut Down Nuclear Facilities Where an Active Fault Exists Within 10km

Shareholder

Against

For

 

 

 

 

 

 

 

 

 

 

 

 

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.

 

Quantitative Group of Funds

 

(Registrant)

 

 

By:

/s/ Willard L. Umphrey

 

Willard L. Umphrey, President

 

 

Date:

August 12, 2010