N-PX 1 apex.htm

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 811-06680

BHIRUD FUNDS INC.

(Exact name of registrant as specified in charter)

c/o Bhirud Associates, Inc.

3 Thorndal Circle

Darien, Connecticut 06820

(Address of principal executive offices)

(Zip code)

SURESH BHIRUD

Bhirud Associates, Inc.

3 Thorndal Circle

Darien, Connecticut 06820

(Name and address of agent for service)

Registrant's telephone number, including area code: (203) 662-6659

Date of fiscal year end: July 31

Date of reporting period: June 30, 2007

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

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

ITEM 1. PROXY VOTING RECORD:

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

(a).

The name of the issuer of the portfolio security;

(b).

The exchange ticker symbol of the portfolio security;

(c).

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

(d).

The shareholder meeting date;

(e).

A brief identification of the matter voted on;

(f).

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

(g).

Whether the Registrant cast its vote on the matter;

(h).

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

(i).

Whether the Registrant cast its vote for or against management.

Apex Mid Cap Growth Fund

AGILENT TECHNOLOGIES, INC.

	Ticker Symbol:A	Cusip Number:00846U101
	Record Date: 1/2/2007	Meeting Date: 2/27/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Vote for election of the following nominees: 01-Paul N. Clark, 02-James G. Cullen, 03-Robert L. Joss

Abstained

Issuer

For

N/A

The ratification of the audit and finance committee's appointment of PriceWaterhouseCoopers LLP as Agilent's independent registered public acounting firm.

For

Issuer

For

With

AK STEEL HOLDING CORP.

	Ticker Symbol:AKS	Cusip Number:001547108
	Record Date: 3/27/2007	Meeting Date: 5/24/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Richard A. Abdoo, 02-John S. Brinzo, 03-William K. Gerber, 04-Dr. Bonnie G. Hill, 05-Robert H. Jenkins, 06-Daniel J. Meyer, 07-Shirley D. Peterson, 08-Dr. James A. Thomson, 09-James L. Wainscott

For

Issuer

For

With

APPLIED DIGITAL SOLUTIONS, INC.

	Ticker Symbol:ADSX	Cusip Number:038188306
	Record Date: 4/27/2007	Meeting Date: 6/16/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Scott R. Silverman

For

Issuer

For

With

Ratification of the appointment of Eisner LLP as the company's independent registered public accounting firm for the year ending December 31, 2007.

For

Issuer

For

With

Approval of eliminating a cash obligation to Scott R. Silverman, the chairman of the company's Board of Directors and former Chief Executive Officer, by issuing an equal value of shares of the company's common stock, per the terms of an agreement between Mr. Silverman and the company dated December 5, 2006, and as amended on March 14, 2007.

For

Issuer

For

With

CIENA CORPORATION

	Ticker Symbol:CIEN	Cusip Number:171779309
	Record Date: 1/19/2007	Meeting Date: 3/14/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Lawton W. Fitt, 02-Patrick H Nettles Ph.D., 03-Michael J. Rowny

Abstained

Issuer

For

N/A

Ratification of the election by the Board of Directors of Bruce L. Claflin as a Class III director in accordance with Ciena's principles of corporate governance.

For

Issuer

For

With

Ratification of the appointment of Pricewaterhousecoopers LLP as Ciena's independent registered public accounting firm for the current fiscal year.

For

Issuer

For

With

CMGI, INC.

	Ticker Symbol:CMGI	Cusip Number:125750109
	Record Date: 10/18/2006	Meeting Date: 12/6/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for the election of the following nominees: 01-Francis J. Jules, 02-Joseph C. Lawler, 03-Michael J. Mardy

For

Issuer

For

With

To authorize the board of directors, in its discretion, to effect a 1-for-5 reverse stock split, without further approval or authorization of the company's stockholders.

For

Issuer

For

With

To authorize the board of directors, in its discretion, to effect a 1-for-10 reverse stock split, without further approval or authorization of the company's stockholders.

For

Issuer

For

With

To authorize the board of directors, in its discretion, to effect a 1-for-15 reverse stock split, without further approval or authorization of the company's stockholders.

For

Issuer

For

With

To authorize the board of directors, in its discretion, to effect a 1-for-20 reverse stock split, without further approval or authorization of the company's stockholders.

For

Issuer

For

With

To ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the current fiscal year.

For

Issuer

For

With

DIVX, INC.

	Ticker Symbol:DIVX	Cusip Number:255413106
	Record Date: 4/23/2007	Meeting Date: 6/4/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-R. Jordan Greenhall, 02-Christopher McGurk

For

Issuer

For

With

To ratify the selection by the audit committee of our Board of Directors of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2007.

For

Issuer

For

With

GENEREX BIOTECHNOLOGY CORP

	Ticker Symbol:GNBT	Cusip Number:371485103
	Record Date: 4/20/2007	Meeting Date: 5/29/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Anna E. Gluskin, 02-Rose C. Perri, 03-Gerald Bernstein, M.D., 04-John P. Barratt, 05-Brian T. McGee, 06-Peter G. Amanatides, 07-Nola E. Masterson

For

Issuer

For

With

To ratify the appointment of Danziger & Hochman, chartered accountants as Generex's independent public accountants for the fiscal year ending July 31, 2007.

For

Issuer

For

With

IMCLONE SYSTEMS, INC.

	Ticker Symbol:IMCL	Cusip Number:45245W109
	Record Date: 8/15/2006	Meeting Date: 9/20/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Vote for election of the following nominees: 01-Andrew G. Bodnar, 02-William W. Crouse, 03-Alexander J. Denner, 04-Vincent T. Devita, Jr., 05-John A. Fazio, 06-Joseph L. Fischer, 07-Carl C. Icahn, 08-David M. Kies, 09-William R. Miller, 10-Richard C. Mulligan, 11-David Sidransky, 12-Charles Woler

For

Issuer

For

With

Ratification of the appointment of KPMG LLP to serve as the company's independent registered public accounting firm for the fiscal year ending December 31, 2006.

For

Issuer

For

With

Approval of the IMClone Systems Incorporated 2006 stock incentive plan.

For

Issuer

For

With

INTERNAP NETWORK SERVICES CORP

	Ticker Symbol:IIP	Cusip Number:45885A300
	Record Date: 12/29/2006	Meeting Date: 2/20/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

To approve the issuance of shares of Internap common stock in the merger contemplated by the agreement and plan of merger by and among Internap Network Services Corporation, Ivy Acquisition Corp., and Vitalstream Holdings, Inc., and adopt the merger agreement.

For

Issuer

For

With

To adjourn the special meeting if a quorum is present, if necessary, to solicit additional proxies if there are not sufficient votes in favor of proposal 1.

For

Issuer

For

With

JONES SODA CO.

	Ticker Symbol:JSDA	Cusip Number:48023P106
	Record Date: 4/10/2007	Meeting Date: 5/31/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Election of directors: 01-Peter M. Van Stolk, 02-Scott Bedbury, 03-Richard S. Eiswirth Jr, 04-Michael M. Fleming, 05-John J. Gallagher, Jr., 06-Stephen C. Jones, 07-alfred W. Rossow, Jr.

Abstained

Issuer

For

N/A

Approval of amendments to the 2002 stock option and restricted stock plan, including to permit awards of restricted stock grants.

For

Issuer

For

With

Adoption of our 2007 employee stock purchase plan.

For

Issuer

For

With

Ratification of the appointment of KPMG LLP as our independent auditors for the fiscal year ending December 31, 2007.

For

Issuer

For

With

KNIGHT CAPITAL GROUP, INC.

	Ticker Symbol:NITE	Cusip Number:499005106
	Record Date: 4/2/2007	Meeting Date: 5/9/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Election of director: William L. Bolster

For

Issuer

For

With

Election of director: Gary R. Griffith

For

Issuer

For

With

Election of director: Thomas M. Joyce

For

Issuer

For

With

Election of director: Robert M. Lazarowitz

For

Issuer

For

With

Election of director: Thomas C. Lockburner

For

Issuer

For

With

Election of director: James T. Milde

For

Issuer

For

With

Election of director: Rodger O. Riney

For

Issuer

For

With

Election of director: Laurie M. Shahon

For

Issuer

For

With

To ratify the appointment of Pricewaterhousecoopers LLP as the company's independent auditor for 2007.

For

Issuer

For

With

MARTEK BIOSCIENCES CORP.

	Ticker Symbol:MATK	Cusip Number:572901106
	Record Date: 1/19/2007	Meeting Date: 3/15/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Election of director: Douglas J. MacMaster, Jr.

For

Issuer

For

With

Election of director: Eugene H. Rotberg

For

Issuer

For

With

To approve a proposed amendment to our certificate of incorporation to declassify our board so that, beginnng in 2008, directors will be elected for one-year terms

For

Issuer

For

With

To ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year 2007

For

Issuer

For

With

MEMC ELECTRONIC MATERIALS, INC.

	Ticker Symbol:WFR	Cusip Number:552715104
	Record Date: 3/1/2007	Meeting Date: 4/25/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-John Marren, 02-William E. Stevens, 03-James B. Williams

For

Issuer

For

With

Approval of amendment to 2001 plan.

For

Issuer

For

With

MILLENNIUM PHARMACEUTICALS, INC.

	Ticker Symbol:MLNM	Cusip Number:599902103
	Record Date: 3/15/2007	Meeting Date: 5/10/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Deborah Dunsire*, 02-Robert F. Friel*, 03-A. Grant Heidrich, III*, 04-Charles J. Homcy*, 05-Raju S. Kucherlapati*, 06-Mark J. Levin*, 07-Norman C. Selby*, 08-Kenneth E. Weg*, 09-Anthony H. Wild*, 10-Charles J. Homcy**, 11-Raju S. Kucherlapati**

Abstained

Issuer

For

N/A

Amend our restated certificate of incorporation, as amended, to declassify our board of directors so that all directors are elected annually and to eliminate the supermajority voting provision relating to removal of directors.

For

Issuer

For

With

Amend our restated certifcate of incorporation, as amended, to eliminate supermajority voting provisions.

For

Issuer

For

With

Approve our 2007 incentive plan.

For

Issuer

For

With

Ratify the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2007.

For

Issuer

For

With

NETFLIX INC.

	Ticker Symbol:NFLX	Cusip Number:64110L106
	Record Date: 3/21/2007	Meeting Date: 5/17/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Timothy M. Haley, 02-Michael N. Schuh, 03-Gregory S. Stanger

For

Issuer

For

With

To ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the year ending December 31, 2007.

For

Issuer

For

With

RITE AID CORP

	Ticker Symbol:RAD	Cusip Number:767754104
	Record Date: 5/8/2007	Meeting Date: 6/27/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Andre Belzile, 02-George G. Golleher, 03-Mary F. Sammons, 04-Philip G. Satre

For

Issuer

For

With

SHANDA INTERACTIVE ENTERTAINMENT LT

	Ticker Symbol:SNDA	Cusip Number:81941Q203
	Record Date: 9/14/2006	Meeting Date: 10/25/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Elect the following director to serve for the ensuing year: Chen Tianqiao

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Tang Jun

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Chen Danian

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Luo Qianqian

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Xiong Chengyu

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Huang Jingsheng

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Bruno Wu

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Tan Qunzhao

For

Issuer

For

With

Elect the following director to serve for the ensuing year: Zhang Yong

For

Issuer

For

With

SIFY LIMITED

	Ticker Symbol:SIFY	Cusip Number:82655M107
	Record Date: 8/1/2006	Meeting Date: 9/18/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Approval to adopt the audited balance sheet as of March 31, 2006 and the profit and loss account, the auditors' report and the directors' report for the year ended March 31, 2006.

For

Issuer

For

With

Approval to re-appoint Dr T H Chowdary as a director, as set forth in the company's notice of meeting enclosed herewith.

Abstained

Issuer

For

N/A

Approval to re-appoint Dr S K Rao as a director, as set forth in the company's notice of meeting enclosed herewith.

For

Issuer

For

With

Approval to re-appoint M/S BSR & Co., Chartered Accounts for a further period of one year i.e. till the conclusion of the next annual general meeting, and fix their remuneration.

For

Issuer

For

With

Approval to appoint Mr. Raju Vegesna as a director, as set forth in the company's notice of meeting.

For

Issuer

For

With

Approval to appoint Mr P S Raju as a director, as set forth in the company's notice of meeting.

For

Issuer

For

With

Approval of the amendment of the memorandum of association, as set forth in the company's notice of meeting enclosed herewith.

For

Issuer

For

With

Approval of the commencement of new business, as set forth in the company's notice of meeting enclosed herewith.

For

Issuer

For

With

Approval of the appointment of the managing director, as set forth in the company's notice of meeting enclosed herewith.

For

Issuer

For

With

SOHU.COM, INC.

	Ticker Symbol:SOHU	Cusip Number:83408W103
	Record Date: 4/18/2007	Meeting Date: 6/8/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the folowing nominees: 01-Dr. Charles Zhang, 02-Mr. Charles Huang, 03-Dr. Dave Qi, 04-Mr. Shi Wang, 05-Dr. Zhonghan Deng

Abstained

Issuer

For

N/A

Ratification of appointment of Pricewaterhousecoopers Zhong Tian CPAs Limited Company as independent auditors.

For

Issuer

For

With

TASER INTERNATIONAL INC.

	Ticker Symbol:TASR	Cusip Number:87651B104
	Record Date: 3/26/2007	Meeting Date: 5/25/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-John S. Caldwell, 02-Bruce R. Culver, 03-Michael Garnreiter

For

Issuer

For

With

To ratify appointment of Grant Thornton LLP as the company's independent registered public accounting firm for 2007.

Abstained

Issuer

For

N/A

Resolution to eliminate testing Taser products on live animals.

Abstained

Stockholder

Against

N/A

THORATEC CORP.

	Ticker Symbol:THOR	Cusip Number:885175307
	Record Date: 3/30/2007	Meeting Date: 5/18/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees 01-Gerhard F. Burbach, 02-Howard E. Chase, 03-J. Daniel Cole, 04-Neil F. Dimick, 05-D. Keith Grossman, 06-J. Donald Hill, 07-Daniel M. Mulvena

For

Issuer

For

With

Ratification of the appointment of Deloitte Touche LLP as the company's independent auditors for its fiscal year ending December 29, 2007.

For

Issuer

For

With

TRAVELZOO INC.

	Ticker Symbol:TZOO	Cusip Number:89421Q106
	Record Date: 4/17/2007	Meeting Date: 6/14/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Ralph Bartel, 02-Holger Bartel, 03-David Ehrlich, 04-Donovan Neale-May, 05-Kelly Urso

For

Issuer

For

With

UNIVISION COMMUNICATIONS INC.

	Ticker Symbol:UVN	Cusip Number:914906102
	Record Date: 8/17/2006	Meeting Date: 9/27/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Consider and vote upon a proposal to adopt the agreement and plan of merger, dated as of June 26, 2006, by and among Univision Communications Inc., Umbrella Holdings, LLC, a Delavare limited liability company (the """"Buyer""""), and Umbrella Acquisition, Inc., a Delaware corporation and a wholly-oned subsidiary of the buyer.

For

Issuer

For

With

Approve the adjournment of the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to adopt the merger agreement.

For

Issuer

For

With

VA SOFTWARE CORPORATION

	Ticker Symbol:LNUX	Cusip Number:91819B105
	Record Date: 10/9/2006	Meeting Date: 12/6/2006

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Election of directors: 01-Ali Jenab, 02-Ram Gupta

For

Issuer

For

With

To ratify the appointment of Stonefield Josephson, Inc. as the company's independent registered public accounting firm for the fiscal year ending July 31, 2007.

For

Issuer

For

With

VERIGY LTD.

	Ticker Symbol:VRGY	Cusip Number:Y93691106
	Record Date: 2/15/2007	Meeting Date: 4/11/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

Re-election of Mr. C. Scott Gibson as a Class I director of the company.

For

Issuer

For

With

Re-election of Mr. Eric Meurice as a Class I director of the company.

For

Issuer

For

With

Re-election of Dr. Claudine Simson as a Class I director of the company.

For

Issuer

For

With

Re-election of Mr. Adrian Dillon as a Class II director of the company.

For

Issuer

For

With

Re-election of Mr. Ernest L. Godshalk as a Class II director of the company.

For

Issuer

For

With

Re-election of Mr. Keith L. Barnes as a Class III director of the company.

For

Issuer

For

With

Re-election of Mr. Paul Chan Kwai Wah as a Class III director of the company.

For

Issuer

For

With

The re-appointment of Pricewaterhousecoopers as the Singapore independent auditors for the company for fiscal year 2007, and authorization for the Board of Directors to fix Pricewaterhousecoopers' remuneration.

For

Issuer

For

With

The authorization for the directors of the company to allot and issue ordinary shares.

For

Issuer

For

With

Approve, ratify and confirm the director cash compensation and additional cash compensation of the audit, compensation and nominating and governance committees paid during fiscal year 2006.

For

Issuer

For

With

Approve, ratify and confirm the director cash compensation and additional cash compensation for the respective chairpersons of the audit, compensation and nominating and governance committees paid for the approximately 17.5-month period from Novemer 1, 2007 through the 2008 annual general meeting of shareholders.

For

Issuer

For

With

VIVUS INC

	Ticker Symbol:VVUS	Cusip Number:928551100
	Record Date: 4/23/2007	Meeting Date: 6/11/2007

Proposal #

Proposal

Vote

Author

MRV*

vs. Mgmt

A vote for election of the following nominees: 01-Virgil A. Place, M.D., 02-Leland F. Wilson, 03-Mark B. Logan, 04-Mario M. Rosati, 05-L.M.D. Shortliffe, M.D., 06-Graham Strachan

For

Issuer

For

With

Ratification of the appointment of Odenberg, Ullakko, Muranishi & Co. LLP as independent public auditors of the company for the fiscal year ending December 31, 2007.

For

Issuer

For

With

* Management Recommended Vote

SIGNATURES

Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

BHIRUD FUNDS INC.

By /s/Suresh L. Bhirud

* Suresh L. Bhirud

President and Treasurer

Date: August 30, 2007

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