UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-21547
NAME OF REGISTRANT: Calamos Global Total Return
Fund
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 2020 Calamos Court
Naperville, IL 60563
NAME AND ADDRESS OF AGENT FOR SERVICE: James S. Hamman, Jr., Secretary
2020 Calamos Court
Naperville, IL 60563
REGISTRANT'S TELEPHONE NUMBER: (630)245-7200
DATE OF FISCAL YEAR END: 10/31
DATE OF REPORTING PERIOD: 07/01/2006 - 06/30/2007
Calamos Global Total Return Fund
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AMERICA MOVIL, S.A.B. DE C.V. Agenda Number: 932692230
--------------------------------------------------------------------------------------------------------------------------
Security: 02364W105
Meeting Type: Special
Meeting Date: 27-Apr-2007
Ticker: AMX
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
I APPOINTMENT OR, AS THE CASE MAY BE, REELECTION Mgmt Abstain
OF THE MEMBERS OF THE BOARD OF DIRECTORS OF
THE COMPANY THAT THE HOLDERS OF THE SERIES
L SHARES ARE ENTITLED TO APPOINT. ADOPTION
OF RESOLUTIONS THEREON.
II APPOINTMENT OF DELEGATES TO EXECUTE AND, IF Mgmt For
APPLICABLE, FORMALIZE THE RESOLUTIONS ADOPTED
BY THE MEETING. ADOPTION OF RESOLUTIONS THEREON.
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ASTELLAS PHARMA INC. Agenda Number: 701235079
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Security: J03393105
Meeting Type: AGM
Meeting Date: 26-Jun-2007
Ticker:
ISIN: JP3942400007
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note this announcement is being provided Non-Voting
to inform you that the true agenda has been
released and is available for your review.
(Please refer to the attached PDF files.)
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend the Articles of Incorporation Mgmt For For
3.1 Appoint a Director Mgmt Abstain Against
3.2 Appoint a Director Mgmt Abstain Against
3.3 Appoint a Director Mgmt Abstain Against
3.4 Appoint a Director Mgmt Abstain Against
3.5 Appoint a Director Mgmt Abstain Against
3.6 Appoint a Director Mgmt Abstain Against
3.7 Appoint a Director Mgmt Abstain Against
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5. Appoint a Substitute Corporate Auditor Mgmt For For
6. Approve Payment of Bonuses to Corporate Officers Mgmt For For
7. Approve Provision of Remuneration to the Directors Mgmt For For
of the Board as a Group for Stock Option Scheme
as Stock-Linked Compensation Plan
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AUSTRALIAN STOCK EXCHANGE LTD Agenda Number: 701064420
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Security: Q1080Z105
Meeting Type: AGM
Meeting Date: 09-Oct-2006
Ticker:
ISIN: AU000000ASX7
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting
ID 337444 DUE TO CHANGE IN VOTING STATUS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
1. Receive the financial report, the Directors Non-Voting
report and the Auditors report for ASX and
its controlled entities for the YE 30 JUN 2006
2. Receive the financial report and the Auditors Non-Voting
report for the National Guarantee Fund for
the YE 30 JUN 2006
3. Adopt the remuneration report Mgmt For For
4. Elect Mr. Rich Holliday-Smith as a Director Mgmt For For
of ASX
5. Elect Mr. Jillian Segal as a Director of ASX, Mgmt For For
who retires by rotation
6. Elect Mr. Michael Sharpe as a Director of ASX, Mgmt For For
who retires by rotation
7. Elect Mr. Peter Warne as a Director of ASX Mgmt For For
8. Approve to change the Company to ASX Limited, Mgmt For For
effective no later than 01 JAN 2007
9. Amend the Company s Constitution, as specified Mgmt For For
10. Approve, for all the purposes including for Mgmt For For
the purpose of Listing Rule 10.14, the grant
of performance rights to acquire shares in
ASX and the issue or transfer of shares in
ASX, to Mr. Robert Elstone under the ASX long-term
Incentive Plan as specified
11. Approve, for all the purposes including for Mgmt For For
the purpose of Listing Rule 10.11, to issue
134,000 ASX shares to Mr. Robert Elstone as
specified
12. Approve, in accordance with Section 256C(1) Mgmt For For
of the corporations Act 2001, to reduce the
share capital of the Company by paying the
sum of AUD 0.585 per fully paid ordinary share
on issue on the record date as specified
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BANK OF PIRAEUS Agenda Number: 701131271
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Security: X06397107
Meeting Type: EGM
Meeting Date: 14-Mar-2007
Ticker:
ISIN: GRS014013007
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT ELIG: INCLUDES SETTLED POSITION Non-Voting
PLUS ALL PURCHASES WITH SETTLEMENT DATE UP
TO THE RDDT, ALL SALES WITH SETTLEMENT DATE
AFTER THE GM THAT HAVE NOT BEEN ANALYZED AND
EXCLUDES INBA AND DERIVATIVES POSITION. IF
NO ACTIONS RECEIVED, NO ACTION WILL BE TAKEN
THE INSTRUCTED SHARES WILL BE UNBLOCKED THE
NEXT BUSINESS DAY AFTER THE MEETING DATE (MEET).
THERE WILL BE NO FURTHER POSTING ON THIS ISSUE.
THANK YOU.
1. Approve the share capital increase by contribution Mgmt Take No Action
of at least 308,872,139 shares and maximum
of 772,180,348 shares of Marfin Popular Bank
Public Co, Ltd and abolition of the preemptive
right of current shareholders of Piraeus Bank
S.A., in favour of the shareholders of the
above mentioned company, who will accept the
public offer made by Piraeus Bank S.A for the
acquisition of a percentage of at least 40%
and a maximum of 100% of Marfinpopular Bank
Public Co. Ltd share capital
2. Approve the amendment of article 5 of the Articles Mgmt Take No Action
of Association on the share capital.
3. Approve the granting of relative authorizations Mgmt Take No Action
to the Board of Directors of the Bank.
THIS MEETING IS A THIRD CALL MEETING. IF YOU Non-Voting
HAVE ALREADY VOTED AT THE SECOND CALL MEETING
WHICH WAS HELD ON FEBRUARY 26, 2007, PLEASE
NOTE YOU DO NOT HAVE TO VOTE AGAIN UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
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BANK OF PIRAEUS Agenda Number: 701162581
--------------------------------------------------------------------------------------------------------------------------
Security: X06397107
Meeting Type: AGM
Meeting Date: 03-Apr-2007
Ticker:
ISIN: GRS014013007
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting
1. Approve the Banks annual financial statements Mgmt Take No Action
2006, together with the Board of Directors
and the Auditors relevant reports and profits
distribution
2. Approve the exemption of the Board of Director Mgmt Take No Action
Members and the Certified Auditors from any
liability for indemnity for the FY 2006
3. Approve the Banks Board of Director and Executives Mgmt Take No Action
remuneration and indemnities
4. Elect the Certified Auditors, regular and substitute, Mgmt Take No Action
for the FY 2007
5. Ratify the election of new Board of Director Mgmt Take No Action
Members in replacement of resigned Members
6. Approve to preapprove the fees to the Members Mgmt Take No Action
of the Board of Director
7. Approve to purchase the Banks own shares, according Mgmt Take No Action
to Article 16 Paragraph 5 to 14 of Law 2190/1920
8. Authorize the Board of Director Members and Mgmt Take No Action
Banks Managers, pursuant to Article 23 of the
Codified Law 2190/1920, for their participation
in associated Companies management, pursuant
to Article 42e Paragraph 5 of the Codified
Law 2190/1920
9. Authorize the Board of Director to increase Mgmt Take No Action
each time the share capital, according to Article
13 Paragraph 1B of Law 2190/1920
10. Various announcements Non-Voting
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BANK OF PIRAEUS Agenda Number: 701192320
--------------------------------------------------------------------------------------------------------------------------
Security: X06397107
Meeting Type: AGM
Meeting Date: 16-Apr-2007
Ticker:
ISIN: GRS014013007
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorize the Board of Directors to increase Mgmt Take No Action
the share capital according to Article 13 Paragraph
1 of Law 2190/1920
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BANK OF PIRAEUS Agenda Number: 701216574
--------------------------------------------------------------------------------------------------------------------------
Security: X06397107
Meeting Type: OGM
Meeting Date: 03-May-2007
Ticker:
ISIN: GRS014013007
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorization to the Board of Directors to increase Mgmt Take No Action
the Bank s share capital, in accordance with
Article 13 Paragraph 1B, Law 2190/1920.
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BRITISH AMERICAN TOBACCO PLC Agenda Number: 701183179
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Security: G1510J102
Meeting Type: AGM
Meeting Date: 26-Apr-2007
Ticker:
ISIN: GB0002875804
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the accounts and the reports of the Mgmt For For
Directors and the Auditors YE 31 DEC 2006
2. Approve the remuneration report of the Directors Mgmt For For
YE 31 DEC 2006
3. Declare a final dividend of 40.2p per ordinary Mgmt For For
share in respect of the YE 31 DEC 2006, payable
on 03 MAY 2007 to shareholders on the register
at the close of business on 09 MAR 2007
4. Re-appoint PricewaterhouseCoopers LLP as the Mgmt For For
Company s Auditors
5. Authorize the Directors to agree the Auditors Mgmt For For
remuneration
6.a Re-appoint Mr. Paul Adams as a Director Mgmt For For
6.b Re-appoint Mr. Robert Lerwill as a Director Mgmt For For
6.c Re-appoint Sir Nicholas Scheele as a Director Mgmt For For
6.d Re-appoint Mr. Thys Visser as a Director Mgmt For For
7. Authorize the Directors, in accordance with Mgmt For For
Section 80 of the Companies Act 1985, to allot
relevant securities Section 80(2) of that
Act up to an aggregate nominal amount of GBP
171,871,064; Authority expires at the conclusion
of the next AGM of the Company; and the Directors
may allot relevant securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.8 Authorize the Directors, pursuant to Section Mgmt For For
95(1) of the Companies Act 1985, to allot equity
securities Section 94 of that Act for cash,
disapplying the statutory pre-emption rights
Section 89(1) of the Act, provided that this
power is limited to the allotment of equity
securities: i) in connection with a rights
issue, open offer or other pre-emptive offering
in favor of ordinary shareholders of 25p each
of the Company; ii) up to an aggregate nominal
amount of GBP 25,780,659; Authority expires
at the conclusion of the next AGM of the Company;
and Directors may allot equity securities after
the expiry of this authority in pursuance of
such an offer or agreement made prior to such
expiry
9. Approve, the waiver granted by the Panel on Mgmt For For
takeovers and mergers of the obligations which
may otherwise arise, pursuant to Rule 9 of
the City Code on takeovers and mergers for
R & R as specified to make a general offer
to the shareholders of the Company for all
the issued ordinary shares of 25p each in the
capital of the Company as a result of any market
purchases of ordinary shares by the Company
pursuant to the authority granted by Resolution
10
S.10 Authorize the Company, to make market purchases Mgmt For For
Section 163(3) of the Companies Act 1985
up to 206.2 million of ordinary shares of 25
pence each in the capital of the Company, at
a minimum price of 25p and an amount equal
to 105% of the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires at the
conclusion of the next AGM of the Company;
and the Company may make a contract to purchase
ordinary shares which will or may be executed
wholly or partly after such expiry
11. Approve, the British American Tobacco 2007 Long Mgmt For For
Term Incentive Plan, as specified and authorize
the Directors of the Company to do all such
acts and things as they may consider appropriate
to bring the same into effect
12. Approve that the British American Tobacco Sharesave Mgmt For For
Scheme the Sharesave Scheme, as specified,
be extended for a further period of 10 years
and the amendments to the Sharesave Scheme,
as specified and authorize the Directors of
the Company to do all such acts and things
as they may consider appropriate to bring the
same into effect
S.13 Ratify, the entry in the audited accounts of Mgmt For For
the Company for YE 31 DEC 2006, whereby distributable
profits of the Company were appropriated to
the payment of the interim dividend on the
Company s ordinary shares of 15.7p per ordinary
share paid on 13 SEP 2006 to the shareholders
to register at the close of business on 04
AUG 2006 the Interim Dividend; any claims
which are Company may have in respect of the
payment of the Interim Dividend on the Company
s ordinary shares against its shareholders
who appeared on the register of shareholders
on the relevant record date be released with
effect from 13 SEP 2006 and a deed of release
in favor of such shareholders be entered in
to by the Company in the form of the deed as
specified; any distribution involved in the
giving of any such release in relation to the
Interim Dividend be made out of the profits
appropriated to the Interim Dividend as aforesaid
by reference to a record date identical to
the record date for the Interim Dividend; and
any and all claims which the Company may have
against its Directors both past and present
arising out of the payment of the Interim Dividend
or the invalid repurchases by the Company of
its own shares carried out between 22 SEP 2006
and 04 DEC 2006 inclusive be released and
that a deed release in favor of the Company
s Directors be entered into by the Company
in the form of the deed as specified
S.14 Adopt the new Articles of Association as specified, Mgmt For For
in substitution for and to the exclusion of
the existing Articles of Association of the
Company
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CANON INC. Agenda Number: 701150815
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Security: J05124144
Meeting Type: AGM
Meeting Date: 29-Mar-2007
Ticker:
ISIN: JP3242800005
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Amend Articles to: Approve Minor Revisions Related Mgmt For For
to the New Commercial Code, Expand Business
Lines
3.1 Appoint a Director Mgmt Abstain Against
3.2 Appoint a Director Mgmt Abstain Against
3.3 Appoint a Director Mgmt Abstain Against
3.4 Appoint a Director Mgmt Abstain Against
3.5 Appoint a Director Mgmt Abstain Against
3.6 Appoint a Director Mgmt Abstain Against
3.7 Appoint a Director Mgmt Abstain Against
3.8 Appoint a Director Mgmt Abstain Against
3.9 Appoint a Director Mgmt Abstain Against
3.10 Appoint a Director Mgmt Abstain Against
3.11 Appoint a Director Mgmt Abstain Against
3.12 Appoint a Director Mgmt Abstain Against
3.13 Appoint a Director Mgmt Abstain Against
3.14 Appoint a Director Mgmt Abstain Against
3.15 Appoint a Director Mgmt Abstain Against
3.16 Appoint a Director Mgmt Abstain Against
3.17 Appoint a Director Mgmt Abstain Against
3.18 Appoint a Director Mgmt Abstain Against
3.19 Appoint a Director Mgmt Abstain Against
3.20 Appoint a Director Mgmt Abstain Against
3.21 Appoint a Director Mgmt Abstain Against
3.22 Appoint a Director Mgmt Abstain Against
3.23 Appoint a Director Mgmt Abstain Against
3.24 Appoint a Director Mgmt Abstain Against
3.25 Appoint a Director Mgmt Abstain Against
3.26 Appoint a Director Mgmt Abstain Against
3.27 Appoint a Director Mgmt Abstain Against
4.1 Appoint a Corporate Auditor Mgmt For For
5 Approve Provision of Retirement Allowance for Mgmt For For
Directors
6 Approve Payment of Bonuses to Directors Mgmt For For
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CARNIVAL CORPORATION Agenda Number: 932636383
--------------------------------------------------------------------------------------------------------------------------
Security: 143658300
Meeting Type: Annual
Meeting Date: 16-Apr-2007
Ticker: CCL
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MICKY ARISON Mgmt For For
AMB R.G. CAPEN, JR. Mgmt For For
ROBERT H. DICKINSON Mgmt For For
ARNOLD W. DONALD Mgmt For For
PIER LUIGI FOSCHI Mgmt For For
HOWARD S. FRANK Mgmt For For
RICHARD J. GLASIER Mgmt For For
BARONESS HOGG Mgmt For For
MODESTO A. MAIDIQUE Mgmt For For
SIR JOHN PARKER Mgmt For For
PETER G. RATCLIFFE Mgmt For For
STUART SUBOTNICK Mgmt For For
LAURA WEIL Mgmt For For
UZI ZUCKER Mgmt For For
02 TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
INDEPENDENT AUDITORS FOR CARNIVAL PLC AND TO
RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS
LLP AS THE INDEPENDENT REGISTERED CERTIFIED
PUBLIC ACCOUNTING FIRM FOR CARNIVAL CORPORATION.
03 TO AUTHORIZE THE AUDIT COMMITTEE OF CARNIVAL Mgmt For For
PLC TO AGREE TO THE REMUNERATION OF THE INDEPENDENT
AUDITORS.
04 TO RECEIVE THE ACCOUNTS AND REPORTS FOR CARNIVAL Mgmt For For
PLC FOR THE FINANCIAL YEAR ENDED NOVEMBER 30,
2006.
05 TO APPROVE THE DIRECTORS REMUNERATION REPORT Mgmt For For
OF CARNIVAL PLC.
06 TO APPROVE LIMITS ON THE AUTHORITY TO ALLOT Mgmt For For
SHARES BY CARNIVAL PLC.
07 TO APPROVE THE DISAPPLICATION OF PRE-EMPTION Mgmt For For
RIGHTS FOR CARNIVAL PLC.
08 TO APPROVE A GENERAL AUTHORITY FOR CARNIVAL Mgmt For For
PLC TO BUY BACK CARNIVAL PLC ORDINARY SHARES
IN THE OPEN MARKET.
09 TO APPROVE ELECTRONIC COMMUNICATIONS WITH CARNIVAL Mgmt For For
PLC SHAREHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
CHEVRON CORPORATION Agenda Number: 932647007
--------------------------------------------------------------------------------------------------------------------------
Security: 166764100
Meeting Type: Annual
Meeting Date: 25-Apr-2007
Ticker: CVX
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: S.H. ARMACOST Mgmt For For
1B ELECTION OF DIRECTOR: L.F. DEILY Mgmt For For
1C ELECTION OF DIRECTOR: R.E. DENHAM Mgmt For For
1D ELECTION OF DIRECTOR: R.J. EATON Mgmt For For
1E ELECTION OF DIRECTOR: S. GINN Mgmt For For
1F ELECTION OF DIRECTOR: F.G. JENIFER Mgmt For For
1G ELECTION OF DIRECTOR: S. NUNN Mgmt For For
1H ELECTION OF DIRECTOR: D.J. O REILLY Mgmt For For
1I ELECTION OF DIRECTOR: D.B. RICE Mgmt For For
1J ELECTION OF DIRECTOR: P.J. ROBERTSON Mgmt For For
1K ELECTION OF DIRECTOR: K.W. SHARER Mgmt For For
1L ELECTION OF DIRECTOR: C.R. SHOEMATE Mgmt For For
1M ELECTION OF DIRECTOR: R.D. SUGAR Mgmt For For
1N ELECTION OF DIRECTOR: C. WARE Mgmt For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 PROPOSAL TO AMEND CHEVRON S RESTATED CERTIFICATE Mgmt For For
OF INCORPORATION TO REPEAL THE SUPERMAJORITY
VOTE PROVISIONS
04 ADOPT POLICY AND REPORT ON HUMAN RIGHTS Shr Against For
05 ADOPT GOALS AND REPORT ON GREENHOUSE GAS EMISSIONS Shr Against For
06 ADOPT POLICY AND REPORT ON ANIMAL WELFARE Shr Against For
07 RECOMMEND AMENDMENT TO THE BY-LAWS TO SEPARATE Shr Against For
THE CEO/CHAIRMAN POSITIONS
08 AMEND THE BY-LAWS REGARDING THE STOCKHOLDER Shr Against For
RIGHTS PLAN POLICY
09 REPORT ON HOST COUNTRY ENVIRONMENTAL LAWS Shr Against For
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CREDIT SUISSE GROUP, ZUERICH Agenda Number: 701183965
--------------------------------------------------------------------------------------------------------------------------
Security: H3698D419
Meeting Type: AGM
Meeting Date: 04-May-2007
Ticker:
ISIN: CH0012138530
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting
IN THIS MARKET. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 373014, INCLUDING
THE AGENDA. TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST BE NOTIFIED TO THE COMPANY REGISTRAR
AS BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE CUTOFF DATE WILL
BE PROCESSED ON A BEST EFFORT BASIS. THANK
YOU.
1. Approve the annual report, the parent Company Mgmt For For
s 2006 financial statements and the Group s
2006 consolidated financial statements
2. Grant discharge to the Members of the Board Mgmt For For
of Directors and the Executive Board during
the 2006 FY
3. Approve to reduce the share capital by CHF 26,894,500 Mgmt For For
from CHF 607,431,006.50 to CHF 580,536,506.50
by canceling 53,789,000 shares with a par value
of CHF 0.50 each, which were acquired in the
period between 16 MAR 2006 and 15 MAR 2007
pursuant to the Buy Back Program; acknowledge,
according to the special report of the Auditors
KPMG Klynveld Peat Marwick Goerdeler SA the
obligees claims are fully covered after the
share capital reduction as required by Article
732 Paragraph 2 CO; that as of the date of
the entry of the capital reduction in the Commercial
Register, amend Article 3 Paragraph 1 of the
Articles of Association as specified
4.1 Approve to allocate the retained earnings of Mgmt For For
CHF 14,337,238,095 comprising retained earnings
brought forward from the previous year of CHF
3,327,390,120 and net profit for 2006 of CHF
11,009,847,975 as specified
4.2. Approve to reduce the share capital by CHF 534,093,585.98 Mgmt For For
from CHF 580,536,506.50 to CHF 46,442,920.52
of shares from CHF 0.50 to CHF 0.04 and by
remitting the amount of the reduction to the
shareholders; acknowledge that, according to
the special report of the Auditors KPMG Klynveld
Peat Marwick Goerdeler SA the obligees claims
are fully covered after the share capital reduction
as required by Article 732 Paragraph 2 CO;
that as of the date of the entry of the capital
reduction in the Commercial Register, amend
Article 3 Paragraph 1 of the Articles of Association
as specified
5. Approve the buy back of own shares of up to Mgmt For For
a maximum value of CHF 8 billion for a period
of 3 years
6.1 Approve to renew the authorized capital and Mgmt For For
accordingly amend Article 27 Paragraph 1, Article
26b Paragraph 1and Article 26 c Paragraph 1of
the Articles of Association as specified
6.2 Amend Article 7 Paragraphs 4 and 5 of the Articles Mgmt For For
of Association on the date the capital reduction
is entered in the Commercial Register as specified
6.3 Amend Articles 26, 26b and 27 of the Articles Mgmt For For
of Association at the time of the entry of
the share capital reduction in the Commercial
Register as specified
7.1.1 Re-elect Mr. Noreen Doyle as a Director for Mgmt For For
a term of 3 years as stipulated in the Articles
of Association
7.1.2 Re-elect Mr. Aziz R. D. Syriani as a Director Mgmt For For
for a term of 3 years as stipulated in the
Articles of Association
7.1.3 Re-elect Mr. David W. Syz as a Director for Mgmt For For
a term of 3 years as stipulated in the Articles
of Association
7.1.4 Re-elect Mr. Peter Weibel as a Director for Mgmt For For
a term of 3 years as stipulated in the Articles
of Association
7.2 Re-elect KPMG Klynveid Peat Marwick Goerdeier Mgmt For For
SA, Zurich, as the Independent Auditors of
the parent Company and the Group for a further
term of 1 year
7.3 Elect BDO Visura, Zurich, as the Special Auditors Mgmt For For
for a term of 1 year
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting
OF CONSERVATIVE RECORD DATE AS 25 APR 2007.
PLEASE ALSO NOTE THE NEW CUT-OFF IS 01 MAY
2007. IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CSL LTD Agenda Number: 701064343
--------------------------------------------------------------------------------------------------------------------------
Security: Q3018U109
Meeting Type: AGM
Meeting Date: 18-Oct-2006
Ticker:
ISIN: AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the reports Non-Voting
of the Directors and the Auditors for the YE
30 JUN 2006 and to note the final dividend
in respect of the YE 30 JUN 2006 declared by
the Board and paid by the Company
2.A Elect Professor. John Shine as a Director of Mgmt For For
the Company
2.B Elect Mr. David Simpson as a Director of the Mgmt For For
Company
2.C Re-elect Miss. Elizabeth A. Alexander as a Director Mgmt For For
of the Company, who retires by rotation in
accordance with the Rule 99(a) of the Constitution
2.D Re-elect Mr. Antoni M. Cipa as a Director of Mgmt For For
the Company, who retires by rotation in accordance
with the Rule 99(a) of the Constitution
3. Adopt the remuneration report which forms part Mgmt For For
of the Directors report for the YE 30 JUN
2006
S.4 Approve the renewal for a 3 year period of Rule Mgmt For For
147 of the Constitution of the Company
5. Approve, for the purposes of ASX Listing Rule Mgmt For For
10.14 and for all other purposes, the issue
of up to a maximum of 500,000 performance rights
from time to time under and in accordance with
the Company s Performance Rights Plan to any
of the Executive Directors of the Company as
at the date this resolution is passed, during
the period of 3 years from the date this resolution
is passed; and any issue of shares to those
Executive Directors upon the exercise of any
such performance rights
--------------------------------------------------------------------------------------------------------------------------
DAIWA SECURITIES GROUP INC. Agenda Number: 701235512
--------------------------------------------------------------------------------------------------------------------------
Security: J11718111
Meeting Type: AGM
Meeting Date: 23-Jun-2007
Ticker:
ISIN: JP3502200003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note this announcement is being provided Non-Voting
to inform you that the true agenda has been
released and is available for your review.
(Please refer to the attached PDF files.)
1. Amend the Articles of Incorporation Mgmt Take No Action
2.1 Appoint a Director Mgmt Take No Action
2.2 Appoint a Director Mgmt Take No Action
2.3 Appoint a Director Mgmt Take No Action
2.4 Appoint a Director Mgmt Take No Action
2.5 Appoint a Director Mgmt Take No Action
2.6 Appoint a Director Mgmt Take No Action
2.7 Appoint a Director Mgmt Take No Action
2.8 Appoint a Director Mgmt Take No Action
2.9 Appoint a Director Mgmt Take No Action
2.10 Appoint a Director Mgmt Take No Action
2.11 Appoint a Director Mgmt Take No Action
2.12 Appoint a Director Mgmt Take No Action
2.13 Appoint a Director Mgmt Take No Action
3. Approve Issuance of Share Acquisition Rights Mgmt Take No Action
as Stock Options
--------------------------------------------------------------------------------------------------------------------------
EFG EUROBANK ERGASIAS SA Agenda Number: 701162238
--------------------------------------------------------------------------------------------------------------------------
Security: X1898P101
Meeting Type: AGM
Meeting Date: 03-Apr-2007
Ticker:
ISIN: GRS323013003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting
1. Approve the Bank s annual financial statement Mgmt Take No Action
for the FY 2006; the Board of Directors and
the Auditor s relevant reports; the profit
distribution
2. Approve the disposal of bonus shares to the Mgmt Take No Action
staff, according to the Article 16 Paragraph
2 of the Law 2190/1920 and the Article 1 of
Law 30/1988, which will derive from the share
capital increase with capitalization of profits;
corresponding modification of Article 5 of
the Article of Association
3. Approve the distribution of the new shares to Mgmt Take No Action
the shareholders, with a Ration of 2 new shares
for every 10 old, that will be issued as a
result of the shares result of the shares nominal
value decrease from EUR 3.30 to EUR 2.75 and
simultaneous increase of the number of shares
by 20% corresponding modification of Article
5 of the Article of Association; authorize
the Board of Director for immediate sale of
fraction rights that may result from the aforementioned
distribution and reimbursement to the beneficiaries
of the proceeds
4. Approve the exemption of the Board of Director Mgmt Take No Action
Members and the Auditors from any liability
for indemnity for the FY 2006
5. Elect the auditing Company for the FY 2007 and Mgmt Take No Action
approve to determine their fees
6. Elect a new Board of Director and approve the Mgmt Take No Action
determination of 2 Independent Non-Executive
Members of the Board of Director
7. Approve the Board of Director s remuneration Mgmt Take No Action
and contracts according to the Articles 23a
and 24 of Code Law 2190/1920
8. Grant authority to purchase of the Bank s own Mgmt Take No Action
shares, according to the Article 16 Paragraph
5 of the Code Law 2190/1920
9. Miscellaneous announcements Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ENI SPA, ROMA Agenda Number: 701211790
--------------------------------------------------------------------------------------------------------------------------
Security: T3643A145
Meeting Type: OGM
Meeting Date: 24-May-2007
Ticker:
ISIN: IT0003132476
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting
YOU.
PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting
IN MEETING DATE. PLEASE ALSO NOTE THE NEW CUT-OFF
DATE IS 23 MAY 2007. IF YOU HAVE ALREADY SENT
IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
O.1 Approve the financial statement of the Incorporated Mgmt Take No Action
Company Enifin S.P.A as at 31 DEC 2006; receive
the reports of the Board of Directors, of the
Statutory Auditors and of the Auditing firm;
appropriation of net income
O.2 Approve the financial statements of the Incorporated Mgmt Take No Action
Eni Portugal Investment S.P.A as at 31 DEC
2006; receive the reports of the Board of Directors,
of the Statutory Auditors and of the Auditing
firm; appropriation of net income
O.3 Approve the financial statements and consolidated Mgmt Take No Action
balance sheet of Eni SPA as at 31 DEC 2006;
receive the reports of the Board of Directors,
of the Statutory Auditors and of the Auditing
firm
O.4 Approve the appropriation of net income Mgmt Take No Action
O.5 Approve the authorization for the acquisition Mgmt Take No Action
of own shares, after having revoked the remaining
part related to the authorization for the acquisition
of own shares resolved by the meeting called
on 25 MAY 2006
O.6 Approve the extension of the Audit mandate given Mgmt Take No Action
to PricewaterhouseCoopers S.P.A for the 3 years
2007-2009 confirmed by the meeting called on
28 MAY 2004
E.1 Amend Articles No. 6.2, 13, 17, 24 and 28 of Mgmt Take No Action
the By-Laws
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting
OF RECORD DATE. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GRUPO MODELO SA DE CV Agenda Number: 701113932
--------------------------------------------------------------------------------------------------------------------------
Security: P4833F104
Meeting Type: EGM
Meeting Date: 18-Dec-2006
Ticker:
ISIN: MXP4833F1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE AT
ADP. THANK YOU.
1. Amend the Articles to comply with new Securities Non-Voting
Markets Regulations passed 30 DEC 2005
2. Approve to designate the President of Audit Non-Voting
and the Corporate Practices Committee
3. Approve the remuneration of the Audit and the Non-Voting
Corporate Practices Committee Members
4. Elect / re-elect the Directors Non-Voting
5. Approve to designate the Inspector or Shareholder Non-Voting
Representative(s) of minutes of the meeting
--------------------------------------------------------------------------------------------------------------------------
GRUPO MODELO SA DE CV Agenda Number: 701192065
--------------------------------------------------------------------------------------------------------------------------
Security: P4833F104
Meeting Type: OGM
Meeting Date: 23-Apr-2007
Ticker:
ISIN: MXP4833F1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
I. Approve the Board of Directors report on the Mgmt For For
FYE as of 31 DEC 2006
II. Approve the allocation of profits, including Mgmt For For
the payment of a cash dividend
III. Approve the compensations to the Company s Board Mgmt For For
of Directors Members, regular and alternate,
the Secretary and the Assistant Secretary
IV. Appoint or ratify, as the case may be of the Mgmt Against Against
Company s Board of Directors, regular and alternate,
as well as of the Secretary and the Assistant
Secretary
V. Appoint or ratify, as the case may be, the Company Mgmt For For
s Executive Committees
VI. Appoint or ratify, as the case may be, the Chairman Mgmt Against Against
of the Audit and the Corporate Practice Committee
VII. Approve the designation of delegates to carry Mgmt For For
out the fulfillment of the resolutions adopted
by this meeting and, as the case may be, they
formalize them as applicable
--------------------------------------------------------------------------------------------------------------------------
HEINEKEN NV Agenda Number: 701175588
--------------------------------------------------------------------------------------------------------------------------
Security: N39427211
Meeting Type: AGM
Meeting Date: 19-Apr-2007
Ticker:
ISIN: NL0000009165
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION
DATE SET ON 12 APR 2007. SHARES CAN BE TRADED
THEREAFTER. THANK YOU.
1.A Adopt the balance sheet as at 31 DEC 2006, the Mgmt Take No Action
income statement for the year 2006 and notes
thereto
1.B Approve a new reserve and dividend policy Mgmt Take No Action
1.C Approve the appropriation of the balance of Mgmt Take No Action
the income statement in accordance with Article
12, Paragraph 7 of the Company s Articles of
Association
1.D Grant discharge to the Members of the Executive Mgmt Take No Action
Board
1.E Grant discharge to the Members of the Supervisory Mgmt Take No Action
Board
2. Amend the Articles of Association Mgmt Take No Action
3.A Amend the remuneration policy for the Executive Mgmt Take No Action
Board
3.B Amend the Long-Term Incentive Plan for the Executive Mgmt Take No Action
Board
4. Approve the extension of the authorization of Mgmt Take No Action
the Executive Board to acquire own shares
5. Approve the extension of the authorization of Mgmt Take No Action
the Executive Board to issue Right to shares
and to restrict or exclude shareholders pre-emptive
rights
6. Re-appoint Mr. M.R. De Carvalho as the Member Mgmt Take No Action
of the Supervisory Board
--------------------------------------------------------------------------------------------------------------------------
HENNES & MAURITZ AB H&M, STOCKHOLM Agenda Number: 701215508
--------------------------------------------------------------------------------------------------------------------------
Security: W41422101
Meeting Type: AGM
Meeting Date: 03-May-2007
Ticker:
ISIN: SE0000106270
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. SHOULD YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE. THANK YOU.
MARKET RULES REQUIRE TO DISCLOSE BENEFICIAL Non-Voting
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 TO LODGE YOUR
VOTE.
PLEASE NOTE THAT IT IS NOT POSSIBLE TO VOTE Non-Voting
ABSTAIN FOR THE RESOLUTIONS OF THIS MEETING.
THANK YOU.
1. Opening of the AGM Mgmt For For
2. Elect the Lawyer Mr. Sven Unger as the Chairman Mgmt For For
of the AGM
3. Address by the Managing Director, Mr. Rolf Eriksen, Mgmt For For
followed by an opportunity to ask question
about the Company
4. Approve the voting list Mgmt For For
5. Approve the agenda Mgmt For For
6. Elect people to check the minutes Mgmt For For
7. Approve the examination of whether the meeting Mgmt For For
was properly convened
8. Receive the statement by the Company s Auditor Mgmt For For
and the Chairman of the Auditing Committee;
approve the disposal of the Company s earnings
in accordance with the approved balance sheet;
and receive the statement by the Chairman of
the Election Committee on the work of the Election
Committee
9.a Adopt the income statement and balance sheet Mgmt For For
and the consolidated income statement and consolidated
balance sheet
9.b Approve a dividend to the shareholders of SEK Mgmt For For
11.50 per share and Tuesday 08 MAY 2007 as
the record date; dividends to be paid out by
VPC on Friday 11 MAY 2007
9.c Grant discharge to the Members of the Board Mgmt For For
and the Managing Director from liability to
the Company
10. Approve 8 Board Members with no Deputies Mgmt For For
11. Approve that the total Board fees remain unchanged Mgmt For For
at SEK 3,900,000; and the Board fees for each
Member elected by the AGM be distributed as
follows: to the Chairman of the Board SEK 1,250,000;
to the Members SEK 350,000; to the Members
of the Auditing Committee an extra SEK 100,000
and the Chairman of the Auditing Committee
an extra SEK 100,000 and that the Auditors
fees be paid based on the invoices submitted
12. Re-elect Messrs. Fred Andersson, Lottie Knutson, Mgmt For For
Sussi Kvart, Bo Lundquist, Stig Nordfelt, Karl-Johan
Persson, Stefan Persson and Melker Schorling
and Mr. Stefan Persson as the Chairman
13. Approve the establishment of the principles Mgmt For For
for the Election Committee
14. Approve the guidelines for remuneration to the Mgmt For For
Senior Executives
15. Amend Section 2 of the Articles of Association Mgmt For For
as specified
16. Approve a contribution by the Company of SEK Mgmt For For
60 million to a foundation that is intended
to be established to mark H&M s 60th anniversary
17. Closing of the AGM Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HONDA MOTOR CO.,LTD. Agenda Number: 701273601
--------------------------------------------------------------------------------------------------------------------------
Security: J22302111
Meeting Type: AGM
Meeting Date: 22-Jun-2007
Ticker:
ISIN: JP3854600008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Profits Mgmt For For
2 Amend Articles to: Approve Minor Revisions Related Mgmt For For
to Record Dates for Distribution of
Retained Earnings per Year
3.1 Appoint a Director Mgmt Abstain Against
3.2 Appoint a Director Mgmt Abstain Against
3.3 Appoint a Director Mgmt Abstain Against
3.4 Appoint a Director Mgmt Abstain Against
3.5 Appoint a Director Mgmt Abstain Against
3.6 Appoint a Director Mgmt Abstain Against
3.7 Appoint a Director Mgmt Abstain Against
3.8 Appoint a Director Mgmt Abstain Against
3.9 Appoint a Director Mgmt Abstain Against
3.10 Appoint a Director Mgmt Abstain Against
3.11 Appoint a Director Mgmt Abstain Against
3.12 Appoint a Director Mgmt Abstain Against
3.13 Appoint a Director Mgmt Abstain Against
3.14 Appoint a Director Mgmt Abstain Against
3.15 Appoint a Director Mgmt Abstain Against
3.16 Appoint a Director Mgmt Abstain Against
3.17 Appoint a Director Mgmt Abstain Against
3.18 Appoint a Director Mgmt Abstain Against
3.19 Appoint a Director Mgmt Abstain Against
3.20 Appoint a Director Mgmt Abstain Against
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
5 Approve Payment of Bonuses to Directors and Mgmt For For
Corporate Auditors
6 Approve Provision of Retirement Allowance for Mgmt For For
Directors and Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
HOYA CORPORATION Agenda Number: 701272914
--------------------------------------------------------------------------------------------------------------------------
Security: J22848105
Meeting Type: AGM
Meeting Date: 19-Jun-2007
Ticker:
ISIN: JP3837800006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Mgmt Take No Action
1.2 Appoint a Director Mgmt Take No Action
1.3 Appoint a Director Mgmt Take No Action
1.4 Appoint a Director Mgmt Take No Action
1.5 Appoint a Director Mgmt Take No Action
1.6 Appoint a Director Mgmt Take No Action
1.7 Appoint a Director Mgmt Take No Action
1.8 Appoint a Director Mgmt Take No Action
--------------------------------------------------------------------------------------------------------------------------
INBEV SA, BRUXELLES Agenda Number: 701187913
--------------------------------------------------------------------------------------------------------------------------
Security: B5064A107
Meeting Type: MIX
Meeting Date: 24-Apr-2007
Ticker:
ISIN: BE0003793107
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
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
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting
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
O.1 Receive the report of the Board of Directors Non-Voting
on the accounting YE on 31 DEC 2006
O.2 Receive the report by the Statutory Auditor Non-Voting
on the accounting YE on 31 DEC 2006
O.3 Receive the consolidated annual accounts relating Non-Voting
to the accounting YE on 31 DEC 2006
O.4 Approve the statutory annual accounts, as specified Mgmt Take No Action
O.5 Grant discharge to the Directors for the performance Mgmt Take No Action
of their duties during the accounting YE on
31 DEC 2006
O.6 Grant discharge to the Statutory Auditor for Mgmt Take No Action
the performance of his duties during the accounting
YE on 31 DEC 2006
O.7 Appoint Mr. Alexandre Van Damme as a Director, Mgmt Take No Action
for a period of 3 years ending after the shareholders
meeting which will be asked to approve the
accounts for the year 2009
O.8 Appoint Mr. Carlos Alberto Da Veiga Sicupira Mgmt Take No Action
as a Director, for a period of 3 years ending
after the shareholders meeting which will be
asked to approve the accounts for the year
2009
O.9 Appoint Mr. Roberto Moses Thompson Motta as Mgmt Take No Action
a Director, for a period of 3 years ending
after the shareholders meeting which will be
asked to approve the accounts for the year
2009
O.10 Appoint Mr. Marcel Herrmann Telles as a Director, Mgmt Take No Action
for a period of 3 years ending after the shareholders
meeting which will be asked to approve the
accounts for the year 2009
O.11 Appoint Mr. Jorge Paulo Lemann as a Director, Mgmt Take No Action
for a period of 3 years ending after the shareholders
meeting which will be asked to approve the
accounts for the year 2009
O.12 Acknowledge the end of the mandate as the Director Mgmt Take No Action
of Mr. Philippe De Spoelberch after his shareholders
meeting and appoint Mr. Gregoire De Spoelberch
as a Director, for a period of 3 years ending
after the shareholders meeting which will be
asked to approve the accounts for the year
2009
O.13 Appoint Mr. Jean-Luc Dehaene as a Director, Mgmt Take No Action
for a period of 3 years ending after the shareholders
meeting which will be asked to approve the
accounts for the year 2009
O.14 Appoint Mr. Mark Winkelman as a Director, for Mgmt Take No Action
a period of 3 years ending after the shareholders
meeting which will be asked to approve the
accounts for the year 2009
O.15 Approve to renew for a period of 3 years ending Mgmt Take No Action
after the shareholders meeting which will be
asked to approve the accounts for the year
2009; appoint the Statutory Auditor of Klynveld
Peat Marwick Goerdeler KPMG, 1130 Brussels,
avenue du Bourget 40, represented by Mr. Jos
Briers, reviseur d enterprises, and setting
, in agreement with this Company, its yearly
remuneration to EUR 51.528
E.16 Receive the special report of the Board of Directors Non-Voting
with regard to the issuance of 200,000 subscription
rights pursuant to provisions of Article 583
of the Companies Code
E.17 Receive the special report of the Board of Directors Non-Voting
and report by the statutory Auditor with regard
to the cancellation of the pre-emption right
only in favour of 1 or more specific persons,
pursuant to the provisions of Articles 596
and 598 of the Companies Code
E.18 Approve the cancellation of pre-emption right Mgmt Take No Action
with regard to the issuance of subscription
rights in favour of all current Directors of
the Company
E.19 Approve the issue of 200,00 subscription rights Mgmt Take No Action
and determination of the issuance and exercise
conditions in accordance with the terms and
conditions set fort in the special report of
the Board of Directors mentioned above under
a.; the main provisions of these terms and
conditions can be summarized, as specified
E.20 Approve to increase of share capital of the Mgmt Take No Action
Company, under the condition and to the extent
of the exercise of the subscription rights
issued multiple by the exercise price of the
subscription rights and allocation of the share
premium to an account not available for distribution
E.21 Approve the compensation and nominating committee Mgmt Take No Action
the powers to determination of the number of
subscription rights offered to each of the
Directors
E.22 Authorize 2 Directors, acting jointly to have Mgmt Take No Action
established in a deed the exercise of the subscription
rights and the corresponding increase of share
capital, the number of new shares issue, the
alteration of these premiums to an account
not available for distribution, as well as
to coordinate the text of the By-Laws and to
file such coordinated text with the office
of the clerk of the Commercial Code of Brussels
E.23 Amend Article 5 of the By-Laws, as specified Mgmt Take No Action
E.24 Authorize the Board of Directors, within the Mgmt Take No Action
limits of the Law to determine the modalities
for the exchange of existing bearer securities
in dematerialized securities and/or registered
securities
E.25 Receive the special report of the Board of Directors Non-Voting
regarding the use of authorized capital in
case of takeover bid, drawn up in accordance
with Article 604 and 607 of Belgian Companies
Code
E.26 Authorize the Board of Directors to increase Mgmt Take No Action
share capital in case of a public take over
bid on securities of the Company, under the
conditions set forth in Article 6, 1 to 4 of
the By-Laws and 607 of Belgian Companies Code
and amend the Article 6, 5 of the By-Laws accordingly
E.27 Authorize the Board of Directors to purchase Mgmt Take No Action
the Companies own shares as such authorization
and the parameters thereof are reflected in
Article 10, 1 of the By-Laws, renewing for
a term of 18 months as from 24 APR 2007 and
amend the Article 10, 2 of the By-Laws accordingly
E.28 Authorize Mr. Benoit Loore, General Consel Corporate Mgmt Take No Action
Governance, with right of substitution, for
restatement of the By-Laws as a result of amendments
referred to above, for the signing of such
restated version and its filling with the office
of the clerk of the Commercial Court of Brussels
--------------------------------------------------------------------------------------------------------------------------
INFOSYS TECHNOLOGIES LIMITED Agenda Number: 932596200
--------------------------------------------------------------------------------------------------------------------------
Security: 456788108
Meeting Type: Special
Meeting Date: 07-Nov-2006
Ticker: INFY
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A TO AUTHORIZE THE BOARD OF DIRECTORS TO SPONSOR Mgmt For
AN ISSUE OF AMERICAN DEPOSITARY SHARES AGAINST
EXISTING EQUITY SHARES.
1B TO AUTHORIZE THE COMPANY TO ISSUE DEPOSITARY Mgmt For
RECEIPTS.
1C TO AUTHORIZE THE BOARD AND OFFICERS IN CONNECTION Mgmt For
WITH THE EARLIER RESOLUTIONS.
1D TO AUTHORIZE THE UNDERWRITERS TO DETERMINE THE Mgmt For
PRICE OF THE SPONSORED ADS OFFERING.
1E TO AUTHORIZE THE BOARD TO DETERMINE THE TERMS Mgmt For
AND CONDITIONS.
1F TO AUTHORIZE THE BOARD OF DIRECTORS TO DELEGATE Mgmt For
ITS POWERS.
--------------------------------------------------------------------------------------------------------------------------
INFOSYS TECHNOLOGIES LIMITED Agenda Number: 932738632
--------------------------------------------------------------------------------------------------------------------------
Security: 456788108
Meeting Type: Annual
Meeting Date: 22-Jun-2007
Ticker: INFY
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO RECEIVE, CONSIDER AND ADOPT THE BALANCE SHEET Mgmt For
AS AT MARCH 31, 2007 AND THE PROFIT AND LOSS
ACCOUNT FOR THE YEAR.
02 TO DECLARE A FINAL DIVIDEND FOR THE FINANCIAL Mgmt For
YEAR ENDED MARCH 31, 2007.
03 TO APPOINT A DIRECTOR IN PLACE OF MR. DEEPAK Mgmt For
M. SATWALEKAR, WHO RETIRES BY ROTATION AND,
OFFERS HIMSELF FOR RE-ELECTION.
04 TO APPOINT A DIRECTOR IN PLACE OF PROF. MARTI Mgmt For
G. SUBRAHMANYAM, WHO RETIRES BY ROTATION AND,
OFFERS HIMSELF FOR RE-ELECTION.
05 TO APPOINT A DIRECTOR IN PLACE OF MR. S. GOPALAKRISHNAN, Mgmt For
WHO RETIRES BY ROTATION AND, OFFERS HIMSELF
FOR RE-ELECTION.
06 TO APPOINT A DIRECTOR IN PLACE OF MR. S.D. SHIBULAL, Mgmt For
WHO RETIRES BY ROTATION AND, OFFERS HIMSELF
FOR RE-ELECTION.
07 TO APPOINT A DIRECTOR IN PLACE OF MR. T.V. MOHANDAS Mgmt For
PAI, WHO RETIRES BY ROTATION AND, OFFERS HIMSELF
FOR RE-ELECTION.
08 TO APPOINT AUDITORS TO HOLD OFFICE FROM THE Mgmt For
CONCLUSION OF THE ANNUAL GENERAL MEETING HELD
ON JUNE 22, 2007, AND TO FIX THEIR REMUNERATION.
09 TO APPOINT MR. N.R. NARAYANA MURTHY AS A DIRECTOR Mgmt For
LIABLE TO RETIRE BY ROTATION.
10 TO APPROVE THE RE-APPOINTMENT OF MR. NANDAN Mgmt For
M. NILEKANI AS A WHOLE-TIME DIRECTOR FOR 5
YEARS EFFECTIVE 5/1/2007.
11 TO APPROVE THE APPOINTMENT OF MR. S. GOPALAKRISHNAN Mgmt For
AS THE CHIEF EXECUTIVE OFFICER AND MANAGING
DIRECTOR.
12 TO APPROVE THE RE-APPOINTMENT OF MR. K. DINESH Mgmt For
AS A WHOLE-TIME DIRECTOR FOR 5 YEARS EFFECTIVE
5/1/2007.
13 TO APPROVE THE RE-APPOINTMENT OF MR. S.D. SHIBULAL Mgmt For
AS A WHOLE- TIME DIRECTOR FOR A PERIOD OF 5
YEARS EFFECTIVE 1/10/2007.
14 TO APPROVE PAYMENT OF AN ANNUAL REMUNERATION Mgmt For
BY COMMISSION OF A SUM NOT EXCEEDING 1% PER
ANNUM OF THE NET PROFITS.
--------------------------------------------------------------------------------------------------------------------------
INVESTEC PLC Agenda Number: 701032435
--------------------------------------------------------------------------------------------------------------------------
Security: G49188108
Meeting Type: AGM
Meeting Date: 10-Aug-2006
Ticker:
ISIN: GB0031773103
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE BELOW RESOLUTIONS ARE FOR Non-Voting
INVESTEC LIMITED
1. Re-elect Mr. Bernard Kantor as a Director of Mgmt For For
Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
2. Re-elect Mr. Donn Edward Jowell as a Director Mgmt For For
of Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
3. Re-elect Mr. Hugh Sidney Herman as a Director Mgmt For For
of Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
4. Re-elect Mr. Robert Kantor as a Director of Mgmt For For
Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
5. Re-elect Mr. Peter Richard Suter Thomas as a Mgmt For For
Director of Investec PLC and Investec Limited
in accordance with the provisions of the Articles
of Association of Investec Limited
6. Re-elect Mr. Sam Ellis Abrahams as a Director Mgmt For For
of Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
7. Re-elect Mr. Stephen Koseff as a Director of Mgmt For For
Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
8. Re-elect Sir. David Prosser as a Director of Mgmt For For
Investec PLC and Investec Limited in accordance
with the provisions of the Articles of Association
of Investec Limited
PLEASE NOTE THAT THE BELOW RESOLUTIONS ARE FOR Non-Voting
INVESTEC LIMITED.
9. Receive and adopt the audited financial statements Mgmt For For
of Investec Limited for the YE 31 MAR 2006,
together with the reports of the Directors
and of the Auditors of Investec Limited
10. Ratify and approve the remuneration of the Directors Mgmt For For
of Investec Limited for the YE 31 MAR 2006
11. Approve to sanction the interim dividend paid Mgmt For For
by Investec Limited on the ordinary shares
in Investec Limited for the 6 month period
ended 30 SEP 2005
12. Approve to sanction the interim dividend paid Mgmt For For
by Investec Limited on the dividend access
South African resident SA DAS redeemable
preference share for the 6 month period ended
30 SEP 2005
13. Declare, subject to the passing of Resolution Mgmt For For
No. 14 and Resolution No. 34, a final dividend
on the ordinary shares of Investec Limited
for the YE 31 MAR 2006 of an amount equal to
that recommended by the Directors of Investec
Limited
14. Declare, subject to the passing of Resolution Mgmt For For
No. 13 and Resolution No. 34, a final dividend
on the SA DAS redeemable preference share
of Investec Limited for the YE 31 MAR 2006
of an amount equal to that recommended by the
Directors of Investec Limited
15. Re-appoint Ernst & Young Chartered Accountants Mgmt For For
(SA) as the Auditors of Investec Limited until
the conclusion of the AGM of Investec Limited
in 2007 and authorize the Directors of Investec
Limited to fix their remuneration
16. Re-appoint KPMG Inc as the Auditors of Investec Mgmt For For
Limited to hold office until the conclusion
of the AGM of Investec Limited in 2007 and
authorize the Directors of Investec Limited
to fix their remuneration
PLEASE NOTE THAT THE BELOW RESOLUTIONS ARE FOR Non-Voting
INVESTEC LIMITED
17. Approve to place 1,150, 047 ordinary shares Mgmt For For
of ZAR 0.001 each being 10% of the unissued
ordinary shares in the authorized share capital
of Investec Limited, unless and until such
date that Special Resolution No. 2 becomes
effective; or 5,750,235 ordinary shares of
ZAR 0.0002 each being 10% of the unissued ordinary
shares in the authorized share capital of Investec
Limited from the date on which Special Resolution
No. 2 becomes effective; the control of the
Directors of Investec Limited as a general
authority in terms of Section 221 of the South
African Companies Act, No 61 of 1973, as amended,
the SA Act who are authorized to allot and
issue the same at their discretion until the
next AGM of Investec Limited in 2007, subject
to the provisions of the SA Act, the South
African Banks Act, No. 94 of 1990, as amended,
and the Listings Requirements of the JSE Limited
18. Approve to place 800,000 class A variable rate Mgmt For For
compulsorily convertible non-cumulative preference
shares A Preference Shares) of ZAR 0.001 each
being 10% of the unissued Class A Preference
Shares in the authorized share capital of Investec
Limited unless and until such date that Special
Resolution No. 2 becomes effective; or 4,000,000
Class A Preference Shares of ZAR 0.0002 each
being 10% of the unissued Class A Preference
Shares in the authorized share capital of Investec
Limited from the date on which Special Resolution
No. 2 becomes effective, the control of the
Directors of Investec Limited as a general
authority in terms of Section 221 of the South
African Companies Act, No 61 of 1973, as amended,
(the SA Act) who are authorized to allot and
issue the same at their discretion until the
next AGM of Investec Limited in 2007, subject
to the provisions of the SA Act, the South
African Banks Act, No. 94 of 1990, as amended,
and the Listings Requirements of the JSE Limited
19. Approve to place all the unissued shares in Mgmt For For
the authorized share capital of Investec Limited,
excluding the ordinary shares and the class
A variable rate compulsorily convertible non-cumulative
preference shares, the control of the Directors
of Investec Limited as a general authority
in terms of Section 221 of the South African
Companies Act, No 61 of 1973, as amended, (SA
Act) who are authorized to allot and issue
the same at their discretion until the next
AGM of Investec Limited in 2007, subject to
the provisions of the SA Act, the South African
Banks Act, No. 94 of 1990, as amended, and
the Listings Requirements of the JSE Limited
20. Authorize the Directors of Investec Limited, Mgmt For For
subject to the passing of 17, the Listings
Requirements of the JSE Securities Exchange
South Africa and the South African Banks Act,
No. 94 of 1990, as amended, to allot and issue
1,150,047 ordinary shares of ZAR 0.001 each,
5,750,235 ordinary shares of ZAR 0.0002 each,
for cash as and when suitable situations arise,
subject to the South African Companies Act,
No 61 of 1973, as amended, and subject to the
following specific limitations as required
by the Listing Requirements of the JSE Securities
Exchange South Africa: a paid press announcement
giving full details including the impact on
net asset value and earnings per ordinary share,
will be published at the time of an issue representing,
on a cumulative basis within one FY, 5% or
more of the number of ordinary shares in issue
prior to such issue; the issue in the aggregate
in any 1 FY will not exceed 15% of the number
of ordinary shares in issue, including instruments
which are compulsorily convertible; in determining
the price at which an allotment and issue of
ordinary shares may be made in terms of this
authority, the maximum discount permitted will
be 10% of the weighted average traded price
of the ordinary shares in question as determined
over the 30 days prior to the date that the
price of the issue is determined or agreed
by the Directors of Investec Limited; and the
equity securities/shares must be issued to
public shareholders and not to related parties;
Authority expires at the next AGM of the Company
or 15 months ; and if the Resolution No. 20
and Resolution No. 37 are both passed, the
Directors will have authority to allot shares
for cash other than by way of rights in respect
of both Investec Limited and Investec PLC up
to the limits specified in those respective
Resolutions, In such circumstances, the Directors
confirm that, as and when they exercise such
authorities, they intend to comply with the
relevant guidelines of the Association of British
Insurers
21. Authorize the Directors of Investec Limited, Mgmt For For
subject to the passing of 18, the Listings
Requirements of the JSE Securities Exchange
South Africa and the South African Banks Act,
No. 94 of 1990, as amended, to allot and issue
800,000 class A variable rate compulsorily
convertible non-cumulative preference share
Class A Preference Shares of ZAR 0.001 each,
4,000,000 Class A Preference Shares of ZAR
0.0002 each, for cash as and when suitable
situations arise, subject to the South African
Companies Act, No 61 of 1973, as amended, and
subject to the following specific limitations
as required by the Listing Requirements of
the JSE Securities Exchange South Africa: a
paid press announcement giving full details
including the impact on net asset value and
earnings per Class A Preference Shares , will
be published at the time of an issue representing,
on a cumulative basis within 1 FY, 5% or more
of the number of Class A Preference Shares
in issue prior to such issue; the issue in
the aggregate in any 1 FY will not exceed 15%
of the number of Class A Preference Shares
in issue, including instruments which are compulsorily
convertible; in determining the price at which
an allotment and issue of Class A Preference
Shares may be made in terms of this authority,
the maximum discount permitted will be 10%
of the weighted average traded price of the
Class A Preference Shares in question as determined
over the 30 days prior to the date that the
price of the issue is determined or agreed
by the Directors of Investec Limited; and the
equity securities/shares must be issued to
public shareholders and not to related parties;
Authority expires at the next AGM of the Company
or 15 months ; and if Resolution 21 is passed,
the Directors will have authority to allot
Class A reference Shares for cash other than
by way of rights in respect of Investec Limited
up to the limits specified in Resolution No.
21
22. Amend Clause 15.1.2 of the Investec Limited Mgmt For For
Security Purchase Scheme 2003 Trust Deed the
Scheme , the provisions of Clause 4 of Appendix
1 to the Scheme being the provisions in the
rules applicable to the purchase scheme relating
to consequences of early termination of employment
such that clause 4.2. thereof be replaced
in its entirety with the following new provision
as prescribed
23. Amend Clause 15.1.2 of the Investec Limited Mgmt For For
Security Purchase Scheme 2003 Trust Deed the
Scheme , the provisions of Appendix I to the
scheme being the rules applicable to the purchase
scheme such that Clause 6.3 be replaced in
its entirety with the following new provision
as prescribed
24. Amend Clause 15.1.2 of the Investec Limited Mgmt For For
Security Purchase Scheme 2003 Trust Deed the
Scheme , the provisions of the schedule of
interpretation to the scheme such that Clause
1.19, being the definition of Offer be replaced
in its entirety with the following new provision
as prescribed
S.25 Approve, subject to the passing and registration Mgmt For For
of Special Resolution Number 1 in the Investec
Limited Notice of AGM convened for 10 AUG 2006
and in terms of Article 9 of the Articles of
Association of Investec Limited and with effect
from 10 AUG 2006, as a general approval contemplated
in Sections 85 and 89 of the South African
Companies Act, No. 61 of 1973, as amended (the
SA Act ), the acquisition by Investec Limited
or its subsidiaries from time to time, of the
issued ordinary shares and non- redeemable
non-cumulative non-participating preference
shares the Perpetual Preference Shares of
Investec Limited, upon such terms and conditions
and in such amounts as the Directors of Investec
Limited or its subsidiaries may from time to
time decide, but subject to the provisions
of the South African Banks Act No. 94 of 1990,
the SA Act and the Listings Requirements of
the JSE Limited the JSE , being that: any
such acquisition of ordinary shares or perpetual
preference shares shall be effected through
the order book operated by the JSE trading
system and done without any prior understanding
or arrangement; an announcement will be published
as soon as Investec Limited or any of its subsidiaries
has acquired ordinary shares or perpetual preference
shares constituting, on a cumulative basis,
3% of the number of ordinary shares or perpetual
preference shares in issue prior to the acquisition
pursuant to which the aforesaid 3% threshold
is reached, and for each 3% in aggregate acquired
thereafter, containing full details of such
acquisitions; acquisitions of shares in aggregate
in any one financial year may not exceed 20%
of Investec Limited s ordinary issued share
or Investec Limited’s issued perpetual
preference shares capital as at the date of
passing of this Special Resolution No.1; in
determining the price at which ordinary shares
or perpetual preference shares issued by Investec
Limited are acquired by it or any of its subsidiaries
in terms of this general authority, the maximum
premium at which such ordinary shares may be
acquired will be 10% of the weighted average
of the market value at which such ordinary
shares or perpetual preference shares are traded
on the JSE as determined over the 5 business
days immediately preceding the date of repurchase
of such ordinary shares or perpectual preference
shares by Investec Limited or any of its subsidiaries;
Investec Limited has been given authority by
its Articles of Association; at any point in
time, Investec Limited may only appoint one
agent to effect any repurchase on Investec
Limited s behalf; Investec Limited remaining
in compliance with the minimum shareholder
spread requirements of the JSE Listings Requirements;
and Investec Limited and/or its subsidiaries
not repurchasing any shares during a prohibited
period as defined by the JSE Listings Requirements;
Authority expires at the next AGM, provided
that it shall not extend beyond 15 months
S.26 Approve that, subject to the passing of Resolution Mgmt For For
No. 39 and such resolution otherwise becoming
effective, the passing and registration of
Special Resolution Nos. 3, 4 and 5, in terms
of Section 75(1)(e) of the Companies Act, Act
No. 61 of 1973, as amended (SA Act), Article
8.1(c) of the Articles of Association of Investec
Limited and with effect from 10 AUG2006, the
55 500 000 ordinary shares of ZAR 0.001 each
in the authorised share capital of Investec
Limited, whether issued or not, be and are
hereby subdivided by 5 into 277 500 000 ordinary
shares of ZAR 0.0002 each in the authorised
and issued share capital of Investec Limited;
the reason and effect of Special Resolution
No. 2 is to subdivide and reduce the par value
of the authorized ordinary shares of Investec
Limited, whether issued or not, to ZAR 0.0002
each; the passing of Special Resolution No.
2 is conditional upon the passing of all the
other subdivision-related resolutions, namely
Special Resolution Nos. 3, 4 and 5 and Resolution
39
S.27 Approve that, subject to the passing of Resolution Mgmt For For
No. 39 and such resolution otherwise becoming
effective, the passing and registration of
Special Resolution Nos. 2, 4 and 5, in terms
of Section 75(1)(e) of the Companies Act, Act
No. 61 of 1973, as amended (SA Act), Article
8.1(c) of the Articles of Association of Investec
Limited, and with effect from 10 AUG 2006,
the 8,000,000 class A variable rate compulsorily
convertible noncumulative preference shares
Class A Preference Shares of ZAR 0.001 each
in the authorised share capital of Investec
Limited, whether issued or not, be and are
hereby subdivided by 5 into 40,000,000 Class
A Preference Shares of ZAR 0.0002 each in the
authorised and issued share capital of Investec
Limited; as a result of this subdivision, Article
151 of the Articles of Association of Investec
Limited be amended to reflect the par value
of the Class A Preference Shares as ZAR 0.0002
wherever it appears in Article 151; the reason
and effect of Special Resolution No. 3 is to
subdivide and reduce the par value of the authorised
Class A Preference Shares of Investec Limited,
whether issued or not, to ZAR 0.0002 each and
to effect the consequential changes to the
par value of these shares in Article 151 of
the Articles of Association of Investec Limited;
the passing of Special Resolution No. 3 is
conditional upon the passing of all the other
subdivision related resolutions, namely Special
Resolution Nos. 2, 4 and 5 and Resolution No.
39; subject to the passing of Resolution No.
39 and such resolution otherwise becoming effective,
the passing and registration of Special Resolution
2, 3 and 5, in terms of Section 75(1)(e) of
the Companies Act, Act No. 61 of 1973, as amended
SA Act , Article 8.1(c) of the Articles of
Association of Investec Limited and with effect
from 10 AUG 2006, the 112,000,000 special
convertible redeemable preference shares of
ZAR 0.001 each in the authorised share capital
of Investec Limited, whether issued or not,
be subdivided by 5 into 560,000,000 special
convertible redeemable preference shares of
ZAR 0.0002 each in the authorised share capital
of Investec Limited; the reason and effect
of Special Resolution No. 4 is to subdivide
and reduce the par value of the authorised
special convertible redeemable preference share
of Investec Limited, whether issued or not,
to ZAR 0.0002 each; the passing of Special
Resolution No. 4 is conditional upon the passing
of all other subdivision-related resolutions,
namely Special Resolution 2, 3 and 5 and Resolution
39
S.28 Approve, subject to the passing of Resolution Mgmt For For
No. 39 and such resolution otherwise becoming
effective, the passing and registration of
Special Resolution 2, 3 and 5, in terms of
Section 75(1)(e) of the Companies Act, Act
No. 61 of 1973, as amended SA Act , Article
8.1(c) of the Articles of Association of Investec
Limited and with effect from 10 AUG 2006, the
112,000,000 special convertible redeemable
preference shares of ZAR 0.001 each in the
authorised share capital of Investec Limited,
whether issued or not, be subdivided by 5 into
560,000,000 special convertible redeemable
preference shares of ZAR 0.0002 each in the
authorised share capital of Investec Limited;
the reason and effect of Special Resolution
No. 4 is to subdivide and reduce the par value
of the authorised special convertible redeemable
preference share of Investec Limited, whether
issued or not, to ZAR 0.0002 each; the passing
of Special Resolution No. 4 is conditional
upon the passing of all other subdivision-related
resolutions, namely Special Resolution 2, 3
and 5 and Resolution 39
S.29 Approve that, subject to the passing of Resolution Mgmt For For
No. 39 and such resolution otherwise becoming
effective, the passing and registration of
Special Resolution Nos. 2, 3 and 4, in terms
of Section 56(4) of the Companies Act, Act
No. 61 of 1973, as amended SA Act , and Article
149 of the Articles of Association of Investec
Limited and with effect from 10 AUG 2006, the
Memorandum of Association of Investec Limited
be amended by the deletion of the entire paragraph
8(a) and the substitution thereof with the
following new paragraph 8(a): 8(a) Par value:
the share capital of Investec Limited is ZAR1
205 502.00 divided into: i) 277 500 000 ordinary
shares of ZAR 0.0002 each; ii) 40, 000, 000
Class A variable rate compulsorily convertible
non-cumulative preference shares of ZAR 0.0002
each; iii) 50,000 variable rate cumulative
redeemable preference shares of ZAR 0.60 each;
iv)100,000,000 non-redeemable non-cumulative
nonparticipating preference shares of ZAR 0.01
each; v) 1 dividend access South African Resident
redeemable preference share of ZAR 1.00; vi)
1 dividend access Non-South African Resident
redeemable preference share of ZAR 1.00; vii)
560,000,000 special convertible redeemable
preference shares of ZAR 0.0002 each; the reason
and effect of Special Resolution No. 5 is to
amend the Memorandum of Association of Investec
Limited to correctly reflect the new authorised
share capital of Investec Limited; the passing
of Special Resolution No. 5 is conditional
upon the passing of all the other subdivision-related
resolutions, namely Special Resolution Nos.
2, 3 and 4 and Resolution No. 39
30. Authorize the Director or the Company Secretary Mgmt For For
of Investec Limited, to do all things and sign
all documents which may be necessary to carry
into effect the aforesaid resolutions to the
extent same have been passed and, where applicable,
registered
PLEASE NOTE THAT THE BELOW RESOLUTIONS ARE FOR Non-Voting
INVESTEC PLC
31. Receive and adopt the audited financial statements Mgmt For For
of Investec PLC for the YE 31 MAR 2006, together
with the reports of the Directors of Investec
PLC and of the Auditors of Investec PLC
32. Approve the remuneration report of Investec Mgmt For For
PLC for the YE 31 MAR 2006
33. Approve to sanction the interim dividend paid Mgmt For For
by Investec PLC on the ordinary shares in Investec
PLC for the 6 month period ended 30 SEP 2005
34. Approve, subject to the passing of Resolution Mgmt For For
No. 13 and Resolution No. 14, to declare a
final dividend on the ordinary shares in Investec
PLC for the YE 31 MAR 2006 of an amount equal
to that recommended by the Directors of Investec
PLC
35. Re-appoint Ernst & Young LLP of Beckett House, Mgmt For For
1 Lambeth Palace Road, London SE1 7EU as the
Auditors of Investec PLC to hold office until
the conclusion of the AGM of Investec PLC to
be held in 2007 and authorise the Directors
of Investec PLC and approve to fix their remuneration.
PLEASE NOTE THAT THE BELOW RESOLUTIONS ARE FOR Non-Voting
INVESTEC PLC
36. Approve to renew the authority conferred on Mgmt For For
the Directors of Investec PLC by Paragraph
12.2 of Article 12 of Investec PLC s Articles
of Association and for such period the Section
80 amount shall be GPB 1, 036, 377; the Articles
of Association of Investec PLC permit the directors
of Investec PLC to allot shares and other securities
in accordance with Section 80 of the UK Companies
Act 1985, up to an amount authorized by the
shareholders in general meeting; the authority
conferred on the directors at Investec PLC
s EGM held on 28 JUN 2006 expires on the date
of the forthcoming AGM of Investec PLC convened
for 10 AUG 2006 and the Directors of Investec
PLC recommend that this authority be renewed;
Authority expires earlier at the end of AGM
of Investec PLC to be held in 2007 or 15 months
; if this resolution is passed, authorise the
Directors of Investec PLC to allot Investec
PLC s unissued shares up to a maximum nominal
amount of GBP 1, 036, 377 as specified
S.37 Authorize the Directors of Investec Limited, Mgmt For For
subject to the passing of 36 by the Paragraph
12.4 of the Article 12 of Investec PLC s Articles
of Association be renewed for the period of
the Section 89 amount shall be ZAR 5,931.66,
to allot equity securities for cash otherwise
than to shareholders in proportion to existing
holdings, In the case of allotments other than
rights issues, the authority is limited to
equity securities up to an aggregate nominal
value of ZAR 5,931.66 which represents not
more than 5% of the total combined issued ordinary
share capital of Investec PLC and Investec
Limited; and subject to the following specific
limitations as required by the Listing Requirements
of the JSE Securities Exchange South Africa:
a paid press announcement giving full details
including the impact on net asset value and
earnings per Class A Preference Shares , will
be published at the time of an issue representing,
on a cumulative basis within one FY, 5% or
more of the number of ordinary shares in issue
prior to such issue; the issue in the aggregate
in any 1 FY will not exceed 15% of the number
of ordinary shares in issue, including instruments
which are compulsorily convertible; in determining
the price at which an allotment and issue of
ordinary shares may be made in terms of this
authority, the maximum discount permitted will
be 10% of the weighted average traded price
of the ordinary shares in question as determined
over the 30 days prior to the date that the
price of the issue is determined or agreed
by the Directors of Investec Limited; and the
equity securities/shares must be issued to
public shareholders and not to related parties;
Authority expires at the earlier of the next
AGM of Investec PLC in 2007 or 15 months after
passing this Resolution No. 37 ; If this Resolution
No. 37 and Resolution No. 20 are both passed,
the directors will have authority to allot
shares for cash other than by way of rights
in respect of both Investec Limited and Investec
PLC up to the limits specified in those respective
Resolutions. In such circumstances, the Directors
confirm that, as and when they exercise such
authorities, they intend to comply with the
relevant guidelines of the Association of British
Insurers
S.38 Authorize Investec PLC, for the purpose of Section Mgmt For For
166 of the UK Companies Act, 1985 the UK Act
to make market purchases Section 163 of the
UK Act of ordinary shares of ZAR 0.001 each
in the capital of Investec PLC provided that:
i) the maximum aggregate number of ordinary
shares which may be purchased is 7,463,375;
and the maximum aggregate number of ordinary
shares which may be purchased is 37,316,875
from the date on which Resolution No. 39 becomes
effective; ii) the minimum price which may
be paid for each ordinary share is its nominal
value of ZAR 0.0002; iii) the maximum price
which may be paid for any ordinary share is
an amount equal to 105% of the average of the
middle market quotations of the ordinary shares
of Investec PLC as derived from the London
Stock Exchange Daily Official List for the
5 business days immediately preceding the day
on which such share is contracted to be purchased;
Authority expires at the conclusion of the
AGM of Investec PLC in 2007 or 15 months except
in relation to the purchase of ordinary shares
the contract for which was concluded before
the expiry of such authority and which might
be executed wholly or partly after such expiry,
unless such authority is renewed prior to that
time
S.39 Approve, subject to the passing and registration Mgmt For For
of Special Resolution Nos. 2, 3, 4 and 5 in
the Investec Limited notice of AGM convened
for 10 AUG 2006: that each ordinary share of
ZAR 0.00. in the capital of Investec PLC be
and is hereby subdivided into 5 ordinary shares
of ZAR 0.0002 each; and that each special converting
share of ZAR 0.001 in the capital of Investec
PLC be and is hereby subdivided into 5 special
converting shares of ZAR 0.0002 each, in each
case subject to and conditional upon admission
of the issued new Investec PLC ordinary shares
to the Official List of the Financial Service
Authority and to trading on the London Stock
Exchange becoming effective, the passing of
Special Resolution No. 8 is conditional upon
the passing of all the other subdivision-related
resolutions, namely Special Resolution Nos.
2, 3, 4 and 5
S.40 Approve, subject to the passing of Special Resolution Mgmt For For
No. 8, the Articles of Association as tabled
at the meeting, as prescribed, be adopted as
the Articles of Association of Investec PLC
in substitution for and to the exclusion of
the existing Articles of Association
41. Authorize any Director or the Company Secretary Mgmt For For
of Investec PLC, to do all things and sign
all documents which may be necessary to carry
into effect the aforesaid resolutions to the
extent same have been passed and, where applicable,
registered
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 932642514
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: JNJ
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MARY S. COLEMAN Mgmt For For
JAMES G. CULLEN Mgmt For For
MICHAEL M.E. JOHNS Mgmt For For
ARNOLD G. LANGBO Mgmt For For
SUSAN L. LINDQUIST Mgmt For For
LEO F. MULLIN Mgmt For For
CHRISTINE A. POON Mgmt For For
CHARLES PRINCE Mgmt For For
STEVEN S REINEMUND Mgmt For For
DAVID SATCHER Mgmt For For
WILLIAM C. WELDON Mgmt For For
02 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
03 PROPOSAL ON MAJORITY VOTING REQUIREMENTS FOR Shr Against For
DIRECTOR NOMINEES
04 PROPOSAL ON SUPPLEMENTAL RETIREMENT PLAN Shr Against For
--------------------------------------------------------------------------------------------------------------------------
JPMORGAN CHASE & CO. Agenda Number: 932660120
--------------------------------------------------------------------------------------------------------------------------
Security: 46625H100
Meeting Type: Annual
Meeting Date: 15-May-2007
Ticker: JPM
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
CRANDALL C. BOWLES Mgmt For For
STEPHEN B. BURKE Mgmt For For
JAMES S. CROWN Mgmt For For
JAMES DIMON Mgmt For For
ELLEN V. FUTTER Mgmt For For
WILLIAM H. GRAY, III Mgmt For For
LABAN P. JACKSON, JR. Mgmt For For
ROBERT I. LIPP Mgmt For For
DAVID C. NOVAK Mgmt For For
LEE R. RAYMOND Mgmt For For
WILLIAM C. WELDON Mgmt For For
02 APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC Mgmt For For
ACCOUNTING FIRM
03 STOCK OPTIONS Shr Against For
04 PERFORMANCE-BASED RESTRICTED STOCK Shr Against For
05 EXECUTIVE COMPENSATION APPROVAL Shr Against For
06 SEPARATE CHAIRMAN Shr Against For
07 CUMULATIVE VOTING Shr Against For
08 MAJORITY VOTING FOR DIRECTORS Shr Against For
09 POLITICAL CONTRIBUTIONS REPORT Shr Against For
10 SLAVERY APOLOGY REPORT Shr Against For
--------------------------------------------------------------------------------------------------------------------------
LEIGHTON HOLDINGS LTD Agenda Number: 701077047
--------------------------------------------------------------------------------------------------------------------------
Security: Q55190104
Meeting Type: AGM
Meeting Date: 09-Nov-2006
Ticker:
ISIN: AU000000LEI5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and approve the financial report and Mgmt For For
the reports of the Directors and the Auditor
for the YE 30 JUN 2006
2. Adopt the remuneration report for the YE 30 Mgmt For For
JUN 2006
3.1 Re-elect Mr. A. Drescher as a Director of the Mgmt For For
Company, who retires by rotation in accordance
with Clause 18 of the Company s Constitution
3.2 Re-elect Mr. D.A. Mortimer AO as a Director Mgmt For For
of the Company, who retires by rotation in
accordance with Clause 18 of the Company s
Constitution
3.3 Elect Mr. P.A. Gregg as a Director of the Company Mgmt For For
4. Approve the Leighton Senior Executive Option Mgmt For For
Plan as prescribed and under which options
to acquire fully paid ordinary shares in the
Company may be issued to certain senior executives
5. Approve the Leighton Management Share Plan Mgmt For For
as prescribed and under which options to acquire
fully paid ordinary shares in the Company may
be issued or transferred from time to time
to certain managers
6. Approve, subject to the passing of Resolution Mgmt For For
4, to grant up to 600,000 options under the
Leighton Senior Executive Option Plan to Mr.
W.M. King at anytime before 09 NOV 2007
7. Approve, subject to the passing of Resolution Mgmt For For
4, to grant up to 400,000 options under the
Leighton Senior Executive Option Plan to Mr.
D.S. Adamsas at anytime before 09 NOV 2007
--------------------------------------------------------------------------------------------------------------------------
MACQUARIE BANK LTD, SYDNEY Agenda Number: 701021280
--------------------------------------------------------------------------------------------------------------------------
Security: Q56993167
Meeting Type: AGM
Meeting Date: 20-Jul-2006
Ticker:
ISIN: AU000000MBL3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the Statutory Non-Voting
reports
2. Adopt the remuneration report of the Bank for Mgmt For For
the YE 31 MAR 2006
3. Re-elect Mr. H.K. McCann as a Director Mgmt Abstain Against
4. Re-elect Mr. L.G. Cox as a Director Mgmt Abstain Against
5. Elect Mr. S.D. Mayne as a Director Mgmt Abstain Against
6. Approve the participation of Mr. A.E. Moss in Mgmt For For
the Macquarie Bank Employee Share Option Plan
7. Approve the participation of Mr. M.R.G. Johnson Mgmt For For
in the Macquarie Bank Employee Share Option
Plan
8. Approve the participation of Mr. L.G. Cox in Mgmt For For
the Macquarie Bank Employee Share Option Plan
9. Adopt the new Constitution Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 932639214
--------------------------------------------------------------------------------------------------------------------------
Security: 589331107
Meeting Type: Annual
Meeting Date: 24-Apr-2007
Ticker: MRK
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD T. CLARK Mgmt For For
JOHNNETTA B. COLE Mgmt For For
W.B. HARRISON, JR. Mgmt For For
WILLIAM N. KELLEY Mgmt For For
ROCHELLE B. LAZARUS Mgmt For For
THOMAS E. SHENK Mgmt For For
ANNE M. TATLOCK Mgmt For For
SAMUEL O. THIER Mgmt For For
WENDELL P. WEEKS Mgmt For For
PETER C. WENDELL Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF THE COMPANY Mgmt For For
S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
03 PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION TO ELIMINATE SUPERMAJORITY VOTING
REQUIREMENTS CONTAINED IN THE RESTATED CERTIFICATE
OF INCORPORATION.
04 PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION TO ELIMINATE SUPERMAJORITY VOTING
REQUIREMENTS IMPOSED UNDER NEW JERSEY LAW ON
CORPORATIONS ORGANIZED BEFORE 1969.
05 PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION TO LIMIT THE SIZE OF THE BOARD
TO NO MORE THAN 18 DIRECTORS.
06 PROPOSAL TO AMEND THE RESTATED CERTIFICATE OF Mgmt For For
INCORPORATION TO REPLACE ITS CUMULATIVE VOTING
FEATURE WITH A MAJORITY VOTE STANDARD FOR THE
ELECTION OF DIRECTORS.
07 STOCKHOLDER PROPOSAL CONCERNING PUBLICATION Shr Against For
OF POLITICAL CONTRIBUTIONS
08 STOCKHOLDER PROPOSAL CONCERNING AN ADVISORY Shr Against For
VOTE ON EXECUTIVE COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
MICROSOFT CORPORATION Agenda Number: 932591173
--------------------------------------------------------------------------------------------------------------------------
Security: 594918104
Meeting Type: Annual
Meeting Date: 14-Nov-2006
Ticker: MSFT
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: WILLIAM H. GATES III Mgmt For For
1B ELECTION OF DIRECTOR: STEVEN A. BALLMER Mgmt For For
1C ELECTION OF DIRECTOR: JAMES I. CASH JR. Mgmt For For
1D ELECTION OF DIRECTOR: DINA DUBLON Mgmt For For
1E ELECTION OF DIRECTOR: RAYMOND V. GILMARTIN Mgmt For For
1F ELECTION OF DIRECTOR: DAVID F. MARQUARDT Mgmt For For
1G ELECTION OF DIRECTOR: CHARLES H. NOSKI Mgmt For For
1H ELECTION OF DIRECTOR: HELMUT PANKE Mgmt For For
1I ELECTION OF DIRECTOR: JON A. SHIRLEY Mgmt For For
02 RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY S INDEPENDENT AUDITOR
03 SHAREHOLDER PROPOSAL - RESTRICTION ON SELLING Shr Against For
PRODUCTS AND SERVICES TO FOREIGN GOVERNMENTS
04 SHAREHOLDER PROPOSAL - SEXUAL ORIENTATION IN Shr Against For
EQUAL EMPLOYMENT OPPORTUNITY POLICY
05 SHAREHOLDER PROPOSAL - HIRING OF PROXY ADVISOR Shr Against For
--------------------------------------------------------------------------------------------------------------------------
MOTOR OIL (HELLAS) CORINTH REFINERIES SA Agenda Number: 701237821
--------------------------------------------------------------------------------------------------------------------------
Security: X55904100
Meeting Type: AGM
Meeting Date: 30-May-2007
Ticker:
ISIN: GRS426003000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the financial statements of the Company Mgmt Take No Action
on Parent Company and consolidated basis
for the accounting year 2006 01 JAN 2006 to
31 DEC 2006, together with the accompanying
reports of the Board of Directors and the Auditors
2. Grant discharge to the Members of the Board Mgmt Take No Action
of Directors and the Auditors from any liability
for damages with regard to the financial statements
and activities during the above mentioned accounting
year
3. Elect the Members of the new Board of Directors Mgmt Take No Action
as the term of service of the existing Board
expires
4. Approve the cash dividend distribution Mgmt Take No Action
5. Elect 2 Chartered Auditors, that is, one ordinary Mgmt Take No Action
and one substitute, for the accounting year
2007 and approve their fees
6. Approve the fees paid to the Members of the Mgmt Take No Action
Board of Directors for the accounting year
2006 and to pre-approve the fees for the accounting
year 2007
7.A Amend Paragraph 2 of Article 18 regarding the Mgmt Take No Action
Board Quorum requirements in order to declare
that a quorum exists and therefore the Board
convenes its meetings legitimately when the
number of Directors present in person or by
proxy equals half the Board s headcount plus
one instead of 7 as provisioned for in the
Memorandum currently in force, with the constraint
that the number of Directors present cannot
be less than 3; for the calculation of the
required quorum any fraction of an integer
will be ignored
7.B Amend the Clauses e and f up to n of Paragraph Mgmt Take No Action
2 of Artilce 20 in order to abolish the provision
for a monetary ceiling above which the Board
has an authorization
8. Approve the formation of a taxed reserve for Mgmt Take No Action
an amount of 1,763,181 concerning the capital
expenditure of the Company in the investment
project installation of New Equipment for Waste
Heat Recovery
PLEASE NOTE: ELIG: INCLUDES SETTLED POSTION Non-Voting
PLUS ALL PURCHASES WITH SETTLEMENT DATE UP
TO THE RDDT, ALL SALES WITH SETTLEMENT DATE
AFTER THE GM THAT HAVE NOT BEEN ANALYZED AND
EXCLUDES INBA AND DERIVATES POSITION. IF NO
ACTIONS RECEIVED, NO ACTION WILL BE TAKEN.
THE INSTRUCTED SHARES WILL BE UNBLOCKED THE
NEXT BUSINESS DAY AFTER THE MEETING DATE MEET.
THERE WILL BE NO FURTHER POSTING ON THIS ISSUE.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
NESTLE SA, CHAM UND VEVEY Agenda Number: 701161678
--------------------------------------------------------------------------------------------------------------------------
Security: H57312466
Meeting Type: OGM
Meeting Date: 19-Apr-2007
Ticker:
ISIN: CH0012056047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting
IN THIS MARKET. PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THIS IS THE PART II OF THE Non-Voting
MEETING NOTICE SENT UNDER MEETING 365869, INCLUDING
THE AGENDA. TO VOTE IN THE UPCOMING MEETING,
YOUR NAME MUST BE NOTIFIED TO THE COMPANY REGISTRAR
AS BENEFICIAL OWNER BEFORE THE RE-REGISTRATION
DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS
THAT ARE SUBMITTED AFTER THE CUTOFF DATE WILL
BE PROCESSED ON A BEST EFFORT BASIS. THANK
YOU.
1. Approve the annual report, annual financial Mgmt Take No Action
statements of Nestle Ag and consolidated financial
statements of 2006 of Nestle Group: reports
of the Auditors
2. Grant discharge to the Board of Directors and Mgmt Take No Action
the Executive Board
3. Approve the appropriation of the balance sheet Mgmt Take No Action
of Nestle Ag
4. Approve the reduction of the share capital and Mgmt Take No Action
amend the Article 5 of the Articles of Incorporation
5.1 Re-elect Mr. Peter Brabeck-Letmathe as a Board Mgmt Take No Action
of Director
5.2 Re-elect Mr. Edward George Lord George as Mgmt Take No Action
a Board of Director
--------------------------------------------------------------------------------------------------------------------------
NINTENDO CO.,LTD. Agenda Number: 701235942
--------------------------------------------------------------------------------------------------------------------------
Security: J51699106
Meeting Type: AGM
Meeting Date: 28-Jun-2007
Ticker:
ISIN: JP3756600007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note this announcement is being provided Non-Voting
to inform you that the true agenda has been
released and is available for your review.
(Please refer to the attached PDF files.)
1. Approve Appropriation of Retained Earnings Mgmt For For
2. Amend the Articles of Incorporation Mgmt For For
3.1 Appoint a Director Mgmt Abstain Against
3.2 Appoint a Director Mgmt Abstain Against
3.3 Appoint a Director Mgmt Abstain Against
3.4 Appoint a Director Mgmt Abstain Against
3.5 Appoint a Director Mgmt Abstain Against
3.6 Appoint a Director Mgmt Abstain Against
3.7 Appoint a Director Mgmt Abstain Against
3.8 Appoint a Director Mgmt Abstain Against
3.9 Appoint a Director Mgmt Abstain Against
3.10 Appoint a Director Mgmt Abstain Against
3.11 Appoint a Director Mgmt Abstain Against
3.12 Appoint a Director Mgmt Abstain Against
3.13 Appoint a Director Mgmt Abstain Against
4.1 Appoint a Corporate Auditor Mgmt For For
4.2 Appoint a Corporate Auditor Mgmt For For
4.3 Appoint a Corporate Auditor Mgmt For For
5. Appoint Accounting Auditors Mgmt For For
6. Amend the Compensation to be received by Directors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NOKIA CORP Agenda Number: 701162074
--------------------------------------------------------------------------------------------------------------------------
Security: X61873133
Meeting Type: AGM
Meeting Date: 03-May-2007
Ticker:
ISIN: FI0009000681
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, WILL CAUSE
YOUR INSTRUCTIONS TO BE REJECTED. SHOULD YOU
HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE. THANK YOU
MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting
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.
1. Presentation of the Annual Accounts and the Mgmt For For
Auditors Report; Approval of the Income Statements
and Balance Sheets.
2. Approve Distribution of the profit for the year, Mgmt For For
payment of dividend The Board proposes to the
Annual General Meeting a dividend of EUR 0.43
per share for the fiscal year 2006. The dividend
will be paid to shareholders registered in
the Register of Shareholders held by Finnish
Central Securities Depository Ltd on the record
date, May 8, 2007. The Board proposes that
the dividend be paid on May 24, 2007.
3. Approve the discharging of the Chairman, the Mgmt For For
members of the Board of Directors, and the
President, from liability.
4. Amendment of the Articles of Association. The Mgmt For For
Board proposes that the Annual General Meeting
re-solve to amend the Articles of Association
mainly due to and to align with the new Finnish
Companies Act effective as from September 1,
2006 as follows: * Remove the provisions on
minimum and maximum share capital as well as
on the nominal value of a share (Article 2).
* Remove the provisions on record date (Article
3). * Amend the maximum number of members
of the Board of Directors from ten to twelve
(Article 4). * Add a reference that the Boards
Corporate Governance and Nomination Committee
shall also make the proposal on the Board remuneration
(Article 4). * Amend provisions on the right
to represent the Company to correspond to the
terminology of the new Companies Act (Article
6). * Remove provisions on the timing for
submitting the annual accounts to the auditors
(Article 8). * Amend the latest date for the
Annual General Meeting to be June 30 (Article
9). * Amend the provisions on the notice of
a General Meeting to the effect that it must
be published no earlier than three months prior
to the latest date of registration and also
be published on the Company s website (Article
10). * Remove the provisions that when the
Company s shares are in the book-entry system
the provisions of the law regarding participation
in the Annual General Meeting shall apply
(Article 11). * Amend the opinion of the chairman
to the vote of the chairman (Article 11).
* Amend the list of agenda items of the Annual
General Meeting to correspond to the new Companies
Act (Article 12).
5. Approve Remuneration to the members of the Board Mgmt For For
of Directors. The Corporate Governance and
Nomination Committee of the Board proposes
to the Annual General Meeting that the remuneration
payable to the members of the Board of Directors
to be elected at the Annual General Meeting
for term until the close of the Annual General
Meeting in 2008 be as follows: EUR 375 000
for the Chairman, EUR 150 000 for the Vice
Chairman, and EUR 130 000 for each member.
In addition, the Committee proposes that the
Chairman of the Audit Committee and Chairman
of the Personnel Committee will each receive
an additional annual fee of EUR 25 000, and
other members of the Audit Committee an additional
annual fee of EUR 10 000 each.
6. Approve Number of the members of the Board of Mgmt For For
Directors. The Boards Corporate Governance
and Nomination Committee proposes to the Annual
General Meeting that the number of Board members
be eleven.
7. Election of the members of the Board of Directors. Mgmt For For
The Board s Corporate Governance and Nomination
Committee proposes to the Annual General Meeting
that the following current Board members: Georg
Ehrnrooth, Daniel R. Hesse, Dr. Bengt Holmstr
m, Per Karlsson, Jorma Ollila, Dame Marjorie
Scardino, Keijo Suila and Vesa Vainio, be re-elected
until the closing of the following Annual General
Meeting. The Committee also proposes that Lalita
D. Gupte, Dr. Henning Kagermann and Olli-Pekka
Kallasvuo be elected as new members of the
Board for the same term. Ms. Gupte is former
Joint Managing Director of ICICI Bank Limited,
the second-largest bank in India, and currently
non executive Chairman of ICICI Venture Funds
Management Co Ltd. Dr. Kagermann is CEO and
Chairman of the Executive Board of SAP AG,
the world s leading provider of business software,
headquartered in Germany. Olli-Pekka Kallasvuo
is President and CEO of Nokia Corporation.
8. Approve Auditor remuneration. The Board s Audit Mgmt For For
Committee proposes to the Annual General Meeting
that the external auditor to be elected at
the Annual General Meeting be reimbursed according
to the auditor s invoice, and in compliance
with the purchase policy approved by the Audit
Committee.
9. Election of the Auditor. Having evaluated the Mgmt For For
performance and the independence of the current
auditor of Nokia, Pricewaterhouse Coopers,
for the fiscal year 2006, the Audit Committee
proposes that PricewaterhouseCoopers be re-elected
as the Company s auditor for the fiscal year
2007.
10. Approve the Grant of stock options to selected Mgmt For For
personnel of Nokia. The Board proposes that
as a part of Nokia s Equity Program 2007 selected
personnel of Nokia Group be granted a maximum
of 20,000,000 stock options, which entitle
to subscribe for a maximum of 20,000,000 Nokia
shares. The exercise prices (i.e. share subscription
prices) applicable upon exercise of the stock
options will be determined on a quarterly basis
and the stock options will also be divided
into sub-categories according to their exercise
price.The exercise price for each sub-category
of stock options will equal to the trade volume
weighted average price of the Nokia share on
the Helsinki Stock Exchange during the trading
days of the first whole week of the second
month of the calendar quarter (i.e. February,
May, August or November). The exercise price
paid will be recorded in the fund for invested
non-restricted equity. Stock options in the
plan may be granted until the end of 2010,
and they have a term of approximately five
years. Exercise period (i.e. share subscription
period) will commence no earlier than July
1, 2008, and terminate no later than December
31, 2015.
11. Approve the Reduction of the share issue premium. Mgmt For For
The Board proposes that the Annual General
Meeting resolve to reduce the share issue premium
of the Company by a minimum of EUR 2 312 146
296.94 by transferring all the funds in the
share issue premium on the date of the Annual
General Meeting to the fund for invested non-restricted
equity.
12. Approve Recording of the subscription price Mgmt For For
for shares issued based on stock options in
the fund for invested non-restricted equity.
The Board proposes that the Annual General
Meeting resolve that the total amount of the
subscription prices paid for new shares issued
after the date of the Annual General Meeting,
based on stock options under the Nokia Stock
Option Plans 2001, 2003 and 2005, be recorded
in the fund for invested non-restricted equity.
13. Authorization to the Board of Directors to resolve Mgmt For For
on the issuance of shares and special rights
entitling to shares. The Board proposes that
the Annual General Meeting authorize the Board
to resolve to issue a maximum of 800,000,000
shares through issuance of shares or special
rights entitling to shares (including stock
options) under Chapter 10, Section 1 of the
Companies Act in one or more issues.The Board
proposes that the authorization be used to
finance or carry out acquisitions or other
arrangements, to settle the Company s equity-based
incentive plans or to other purposes resolved
by the Board. It is proposed that the authorization
includes the right for the Board to resolve
on all the terms and conditions of the issuance
of shares and such special rights, including
to whom shares or special rights may be issued
as well as the consideration to be paid. The
authorization thereby includes the right to
deviate from the shareholders preemptive rights
within the limits set by law. It is proposed
that the authorization be effective until June
30, 2010.
14. Authorization to the Board of Directors to resolve Mgmt For For
to repurchase Nokia shares. The Board proposes
that the Annual General Meeting authorize the
Board to resolve to repurchase a maximum of
380,000,000 Nokia shares by using funds in
the unrestricted shareholders equity. Repurchases
will reduce funds available for distribution
of profits. The shares may be repurchased in
order to develop the capital structure of the
Company, which includes carrying out the announced
stock repurchase plan. In addition, the shares
may be repurchased in order to finance or carry
out acquisitions or other arrangements, to
settle the Company s equity-based incentive
plans, to be transferred for other purposes,
or to be cancelled. The shares can be repurchased
either a) through a tender offer made to all
the shareholders on equal terms determined
by the Board, in proportion to the shares held
by the shareholders, and for an equal price
determined by the Board; or b) through public
trading and on such stock exchanges the rules
of which allow companies to trade with their
own shares. In this case the shares would be
repurchased in another proportion than that
of the current shareholders. It is proposed
that the authorization be effective until
June 30, 2008.
--------------------------------------------------------------------------------------------------------------------------
PETROCHINA COMPANY LIMITED Agenda Number: 932588265
--------------------------------------------------------------------------------------------------------------------------
Security: 71646E100
Meeting Type: Special
Meeting Date: 01-Nov-2006
Ticker: PTR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 THAT THE CONTINUING CONNECTED TRANSACTIONS ARISING Mgmt For
AS A RESULT OF THE ACQUISITION OF A 67% INTEREST
IN PETROKAZAKHSTAN INC. BY PETROCHINA THROUGH
CNPC EXPLORATION AND DEVELOPMENT COMPANY LIMITED
( ACQUISITION ), AS SET OUT IN THE CIRCULAR
OF PETROCHINA DATED 14 SEPTEMBER 2006 ( CIRCULAR
).
O2 THAT THE PROPOSED REVISION TO THE EXISTING ANNUAL Mgmt For
CAPS FOR THE THREE YEARS FROM 1 JANUARY 2006
TO 31 DECEMBER 2008 OF EACH OF THE CONTINUING
CONNECTED TRANSACTION UNDER THE AMENDED COMPREHENSIVE
AGREEMENT AS A RESULT OF THE ACQUISITION, AS
SET OUT IN THE CIRCULAR, BE AND IS HEREBY APPROVED,
RATIFIED AND CONFIRMED.
O3 THAT THE PROPOSED REVISION TO THE EXISTING ANNUAL Mgmt For
CAPS FOR THE THREE YEARS FROM 1 JANUARY 2006
TO 31 DECEMBER 2008 OF EACH OF THE CONTINUING
CONNECTED TRANSACTION UNDER THE AMENDED COMPREHENSIVE
AGREEMENT AS A RESULT OF CHANGES TO PETROCHINA
S PRODUCTION AND OPERATIONAL ENVIRONMENT, AS
SET OUT IN THE CIRCULAR, BE AND IS HEREBY APPROVED,
RATIFIED AND CONFIRMED.
O4 THAT THE PROPOSED REVISION TO THE EXISTING ANNUAL Mgmt For
CAPS FOR THE THREE YEARS FROM 1 JANUARY 2006
TO 31 DECEMBER 2008 IN RESPECT OF THE PRODUCTS
AND SERVICES TO BE PROVIDED BY PETROCHINA AND
ITS SUBSIDIARIES TO CHINA RAILWAY MATERIALS
AND SUPPLIERS CORPORATION, AS SET OUT IN THE
CIRCULAR, BE AND IS HEREBY APPROVED, RATIFIED
AND CONFIRMED.
S5 THAT THE PROPOSED AMENDMENTS TO THE ARTICLES Mgmt For
OF ASSOCIATION OF PETROCHINA AS SET OUT IN
THE CIRCULAR BE AND ARE HEREBY GENERALLY UNCONDITIONALLY
APPROVED.
--------------------------------------------------------------------------------------------------------------------------
PETROCHINA COMPANY LIMITED Agenda Number: 932688623
--------------------------------------------------------------------------------------------------------------------------
Security: 71646E100
Meeting Type: Annual
Meeting Date: 16-May-2007
Ticker: PTR
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO CONSIDER AND APPROVE THE REPORT OF THE BOARD Mgmt For For
OF DIRECTORS.
02 TO CONSIDER AND APPROVE THE REPORT OF THE SUPERVISORY Mgmt For For
COMMITTEE.
03 TO CONSIDER AND APPROVE THE AUDITED FINANCIAL Mgmt For For
STATEMENTS.
04 TO CONSIDER AND APPROVE THE DECLARATION AND Mgmt For For
PAYMENT OF THE FINAL DIVIDENDS FOR THE YEAR
ENDED 31 DECEMBER 2006.
05 TO CONSIDER AND APPROVE THE AUTHORISATION OF Mgmt For For
THE BOARD OF DIRECTORS TO DETERMINE THE DISTRIBUTION
OF INTERIM DIVIDENDS.
06 APPOINTMENT OF PRICEWATERHOUSECOOPERS AS THE Mgmt For For
INTERNATIONAL AUDITORS OF THE COMPANY.
07 TO CONSIDER AND APPROVE THE RE-ELECTION OF MR. Mgmt For For
JIANG JIEMIN AS DIRECTOR OF THE COMPANY.
08 TO CONSIDER AND APPROVE THE RE-ELECTION OF MR. Mgmt For For
ZHOU JIPING AS DIRECTOR OF THE COMPANY.
09 TO CONSIDER AND APPROVE THE RE-ELECTION OF MR. Mgmt For For
DUAN WENDE AS DIRECTOR OF THE COMPANY.
10 TO CONSIDER AND APPROVE THE RE-ELECTION OF MR. Mgmt For For
SUN XIANFENG AS SUPERVISOR OF THE COMPANY.
11 TO CONSIDER AND APPROVE THE ELECTION OF MR. Mgmt For For
ZHANG JINZHU AS SUPERVISOR OF THE COMPANY.
12 TO GRANT A GENERAL MANDATE TO THE BOARD TO ISSUE, Mgmt For For
ALLOT AND DEAL WITH ADDITIONAL DOMESTIC AND
OVERSEAS LISTED FOREIGN SHARES.
13 TO CONSIDER AND APPROVE THE EQUITY INTEREST Mgmt For For
TRANSFER AGREEMENT DATED 18 MARCH 2007.
14 TO CONSIDER AND APPROVE OTHER MATTERS, IF ANY. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 932641637
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103
Meeting Type: Annual
Meeting Date: 26-Apr-2007
Ticker: PFE
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DENNIS A. AUSIELLO Mgmt For For
MICHAEL S. BROWN Mgmt For For
M. ANTHONY BURNS Mgmt For For
ROBERT N. BURT Mgmt For For
W. DON CORNWELL Mgmt For For
WILLIAM H. GRAY, III Mgmt For For
CONSTANCE J. HORNER Mgmt For For
WILLIAM R. HOWELL Mgmt For For
JEFFREY B. KINDLER Mgmt For For
GEORGE A. LORCH Mgmt For For
DANA G. MEAD Mgmt For For
WILLIAM C. STEERE, JR. Mgmt For For
02 PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2007.
03 SHAREHOLDER PROPOSAL RELATING TO CUMULATIVE Shr Against For
VOTING.
04 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
THE RATIONALE FOR EXPORTING ANIMAL EXPERIMENTATION.
05 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
THE FEASIBILITY OF AMENDING PFIZER S CORPORATE
POLICY ON LABORATORY ANIMAL CARE AND USE.
06 SHAREHOLDER PROPOSAL RELATING TO QUALIFICATIONS Shr Against For
FOR DIRECTOR NOMINEES.
--------------------------------------------------------------------------------------------------------------------------
QBE INS GROUP LTD Agenda Number: 701154560
--------------------------------------------------------------------------------------------------------------------------
Security: Q78063114
Meeting Type: AGM
Meeting Date: 04-Apr-2007
Ticker:
ISIN: AU000000QBE9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and approve the financial reports and Non-Voting
the reports of the Directors and of the Auditors
of the Company for the YE 31 DEC 2006
2. Adopt the remuneration report of the Company Mgmt For For
for the financial YE 31 DEC 2006
3. Approve, for the purpose of ASX Listing Rule Mgmt For For
10.17 and for all other purposes to increase
the maximum aggregate fees payable to all Non-executive
Directors by AUD 500,000 from AUD 2.2 million
to AUD 2.7 million per FY with effect from
01 JAN 2007
4. Approve, for the purposes of ASX Listing Rule Mgmt For For
10.14 and for all other purposes to the grant
to the Chief Executive Officer, Mr. FM O Halloran
of conditional rights over a maximum of 30,000
ordinary shares in the Company and options
to subscribe for a maximum of 60,000 unissued
ordinary shares of the Company and either the
allotment or transfer of ordinary shares in
the Company on satisfaction of and subject
to the conditions attached to the conditional
rights and on valid exercise of the options
under the Company s 2006 Deferred Compensation
Plan
5. Re-elect MR. Len F. Bleasel AM, who retires Mgmt For For
by rotation in accordance with Clause 76 of
the Company s constitution, as a Director of
the Company
6. Elect Mr. Duncan M. Boyle as a Director of the Mgmt For For
Company, who was appointed in accordance with
Clause 74(b) of the Company s constitution
--------------------------------------------------------------------------------------------------------------------------
REUNERT LTD Agenda Number: 701123503
--------------------------------------------------------------------------------------------------------------------------
Security: S69566156
Meeting Type: AGM
Meeting Date: 06-Feb-2007
Ticker:
ISIN: ZAE000057428
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the audited Group annual financial Mgmt For For
statements for the YE 30 SEP 2006
2.1 Re-elect Mr. S. D. Jagoe as a Director, who Mgmt For For
retires in terms of the Company s Articles
of Association
2.2 Re-elect Mr. K.J. Makwetla as a Director, who Mgmt For For
retires in terms of the Company s Articles
of Association
2.3 Re-elect Mr. G.J. Oosthuizen as a Director, Mgmt For For
who retires in terms of the Company s Articles
of Association
2.4 Re-elect Dr. M.J. Shaw as a Director, who retires Mgmt For For
in terms of the Company s Articles of Association
3. Approve to determine the remuneration of the Mgmt For For
Non-Executive Directors with effect from 01
OCT 2006 in accordance with the Company s Articles
of Association as specified
4.O.1 Approve the Reunert 2006 Option Scheme the Mgmt For For
Scheme as specified, and authorize the Directors
of the Reunert Limited the Company to take
all such steps as may be necessary for the
establishment and carrying into effect of the
Scheme, including the award of options to employees
under the Scheme, with an exercise price equal
to the closing price of an ordinary share of
the Company on the JSE Limited on the trading
day preceding the day on which the relevant
award was made
5.O.2 Approve to reserve 4,400,000 of the unissued Mgmt For For
ordinary shares of 10 cents each in the authorized
capital of the Company to meet the requirements
of the Reunert 1985 Share Option Scheme and
the Reunert 1988 Share Purchase Scheme and
specifically authorize the Directors to allot
and issue those shares in terms of the Scheme
for the purposes of the Reunert 1985 Share
Option Scheme and the 1988 Share Purchase Scheme
6.S.1 Approve, as a general approval contemplated Mgmt For For
in Sections 85(2) and 85(3) of the Companies
Act Act 61 of 1973, as amended the Companies
Act, the acquisitions by the Company and/or
any subsidiary of the Company, from time to
time, of the issued ordinary shares of the
Company, upon such terms and conditions and
in such amounts as the Directors of the Company
may from time to time determine, but subject
to the Articles of Association of the Company,
the provisions of the Companies Act and the
Listings Requirements of the JSE Limited JSE
when applicable, not exceeding in aggregate
20% of the number of shares in the Company
s issued share capital in any 1 FY at the beginning
of the FY provided that a subsidiary of the
Company may not hold at any 1 time more than
10% of the number of issued shares of the Company,
at a price of no more than 10% of the weighted
average market price at which such ordinary
shares are traded on the JSE, over the previous
5 business days; Authority expires the earlier
of the next AGM or 15 months; the repurchase
of securities being effected through the order
book operated by the JSE trading system and
done without any prior arrangement between
the Company and the counter party reported
trades are prohibited; implement any such
repurchase on the open market of the JSE; at
any point in time, the Company only appoints
one agent to effect any repurchase(s) on its
behalf; the Company or its subsidiaries are
not repurchasing securities during a prohibited
period as specified; a paid press release giving
such details as may be required in terms of
the Listings Requirements of the JSE be published
when the Company or its subsidiaries have cumulatively
repurchased 3% of the shares in issue and for
every 3% in aggregate of the initial number
of that class acquired thereafter; the sponsor
to the Company provides a letter on the adequacy
of the working capital in terms of Section
2.14 of the JSE Listings Requirements prior
to any repurchases being implemented on the
open market of the JSE; after such repurchase
the Company will still comply with as specified
of the JSE Listings Requirements prior to any
repurchases being implemented on the open market
of the JSE; after such repurchase the Company
will still comply with as specified of the
JSE Listing Requirement concerning shareholders
spread requirement; the Directors undertake
that, for a period of 12 months following the
date of the notice of the AGM or for the period
of the general authority, whichever is the
longer, they will not undertake any such repurchase
unless: i) the Company and the Group will,
after payment for such maximum repurchases,
be able to repay their debts In the ordinary
course of business; ii) the Company s and the
Group s asset, fairly valued according to international
Financial Reporting Standards and on a basis
consistent with the last FY of the Company,
will, after such payment, exceed their liabilities;
iii) the Company s and the Group s ordinary
share capital and reserves will, after such
payment, be sufficient to continue operations;
and iv) the Company and the Group will, after
such payment, have sufficient working capital
to continue operations
A REUNERT PREFERENCE SHAREHOLDER WILL BE ENTITLED Non-Voting
TO ATTEND THE AGM AND TO VOTE ON SPECIAL RESOLUTION
2 7.S.2. ON A POLL EVERY REUNERT PREFERENCE
SHAREHOLDER WHO IS PRESENT IN PERSON OR BY
PROXY AT THE AGM SHALL HAVE 20 VOTES FOR EVERY
REUNERT PREFERENCE SHARE HELD OR REPRESENTED.
7.S.2 Approve, as a specific approval contemplated Mgmt For For
in terms of Section 85(2) of the Companies
Act, 1973, as amended, the Listings Requirements
of the JSE Limited and Article 29(a) of the
Company s Articles of Association, the acquisition
by the Company of 563 631 ordinary par value
shares in the Company s issued ordinary share
capital from Bargenel Investments Limited,
at a consideration per ordinary share equal
to the closing market price of such share on
the JSE Limited on the trading day immediately
prior to the acquisition
8.O.3 Approve the sale by the Company of all of the Mgmt For For
ordinary shares which it holds in the issued
share capital of Bargenel Investments Limited
to Rebatona Investment Holdings Proprietary
Limited 2006/031544/07, upon the terms and
subject to the conditions of the sale of Shares
Agreement dated 20 NOV 2006 between the Company
and Rebatona Investment Holdings Proprietary
Limited 2006/031544/07, details of which
as specified
9.O.4 Authorize the Directors of the Company, subject Mgmt For For
to the passing and registration of Special
Resolution 2, by way of a specific authority
in terms of Section 221 of the Companies Act,
1973, as amended, and the Listings Requirements
of the JSE Limited, to allot and issue to the
Reunert Staff Share Trust, as a specific issue
for cash, a maximum of 600,000 ordinary shares
in the authorized but unissued share capital
of the Company, at a subscription price per
ordinary share of its par value, for purposes
of the employee transaction, details of which
as specified
10.O5 Authorize any Director or the Secretary of the Mgmt For For
Company to sign all such documentation, take
all such steps and do all such other things
as may be necessary in order to give effect
to Special Resolution 2 and Ordinary Resolutions
3 and 4 in accordance with, and subject to,
the terms thereof
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting
OF FUTURE RECORD DATE. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS
PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
REYNOLDS AMERICAN INC. Agenda Number: 932659874
--------------------------------------------------------------------------------------------------------------------------
Security: 761713106
Meeting Type: Annual
Meeting Date: 11-May-2007
Ticker: RAI
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
MARTIN D. FEINSTEIN* Mgmt For For
SUSAN M. IVEY* Mgmt For For
NEIL R. WITHINGTON* Mgmt For For
JOHN T. CHAIN, JR** Mgmt For For
02 APPROVAL OF AN AMENDMENT TO THE ARTICLES OF Mgmt For For
INCORPORATION INCREASING THE NUMBER OF AUTHORIZED
SHARES OF COMMON STOCK FROM 400,000,000 TO
800,000,000
03 RATIFICATION OF KPMG LLP AS INDEPENDENT AUDITORS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ROCHE HOLDING AG, BASEL Agenda Number: 701139087
--------------------------------------------------------------------------------------------------------------------------
Security: H69293217
Meeting Type: AGM
Meeting Date: 05-Mar-2007
Ticker:
ISIN: CH0012032048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting
ID 352271 DUE TO CHANGE IN VOTING STATUS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL
BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT
ON THIS MEETING NOTICE. THANK YOU.
THE PRACTICE OF SHARE BLOCKING VARIES WIDELY Non-Voting
IN THIS MARKET. PLEASE CONTACT YOUR ADP CLIENT
SERVICE REPRESENTATIVE TO OBTAIN BLOCKING INFORMATION
FOR YOUR ACCOUNTS.
PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE AT
ADP. THANK YOU
1. Approve the annual report, financial statements Non-Voting
and the consolidated financial statements for
2006
2. Ratify the Board of Directors actions Non-Voting
3. Approve the allocation of income and dividends Non-Voting
of CHF 3.40 per share
4.1 Elect Prof. Pius Baschera as a new Member of Non-Voting
the Board for a term of 4 years as provided
by the Articles of Incorporation
4.2 Elect Dr. Wolfgang Ruttenstorfer as a new Member Non-Voting
of the Board for a term of 4 years as provided
by the Articles of Incorporation
5. Elect KPMG Klynveld Peat Marwick Goerdeler SA Non-Voting
as the Statutory and Group Auditors
PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting
OF AUDITOR NAME. PLEASE ALSO NOTE THE NEW CUT-OFF
IS 21 FEB 2007. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
SAP AKTIENGESELLSCHAFT Agenda Number: 701192243
--------------------------------------------------------------------------------------------------------------------------
Security: D66992104
Meeting Type: AGM
Meeting Date: 10-May-2007
Ticker:
ISIN: DE0007164600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting
MEETING IS 19 APR 07, WHEREAS THE MEETING HAS
BEEN SETUP USING THE ACTUAL RECORD DATE - 1
BUSINESS DAY. THIS IS DONE TO ENSURE THAT ALL
POSITIONS REPORTED ARE IN CONCURRENCE WITH
THE GERMAN LAW. THANK YOU.
1. Presentation of the financial statements and Non-Voting
annual report for the 2006 FY with the report
of the Supervisory Board, the Group financial
statements and Group annual report
2. Resolution on the appropriation of the distributable Mgmt For For
profit of EUR 1,647,334,719.50 as follows:
payment of a dividend of EUR 0.46 per entitled
share EUR 1,089,961,795.76 shall be carried
forward, ex-dividend and payable date: 11 MAY
2007
3. Ratification of the acts of the Board of Managing Mgmt For For
Directors
4. Ratification of the acts of the Supervisory Mgmt For For
Board
5. Appointment of the Auditors for the 2007 FY: Mgmt For For
KPMG Deutsche Treuhand-Gesellschaft AG, Frankfurt
and Berlin
6a Election of Mr. Pekka Ala-Pietilae to the Supervisory Mgmt Abstain Against
Board
6b Election of Prof. Dr. Wilhelm Haarmann to the Mgmt Abstain Against
Supervisory Board
6c Election of Dr. H.C. Hartmut Mehdorn to the Mgmt Abstain Against
Supervisory Board
6d Election of Prof. Dr.-Ing. E.H. Joachim Milberg Mgmt Abstain Against
to the Supervisory Board
6e Election of Prof. Dr. H.C. Mult. Hasso Plattner Mgmt Abstain Against
to the Supervisory Board
6f Election of Prof. Dr. H.C. Mult. August-Wilhelm Mgmt Abstain Against
Scheer to the Supervisory Board
6g Election of Dr. Erhard Schipporeit to the Supervisory Mgmt Abstain Against
Board
6h Election of Prof. Dr.-Ing. E.H. Klaus Wucherer Mgmt Abstain Against
to the Supervisory Board
7. Renewal of the authorization to acquire own Mgmt For For
shares: the Company shall be authorized to
acquire own shares of up to EUR 120,000,000
at a price neither more than 10% above, nor
more than 20% below the market price of the
shares if they are acquired through the stock
exchange, nor differing more than 20% from
the market price of the shares if they are
acquired by way of a repurchase offer, on or
before 31 OCT 2008; the Company shall be authorized
to sell the shares on the stock exchange and
to offer them to the shareholders for subscription;
the Company may also dispose of the shares
in another manner if they are sold at a price
not materially below their market price, to
use the shares for acquisition purposes or
within the scope of the Company's Stock Option
and Incentive Plans, and to retire the shares
8. Authorization of the Board of Managing Directors Mgmt For For
to use call and put options for the purpose
of the acquisition of own shares as per Item
7
9. Resolution on an amendment to the Article of Mgmt For For
association in accordance with the new Transparency
Directive Implementation Law as follows: Section
[3]2, regarding the Company being authorized
to transmit information to shareholders by
electronic means
COUNTER PROPOSALS HAVE BEEN RECEIVED FOR THIS Non-Voting
MEETING. A LINK TO THE COUNTER PROPOSAL INFORMATION
IS AVAILABLE IN THE MATERIAL URL SECTION OF
THE APPLICATION. IF YOU WISH TO ACT ON THESE
ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND
AND VOTE YOUR SHARES AT THE COMPANYS MEETING.
--------------------------------------------------------------------------------------------------------------------------
SCOTTISH AND SOUTHERN ENERGY PLC Agenda Number: 701025389
--------------------------------------------------------------------------------------------------------------------------
Security: G7885V109
Meeting Type: AGM
Meeting Date: 27-Jul-2006
Ticker:
ISIN: GB0007908733
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the financial statements and the reports Mgmt For For
of the Directors and the Auditors for the FYE
31 MAR 2006
2. Approve the remuneration report of the Board Mgmt For For
for the FYE 31 MAR 2006
3. Declare a final dividend for the YE 31 MAR 2006 Mgmt For For
of 32.7 pence per ordinary share
4. Re-elect Mr. Gregor Alexander as a Director Mgmt For For
of the Company
5. Re-elect Mr. David Payne as a Director of the Mgmt For For
Company
6. Re-elect Mr. Susan Rice as a Director of the Mgmt For For
Company
7. Appoint KPMG Audit PLC as the Auditor of the Mgmt For For
Company, until the conclusion of the next general
meeting at which financial statements are laid
before the Company
8. Authorize the Directors to determine the Auditors Mgmt For For
remuneration
9. Authorize the Directors, for the purpose of Mgmt For For
Section 80 of the Companies Act 1985, to allot
relevant securities as defined within that
Section up to an aggregate nominal amount
of GBP 143,380,318; Authority expires at the
conclusion of the next AGM of the Company ;
and the Directors may allot relevant securities
after the expiry of this authority in pursuance
of such an offer or agreement made prior to
such expiry
S.10 Authorize the Directors, subject to the passing Mgmt For For
of Resolution 9 and pursuant to Section 95
of the Companies Act 1985 the Act , to allot
equity securities Section 94 of the Act for
cash pursuant to the authority conferred by
Resolution 9, disapplying the statutory pre-emption
rights Section 89(1) of the Act , provided
that this power is limited to the allotment
of equity securities: a) in connection with
a rights issue in favor of ordinary shareholders;
and b) up to an aggregate nominal amount of
GBP 21,507,047; Authority expires at the conclusion
of the next AGM of the Company ; and Directors
may allot equity securities after the expiry
of this authority in pursuance of such an offer
or agreement made prior to such expiry
S.11 Authorize the Company, pursuant to the Article Mgmt For For
12 of the Articles of Association and for the
purpose of Section 166 of the Companies Act
1985 the Act , to make 1 or more market purchases
Section 163(3) of the Act of up to 86,028,191
ordinary shares, representing 10% of the Company
s issued ordinary share capital, of 50p each
in the capital of the Company, at a minimum
price is 50p and the maximum price is not more
than 5% above the average middle market quotations
for such shares derived from the London Stock
Exchange Daily Official List, over the previous
5 business days; Authority expires the earlier
of the conclusion of the Company next AGM
or 15 months from the date of passing of this
resolution ; and the Company, before the expiry,
may make a contract to purchase ordinary shares
which will or may be executed wholly or partly
after such expiry
12. Approve the Scottish Southern Energy Plc Performance Mgmt For For
Share Plan the PSP as specified and authorize
the Directors to do all such acts and things
as they may consider necessary or expedient
to give full effect to the PSP
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE EXCHANGE LTD Agenda Number: 701056132
--------------------------------------------------------------------------------------------------------------------------
Security: Y79946102
Meeting Type: EGM
Meeting Date: 29-Sep-2006
Ticker:
ISIN: SG1J26887955
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Authorize the Directors of the Company, for Mgmt For For
the purposes of Sections 76C and 76E of the
Companies Act, Chapter 50 of Singapore Companies
Act , to purchase or otherwise acquire issued
ordinary shares in the capital of the Company
Shares not exceeding in aggregate the maximum
percentage at such price or prices as may be
determined by the Directors from time to time
up to the maximum price, whether by way of:
i) market purchase(s) on the Singapore Exchange
Securities Trading Limited SGX-ST transacted
through the Central Limit Order Book trading
system and/or any other securities exchange
on which the Shares may for the time being
be listed and quoted Other Exchange ; and/or
ii) off-market purchase(s) if effected otherwise
than on the SGX-ST or, as the case may be,
Other Exchange in accordance with any equal
access scheme(s) as may be determined or formulated
by the Directors as they consider fit, which
scheme(s) shall satisfy all the conditions
prescribed by the Companies Act, and otherwise
in accordance with all other laws and regulations
and rules of the SGX-ST or, as the case may
be, Other Exchange as may for the time being
be applicable Share Purchase Mandate ; Authority
expires the earlier of the date on which the
next AGM of the Company is held and the date
by which the next AGM of the Company is required
by law to be held ; and to complete and do
all such acts and things including executing
such documents as may be required as they
and/or he may consider expedient or necessary
to give effect to the transactions contemplated
and/or authorized by this resolution
S.2 Amend the Articles of Association of the Company Mgmt For For
in the manner and to the extent as specified
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE EXCHANGE LTD Agenda Number: 701056168
--------------------------------------------------------------------------------------------------------------------------
Security: Y79946102
Meeting Type: AGM
Meeting Date: 29-Sep-2006
Ticker:
ISIN: SG1J26887955
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the Directors report and Mgmt For For
the audited accounts for the FYE 30 JUN 2006
with the Auditors report thereon
2. Re-appoint Mr. Joseph Yuvaraj Pillay as a Director Mgmt Abstain Against
of the Company, pursuant to Section 153(6)
of the Companies Act, Chapter 50 of Singapore,
until the next AGM of the Company
3. Re-elect Mr. Ng Kee Choe, who retires by rotation Mgmt Abstain Against
under Article 99 of the Company s Articles
of Association the Articles
4. Re-elect Mr. Lee Hsien Yang, who retires by Mgmt Abstain Against
rotation under Article 99 of the Articles
5. Re-elect Ms. Olivia Lum Ooi Lin, who reties Mgmt Abstain Against
by rotation under Article 99 of the Articles
6. Appoint Ms. Euleen Goh Yiu Kiang as a Director Mgmt Abstain Against
of the Company, under Article 101 of the Articles
7. Approve the sum of SGD 765,200 as the Directors Mgmt For For
fees for the FYE 30 JUN 2006
8. Declare a net final tax-exempt one-tier dividend Mgmt For For
of SGD 0.117 per share for the FYE 30 JUN 2006
9. Re-appoint Messrs. PricewaterhouseCoopers as Mgmt For For
the Auditors of the Company and authorize the
Directors to fix their remuneration
10. Authorize the Directors of the Company to: a) Mgmt For For
i) issue shares in the capital of the Company
shares whether by way of rights, bonus or
otherwise; and/or ii) make or grant offers,
agreements or options collectively, Instruments
that might or would require shares to be issued,
including but not limited to the creation and
issue of as well as adjustments to warrants,
debentures or other instruments convertible
into shares, at any time and upon such terms
and conditions and for such purposes and to
such persons as the Directors may in their
absolute discretion deem fit; and b) notwithstanding
the authority conferred by this Resolution
may have ceased to be in force issue shares
in pursuance of any Instrument made or granted
by the Directors while this Resolution was
in force, provided that: 1) the aggregate number
of shares to be issued pursuant to this Resolution
including shares to be issued in pursuance
of Instruments made or granted pursuant to
this Resolution does not exceed 50% of the
issued shares in the capital of the Company
as calculated in accordance with sub-paragraph
(2) below , of which the aggregate number of
shares to be issued other than on a pro rata
basis to shareholders of the Company including
shares to be issued in pursuance of Instruments
made or granted pursuant to this Resolution
does not exceed 10% of the issued shares in
the capital of the Company as calculated in
accordance with sub-paragraph (2) below ; 2)
subject to such manner of calculation and
adjustments as may be prescribed by the Singapore
Exchange Securities Trading Limited SGX-ST
for the purpose of determining the aggregate
number of shares that may be issued under sub-paragraph
(1) above, the percentage of issued shares
shall be based on the number of issued shares
in the capital of the Company at the time this
Resolution is passed, after adjusting for:
i) new shares arising from the conversion or
exercise of any convertible securities or share
options or vesting of share awards which are
outstanding or subsisting at the time this
Resolution is passed; and ii) any subsequent
consolidation or subdivision of shares; 3)
in exercising the authority conferred by this
Resolution, the Company shall comply with the
provisions of the Listing Manual of the SGX-ST
for the time being in force unless such compliance
has been waived by the Monetary Authority of
Singapore and the Articles for the time being
of the Company; and Authority expires the
earlier of the conclusion of the next AGM of
the Company or the date by which the next AGM
is required to be held by law
11. Authorize the Directors to offer and grant options Mgmt For For
in accordance with the provisions of the SGX
Share Option Plan and/or to grant awards in
accordance with the provisions of the SGX Performance
Share Plan and to allot and issue from time
to time such number of ordinary shares in the
capital of the Company as may be required to
be issued pursuant to the exercise of options
under the SGX Share Option Plan and/or such
number of fully-paid shares as may be required
to be issued pursuant to the vesting of awards
under the SGX Performance Share Plan, provided
that the aggregate number of new shares to
be issued pursuant to the SGX Share Option
Plan and the SGX Performance Share Plan shall
not exceed 10% of the total number of issued
ordinary shares in the capital of the Company
from time to time
Transact any other business Non-Voting
--------------------------------------------------------------------------------------------------------------------------
SINGAPORE EXCHANGE LTD Agenda Number: 701209745
--------------------------------------------------------------------------------------------------------------------------
Security: Y79946102
Meeting Type: EGM
Meeting Date: 02-May-2007
Ticker:
ISIN: SG1J26887955
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the disposal the Disposal of No. 2 Mgmt For For
Shenton Way #02-01, #02-02, #03-01, #19-01,
#20-01, #21-01, #22-01, #23-01, #24-01, #25-01,
#26-01, #27-01, #28-01 and #29-01 SGX Center
1 Singapore and No. 4 Shenton Way #02-01 and
#03-01, SGX Centre 2 Singapore the SGX Premises
inclusive of 3 passenger lifts located in
one of the SGX premises for an aggregate purchase
price of SGD 271,030,500 exclusive of goods
and services tax and on the terms and conditions
of the Sale and Purchase Agreement dated 12
MAR 2007 the Sale and Purchase Agreement
made between the wholly-owned subsidiaries
of the Company, namely, Singapore Exchange
Securities Trading Limited, Singapore Exchange
Derivatives Trading Limited and The Central
Depository Pte Limited as vendors and United
Overseas Bank Limited as purchaser; and authorize
the Directors or any of them to complete and
do all such acts and things including modifying
the Sale and Purchase Agreement and executing
all such documents as may be required under
or pursuant to the Sale and Purchase Agreement
as they or he may consider necessary, desirable
or expedient to give effect to this Resolution
as they or he may deem fit
--------------------------------------------------------------------------------------------------------------------------
TECK COMINCO LTD Agenda Number: 701179106
--------------------------------------------------------------------------------------------------------------------------
Security: 878742204
Meeting Type: MIX
Meeting Date: 25-Apr-2007
Ticker:
ISIN: CA8787422044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Elect the Directors, as specified Mgmt Abstain Against
2. Appoint PricewaterhouseCoopers LLP as the Auditors Mgmt Abstain Against
and authorize the Directors to fix the Auditors
remuneration
3. Amend the Articles of the Company to subdivide Mgmt Abstain Against
the outstanding class A common shares and class
B subordinate voting shares on a 2-for-1 basis
--------------------------------------------------------------------------------------------------------------------------
THE COCA-COLA COMPANY Agenda Number: 932640065
--------------------------------------------------------------------------------------------------------------------------
Security: 191216100
Meeting Type: Annual
Meeting Date: 18-Apr-2007
Ticker: KO
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: HERBERT A. ALLEN Mgmt For For
1B ELECTION OF DIRECTOR: RONALD W. ALLEN Mgmt For For
1C ELECTION OF DIRECTOR: CATHLEEN P. BLACK Mgmt For For
1D ELECTION OF DIRECTOR: BARRY DILLER Mgmt For For
1E ELECTION OF DIRECTOR: E. NEVILLE ISDELL Mgmt For For
1F ELECTION OF DIRECTOR: DONALD R. KEOUGH Mgmt For For
1G ELECTION OF DIRECTOR: DONALD F. MCHENRY Mgmt For For
1H ELECTION OF DIRECTOR: SAM NUNN Mgmt For For
1I ELECTION OF DIRECTOR: JAMES D. ROBINSON III Mgmt For For
1J ELECTION OF DIRECTOR: PETER V. UEBERROTH Mgmt For For
1K ELECTION OF DIRECTOR: JAMES B. WILLIAMS Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS INDEPENDENT AUDITORS
03 APPROVAL OF THE PERFORMANCE INCENTIVE PLAN OF Mgmt For For
THE COCA-COLA COMPANY
04 SHAREOWNER PROPOSAL REGARDING MANAGEMENT COMPENSATION Shr Against For
05 SHAREOWNER PROPOSAL REGARDING AN ADVISORY VOTE Shr Against For
ON THE COMPENSATION COMMITTEE REPORT
06 SHAREOWNER PROPOSAL REGARDING CHEMICAL AND BIOLOGICAL Shr Against For
TESTING
07 SHAREOWNER PROPOSAL REGARDING STUDY AND REPORT Shr Against For
ON EXTRACTION OF WATER IN INDIA
08 SHAREOWNER PROPOSAL REGARDING RESTRICTED STOCK Shr Against For
--------------------------------------------------------------------------------------------------------------------------
THE GOLDMAN SACHS GROUP, INC. Agenda Number: 932632917
--------------------------------------------------------------------------------------------------------------------------
Security: 38141G104
Meeting Type: Annual
Meeting Date: 11-Apr-2007
Ticker: GS
ISIN:
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTOR: LLOYD C. BLANKFEIN Mgmt For For
1B ELECTION OF DIRECTOR: LORD BROWNE OF MADINGLEY Mgmt For For
1C ELECTION OF DIRECTOR: JOHN H. BRYAN Mgmt For For
1D ELECTION OF DIRECTOR: GARY D. COHN Mgmt For For
1E ELECTION OF DIRECTOR: CLAES DAHLBACK Mgmt For For
1F ELECTION OF DIRECTOR: STEPHEN FRIEDMAN Mgmt For For
1G ELECTION OF DIRECTOR: WILLIAM W. GEORGE Mgmt For For
1H ELECTION OF DIRECTOR: RAJAT K. GUPTA Mgmt For For
1I ELECTION OF DIRECTOR: JAMES A. JOHNSON Mgmt For For
1J ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1K ELECTION OF DIRECTOR: EDWARD M. LIDDY Mgmt For For
1L ELECTION OF DIRECTOR: RUTH J. SIMMONS Mgmt For For
1M ELECTION OF DIRECTOR: JON WINKELRIED Mgmt For For
02 RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS OUR INDEPENDENT AUDITORS FOR OUR 2007
FISCAL YEAR
03 SHAREHOLDER PROPOSAL REGARDING A CHARITABLE Shr Against For
CONTRIBUTIONS REPORT
04 SHAREHOLDER PROPOSAL REGARDING A SUSTAINABILITY Shr Against For
REPORT
05 SHAREHOLDER PROPOSAL REGARDING STOCK OPTIONS Shr Against For
--------------------------------------------------------------------------------------------------------------------------
TOSHIBA CORPORATION Agenda Number: 701234914
--------------------------------------------------------------------------------------------------------------------------
Security: J89752117
Meeting Type: AGM
Meeting Date: 25-Jun-2007
Ticker:
ISIN: JP3592200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please note this announcement is being provided Non-Voting
to inform you that the true agenda has been
released and is available for your review.
(Please refer to the attached PDF files.)
1.1 Appoint a Director Mgmt For For
1.2 Appoint a Director Mgmt For For
1.3 Appoint a Director Mgmt For For
1.4 Appoint a Director Mgmt For For
1.5 Appoint a Director Mgmt For For
1.6 Appoint a Director Mgmt For For
1.7 Appoint a Director Mgmt For For
1.8 Appoint a Director Mgmt For For
1.9 Appoint a Director Mgmt For For
1.10 Appoint a Director Mgmt For For
1.11 Appoint a Director Mgmt For For
1.12 Appoint a Director Mgmt For For
1.13 Appoint a Director Mgmt For For
1.14 Appoint a Director Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TRUWORTHS INTERNATIONAL LTD Agenda Number: 701073544
--------------------------------------------------------------------------------------------------------------------------
Security: S8793H130
Meeting Type: AGM
Meeting Date: 09-Nov-2006
Ticker:
ISIN: ZAE000028296
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and adopt the Company and the Group Mgmt For For
s audited annual financial statements for the
period ended 25 JUN 2006
2.1 Re-elect Mr. Michael S. Mark as a Director of Mgmt Abstain Against
the Company, who are required to retire by
rotation at the AGM in accordance with its
the Articles of Association
2.2 Re-elect Mr. Tony J. Taylor as a Director of Mgmt Abstain Against
the Company, who are required to retire by
rotation in accordance with its Articles of
Association
2.3 Re-elect Mr. A. Edward Parfett as a Director Mgmt Abstain Against
of the Company, who are required to retire
by rotation in accordance with its Articles
of Association
3. Approve to renew the Directors general authority Mgmt For For
which shall be additional to the specific
authority in respect of the shares for the
purposes of the Company s equity-settled share
scheme that was conditionally renewed at the
2004 AGM which shall be limited in aggregate
to 10% of the Company s shares in issue at
25 JUN 2006, over both the un-issued shares,
and the repurchased shares, of the Company
until the following AGM; the authority shall
include the power to allot or to sell, as the
case may be, such shares for cash subject to
the provisions of the Companies Act Act and
the JSE s Listings Requirements, in particular
this resolution, which if passed would constitute
a waiver by Members of their pre-emptive rights,
and is further subject to Paragraph 5.52 of
such requirements, which provides as follows:
a) such shares may only be issued or sold,
as the case may be, to public shareholders
as defined in the Requirements, and not to
related parties; b) such shares may be of class
already in issue; c) such shares may not in
any 1 FY in the aggregate exceed 15% of the
Company s issued shares, the number that may
be issued or sold, as the case may be, being
determined in accordance with Sub Paragraph
5.52 (c) of the Requirements; and d) the maximum
discount at which such shares may be issued
or sold, as the case may be, is 10% of the
weighted average traded price of such shares
on the JSE over the 30 business days preceding
the date of determination of the issue or selling
price, as the case may be
4.S.1 Approve, as a general approval contemplated Mgmt For For
in the Act, the acquisition from time to time,
either by the Company itself or by its subsidiaries,
of the Company s issued shares and including
the acquisition by the Company of any of its
issued shares held by its subsidiaries, upon
such terms and conditions and in such amounts
as the Directors of the Company may from time
to time decide, subject however to the provisions
of the Act and the Listings Requirements of
the JSE relating to general repurchases of
shares, it being recorded that it is currently
required that general repurchases of a Company
s shares can be made only if: a) the Company
and its subsidiaries are enabled by their articles
to acquire such shares; b) the Company and
its subsidiaries are authorized by their Members
in terms of special resolutions taken at general
meetings, to make such general repurchases,
such authority expires the earlier at the conclusion
of the next AGM or for 15 months; c) such repurchases
are effected through the order book operated
by the JSE trading system and without any prior
understanding or arrangement between the Company
and a counter party, unless the JSE otherwise
permits; d) such repurchases are limited to
a maximum of 20% per FY of the Company s issued
shares of that class at the time the aforementioned
authorization is given, a maximum of 10% in
aggregate of the Company s issued shares that
may have been repurchased being capable of
being held by subsidiaries of the Company;
e) such repurchases are made at a price no
greater than 10% above the weighted average
market price of the Company s shares traded
on the JSE over the 5 business days immediately
preceding the date on which the transaction
is effect; f) at any point in time, the Company
appoints only one agent to effect any repurchase
on the Company s behalf; g) the Company may
only undertake such repurchases if thereafter
it still complies with the JSE s Listings Requirements
concerning shareholder spread; h) such repurchases
are not effected during prohibited periods
as defined by the JSE
5. Elect Ernst & Young as the Independent External Mgmt For For
Auditors in respect of the audit of the Group
s annual financial statements for the period
ending 24 JUN 2007 and authorize the Company
Audit Committee to determine their fees
6. Approve the fees of the Non-Executive Directors Mgmt For For
for the YE 25 JUN 2006
--------------------------------------------------------------------------------------------------------------------------
VTECH HOLDINGS LTD Agenda Number: 701034148
--------------------------------------------------------------------------------------------------------------------------
Security: G9400S108
Meeting Type: AGM
Meeting Date: 11-Aug-2006
Ticker:
ISIN: BMG9400S1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive and approve the audited financial statements Mgmt For For
and the reports of the Directors and the Auditors
for the YE 31 MAR 2006
2. Declare a final dividend for the YE 31 MAR 2006 Mgmt For For
3.a Re-elect Mr. Allan Wong Chi Yun as a Director Mgmt For For
3.b Re-elect Mr. Albert Lee Wai Kuen as a Director Mgmt For For
3.c Approve to fix the remuneration of the Directors Mgmt For For
as totaling USD120,000 and such that each Director
shall be entitled to not more than USD 20,000
per annum and on such terms as the Board may
decide for the YE 31 MAR 2007 and each subsequent
FY until the Company in general meeting otherwise
determines and that further Director appointed
by the Board shall be entitled to not more
than USD 20,000 per annum in proportion to
the time during which he has held office and
on terms as the Board may decide
4. Re-appoint KPMG as the Auditors and authorize Mgmt For For
the Board of Directors to fix their remuneration
5. Authorize the Directors of the Company, subject Mgmt For For
to the below, to repurchase ordinary shares
of USD 0.05 each in the share capital of the
Company on The Stock Exchange of Hong Kong
Limited Hong Kong Stock Exchange , subject
to and in accordance with all applicable Laws
and the provisions of, and in the manner specified
in the Rules Governing the Listing of Securities
on the Hong Kong Stock Exchange, provided that
the aggregate nominal amount shall not exceed
10% of the aggregate nominal amount of the
share capital of the Company in issue at the
date of the AGM at which this resolution is
passed; and Authority expires earlier at the
conclusion of the AGM of the Company to be
held in 2007 or such authority given under
this resolution being renewed, revoked or varied
by ordinary resolution of shareholders of the
Company in general meeting
6. Authorize the Directors of the Company, subject Mgmt For For
to the provisions of this resolution, to allot,
issue and deal with additional authorized and
unissued shares in the capital of the Company
and to make or grant offers, agreements and
options, including warrants to subscribe for
shares and other rights of subscription for
or conversion into shares, which might require
the exercise of such powers, pursuant to: i)
a rights issue where shares are offered for
a fixed period to shareholders in proportion
to their then holdings of shares on a fixed
record date subject to such exclusions or
other arrangements as the Directors may deem
necessary or expedient in relation to fractional
entitlements or having regard to any restrictions
or obligations under the Laws of, or the requirements
of any recognized regulatory body or stock
exchange in, any territory applicable to the
Company ; or (ii) any scrip dividend scheme
or similar arrangements implemented in accordance
with the Company s Bye-Laws; or iii) the exercise
of options granted under any share option scheme
or similar arrangement adopted by the Company
and not exceeding 10% of the aggregate nominal
amount of the share capital of the Company
in issue ; Authority expires at the conclusion
of the AGM of the Company to be held in 2007
; this authority shall allow the Company before
the expiry of this authority to make or grant
offers, agreements and options including warrants
to subscribe for shares and other rights of
subscription for or conversion into shares
which would or might require shares to be
allotted and issued after such expiry and the
Directors may allot, issue and deal with the
shares in pursuance of such offers, agreements
and options as if the authority conferred hereby
had not expired
7. Approve, conditional upon the passing of Resolutions Mgmt For For
5, to extend the general mandate granted to
the Directors to allot, issue and deal with
the shares pursuant to Resolution 6, by adding
to the aggregate nominal amount share capital
of the Company which may be allotted or agreed
to be conditionally or unconditionally allotted
by the Directors pursuant to such general mandate
of an amount representing the aggregate nominal
amount of the share capital repurchased by
the Company under the authority granted pursuant
to Resolution 5, provided that such amount
does not exceed 10% of the aggregate nominal
amount of the issued share capital of the Company
at the date of passing this resolution
--------------------------------------------------------------------------------------------------------------------------
WAL-MART DE MEXICO S A DE C V Agenda Number: 701090677
--------------------------------------------------------------------------------------------------------------------------
Security: P98180105
Meeting Type: EGM
Meeting Date: 14-Nov-2006
Ticker:
ISIN: MXP810081010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Amend the Corporate Bylaws Mgmt For For
2. Appoint or ratify the Members of the Board of Mgmt Abstain Against
Directors
3. Appoint the Chairperson of the Audit Committee Mgmt Abstain Against
4. Appoint the Chairperson of the Corporate Practices Mgmt Abstain Against
Committee
--------------------------------------------------------------------------------------------------------------------------
WAL-MART DE MEXICO S A DE C V Agenda Number: 701138984
--------------------------------------------------------------------------------------------------------------------------
Security: P98180105
Meeting Type: OGM
Meeting Date: 06-Mar-2007
Ticker:
ISIN: MXP810081010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receive the Board of Directors report Mgmt For For
2. Receive the Audit Committee s report Mgmt For For
3. Approve the financial information document for Mgmt For For
the FY going from 01 JAN to 31 DEC 2006
4. Receive the report regarding the status of the Mgmt For For
fund to repurchase shares
5. Approve the plan to cancel 158,368,900 shares Mgmt For For
of the Company, which are currently treasury
shares coming from the repurchase of shares
6. Approve the plan for allocation of results Mgmt For For
7. Approve the plan to pay a dividend that at the Mgmt For For
election of the shareholder will be paid in
cash, with a charge against the retained profits
account of the Company Cufin, in the amount
of MXN 0.51 per share, or in shares of the
Company, at the ratio that is determined by
taking into account the average quoted closing
price of the share on 28 MAR 2007 and the MXN
0.51, against coupon 45; it is planned that
the dividend be paid on 20 APR 2007
8. Approve the plan to carry out the increase of Mgmt For For
the corporate capital in its variable part,
through the issuance of up to 109,234,586,
common, ordinary shares that will be used exclusively
to be delivered as dividend and that will be
paid in through the allocation to the corporate
capital account of the amount of MXN 0.51 per
share of the retained profits account of the
Company, by which the increase of the variable
part of the corporate capital, would be up
to the amount of MXN 4,369,383,440.00; those
shares that are not subscribed for and delivered
to the shareholders in the manner indicated,
will be canceled and the increase of the corporate
capital will also be canceled in the same proportion
9. Receive the report regarding the fulfillment Mgmt For For
of tax obligations
10. Receive the report regarding the share plan Mgmt For For
for personnel
11. Receive the report of the Fundacion Wal-Mart Mgmt For For
De Mexico
12. Ratify the actions of the Board of Directors Mgmt For For
during the FY going from 01 JAN to 31 DEC 2006
13. Appoint or ratify the Members of the Board of Mgmt For For
Directors
14. Appoint or ratify the Chairpeople of the Audit Mgmt For For
and Corporate Practices Committee s
15. Approve the decisions that are stated in the Mgmt For For
minutes of the meeting that is held
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) Calamos Global Total Return Fund
By (Signature) /s/ John P. Calamos, Sr.
Name John P. Calamos, Sr.
Title President
Date 08/30/2007