UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-21507 Wells Fargo Utilities and High Income Fund _____________________________________________________ (Exact name of registrant as specified in charter) 525 Market Street, San Francisco, CA 94105 _____________________________________________________ (Address of principal executive offices) (Zip Code) C. David Messman Wells Fargo Funds Management, LLC 525 Market Street San Francisco, CA 94105 _____________________________________________________ (Name and address of agent for service) Registrant's telephone number, including area code: 800-222-8222 Date of fiscal year-end: 8/31 Date of reporting period: 07/01/15 - 06/30/16 Item 1. Proxy Voting Record =========== Wells Fargo Utilities and High Income Fund (Closed End) =========== ALLIANT ENERGY CORPORATION Ticker: LNT Security ID: 018802108 Meeting Date: MAY 13, 2016 Meeting Type: Annual Record Date: MAR 15, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael L. Bennett For For Management 1.2 Elect Director Deborah B. Dunie For For Management 1.3 Elect Director Darryl B. Hazel For For Management 1.4 Elect Director Thomas F. O'Toole For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- ALTEVA, INC. Ticker: ALTV Security ID: 02153V102 Meeting Date: NOV 16, 2015 Meeting Type: Annual Record Date: OCT 07, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For For Management 3 Fix Number of Directors at Five For For Management 4.1 Elect Director Jeffrey D. Alario For For Management 4.2 Elect Director Douglas B. Benedict For For Management 4.3 Elect Director Kelly C. Bloss For For Management 4.4 Elect Director Brian J. Kelley For For Management 4.5 Elect Director Edward J. Morea For For Management 5 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 6 Ratify Ernst & Young LLP as Auditors For For Management 7 Adjourn Meeting For For Management -------------------------------------------------------------------------------- AMERESCO, INC. Ticker: AMRC Security ID: 02361E108 Meeting Date: MAY 26, 2016 Meeting Type: Annual Record Date: MAR 31, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Douglas I. Foy For For Management 1.2 Elect Director Jennifer L. Miller For For Management 2 Ratify RSM US LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For Against Management -------------------------------------------------------------------------------- AMERICAN ELECTRIC POWER COMPANY, INC. Ticker: AEP Security ID: 025537101 Meeting Date: APR 26, 2016 Meeting Type: Annual Record Date: FEB 29, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nicholas K. Akins For For Management 1.2 Elect Director David J. Anderson For For Management 1.3 Elect Director J. Barnie Beasley, Jr. For For Management 1.4 Elect Director Ralph D. Crosby, Jr. For For Management 1.5 Elect Director Linda A. Goodspeed For For Management 1.6 Elect Director Thomas E. Hoaglin For For Management 1.7 Elect Director Sandra Beach Lin For For Management 1.8 Elect Director Richard C. Notebaert For For Management 1.9 Elect Director Lionel L. Nowell ,III For For Management 1.10 Elect Director Stephen S. Rasmussen For For Management 1.11 Elect Director Oliver G. Richard, III For For Management 1.12 Elect Director Sara Martinez Tucker For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- AMERICAN WATER WORKS COMPANY, INC. Ticker: AWK Security ID: 030420103 Meeting Date: MAY 13, 2016 Meeting Type: Annual Record Date: MAR 21, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Julie A. Dobson For For Management 1b Elect Director Paul J. Evanson For For Management 1c Elect Director Martha Clark Goss For For Management 1d Elect Director Richard R. Grigg For For Management 1e Elect Director Veronica M. Hagen For For Management 1f Elect Director Julia L. Johnson For For Management 1g Elect Director Karl F. Kurz For For Management 1h Elect Director George MacKenzie For For Management 1i Elect Director Susan N. Story For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- BCE INC. Ticker: BCE Security ID: 05534B760 Meeting Date: APR 28, 2016 Meeting Type: Annual Record Date: MAR 14, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Barry K. Allen For For Management 1.2 Elect Director Ronald A. Brenneman For For Management 1.3 Elect Director Sophie Brochu For For Management 1.4 Elect Director Robert E. Brown For For Management 1.5 Elect Director George A. Cope For For Management 1.6 Elect Director David F. Denison For For Management 1.7 Elect Director Robert P. Dexter For For Management 1.8 Elect Director Ian Greenberg For For Management 1.9 Elect Director Katherine Lee For For Management 1.10 Elect Director Monique F. Leroux For For Management 1.11 Elect Director Gordon M. Nixon For For Management 1.12 Elect Director Calin Rovinescu For For Management 1.13 Elect Director Robert C. Simmonds For For Management 1.14 Elect Director Paul R. Weiss For For Management 2 Ratify Deloitte LLP as Auditors For For Management 3 Advisory Vote on Executive For For Management Compensation Approach 4.1 SP 1: Female Representation in Senior Against Against Shareholder Management 4.2 SP 2: Reconstitution of Compensation Against Against Shareholder Committee -------------------------------------------------------------------------------- CENTERPOINT ENERGY, INC. Ticker: CNP Security ID: 15189T107 Meeting Date: APR 28, 2016 Meeting Type: Annual Record Date: MAR 03, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Milton Carroll For For Management 1b Elect Director Michael P. Johnson For For Management 1c Elect Director Janiece M. Longoria For For Management 1d Elect Director Scott J. McLean For For Management 1e Elect Director Theodore F. Pound For For Management 1f Elect Director Scott M. Prochazka For For Management 1g Elect Director Susan O. Rheney For For Management 1h Elect Director Phillip R. Smith For For Management 1i Elect Director Peter S. Wareing For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Adopt the Jurisdiction of For Against Management Incorporation as the Exclusive Forum for Certain Disputes -------------------------------------------------------------------------------- CENTURYLINK, INC. Ticker: CTL Security ID: 156700106 Meeting Date: MAY 18, 2016 Meeting Type: Annual Record Date: MAR 30, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Martha H. Bejar For For Management 1.2 Elect Director Virginia Boulet For For Management 1.3 Elect Director Peter C. Brown For For Management 1.4 Elect Director W. Bruce Hanks For For Management 1.5 Elect Director Mary L. Landrieu For For Management 1.6 Elect Director Gregory J. McCray For For Management 1.7 Elect Director William A. Owens For For Management 1.8 Elect Director Harvey P. Perry For For Management 1.9 Elect Director Glen F. Post, III For For Management 1.10 Elect Director Michael J. Roberts For For Management 1.11 Elect Director Laurie A. Siegel For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Amend Omnibus Stock Plan For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Stock Retention/Holding Period Against For Shareholder -------------------------------------------------------------------------------- CHESAPEAKE UTILITIES CORPORATION Ticker: CPK Security ID: 165303108 Meeting Date: MAY 04, 2016 Meeting Type: Annual Record Date: MAR 10, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Eugene H. Bayard For For Management 1.2 Elect Director Paul L. Maddock, Jr. For For Management 1.3 Elect Director Michael P. McMasters For For Management 2 Ratify Baker Tilly Virchow Krause, LLP For For Management as Auditors -------------------------------------------------------------------------------- DEUTSCHE POST AG Ticker: DPW Security ID: D19225107 Meeting Date: MAY 18, 2016 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2015 (Non-Voting) 2 Approve Allocation of Income and For For Management Dividends of EUR 0.85 per Share 3 Approve Discharge of Management Board For For Management for Fiscal 2015 4 Approve Discharge of Supervisory Board For For Management for Fiscal 2015 5 Ratify PricewaterhouseCoopers AG as For For Management Auditors for Fiscal 2016 6 Ratify PricewaterhouseCoopers AG as For For Management Auditors for the First Quarter of Fiscal 2017 7.1 Elect Katja Windt to the Supervisory For For Management Board 7.2 Elect Werner Gatzer to the Supervisory For For Management Board 7.3 Elect Ingrid Deltenre to the For For Management Supervisory Board 7.4 Elect Nikolaus von Bomhard to the For For Management Supervisory Board 8 Amend Affiliation Agreement with For For Management Subsidiary Deutsche Post Beteiligungen Holding GmbH -------------------------------------------------------------------------------- DOMINION RESOURCES, INC. Ticker: D Security ID: 25746U109 Meeting Date: MAY 11, 2016 Meeting Type: Annual Record Date: MAR 04, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William P. Barr For For Management 1.2 Elect Director Helen E. Dragas For For Management 1.3 Elect Director James O. Ellis, Jr. For For Management 1.4 Elect Director Thomas F. Farrell, II For For Management 1.5 Elect Director John W. Harris For Against Management 1.6 Elect Director Mark J. Kington For For Management 1.7 Elect Director Pamela J. Royal For For Management 1.8 Elect Director Robert H. Spilman, Jr. For For Management 1.9 Elect Director Michael E. Szymanczyk For For Management 1.10 Elect Director David A. Wollard For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Report on Potential Impact of Denial Against Against Shareholder of a Certificate for North Anna 3 6 Provide Right to Act by Written Consent Against For Shareholder 7 Require Director Nominee with Against For Shareholder Environmental Experience 8 Report on Financial and Physical Risks Against For Shareholder of Climate Change 9 Report on Plans to Adapt to Against For Shareholder Distributed Energy Generation and Energy Efficiency Changes in Sector -------------------------------------------------------------------------------- DUKE ENERGY CORPORATION Ticker: DUK Security ID: 26441C204 Meeting Date: MAY 05, 2016 Meeting Type: Annual Record Date: MAR 07, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Michael J. Angelakis For For Management 1.2 Elect Director Michael G. Browning For For Management 1.3 Elect Director Daniel R. DiMicco For For Management 1.4 Elect Director John H. Forsgren For For Management 1.5 Elect Director Lynn J. Good For For Management 1.6 Elect Director Ann Maynard Gray For For Management 1.7 Elect Director John T. Herron For For Management 1.8 Elect Director James B. Hyler, Jr. For For Management 1.9 Elect Director William E. Kennard For For Management 1.10 Elect Director E. Marie McKee For For Management 1.11 Elect Director Charles W. Moorman, IV For For Management 1.12 Elect Director Carlos A. Saladrigas For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Reduce Supermajority Vote Requirement Against For Shareholder 5 Report on Lobbying Payments and Policy Against For Shareholder -------------------------------------------------------------------------------- EDISON INTERNATIONAL Ticker: EIX Security ID: 281020107 Meeting Date: APR 28, 2016 Meeting Type: Annual Record Date: FEB 29, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jagjeet S. Bindra For For Management 1.2 Elect Director Vanessa C.L. Chang For For Management 1.3 Elect Director Theodore F. Craver, Jr. For For Management 1.4 Elect Director James T. Morris For For Management 1.5 Elect Director Richard T. Schlosberg, For For Management III 1.6 Elect Director Linda G. Stuntz For For Management 1.7 Elect Director William P. Sullivan For For Management 1.8 Elect Director Ellen O. Tauscher For For Management 1.9 Elect Director Peter J. Taylor For For Management 1.10 Elect Director Brett White For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Adopt Proxy Access Right Against For Shareholder -------------------------------------------------------------------------------- ENDESA S.A. Ticker: ELE Security ID: E41222113 Meeting Date: APR 26, 2016 Meeting Type: Annual Record Date: APR 21, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Consolidated and Standalone For For Management Financial Statements 2 Approve Consolidated and Standalone For For Management Management Reports 3 Approve Discharge of Board For For Management 4 Approve Allocation of Income and For For Management Dividends 5.1 Amend Article 4 Re: Registered Office For For Management 5.2 Amend Article 17 Re: Statutory Bodies For For Management 5.3 Amend Article 41 Re: Director For For Management Remuneration 5.4 Amend Articles Re: Audit and For For Management Compliance Committee, and Appointment of Auditors 5.5 Amend Article 65 Re: Resolution of For For Management Conflicts 6.1 Amend Article 1 of General Meeting For For Management Regulations Re: Purpose 6.2 Amend Article 8 of General Meeting For For Management Regulations Re: Publication and Announcement of Meeting Notice 6.3 Amend Article 11 of General Meeting For For Management Regulations Re: Representation 7 Advisory Vote on Remuneration Report For For Management 8 Approve Remuneration Policy For For Management 9 Approve Cash-Based Long-Term For For Management Incentive Plan 10 Authorize Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- ENEL SPA Ticker: ENEL Security ID: T3679P115 Meeting Date: JAN 11, 2016 Meeting Type: Special Record Date: DEC 29, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Partial Non-Proportional For For Management Demerger of Enel Green Power SpA in Favor of Enel SpA -------------------------------------------------------------------------------- ENEL SPA Ticker: ENEL Security ID: T3679P115 Meeting Date: MAY 26, 2016 Meeting Type: Annual/Special Record Date: MAY 17, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income For For Management 3.1 Slate 1 Submitted by the Italian None For Shareholder Ministry of Economy and Finance 3.2 Slate 2 Submitted by Institutional None Did Not Vote Shareholder Investors (Assogestioni) 4 Approve Internal Auditors' Remuneration None For Shareholder 5 Approve 2016 Monetary Long-Term For For Management Incentive Plan 6 Approve Remuneration Report For For Management 1 Amend Articles Re: 14.3 (Board-Related) For For Management -------------------------------------------------------------------------------- ENGIE Ticker: ENGI Security ID: F7629A107 Meeting Date: MAY 03, 2016 Meeting Type: Annual/Special Record Date: APR 28, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1 per Share 4 Approve Auditors' Special Report on For Against Management Related-Party Transactions Regarding New Transactions; Acknowledge Ongoing Transactions 5 Approve Additional Pension Scheme in For For Management Favor of Isabelle Kocher; Acknowledge Waiver of Agreement 6 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 7 Reelect Gerard Mestrallet as Director For For Management 8 Reelect Isabelle Kocher as Director For For Management 9 Elect Sir Peter Ricketts as Director For For Management 10 Elect Fabrice Bregier as Director For For Management 11 Advisory Vote on Compensation of For For Management Gerard Mestrallet, Chairman and CEO 12 Advisory Vote on Compensation of For For Management Isabelle Kocher, Vice-CEO 13 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 225 Million 14 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 225 Million 15 Approve Issuance of Equity or For For Management Equity-Linked Securities for up to 20 Percent of Issued Capital Per Year for Private Placements up to Aggregate Nominal Amount of EUR 225 Million 16 Authorize Board to Increase Capital in For For Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote under Items 13 to 15 17 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 18 Authorize Issuance of Equity or For Against Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 225 Million, Only in the Event of a Public Tender Offer or Share Exchange Offer 19 Authorize Issuance of Equity or For Against Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 225 Million, Only in the Event of a Public Tender Offer or Share Exchange Offer 20 Approve Issuance of Equity or For Against Management Equity-Linked Securities for up to 20 Percent of Issued Capital Per Year for Private Placements up to Aggregate Nominal Amount of EUR 225 Million, Only in the Event of a Public Tender Offer or Share Exchange Offer 21 Authorize Board to Increase Capital in For Against Management the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote under Items 18 to 20, Only in the Event of a Public Tender Offer or Share Exchange Offer 22 Authorize Capital Increase of up to 10 For Against Management Percent of Issued Capital for Contributions in Kind, Only in the Event of a Public Tender Offer 23 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 24 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 25 Set Total Limit for Capital Increase For For Management to Result from All Issuance Requests at EUR 265 Million 26 Authorize Capitalization of Reserves For For Management for Bonus Issue or Increase in Par Value 27 Authorize Capitalization of Reserves For Against Management for Bonus Issue or Increase in Par Value, Only in the Event of a Public Tender Offer or Share Exchange Offer 28 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 29 Authorize up to 0.5 Percent of Issued For For Management Capital for Use in Restricted Stock Plans 30 Authorize up to 0.5 Percent of Issued For For Management Capital for Use in Restricted Stock Plans Reserved for a Few Employees and Corporate Officers 31 Amend Article 13.5 of Bylaws Re: For For Management Preparation Time for Employee Representatives 32 Amend Article 16 of Bylaws Re: For For Management Chairman Age Limit 33 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- ENTERGY CORPORATION Ticker: ETR Security ID: 29364G103 Meeting Date: MAY 06, 2016 Meeting Type: Annual Record Date: MAR 08, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Maureen Scannel Bateman For For Management 1b Elect Director Patrick J. Condon For For Management 1c Elect Director Leo P. Denault For For Management 1d Elect Director Kirkland H. Donald For For Management 1e Elect Director Philip L. Frederickson For For Management 1f Elect Director Alexis M. Herman For For Management 1g Elect Director Donald C. Hintz For For Management 1h Elect Director Stuart L. Levenick For For Management 1i Elect Director Blanche Lambert Lincoln For For Management 1j Elect Director Karen A. Puckett For For Management 1k Elect Director W.J. 'Billy' Tauzin For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Assess Plans to Increase Distributed Against For Shareholder Low-Carbon Electricity Generation -------------------------------------------------------------------------------- EQT CORPORATION Ticker: EQT Security ID: 26884L109 Meeting Date: APR 20, 2016 Meeting Type: Annual Record Date: FEB 10, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Vicky A. Bailey For For Management 1.2 Elect Director Philip G. Behrman For For Management 1.3 Elect Director Kenneth M. Burke For For Management 1.4 Elect Director A. Bray Cary, Jr. For For Management 1.5 Elect Director Margaret K. Dorman For For Management 1.6 Elect Director David L. Porges For For Management 1.7 Elect Director James E. Rohr For For Management 1.8 Elect Director Stephen A. Thorington For For Management 1.9 Elect Director Lee T. Todd, Jr. For For Management 1.10 Elect Director Christine J. Toretti For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Ernst & Young LLP as Auditors For For Management -------------------------------------------------------------------------------- EVERSOURCE ENERGY Ticker: ES Security ID: 30040W108 Meeting Date: MAY 04, 2016 Meeting Type: Annual Record Date: MAR 07, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director John S. Clarkeson For For Management 1.2 Elect Director Cotton M. Cleveland For For Management 1.3 Elect Director Sanford Cloud, Jr. For For Management 1.4 Elect Director James S. DiStasio For For Management 1.5 Elect Director Francis A. Doyle For For Management 1.6 Elect Director Charles K. Gifford For For Management 1.7 Elect Director Paul A. La Camera For For Management 1.8 Elect Director Kenneth R. Leibler For For Management 1.9 Elect Director Thomas J. May For For Management 1.10 Elect Director William C. Van Faasen For For Management 1.11 Elect Director Frederica M. Williams For For Management 1.12 Elect Director Dennis R. Wraase For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- EXELON CORPORATION Ticker: EXC Security ID: 30161N101 Meeting Date: APR 26, 2016 Meeting Type: Annual Record Date: MAR 04, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Anthony K. Anderson For For Management 1b Elect Director Ann C. Berzin For For Management 1c Elect Director Christopher M. Crane For For Management 1d Elect Director Yves C. de Balmann For For Management 1e Elect Director Nicholas DeBenedictis For For Management 1f Elect Director Nancy L. Gioia For For Management 1g Elect Director Linda P. Jojo For For Management 1h Elect Director Paul L. Joskow For For Management 1i Elect Director Robert J. Lawless For For Management 1j Elect Director Richard W. Mies For For Management 1k Elect Director John W. Rogers, Jr. For For Management 1l Elect Director Mayo A. Shattuck, III For For Management 1m Elect Director Stephen D. Steinour For For Management 2 Ratify PricewaterhouseCoopers LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Provide Proxy Access Right For For Management -------------------------------------------------------------------------------- GREAT PLAINS ENERGY INCORPORATED Ticker: GXP Security ID: 391164100 Meeting Date: MAY 03, 2016 Meeting Type: Annual Record Date: FEB 23, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Terry Bassham For For Management 1.2 Elect Director David L. Bodde For For Management 1.3 Elect Director Randall C. Ferguson, Jr. For For Management 1.4 Elect Director Gary D. Forsee For For Management 1.5 Elect Director Scott D. Grimes For For Management 1.6 Elect Director Thomas D. Hyde For For Management 1.7 Elect Director James A. Mitchell For For Management 1.8 Elect Director Ann D. Murtlow For For Management 1.9 Elect Director John J. Sherman For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- HYDRO ONE LTD. Ticker: H Security ID: 448811208 Meeting Date: MAY 31, 2016 Meeting Type: Annual Record Date: APR 11, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ian Bourne For For Management 1.2 Elect Director Charles Brindamour For For Management 1.3 Elect Director Marcello (Marc) Caira For For Management 1.4 Elect Director Christie Clark For For Management 1.5 Elect Director George Cooke For For Management 1.6 Elect Director David Denison For For Management 1.7 Elect Director Margaret (Marianne) For For Management Harris 1.8 Elect Director James Hinds For For Management 1.9 Elect Director Kathryn Jackson For For Management 1.10 Elect Director Roberta Jamieson For For Management 1.11 Elect Director Frances Lankin For For Management 1.12 Elect Director Philip Orsino For For Management 1.13 Elect Director Jane Peverett For For Management 1.14 Elect Director Gale Rubenstein For For Management 1.15 Elect Director Mayo Schmidt For For Management 2 Approve KPMG LLP as Auditors and For For Management Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- IDACORP, INC. Ticker: IDA Security ID: 451107106 Meeting Date: MAY 19, 2016 Meeting Type: Annual Record Date: MAR 28, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Darrel T. Anderson For For Management 1.2 Elect Director Thomas Carlile For For Management 1.3 Elect Director Richard J. Dahl For For Management 1.4 Elect Director Ronald W. Jibson For For Management 1.5 Elect Director Judith A. Johansen For For Management 1.6 Elect Director Dennis L. Johnson For For Management 1.7 Elect Director J. LaMont Keen For For Management 1.8 Elect Director Christine King For For Management 1.9 Elect Director Richard J. Navarro For For Management 1.10 Elect Director Robert A. Tinstman For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- ITV PLC Ticker: ITV Security ID: G4984A110 Meeting Date: MAY 12, 2016 Meeting Type: Annual Record Date: MAY 10, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Remuneration Report For For Management 3 Approve Final Dividend For For Management 4 Approve Special Dividend For For Management 5 Elect Anna Manz as Director For For Management 6 Re-elect Sir Peter Bazalgette as For For Management Director 7 Re-elect Adam Crozier as Director For For Management 8 Re-elect Roger Faxon as Director For For Management 9 Re-elect Ian Griffiths as Director For For Management 10 Re-elect Mary Harris as Director For For Management 11 Re-elect Andy Haste as Director For For Management 12 Re-elect John Ormerod as Director For For Management 13 Reappoint KPMG LLP as Auditors For For Management 14 Authorise Board to Fix Remuneration of For For Management Auditors 15 Authorise Issue of Equity with For For Management Pre-emptive Rights 16 Authorise Issue of Equity without For For Management Pre-emptive Rights 17 Authorise EU Political Donations and For For Management Expenditure 18 Authorise Market Purchase of Ordinary For For Management Shares 19 Authorise the Company to Call General For For Management Meeting with Two Weeks' Notice 20 Amend Articles of Association For For Management 21 Approve Share Incentive Plan For For Management -------------------------------------------------------------------------------- MDU RESOURCES GROUP, INC. Ticker: MDU Security ID: 552690109 Meeting Date: APR 26, 2016 Meeting Type: Annual Record Date: MAR 01, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas Everist For For Management 1.2 Elect Director Karen B. Fagg For For Management 1.3 Elect Director David L. Goodin For For Management 1.4 Elect Director Mark A. Hellerstein For For Management 1.5 Elect Director A. Bart Holaday For For Management 1.6 Elect Director Dennis W. Johnson For For Management 1.7 Elect Director William E. McCracken For For Management 1.8 Elect Director Patricia L. Moss For For Management 1.9 Elect Director Harry J. Pearce For For Management 1.10 Elect Director John K. Wilson For For Management 2 Amend Restricted Stock Plan For For Management 3 Ratify Deloitte & Touche LLP as For For Management Auditors 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- NEW JERSEY RESOURCES CORPORATION Ticker: NJR Security ID: 646025106 Meeting Date: JAN 20, 2016 Meeting Type: Annual Record Date: NOV 24, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Lawrence R. Codey For For Management 1.2 Elect Director Laurence M. Downes For For Management 1.3 Elect Director Robert B. Evans For For Management 1.4 Elect Director Alfred C. Koeppe For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- NEXTERA ENERGY, INC. Ticker: NEE Security ID: 65339F101 Meeting Date: MAY 19, 2016 Meeting Type: Annual Record Date: MAR 23, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sherry S. Barrat For For Management 1b Elect Director James L. Camaren For For Management 1c Elect Director Kenneth B. Dunn For For Management 1d Elect Director Naren K. Gursahaney For For Management 1e Elect Director Kirk S. Hachigian For For Management 1f Elect Director Toni Jennings For For Management 1g Elect Director Amy B. Lane For For Management 1h Elect Director James L. Robo For For Management 1i Elect Director Rudy E. Schupp For For Management 1j Elect Director John L. Skolds For For Management 1k Elect Director William H. Swanson For For Management 1l Elect Director Hansel E. Tookes, II For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Omnibus Stock Plan For For Management 5 Report on Political Contributions Against Against Shareholder 6 Adopt Proxy Access Right Against For Shareholder 7 Report on Risks and Costs of Sea Level Against Against Shareholder Rise -------------------------------------------------------------------------------- ORANGE Ticker: ORA Security ID: F6866T100 Meeting Date: JUN 07, 2016 Meeting Type: Annual/Special Record Date: JUN 02, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 0.60 per Share 4 Acknowledge Auditors' Special Report For For Management on Related-Party Transactions Mentioning the Absence of New Transactions 5 Reelect Jose-Luis Duran as Director For For Management 6 Reelect Charles-Henri Filippi as For For Management Director 7 Elect Bernard Ramanantsoa as Director For For Management 8 Advisory Vote on Compensation of For For Management Stephane Richard, Chairman and CEO 9 Advisory Vote on Compensation of For For Management Gervais Pellissier, Vice-CEO 10 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 11 Amend Article 13 of Bylaws Re: For For Management Shareholding Requirements for Directors 12 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 13 Authorize Filing of Required For For Management Documents/Other Formalities A Amend Item 3 as Follows: Approve Against Against Shareholder Allocation of Income and Dividends of EUR 0.50 per Share B Approve Stock Dividend Program (Cash Against Against Shareholder or Shares) C Amend Article 13 of Bylaws Re: Set Against Against Shareholder Maximum Outside Mandates for Directors -------------------------------------------------------------------------------- PEPCO HOLDINGS, INC. Ticker: POM Security ID: 713291102 Meeting Date: DEC 16, 2015 Meeting Type: Annual Record Date: OCT 19, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Paul M. Barbas For Against Management 1.2 Elect Director Jack B. Dunn, IV For Against Management 1.3 Elect Director H. Russell Frisby, Jr. For Against Management 1.4 Elect Director Terence C. Golden For For Management 1.5 Elect Director Barbara J. Krumsiek For For Management 1.6 Elect Director Lawrence C. Nussdorf For For Management 1.7 Elect Director Patricia A. Oelrich For For Management 1.8 Elect Director Joseph M. Rigby For For Management 1.9 Elect Director Lester P. Silverman For Against Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as For For Management Auditors -------------------------------------------------------------------------------- PNM RESOURCES, INC. Ticker: PNM Security ID: 69349H107 Meeting Date: MAY 17, 2016 Meeting Type: Annual Record Date: MAR 28, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Norman P. Becker For For Management 1.2 Elect Director Patricia K. Collawn For For Management 1.3 Elect Director E. Renae Conley For For Management 1.4 Elect Director Alan J. Fohrer For For Management 1.5 Elect Director Sidney M. Gutierrez For For Management 1.6 Elect Director Maureen T. Mullarkey For For Management 1.7 Elect Director Donald K. Schwanz For For Management 1.8 Elect Director Bruce W. Wilkinson For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Adopt Quantitative Company-wide GHG Against For Shareholder Goals 5 Include Sustainability and GHG Against Against Shareholder Emissions Reductions As Performance Measures for Senior Executive Compensation 6 Report on Sustainability Against For Shareholder -------------------------------------------------------------------------------- PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED Ticker: PEG Security ID: 744573106 Meeting Date: APR 19, 2016 Meeting Type: Annual Record Date: FEB 19, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Willie A. Deese For For Management 1.2 Elect Director Albert R. Gamper, Jr. For For Management 1.3 Elect Director William V. Hickey For For Management 1.4 Elect Director Ralph Izzo For For Management 1.5 Elect Director Shirley Ann Jackson For For Management 1.6 Elect Director David Lilley For For Management 1.7 Elect Director Thomas A. Renyi For For Management 1.8 Elect Director Hak Cheol (H.C.) Shin For For Management 1.9 Elect Director Richard J. Swift For For Management 1.10 Elect Director Susan Tomasky For For Management 1.11 Elect Director Alfred W. Zollar For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- SEMPRA ENERGY Ticker: SRE Security ID: 816851109 Meeting Date: MAY 12, 2016 Meeting Type: Annual Record Date: MAR 17, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Alan L. Boeckmann For For Management 1.2 Elect Director Kathleen L. Brown For For Management 1.3 Elect Director Pablo A. Ferrero For For Management 1.4 Elect Director William D. Jones For For Management 1.5 Elect Director William G. Ouchi For For Management 1.6 Elect Director Debra L. Reed For For Management 1.7 Elect Director William C. Rusnack For For Management 1.8 Elect Director William P. Rutledge For For Management 1.9 Elect Director Lynn Schenk For For Management 1.10 Elect Director Jack T. Taylor For For Management 1.11 Elect Director James C. Yardley For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation -------------------------------------------------------------------------------- SHENANDOAH TELECOMMUNICATIONS COMPANY Ticker: SHEN Security ID: 82312B106 Meeting Date: APR 19, 2016 Meeting Type: Annual Record Date: FEB 26, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Christopher E. French For For Management 1.2 Elect Director Dale S. Lam For For Management 1.3 Elect Director James E. Zerkel, II For For Management 2 Ratify KPMG LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- SNAM SPA Ticker: SRG Security ID: T8578N103 Meeting Date: APR 27, 2016 Meeting Type: Annual Record Date: APR 18, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income For For Management 3 Approve Remuneration Report For For Management 4 Fix Number of Directors For For Management 5 Fix Board Terms for Directors For For Management 6.1 Slate 1 Submitted by CDP Reti SpA None Did Not Vote Shareholder 6.2 Slate 2 Submitted by Institutional None For Shareholder Investors (Assogestioni) 6.3 Slate 3 Submitted by Inarcassa None Did Not Vote Shareholder 7 Elect Board Chair None For Management 8 Approve Remuneration of Directors For For Management 9.1 Slate 1 Submitted by CDP Reti Spa None Against Shareholder 9.2 Slate 2 Submitted by Institutional None For Shareholder Investors (Assogestioni) 10 Appoint Chairman of Internal Statutory None For Shareholder Auditors 11 Approve Internal Auditors' Remuneration For For Management A Deliberations on Possible Legal Action None Against Management Against Directors if Presented by Shareholders -------------------------------------------------------------------------------- SOUTH JERSEY INDUSTRIES, INC. Ticker: SJI Security ID: 838518108 Meeting Date: APR 29, 2016 Meeting Type: Annual Record Date: FEB 29, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Sarah M. Barpoulis For For Management 1b Elect Director Thomas A. Bracken For For Management 1c Elect Director Keith S. Campbell For For Management 1d Elect Director Sheila Hartnett-Devlin For For Management 1e Elect Director Victor A. Fortkiewicz For For Management 1f Elect Director Walter M. Higgins, III For For Management 1g Elect Director Sunita Holzer For For Management 1h Elect Director Joseph H. Petrowski For For Management 1i Elect Director Michael J. Renna For For Management 1j Elect Director Frank L. Sims For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Deloitte & Touche LLP as For For Management Auditors -------------------------------------------------------------------------------- SPECTRA ENERGY CORP Ticker: SE Security ID: 847560109 Meeting Date: APR 26, 2016 Meeting Type: Annual Record Date: MAR 01, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gregory L. Ebel For For Management 1b Elect Director F. Anthony Comper For For Management 1c Elect Director Austin A. Adams For For Management 1d Elect Director Joseph Alvarado For For Management 1e Elect Director Pamela L. Carter For For Management 1f Elect Director Clarence P. Cazalot, Jr. For For Management 1g Elect Director Peter B. Hamilton For For Management 1h Elect Director Miranda C. Hubbs For For Management 1i Elect Director Michael McShane For For Management 1j Elect Director Michael G. Morris For For Management 1k Elect Director Michael E. J. Phelps For For Management 2 Ratify Deloitte & Touche LLP as For For Management Auditors 3 Amend Omnibus Stock Plan For For Management 4 Amend Executive Incentive Bonus Plan For For Management 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 6 Report on Political Contributions Against For Shareholder 7 Report on Lobbying Payments and Policy Against For Shareholder -------------------------------------------------------------------------------- SUEZ ENVIRONNEMENT COMPANY Ticker: SEV Security ID: F4984P118 Meeting Date: APR 28, 2016 Meeting Type: Annual/Special Record Date: APR 25, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 0.65 per Share 4 Reelect Gerard Mestrallet as Director For For Management 5 Reelect Jean-Louis Chaussade as For For Management Director 6 Reelect Delphine Ernotte Cunci as For For Management Director 7 Reelect Isidro Faine Casas as Director For Against Management 8 Ratify Appointment of Judith Hartmann For For Management as Director 9 Ratify Appointment of Pierre Mongin as For For Management Director 10 Elect Miriem Bensalah Chaqroun as For For Management Director 11 Elect Belen Garijo as Director For For Management 12 Elect Guillaume Thivolle as For For Management Representative of Employee Shareholders to the Board 13 Approve Auditors' Special Report on For For Management Related-Party Transactions 14 Advisory Vote on Compensation of For For Management Gerard Mestrallet, Chairman 15 Advisory Vote on Compensation of Jean For For Management Louis Chaussade, CEO 16 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 17 Change Company Name to SUEZ and Amend For For Management Article 2 of Bylaws Accordingly 18 Amend Article 11 of Bylaws Re: For For Management Chairman Age Limit 19 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 20 Authorize up to 0.5 Percent of Issued For Against Management Capital for Use in Restricted Stock Plans (With Performance Conditions Attached) 21 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 22 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 23 Approve Restricted Stock Plan in For For Management Connection with Employee Stock Purchase Plans 24 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- TECO ENERGY, INC. Ticker: TE Security ID: 872375100 Meeting Date: DEC 03, 2015 Meeting Type: Special Record Date: OCT 21, 2015 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Adjourn Meeting For For Management 3 Advisory Vote on Golden Parachutes For Against Management -------------------------------------------------------------------------------- TELEFONICA DEUTSCHLAND HOLDING AG Ticker: O2D Security ID: D8T9CK101 Meeting Date: MAY 19, 2016 Meeting Type: Annual Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for Fiscal 2015 (Non-Voting) 2 Approve Allocation of Income and For For Management Dividends of EUR 0.24 per Share 3 Approve Discharge of Management Board For For Management for Fiscal 2015 4 Approve Discharge of Supervisory Board For For Management for Fiscal 2015 5 Ratify Ernst & Young GmbH as Auditors For For Management for Fiscal 2016 6 Authorize Share Repurchase Program and For Against Management Reissuance or Cancellation of Repurchased Shares 7 Approve Creation of EUR 1.5 Billion For Against Management Pool of Capital without Preemptive Rights 8 Elect Peter Erskine to the Supervisory For Against Management Board -------------------------------------------------------------------------------- TERNA SPA Ticker: TRN Security ID: T9471R100 Meeting Date: MAY 30, 2016 Meeting Type: Annual Record Date: MAY 19, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Allocation of Income For For Management 3 Approve Remuneration Report For For Management 4 Approve Long-Term Monetary Incentive For For Management Plan 2016-2018 A Deliberations on Possible Legal Action None Against Management Against Directors if Presented by Shareholders -------------------------------------------------------------------------------- TURK TELEKOMUNIKASYON AS Ticker: TTKOM Security ID: M9T40N131 Meeting Date: JUL 08, 2015 Meeting Type: Special Record Date: # Proposal Mgt Rec Vote Cast Sponsor 1 Open Meeting and Elect Presiding For For Management Council of Meeting 2 Authorize Presiding Council to Sign For For Management Minutes of Meeting 3 Elect Directors and Approve Their For Against Management Remuneration 4 Appoint Internal Statutory Auditors For Against Management and Approve Their Remuneration 5 Grant Permission for Board Members to For For Management Engage in Commercial Transactions with Company and Be Involved with Companies with Similar Corporate Purpose 6 Close Meeting None None Management -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 05, 2016 Meeting Type: Annual Record Date: MAR 07, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shellye L. Archambeau For For Management 1.2 Elect Director Mark T. Bertolini For For Management 1.3 Elect Director Richard L. Carrion For For Management 1.4 Elect Director Melanie L. Healey For For Management 1.5 Elect Director M. Frances Keeth For For Management 1.6 Elect Director Karl-Ludwig Kley For For Management 1.7 Elect Director Lowell C. McAdam For For Management 1.8 Elect Director Donald T. Nicolaisen For For Management 1.9 Elect Director Clarence Otis, Jr. For For Management 1.10 Elect Director Rodney E. Slater For For Management 1.11 Elect Director Kathryn A. Tesija For For Management 1.12 Elect Director Gregory D. Wasson For For Management 1.13 Elect Director Gregory G. Weaver For For Management 2 Ratify Ernst & Young LLP as Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Adopt Quantitative Renewable Energy Against Against Shareholder Goals 5 Report on Indirect Political Against Against Shareholder Contributions 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Require Independent Board Chairman Against Against Shareholder 8 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote 9 Stock Retention/Holding Period Against Against Shareholder -------------------------------------------------------------------------------- VIVENDI Ticker: VIV Security ID: F97982106 Meeting Date: APR 21, 2016 Meeting Type: Annual/Special Record Date: APR 18, 2016 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Auditors' Special Report on For Against Management Related-Party Transactions 4 Approve Allocation of Income and For For Management Dividends of EUR 3.00 per Share 5 Advisory Vote on Compensation of For For Management Arnaud de Puyfontaine, Management Board Chairman 6 Advisory Vote on Compensation of Herve For For Management Philippe, Management Board Member 7 Advisory Vote on Compensation of For For Management Stephane Roussel, Management Board Member 8 Advisory Vote on Compensation of For For Management Frederic Crepin, Management Board Member 9 Advisory Vote on Compensation of Simon For For Management Gillham, Management Board Member 10 Approve Additional Pension Scheme For For Management Agreement with Frederic Crepin 11 Approve Additional Pension Scheme For For Management Agreement with Simon Gillham 12 Ratify Appointment of Cathia Lawson For For Management Hall as Supervisory Board Member 13 Reelect Philippe Donnet as Supervisory For For Management Board Member 14 Delegation of Powers to the Board to For Against Management Use Shares Repurchased Under Share Repurchase Program 15 Authorize Repurchase of Up to 10 For Against Management Percent of Issued Share Capital 16 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 17 Authorize Issuance of Equity or For Against Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 750 Million 18 Authorize Capital Increase of up to 5 For For Management Percent of Issued Capital for Contributions in Kind 19 Authorize up to 1 Percent of Issued For Against Management Capital for Use in Restricted Stock Plans 20 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 21 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans Reserved for Employees of International Subsidiaries 22 Authorize Filing of Required For For Management Documents/Other Formalities ========== END NPX REPORT 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, THERE UNTO DULY AUTHORIZED. Wells Fargo Utilities and High Income Fund BY: /S/ C. DAVID MESSMAN NAME: C. DAVID MESSMAN TITLE: SECRETARY DATE: August 25, 2016