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 811-21969
The Gabelli Global Deal Fund
(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-422-3554
Date of fiscal year end: December 31
Date of reporting period: July 1, 2007 - June 30, 2008
Form N-PX is to be used by a registered management investment company, other
than a small business investment company registered on Form N-5 (Sections 239.24
and 274.5 of this chapter), to file reports with the Commission, not later than
August 31 of each year, containing the registrant's proxy voting record for the
most recent twelve-month period ended June 30, pursuant to section 30 of the
Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4).
The Commission may use the information provided on Form N-PX in its regulatory,
disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and
the Commission will make this information public. A registrant is not required
to respond to the collection of information contained in Form N-PX unless the
Form displays a currently valid Office of Management and Budget ("OMB") control
number. Please direct comments concerning the accuracy of the information
collection burden estimate and any suggestions for reducing the burden to the
Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC
20549. The OMB has reviewed this collection of information under the clearance
requirements of 44 U.S.C. Section 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2007 TO JUNE 30, 2008
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 1 of 87
APN NEWS & MEDIA LTD APN AGM MEETING DATE: 07/03/2007
ISSUER: Q1076J107 ISIN: AU000000APN4
SEDOL: B01GXX0, B02KC89, 6068574, 4079385
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* RECEIVE THE FINANCIAL REPORT, THE DIRECTORS Non-Voting *Management Position Unknown
REPORT AND THE INDEPENDENT AUDITREPORT FOR THE
YE 31 DEC 2006
1. RE-ELECT MR. PETER M. COSGROVE AS A DIRECTOR, Management For *Management Position Unknown
WHO RETIRES BY ROTATION IN ACCORDANCE WITH THE
COMPANY S CONSTITUTION
2. RE-ELECT MR. ALBERT E. HARRIS AS A DIRECTOR, Management For *Management Position Unknown
WHO RETIRES BY ROTATION IN ACCORDANCE WITH THE
COMPANY S CONSTITUTION
3. RE-ELECT MR. LIAM P. HEALY AS A DIRECTOR, WHO Management For *Management Position Unknown
RETIRES BY ROTATION IN ACCORDANCE WITH THE COMPANY
S CONSTITUTION
4. RE-ELECT MR. KEVIN J. LUSCOMBE AS A DIRECTOR, Management For *Management Position Unknown
WHO RETIRES BY ROTATION IN ACCORDANCE WITH THE
COMPANY S CONSTITUTION
5. ADOPT THE COMPANY S REMUNERATION REPORT FOR THE Management For *Management Position Unknown
YE 31 DEC 2006
* OTHER BUSINESS Non-Voting *Management Position Unknown
ENDEMOL NV, HILVERSUM EDMLF.PK EGM MEETING DATE: 07/05/2007
ISSUER: N30617109 ISIN: NL0000345692 BLOCKING
SEDOL: B0QPF47, B0SRLZ4, B0R47L4
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. OPENING Non-Voting *Management Position Unknown
2. GRANT DISCHARGE TO MR. SANTIAGO FERNANDEZ VALBUENA Management Take No Action *Management Position Unknown
AS A MEMBER OF THE SUPERVISORY BOARD AND TO RELEASE
HIM FROM LIABILITY IN RESPECT OF THE PERFORMANCE
OF HIS SUPERVISION DUTIES DURING THE FY 2007
3. APPOINT MR. FRANK BOTMAN AS A MEMBER OF THE SUPERVISORY Management Take No Action *Management Position Unknown
BOARD
4. CLOSING Non-Voting *Management Position Unknown
GLOUCESTER COAL LTD GCL CRT MEETING DATE: 07/05/2007
ISSUER: Q4065V107 ISIN: AU000000GCL3
SEDOL: 6183790, B19GDK6, B05KL01
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. APPROVE, PURSUANT TO AND IN ACCORDANCE WITH THE Management For *Management Position Unknown
SECTION 411 OF THE CORPORATION ACT, THE SCHEME
OF ARRANGEMENT AS SPECIFIED IS AGREED TO WITH
OR WITHOUT MODIFICATION AS APPROVED BY THE FEDERAL
COURT OF AUSTRALIA
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 2 of 87
CASTELLE CSTL SPECIAL MEETING DATE: 07/10/2007
ISSUER: 147905103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF APRIL 25, 2007, BY AND AMONG
CAPTARIS, INC., A WASHINGTON CORPORATION, MERLOT
ACQUISITION CORPORATION, A CALIFORNIA CORPORATION
AND DIRECT WHOLLY-OWNED SUBSIDIARY OF CAPTARIS,
INC., AND CASTELLE, THE MERGER AND THE OTHER
TRANSACTIONS CONTEMPLATED BY THE MERGER AGREEMENT.
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING TO ANOTHER Management For For
TIME, DATE OR PLACE, IF NECESSARY IN THE JUDGMENT
OF THE PROXY HOLDERS, FOR THE PURPOSE OF SOLICITING
ADDITIONAL PROXIES TO VOTE IN FAVOR OF THE PROPOSAL
TO APPROVE THE MERGER AGREEMENT, THE MERGER AND
THE OTHER TRANSACTIONS CONTEMPLATED BY THE MERGER
AGREEMENT.
PREMIER COMMUNITY BANKSHARES, INC. PREM ANNUAL MEETING DATE: 07/10/2007
ISSUER: 740473103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
WALTER H. AIKENS Management For For
MENSEL D. DEAN Management For For
D. FRANK HILL, III Management For For
PAUL R. YODER, JR. Management For For
02 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For
REORGANIZATION DATED AS OF JANUARY 26, 2007,
BETWEEN THE CORPORATION AND UNITED BANKSHARES,
INC. AND THE TRANSACTIONS CONTEMPLATED THEREBY.
03 TO ADJOURN THE MEETING TO A LATER DATE OR DATES, Management For For
IF NECESSARY, TO PERMIT FURTHER SOLICITATION
OF PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT
VOTES AT THE TIME OF THE MEETING TO APPROVE THE
MATTERS TO BE CONSIDERED BY THE SHAREHOLDERS
AT THE MEETING.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 3 of 87
AGILE SOFTWARE CORPORATION AGIL SPECIAL MEETING DATE: 07/12/2007
ISSUER: 00846X105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 15, 2007, AMONG ORACLE CORPORATION,
A DELAWARE CORPORATION, AQUA ACQUISITION CORPORATION,
A DELAWARE CORPORATION AND A WHOLLY OWNED SUBSIDIARY
OF ORACLE, AND AGILE SOFTWARE CORPORATION.
HIGHLAND HOSPITALITY CORP. HIH SPECIAL MEETING DATE: 07/12/2007
ISSUER: 430141101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL OF THE MERGER OF HIGHLAND HOSPITALITY Management For For
CORPORATION WITH AND INTO BLACKJACK MERGER CORPORATION,
THE AGREEMENT AND PLAN OF MERGER, DATED AS OF
APRIL 24, 2007, BY AND AMONG HIGHLAND HOSPITALITY
CORPORATION, HIGHLAND HOSPITALITY, L.P., BLACKJACK
HOLDINGS, LLC, BLACKJACK MERGER CORPORATION AND
BLACKJACK MERGER PARTNERSHIP, LP, ALL AS FULLY
DESCRIBED IN THE PROXY STATEMENT.
IPSCO INC. IPS SPECIAL MEETING DATE: 07/16/2007
ISSUER: 462622101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL OF A SPECIAL RESOLUTION, IN THE FORM Management For For
ATTACHED AS ANNEX A TO THE PROXY STATEMENT/MANAGEMENT
INFORMATION CIRCULAR, TO APPROVE AN ARRANGEMENT
UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS
ACT INVOLVING IPSCO INC., ITS SHAREHOLDERS AND
OTHER SECURITYHOLDERS, SSAB SVENSKT STL AB
(SSAB) AND SSAB CANADA INC. (ACQUISITION SUB),
A SUBSIDIARY OF SSAB, INVOLVING, AMONG OTHER
THINGS, THE ACQUISITION BY ACQUISITION SUB OF
ALL OF THE OUTSTANDING COMMON SHARES OF IPSCO
INC. FOR US$160.00 IN CASH FOR EACH COMMON SHARE.
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO PASS ON THE ARRANGEMENT
RESOLUTION.
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 4 of 87
LEAR CORPORATION LEA ANNUAL MEETING DATE: 07/16/2007
ISSUER: 521865105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF FEBRUARY 9, 2007, BY AND AMONG LEAR CORPORATION,
AREP CAR HOLDINGS CORP. AND AREP CAR ACQUISITION
CORP., AND THE MERGER CONTEMPLATED THEREBY.
02 APPROVE THE ADJOURNMENT OR POSTPONEMENT OF THE Management For For
2007 ANNUAL MEETING OF STOCKHOLDERS OF LEAR CORPORATION,
IF NECESSARY, TO PERMIT FURTHER SOLICITATION
OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE ANNUAL MEETING TO APPROVE
PROPOSAL NO. 1 DESCRIBED ON THIS PROXY CARD.
03 DIRECTOR Management For
LARRY W. MCCURDY Management For For
ROY E. PARROTT Management For For
RICHARD F. WALLMAN Management For For
04 APPROVE AN AMENDMENT TO THE LEAR CORPORATION Management For For
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION
TO PROVIDE FOR THE ANNUAL ELECTION OF DIRECTORS.
05 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
LEAR CORPORATION S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
06 STOCKHOLDER PROPOSAL REQUESTING A MAJORITY VOTE Shareholder Against For
STANDARD IN THE ELECTION OF DIRECTORS.
07 STOCKHOLDER PROPOSAL REGARDING GLOBAL HUMAN RIGHTS Shareholder Against For
STANDARDS.
INTERPOOL, INC. IPX SPECIAL MEETING DATE: 07/18/2007
ISSUER: 46062R108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO APPROVE THE ADJOURNMENT OR POSTPONEMENT Management For For
OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
FOR, AMONG OTHER REASONS, THE SOLICITATION OF
ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE THE PROPOSAL TO ADOPT THE
MERGER AGREEMENT.
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF APRIL 20, 2007, BY
AND AMONG INTERPOOL, INC., CHARIOT ACQUISITION
HOLDING LLC AND CHARIOT S WHOLLY OWNED SUBSIDIARY,
CHARIOT ACQUISITION SUB INC., PURSUANT TO WHICH
THE SUBSIDIARY WILL BE MERGED INTO INTERPOOL,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
ENDEMOL NV, HILVERSUM EDMLF.PK EGM MEETING DATE: 07/23/2007
ISSUER: N30617109 ISIN: NL0000345692
SEDOL: B0QPF47, B0SRLZ4, B0R47L4
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. OPENING Non-Voting *Management Position Unknown
2. APPROVE THE EXPLANATION OF THE UNANIMOUSLY RECOMMENDED Management For *Management Position Unknown
AND UNCONDITIONAL ALL CASH OFFER ON ALL OUTSTANDING
AND ISSUED SHARES OF THE COMPANY BY EDAM ACQUISITION
B.V IN ACCORDANCE WITH THE PROVISIONS OF THE
ARTICLES 9Q OF THE BTE 1995 AND AS FURTHER DESCRIBED
IN THE OFFER MEMORANDUM DATED 04 JUL 2007
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3. GRANT DISCHARGE TO MR. SMIT AND MR. BADIA ALMIRALL Management For *Management Position Unknown
AS THE MEMBERS OF THE SUPERVISORY BOARD AND FROM
LIABILITY IN RESPECT OF THE PERFORMANCE OF HIS
SUPERVISION DUTIES DURING THE FY 2007
4. CLOSING Non-Voting *Management Position Unknown
MYERS INDUSTRIES, INC. MYE SPECIAL MEETING DATE: 07/23/2007
ISSUER: 628464109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF Management Against Against
MERGER DATED AS OF APRIL 24, 2007, BY AND AMONG
MYERS INDUSTRIES, INC., MERGER SUB AND BUYER.
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING OF Management Against Against
SHAREHOLDERS, IF NECESSARY, TO PERMIT FURTHER
SOLICITATION OF PROXIES IN THE EVENT THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING OF SHAREHOLDERS TO APPROVE PROPOSAL 1.
FLORIDA EAST COAST INDUSTRIES, INC. FLA SPECIAL MEETING DATE: 07/24/2007
ISSUER: 340632108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 8, 2007, BY AND AMONG IRON HORSE
ACQUISITION HOLDING LLC, IRON HORSE ACQUISITION
SUB INC. AND FLORIDA EAST COAST INDUSTRIES, INC.
(THE MERGER AGREEMENT).
02 APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
FOR AMONG OTHER REASONS, THE SOLICITATION OF
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE MERGER AGREEMENT.
ARMOR HOLDINGS, INC. AH SPECIAL MEETING DATE: 07/25/2007
ISSUER: 042260109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER DATED Management For For
AS OF MAY 7, 2007, AMONG ARMOR HOLDINGS, INC.,
BAE SYSTEMS, INC. AND JAGUAR ACQUISITION SUB INC.
02 TO APPROVE THE POSTPONEMENT OR ADJOURNMENT OF Management For For
THE SPECIAL MEETING TO A LATER DATE TO SOLICIT
ADDITIONAL PROXIES IN FAVOR OF THE ADOPTION OF
THE MERGER AGREEMENT IF THERE ARE NOT SUFFICIENT
VOTES FOR ADOPTION OF THE MERGER AGREEMENT AT
THE SPECIAL MEETING.
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AEROFLEX INCORPORATED ARXX SPECIAL MEETING DATE: 07/26/2007
ISSUER: 007768104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING Management For For
TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE PROPOSAL NUMBER
1.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 25, 2007, BY AND AMONG AX HOLDING
CORP., AX ACQUISITION CORP. AND AEROFLEX INCORPORATED,
AS IT MAY BE AMENDED FROM TIME TO TIME.
FIRST REPUBLIC BANK FRC SPECIAL MEETING DATE: 07/26/2007
ISSUER: 336158100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE PLAN OF MERGER CONTAINED IN THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF JANUARY
29, 2007, AMONG MERRILL LYNCH & CO., INC., FIRST
REPUBLIC BANK AND MERRILL LYNCH BANK & TRUST
CO., FSB, A WHOLLY OWNED SUBSIDIARY OF MERRILL
LYNCH & CO., INC., AS IT MAY BE AMENDED FROM
TIME TO TIME, ALL AS MORE FULLY DESCRIBED IN
THE PROXY STATEMENT.
02 TO TRANSACT SUCH OTHER BUSINESS AS MAY PROPERLY Management For For
COME BEFORE THE SPECIAL MEETING OR ANY ADJOURNMENT
OR POSTPONEMENT OF THE SPECIAL MEETING, IF NECESSARY
INCLUDING TO SOLICIT ADDITIONAL PROXIES.
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INTERNATIONAL SECURITIES EXCHANGE, H ISE SPECIAL MEETING DATE: 07/27/2007
ISSUER: 46031W204 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF APRIL 30, 2007, BY AND AMONG EUREX FRANKFURT
AG, AN AKTIENGESELLSCHAFT ORGANIZED UNDER THE
LAWS OF THE FEDERAL REPUBLIC OF GERMANY, IVAN
ACQUISITION CO., A DELAWARE CORPORATION AND A
WHOLLY-OWNED INDIRECT SUBSIDIARY OF EUREX FRANKFURT
AG, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT
02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY Management For For
OR APPROPRIATE, FOR THE PURPOSE OF SOLICITING
ADDITIONAL PROXIES
THE BISYS GROUP, INC. BSG SPECIAL MEETING DATE: 07/27/2007
ISSUER: 055472104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 1, 2007, BY AND AMONG THE BISYS
GROUP, INC., CITIBANK N.A. AND BUCKEYE ACQUISITION
SUB, INC. AND APPROVE THE MERGER.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OR POSTPONEMENT Management For For
OF THE MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT
THE AGREEMENT AND PLAN OF MERGER AND APPROVE
THE MERGER.
ECOLLEGE.COM ECLG SPECIAL MEETING DATE: 07/30/2007
ISSUER: 27887E100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 14, 2007, BY AND AMONG THE COMPANY,
PEARSON EDUCATION, INC., A DELAWARE CORPORATION,
AND EPSILON ACQUISITION CORP., A DELAWARE CORPORATION.
03 IN ACCORDANCE WITH THE DISCRETION OF THE PROXY Management For For
HOLDERS, TO ACT UPON ALL MATTERS INCIDENT TO
THE CONDUCT OF THE MEETING AND UPON OTHER MATTERS
AS MAY PROPERLY COME BEFORE THE MEETING.
02 TO APPROVE ANY PROPOSAL TO ADJOURN OR POSTPONE Management For For
THE SPECIAL MEETING TO A LATER DATE IF NECESSARY
OR APPROPRIATE, INCLUDING AN ADJOURNMENT OR POSTPONEMENT
TO PROVIDE ADDITIONAL INFORMATION TO SHAREHOLDERS
OR TO SOLICIT ADDITIONAL PROXIES IF THERE ARE
NOT SUFFICIENT VOTES IN FAVOR OF THE APPROVAL
OF THE MERGER AGREEMENT.
EGL, INC. EAGL ANNUAL MEETING DATE: 07/31/2007
ISSUER: 268484102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 24, 2007, AMONG CEVA GROUP PLC,
CEVA TEXAS HOLDCO INC., AND EGL, INC., AS IT
MAY BE AMENDED FROM TIME TO TIME.
02 APPROVAL OF THE ADJOURNMENT OF THE ANNUAL MEETING Management For For
TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
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IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE ANNUAL MEETING TO APPROVE THE AGREEMENT AND
PLAN OF MERGER, DATED AS OF MAY 24, 2007, AMONG
CEVA GROUP PLC, CEVA TEXAS HOLDCO INC., AND EGL,
INC., AS IT MAY BE AMENDED FROM TIME TO TIME.
03 DIRECTOR Management For
JAMES R. CRANE Management For For
FRANK J. HEVRDEJS Management For For
PAUL WILLIAM HOBBY Management For For
MICHAEL K. JHIN Management For For
MILTON CARROLL Management For For
NEIL E. KELLEY Management For For
JAMES FLAGG Management For For
SHERMAN WOLFF Management For For
FIRST DATA CORPORATION FDC SPECIAL MEETING DATE: 07/31/2007
ISSUER: 319963104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF APRIL 1, 2007, AMONG NEW OMAHA HOLDINGS
L.P., OMAHA ACQUISITION CORPORATION AND FIRST
DATA CORPORATION, AS IT MAY BE AMENDED FROM TIME
TO TIME.
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT
AND PLAN OF MERGER REFERRED TO IN 1.
CRESCENT REAL ESTATE EQUITIES COMPAN CEI SPECIAL MEETING DATE: 08/01/2007
ISSUER: 225756105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVE (A) THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 22, 2007, BY AND AMONG CRESCENT
REAL ESTATE EQUITIES COMPANY, CRESCENT REAL ESTATE
EQUITIES LIMITED PARTNERSHIP, MOON ACQUISITION
HOLDINGS LLC, MOON ACQUISITION LLC AND MOON ACQUISITION
LIMITED PARTNERSHIP AND (B) THE MERGER OF CRESCENT
REAL ESTATE EQUITIES COMPANY WITH AND INTO MOON
ACQUISITION LLC.
02 IN THEIR DISCRETION, THE NAMED PROXIES ON THE Management For For
REVERSE SIDE OF THIS CARD ARE AUTHORIZED TO VOTE
ON ANY OTHER BUSINESS THAT PROPERLY COMES BEFORE
THE SPECIAL MEETING OR ANY ADJOURNMENTS OR POSTPONEMENTS
OF THE SPECIAL MEETING, INCLUDING ADJOURNMENTS
AND POSTPONEMENTS FOR THE PURPOSE OF SOLICITING
ADDITIONAL PROXIES.
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THE CRONOS GROUP CRNS CONSENT MEETING DATE: 08/01/2007
ISSUER: L20708100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
S14 APPROVAL OF ADJOURNMENTS, POSTPONEMENTS OR CONTINUATIONS Management For For
OF THE FIRST SPECIAL MEETING, IF NECESSARY, TO
PERMIT FURTHER SOLICITATION OF PROXIES IF THERE
ARE NOT SUFFICIENT VOTES TO APPROVE THE MATTERS
PRESENTED FOR APPROVAL AT THE FIRST SPECIAL MEETING.
S13 APPROVAL OF THE ALLOCATION OF THE PROFIT/LOSS Management For For
REPORTED BY THE COMPANY FOR THE YEAR ENDED DECEMBER
31, 2006.
S12 DISCHARGE OF FIDUCIAIRE PROBITAS S.A R.L. PURSUANT Management For For
TO ARTICLE 74 OF THE LUXEMBOURG COMPANIES LAW
FROM THE EXECUTION OF ITS MANDATE AS STATUTORY
AUDITOR FOR THE YEAR ENDED DECEMBER 31, 2006.
S11 DISCHARGE OF THE FOLLOWING MEMBERS OF THE BOARD Management For For
OF DIRECTORS PURSUANT TO ARTICLE 74 OF THE LUXEMBOURG
COMPANIES LAW FROM THE EXECUTION OF THEIR MANDATE
FOR THE YEAR ENDED DECEMBER 31, 2006: DENNIS
J. TIETZ, PETER J. YOUNGER, MAURICE TAYLOR, CHARLES
THARP, S. NICHOLAS WALKER, AND ROBERT M. MELZER.
S10 APPROVAL OF THE CONSOLIDATED AND UNCONSOLIDATED Management For For
FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR
ENDED DECEMBER 31, 2006 AND THE REPORTS OF THE
COMPANY S BOARD OF DIRECTORS, INDEPENDENT AUDITORS,
AND STATUTORY AUDITORS THEREON.
S9 APPROVAL OF THE APPOINTMENT OF FIDUCIAIRE PROBITAS Management For For
S.A R.L. AS THE COMPANY S STATUTORY AUDITORS
(COMMISSAIRE AUX COMPTES) FOR THE YEAR ENDING
DECEMBER 31, 2007 FOR THE COMPANY S UNCONSOLIDATED
ACCOUNTS AND THE GRANT OF AUTHORIZATION TO THE
BOARD OF DIRECTORS TO FIX THE COMPENSATION OF
THE STATUTORY AUDITORS.
08 APPROVAL OF THE APPOINTMENT OF DELOITTE S.A. Management For For
AS THE COMPANY S INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2007 FOR THE COMPANY
S CONSOLIDATED ACCOUNTS AND THE GRANT OF AUTHORIZATION
TO THE BOARD OF DIRECTORS TO FIX THE COMPENSATION
OF THE INDEPENDENT AUDITORS.
07 APPROVAL OF AN AMENDMENT OF THE COMPANY S ARTICLES Management For For
OF ASSOCIATION, CONFIRMING THE AUTHORITY OF THE
BOARD OF DIRECTORS OF THE COMPANY TO SUPPRESS
PREEMPTIVE RIGHTS WITH RESPECT TO THE ISSUANCE
OR RESERVATION FOR ISSUANCE OF COMMON SHARES.
06 APPROVAL OF AN AMENDMENT OF THE COMPANY S ARTICLES Management For For
OF ASSOCIATION, RE-AUTHORIZING ITS SHARE CAPITAL,
WHICH IS SET AT U.S. $50,000,000 AND REPRESENTED
BY 25,000,000 COMMON SHARES.
05 DIRECTOR Management For
DENNIS J. TIETZ Management For For
PETER J. YOUNGER Management For For
04 APPROVAL OF AN AMENDMENT TO THE COMPANY S ARTICLES Management For For
OF ASSOCIATION TO CHANGE ITS NAME TO CRG LIQUIDATION
COMPANY.
03 APPROVAL OF THE ASSET PURCHASE AGREEMENT, DATED Management For For
AS OF FEBRUARY 28, 2007, BY AND AMONG FB TRANSPORTATION
CAPITAL LLC, CRX ACQUISITION LTD., AND THE COMPANY.
S2 APPOINTMENT OF DENNIS J. TIETZ AND PETER J. YOUNGER Management For For
TO PERFORM THE DUTIES OF LIQUIDATOR OF THE COMPANY
UNDER LUXEMBOURG LAW.
S1 APPROVAL OF THE PLAN OF LIQUIDATION AND DISSOLUTION Management For For
OF THE COMPANY.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 10 of 87
THE CRONOS GROUP CRNS CONSENT MEETING DATE: 08/01/2007
ISSUER: L20708100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
SS1 APPROVAL OF THE LIQUIDATORS REPORT IF DELIVERED Management For For
IN THE FORM OF ANNEX C TO THE CRONOS GROUP S
PROXY STATEMENT DATED JUNE 22, 2007.
SS3 APPROVAL OF ADJOURNMENTS, POSTPONEMENTS OR CONTINUATIONS Management For For
OF THE SECOND SPECIAL MEETING, IF NECESSARY,
TO PERMIT FURTHER SOLICITATION OF PROXIES IF
THERE ARE NOT SUFFICIENT VOTES TO APPROVE THE
MATTERS PRESENTED FOR APPROVAL AT THE SECOND
SPECIAL MEETING, OR TO ALLOW ADDITIONAL TIME
FOR PREPARATION AND DELIVERY OF THE LIQUIDATORS
REPORT.
SS2 APPOINTMENT OF FIDUCIAIRE PROBITAS S.A R.L. TO Management For For
ACT AS COMMISSAIRE A LA LIQUIDATION OF THE LIQUIDATORS
REPORT.
THE CRONOS GROUP CRNS CONSENT MEETING DATE: 08/01/2007
ISSUER: L20708100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
TS2 APPROVAL OF ADJOURNMENTS, POSTPONEMENTS OR CONTINUATIONS Management For For
OF THE THIRD SPECIAL MEETING, IF NECESSARY, TO
PERMIT FURTHER SOLICITATION OF PROXIES IF THERE
ARE NOT SUFFICIENT VOTES TO APPROVE THE MATTERS
PRESENTED FOR APPROVAL AT THE THIRD SPECIAL MEETING,
OR TO ALLOW THE COMMISSAIRE A LA LIQUIDATION
ADDITIONAL TIME TO PREPARE AND DELIVER ITS REPORT.
TS1 APPROVAL OF THE FORM OF THE REPORT OF THE COMMISSAIRE Management For For
A LA LIQUIDATION ON THE LIQUIDATORS REPORT IF
DELIVERED IN THE FORM OF ANNEX D TO THE CRONOS
GROUP S PROXY STATEMENT DATED JUNE 22, 2007.
INTER-TEL (DELAWARE) INC. INTL CONTESTED SPECIAL MEETING DATE: 08/02/2007
ISSUER: 458372109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE MERGER AGREEMENT. Management For For
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING, IF Management For For
NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES, IF THERE ARE NOT SUFFICIENT VOTES IN
FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT
THE SPECIAL MEETING.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 11 of 87
INTER-TEL (DELAWARE) INC. INTL CONTESTED SPECIAL MEETING DATE: 08/02/2007
ISSUER: 458372109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE MERGER AGREEMENT. Management For For
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING, IF Management For For
NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES, IF THERE ARE NOT SUFFICIENT VOTES IN
FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT
THE SPECIAL MEETING.
ALLIANCE DATA SYSTEMS CORPORATION ADS SPECIAL MEETING DATE: 08/08/2007
ISSUER: 018581108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 IF NECESSARY OR APPROPRIATE, TO ADOPT A PROPOSAL Management For For
TO ADJOURN THE SPECIAL MEETING TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 17, 2007, AMONG ALLIANCE DATA SYSTEMS
CORPORATION, ALADDIN HOLDCO, INC. AND ALADDIN
MERGER SUB., INC., AS MAY BE AMENDED FROM TIME
TO TIME.
COMPASS BANCSHARES, INC. CBSS SPECIAL MEETING DATE: 08/08/2007
ISSUER: 20449H109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE COMPASS SPECIAL MEETING, IF NECESSARY, TO
SOLICIT ADDITIONAL PROXIES.
01 TO APPROVE AND ADOPT THE TRANSACTION AGREEMENT, Management For For
DATED FEBRUARY 16, 2007, BETWEEN COMPASS BANCSHARES,
INC. AND BANCO BILBAO VIZCAYA ARGENTARIA, S.A.,
OR BBVA, AS IT MAY BE AMENDED FROM TIME TO TIME,
PURSUANT TO WHICH COMPASS WILL BECOME A WHOLLY-OWNED
SUBSIDIARY OF BBVA.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 12 of 87
NORTHWESTERN CORPORATION NWEC ANNUAL MEETING DATE: 08/08/2007
ISSUER: 668074305 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
STEPHEN P. ADIK Management For For
E. LINN DRAPER, JR. Management For For
JON S. FOSSEL Management For For
MICHAEL J. HANSON Management For For
JULIA L. JOHNSON Management For For
PHILIP L. MASLOWE Management For For
D. LOUIS PEOPLES Management For For
02 RATIFICATION OF SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT REGISTERED ACCOUNTING FIRM
FOR FISCAL YEAR ENDED DECEMBER 31, 2007.
OHIO CASUALTY CORPORATION OCAS SPECIAL MEETING DATE: 08/08/2007
ISSUER: 677240103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING OF SHAREHOLDERS, IF NECESSARY
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN THE EVENT THERE ARE NOT SUFFICIENT VOTES AT
THE TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 6, 2007, BY AND AMONG LIBERTY MUTUAL
INSURANCE COMPANY, WATERFALL MERGER CORP. AND
OHIO CASUALTY CORPORATION.
AQUANTIVE, INC. AQNT SPECIAL MEETING DATE: 08/09/2007
ISSUER: 03839G105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING TO SOLICIT ADDITIONAL PROXIES IF THERE
ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE THE MERGER AGREEMENT OR IF
OTHERWISE DEEMED NECESSARY OR APPROPRIATE.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 17, 2007, BY AND AMONG AQUANTIVE,
INC., MICROSOFT CORPORATION AND ARROW ACQUISITION
COMPANY.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 13 of 87
CDW CORPORATION CDWC SPECIAL MEETING DATE: 08/09/2007
ISSUER: 12512N105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 ADJOURN THE SPECIAL MEETING IF NECESSARY OR APPROPRIATE Management For For
TO PERMIT FURTHER SOLICITATION OF PROXIES IF
THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE THE AGREEMENT
AND PLAN OF MERGER.
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 29, 2007, AMONG CDW CORPORATION, VH
HOLDINGS, INC. (PARENT) AND VH MERGERSUB, INC.
(MERGER SUB), WHICH PROVIDES FOR THE MERGER
OF MERGER SUB, A WHOLLY OWNED SUBSIDIARY OF PARENT,
WITH AND INTO CDW, WITH CDW CONTINUING AS THE
SURVIVING CORPORATION.
CATALINA MARKETING CORPORATION POS SPECIAL MEETING DATE: 08/13/2007
ISSUER: 148867104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT AND APPROVE THE MERGER CONTEMPLATED
BY THE MERGER AGREEMENT.
01 ADOPTION OF THE AGREEMENT OF MERGER, DATED AS Management For For
OF APRIL 17, 2007, BY AND AMONG CATALINA MARKETING
CORPORATION, CHECKOUT HOLDING CORP. AND CHECKOUT
ACQUISITION CORP. (THE MERGER AGREEMENT), AND
APPROVAL OF THE MERGER CONTEMPLATED BY THE MERGER
AGREEMENT, AS DESCRIBED IN THE PROXY STATEMENT.
STATION CASINOS, INC. STN SPECIAL MEETING DATE: 08/13/2007
ISSUER: 857689103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF FEBRUARY 23, 2007 AND AMENDED
AS OF MAY 4, 2007, AMONG STATION CASINOS, INC.,
FERTITTA COLONY PARTNERS LLC AND FCP ACQUISITION
SUB, AS IT MAY BE AMENDED FROM TIME TO TIME.
02 MOTION TO ADJOURN THE SPECIAL MEETING TO A LATER Management For For
DATE, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
PROPOSAL NUMBER 1.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 14 of 87
FLORIDA ROCK INDUSTRIES, INC. FRK SPECIAL MEETING DATE: 08/14/2007
ISSUER: 341140101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVAL OF A PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO PERMIT
FURTHER SOLICITATION OF PROXIES IF THERE ARE
NOT SUFFICIENT VOTES AT THE SPECIAL MEETING TO
APPROVE THE FIRST PROPOSAL.
01 THE APPROVAL OF THE AGREEMENT AND PLAN OF MERGER Management For For
DATED AS OF FEBRUARY 19, 2007, AS AMENDED ON
APRIL 9, 2007, BY AND AMONG VULCAN MATERIALS
COMPANY, FLORIDA ROCK INDUSTRIES, INC., VIRGINIA
HOLDCO, INC., VIRGINIA MERGER SUB, INC. AND FRESNO
MERGER SUB, INC.
SLM CORPORATION SLM SPECIAL MEETING DATE: 08/15/2007
ISSUER: 78442P106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF APRIL 15, 2007, AMONG
SLM CORPORATION, MUSTANG HOLDING COMPANY INC.
AND MUSTANG MERGER SUB, INC., PURSUANT TO WHICH
EACH STOCKHOLDER OF SLM CORPORATION WILL BE ENTITLED
TO RECEIVE $60.00 IN CASH, WITHOUT INTEREST,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO APPROVE AND
ADOPT THE MERGER AGREEMENT.
VERTRUE INCORPORATED VTRU SPECIAL MEETING DATE: 08/15/2007
ISSUER: 92534N101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MARCH 22, 2007 BY AND AMONG VERTRUE,
VELO HOLDINGS INC. AND VELO ACQUISITION INC.,
AS DESCRIBED IN THE PROXY STATEMENT AS AMENDED
ON JULY 18, 2007 AND AS FURTHER AMENDED FROM
TIME TO TIME.
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING Management For For
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO ADOPT THE
MERGER AGREEMENT.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 15 of 87
HANOVER COMPRESSOR COMPANY HC ANNUAL MEETING DATE: 08/16/2007
ISSUER: 410768105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
05 RATIFICATION OF THE REAPPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS HANOVER COMPRESSOR COMPANY S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
04 DIRECTOR Management For
I. JON BRUMLEY Management For For
TED COLLINS, JR. Management For For
MARGARET K. DORMAN Management For For
ROBERT R. FURGASON Management For For
VICTOR E. GRIJALVA Management For For
GORDON T. HALL Management For For
JOHN E. JACKSON Management For For
PETER H. KAMIN Management For For
WILLIAM C. PATE Management For For
STEPHEN M. PAZUK Management For For
L. ALI SHEIKH Management For For
03 ADOPTION OF THE EXTERRAN HOLDINGS, INC. EMPLOYEE Management For For
STOCK PURCHASE PLAN.
02 ADOPTION OF THE EXTERRAN HOLDINGS, INC. 2007 Management For For
STOCK INCENTIVE PLAN.
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
AS AMENDED.
THE STRIDE RITE CORPORATION SRR SPECIAL MEETING DATE: 08/16/2007
ISSUER: 863314100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IN FAVOR OF THE APPROVAL OF THE MERGER
AGREEMENT.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 22, 2007, AMONG THE STRIDE RITE
CORPORATION, (STRIDE RITE) PAYLESS SHOESOURCE,
INC. (PAYLESS) AND SAN JOSE ACQUISITION CORP.
(MERGER SUB), A WHOLLY-OWNED SUBSIDIARY OF
PAYLESS PURSUANT TO WHICH MERGER SUB WILL BE
MERGED WITH AND INTO STRIDE RITE, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
THE SMITH & WOLLENSKY RESTAURANT GRP SWRG SPECIAL MEETING DATE: 08/20/2007
ISSUER: 831758107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AMENDED AND RESTATED AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF MAY 6, 2007,
BY AND AMONG PROJECT GRILL, LLC, A DELAWARE LIMITED
LIABILITY COMPANY (GRILL), SWRG ACQUISITION
SUB, INC., A DELAWARE CORPORATION AND A WHOLLY
OWNED SUBSIDIARY OF GRILL, AND SWRG (THE MERGER
AGREEMENT).
02 APPROVAL OF THE PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING, IF NECESSARY, FOR THE PURPOSE OF SOLICITING
ADDITIONAL PROXIES TO VOTE IN FAVOR OF ADOPTION
OF THE MERGER AGREEMENT.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 16 of 87
ARCHSTONE-SMITH TRUST ASN SPECIAL MEETING DATE: 08/21/2007
ISSUER: 039583109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL OF THE MERGER OF ARCHSTONE-SMITH TRUST Management For For
WITH AND INTO RIVER ACQUISITION (MD), LP, OR
ITS ASSIGNEE, PURSUANT TO THE AGREEMENT AND PLAN
OF MERGER, DATED AS OF MAY 28, 2007, BY AND AMONG
ARCHSTONE-SMITH TRUST, ARCHSTONE-SMITH OPERATING
TRUST, RIVER HOLDING, LP, RIVER ACQUISITION (MD),
LP, AND RIVER TRUST ACQUISITION (MD), LLC, AND
THE OTHER TRANSACTIONS CONTEMPLATED BY THE AGREEMENT
AND PLAN OF MERGER.
02 APPROVAL OF ANY ADJOURNMENTS OF THE SPECIAL MEETING Management For For
FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES
IF THERE ARE NOT SUFFICIENT VOTES AT THE SPECIAL
MEETING TO APPROVE THE MERGER AND THE OTHER TRANSACTIONS
CONTEMPLATED BY THE AGREEMENT AND PLAN OF MERGER.
TRIBUNE COMPANY TRB SPECIAL MEETING DATE: 08/21/2007
ISSUER: 896047107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 BOARD PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED AS OF APRIL 1, 2007, BY AND
AMONG TRIBUNE COMPANY, GREATBANC TRUST COMPANY,
SOLELY AS TRUSTEE OF THE TRIBUNE EMPLOYEE STOCK
OWNERSHIP TRUST, WHICH FORMS A PART OF THE TRIBUNE
EMPLOYEE STOCK OWNERSHIP PLAN, TESOP CORPORATION,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 BOARD PROPOSAL TO ADJOURN THE SPECIAL MEETING Management For For
TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE PROPOSAL NUMBER
1.
COLOR KINETICS INCORPORATED CLRK SPECIAL MEETING DATE: 08/22/2007
ISSUER: 19624P100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPT THE MERGER AGREEMENT. Management For For
02 APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN
THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE
MERGER AGREEMENT.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 17 of 87
CT COMMUNICATIONS, INC. CTCI SPECIAL MEETING DATE: 08/23/2007
ISSUER: 126426402 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 25, 2007, BY AND AMONG THE COMPANY,
WINDSTREAM CORPORATION AND WINDSTREAM MARLIN,
INC.
02 APPROVE THE ADJOURNMENT OR POSTPONEMENT OF THE Management For For
SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO APPROVE THE
MERGER AGREEMENT.
RYERSON INC. RYI CONTESTED ANNUAL MEETING DATE: 08/23/2007
ISSUER: 78375P107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
JAMESON A. BAXTER Management For For
RICHARD G. CLINE Management For For
RUSSELL M. FLAUM Management For For
JAMES A. HENDERSON Management For For
GREGORY P. JOSEFOWICZ Management For For
JAMES R. KACKLEY Management For For
DENNIS J. KELLER Management For For
M. MILLER DE LOMBERA Management For For
NEIL S. NOVICH Management For For
JERRY K. PEARLMAN Management For For
ANRE D. WILLIAMS Management For For
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For
LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2007.
03 PROPOSAL TO APPROVE THE RYERSON ANNUAL INCENTIVE Management For For
PLAN TO QUALIFY PERFORMANCE-BASED COMPENSATION
UNDER THE PLAN AS TAX-DEDUCTIBLE BY THE COMPANY.
04 PROPOSAL TO REPEAL ANY PROVISION OR AMENDMENT Shareholder Against For
TO THE COMPANY S BY-LAWS ADOPTED WITHOUT STOCKHOLDER
APPROVAL AFTER JANUARY 1, 2006 AND PRIOR TO THE
ANNUAL MEETING.
05 PROPOSAL TO AMEND THE COMPANY S BY-LAWS TO PROVIDE Shareholder Against For
THAT THE BOARD OF DIRECTORS WILL CONSIST OF NOT
FEWER THAN SIX (6) NOR MORE THAN TEN (10) DIRECTORS.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 18 of 87
ENDEMOL NV, HILVERSUM EDMLF.PK EGM MEETING DATE: 08/28/2007
ISSUER: N30617109 ISIN: NL0000345692 BLOCKING
SEDOL: B0QPF47, B0SRLZ4, B0R47L4
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting *Management Position Unknown
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION DATE
SET ON 21 AUG 2007. SHARES CAN BE TRADED THEREAFTER.
THANK YOU.
1. OPENING Non-Voting *Management Position Unknown
2. GRANT DISCHARGE MESSRS. SMIT AND BADIA ALMIRALL Management Take No Action *Management Position Unknown
IN RESPECT OF THE PERFORMANCEOF THEIR DUTIES
AS A MEMBER OF THE SUPERVISORY BOARD IN THE PERIOD
FROM 23 JUL 2007 UNTIL THE DATE OF THEIR RESIGNATION
3. APPOINT MR. SCHOUWENAAR AS A MEMBER OF THE MANAGEMENT Management Take No Action *Management Position Unknown
BOARD
4. APPROVE THE MANAGEMENT BOARD TO CONVERT THE COMPANY Management Take No Action *Management Position Unknown
INTO A PRIVATE COMPANY WITH LIMITED LIABILITY
5. AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY Management Take No Action *Management Position Unknown
6. CLOSING Non-Voting *Management Position Unknown
PIONEER COMPANIES, INC. PONR SPECIAL MEETING DATE: 08/28/2007
ISSUER: 723643300 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO POSTPONE OR ADJOURN THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN
THE EVENT THAT THERE ARE INSUFFICIENT VOTES AT
THE TIME OF THE SPECIAL MEETING TO ADOPT THE
AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY
20, 2007.
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF MAY 20, 2007, BY
AND AMONG PIONEER COMPANIES, INC., OLIN CORPORATION,
AND PRINCETON MERGER CORP., IN THE FORM ATTACHED
AS APPENDIX A TO THE PROXY STATEMENT DATED JULY
24, 2007.
ALLTEL CORPORATION AT SPECIAL MEETING DATE: 08/29/2007
ISSUER: 020039103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 BOARD PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For
MEETING TO A LATER DATE OR TIME, IF NECESSARY
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN FAVOR OF PROPOSAL NUMBER 1 IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT OR POSTPONEMENT
TO APPROVE PROPOSAL NUMBER 1.
01 BOARD PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Management For For
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OF MERGER, DATED AS OF MAY 20, 2007, BY AND AMONG
ALLTEL CORPORATION, ATLANTIS HOLDINGS LLC AND
ATLANTIS MERGER SUB, INC. AS IT MAY BE AMENDED
FROM TIME TO TIME.
FRIENDLY ICE CREAM CORPORATION FRN SPECIAL MEETING DATE: 08/29/2007
ISSUER: 358497105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING TO Management For For
A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
PROPOSAL TO APPROVE THE MERGER AGREEMENT IF THERE
ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT
OR POSTPONEMENT TO APPROVE THE MERGER AGREEMENT.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 17, 2007, BY AND AMONG FRIENDLY
ICE CREAM CORPORATION, FREEZE OPERATIONS HOLDINGS
CORP., AND FREEZE OPERATIONS, INC. A WHOLLY-OWNED
SUBSIDIARY OF FREEZE OPERATIONS HOLDINGS CORP.,
AS IT MAY BE AMENDED FROM TIME TO TIME.
UNIVAR NV UNIVR.AS EGM MEETING DATE: 09/04/2007
ISSUER: N90311114 ISIN: NL0000388809
SEDOL: 7389650, B01DS58
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. OPENING Non-Voting *Management Position Unknown
2. APPROVE THE PUBLIC OFFER (THE OFFER) OF ULIXES Management Take No Action *Management Position Unknown
B.V. (THE OFFEROR) FOR ALL ISSUED AND OUTSTANDING
SHARES OF THE COMPANY
3. GRGANT DISCHARGE TO ALL THE MEMBERS OF THE SUPERVISORY Management Take No Action *Management Position Unknown
BOARD, SUBJECT TO THE CONDITIONS PRECEDENT THAT
THE OFFER IS DECLARED UNCONDITIONAL BY THE OFFEROR
AND SETTLEMENT OF THE OFFER HAS OCCURRED
4. GRANT DISCHARGE TO MR. J.H. HOLSBOER AS A MEMBER Management Take No Action *Management Position Unknown
OF THE EXECUTIVE BOARD, SUBJECT TO THE CONDITIONS
PRECEDENT THAT THE OFFER IS DECLARED UNCONDITIONAL
BY THE OFFEROR AND SETTLEMENT OF THE OFFER HAS
OCCURRED
5. AMEND THE COMPANY S ARTICLES OF ASSOCIATION, Management Take No Action *Management Position Unknown
SUBJECT TO THE CONDITIONS PRECEDENT THAT THE
OFFER IS DECLARED UNCONDITIONAL BY THE OFFEROR
AND SETTLEMENT OF THE OFFER HAS OCCURRED
6. APPOINT THE NEW BOARD MEMBERS, SUBJECT TO THE Management Take No Action *Management Position Unknown
CONDITIONS PRECEDENT THAT THE OFFER IS DECLARED
UNCONDITIONAL BY THE OFFEROR AND SETTLEMENT OF
THE OFFER HAS OCCURRED
7. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
8. CLOSING Non-Voting *Management Position Unknown
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INTERTAPE POLYMER GROUP INC. ITP SPECIAL MEETING DATE: 09/05/2007
ISSUER: 460919103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 THE ELECTION OF DIRECTORS: Management For For
02 THE RESOLUTION ANNEXED AS SCHEDULE A TO THE MANAGEMENT Management For For
INFORMATION CIRCULAR OF THE CORPORATION, WAIVING
THE APPLICATION OF SECTION 3.1 OF THE CORPORATION
S AMENDED AND RESTATED SHAREHOLDER PROTECTION
RIGHTS PLAN AGREEMENT AS IT RELATES TO THE PURCHASE
BY THREE SHAREHOLDERS OF COMMON SHARES PURSUANT
TO THE CORPORATION S RIGHTS OFFERING:
03 THE RESOLUTION ANNEXED AS SCHEDULE B TO THE MANAGEMENT Management For For
INFORMATION CIRCULAR OF THE CORPORATION, AMENDING
THE EXECUTIVE STOCK OPTION PLAN OF THE CORPORATION
SO AS TO SET THE MAXIMUM NUMBER OF COMMON SHARES
THAT MAY BE ISSUED THEREUNDER AT A NUMBER EQUAL
TO TEN PERCENT OF THE ISSUED AND OUTSTANDING
COMMON SHARES OF THE CORPORATION FROM TIME-TO-TIME.
1-800 CONTACTS, INC. CTAC SPECIAL MEETING DATE: 09/06/2007
ISSUER: 681977104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF JUNE 3, 2007, ENTERED
INTO AMONG 1-800 CONTACTS, INC., ALTA PARENT
CORP. AND ALTA ACQUISITION CORP., WHICH, AMONG
OTHER THINGS, PROVIDES FOR THE MERGER OF ALTA
ACQUISITION CORP. WITH AND INTO 1-800 CONTACTS,
INC., WITH 1-800 CONTACTS, INC. CONTINUING AS
THE SURVIVING CORPORATION.
02 ANY PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For
MEETING TO A LATER DATE IF NECESSARY OR APPROPRIATE,
INCLUDING AN ADJOURNMENT OR POSTPONEMENT TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT
VOTES IN FAVOR OF THE APPROVAL AND ADOPTION OF
THE MERGER AGREEMENT.
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TXU CORP. TXU ANNUAL MEETING DATE: 09/07/2007
ISSUER: 873168108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
04 APPROVAL OF INDEPENDENT AUDITOR - DELOITTE & Management For For
TOUCHE LLP.
03 DIRECTOR Management For
LELDON E. ECHOLS Management For For
KERNEY LADAY Management For For
JACK E. LITTLE Management For For
GERARDO I. LOPEZ Management For For
J.E. OESTERREICHER Management For For
MICHAEL W. RANGER Management For For
LEONARD H. ROBERTS Management For For
GLENN F. TILTON Management For For
C. JOHN WILDER Management For For
02 TO APPROVE ANY PROPOSAL BY TXU CORP. TO ADJOURN Management For For
OR POSTPONE THE ANNUAL MEETING, IF DETERMINED
TO BE NECESSARY.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF FEBRUARY 25, 2007 (AS AMENDED FROM
TIME TO TIME, THE MERGER AGREEMENT) AMONG TXU
CORP., TEXAS ENERGY FUTURE HOLDINGS LIMITED PARTNERSHIP,
A DELAWARE LIMITED PARTNERSHIP, AND TEXAS ENERGY
FUTURE MERGER SUB CORP., A TEXAS CORPORATION,
INCLUDING THE PLAN OF MERGER CONTAINED IN THE
MERGER AGREEMENT.
06 SHAREHOLDER PROPOSAL REQUESTING A REPORT ON TXU Shareholder Against For
CORP. S POLITICAL CONTRIBUTIONS AND EXPENDITURES.
05 SHAREHOLDER PROPOSAL RELATED TO TXU CORP. S ADOPTION Shareholder Against For
OF QUANTITATIVE GOALS FOR EMISSIONS AT ITS EXISTING
AND PROPOSED PLANTS.
PROVIMI OGM MEETING DATE: 09/11/2007
ISSUER: F6574X104 ISIN: FR0000044588
SEDOL: B23CSV3, 7147290, B1L51V8, B28LG88
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
AND FORWARD THE PROXY CARD DIRECTLY TO THE SUB
CUSTODIAN. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING
APPLIES TO NON-RESIDENT SHAREOWNERS: PROXY
CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED
TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN
CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL
CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD
TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER
YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY,
PLEASE CONTACT YOUR REPRESENTATIVE.
1. RATIFY THE APPOINTMENT OF MR. ANTONIUS THEODORUS Management For *Management Position Unknown
CHRISTOFFEL VAN DER LAAN AS AN EXECUTIVE DIRECTOR,
TO REPLACE WIM TROOST, FOR THE REMAINDER OF WIM
TROOST S TERM OF OFFICE I.E. UNTIL THE SHAREHOLDERS
MEETING CALLED TO APPROVE THE FINANCIAL STATEMENTS
FOR THE FYE ON 31 DEC 2009
2. APPOINT SOCIETE KOROFRANCE SAS AS AN EXECUTIVE Management For *Management Position Unknown
DIRECTOR FOR A 3-YEAR PERIOD
3. RECEIVE THE BOARD OF DIRECTORS REPORT, THE SHAREHOLDERS Management For *Management Position Unknown
MEETING DECIDES TO PROCEED WITH AN EXTRAORDINARY
DISTRIBUTION OF EUR 237,719,701.59, WITHHELD
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FROM THE SPECIAL RESERVES ACCOUNT, THIS DIVIDEND
WILL BE PAID ON WITHIN 30 DAYS FOLLOWING THIS
MEETING AT THE LATEST
4. GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For *Management Position Unknown
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
AMERICA FIRST APARTMENT INVESTORS, I APRO SPECIAL MEETING DATE: 09/12/2007
ISSUER: 02363X104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 THE APPROVAL OF THE MERGER IN WHICH EACH SHARE Management For For
OF AMERICA FIRST COMMON STOCK WILL BE CONVERTED
INTO THE RIGHT TO RECEIVE $25.30 IN CASH, WITHOUT
INTEREST, PROVIDED FOR IN THE AGREEMENT AND PLAN
OF MERGER, DATED AS OF JUNE 22, 2007, BY AND
AMONG SENTINEL OMAHA LLC, SENTINEL WHITE PLAINS
LLC AND AMERICA FIRST APARTMENT INVESTORS, INC.
02 THE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL Management For For
MEETING TO A LATER TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
PROPOSAL TO APPROVE THE MERGER.
CERIDIAN CORPORATION CEN CONTESTED ANNUAL MEETING DATE: 09/12/2007
ISSUER: 156779100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
04 APPROVE THE ADJOURNMENT OF THE ANNUAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF (1) THERE ARE INSUFFICIENT VOTES AT
THE TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT
AND APPROVE THE MERGER OR (2) A QUORUM IS NOT
PRESENT AT THE TIME OF THE ANNUAL MEETING.
03 RATIFY THE AUDIT COMMITTEE S APPOINTMENT OF KPMG Management For For
LLP AS CERIDIAN S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
02 DIRECTOR Management For
RONALD T. LEMAY Management For For
GEORGE R. LEWIS Management For For
KATHRYN V. MARINELLO Management For For
L. WHITE MATTHEWS, III Management For For
RICHARD SZAFRANSKI Management For For
WILLIAM L. TRUBECK Management For For
ALAN F. WHITE Management For For
01 ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF MAY 30, 2007 AS AMENDED AS OF JULY 30,
2007, BY AND AMONG CERIDIAN CORPORATION (CERIDIAN
OR THE COMPANY), FOUNDATION HOLDINGS, INC.
(PARENT) AND FOUNDATION MERGER SUB, INC.
(MERGER SUB), AS IT MAY BE FURTHER AMENDED FROM
TIME TO TIME, AND APPROVE THE MERGER CONTEMPLATED
BY THAT AGREEMENT.
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CHAPARRAL STEEL COMPANY CHAP SPECIAL MEETING DATE: 09/12/2007
ISSUER: 159423102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, AS Management For For
OF JULY 10, 2007, BY AND AMONG THE COMPANY, GERDAU
AMERISTEEL CORPORATION (PARENT), GVC, INC.
(MERGER SUB), AND, AS GUARANTOR OF PARENT AND
MERGER SUB S OBLIGATIONS, GERDAU, S.A., PURSUANT
TO WHICH PARENT WILL ACQUIRE THE COMPANY THROUGH
A MERGER AND THE COMPANY WILL CEASE TO BE AN
INDEPENDENT PUBLIC COMPANY.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING Management For For
OF STOCKHOLDERS, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THAT
THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE PROPOSAL 1.
SEQUA CORPORATION SQAA SPECIAL MEETING DATE: 09/17/2007
ISSUER: 817320104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 8, 2007, BY AND AMONG, BLUE
JAY ACQUISITION CORPORATION, BLUE JAY MERGER
CORPORATION AND THE COMPANY
GUITAR CENTER, INC. GTRC SPECIAL MEETING DATE: 09/18/2007
ISSUER: 402040109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 27, 2007, AMONG VH ACQUISITIONCO,
INC., VH MERGERSUB, INC. AND GUITAR CENTER, INC.,
PURSUANT TO WHICH, UPON THE MERGER BECOMING EFFECTIVE,
EACH OUTSTANDING SHARE OF GUITAR CENTER COMMON
STOCK, PAR VALUE $0.01 PER SHARE, WILL BE CONVERTED
INTO THE RIGHT TO RECEIVE $63.00 IN CASH, WITHOUT
INTEREST.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE MEETING TO ADOPT THE
MERGER AGREEMENT.
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HILTON HOTELS CORPORATION HLT SPECIAL MEETING DATE: 09/18/2007
ISSUER: 432848109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JULY 3, 2007, BY AND AMONG HILTON HOTELS
CORPORATION, A DELAWARE CORPORATION, BH HOTELS
LLC, A DELAWARE LIMITED LIABILITY COMPANY, AND
BH HOTELS ACQUISITION INC., A DELAWARE CORPORATION.
02 TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES.
NUVEEN INVESTMENTS, INC. JNC SPECIAL MEETING DATE: 09/18/2007
ISSUER: 67090F106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY TO PERMIT FURTHER SOLICITATION
OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE
MERGER AGREEMENT.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 19, 2007, AMONG NUVEEN INVESTMENTS,
INC., WINDY CITY INVESTMENTS, INC. AND WINDY
CITY ACQUISITION CORP., AS MAY BE AMENDED FROM
TIME TO TIME, WHICH PROVIDES FOR THE MERGER OF
WINDY CITY ACQUISITION CORP., INTO NUVEEN INVESTMENTS,
INC., AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT
EVERLAST WORLDWIDE INC. EVST SPECIAL MEETING DATE: 09/19/2007
ISSUER: 300355104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JUNE 28, 2007, AS AMENDED ON JUNE 29, 2007
(AS SO AMENDED, THE MERGER AGREEMENT), BY AND
AMONG BRANDS HOLDINGS LIMITED, EWI ACQUISITION,
INC. AND EVERLAST WORLDWIDE INC. (THE COMPANY),
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT.
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THE TOPPS COMPANY, INC. TOPP CONTESTED SPECIAL MEETING DATE: 09/19/2007
ISSUER: 890786106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF MARCH 5, 2007, BY
AND AMONG TORNANTE-MDP JOE HOLDING LLC, TORNANTE-MDP
JOE ACQUISITION CORP. AND THE COMPANY (THE MERGER
AGREEMENT) AND THE TRANSACTIONS CONTEMPLATED
THEREBY.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING FOR, AMONG OTHER THINGS, THE SOLICITATION
OF ADDITIONAL PROXIES IN THE EVENT THAT THERE
ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT
AND THE TRANSACTION CONTEMPLATED THEREBY.
ABN AMRO HOLDING NV ABNYY EGM MEETING DATE: 09/20/2007
ISSUER: N0030P459 ISIN: NL0000301109
SEDOL: B02NY48, 0276920, B1G0HX2, 5250769, 5250770, 5250792, 6004114, 5250781, 5254589
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
3. OVERVIEW OF THE CONSORTIUM S PUBLIC OFFER ON Non-Voting *Management Position Unknown
ALL OUTSTANDING SHARES OF ABN AMRO CONSORTIUM
CONSISTING OF FORTIS, RBS AND SANTANDER
4. OVERVIEW OF BARCLAY S PUBLIC OFFER ON ALL OUTSTANDING Non-Voting *Management Position Unknown
SHARES OF ABN AMRO
5. REASONED OPINION OF THE MANAGING BOARD AND THE Non-Voting *Management Position Unknown
SUPERVISORY BOARD ON THE CONSORTIUM S OFFER AND
THE BARCLAYS OFFER
6. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
* PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting *Management Position Unknown
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
1. OPENING OF THE EGM OF SHAREHOLDERS AND ANNOUNCEMENTS Non-Voting *Management Position Unknown
2. THE MANAGING BOARD S AND THE SUPERVISORY BOARD Non-Voting *Management Position Unknown
S ASSESSMENT OF RECENT CORPORATE DEVELOPMENTS
AND STRATEGIC OPTIONS
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ARROW INTERNATIONAL, INC. ARRO CONTESTED ANNUAL MEETING DATE: 09/20/2007
ISSUER: 042764100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 20, 2007, AMONG TELEFAX INCORPORATED,
AM SUB INC. AND ARROW INTERNATIONAL, INC.
03 RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS REGISTERED INDEPENDENT ACCOUNTING FIRM.
02 DIRECTOR Management For
JOHN H. BROADBENT, JR. Management For For
JOHN E. GURSKI Management For For
T. JEROME HOLLERAN Management For For
R. JAMES MACALEER Management For For
MARLIN MILLER, JR. Management For For
RAYMOND NEAG Management For For
ANNA M. SEAL Management For For
05 A PROPOSAL TO ADJOURN OR POSTPONE THE MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO PERMIT FURTHER
SOLICITATION OF PROXIES.
04 A SHAREHOLDER PROPOSAL TO AMEND THE COMPANY S Shareholder Against For
BY-LAWS TO PROVIDE AN AGE LIMIT FOR DIRECTORS
OF THE COMPANY.
AMERICAN TECHNICAL CERAMICS CORP. AMK SPECIAL MEETING DATE: 09/21/2007
ISSUER: 030137103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, Management For For
TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THAT
THERE ARE NOT SUFFICIENT VOTES TO CONSTITUTE
A QUORUM OR THERE ARE NOT SUFFICIENT VOTES TO
ADOPT THE MERGER AGREEMENT.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 15, 2007, BY AND AMONG AMERICAN
TECHNICAL CERAMICS CORP., AVX CORPORATION AND
ADMIRAL BYRD ACQUISITION SUB, INC.
BAUSCH & LOMB INCORPORATED BOL SPECIAL MEETING DATE: 09/21/2007
ISSUER: 071707103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF MAY 16, 2007, BY
AND AMONG BAUSCH & LOMB INCORPORATED, WP PRISM
LLC AND WP PRISM MERGER SUB INC., A WHOLLY-OWNED
SUBSIDIARY OF WP PRISM LLC, AS IT MAY BE AMENDED
FROM TIME TO TIME (THE AGREEMENT AND PLAN OF
MERGER).
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BCE INC. BCE SPECIAL MEETING DATE: 09/21/2007
ISSUER: 05534B760 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVING THE SPECIAL RESOLUTION, THE FULL TEXT Management For For
OF WHICH IS REPRODUCED AS APPENDIX A TO THE
MANAGEMENT PROXY CIRCULAR OF BCE DATED AUGUST
7, 2007, TO APPROVE THE PLAN OF ARRANGEMENT UNDER
SECTION 192 OF THE CANADA BUSINESS CORPORATIONS
ACT INVOLVING BCE, ITS COMMON AND PREFERRED SHAREHOLDERS
AND 6796508 CANADA INC. (THE PURCHASER). PLEASE
REFER TO THE VOTING INSTRUCTION FORM FOR A COMPLETE
DESCRIPTION OF THIS RESOLUTION.
CLEAR CHANNEL COMMUNICATIONS, INC. CCU SPECIAL MEETING DATE: 09/25/2007
ISSUER: 184502102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED NOVEMBER 16, 2006, BY AND AMONG
CLEAR CHANNEL COMMUNICATIONS, INC., BT TRIPLE
CROWN MERGER CO., INC., B TRIPLE CROWN FINCO,
LLC, AND T TRIPLE CROWN FINCO, LLC, AS AMENDED
BY AMENDMENT NO. 1, DATED APRIL 18, 2007, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
03 IN THE DISCRETION OF THE PROXY HOLDERS, ON ANY Management For For
OTHER MATTER THAT MAY PROPERLY COME BEFORE THE
SPECIAL MEETING.
02 APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
AND ADOPT THE AMENDED AGREEMENT AND PLAN OF MERGER.
ENDESA SA, MADRID ELE EGM MEETING DATE: 09/25/2007
ISSUER: E41222113 ISIN: ES0130670112
SEDOL: B0389N6, 4315368, 5285501, B0ZNJC8, 2615424, 5271782, 5788806
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* SHAREHOLDERS WHO PARTICIPATE IN ANY FORM AT THE Non-Voting *Management Position Unknown
EXTRAORDINARY GENERAL MEETING, WHETHER DIRECTLY,
BY PROXY, OR BY LONG-DISTANCE VOTING, SHALL BE
ENTITLED TO RECEIVE AN ATTENDANCE PREMIUM (0.15
EUROS GROSS PER SHARE)
* PLEASE NOTE THAT THIS IS A REVISION DUE TO NORMAL Non-Voting *Management Position Unknown
MEETING CHANGED TO AN ISSUER PAY MEETING AND
RECEIPT OF NON-NUMBERED AND NON-VOTABLE RESOLUTION
AND CHANGED IN MEETING TYPE. 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.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 28 of 87
1. TO AMEND THE PRESENT ARTICLE 32 (LIMITATION OF Management For *Management Position Unknown
VOTING RIGHTS) OF THE CORPORATE BYLAWS, BY RE-WORDING
IT IN THE FOLLOWING TERMS: ARTICLE 32: VOTING
RIGHTS THE SHAREHOLDERS SHALL BE ENTITLED TO
ONE VOTE FOR EACH SHARE THEY OWN OR REPRESENT,
EXCEPT FOR NON-VOTING SHARES, WHICH SHALL BE
GOVERNED BY THE PROVISIONS OF ARTICLE 8 OF THESE
BY LAWS; THIS BYLAW AMENDMENT SHALL BE EFFECTIVE
AS FROM THE TIME IT IS REGISTERED WITH THE MERCANTILE
REGISTRY
2. TO AMEND THE PRESENT ARTICLE 37 (NUMBER AND TYPES Management For *Management Position Unknown
OF DIRECTORS) OF THE CORPORATE BYLAWS, BY RE-WORDING
IT IN THE FOLLOWING TERMS: ARTICLE 37: NUMBER
OF DIRECTORS THE BOARD OF DIRECTORS SHALL BE
FORMED BY NINE MEMBERS MINIMUM AND FIFTEEN MAXIMUM.
THE GENERAL MEETING SHALL BE RESPONSIBLE FOR
BOTH THE APPOINTMENT AND THE REMOVAL OF THE MEMBERS
OF THE BOARD OF DIRECTORS. THE POSITION OF DIRECTOR
IS ELIGIBLE FOR RESIGNATION, REVOCATION AND RE-ELECTION;
THIS BYLAW AMENDMENT SHALL BE EFFECTIVE AS FROM
THE TIME IT IS REGISTERED WITH THE MERCANTILE
REGISTRY
3. TO AMEND THE PRESENT ARTICLE 38 (TERM OF OFFICE) Management For *Management Position Unknown
OF THE CORPORATE BY LAWS, BY RE-WORDING IT IN
THE FOLLOWING TERMS: ARTICLE 38: TERM OF OFFICE
OF DIRECTOR THE TERM OF OFFICE OF DIRECTORS SHALL
BE FOUR YEARS. THEY MAY BE REELECTED FOR PERIODS
OF LIKE DURATION. FOR THE PURPOSE OF COMPUTING
THE TERM OF OFFICE OF THE MANDATE OF DIRECTORS,
THE YEAR SHALL BE DEEMED TO BEGIN AND END ON
THE DATE ON WHICH THE ANNUAL GENERAL MEETING
IS HELD, OR THE LAST DAY POSSIBLE ON WHICH IT
SHOULD HAVE BEEN HELD. IF DURING THE TERM TO
WHICH THE DIRECTORS WERE APPOINTED VACANCIES
SHOULD TAKE PLACE, THE BOARD MAY APPOINT, FROM
AMONG3THE SHAREHOLDERS, THOSE PERSONS TO FILL
THEM UNTIL THE FIRST GENERAL MEETING MEETS; THIS
BYLAW AMENDMENT SHALL BE EFFECTIVE AS FROM THE
TIME IT IS REGISTERED WITH THE MERCANTILE REGISTRY
4. TO AMEND THE PRESENT ARTICLE 42 (INCOMPATIBILITIES) Management For *Management Position Unknown
OF THE CORPORATE BY LAWS, BY RE-WORDING IT IN
THE FOLLOWING TERMS: ARTICLE 42: INCOMPATIBILITIES
OF DIRECTORS THOSE PERSONS SUBJECT TO THE PROHIBITIONS
OF ARTICLE 124 OF THE SPANISH CORPORATIONS LAW
(LEY DE SOCIEDADES ANONIMAS) AND OTHER LEGAL
PROVISIONS MAY NOT BE APPOINTED AS DIRECTORS;
THIS BYLAW AMENDMENT SHALL BE EFFECTIVE AS FROM
THE TIME IT IS REGISTERED WITH THE MERCANTILE
REGISTRY
5. TO DELEGATE TO THE COMPANY S BOARD OF DIRECTORS Management For *Management Position Unknown
THE BROADEST AUTHORITIES TO ADOPT SUCH RESOLUTIONS
AS MAY BE NECESSARY OR APPROPRIATE FOR THE EXECUTION,
IMPLEMENTATION, EFFECTIVENESS AND SUCCESSFUL
CONCLUSION OF THE GENERAL MEETING RESOLUTIONS
AND, IN PARTICULAR, FOR THE FOLLOWING ACTS, WITHOUT
LIMITATION:(I) CLARIFY, SPECIFY AND COMPLETE
THE RESOLUTIONS OF THIS GENERAL MEETING AND RESOLVE
SUCH DOUBTS OR ASPECTS AS ARE PRESENTED, REMEDYING
AND COMPLETING SUCH DEFECTS OR OMISSIONS AS MAY
PREVENT OR IMPAIR THE EFFECTIVENESS OR REGISTRATION
OF THE PERTINENT RESOLUTIONS;(II) EXECUTE SUCH
PUBLIC AND/OR PRIVATE DOCUMENTS AND CARRY OUT
SUCH ACTS, LEGAL BUSINESSES, CONTRACTS, DECLARATIONS
AND TRANSACTIONS AS MAY BE NECESSARY OR APPROPRIATE
FOR THE EXECUTION AND IMPLEMENTATION OF THERE
SOLUTIONS ADOPTED AT THIS GENERAL MEETING; AND(III)
DELEGATE, IN TURN, TO THE EXECUTIVE COMMITTEE
OR TO ONE OR MORE DIRECTORS, WHO MAY ACT SEVERALLY
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 29 of 87
AND INDISTINCTLY, THE POWERS CONFERRED IN THE
PRECEDING PARAGRAPHS; TO EMPOWER THE CHAIRMAN
OF THE BOARD OF DIRECTORS, MR. MANUEL PIZARRO
MORENO, THE CHIEF EXECUTIVE OFFICER (CEO) MR.
RAFAEL MIRANDA ROBREDO AND THE SECRETARY OF THE
BOARD OF DIRECTORS AND SECRETARY GENERAL MR.
SALVADOR MONTEJO VELILLA, IN ORDER THAT, ANY
OF THEM, INDISTINCTLY, MAY: (I) CARRY OUT SUCH
ACTS, LEGAL BUSINESSES, CONTRACTS AND TRANSACTIONS
AS MAY BE APPROPRIATE IN ORDER TO REGISTER THE
PRECEDING RESOLUTIONS WITH THE MERCANTILE REGISTRY,
INCLUDING, IN PARTICULAR, INTER ALIA, THE POWERS
TO APPEAR BEFORE A NOTARY PUBLIC IN ORDER TO
EXECUTE THE PUBLIC DEEDS OR NOTARIAL RECORDS
WHICH ARE NECESSARY OR APPROPRIATE FOR SUCH PURPOSE,
TO PUBLISH THE PERTINENT LEGAL NOTICES AND FORMALIZE
ANY OTHER PUBLIC OR PRIVATE DOCUMENTS WHICH MAY
BE NECESSARY OR APPROPRIATE FOR THE REGISTRATION
OF SUCH RESOLUTIONS, WITH THE EXPRESS POWER TO
REMEDY THEM, WITHOUT ALTERING THEIR NATURE, SCOPE
OR MEANING; AND (II) APPEAR BEFORE THE COMPETENT
ADMINISTRATIVE AUTHORITIES, IN PARTICULAR, THE
MINISTRIES OF ECONOMY AND FINANCE AND INDUSTRY,
TOURISM AND COMMERCE, AS WELL AS BEFORE OTHER
AUTHORITIES, ADMINISTRATIONS AND INSTITUTIONS,
ESPECIALLY THE SPANISH SECURITIES MARKET COMMISSION(COMISION
NACIONAL DEL MERCADO DE VALORES), THE SECURITIES
EXCHANGE GOVERNING COMPANIES AND ANY OTHER WHICH
MAY BE COMPETENT IN RELATION TO ANY OF THE RESOLUTIONS
ADOPTED, IN ORDER TO CARRY OUT THE NECESSARY
FORMALITIES AND ACTIONS FOR THE MOST COMPLETE
IMPLEMENTATION AND EFFECTIVENESS THEREOF
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
26 SEP 2007. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
* PLEASE BE ADVISED THAT ADDITIONAL INFORMATION Non-Voting *Management Position Unknown
CONCERNING ENDESA, S.A. CAN ALSO BE VIEWED ON
THE COMPANY S WEBSITE: HTTP://WWW.ENDESA.ES/PORTAL/
PORTADA?URL=/PORTAL/EN/DEFAULT.HTML&IDIOMS=EN&
* THE BELOW LINKS ARE TO A D.RAFAEL MIRANDA (CFO) Non-Voting *Management Position Unknown
VIDEO IN ENGLISH AND ALSO IN SPANISH. ENGLISH
VERSION: HTTP://W3.CANTOS.COM/07/ENDESA-709-Z1QYH
SPANISH VERSION: HTTP://W3.CANTOS.COM/07/ENDESA-S-709-1JN9A
PLEASE NOTE THAT TO VIEW THE VIDEOS YOU MUST
ENTER WITH THE BELOW MENTIONED USERNAME AND PASSWORD:
USERNAME: ORBIT PASSWORD: COMPLETE293
KONINKLIJKE NUMICO NV NUM EGM MEETING DATE: 09/26/2007
ISSUER: N56369239 ISIN: NL0000375616
SEDOL: B01YC48, B05PSD8, B01ZSS7
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting *Management Position Unknown
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
1. OPENING Non-Voting *Management Position Unknown
2. DISCUSSION ON PUBLIC OFFER BY GROUPE DANONE S.A. Non-Voting *Management Position Unknown
FOR ALL ISSUED AND OUTSTANDING SHARES IN THE
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 30 of 87
SHARE CAPITAL OF ROYAL NUMICO N.V. THE COMPANY
IN ACCORDANCE WITH ARTICLE 9Q, SECTION 1 OF
THE SECURITIES TRANSACTIONS SUPERVISION DECREE
1995 BTE 1995
3. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
4. CLOSING Non-Voting *Management Position Unknown
PHH CORPORATION PHH SPECIAL MEETING DATE: 09/26/2007
ISSUER: 693320202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE MERGER OF JADE MERGER Management For For
SUB, INC., AN INDIRECT WHOLLY OWNED SUBSIDIARY
OF GENERAL ELECTRIC CAPITAL CORPORATION, WITH
AND INTO PHH CORPORATION PURSUANT TO THE AGREEMENT
AND PLAN OF MERGER, DATED AS OF MARCH 15, 2007,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 PROPOSAL TO GRANT DISCRETIONARY AUTHORITY TO Management For For
EACH OF THE PROXY HOLDERS NAMED ON THE REVERSE
SIDE OF THIS PROXY CARD TO ADJOURN THE SPECIAL
MEETING TO ANOTHER TIME AND PLACE FOR THE PURPOSE
OF SOLICITING ADDITIONAL PROXIES.
21ST CENTURY INSURANCE GROUP TW SPECIAL MEETING DATE: 09/27/2007
ISSUER: 90130N103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 15, 2007, AMONG 21ST CENTURY
INSURANCE GROUP, AMERICAN INTERNATIONAL GROUP,
INC. AND AIG TW CORP., AS AMENDED PURSUANT TO
AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF
MERGER, DATED AS OF JUNE 8, 2007, ALL AS MORE
FULLY DESCRIBED IN THE PROXY STATEMENT.
NEOWARE, INC. NWRE SPECIAL MEETING DATE: 09/27/2007
ISSUER: 64065P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY Management For For
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND
PLAN OF MERGER, DATED AS OF JULY 23, 2007, AMONG
NEOWARE, INC., HEWLETT-PACKARD COMPANY AND NARWHAL
ACQUISITION CORPORATION.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JULY 23, 2007, AMONG NEOWARE, INC., HEWLETT-PACKARD
COMPANY AND NARWHAL ACQUISITION CORPORATION.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 31 of 87
PLAYTEX PRODUCTS, INC. PYX SPECIAL MEETING DATE: 09/27/2007
ISSUER: 72813P100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 12, 2007, BY AND AMONG PLAYTEX
PRODUCTS, INC., ENERGIZER HOLDINGS, INC. AND
ETKM, INC. AND TO APPROVE THE MERGER.
02 PROPOSAL TO ADOPT THE ADJOURNMENT OF THE MEETING, Management For For
IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT
AND PLAN OF MERGER AND APPROVE THE MERGER.
REPUBLIC PROPERTY TRUST RPB SPECIAL MEETING DATE: 09/27/2007
ISSUER: 760737106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE MERGER OF REPUBLIC PROPERTY Management For For
TRUST WITH AND INTO LIBERTY ACQUISITION LLC,
WHICH IS A WHOLLY OWNED SUBSIDIARY OF LIBERTY
PROPERTY TRUST, PURSUANT TO THE AGREEMENT AND
PLAN OF MERGER, DATED AS OF JULY 23, 2007, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 PROPOSAL TO APPROVE ADJOURNMENTS OR POSTPONEMENTS Management For For
OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT
VOTES AT THE SPECIAL MEETING TO APPROVE THE MERGER.
A.G. EDWARDS, INC. AGE SPECIAL MEETING DATE: 09/28/2007
ISSUER: 281760108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, INCLUDING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING FOR THE FOREGOING PROPOSAL.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED MAY 30, 2007, BY AND AMONG WACHOVIA CORPORATION
(WACHOVIA), WHITE BIRD HOLDINGS, INC., A WHOLLY-OWNED
SUBSIDIARY OF WACHOVIA, AND A.G. EDWARDS, INC.
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Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 32 of 87
AVAYA INC. AV SPECIAL MEETING DATE: 09/28/2007
ISSUER: 053499109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT
AND PLAN OF MERGER.
01 TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF JUNE
4, 2007, BY AND AMONG AVAYA INC., SIERRA HOLDINGS
CORP., A DELAWARE CORPORATION, AND SIERRA MERGER
CORP., A DELAWARE CORPORATION AND A WHOLLY-OWNED
SUBSIDIARY OF SIERRA HOLDINGS CORP.
CHAMPPS ENTERTAINMENT, INC. CMPP SPECIAL MEETING DATE: 09/28/2007
ISSUER: 158787101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVE THE ADJOURNMENT OR POSTPONEMENT OF THE Management For For
MEETING, IF MEETING, IF NECESSARY, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT
THE AGREEMENT AND PLAN OF MERGER.
01 ADOPT THE AGREEMENT AND PLAN OF MERGER, AMONG Management For For
F&H ACQUISITION CORP., LAST CALL ACQUISITION
CORP. AND CHAMPPS ENTERTAINMENT, INC., DATED
AS OF JULY 3, 2007.
GREAT AMERICAN FINANCIAL RESOURCES, GFR SPECIAL MEETING DATE: 09/28/2007
ISSUER: 389915109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT AND TO APPROVE THE AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF MAY 17, 2007,
BY AND AMONG GREAT AMERICAN FINANCIAL RESOURCES,
INC. (GAFRI), AMERICAN FINANCIAL GROUP, INC.
(AFG) AND GAFRI ACQUISITION CORP. (GAC),
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 33 of 87
EQUITY INNS, INC. ENN SPECIAL MEETING DATE: 10/02/2007
ISSUER: 294703103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 20, 2007, BY AND AMONG GRACE
I, LLC, GRACE ACQUISITION I, INC., GRACE II,
L.P., EQUITY INNS PARTNERSHIP, L.P. AND EQUITY
INNS, INC.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE THE MERGER
AGREEMENT.
GENESCO INC. GCO SPECIAL MEETING DATE: 10/04/2007
ISSUER: 371532102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 17, 2007, BY AND AMONG GENESCO,
THE FINISH LINE, INC., AN INDIANA CORPORATION,
AND HEADWIND, INC., A TENNESSEE CORPORATION AND
A WHOLLY-OWNED SUBSIDIARY OF THE FINISH LINE,
INC., AS THE MERGER AGREEMENT MAY BE AMENDED
FROM TIME TO TIME.
03 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE
MEETING TO APPROVE THE MERGER AGREEMENT OR THE
CHARTER AMENDMENT.
02 TO APPROVE AND ADOPT ARTICLES OF AMENDMENT TO Management For For
THE RESTATED CHARTER OF GENESCO, AS AMENDED,
PERMITTING THE REDEMPTION OF GENESCO S EMPLOYEES
SUBORDINATED CONVERTIBLE PREFERRED STOCK AFTER
THE COMPLETION OF THE MERGER AT THE PRICE PER
SHARE TO BE PAID TO HOLDERS OF GENESCO COMMON
STOCK IN THE MERGER IN CASH, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
RURAL CELLULAR CORPORATION RCCC SPECIAL MEETING DATE: 10/04/2007
ISSUER: 781904107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE ADOPTION OF THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED JULY 29, 2007, BY AND AMONG
CELLCO PARTNERSHIP, AIRTOUCH CELLULAR, RHINO
MERGER SUB CORPORATION AND RURAL CELLULAR CORPORATION,
AND THE TRANSACTIONS CONTEMPLATED THEREBY.
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING, INCLUDING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES, IF THERE ARE NOT SUFFICIENT VOTES IN
FAVOR OF THE FOREGOING PROPOSAL.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 34 of 87
ELAND PLATINUM HOLDINGS LTD, JOHANNESBURG ELD SCH MEETING DATE: 10/05/2007
ISSUER: S2521S104 ISIN: ZAE000078655
SEDOL: B126FV8, B1R9987
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. APPROVE WITH OR WITHOUT MODIFICATION A SCHEME Management For *Management Position Unknown
PROPOSED BETWEEN THE APPLICANT AND ITS SHAREHOLDERS
AQUILA, INC. ILA SPECIAL MEETING DATE: 10/09/2007
ISSUER: 03840P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 ADJOURNMENT AND POSTPONEMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE AGREEMENT AND
PLAN OF MERGER.
01 ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF FEBRUARY 6, 2007, AMONG AQUILA, INC., GREAT
PLAINS ENERGY INCORPORATED, GREGORY ACQUISITION
CORP., AND BLACK HILLS CORPORATION.
KEYSTONE AUTOMOTIVE INDUSTRIES, INC. KEYS SPECIAL MEETING DATE: 10/10/2007
ISSUER: 49338N109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE THE PRINCIPAL TERMS OF THE AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF JULY 16, 2007,
BY AND AMONG LKQ CORPORATION, LKQ ACQUISITION
COMPANY, A WHOLLY-OWNED SUBSIDIARY OF LKQ, AND
KEYSTONE AUTOMOTIVE INDUSTRIES, INC. (KEYSTONE)
PURSUANT TO WHICH LKQ ACQUISITION COMPANY WILL
MERGE WITH AND INTO KEYSTONE, ALL AS MORE FULLY
DESCRIBED IN THE PROXY STATEMENT.
02 TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 35 of 87
REDDY ICE HOLDINGS INC. FRZ SPECIAL MEETING DATE: 10/12/2007
ISSUER: 75734R105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF 07/2/2007,
BY AND AMONG REDDY ICE HOLDINGS, INC., FROZEN,
LLC, A DELAWARE LIMITED LIABILITY COMPANY, HOCKEY
PARENT INC., A DELAWARE CORPORATION AND HOCKEY
MERGERSUB, INC., A DELAWARE CORPORATION, AS AMENDED
BY AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN
OF MERGER, DATED AS OF 8/30/2007
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT.
HUNTSMAN CORPORATION HUN SPECIAL MEETING DATE: 10/16/2007
ISSUER: 447011107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 12, 2007, AMONG HEXION SPECIALTY
CHEMICALS, INC., A NEW JERSEY CORPORATION, AN
ENTITY OWNED BY AN AFFILIATE OF APOLLO MANAGEMENT,
L.P., NIMBUS MERGER SUB INC., A DELAWARE CORPORATION
AND A WHOLLY-OWNED SUBSIDIARY OF HEXION SPECIALTY
CHEMICALS, INC., AND HUNTSMAN CORPORATION.
KYPHON INC. KYPH SPECIAL MEETING DATE: 10/16/2007
ISSUER: 501577100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 26, 2007, AMONG MEDTRONIC, INC.,
JETS ACQUISITION CORPORATION AND KYPHON INC.
AND APPROVE THE MERGER.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT AND APPROVE THE MERGER.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 36 of 87
CABLEVISION SYSTEMS CORPORATION CVC SPECIAL MEETING DATE: 10/17/2007
ISSUER: 12686C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
03 TO APPROVE ANY MOTION TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1 OR PROPOSAL 2.
02 TO APPROVE AN AMENDMENT TO CABLEVISION SYSTEMS Management For For
CORPORATION S AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION, WHICH WOULD MAKE SECTION A.X.
OF ARTICLE FOURTH OF THE AMENDED AND RESTATED
CERTIFICATE OF INCORPORATION INAPPLICABLE TO
THE MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED
BY THE MERGER AGREEMENT.
01 TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF Management Against Against
MERGER, DATED AS OF MAY 2, 2007, BY AND AMONG
CENTRAL PARK HOLDING COMPANY, LLC, CENTRAL PARK
MERGER SUB, INC. AND CABLEVISION SYSTEMS CORPORATION
AS IT MAY BE AMENDED FROM TIME TO TIME, ALL AS
MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
MANOR CARE, INC. HCR SPECIAL MEETING DATE: 10/17/2007
ISSUER: 564055101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING, IF Management For For
NECESSARY OR APPROPRIATE.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JULY 2, 2007, BETWEEN MCHCR-CP MERGER SUB
INC. AND MANOR CARE, INC. (THE MERGER AGREEMENT).
REPOWER SYSTEMS AG, HAMBURG RPW.HM EGM MEETING DATE: 10/17/2007
ISSUER: D6420R105 ISIN: DE0006177033
SEDOL: B02NTW1, 7325847, B28LKB9, 7326259
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. AMENDMENT TO THE ARTICLE OF ASSOCIATION IN RESPECT Management For *Management Position Unknown
OF THE FY BEING CHANGED TOTHE PERIOD FROM 01
APR TO 31 MAR, THE PERIOD FROM 01 JAN 2008 TO
31 MAR 2008 BEING AN ABBREVIATED FY
* PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting *Management Position Unknown
MEETING IS 26 SEP 2007, 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
2. APPOINTMENT OF AUDITORS FOR THE ABBREVIATED 2008 Management For *Management Position Unknown
FY: KPMG DEUTSCHE TREUHAND- GESELLSCHAFT AG,
HAMBURG
* AS A CONDITION OF VOTING, GERMAN MARKET REGULATIONS Non-Voting *Management Position Unknown
REQUIRE THAT YOU DISCLOSEWHETHER YOU HAVE A CONTROLLING
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OR PERSONAL INTEREST IN THIS COMPANY. SHOULD
EITHER BE THE CASE, PLEASE CONTACT YOUR CLIENT
SERVICE REPRESENTATIVE SO THAT WE MAY LODGE YOUR
INSTRUCTIONS ACCORDINGLY IF YOU DO NOT HAVE A
CONTROLLING OR PERSONAL INTEREST, SUBMIT YOUR
VOTE AS NORMAL.THANK YOU
RYERSON INC. RYI SPECIAL MEETING DATE: 10/17/2007
ISSUER: 78375P107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO ADJOURN THE SPECIAL MEETING TO SOLICIT ADDITIONAL Management For For
PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN
FAVOR OF ADOPTING THE MERGER AGREEMENT AND APPROVING
THE TRANSACTIONS CONTEMPLATED THEREBY AT THE
TIME OF THE SPECIAL MEETING.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JULY 24, 2007, BY AND AMONG RYERSON INC.,
RHOMBUS HOLDING CORPORATION, A DELAWARE CORPORATION,
AND RHOMBUS MERGER CORPORATION, A DELAWARE CORPORATION
AND WHOLLY OWNED SUBSIDIARY OF RHOMBUS HOLDING
CORPORATION, AND APPROVE THE TRANSACTIONS CONTEMPLATED
THEREBY.
UNITED RENTALS, INC. URI SPECIAL MEETING DATE: 10/19/2007
ISSUER: 911363109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY Management For For
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN FAVOR OF PROPOSAL NUMBER 1 IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT TO APPROVE
PROPOSAL NUMBER 1.
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 22, 2007, BY AND AMONG UNITED
RENTALS, INC., RAM HOLDINGS, INC., AND RAM ACQUISITION
CORP., AS IT MAY BE AMENDED FROM TIME TO TIME.
BIOENVISION, INC. BIVN SPECIAL MEETING DATE: 10/22/2007
ISSUER: 09059N100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 29, 2007, AS AMENDED BY AMENDMENT
NO. 1 THERETO, DATED AS OF AUGUST 8, 2007, BY
AND AMONG BIOENVISION, INC., GENZYME CORPORATION
AND WICHITA BIO CORPORATION.
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02 ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING Management For For
TO A LATER TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF
MERGER.
03 IN THEIR DISCRETION, TO TRANSACT ANY OTHER BUSINESS Management For For
AS MAY PROPERLY BE BROUGHT BEFORE THE SPECIAL
MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF,
INCLUDING PROPOSALS RELATED TO ANY PROCEDURAL
MATTERS INCIDENT TO THE SPECIAL MEETING.
LAMSON & SESSIONS CO. LMS SPECIAL MEETING DATE: 10/22/2007
ISSUER: 513696104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF AUGUST 15, 2007, AMONG THE LAMSON
& SESSIONS CO., THOMAS & BETTS CORPORATION AND
T&B ACQUISITION II CORP.
02 APPROVAL OF ADJOURNMENT OR POSTPONEMENT OF THE Management For For
SPECIAL MEETING, IF DEEMED NECESSARY OR APPROPRIATE
BY THE PROXY HOLDERS, INCLUDING, IF NECESSARY,
TO PERMIT FURTHER SOLICITATION OF PROXIES.
CHECKFREE CORPORATION CKFR SPECIAL MEETING DATE: 10/23/2007
ISSUER: 162813109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF AUGUST 2, 2007, AMONG FISERV, INC.,
BRAVES ACQUISITION CORP. AND CHECKFREE CORPORATION,
AS IT MAY BE AMENDED FROM TIME TO TIME.
02 ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING Management For For
TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT OR POSTPONEMENT
TO APPROVE THE MERGER AGREEMENT.
CABLEVISION SYSTEMS CORPORATION CVC SPECIAL MEETING DATE: 10/24/2007
ISSUER: 12686C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO APPROVE AN AMENDMENT TO CABLEVISION SYSTEMS Management For For
CORPORATION S AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION, WHICH WOULD MAKE SECTION A.X.
OF ARTICLE FOURTH OF THE AMENDED AND RESTATED
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CERTIFICATE OF INCORPORATION INAPPLICABLE TO
THE MERGER AND THE OTHER TRANSACTIONS CONTEMPLATED
BY THE MERGER AGREEMENT.
01 TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF Management Against Against
MERGER, DATED AS OF MAY 2, 2007, BY AND AMONG
CENTRAL PARK HOLDING COMPANY, LLC, CENTRAL PARK
MERGER SUB, INC. AND CABLEVISION SYSTEMS CORPORATION
AS IT MAY BE AMENDED FROM TIME TO TIME, ALL AS
MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
03 TO APPROVE ANY MOTION TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1 OR PROPOSAL 2.
LAMSON & SESSIONS CO. LMS SPECIAL MEETING DATE: 10/24/2007
ISSUER: 513696104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVAL OF ADJOURNMENT OR POSTPONEMENT OF THE Management For For
SPECIAL MEETING, IF DEEMED NECESSARY OR APPROPRIATE
BY THE PROXY HOLDERS, INCLUDING, IF NECESSARY,
TO PERMIT FURTHER SOLICITATION OF PROXIES.
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF AUGUST 15, 2007, AMONG THE LAMSON
& SESSIONS CO., THOMAS & BETTS CORPORATION AND
T&B ACQUISITION II CORP.
WILLIAMS SCOTSMAN INTERNATIONAL, INC. WLSC SPECIAL MEETING DATE: 10/29/2007
ISSUER: 96950G102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 ANY PROPOSAL BY WILLIAMS SCOTSMAN INTERNATIONAL, Management For For
INC. S BOARD OF DIRECTORS TO ADJOURN THE SPECIAL
MEETING TO A LATER DATE, INCLUDING, WITHOUT LIMITATION,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
ADOPTION OF THE AGREEMENT OF AN PLAN OF MERGER,
DATED JULY 18, 2007, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
JULY 18, 2007, AMONG WILLIAMS SCOTSMAN INTERNATIONAL,
INC., RISTRETTO GROUP S.A.R.L., RISTRETTO ACQUISITION
CORP. AND RISTRETTO HOLDINGS SCA, AS IT MAY BE
AMENDED FROM TIME TO TIME.
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APPLEBEE'S INTERNATIONAL, INC. APPB SPECIAL MEETING DATE: 10/30/2007
ISSUER: 037899101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF PROPOSAL
1.
01 APPROVE THE ADOPTION OF THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED JULY 15, 2007, AMONG APPLEBEE
S INTERNATIONAL, INC., IHOP CORP. AND CHLH CORP.
AND THE MERGER.
MIDWEST AIR GROUP, INC. MEH SPECIAL MEETING DATE: 10/30/2007
ISSUER: 597911106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF AUGUST 16, 2007, AMONG MIDWEST AIR GROUP,
INC. (MIDWEST), MIDWEST AIR PARTNERS, LLC
(PARENT) AND MIDWEST ACQUISITION COMPANY, INC.
(MERGER SUB), WHICH, UPON THE TERMS AND CONDITIONS
SET FORTH THEREIN, PROVIDES FOR THE MERGER OF
MERGER SUB, ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
02 ADJOURNMENT OF THE SPECIAL MEETING IF NECESSARY Management For For
OR APPROPRIATE TO PERMIT FURTHER SOLICITATION
OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES
AT THE SPECIAL MEETING TO APPROVE THE AGREEMENT
AND PLAN OF MERGER REFERRED TO IN PROPOSAL 1.
POLYMEDICA CORPORATION PLMD SPECIAL MEETING DATE: 10/31/2007
ISSUER: 731738100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVE THE MERGER AGREEMENT WITH MEDCO HEALTH Management For For
SOLUTIONS, INC.
02 THE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IN FAVOR OF APPROVAL OF THE
MERGER AGREEMENT IF THERE ARE INSUFFICIENT VOTES
AT THE TIME OF THE MEETING TO APPROVE THE MERGER
AGREEMENT.
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DJO INCORPORATED DJO SPECIAL MEETING DATE: 11/06/2007
ISSUER: 23325G104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 15, 2007, AMONG REABLE THERAPEUTICS
FINANCE LLC, REACTION ACQUISITION MERGER SUB,
INC. AND DJO INCORPORATED, AS IT MAY BE AMENDED
FROM TIME TO TIME.
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT
AND PLAN OF MERGER REFERRED TO IN 1.
JAMES RIVER GROUP, INC. JRVR SPECIAL MEETING DATE: 11/06/2007
ISSUER: 470359100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE ADOPTION OF THE AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF JUNE 11, 2007,
AMONG FRANKLIN HOLDINGS (BERMUDA), LTD., FRANKLIN
ACQUISITION CORP. AND JAMES RIVER GROUP, INC.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE ADOPTION OF THE AGREEMENT AND PLAN OF MERGER.
POGO PRODUCING COMPANY PPP SPECIAL MEETING DATE: 11/06/2007
ISSUER: 730448107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 ADJOURN THE SPECIAL MEETING OF STOCKHOLDERS, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE
SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN
OF MERGER.
01 ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
JULY 17, 2007, BY AND AMONG PLAINS EXPLORATION
& PRODUCTION COMPANY, PXP ACQUISITION LLC AND
POGO PRODUCING COMPANY, AS SUCH AGREEMENT MAY
BE AMENDED FROM TIME TO TIME.
OAKLEY, INC. OO SPECIAL MEETING DATE: 11/07/2007
ISSUER: 673662102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO POSTPONE OR ADJOURN THE SPECIAL MEETING TO Management For For
A LATER DATE TO SOLICIT ADDITIONAL PROXIES IN
FAVOR OF THE APPROVAL OF THE MERGER AGREEMENT
AND THE TRANSACTIONS CONTEMPLATED THEREBY, INCLUDING
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THE MERGER, IF THERE ARE NOT SUFFICIENT VOTES
FOR SUCH APPROVAL AT THE TIME OF THE SPECIAL MEETING.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 20, 2007, BY AND AMONG LUXOTTICA
GROUP S.P.A., NORMA ACQUISITION CORP. AND OAKLEY,
INC.
PATHMARK STORES, INC. PTMK SPECIAL MEETING DATE: 11/08/2007
ISSUER: 70322A101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED MARCH 4, 2007, BY AND AMONG
PATHMARK, A&P AND MERGER SUB, AND THE TRANSACTIONS
CONTEMPLATED BY THE MERGER AGREEMENT, AS AMENDED
FROM TIME TO TIME, INCLUDING THE MERGER, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES.
PROVIMI S A PVMIY.PK AGM MEETING DATE: 11/13/2007
ISSUER: F6574X104 ISIN: FR0000044588
SEDOL: B23CSV3, 7147290, B1L51V8, B28LG88
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THIS IS AN OGM. THANK YOU. Non-Voting *Management Position Unknown
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
AND FORWARD THE PROXY CARD DIRECTLY TO THE SUB
CUSTODIAN. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING
APPLIES TO NON-RESIDENT SHAREOWNERS: PROXY
CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED
TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN
CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL
CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD
TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER
YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY,
PLEASE CONTACT YOUR REPRESENTATIVE
1. RECEIVE THE REPORT OF THE BOARD OF DIRECTORS Management For For
AND APPROVE TO PROCEED WITH AN EXTRAORDINARY
DISTRIBUTION OF EUR 2.00 PER SHARE, WHICH CORRESPONDS
TO A GLOBAL AMOUNT OF EUR 52,188,738.00, WITHHELD
FROM THE SPECIAL RESERVES ACCOUNT AND THIS DIVIDEND
WILL BE PAID ON 15 NOV 2007; AUTHORIZE THE BOARD
OF DIRECTORS TO TAKE ALL NECESSARY MEASURES AND
ACCOMPLISH ALL NECESSARY FORMALITIES
2. GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
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TELE ATLAS NV, 'S-HERTOGENBOSCH TLATF.PK EGM MEETING DATE: 11/14/2007
ISSUER: N8501W101 ISIN: NL0000233948 BLOCKING
SEDOL: B02P0T1, B0NLTB3, 5968523
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting *Management Position Unknown
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION DATE
SET ON 07 NOV 2007. SHARES CAN BE TRADED THEREAFTER.
THANK YOU.
1. OPENING Non-Voting *Management Position Unknown
2. PUBLICATIONS Non-Voting *Management Position Unknown
3. EXPLANATION AND DISCUSSION OF THE RECOMMENDED Non-Voting *Management Position Unknown
CASH OFFER BY TOMTOM N.V. TO ALL SHAREHOLDERS
OF THE COMPANY THE OFFER, PURSUANT TO 9Q, PARAGRAPH
1 OF THE DECREE ON THE SUPERVISION OF THE SECURITIES
TRADE 1995 BTE 1995
4.A.1 APPOINT MR. H. GODDIJN AS A MEMBER OF THE SUPERVISORY Management Take No Action
BOARD, FOR A PERIOD OF 4 YEARS ENDING ON THE
DAY OF THE AGM OF SHAREHOLDERS IN 2011
4.A.2 APPOINT MRS. M. WYATT AS A MEMBER OF THE SUPERVISORY Management Take No Action
BOARD, FOR A PERIOD OF 4YEARS ENDING ON THE DAY
OF THE AGM OF SHAREHOLDERS IN 2011
4.A.3 APPOINT MR. A. RIBBINK AS A MEMBER OF THE SUPERVISORY Management Take No Action
BOARD, FOR A PERIOD OF 4 YEARS ENDING ON THE
DAY OF THE AGM OF SHAREHOLDERS IN 2011
4.B.1 APPROVE THE RESIGNATION OF MR. BANDEL CARANO Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD
4.B.2 APPROVE THE RESIGNATION OF MR. GEORGE SCHMITT Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD
8. CLOSING Non-Voting *Management Position Unknown
4.B.3 APPROVE THE RESIGNATION OF MR. STEPHAN ROJAHN Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD
4.B.4 APPROVE THE RESIGNATION OF MR. BORDEN HOLLINGSWORTH Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD
4.B.5 APPROVE THE RESIGNATION OF MR. JOOST TJADEN AS Management Take No Action
A MEMBER OF THE SUPERVISORY BOARD
5. APPROVE THE NON-COMPLIANCE BY THE COMPANY WITH Management Take No Action
BEST PRACTICE PROVISION III.2.1 OF THE DUTCH
CORPORATE GOVERNANCE CODE UNTIL THE TERMINATION
OF THE LISTING OF THE COMPANY ON EURONEXT AMSTERDAM
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6. AUTHORIZE THE MEMBERS OF THE MANAGEMENT BOARD Management Take No Action
TO REPRESENT THE COMPANY, IF AND TO THE EXTENT
THAT THERE IS OR MAY BE A CONFLICT OF INTEREST
WITHIN THE MEANING OF ARTICLE 2:146 DUTCH CIVIL
CODE BETWEEN ANY OF THE MEMBERS OF THE MANAGEMENT
BOARD AND THE COMPANY; SUCH CONFLICT OF INTEREST
MAY EXIST IN RELATION TO ALL OR ANY LEGAL ACTS
THAT WILL BE EXECUTED IN CONNECTION WITH THE
OFFER, INCLUDING ANY POSSIBLE RESTRUCTURING THAT
MAY TAKE PLACE IF THE OFFER IS CONSUMMATED, AS
SPECIFIED
7. MISCELLANEOUS Non-Voting *Management Position Unknown
WASHINGTON GROUP INTERNATIONAL, INC. WNG SPECIAL MEETING DATE: 11/15/2007
ISSUER: 938862208 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF MAY 27, 2007, BY AND AMONG URS CORPORATION,
ELK MERGER CORPORATION, A WHOLLY OWNED SUBSIDIARY
OF URS, BEAR MERGER SUB, INC., A WHOLLY OWNED
SUBSIDIARY OF URS, AND WASHINGTON GROUP INTERNATIONAL,
INC., PURSUANT TO WHICH ELK MERGER CORPORATION
WILL MERGE, ALL AS MORE FULLY DESCRIBED IN THE
PROXY STATEMENT.
02 ADJOURNMENT OR POSTPONEMENT OF THE WASHINGTON Management For For
GROUP INTERNATIONAL SPECIAL MEETING, IF NECESSARY,
TO PERMIT FURTHER SOLICITATION OF PROXIES IF
THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF
THE WASHINGTON GROUP INTERNATIONAL SPECIAL MEETING
IN FAVOR OF THE FOREGOING.
KMG AMERICA CORPORATION KMA SPECIAL MEETING DATE: 11/16/2007
ISSUER: 482563103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO CONSIDER AND VOTE UPON ANY PROPOSAL TO ADJOURN Management For For
THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF APPROVAL
OF THE MERGER AGREEMENT IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE MERGER AGREEMENT.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF SEPTEMBER 7, 2007, BY AND AMONG HUMANA
INC., HUM VM, INC. AND KMG AMERICA CORPORATION.
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ENERGY EAST CORPORATION EAS SPECIAL MEETING DATE: 11/20/2007
ISSUER: 29266M109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Management For For
OF MERGER DATED AS OF JUNE 25, 2007 AMONG IBERDROLA,
S.A., GREEN ACQUISITION CAPITAL, INC. AND ENERGY
EAST CORPORATION.
02 APPROVAL OF ANY PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE, IF NECESSARY.
PARTNERS TRUST FINANCIAL GROUP, INC. PRTR SPECIAL MEETING DATE: 11/21/2007
ISSUER: 70213F102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES,
IN THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE PROPOSAL TO APPROVE THE AGREEMENT AND PLAN
OF MERGER.
01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JULY 18, 2007, AMONG M&T BANK CORPORATION,
PARTNERS TRUST FINANCIAL GROUP, INC., AND MTB
ONE, INC., WHICH PROVIDES FOR, AMONG OTHER THINGS,
THE MERGER OF MTB ONE, INC. WITH AND INTO PARTNERS
TRUST FINANCIAL GROUP, INC.
GLOUCESTER COAL LTD GCL AGM MEETING DATE: 11/30/2007
ISSUER: Q4065V107 ISIN: AU000000GCL3
SEDOL: 6183790, B19GDK6, B05KL01
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. RECEIVE THE FINANCIAL REPORT IN RESPECT OF THE Management For For
COMPANY AND ITS CONTROLLED ENTITIES FOR THE YE
30 JUN 2007, TOGETHER WITH THE DIRECTORS REPORT
IN RELATION TO THAT FINANCIAL PERIOD AND THE
AUDITOR S REPORT IN RESPECT OF THAT FINANCIAL
REPORT
2. ADOPT THE REMUNERATION REPORT FOR THE FYE 30 Management For For
JUN 2007
3. RE-ELECT MR. ANDY JOHN HOGENDIJK AS A DIRECTOR Management For For
OF THE COMPANY WITH IMMEDIATE EFFECT, WHO RETIRES
AS A DIRECTOR IN ACCORDANCE WITH THE COMPANY
S CONSTITUTION
4. RE-ELECT DR. JOHN HAMILTON BRYAN AS A DIRECTOR Management For For
OF THE COMPANY WITH IMMEDIATE EFFECT, WHO RETIRES
AS A DIRECTOR IN ACCORDANCE WITH THE COMPANY
S CONSTITUTION
5. APPROVE TO INCREASE THE TOTAL AMOUNT OF FEES Management For For
PAYABLE TO DIRECTORS OF THE COMPANY AS A WHOLE
IN EACH YEAR BY AUD 150,000 FROM A MAXIMUM OF
AUD 350,000 TO A MAXIMUM OF AUD 500,000
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TELE ATLAS NV, 'S-HERTOGENBOSCH TLATF.PK EGM MEETING DATE: 12/07/2007
ISSUER: N8501W101 ISIN: NL0000233948 BLOCKING
SEDOL: B02P0T1, B0NLTB3, 5968523
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT BLOCKING CONDITIONS FOR VOTING Non-Voting *Management Position Unknown
AT THIS GENERAL MEETING ARE RELAXED. BLOCKING
PERIOD ENDS ONE DAY AFTER THE REGISTRATION DATE
SET ON 30 NOV 2007. SHARES CAN BE TRADED THEREAFTER.
THANK YOU.
1. OPENING Non-Voting *Management Position Unknown
2. NOTIFICATIONS Non-Voting *Management Position Unknown
3. EXPLANATION AND DISCUSSION OF THE RECOMMENDED Non-Voting *Management Position Unknown
CASH OFFER BY TOM TOM N.V. TO ALL SHAREHOLDERS
OF THE COMPANY THE OFFER, PURSUANT TO THE ARTICLE
9Q, PARAGRAPH 1 OF THE DECREE ON THE SUPERVISION
OF THE SECURITIES TRADE 1995 BESLUITTOEZICHT
1995
4.A.1 APPOINT MR. HAROLD GODDIJN AS A MEMBER OF THE Management Take No Action
SUPERVISORY BOARD, SUBJECT TO THE OFFER BEING
DECLARED UNCONDITIONAL GESTAND IS GEDAAN BY TOM
TOM N.V., WITH THE EFFECT AS OF THE SETTLEMENT
DATE
4.A.2 APPOINT MRS. MARINA WYATT AS A MEMBER OF THE Management Take No Action
SUPERVISORY BOARD, SUBJECT TO THE OFFER BEING
DECLARED UNCONDITIONAL GESTAND IS GEDAAN BY TOM
TOM N.V., WITH THE EFFECT AS OF THE SETTLEMENT
DATE
4.A.3 APPOINT MR. ALEXANDER RIBBINK AS A MEMBER OF Management Take No Action
THE SUPERVISORY BOARD, SUBJECT TO THE OFFER BEING
DECLARED UNCONDITIONAL GESTAND IS GEDAAN BY TOM
TOM N.V., WITH THE EFFECT AS OF THE SETTLEMENT
DATE
8. MISCELLANEOUS Non-Voting *Management Position Unknown
4.B.1 APPROVE THE RESIGNATION OF MR. BANDEL CARANO Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD, SUBJECT
TO THE OFFER BEING DECLARED UNCONDITIONAL GESTAND
IS GEDAAN BY TOM TOM N.V., WITH THE EFFECT AS
OF THE SETTLEMENT DATE
4.B.2 APPROVE THE RESIGNATION OF MR. GEORGE SCHMITT Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD, SUBJECT
TO THE OFFER BEING DECLARED UNCONDITIONAL GESTAND
IS GEDAAN BY TOM TOM N.V., WITH THE EFFECT AS
OF THE SETTLEMENT DATE
4.B.3 APPROVE THE RESIGNATION OF MR. STEPHAN ROJAHN Management Take No Action
AS A MEMBER OF THE SUPERVISORY BOARD, SUBJECT
TO THE OFFER BEING DECLARED UNCONDITIONAL GESTAND
IS GEDAAN BY TOM TOM N.V., WITH THE EFFECT AS
OF THE SETTLEMENT DATE
4.B.4 APPROVE THE RESIGNATION OF MR. BORDEN HOLLINGSWORTH Management Take No Action
JR. AS A MEMBER OF THE SUPERVISORY BOARD, SUBJECT
TO THE OFFER BEING DECLARED UNCONDITIONAL GESTAND
IS GEDAAN BY TOM TOM N.V., WITH THE EFFECT AS
OF THE SETTLEMENT DATE
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4.B.5 APPROVE THE RESIGNATION OF MR. JOOST TJADEN AS Management Take No Action
A MEMBER OF THE SUPERVISORY BOARD, SUBJECT TO
THE OFFER BEING DECLARED UNCONDITIONAL GESTAND
IS GEDAAN BY TOM TOM N.V., WITH THE EFFECT AS
OF THE SETTLEMENT DATE
5. APPROVE THE NON-COMPLIANCE BY THE COMPANY WITH Management Take No Action
BEST PRACTICE PROVISION III.2.1 OF THE DUTCH
CORPORATE GOVERNANCE CODE UNTIL THE TERMINATION
OF THE LISTING OF THE COMPANY ON EURONEXT AMSTERDAM
6. AUTHORIZE THE MEMBERS OF THE MANAGEMENT BOARD Management Take No Action
TO REPRESENT THE COMPANY, IF AND TO THE EXTENT
THAT THERE IS OR MAY BE A CONFLICT OF INTEREST
WITHIN THE MEANING OF ARTICLE 2:146 DUTCH CIVIL
CODE BETWEEN ANY OF THE MEMBERS OF THE MANAGEMENT
BOARD AND THE COMPANY; IN RELATION TO ALL OR
ANY LEGAL ACTS THAT WILL BE EXECUTED IN CONNECTION
WITH THE OFFER, INCLUDING ANY POSSIBLE RESTRUCTURING
AND TO RATIFY SUCH ACTS TO EXTENT AND INSOFAR
THEY BEEN EXECUTED PRIOR TO THE DATE OF APPOINTMENT
AND AUTHORIZATION
7. APPROVE THE BONUSES TO BE PAYABLE UPON THE CLOSING Management Take No Action
OF THE TELE ATLAS/TOM TOM MERGER TO MEMBERS OF
THE MANAGEMENT BOARD, MEMBERS OF THE SENIOR EXECUTIVE
TEAM AND THE CHAIRMAN OF THE SUPERVISORY BOARD
9. CLOSING Non-Voting *Management Position Unknown
ANDREW CORPORATION ANDW SPECIAL MEETING DATE: 12/10/2007
ISSUER: 034425108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JUNE 26, 2007, BY AND AMONG COMMSCOPE,
INC., A DELAWARE CORPORATION, DJROSS, INC., A
DELAWARE CORPORATION AND AN INDIRECT WHOLLY OWNED
SUBSIDIARY OF COMMSCOPE, AND THE COMPANY, AS
THE SAME MAY BE AMENDED FROM TIME TO TIME.
02 TO ADJOURN THE SPECIAL MEETING TO SOLICIT ADDITIONAL Management For For
PROXIES FOR APPROVAL OF THE AGREEMENT AND PLAN
OF MERGER, IF NECESSARY.
SUNCOM WIRELESS HOLDINGS, INC. SCWH SPECIAL MEETING DATE: 12/10/2007
ISSUER: 86722Q207 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF SEPTEMBER 16, 2007, BY AND AMONG
SUNCOM WIRELESS HOLDINGS, INC., T-MOBILE USA,
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INC. AND TANGO MERGER SUB, INC., A WHOLLY OWNED
SUBSIDIARY OF T-MOBILE USA, INC., AS SUCH AGREEMENT
MAY BE AMENDED FROM TIME TO TIME.
02 APPROVAL OF ANY ADJOURNMENTS OF THE SPECIAL MEETING Management For For
TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER
DESCRIBED IN PROPOSAL 1 IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF ANY SUCH ADJOURNMENT TO
ADOPT THE AGREEMENT AND PLAN OF MERGER DESCRIBED
IN PROPOSAL 1.
NAVTEQ CORPORATION NVT SPECIAL MEETING DATE: 12/12/2007
ISSUER: 63936L100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPT THE AGREEMENT AND PLAN OF MERGER DATED Management For For
AS OF OCTOBER 1, 2007 BY AND AMONG NOKIA INC.,
NORTH ACQUISITION CORP., NOKIA CORPORATION AND
NAVTEQ CORPORATION.
02 APPROVE ANY PROPOSAL TO ADJOURN THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF PROPOSAL
1.
PENN NATIONAL GAMING, INC. PENN SPECIAL MEETING DATE: 12/12/2007
ISSUER: 707569109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF JUNE 15, 2007, BY AND AMONG PENN
NATIONAL GAMING, INC., PNG ACQUISITION COMPANY
INC. AND PNG MERGER SUB INC.
02 ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT.
DOW JONES & COMPANY, INC. DJ SPECIAL MEETING DATE: 12/13/2007
ISSUER: 260561105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF JULY 31, 2007, BY
AND AMONG NEWS CORPORATION, RUBY NEWCO LLC, DOW
JONES AND DIAMOND MERGER SUB CORPORATION, AS
THIS AGREEMENT MAY BE AMENDED
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02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY Management For For
TO PERMIT FURTHER SOLICITATION OF PROXIES IN
THE EVENT THERE ARE NOT SUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT
ASPREVA PHARMACEUTICALS CORPORATION ASPV SPECIAL MEETING DATE: 12/17/2007
ISSUER: 04538T109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1A TO APPROVE AN ARRANGEMENT UNDER THE PROVISIONS Management For For
OF DIVISION 5 OF PART 9 OF THE BUSINESS CORPORATIONS
ACT (BRITISH COLUMBIA) INVOLVING ASPREVA, THE
SECURITYHOLDERS AND GALENICA CANADA LTD., A WHOLLY-OWNED
SUBSIDIARY OF GALENICA AG, BY WAY OF SEPARATE
SPECIAL RESOLUTION OF SHAREHOLDERS, VOTING TOGETHER
AS A CLASS, THE FULL TEXT OF WHICH IS SET FORTH
IN APPENDIX A TO THE CIRCULAR.
1B TO APPROVE AN ARRANGEMENT UNDER THE PROVISIONS Management For For
OF DIVISION 5 OF PART 9 OF THE BUSINESS CORPORATIONS
ACT (BRITISH COLUMBIA) INVOLVING ASPREVA, THE
SECURITYHOLDERS AND GALENICA CANADA LTD., A WHOLLY-OWNED
SUBSIDIARY OF GALENICA AG, BY WAY OF SEPARATE
SPECIAL RESOLUTION OF SHAREHOLDERS AND OPTIONHOLDERS,
VOTING TOGETHER AS A CLASS, THE FULL TEXT OF
WHICH IS SET FORTH IN APPENDIX A TO THE CIRCULAR.
02 TO APPROVE AN AMENDMENT TO THE ASPREVA SHAREHOLDER Management For For
RIGHTS PLAN AGREEMENT DATED AS OF FEBRUARY 4,
2005 BETWEEN ASPREVA AND COMPUTERSHARE INVESTOR
SERVICES INC., BY WAY OF ORDINARY RESOLUTION
OF SHAREHOLDERS, THE FULL TEXT OF WHICH IS SET
FORTH IN APPENDIX B TO THE CIRCULAR.
HARMAN INTERNATIONAL INDUSTRIES, INC. HAR ANNUAL MEETING DATE: 12/17/2007
ISSUER: 413086109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
A. MCLAUGHLIN KOROLOGOS Management For For
DR. HARALD EINSMANN Management For For
02 APPROVAL OF THE 2007 KEY EXECUTIVE OFFICERS BONUS Management For For
PLAN
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ALTADIS SA ALT EGM MEETING DATE: 12/18/2007
ISSUER: E0432C106 ISIN: ES0177040013
SEDOL: B02T9V8, 5843114, 5860652, B0YLW13, 5444012
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
18 DEC 2007. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. MODIFICATION OF ARTICLE 24 (VOTING RIGHTS) OF Management For For
THE COMPANY BY-LAWS AND OF ARTICLE 24.1 (ADOPTION
OF RESOLUTIONS AND ANNOUNCEMENT OF RESULTS) OF
THE REGULATIONS OF THE GENERAL SHAREHOLDERS
MEETING
2. DELEGATION OF POWERS TO EXECUTE, CONSTRUE, RECTIFY, Management For For
REGISTER AND GIVE EFFECT TO THE RESOLUTIONS PASSED
AT THE GENERAL SHAREHOLDERS MEETING
* PLEASE NOTE: ATTENDANCE PREMIUM (0.10 EUROS GROSS Non-Voting *Management Position Unknown
PER SHARE): SHAREHOLDERS WHO PARTICIPATE IN ANY
FORM AT THE EGM, WHETHER DIRECTLY, BY PROXY,
OR BY LONG-DISTANCE VOTING, SHALL BE ENTITLED
TO RECEIVE AN ATTENDANCE PREMIUM OF TEN EURO
CENTS GROSS PER SHARE, PROVIDED THAT THEY HAVE
THEM RECORDED IN THE PERTINENT BOOK-ENTRY LEDGER
FIVE DAYS IN ADVANCE OF THE DATE SCHEDULED FOR
THE EGM.
* PLEASE BE ADVISED THAT ADDITIONAL INFORMATION Non-Voting *Management Position Unknown
CONCERNING ALTADIS S.A., CAN ALSO BE VIEWED ON
THE COMPANY S WEBSITE: HTTP://WWW..ALTADIS.COM/EN/INDEX.PHP
* PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITIONAL Non-Voting *Management Position Unknown
COMMENTS AND NORMAL MEETING BEEN CHANGED TO ISSUER
PAY MEETING. 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.
FIRST INDIANA CORPORATION FINB SPECIAL MEETING DATE: 12/19/2007
ISSUER: 32054R108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, Management For For
TO SOLICIT ADDITIONAL PROXIES.
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER DATED JULY 8, 2007, BY AND AMONG MARSHALL
& ILSLEY CORPORATION, FIC ACQUISITION CORPORATION
AND FIRST INDIANA CORPORATION.
ACXIOM CORPORATION ACXM ANNUAL MEETING DATE: 12/21/2007
ISSUER: 005125109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1B ELECTION OF DIRECTOR: STEPHEN M. PATTERSON Management For For
1A ELECTION OF DIRECTOR: MARY L. GOOD, PH.D. Management For For
02 APPROVAL OF AN AMENDMENT TO THE 2005 EQUITY COMPENSATION Management Against Against
PLAN.
1C ELECTION OF DIRECTOR: KEVIN M. TWOMEY Management For For
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PRINTRONIX, INC. PTNX SPECIAL MEETING DATE: 12/27/2007
ISSUER: 742578107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 IF NECESSARY OR APPROPRIATE, TO APPROVE THE POSTPONEMENT Management For For
OR ADJOURNMENT OF THE SPECIAL MEETING TO SOLICIT
ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE
NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL
MEETING TO APPROVE THE PROPOSAL TO ADOPT THE
MERGER AGREEMENT.
01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For
THE AGREEMENT AND PLAN OF MERGER, DATED AS OF
OCTOBER 1, 2007 (THE MERGER AGREEMENT), BY
AND AMONG PRINTRONIX, PIONEER HOLDING CORP.
(PIONEER) AND PIONEER SUB. CORP. (MERGER SUBSIDIARY),
PURSUANT TO WHICH MERGER SUBSIDIARY WILL BE
MERGED WITH AND INTO PRINTRONIX, WITH PRINTRONIX
BEING THE SURVIVING CORPORATION.
STORK NV (FORMERLY VERENIGDE MACHINEFABRIEKEN STORK NV) 830685.AS EGM MEETING DATE: 01/04/2008
ISSUER: N92876171 ISIN: NL0000390672
SEDOL: B1528C5, 4925701, 4925693, 5013519
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THERE IS NO BLOCKING FOR THIS Non-Voting *Management Position Unknown
MEETING. THANK YOU.
1. OPENING AND ANNOUNCEMENTS Non-Voting *Management Position Unknown
2. DISCUSSION OF THE PUBLIC OFFER BY LONDON ACQUISITION Non-Voting *Management Position Unknown
B.V. THE OFFER AND THE OFFEROR FOR ALL ISSUED
AND OUTSTANDING ORDINARY SHARES IN THE CAPITAL
OF STORK N.V., PURSUANT TO ARTICLE 18 PARAGRAPH
1 OF THE TAKEOVER DECREE BESLUIT OPENBARE BIEDINGEN
WFT
3. APPROVE THE DIVESTMENT OF THE DIVISION STORK Management For For
FOOD SYSTEMS TO MAREL FOOD SYSTEMS HF MAREL SUBJECT
TO THE CONDITION THAT THE OFFER IS MADE UNCONDITIONAL
BY THE OFFEROR, PURSUANT TO ARTICLE 2:107A OF
THE DUTCH CIVIL CODE
4. AMEND THE ARTICLES OF ASSOCIATION OF STORK N.V. Management For For
SUBJECT TO THE CONDITION THATTHE OFFER IS MADE
UNCONDITIONAL BY THE OFFEROR, WHEREBY THE CHANGE
IN THE ARTICLES OF ASSOCIATION SHALL TAKE EFFECT
ON THE SETTLEMENT DATE
5. OUTLINE PROFILE OF THE SUPERVISORY BOARD Non-Voting *Management Position Unknown
6.A APPOINT MR. J.H. SCHRAVEN AS A MEMBER OF THE Management For For
SUPERVISORY BOARD SUBJECT TO THECONDITION THAT
THE OFFER IS MADE UNCONDITIONAL BY THE OFFEROR,
WHEREBY THE APPOINTMENTS SHALL TAKE EFFECT ON
THE SETTLEMENT DATE AS SPECIFIED
6.B APPOINT MR. M.S. GUMIENNY AS A MEMBER OF THE Management For For
SUPERVISORY BOARD SUBJECT TO THECONDITION THAT
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THE OFFER IS MADE UNCONDITIONAL BY THE OFFEROR,
WHEREBY THE APPOINTMENTS SHALL TAKE EFFECT ON
THE SETTLEMENT DATE AS SPECIFIED
7. ANY QUESTIONS AND CLOSURE Non-Voting *Management Position Unknown
6.C APPOINT MR. E.J.F.H.C. ERNST AS A MEMBER OF THE Management For For
SUPERVISORY BOARD SUBJECT TO THE CONDITION THAT
THE OFFER IS MADE UNCONDITIONAL BY THE OFFEROR,
WHEREBY THE APPOINTMENTS SHALL TAKE EFFECT ON
THE SETTLEMENT DATE AS SPECIFIED
6.D APPOINT MR. P.F. HARTMAN AS A MEMBER OF THE SUPERVISORY Management For For
BOARD SUBJECT TO THE CONDITION THAT THE OFFER
IS MADE UNCONDITIONAL BY THE OFFEROR, WHEREBY
THE APPOINTMENTS SHALL TAKE EFFECT ON THE SETTLEMENT
DATE AS SPECIFIED
FIRST CONSULTING GROUP, INC. FCGI SPECIAL MEETING DATE: 01/10/2008
ISSUER: 31986R103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY Management For For
OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN
FAVOR OF ADOPTION OF THE MERGER AGREEMENT.
01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF OCTOBER 30, 2007, BY AND AMONG FIRST
CONSULTING GROUP, INC., COMPUTER SCIENCES CORPORATION
AND LB ACQUISITION CORP.
GOODMAN GLOBAL, INC. GGL SPECIAL MEETING DATE: 01/11/2008
ISSUER: 38239A100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF OCTOBER 21, 2007, AMONG CHILL HOLDINGS,
INC., A DELAWARE CORPORATION (PARENT), CHILL
ACQUISITION, INC., A DELAWARE CORPORATION AND
A WHOLLY-OWNED SUBSIDIARY OF PARENT, AND GOODMAN,
AS THE SAME MAY BE AMENDED FROM TIME TO TIME,
ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
COGNOS INCORPORATED COGN SPECIAL MEETING DATE: 01/14/2008
ISSUER: 19244C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 THE SPECIAL RESOLUTION APPROVING THE ARRANGEMENT Management For For
UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS
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ACT INVOLVING THE ACQUISITION BY 1361454 ALBERTA
ULC, AN INDIRECT SUBSIDIARY OF INTERNATIONAL
BUSINESS MACHINES CORPORATION, OF ALL OF THE
ISSUED AND OUTSTANDING COMMON SHARES OF COGNOS
INCORPORATED IN EXCHANGE FOR US$58.00 PER COMMON
SHARE, IN THE FORM SET FORTH IN APPENDIX A TO
THE MANAGEMENT PROXY CIRCULAR DATED DECEMBER
10, 2007.
AXCAN PHARMA INC. AXCA SPECIAL MEETING DATE: 01/25/2008
ISSUER: 054923107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 A SPECIAL RESOLUTION IN THE FORM ANNEXED AS Management For For
APPENDIX A TO THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR OF AXCAN PHARMA INC. (AXCAN) DATED
DECEMBER 21, 2007, TO APPROVE THE PLAN OF ARRANGEMENT
UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS
ACT INVOLVING AXCAN, ITS COMMON SHAREHOLDERS
AND 4445660 CANADA INC. (THE PURCHASER), AN
AFFILIATE OF TPG PARTNERS V, L.P., CONTEMPLATING
THE ACQUISITION BY THE PURCHASER OF ALL OUTSTANDING
COMMON SHARES OF AXCAN.
KONINKLIJKE GROLSCH NV GROL EGM MEETING DATE: 01/28/2008
ISSUER: N37291114 ISIN: NL0000354793 BLOCKING
SEDOL: B02NZZ6, 4384283, B28JTQ1, 5848302
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. OPENING Non-Voting *Management Position Unknown
2. THE DISCUSSION OF THE PUBLIC OFFER BY THE OFFEROR Non-Voting *Management Position Unknown
FOR ALL ISSUED AND OUTSTANDING DEPOSITARY RECEIPTS
FOR ORDINARY SHARES IN THE GROLSCH, PURSUANT
TO ARTICLE 18 OF THE DECREE
3. AMEND THE GROLSCH ARTILCES OF ASSOCIATION SUBJECT Management Take No Action
TO THE CONDITION THAT THE OFFER IS DECLARED UNCONDITIONAL
BY THE OFFEROR, WHEREBY THE AMENDMENT OF THE
ARTICLES OF ASSOCIATION SHALL TAKE EFFECT AS
SOON AS PRACTICABLE AFTER THE OFFER HAS BEEN
DECLARED UNCONDITIONAL
4. AMEND THE GROLSCH ARTICLES OF ASSOCIATION REGARDING Management Take No Action
A CHANGE IN THE FY, SUBJECT TO THE CONDITION
THAT THE OFFER IS DECLARED UNCONDITIONAL BY THE
OFFEROR, WHEREBY THE AMENDMENT OF THE ARTICLES
OF ASSOCIATION SHALL TAKE EFFECT AS SOON AS PRACTICABLE
AFTER THE OFFER HAS BEEN DECLARED UNCONDITIONAL
5. GRANT DISCHARGE THE MEMBERS OF THE SUPERVISORY Management Take No Action
BOARD THAT WILL RESIGN FROM THE SUPERVISORY BOARD
FROM ANY AND ALL LIABILITIES AS WELL AS FROM
THEIR DUTIES AND THEIR RESPONSIBILITY AS SUPERVISORS
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OF THE MANAGEMENT BOARD AND THE GENERAL COURSE
OF AFFAIRS AND CORPORATE ASPECTS OF GROLSCH UNTIL
THE DATE OF THE EGM OF SHAREHOLDERS, THE DISCHARGE
SHALL TAKE EFFECT AS THE SETTLEMENT DATE SUBJECT
TO THE OFFER BEING DECLARED UNCONDITIONAL BY
THE OFFEROR
6.a EXPLANATION TO THE AMENDMENT OF THE PROFILE OF Non-Voting *Management Position Unknown
THE SUPERVISORY BOARD
6.b APPOINT MR. ALAN CLARK TO THE SUPERVISORY BOARD Management Take No Action
FOR THE REMAINDER OF THE TERMOF MR. WIM DE BRUIN
6.c APPOINT MR. NIGEL COX TO THE SUPERVISORY BOARD Management Take No Action
FOR THE REMAINDER OF THE TERM OF MR. RUUD VAN
OMMEREN
6.d APPOINT MR. HARM VAN DER LOF TO THE SUPERVISORY Management Take No Action
BOARD FOR THE REMAINDER OF THE TERM OF MR. MARC
DE GROEN
7. TRANSACT ANY OTHER BUSINESS, ANNOUNCEMENTS AND Non-Voting *Management Position Unknown
CLOSING
PT MULTIMEDIA SERVICOS DE TELECOMUNICACOES E MULTIMEDIA S G P S S A PTMUY.PK EGM MEETING DATE: 01/31/2008
ISSUER: X70127109 ISIN: PTPTM0AM0008 BLOCKING
SEDOL: B28LGH7, 5823990, B0BM695, B02P110, 5811412, B0BKJ67, B0B9GS5
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. AMEND ARTICLE 1, PARAGRAPH 1 OF ARTICLE 15 AND Management Take No Action
PARAGRAPH 1 OF ARTICLE 17 OF THE ARTICLES OF
ASSOCIATION
2. APPOINT THE MEMBERS OF THE BOARD OF DIRECTORS Management Take No Action
3. APPROVE THE CHANGE IN COMPOSITION OF THE BOARD Management Take No Action
OF DIRECTORS
4. APPROVE THE REMUNERATION OF THE MEMBERS OF THE Management Take No Action
COMPENSATION COMMITTEE
COMMERCE BANCORP, INC. CBH SPECIAL MEETING DATE: 02/06/2008
ISSUER: 200519106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 TO ADJOURN OR POSTPONE THE COMMERCE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT
ADDITIONAL PROXIES.
01 TO APPROVE THE PLAN OF MERGER CONTAINED IN THE Management For For
AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER
2, 2007, BY AND AMONG THE TORONTO-DOMINION BANK
(TD), CARDINAL MERGER CO. (MERGER SUB) AND
COMMERCE BANCORP, INC. (COMMERCE), AS AMENDED,
SUPPLEMENTED OR OTHERWISE MODIFIED FROM TIME
TO TIME, ALL AS MORE FULLY DESCRIBED IN THE PROXY
STATEMENT.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 55 of 87
RADIATION THERAPY SERVICES, INC. RTSX SPECIAL MEETING DATE: 02/06/2008
ISSUER: 750323206 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 ADJOURNMENT AND POSTPONEMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES PROPERLY
CAST AT THE TIME OF THE MEETING TO APPROVE THE
MERGER AGREEMENT.
01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF OCTOBER 19, 2007 AMONG RADIATION
THERAPY SERVICES, INC., RADIATION THERAPY SERVICES
HOLDINGS, INC., RTS MERGERCO, INC. AND RADIATION
THERAPY INVESTMENTS, LLC (AS TO SECTION 7.2 ONLY)
(THE MERGER AGREEMENT).
AOKI HOLDINGS INC. 4849 EGM MEETING DATE: 02/07/2008
ISSUER: J01638105 ISIN: JP3105400000
SEDOL: 6045759, B1CP1R3
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1 APPROVE CORPORATE DEMERGER BY CREATING TWO WHOLLY-OWNED Management For For
SUBSIDIARIES, AOKIINC. AND ORIHICA INC., TRANSFERRING
BUSINESSES TO THESE SUBSIDIARIES UNDER A NEW
HOLDING COMPANY STRUCTURE CREATED
2 AMEND ARTICLES TO: EXPAND BUSINESS LINES Management For For
VISICU INC. EICU SPECIAL MEETING DATE: 02/14/2008
ISSUER: 92831L204 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN
THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE
MERGER AGREEMENT.
01 ADOPT THE MERGER AGREEMENT. Management For For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 56 of 87
BRADLEY PHARMACEUTICALS, INC. BDY SPECIAL MEETING DATE: 02/21/2008
ISSUER: 104576103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, Management For For
TO PERMIT FURTHER SOLICITATION OF PROXIES IN
THE EVENT THERE ARE NOT SUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT PROPOSAL.
01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT AND Management For For
PLAN OF MERGER THAT BRADLEY PHARMACEUTICALS ENTERED
INTO ON OCTOBER 29, 2007 WITH NYCOMED US INC.
AND PHASE MERGER SUB, INC., PURSUANT TO WHICH
BRADLEY PHARMACEUTICALS WOULD BECOME A WHOLLY
OWNED SUBSIDIARY OF NYCOMED US AFTER THE MERGER.
KATOKICHI CO.,LTD. 2873 EGM MEETING DATE: 02/22/2008
ISSUER: J31029101 ISIN: JP3214200002
SEDOL: B02HMK2, 6484244, 4253543
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
- THIS IS THE EXTRAORDINARY SHAREHOLDERS MEETING Non-Voting *Management Position Unknown
TO BE VOTED ON BY COMMONSHAREHOLDERS RELATED
TO THE CREATION OF THE NEW CLASS SHARES, AND
THE CLASS STOCKHOLDERS MEETING TO BE VOTED
BY COMMON SHAREHOLDERS
E.1 AMEND ARTICLES TO: ESTABLISH ARTICLES RELATED Management For For
TO CLASS A SHARES AND CLASSSHAREHOLDERS MEETINGS
E.2 AMEND ARTICLES TO: CHANGE COMMON SHARES INTO Management For For
CONDITIONAL ONES ALLOWING THECOMPANY TO PURCHASE
THE WHOLE OWN SHARES BY RESOLUTION, ETC.
E.3 APPROVE PURCHASE OF THE WHOLE OWN CONDITIONAL Management For For
SHARES
E4.1 APPOINT A DIRECTOR Management For For
E4.2 APPOINT A DIRECTOR Management For For
E4.3 APPOINT A DIRECTOR Management For For
E4.4 APPOINT A DIRECTOR Management For For
C.1 AMEND ARTICLES TO: CHANGE COMMON SHARES INTO Management For For
CONDITIONAL ONES ALLOWING THECOMPANY TO PURCHASE
THE WHOLE OWN SHARES BY RESOLUTION, CHANGE CLASS
A SHARES INTO COMMON SHARES, ETC.
HAGEMEYER NV HGM EGM MEETING DATE: 02/25/2008
ISSUER: N38537234 ISIN: NL0000355477
SEDOL: 5467600, 5209073, B02P002
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting *Management Position Unknown
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 57 of 87
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
1. OPENING Non-Voting *Management Position Unknown
2. EXPLANATION OF AND DISCUSSION ON THE SHARE OFFER Non-Voting *Management Position Unknown
AS DEFINED IN THE OFFER MEMORANDUM AND THE BOND
OFFER AS DEFINED IN THE OFFER MEMORANDUM
3. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
4. CLOSURE Non-Voting *Management Position Unknown
ELECTRONIC CLEARING HOUSE, INC. ECHO SPECIAL MEETING DATE: 02/29/2008
ISSUER: 285562500 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF DECEMBER 19, 2007 BY AND
AMONG ELECTRONIC CLEARING HOUSE, INC., INTUIT
INC., AND ELAN ACQUISITION CORPORATION, A WHOLLY
OWNED SUBSIDIARY OF INTUIT INC.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE MERGER AGREEMENT.
DUCATI MOTOR HOLDING SPA, BOLOGNA DMH EGM MEETING DATE: 03/03/2008
ISSUER: T3536K101 ISIN: IT0001278081 BLOCKING
SEDOL: B28GV88, 5654178, B020C45, 5641534
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
05 MAR 2008. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. PLEASE BE ALSO ADVISED THAT YOUR
SHARES WILL BE BLOCKED UNTIL THE QUORUM IS MET
OR THE MEETING IS CANCELLED. THANK YOU.
1. APPROVE THE SPLITTABLE RIGHT ISSUE FOR A MAXIMUM Management Take No Action
AMOUNT OF EUR 1,673,000 BY ISSUING A MAXIMUM
NO. OF 3,284,369 SHARES, WITHOUT OPTION RIGHT,
PURSUANT TO ARTICLE 2441 CIVIL CODE IN FAVOUR
OF STOKE OPTION PLAN
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 58 of 87
PHARMION CORPORATION PHRM SPECIAL MEETING DATE: 03/06/2008
ISSUER: 71715B409 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED NOVEMBER 18, 2007, BY AND AMONG
CELGENE CORPORATION, COBALT ACQUISITION LLC AND
PHARMION CORPORATION, WHICH PROVIDES FOR THE
MERGER OF PHARMION CORPORATION WITH COBALT ACQUISITION
LLC, AND TO APPROVE THE MERGER AND RELATED TRANSACTIONS
ON THE TERMS DESCRIBED IN THE AGREEMENT AND PLAN
OF MERGER.
02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING Management For For
OF STOCKHOLDERS IF THERE ARE NOT SUFFICIENT VOTES
AT THE TIME OF THE SPECIAL MEETING TO APPROVE
AND ADOPT THE AGREEMENT AND PLAN OF MERGER AND
TO APPROVE THE MERGER, ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
BEA SYSTEMS, INC. BEAS ANNUAL MEETING DATE: 03/18/2008
ISSUER: 073325102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
DEAN O. MORTON Management For For
BRUCE A. PASTERNACK Management For For
KIRAN M. PATEL Management For For
GEORGE REYES Management For For
04 STOCKHOLDER PROPOSAL REGARDING DECLASSIFICATION Shareholder Against For
OF THE BOARD OF DIRECTORS.
03 STOCKHOLDER PROPOSAL REGARDING ESTABLISHMENT Shareholder Against For
OF AN ENGAGEMENT PROCESS WITH PROPONENTS OF CERTAIN
STOCKHOLDER PROPOSALS.
02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE COMPANY FOR THE FISCAL YEAR ENDED
JANUARY 31, 2008.
PHH CORPORATION PHH ANNUAL MEETING DATE: 03/18/2008
ISSUER: 693320202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
ANN D. LOGAN Management For For
GEORGE J. KILROY Management For For
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 59 of 87
E-Z-EM, INC. EZEM SPECIAL MEETING DATE: 03/20/2008
ISSUER: 269305405 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 THE APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT Management For For
OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT
THE AGREEMENT AND PLAN OF MERGER DESCRIBED IN
PROPOSAL NO. 1.
01 THE ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF OCTOBER 30, 2007, BY AND AMONG BRACCO
DIAGNOSTICS, INC., EAGLE ACQUISITION SUB, INC.,
E-Z-EM, INC. AND (FOR THE LIMITED PURPOSES SPECIFIED
THEREIN) BRACCO IMAGING S.P.A., AND APPROVAL
OF THE TRANSACTIONS CONTEMPLATED THEREBY, INCLUDING
THE MERGER.
THE MIDLAND COMPANY MLAN SPECIAL MEETING DATE: 03/24/2008
ISSUER: 597486109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND THE PLAN OF MERGER, Management For For
DATED AS OF OCTOBER 16, 2007, BY AND AMONG MUNICH-AMERICAN
HOLDING CORPORATION, MONUMENT CORPORATION AND
THE MIDLAND COMPANY.
02 TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING OF SHAREHOLDERS, IF NECESSARY
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IN THE EVENT THERE ARE NOT SUFFICIENT VOTES AT
THE TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1.
PORTUGAL TELECOM SGPS S A PT AGM MEETING DATE: 03/28/2008
ISSUER: X6769Q104 ISIN: PTPTC0AM0009 BLOCKING
SEDOL: B28LD09, 5466856, 5760365, 5825985, B02P109, 4676203, 5817186
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT FOR EVERY 500 SHARES YOU HAVE Non-Voting *Management Position Unknown
1 VOTING RIGHT. THANK YOU.
1. APPROVE THE MANAGEMENT REPORT, BALANCE SHEET Management Take No Action
AND ACCOUNTS FOR 2007
2. APPROVE THE CONSOLIDATED MANAGEMENT REPORT, BALANCE Management Take No Action
SHEET AND ACCOUNTS FOR 2007
3. APPROVE THE APPLICATION OF PROFITS Management Take No Action
4. APPROVE THE GENERAL APPRAISAL OF THE COMPANY Management Take No Action
MANAGEMENT AND SUPERVISION
5. RATIFY THE APPOINTMENT OF THE NEW MEMBERS OF Management Take No Action
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 60 of 87
THE BOARD OF DIRECTORS TO COMPLETE THE 2006-2008
TERM OF OFFICE
6. APPROVE THE ACQUISITION AND DISPOSAL OF OWN SHARE Management Take No Action
7. APPROVE TO REDUCE THE SHARE CAPITAL UP TO EUR Management Take No Action
3,077,400 FOR THE PURPOSE OF RELEASING EXCESS
CAPITAL IN CONNECTION WITH A SHARE BUYBACK PROGRAMME,
THROUGH THE CANCELLATION OF UP TO 102,580,000
SHARES REPRESENTING UP TO 10% OF THE SHARE CAPITAL
TO BE ACQUIRED AS A RESULT OF THE IMPLEMENTATION
OF THIS RESOLUTION, AS WELL AS ON RELATED RESERVE
AND ON THE CORRESPONDING AMENDMENT TO PARAGRAPHS
1 AND 2 OF ARTICLE 4 OF THE ARTICLES OF ASSOCIATION,
IN ORDER TO COMPLETE THE SHARE BUYBACK PROGRAM
INCLUDED IN THE SHAREHOLDER REMUNERATION PACKAGE
ANNOUNCED IN FEBRUARY 2007 BY THE BOARD OF DIRECTORS
DURING THE PUBLIC TENDER OFFER THAT HAD BEEN
LAUNCHED OVER THE COMPANY
8. APPROVE, PURSUANT TO PARAGRAPH 4 OF ARTICLE 8 Management Take No Action
OF THE ARTICLES OF ASSOCIATION ON THE PARAMETERS
APPLICABLE IN THE EVENT OF ANY ISSUANCE OF BONDS
CONVERTIBLE INTO SHARES THAT MAY BE RESOLVED
UPON BY THE BOARD OF DIRECTORS
11. APPROVE THE ACQUISITION AND DISPOSAL OF OWN BONDS Management Take No Action
AND OTHER OWN SECURITIES
9. APPROVE THE SUPPRESSION OF THE PRE-EMPTIVE RIGHTS Management Take No Action
OF SHAREHOLDERS IN THE SUBSCRIPTION OF ANY ISSUANCE
OF RESOLUTION 8 HEREOF AS MAY BE RESOLVED UPON
BY THE BOARD OF DIRECTORS
10. APPROVE THE ISSUANCE OF BONDS AND OTHER SECURITIES Management Take No Action
WHATEVER NATURE BY THE BOARD OF DIRECTORS, AND
NAMELY ON THE FIXING OF VALUE OF SUCH SECURITIES
IN ACCORDANCE WITH PARAGRAPH 3 OF ARTICLE 8 SUB-PARAGRAPH
1(E) OF ARTICLE 15 OF THE ARTICLES OF ASSOCIATION
12. APPROVE THE REMUNERATION OF THE MEMBERS OF THE Management Take No Action
COMPENSATION COMMITTEE
BEA SYSTEMS, INC. BEAS SPECIAL MEETING DATE: 04/04/2008
ISSUER: 073325102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For
AS OF JANUARY 16, 2008, AMONG BEA SYSTEMS, INC.,
ORACLE CORPORATION AND BRONCO ACQUISITION CORP.,
AS IT MAY BE AMENDED.
02 TO ADJOURN OR POSTPONE THE SPECIAL MEETING TO Management For For
A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT
VOTES AT THE TIME OF SUCH ADJOURNMENT OR POSTPONEMENT
TO ADOPT THE MERGER AGREEMENT.
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 61 of 87
CORPORATE EXPRESS N V CGH.BE AGM MEETING DATE: 04/08/2008
ISSUER: N1712Q211 ISIN: NL0000852861 BLOCKING
SEDOL: 5516751, 5532285
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. TO ADOPT THE 2007 FINANCIAL STATEMENTS AND ADOPTION Management Take No Action
OF THE PROPOSED 2007 DIVIDEND, RELEASE FROM LIABILITY
OF THE MEMBERS OF THE EXECUTIVE BOARD AND RELEASE
FROM LIABILITY OF THE MEMBERS OF THE SUPERVISORY
BOARD.
2. REMUNERATION: A BONUS CONVERSION SHARE MATCHING Management Take No Action
PLAN AND ADOPTION OF AMENDMENTS TO THE REMUNERATION
POLICY FOR THE EXECUTIVE BOARD.
3. ASSIGNMENT TO AUDIT THE 2008 FINANCIAL STATEMENTS. Management Take No Action
4. EXTENSION OF THE DESIGNATION OF THE EXECUTIVE Management Take No Action
BOARD AS COMPETENT BODY TO ACQUIRE SHARES OR
DEPOSITARY RECEIPTS IN THE COMPANY.
5. EXTENSION OF THE DESIGNATION OF THE EXECUTIVE Management Take No Action
BOARD AS COMPETENT BODY TO ISSUE ORDINARY SHARES,
AND THE DESIGNATION OF THE EXECUTIVE BOARD AS
COMPETENT BODY TO LIMIT OR EXCLUDE THE PRE-EMPTIVE
RIGHT WHEN ISSUING ORDINARY SHARES.
NORTH POINTE HOLDINGS CORP. NPTE SPECIAL MEETING DATE: 04/10/2008
ISSUER: 661696104 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE ADOPTION OF THE AGREEMENT Management For For
AND PLAN OF MERGER, DATED AS OF JANUARY 3, 2008,
AMONG QBE HOLDINGS, INC., NOBLE ACQUISITION CORPORATION
AND NORTH POINTE HOLDINGS CORPORATION.
02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For
MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT
ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT
VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE
THE ADOPTION OF THE AGREEMENT AND PLAN OF MERGER.
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 62 of 87
ALFA CORPORATION ALFA SPECIAL MEETING DATE: 04/15/2008
ISSUER: 015385107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF NOVEMBER 4, 2007, AMONG ALFA
CORPORATION, ALFA MUTUAL INSURANCE COMPANY, ALFA
MUTUAL FIRE INSURANCE COMPANY AND ALFA DELAWARE
MERGER SUB, INC., PURSUANT TO WHICH EACH OUTSTANDING
SHARE OF COMMON STOCK OF ALFA CORPORATION WILL
BE CONVERTED INTO THE RIGHT TO RECEIVE $22.00.
CHOICEPOINT INC. CPS SPECIAL MEETING DATE: 04/16/2008
ISSUER: 170388102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF FEBRUARY 20, 2008, BY AND
AMONG CHOICEPOINT INC., A GEORGIA CORPORATION,
REED ELSEVIER GROUP PLC, A PUBLIC LIMITED COMPANY
INCORPORATED IN ENGLAND AND WALES, AND DEUCE
ACQUISITION INC., A GEORGIA CORPORATION AND AN
INDIRECT WHOLLY OWNED SUBSIDIARY OF REED ELSEVIER
GROUP PLC, AS IT MAY BE AMENDED FROM TIME TO TIME.
02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING Management For For
TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE
ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT
OR POSTPONEMENT TO APPROVE THE MERGER AGREEMENT.
PUGET ENERGY, INC. PSD SPECIAL MEETING DATE: 04/16/2008
ISSUER: 745310102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 THE PROPOSAL TO APPROVE THE AGREEMENT AND PLAN Management For For
OF MERGER DATED AS OF OCTOBER 25, 2007 AMONG
PUGET ENERGY, INC., PUGET HOLDINGS LLC, PUGET
INTERMEDIATE HOLDINGS LLC AND PUGET MERGER SUB
INC.
02 APPROVAL OF ANY PROPOSAL TO ADJOURN THE SPECIAL Management For For
MEETING TO A LATER DATE, IF NECESSARY, TO PERMIT
FURTHER SOLICITATION OF PROXIES.
GEODIS (EX-CALBERSON) SA, CLICHY GEO AGM MEETING DATE: 04/17/2008
ISSUER: F13188101 ISIN: FR0000038283
SEDOL: B124Z23, 4213796, B00LJ61, B28HC44, 5984132
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
AND FORWARD THE PROXY CARD DIRECTLY TO THE SUB
CUSTODIAN. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 63 of 87
APPLIES TO NON-RESIDENT SHAREOWNERS: PROXY
CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED
TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN
CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL
CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD
TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER
YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY,
PLEASE CONTACT YOUR REPRESENTATIVE
* PLEASE NOTE THAT THIS IS A MIX MEETING. THANK Non-Voting *Management Position Unknown
YOU.
O.1 RECEIVE THE REPORTS OF THE BOARD OD DIRECTORS, Management For For
THE AUDITORS, AND THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE FYE IN 31 DEC 2007, IN THE
FORM PRESENTED TO THE MEETING AND SHOWING INCOME
OF EUR 53,700,000.00
O.2 RECEIVE THE REPORTS OF THE BOARD OD DIRECTORS, Management For For
THE AUDITORS, AND THE COMPANY S FINANCIAL STATEMENTS
FOR THE YE IN 31 DEC 2007, AS PRESENTED AND SHOWING
INCOME OF EUR 39,623,791.96
O.3 APPROVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.38 OF THE
FRENCH COMMERCIAL CODE, THE SAID REPORT AND THE
AGREEMENTS REFERRED TO THEREIN
O.4 RECEIVE THE BOARD OF DIRECTORS REPORT THAT THE Management For For
NET INCOME FOR THE FY IS OF EUR 39,623,791.96
INCREASED BY THE RETAINED EARNINGS OF EUR 157,621,118.89
I.E. AN AVAILABLE AMOUNT OF EUR 197,244,910.85
AND RESOLVES THAT THIS AVAILABLE INCOME BE APPROPRIATED
AS SPECIFIED TO THE DIVIDENDS EUR 22,060,536.15
AND THE BALANCE OF EUR 175,184,374.71 TO THE
RETAINED EARNINGS ACCOUNT, THE SHAREHOLDERS WILL
RECEIVE A NET DIVIDEND OF EUR 2.85 PER SHARE,
AND WILL ENTITLE TO THE 40% ALLOWANCE PROVIDED
BY THE FRENCH TAX CODE, THIS DIVIDEND WILL BE
PAID ON 02 JUL 2008 IN THE EVENT THAT THE COMPANY
HOLDS SOME OF ITS OWN SHARES ON THE DAY THE DIVIDEND
IS PAID THE AMOUNT OF UNPAID DIVIDEND ON SUCH
SHARES SHALL BE ALLOCATED TO THE RETAINED EARNINGS
ACCOUNT AS SPECIFIED BY LAW
O.5 RATIFY THE COOPTATION OF MR. OLIVIER MAREM BAUD Management For For
AS A DIRECTOR, TO REPLACE MR.MARC VERSON WHO
RESIGNED
O.6 APPROVE TO RENEWS THE APPOINTMENT OF MR. PIERRE Management For For
BLAYAU AS A DIRECTOR FOR A 6 YEAR PERIOD
O.7 APPROVE TO RENEWS THE APPOINTMENT OF MR. JEAN Management For For
PIERRE MENANTEAU AS A DIRECTOR FOR A 6 YEAR PERIOD
O.8 APPROVE TO RENEWS THE APPOINTMENT OF MR. DOMINIQUE Management For For
THILLAUD AS A DIRECTOR FORA 4 YEAR PERIOD
O.9 APPROVE TO RENEWS THE APPOINTMENT OF MR. ARMAND Management For For
TOUBOL AS A DIRECTOR FOR A 4 YEAR PERIOD
O.10 APPROVE TO RENEWS THE APPOINTMENT OF THE COMPANY Management For For
SNCF PARTICIPATIONS AS A DIRECTOR FOR A 2 YEAR
PERIOD
O.11 APPROVE TO RENEWS THE APPOINTMENT OF COMPANY Management For For
SPFR-D AS A DIRECTOR FOR A 2 YEAR PERIOD
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O.12 APPROVE TO RENEWS THE APPOINTMENT OF MR. SYEN Management For For
BOINET AS A DIRECTOR FOR A 2 YEAR PERIOD
O.13 APPROVE TO RENEWS THE APPOINTMENT OF MR. GIORGIO Management For For
FRASCA AS A DIRECTOR FOR A 4YEAR PERIOD
E.22 AMEND THE ARTICLE NUMBER 10 OF THE BYLAWS Management For For
O.14 APPROVE TO RENEWS THE APPOINTMENT OF MR. YVES Management For For
RAMBAUD AS A DIRECTOR FOR A 6 YEAR PERIOD
O.15 APPROVE TO RENEWS THE APPOINTMENT OF THE COMPANY Management For For
ERNST AND YOUNG AUDIT AS THESTATUTORY AUDITOR
FOR A 6 YEAR PERIOD
O.16 APPOINT THE COMPANY MAZARS AS A STATUTORY AUDITOR, Management For For
TO REPLACE THE SECOND STATUTORY AUDITOR WHOSE
TERM OFFICE IS ENDING FOR A 6 YEAR PERIOD
O.17 APPOINT THE COMPANY APLITEC AS A DEPUTY AUDITOR, Management For For
TO REPLACE THE COMPANY AUDITEC WHOSE TERM OF
OFFICE IS ENDING FOR A 6 YEAR PERIOD
O.18 APPOINT MR. PHILIPPE CASTAGNAC AS A DEPUTY AUDITOR, Management For For
TO REPLACE MR. BERNARD PIMPANEAU WHOSE TERM OF
OFFICE IS ENDING FOR A 6 YEAR PERIOD
O.19 AUTHORIZE THE BOARD OF DIRECTORS TO BUY BACK Management For For
THE COMPANY S SHARES ON THE OPENMARKET, SUBJECT
TO THE CONDITIONS BELOW: MAXIMUM PURCHASE PRICE
EUR 200.00 FREE OF PURCHASE COST MAXIMUM NUMBER
OF SHARES TO BE ACQUIRED: 600,000 SHARES REPRESENTING
APPROXIMATELY 7.75 % OF THE SHARE CAPITAL, MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 120,000,000.00
AUTHORITY IS GIVEN FOR AN 18 MONTH PERIOD; IT
SUPER5SEDES THE PART UNUSED OF THE AUTHORIZATION
GRANTED BY THE COMBINED SHAREHOLDERS MEETING
OF 26 APR 2007 IN ITS RESOLUTION 5
E.20 AUTHORIZE THE BOARD OF DIRECTORS TO REDUCE THE Management For For
SHARE CAPITAL, ON 1 OR MORE OCCASIONS AND AT
ITS SOLE DISCRETION, BY CANCELING ALL OR PART
OF THE SHARES HELD BY THE COMPANY IN CONNECTION
WITH A STOCK REPURCHASE PLAN, UP TO A MAXIMUM
OF 10% OF THE SHARE CAPITAL OVER A 24 MONTH PERIOD,
AND AUTHORITY IS GIVEN FOR A 5 YEAR PERIOD
E.21 GRANT AUTHORITY TO THE BOARD OF DIRECTORS, IN Management For For
1 OR MORE TRANSACTIONS, TO BENEFICIARIES TO BE
CHOSEN BY IT, OPTIONS GIVING THE RIGHT EITHER
TO SUBSCRIBE FOR NEW SHARES IN THE COMPANY TO
BE ISSUED THROUGH A SHARE CAPITAL INCREASE, OR
TO PURCHASE EXISTING SHARES HELD BY THE COMPANY,
IT BEING PROVIDED THAT THE OPTIONS SHALL NOT
GIVE RIGHTS TO A TOTAL NUMBER OF SHARES, WHICH
SHALL EXCEED 154,810 SHARES, AUTHORIZTY IS GRANTED
FOR A 26 MONTH PERIOD, IT SUPERSEDES THE PREVIOUS
DELEGATION GRANTED BY THE SHAREHOLDERS MEETING
OF 26 APR 2007 IN ITS RESOLUTION 13, THE SHAREHOLDERS
MEETING DECIDES TO CANCEL THE SHAREHOLDERS
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOUR OF
THE EMPLOYEES OR THE CORPORATE MANAGERS OF THE
COMPANY AND THE RELATED COMPANIES, TO TAKE ALL
NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES
E.23 AMEND THE ARTICLE NUMBER 11 OF THE BYLAWS Management For For
E.24 GRANT AUTHORITY TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 65 of 87
DUCATI MOTOR HOLDING SPA, BOLOGNA DMH OGM MEETING DATE: 04/21/2008
ISSUER: T3536K101 ISIN: IT0001278081 BLOCKING
SEDOL: B28GV88, 5654178, B020C45, 5641534
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
23 APR 2008. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. PLEASE BE ALSO ADVISED THAT YOUR
SHARES WILL BE BLOCKED UNTIL THE QUORUM IS MET
OR THE MEETING IS CANCELLED. THANK YOU.
1. APPROVE THE FINANCIAL STATEMENT AT 31 DEC 2007 Management Take No Action
2. APPROVE THE CONSOLIDATED FINANCIAL STATEMENT Management Take No Action
AT 31 DEC 2007
3. APPROVE TO USE OF REVALUATION RESERVES TO COVER Management Take No Action
OPERATING LOSS
4. GENERAL BUSINESS Non-Voting *Management Position Unknown
GRANT PRIDECO, INC. GRP SPECIAL MEETING DATE: 04/21/2008
ISSUER: 38821G101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF MERGER AGREEMENT: TO APPROVE AND Management For For
ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED
AS OF DECEMBER 16, 2007, AMONG NATIONAL OILWELL
VARCO, INC. (NATIONAL OILWELL VARCO), NOV SUB,
INC. (NOV SUB), A WHOLLY OWNED SUBSIDIARY OF
NATIONAL OILWELL VARCO, AND GRANT PRIDECO, INC.
(GRANT PRIDECO), ALL AS MORE FULLY DESCRIBED
IN THE PROXY STATEMENT.
NEUF CEGETEL NEUF.PA OGM MEETING DATE: 04/21/2008
ISSUER: F58287107 ISIN: FR0004166072
SEDOL: B1GB809, B03BXY4, B28KZN3
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
AND FORWARD THE PROXY CARD DIRECTLY TO THE SUB
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 66 of 87
CUSTODIAN. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING
APPLIES TO NON-RESIDENT SHAREOWNERS: PROXY
CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED
TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN
CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL
CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD
TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER
YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY,
PLEASE CONTACT YOUR REPRESENTATIVE
1. RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE IN 2007, AS PRESENTED,
CREATING A PROFIT OF EUR 77,232,641.22 AND GRANT
PERMANENT DISCHARGE TO THE DIRECTORS FOR THE
PERFORMANCE OF THEIR DUTIES DURING THE SAID FY
2. RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS AND APPROVE THE CONSOLIDATED
FINANCIAL STATEMENTS FOR THE SAID FY, IN THE
FORM PRESENTED TO THE MEETING, HIGHLIGHTING A
PROFIT OF EUR 262,442,000.00
3. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLESL.225.38 AND L.225.40
OF THE FRENCH COMMERCIAL CODE AND APPROVE THE
SAID REPORT AND THE AGREEMENTS REFERRED TO THEREIN
4. APPROVE THE RECOMMENDATIONS OF THE BOARD OF DIRECTORS Management For For
AND RESOLVES THAT THE INCOME FOR THE FY BE APPROPRIATED
AS FOLLOWS: EARNINGS FOR THE FY: EUR 77,323,641.22
LEGAL RESERVE: EUR 1,074,764.97 BALANCE AVAILABLE
FOR DISTRIBUTION: EUR 76,248,876.25 RETAINED
EARNINGS: EUR 0.00 DISTRIBUTABLE INCOME: EUR
76,248,876.25 RESERVES TO BE DISTRIBUTED: AMOUNT
DEDUCTED FROM THE SHARE PREMIUM: EUR 50,006,047.55
BALANCE AVAILABLE FOR DISTRIBUTION: EUR 126,254,923.80
DIVIDENDS: EUR 126,254,923.80 RETAINED EARNINGS:
EUR 0.00 THE SHARES AUTO-HELD ON THE DAY OF THE
PAYMENT OF THE DIVIDEND WILL BE EXCLUDED FROM
THE PROFIT OF THIS RETAIL DISTRIBUTION AND THE
CORRESPONDING SUMS ALLOCATED TO THE RETAINED
EARNINGS; THE SHAREHOLDERS WILL RECEIVE A NET
DIVIDEND OF EUR 0.60 PER SHARE, AND WILL ENTITLE
TO THE 40 % DEDUCTION PROVIDED BY THE FRENCH
TAX CODE; THIS DIVIDEND WILL BE PAID ON 02 MAY
2008
5. RATIFY THE APPOINTMENT OF MR. M. JEAN DOMINIQUE Management For For
PIT AS A DIRECTOR, TO REPLACEMR. M. FRANCK CADORET,
FOR THE REMAINDER OF MR. M. FRANCK CADORET S
TERM OF OFFICE, I.E. UNTIL THE SHAREHOLDERS MEETING
CALLED TO APPROVE THE FINANCIAL STATEMENTS FOR
THE FY 2009
6. RECEIVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225.42 OF THE
FRENCH COMMERCIAL CODE AND APPROVE THE SAID REPORT
AND THE AGREEMENTS REFERRED TO THEREIN
7. AUTHORIZES THE BOARD OF DIRECTORS TO BUY BACK Management For For
THE COMPANY S SHARES ON THE OPEN MARKET, SUBJECT
TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
PRICE: EUR 60.00; MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 5% OF THE SHARE CAPITAL; MAXIMUM
FUNDS INVESTED IN THE SHARE BUYBACKS: EUR 500,000,000.00;
AUTHORITY EXPIRES AT 18 MONTH PERIOD; AND TO
TAKE ALL NECESSARY MEASURES AND ACCOMPLISH ALL
NECESSARY FORMALITIES
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 67 of 87
8. GRANT FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
ZON MULTIMEDIA ZON AGM MEETING DATE: 04/21/2008
ISSUER: X9819B101 ISIN: PTZON0AM0006 BLOCKING
SEDOL: B0BM695, B0BKJ67, B0B9GS5, B28LGH7
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THE CONDITION FOR THE MEETING: Non-Voting *Management Position Unknown
MINIMUM SHARES / VOTING RIGHT: 400/1
1. APPROVE THE YEAR 2007 ANNUAL REPORT AND ACCOUNTS Management Take No Action
OF THE COMPANY AND ON THE APPROVAL OF THE CONSOLIDATED
ACCOUNTS
2. APPROVE THE PROFITS APPROPRIATION Management Take No Action
3. APPROVE THE GENERAL APPRECIATION OF THE COMPANIES Management Take No Action
MANAGEMENT AND AUDITING
4. ELECT THE MEMBER OF THE BOARD OF DIRECTORS THAT Management Take No Action
MAY BE PART OF THE AUDIT COMMISSION
5. APPROVE TO CREATE A NEW SHARE DISTRIBUTION PLAN Management Take No Action
AND ITS REGULATION ACCORDING TO THE LINE G, N1
OF ARTICLE 16 OF THE COMPANY BY LAWS
6. APPROVE THE ACQUISITION AND SALE OF OWN SHARES Management Take No Action
7. APPROVE A POSSIBLE ISSUANCE OF OWN BONDS CONVERTIBLE Management Take No Action
INTO SHARES DETERMINED BY THE BOARD OF DIRECTORS
8. APPROVE THE CANCELLATION OF THE PREFERENTIAL Management Take No Action
RIGHT IN THE SUBSCRIPTION OF A EVENTUAL ISSUANCE
OF CONVERTIBLE BONDS INTO SHARES
9. ELECT A NEW SALARY COMMISSION Management Take No Action
10. ELECT THE GENERAL MEETING SECRETARY Management Take No Action
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 68 of 87
WACHOVIA CORPORATION WB ANNUAL MEETING DATE: 04/22/2008
ISSUER: 929903102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1I ELECTION OF DIRECTOR: MACKEY J. MCDONALD Management For For
1J ELECTION OF DIRECTOR: JOSEPH NEUBAUER Management For For
1K ELECTION OF DIRECTOR: TIMOTHY D. PROCTOR Management For For
1L ELECTION OF DIRECTOR: ERNEST S. RADY Management For For
1M ELECTION OF DIRECTOR: VAN L. RICHEY Management For For
1N ELECTION OF DIRECTOR: RUTH G. SHAW Management For For
1O ELECTION OF DIRECTOR: LANTY L. SMITH Management For For
1P ELECTION OF DIRECTOR: G. KENNEDY THOMPSON Management For For
1Q ELECTION OF DIRECTOR: DONA DAVIS YOUNG Management For For
02 A WACHOVIA PROPOSAL TO RATIFY THE APPOINTMENT Management For For
OF KPMG LLP AS AUDITORS FOR THE YEAR 2008.
03 A STOCKHOLDER PROPOSAL REGARDING NON-BINDING Shareholder Against For
STOCKHOLDER VOTE RATIFYING EXECUTIVE COMPENSATION.
04 A STOCKHOLDER PROPOSAL REGARDING REPORTING POLITICAL Shareholder Against For
CONTRIBUTIONS.
05 A STOCKHOLDER PROPOSAL REGARDING THE NOMINATION Shareholder Against For
OF DIRECTORS.
1A ELECTION OF DIRECTOR: JOHN D. BAKER, II Management For For
1B ELECTION OF DIRECTOR: PETER C. BROWNING Management For For
1C ELECTION OF DIRECTOR: JOHN T. CASTEEN, III Management For For
1D ELECTION OF DIRECTOR: JERRY GITT Management For For
1E ELECTION OF DIRECTOR: WILLIAM H. GOODWIN, JR. Management For For
1F ELECTION OF DIRECTOR: MARYELLEN C. HERRINGER Management For For
1G ELECTION OF DIRECTOR: ROBERT A. INGRAM Management For For
1H ELECTION OF DIRECTOR: DONALD M. JAMES Management For For
BANCO BPI SA, PORTO BPI AGM MEETING DATE: 04/23/2008
ISSUER: X04608109 ISIN: PTBPI0AM0004 BLOCKING
SEDOL: B28FK22, 5721759, 4072566, 5788163
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THE CONDITION FOR THE MEETING: Non-Voting *Management Position Unknown
MINIMUM SHARES/VOTING RIGHT: 500/1
1. APPROVE THE INDIVIDUAL AND CONSOLIDATED ANNUAL Management Take No Action
REPORT AND ACCOUNTS FOR 2007
2. APPROVE THE PROPOSED APPROPRIATION OF NET INCOME Management Take No Action
FOR 2007
3. APPROVE THE BANCO BPI S MANAGEMENT AND SUPERVISION Management Take No Action
4. AMEND THE ARTICLE 4 OF THE COMPANY BY-LAWS, IN Management Take No Action
ORDER TO ALLOW THE BOARD OF DIRECTORS TO AUTHORIZE
A CAPITAL INCREASE FROM EUR 760,000,000 UP TO
A MAXIMUM OF 1,110,000,000
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 69 of 87
5. AMEND THE ARTICLES 10, 14, 15, 16, 17, 20, 21, Management Take No Action
22, 23, 24 AND 29 OF THE COMPANY BY-LAWS
6. ELECT THE GOVERNING BODIES FOR 2008/2010 Management Take No Action
7. ELECT THE SALARY COMMITION FOR 2008/2010 AND Management Take No Action
DEFINE THE LIMITS OF N.3 OF ARTICLE 28 OF THE
COMPANY BY-LAWS
8. APPROVE THE ACQUISITION AND SALE OF OWN SHARES Management Take No Action
MYERS INDUSTRIES, INC. MYE ANNUAL MEETING DATE: 04/24/2008
ISSUER: 628464109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management Withheld
KEITH A. BROWN Management Withheld Against
VINCENT C. BYRD Management Withheld Against
RICHARD P. JOHNSTON Management Withheld Against
EDWARD W. KISSEL Management Withheld Against
STEPHEN E. MYERS Management Withheld Against
JOHN C. ORR Management Withheld Against
RICHARD L. OSBORNE Management Withheld Against
JON H. OUTCALT Management Withheld Against
ROBERT A. STEFANKO Management Withheld Against
02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For
COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2008.
COMMSCOPE, INC. CTV ANNUAL MEETING DATE: 05/02/2008
ISSUER: 203372107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
JUNE E. TRAVIS Management For For
JAMES N. WHITSON Management For For
02 RE-APPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE Management For For
GOALS SET FORTH UNDER THE ANNUAL INCENTIVE PLAN
AS REQUIRED UNDER SECTION 162(M) OF THE INTERNAL
REVENUE CODE AND THE REGULATIONS PROMULGATED THEREUNDER.
03 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Management For For
AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2008 FISCAL YEAR.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 70 of 87
APN NEWS & MEDIA LTD APN AGM MEETING DATE: 05/06/2008
ISSUER: Q1076J107 ISIN: AU000000APN4
SEDOL: B01GXX0, B02KC89, 6068574, 4079385
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
2.a RE-ELECT MR. J.H. MAASLAND AS A DIRECTOR, WHO Management For For
RETIRES BY ROTATION IN ACCORDANCE WITH THE COMPANY
S CONSTITUTION
2.b RE-ELECT MR. A.C. CAMERON O REILLY AS A DIRECTOR, Management For For
WHO RETIRES BY ROTATION IN ACCORDANCE WITH THE
COMPANY S CONSTITUTION
2.c RE-ELECT MR. G.K. O REILLY AS A DIRECTOR, WHO Management For For
RETIRES BY ROTATION IN ACCORDANCE WITH THE COMPANY
S CONSTITUTION
3. ADOPT THE COMPANY S REMUNERATION REPORT FOR THE Management For For
YE 31 DEC 2007
* OTHER BUSINESS Non-Voting *Management Position Unknown
1. RECEIVE THE FINANCIAL REPORT, THE DIRECTORS Non-Voting *Management Position Unknown
REPORT AND THE INDEPENDENT AUDITREPORT FOR THE
YE 31 DEC 2007
AQUILA, INC. ILA ANNUAL MEETING DATE: 05/07/2008
ISSUER: 03840P102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
HERMAN CAIN Management For For
PATRICK J. LYNCH Management For For
NICHOLAS SINGER Management For For
02 RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT Management For For
AUDITORS FOR 2008.
BRIGHT HORIZONS FAMILY SOLUTIONS, INC. BFAM SPECIAL MEETING DATE: 05/07/2008
ISSUER: 109195107 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER Management For For
DATED JANUARY 14, 2008 BY AND AMONG SWINGSET
HOLDINGS CORP., SWINGSET ACQUISITION CORP. AND
BRIGHT HORIZONS FAMILY SOLUTIONS, INC., AS DESCRIBED
IN THE PROXY STATEMENT.
02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 71 of 87
LEAR CORPORATION LEA ANNUAL MEETING DATE: 05/08/2008
ISSUER: 521865105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
VINCENT J. INTRIERI Management For For
CONRAD L. MALLETT, JR. Management For For
ROBERT R. ROSSITER Management For For
02 RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For
LEAR CORPORATION S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 STOCKHOLDER PROPOSAL TO ADOPT SIMPLE MAJORITY Shareholder Against For
VOTE STANDARDS.
NUCO2 INC. NUCO SPECIAL MEETING DATE: 05/08/2008
ISSUER: 629428103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For
MERGER, DATED AS OF JANUARY 29, 2008 (THE MERGER
AGREEMENT), BY AND AMONG NUCO2 ACQUISITION CORP.
(PARENT), NUCO2 MERGER CO. (MERGER SUB) AND
NUCO2 INC. (THE COMPANY) AND APPROVE THE MERGER
OF MERGER SUB WITH AND INTO THE COMPANY, ALL
AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.
02 TO APPROVE THE TRANSFER OF SUBSTANTIALLY ALL Management For For
OF THE COMPANY S ASSETS TO ITS NEWLY-CREATED,
WHOLLY OWNED SUBSIDIARIES.
03 TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO (A) APPROVE AND
ADOPT THE MERGER AGREEMENT AND APPROVE THE MERGER
OR (B) APPROVE THE ASSET TRANSFER.
SLM CORPORATION SLM ANNUAL MEETING DATE: 05/08/2008
ISSUER: 78442P106 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1A ELECTION OF DIRECTOR: ANN TORRE BATES Management For For
1B ELECTION OF DIRECTOR: W.M. DIEFENDERFER III Management For For
1C ELECTION OF DIRECTOR: DIANE SUITT GILLELAND Management For For
1D ELECTION OF DIRECTOR: EARL A. GOODE Management For For
1E ELECTION OF DIRECTOR: RONALD F. HUNT Management For For
1F ELECTION OF DIRECTOR: ALBERT L. LORD Management For For
1G ELECTION OF DIRECTOR: MICHAEL E. MARTIN Management For For
1H ELECTION OF DIRECTOR: BARRY A. MUNITZ Management For For
1I ELECTION OF DIRECTOR: HOWARD H. NEWMAN Management For For
1J ELECTION OF DIRECTOR: A. ALEXANDER PORTER, JR. Management For For
1K ELECTION OF DIRECTOR: FRANK C. PULEO Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 72 of 87
1L ELECTION OF DIRECTOR: WOLFGANG SCHOELLKOPF Management For For
1M ELECTION OF DIRECTOR: STEVEN L. SHAPIRO Management For For
1N ELECTION OF DIRECTOR: ANTHONY P. TERRACCIANO Management For For
1O ELECTION OF DIRECTOR: BARRY L. WILLIAMS Management For For
02 AMENDMENT TO THE CERTIFICATE OF INCORPORATION. Management For For
03 RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE CORPORATION S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM.
SOGECABLE, S.A. SGC.MC OGM MEETING DATE: 05/08/2008
ISSUER: E8900A114 ISIN: ES0178483139
SEDOL: 5736388, B11FK99, B05K8P5, 5730669
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
09 MAY 2008. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. APPROVE THE ANNUAL FINANCIAL STATEMENTS FOR 2007 Management For For
AND ALLOCATION OF THE EARNINGS
2. APPROVE THE MANAGEMENT OF THE BOARD DURING 2007 Management For For
3. ADOPT THE PERTINENT AGREEMENTS PURSUANT TO THE Management For For
COMPANYS AUDITOR
4.1 APPROVE THE ESTABLISMENT OF NUMBER OF THE BOARD Management For For
MEMBERS
4.2 APPOINT THE BOARD MEMBERS Management For For
5. AUTHORIZE THE ADQUISITION OF THE OWN SHARES Management For For
6. GRANT POWERS TO THE BOARD Management For For
SOGECABLE, S.A. SGC.MC MIX MEETING DATE: 05/08/2008
ISSUER: E8900A114 ISIN: ES0178483139
SEDOL: 5736388, B11FK99, B05K8P5, 5730669
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting *Management Position Unknown
ID 462745 DUE TO ADDITION OFRESOLUTIONS. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU.
* PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting *Management Position Unknown
REACH QUORUM, THERE WILL BE A SECOND CALL ON
09 MAY 2008. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS
WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA
IS AMENDED. THANK YOU.
1. APPROVE THE ANNUAL ACCOUNTS BALANCE SHEET, INCOME Management For For
STATEMENT AND NOTES TO THEANNUAL ACCOUNTS AND
MANAGEMENT REPORT FOR BOTH THE COMPANY AND ITS
CONSOLIDATED GROUP, FOR THE 2007 FY, AND THE
DISTRIBUTION OF INCOME
2. APPROVE THE WORK DONE BY THE BOARD OF DIRECTORS Management For For
DURING FY 2007
3. ADOPT THE APPROPRIATE RESOLUTIONS REGARDING THE Management For For
AUDITOR OF ACCOUNTS OF THE COMPANY AND ITS CONSOLIDATED
GROUP, UNDER THE PROVISION OF ARTICLE 42 OF THE
ProxyEdge - Investment Company Report
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Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 73 of 87
COMMERCIAL CODE AND 204 OF THE PUBLIC LIMITED
COMPANIES ACT
4.1 APPROVE TO FIX THE NUMBER OF THE DIRECTORS Management For For
4.2 APPOINT THE DIRECTORS Management For For
5. AUTHORIZE THE DIRECT OR INDIRECT DERIVATIVE ACQUISITION Management For For
OF OWN SHARES SUBJECTTO THE LEGAL LIMITS AND
REQUIREMENTS, ANNULLING THE PART NOT EXECUTED
OF AUTHORIZATION GRANTED FOR DERIVATIVE A ACQUISITION
OF OWN SHARES AT THE GENERAL SHAREHOLDER MEETING
OF 20 MAR 2007
6. APPROVE TO DELEGATE THE POWERS Management For For
7. RECEIVE THE REPORT OF THE GENERAL MEETING ON Management For For
IMPLEMENTATION OF THE STOCK OPTION COMPENSATION
PLAN FOR EXECUTIVE DIRECTORS AND OFFICERS OF
THE COMPANY 2004
8. RECEIVE THE REPORT OF THE GENERAL SHAREHOLDERS Management For For
MEETING ON TENDER OFFER ISSUEDBY PROMOTORA DE
INFORMACIONES, S.A. FOR ACQUISITION OF SHARES
OF SOGECABLE, S.A.
WASTE INDUSTRIES USA, INC. WWIN SPECIAL MEETING DATE: 05/08/2008
ISSUER: 941057101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO ADOPT AND APPROVE THE AGREEMENT AND Management For For
PLAN OF MERGER, DATED AS OF DECEMBER 17, 2007,
BY AND AMONG WASTE INDUSTRIES USA, INC., MARLIN
HOLDCO LP AND MARLIN MERGECO INC., AS IT MAY
BE AMENDED FROM TIME TO TIME
02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL MEETING Management For For
TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE,
TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE
PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF
MERGER
03 IN THEIR DISCRETION, TO VOTE UPON SUCH OTHER Management For For
MATTERS AS MAY PROPERLY COME BEFORE THE SPECIAL
MEETING
BEL FUSE INC. BELFA ANNUAL MEETING DATE: 05/09/2008
ISSUER: 077347201 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
AVI EDEN Management For For
ROBERT H. SIMANDL Management For For
02 WITH RESPECT TO THE RATIFICATION OF THE DESIGNATION Management For For
OF DELOITTE & TOUCHE LLP TO AUDIT BEL S BOOKS
AND ACCOUNTS FOR 2008.
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MGM MIRAGE MGM ANNUAL MEETING DATE: 05/13/2008
ISSUER: 552953101 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
ROBERT H. BALDWIN Management For For
WILLIE D. DAVIS Management For For
KENNY C. GUINN Management For For
ALEXANDER M. HAIG, JR. Management For For
ALEXIS M. HERMAN Management For For
ROLAND HERNANDEZ Management For For
GARY N. JACOBS Management For For
KIRK KERKORIAN Management For For
J. TERRENCE LANNI Management For For
ANTHONY MANDEKIC Management For For
ROSE MCKINNEY-JAMES Management For For
JAMES J. MURREN Management For For
RONALD M. POPEIL Management For For
DANIEL J. TAYLOR Management For For
MELVIN B. WOLZINGER Management For For
02 RATIFICATION OF THE SELECTION OF THE INDEPENDENT Management For For
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR
ENDING DECEMBER 31, 2008
03 STOCKHOLDER PROPOSAL REGARDING CONDUCTING A STUDY Shareholder Against For
OF DIVIDENDS PAID BY OTHER COMPANIES IN OUR PEER
GROUP
SYNPLICITY, INC. SYNP SPECIAL MEETING DATE: 05/14/2008
ISSUER: 87160Y108 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 PROPOSAL TO APPROVE THE TERMS OF THE AGREEMENT Management For For
AND PLAN OF MERGER, DATED MARCH 20, 2008, BY
AND AMONG SYNOPSYS, INC., ST. ANDREWS ACQUISITION
CORP. AND SYNPLICITY, INC.
02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, Management For For
TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES IN FAVOR OF APPROVAL OF THE
MERGER AGREEMENT.
URANIUM ONE INC. SXRZF ANNUAL MEETING DATE: 05/14/2008
ISSUER: 91701P105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
ANDREW ADAMS Management For For
DR. MASSIMO CARELLO Management For For
DAVID HODGSON Management For For
WILLIAM LUPIEN Management For For
TERRY ROSENBERG Management For For
WILLIAM SHERIFF Management For For
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PHILLIP SHIRVINGTON Management For For
IAN TELFER Management For For
MARK WHEATLEY Management For For
KENNETH WILLIAMSON Management For For
02 TO APPOINT DELOITTE & TOUCHE LLP, CHARTERED ACCOUNTANTS Management For For
AS AUDITORS OF THE CORPORATION FOR THE ENSUING
YEAR, AND TO AUTHORIZE THE DIRECTORS TO FIX THEIR
REMUNERATION.
FANNIE MAE FNM ANNUAL MEETING DATE: 05/20/2008
ISSUER: 313586109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1F ELECTION OF DIRECTOR: BRIDGET A. MACASKILL Management For For
1G ELECTION OF DIRECTOR: DANIEL H. MUDD Management For For
1H ELECTION OF DIRECTOR: LESLIE RAHL Management For For
1I ELECTION OF DIRECTOR: JOHN C. SITES, JR. Management For For
1J ELECTION OF DIRECTOR: GREG C. SMITH Management For For
1K ELECTION OF DIRECTOR: H. PATRICK SWYGERT Management For For
1L ELECTION OF DIRECTOR: JOHN K. WULFF Management For For
02 PROPOSAL TO RATIFY THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2008.
03 PROPOSAL TO AUTHORIZE CUMULATIVE VOTING. Management Against For
1D ELECTION OF DIRECTOR: BRENDA J. GAINES Management For For
1E ELECTION OF DIRECTOR: KAREN N. HORN, PH.D. Management For For
1A ELECTION OF DIRECTOR: STEPHEN B. ASHLEY Management For For
1B ELECTION OF DIRECTOR: DENNIS R. BERESFORD Management For For
1C ELECTION OF DIRECTOR: LOUIS J. FREEH Management For For
ASSET ACCEPTANCE CAPITAL CORP. AACC ANNUAL MEETING DATE: 05/21/2008
ISSUER: 04543P100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
02 RATIFICATION OF GRANT THORNTON LLP AS THE COMPANY Management For For
S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING DECEMBER 31, 2008.
01 DIRECTOR Management For
TERRENCE D. DANIELS Management For For
WILLIAM F. PICKARD Management For For
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NORTHWESTERN CORPORATION NWEC ANNUAL MEETING DATE: 05/21/2008
ISSUER: 668074305 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
STEPHEN P. ADIK Management For For
E. LINN DRAPER, JR. Management For For
JON S. FOSSEL Management For For
MICHAEL J. HANSON Management For For
JULIA L. JOHNSON Management For For
PHILIP L. MASLOWE Management For For
D. LOUIS PEOPLES Management For For
02 RATIFICATION OF SELECTION OF DELOITTE & TOUCHE Management For For
LLP AS INDEPENDENT REGISTERED ACCOUNTING FIRM
FOR FISCAL YEAR ENDED DECEMBER 31, 2008.
AFFILIATED COMPUTER SERVICES, INC. ACS ANNUAL MEETING DATE: 05/22/2008
ISSUER: 008190100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
DARWIN DEASON Management For For
LYNN R. BLODGETT Management For For
ROBERT DRUSKIN Management For For
KURT R. KRAUSS Management For For
TED B. MILLER, JR. Management For For
PAUL E. SULLIVAN Management For For
FRANK VARASANO Management For For
02 TO APPROVE FISCAL YEAR 2008 PERFORMANCE-BASED Management For For
INCENTIVE COMPENSATION FOR OUR EXECUTIVE OFFICERS
03 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE CORPORATION S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2008
04 TO APPROVE A STOCKHOLDER PROPOSAL TO ADOPT A Shareholder Against For
POLICY ON AN ANNUAL ADVISORY VOTE ON EXECUTIVE
COMPENSATION
CABLEVISION SYSTEMS CORPORATION CVC ANNUAL MEETING DATE: 05/22/2008
ISSUER: 12686C109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
ZACHARY W. CARTER Management For For
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CHARLES D. FERRIS Management For For
THOMAS V. REIFENHEISER Management For For
JOHN R. RYAN Management For For
VINCENT TESE Management For For
LEONARD TOW Management For For
02 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP Management For For
AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
OF THE COMPANY FOR FISCAL YEAR 2008.
SCMP GROUP LTD SCPXY AGM MEETING DATE: 05/26/2008
ISSUER: G7867B105 ISIN: BMG7867B1054
SEDOL: B17KWN6, 6425243, 5752737, 6824657, B02V4Q4
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. RECEIVE THE AUDITED FINANCIAL STATEMENTS AND Management For For
THE DIRECTORS REPORT AND AUDITORS REPORT FOR
THE YE 31 DEC 2007
2. APPROVE THE PAYMENT OF A FINAL DIVIDEND Management For For
3.A RE-ELECT MR. KUOK KHOON EAN AS AN EXECUTIVE DIRECTOR Management For For
3.B RE-ELECT THE HONORABLE RONALD J. ARCULLI AS AN Management For For
INDEPENDENT NON-EXECUTIVE DIRECTOR
3.C RE-ELECT MR. ROBERTO V. ONGPIN AS AN NON-EXECUTIVE Management For For
DIRECTOR
3.D RE-ELECT DR. DAVID J. PANG AS AN NON-EXECUTIVE Management For For
DIRECTOR
4. AUTHORIZE THE BOARD TO FIX THE DIRECTORS FEE Management For For
5 RE-APPOINT PRICEWATERHOUSECOOPERS AS THE AUDITORS Management For For
AND AUTHORIZE THE BOARD TO FIX THEIR REMUNERATION
6. AUTHORIZE THE DIRECTORS OF THE COMPANY TO ALLOT, Management Against Against
ISSUE AND DEAL WITH ADDITIONAL SHARES IN THE
CAPITAL OF THE COMPANY AND MAKE OR GRANT OFFERS,
AGREEMENTS AND OPTIONS DURING AND AFTER THE RELEVANT
PERIOD, NOT EXCEEDING 20% OF THE AGGREGATE NOMINAL
AMOUNT OF THE ISSUED SHARE CAPITAL OF THE COMPANY;
PLUS, OTHERWISE THAN PURSUANT TO A) A RIGHTS
ISSUE; OR B) THE EXERCISE OF CONVERSION RIGHTS
UNDER THE TERMS OF ANY SECURITIES CONVERTIBLE
INTO SHARES; OR C) THE EXERCISE OF OPTIONS OR
SIMILAR ARRANGEMENT; D) THE EXERCISE OF SUBSCRIPTION
RIGHTS UNDER THE TERMS OF ANY WARRANTS ISSUED
BY THE COMPANY; OR E) ANY SCRIP DIVIDEND OR SIMILAR
ARRANGEMENT; AUTHORITY EXPIRES THE EARLIER OF
THE CONCLUSION OF THE NEXT AGM OR THE EXPIRATION
OF THE PERIOD WITHIN WHICH THE NEXT AGM IS TO
BE HELD BY THE BYE-LAWS OF THE COMPANY OR ANY
APPLICABLE LAW TO BE HELD
7. AUTHORIZE THE DIRECTORS TO REPURCHASE SHARES Management For For
OF THE COMPANY DURING THE RELEVANT PERIOD, SUBJECT
TO AND IN ACCORDANCE WITH ALL APPLICABLE LAWS
AND/OR REQUIREMENTS OF THE LISTING RULES, NOT
EXCEEDING 10% OF THE AGGREGATE NOMINAL AMOUNT
OF THE ISSUED SHARE CAPITAL; AUTHORITY EXPIRES
THE EARLIER OF THE CONCLUSION OF THE NEXT AGM
OR THE EXPIRATION OF THE PERIOD WITHIN WHICH
THE NEXT AGM IS TO BE HELD BY THE BYE-LAWS OF
THE COMPANY OR ANY APPLICABLE LAW TO BE HELD
8. APPROVE, SUBJECT TO THE PASSING OF RESOLUTIONS Management For For
6 AND 7, TO EXTEND THE GENERALMANDATE GRANTED
TO THE DIRECTORS TO ALLOT, ISSUE AND DEAL WITH
ADDITIONAL SHARES PURSUANT TO RESOLUTION 6, BY
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AN AMOUNT REPRESENTING THE AGGREGATE NOMINAL
AMOUNT OF THE SHARE CAPITAL REPURCHASED PURSUANT
TO RESOLUTION 7, 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
CLEAR CHANNEL COMMUNICATIONS, INC. CCU ANNUAL MEETING DATE: 05/27/2008
ISSUER: 184502102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1A ELECTION OF DIRECTOR: ALAN D. FELD Management For For
1B ELECTION OF DIRECTOR: PERRY J. LEWIS Management For For
1C ELECTION OF DIRECTOR: L. LOWRY MAYS Management For For
1D ELECTION OF DIRECTOR: MARK P. MAYS Management For For
1E ELECTION OF DIRECTOR: RANDALL T. MAYS Management For For
1F ELECTION OF DIRECTOR: B.J. MCCOMBS Management For For
1G ELECTION OF DIRECTOR: PHYLLIS B. RIGGINS Management For For
1H ELECTION OF DIRECTOR: THEODORE H. STRAUSS Management For For
1I ELECTION OF DIRECTOR: J.C. WATTS Management For For
1J ELECTION OF DIRECTOR: JOHN H. WILLIAMS Management For For
1K ELECTION OF DIRECTOR: JOHN B. ZACHRY Management For For
02 RATIFICATION OF THE SELECTION OF ERNST & YOUNG Management For For
LLP AS INDEPENDENT AUDITORS FOR THE YEAR ENDING
DECEMBER 31, 2008.
03 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING MAJORITY VOTE PROTOCOL.
04 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING CHANGING STANDARDS FOR ELIGIBILITY
FOR COMPENSATION COMMITTEE MEMBERS.
05 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING TAX GROSS-UP PAYMENTS.
06 APPROVAL AND ADOPTION OF THE SHAREHOLDER PROPOSAL Shareholder Against For
REGARDING EXECUTIVE COMPENSATION.
REDDY ICE HOLDINGS, INC. FRZ ANNUAL MEETING DATE: 05/28/2008
ISSUER: 75734R105 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
WILLIAM P. BRICK Management For For
THEODORE J. HOST Management For For
CHRISTOPHER S. KIPER Management For For
MICHAEL S. MCGRATH Management For For
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MICHAEL H. RAUCH Management For For
ROBERT N. VERDECCHIO Management For For
02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For
TOUCHE LLP AS REDDY ICE HOLDINGS, INC. S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL
YEAR ENDING DECEMBER 31, 2008.
ARTHROCARE CORPORATION ARTC ANNUAL MEETING DATE: 05/29/2008
ISSUER: 043136100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
MICHAEL A. BAKER Management For For
BARBARA D. BOYAN, PH.D. Management For For
DAVID F. FITZGERALD Management For For
JAMES G. FOSTER Management For For
TERRENCE E. GEREMSKI Management For For
TORD B. LENDAU Management For For
PETER L. WILSON Management For For
02 TO APPROVE THE AMENDMENT OF THE COMPANY S 2003 Management Against Against
AMENDED AND RESTATED INCENTIVE STOCK PLAN TO,
AMONG OTHER MODIFICATIONS, INCREASE THE NUMBER
OF SHARES OF COMMON STOCK RESERVED FOR ISSUANCE
THEREUNDER BY 1,200,000.
03 TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For
LLP AS THE COMPANY S INDEPENDENT ACCOUNTANTS
FOR THE 2008 FISCAL YEAR.
PROVIMI S A VIM MIX MEETING DATE: 05/29/2008
ISSUER: F6574X104 ISIN: FR0000044588
SEDOL: B23CSV3, 7147290, B1L51V8, B28LG88
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* FRENCH RESIDENT SHAREOWNERS MUST COMPLETE, SIGN Non-Voting *Management Position Unknown
AND FORWARD THE PROXY CARD DIRECTLY TO THE SUB
CUSTODIAN. PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE TO OBTAIN THE NECESSARY CARD,
ACCOUNT DETAILS AND DIRECTIONS. THE FOLLOWING
APPLIES TO NON-RESIDENT SHAREOWNERS: PROXY
CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED
TO THE GLOBAL CUSTODIANS THAT HAVE BECOME REGISTERED
INTERMEDIARIES, ON THE VOTE DEADLINE DATE. IN
CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL
CUSTODIAN WILL SIGN THE PROXY CARD AND FORWARD
TO THE LOCAL CUSTODIAN. IF YOU ARE UNSURE WHETHER
YOUR GLOBAL CUSTODIAN ACTS AS REGISTERED INTERMEDIARY,
PLEASE CONTACT YOUR REPRESENTATIVE
O.1 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS, APPROVES THE COMPANY S FINANCIAL
STATEMENTS FOR THE YE IN 2007, AS PRESENTED,
THE SHAREHOLDER S MEETING NOTICES THAT THERE
WERE NO EXPENSES AND CHARGES THAT WERE NOT TAX
DEDUCTIBLE, ACCORDINGLY AND GRANT DISCHARGE TO
THE BOARD OF DIRECTORS FOR THE PERFORMANCE OF
THEIR DUTIES DURING THE SAID FY
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O.2 RECEIVE THE REPORTS OF THE BOARD OF DIRECTORS Management For For
AND THE AUDITORS, APPROVE THE CONSOLIDATED FINANCIAL
STATEMENTS FOR THE SAID FY, IN THE FORM PRESENTED
TO THE MEETING, ACCORDINGLY, GRANT DISCHARGE
TO THE DIRECTORS FOR THE PERFORMANCE OF THEIR
DUTIES DURING THE SAID FY
O.3 APPROVE TO APPROPRIATE THE PROFIT FOR THE YEAR Management For For
OF EUR 204,887,122.00 TO THE RETAINED EARNINGS
ACCOUNT, AS REQUIRED BY LAW, IT IS REMINDED THAT,
FOR THE LAST 3 FY, THE DIVIDENDS PAID, WERE AS
FOLLOWS: EUR 0.21 FOR FY 2004, EUR 0.35 FOR FY
2005, EUR 0.35 FOR FY 2006
O.4 APPROVE THE SPECIAL REPORT OF THE AUDITORS ON Management For For
AGREEMENTS GOVERNED BY ARTICLE L.225-86 AND FOLLOWING
OF THE FRENCH COMMERCIAL CODE, AND THE AGREEMENTS
REFERRED TO THEREIN
O.5 AUTHORIZE THE BOARD OF DIRECTORS, TO TRADE IN Management For For
THE COMPANY S SHARES ON THE STOCK MARKET, SUBJECT
TO THE CONDITIONS DESCRIBED BELOW: MAXIMUM PURCHASE
PRICE: EUR 35.00, MAXIMUM NUMBER OF SHARES TO
BE ACQUIRED: 2,595,136, MAXIMUM FUNDS INVESTED
IN THE SHARE BUYBACKS: EUR 90,829,760.00, AUTHORITY
IS FOR A 18 MONTH PERIOD; IT SUPERSEDES THE FRACTION
UNUSED OF THE AUTHORIZATION GRANTED OF 28 JUN
2007 IN ITS RESOLUTION 14; AND TO TAKE ALL NECESSARY
MEASURES AND ACCOMPLISH ALL NECESSARY FORMALITIES
E.6 AUTHORIZE THE BOARD OF DIRECTORS, TO REDUCE THE Management For For
SHARE CAPITAL, ON 1 OR MORE OCCASIONS AND AT
ITS SOLE DISCRETION, BY CANCELLING ALL OR PART
OF THE SHARES HELD BY THE COMPANY IN CONNECTION
WITH A STOCK REPURCHASE PLAN, UP TO A MAXIMUM
OF 10 % OF THE SHARE CAPITAL OVER A 24MONTH PERIOD
AUTHORITY IS FOR A 18 MONTH PERIOD; IT SUPERSEDES
THE FRACTION UNUSED OF THE AUTHORIZATION GRANTED
OF 28 JUN 2007 IN ITS RESOLUTION 15; AND TO TAKE
ALL NECESSARY MEASURES AND ACCOMPLISH ALL NECESSARY
FORMALITIES
E.7 GRANTS FULL POWERS TO THE BEARER OF AN ORIGINAL, Management For For
A COPY OR EXTRACT OF THE MINUTES OF THIS MEETING
TO CARRY OUT ALL FILINGS, PUBLICATIONS AND OTHER
FORMALITIES PRESCRIBED BY LAW
INTERTAPE POLYMER GROUP INC. ITP ANNUAL MEETING DATE: 06/04/2008
ISSUER: 460919103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 THE ELECTION OF DIRECTORS: Management For For
02 THE APPOINTMENT OF AUDITORS. Management For For
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ENODIS PLC, LONDON ENODF.PK CRT MEETING DATE: 06/05/2008
ISSUER: G01616104 ISIN: GB0000931526
SEDOL: B02S5F1, 0093152, B1HKN00, 5829976
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. APPROVE THE SCHEME OF ARRANGEMENT Management For For
* PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE Non-Voting *Management Position Unknown
OPTION FOR THIS MEETING TYPE. PLEASE CHOOSE BETWEEN
FOR AND AGAINST ONLY. SHOULD YOU CHOOSE TO
VOTE ABSTAIN FOR THIS MEETING THEN YOUR VOTE
WILL BE DISREGARDED BY THE ISSUER OR ISSUERS
AGENT
ENODIS PLC, LONDON ENODF.PK OGM MEETING DATE: 06/05/2008
ISSUER: G01616104 ISIN: GB0000931526
SEDOL: B02S5F1, 0093152, B1HKN00, 5829976
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. APPROVE THE AMENDMENT OF RULE 10 OF THE ENODIS Management For For
PLC PERFORMANCE SHARE PLAN
S.2 AUTHORIZE THE DIRECTORS TO TAKE ANY ACTION TO Management For For
CARRY OUT THE SCHEME, APPROVE THE ALLOTMENT OF
ORDINARY SHARES AND APPROVE THE AMENDMENT OF
ARTICLES OF ASSOCIATION
PHH CORPORATION PHH ANNUAL MEETING DATE: 06/11/2008
ISSUER: 693320202 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
JAMES W. BRINKLEY Management For For
JONATHAN D. MARINER Management For For
02 APPROVE THE ISSUANCE OF (A) UP TO 12,195,125 Management For For
SHARES, ISSUABLE UPON CONVERSION OF THE COMPANY
S 4.00% CONVERTIBLE SENIOR NOTES DUE 2012, (B)
UP TO 12,195,125 SHARES ISSUABLE PURSUANT TO
RELATED CONVERTIBLE NOTE HEDGE TRANSACTIONS,
AND (C) UP TO 12,195,125 SHARES ISSUABLE UPON
EXERCISE OF RELATED WARRANTS, AS MORE FULLY DESCRIBED
IN THE ACCOMPANYING PROXY STATEMENT.
03 PROPOSAL TO RATIFY THE SELECTION OF DELOITTE Management For For
& TOUCHE LLP AS THE COMPANY S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2008.
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UNITED RENTALS, INC. URI ANNUAL MEETING DATE: 06/11/2008
ISSUER: 911363109 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
WAYLAND R. HICKS Management For For
JOHN S. MCKINNEY Management For For
SINGLETON B. MCALLISTER Management For For
JENNE K. BRITELL Management For For
02 RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS Management For For
NETMANAGE, INC. NETM SPECIAL MEETING DATE: 06/17/2008
ISSUER: 641144308 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN Management For For
OF MERGER, DATED APRIL 30, 2008, BY AND AMONG
NETMANAGE, INC., MICROFOCUS (US), INC. AND MF
MERGER SUB, INC. AND APPROVAL OF THE MERGER OF
NETMANAGE, INC. WITH MF MERGER SUB, INC.
02 TO APPROVE ANY ADJOURNMENT OR POSTPONEMENT OF Management For For
THE SPECIAL MEETING OF STOCKHOLDERS, IF NECESSARY
OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES
IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE SPECIAL MEETING TO APPROVE PROPOSAL 1.
CORPORATE EXPRESS N V CGH SGM MEETING DATE: 06/18/2008
ISSUER: N1712Q211 ISIN: NL0000852861
SEDOL: 5516751, 5532285
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1. OPEN MEETING Non-Voting *Management Position Unknown
2. APPROVE THE PUBLIC OFFER OF STAPLES INC. FOR Management For For
CORPORATE EXPRESS
3. APPROVE THE ACQUISITION OF LYRECO S.A.S Management For For
4. OTHER BUSINESS Non-Voting *Management Position Unknown
CORPORATE EXPRESS N V CGH EGM MEETING DATE: 06/18/2008
ISSUER: N1712Q211 ISIN: NL0000852861
SEDOL: 5516751, 5532285
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THESE SHARES HAVE NO VOTING Non-Voting *Management Position Unknown
RIGHTS, SHOULD YOU WISH TO ATTEND THE MEETING
PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD
BY CONTACTING YOUR CLIENT REPRESENTATIVE. THANK
YOU.
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 83 of 87
1. OPENING Non-Voting *Management Position Unknown
2. DISCUSSION OF THE PUBLIC OFFER OF STAPLES, INC Non-Voting *Management Position Unknown
STAPLES FOR CORPORATE EXPRESS
3. ANY OTHER BUSINESS Non-Voting *Management Position Unknown
GENESCO INC. GCO ANNUAL MEETING DATE: 06/18/2008
ISSUER: 371532102 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1A ELECTION OF DIRECTOR: JAMES S. BEARD Management For For
1B ELECTION OF DIRECTOR: LEONARD L. BERRY Management For For
1C ELECTION OF DIRECTOR: WILLIAM F. BLAUFUSS, JR. Management For For
1D ELECTION OF DIRECTOR: JAMES W. BRADFORD Management For For
1E ELECTION OF DIRECTOR: ROBERT V. DALE Management For For
1F ELECTION OF DIRECTOR: ROBERT J. DENNIS Management For For
1G ELECTION OF DIRECTOR: MATTHEW C. DIAMOND Management For For
1H ELECTION OF DIRECTOR: MARTY G. DICKENS Management For For
1I ELECTION OF DIRECTOR: BEN T. HARRIS Management For For
1J ELECTION OF DIRECTOR: KATHLEEN MASON Management For For
1K ELECTION OF DIRECTOR: HAL N. PENNINGTON Management For For
02 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For For
ACCOUNTING FIRM.
INDUSTRIAL DISTRIBUTION GROUP, INC. IDGR SPECIAL MEETING DATE: 06/18/2008
ISSUER: 456061100 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For
DATED AS OF APRIL 25, 2008, AMONG EIGER HOLDCO,
LLC (EIGER), EIGER MERGER CORPORATION (MERGER
SUB), A WHOLLY-OWNED SUBSIDIARY OF EIGER, AND
INDUSTRIAL DISTRIBUTION GROUP, INC. (THE MERGER
AGREEMENT).
02 ADJOURNMENT OR POSTPONEMENT THE SPECIAL MEETING, Management For For
IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL
PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE
TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER
AGREEMENT (ADJOURNMENT OR POSTPONEMENT).
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 84 of 87
BIOGEN IDEC INC. BIIB CONTESTED ANNUAL MEETING DATE: 06/19/2008
ISSUER: 09062X103 ISIN:
SEDOL:
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
01 DIRECTOR Management For
DR. A. J. DENNER Management For *Management Position Unknown
DR. ANNE B. YOUNG Management For *Management Position Unknown
PROF. R. C. MULLIGAN Management For *Management Position Unknown
MGT NOM- PHILLIP SHARP Management For *Management Position Unknown
02 APPROVAL OF THE BYLAW AMENDMENTS. Management Against *Management Position Unknown
03 RATIFICATION OF INDEPENDENT REGISTERED PUBLIC Management For *Management Position Unknown
ACCOUNTING FIRM.
04 APPROVAL OF 2008 OMNIBUS EQUITY PLAN. Management Against *Management Position Unknown
05 APROVAL OF 2008 PERFORMANCE-BASED MANAGEMENT Management For *Management Position Unknown
INCENTIVE PLAN.
BULL-DOG SAUCE CO.,LTD. BGDSF.PK AGM MEETING DATE: 06/25/2008
ISSUER: J04746103 ISIN: JP3831200005
SEDOL: B045FQ1, 6152002
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
1 APPROVE APPROPRIATION OF PROFITS Management For For
2 AMEND ARTICLES TO: ALLOW USE OF ELECTRONIC SYSTEMS Management Against Against
FOR PUBLIC NOTIFICATIONS,MAKE RESOLUTIONS RELATED
TO ANTI-TAKEOVER DEFENSE MEASURES
3.1 APPOINT A DIRECTOR Management For For
3.2 APPOINT A DIRECTOR Management For For
3.3 APPOINT A DIRECTOR Management For For
3.4 APPOINT A DIRECTOR Management For For
3.5 APPOINT A DIRECTOR Management For For
3.6 APPOINT A DIRECTOR Management For For
4 APPOINT A CORPORATE AUDITOR Management For For
5 APPOINT ACCOUNTING AUDITORS Management For For
6 APPROVE RETIREMENT ALLOWANCE FOR RETIRING CORPORATE Management For For
OFFICERS, AND PAYMENT OFACCRUED BENEFITS ASSOCIATED
WITH ABOLITION OF RETIREMENT BENEFIT SYSTEM FOR
CURRENT CORPORATE OFFICERS
7 APPROVE ADOPTION OF ANTI-TAKEOVER DEFENSE MEASURES Management Against Against
MITSUBISHI CHEMICAL HOLDINGS CORPORATION 4188 AGM MEETING DATE: 06/26/2008
ISSUER: J44046100 ISIN: JP3897700005
SEDOL: B0LFXK4, B175XF0, B0JQTJ0, B0LKXW1
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE REFERENCE MEETING MATERIALS. Non-Voting *Management Position Unknown
1. APPROVE APPROPRIATION OF RETAINED EARNINGS Management For For
2.1 APPOINT A DIRECTOR Management For For
ProxyEdge - Investment Company Report
Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 85 of 87
2.2 APPOINT A DIRECTOR Management For For
2.3 APPOINT A DIRECTOR Management For For
2.4 APPOINT A DIRECTOR Management For For
2.5 APPOINT A DIRECTOR Management For For
2.6 APPOINT A DIRECTOR Management For For
2.7 APPOINT A DIRECTOR Management For For
3. APPOINT A CORPORATE AUDITOR Management For For
ENDESA S A ELE OGM MEETING DATE: 06/30/2008
ISSUER: E41222113 ISIN: ES0130670112
SEDOL: B0389N6, 4315368, 5285501, B0ZNJC8, 2615424, 5271782, 5788806
VOTE GROUP: GLOBAL
Proposal Proposal Vote For or Against
Number Proposal Type Cast Management
--------- ------------------------------------------------------------- ---------------- -------------- ----------------------------
* PLEASE NOTE THAT THIS IS A REVISION DUE TO NORMAL Non-Voting *Management Position Unknown
MEETING TURNED TO ISSUER PAY MEETING. 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.
1. TO APPROVE THE ANNUAL ACCOUNTS BALANCE SHEET, Management For For
INCOME STATEMENT AND ANNUAL REPORT OF THE COMPANY
AND ITS CONSOLIDATED GROUP FOR THE FYE 31 DEC
2007, AS WELL AS THE CORPORATE MANAGEMENT FOR
THE SAID FY
2. TO APPROVE THE APPLICATION OF THE FYE AND DIVIDEND Management For For
DISTRIBUTION PROPOSED BY THE BOARD OF DIRECTORS,
IN SUCH A MANNER THAT THE PROFIT FOR FY 2007,
AMOUNTING TO EUR 1,650,679,974.34, TOGETHER WITH
THE RETAINED EARNINGS FROM FY 2006, AMOUNTING
TO EUR 717,210,475.60, AND WHICH ADD UP TO A
TOTAL OF EUR 2,367,890,449.94, IS DISTRIBUTED
AS FOLLOWS: TO DIVIDEND MAXIMUM AMOUNT TO BE
DISTRIBUTED PERTAINING TO EUR 1.531 PER SHARE
FOR ALL 1,058,752,117 SHARES: 1,620,949,491.13,
TO RETAINED EARNINGS: 746,940,958.81; TOTAL:
2,367,890,449.94; IT IS EXPRESSLY RESOLVED TO
PAY THE SHARES ENTITLED TO DIVIDENDS, THE GROSS
SUM OF EUR 1.531 EUROS PER SHARE THE DIVIDEND
PAYMENT SHALL BE MADE AS FROM 08 JUL 2008, THROUGH
THE BANKS AND FINANCIAL INSTITUTIONS TO BE ANNOUNCED
AT THE APPROPRIATE TIME, DEDUCTING FROM THE AMOUNT
THEREOF THE GROSS SUM OF EUR 0.50 PER SHARE,
PAID AS AN INTERIM DIVIDEND ON 02 JAN 2008 BY
VIRTUE OF A RESOLUTION OF THE BOARD OF DIRECTORS
DATED 19 DEC 2007
3. TO APPOINT AS AUDITORS FOR FY 2008 THE PRESENT Management For For
EXTERNAL AUDITOR DELOITTE S.L., FOR BOTH ENDESA,
S.A. AS WELL AS FOR ITS CONSOLIDATED GROUP, TO
CONTRACT WITH THE SAID COMPANY THE EXTERNAL AUDIT
OF THE ACCOUNTS OF ENDESA, S.A. AND OF ITS CONSOLIDATED
GROUP, FOR FY 2008, DELEGATING TO THE BOARD OF
DIRECTORS, IN THE BROADEST TERMS, THE DETERMINATION
OF THE FURTHER CONDITIONS OF THIS CONTRACTING
4. TO REVOKE AND MAKE VOID, AS TO THE UNUSED PORTION, Management For For
THE AUTHORIZATION FOR THE DERIVATIVE ACQUISITION
OF TREASURY STOCK, GRANTED BY THE ANNUAL GENERAL
SHAREHOLDERS MEETING HELD ON 20 JUN 2007, II)
TO ONCE AGAIN AUTHORIZE THE DERIVATIVE ACQUISITION
OF TREASURY STOCK, AS WELL AS THE PRE-EMPTIVE
RIGHTS OF FIRST REFUSAL IN RESPECT THERETO, IN
ACCORDANCE WITH ARTICLE 75 OF THE SPANISH CORPORATIONS
LAW LEY DE SOCIEDADES ANONIMAS, UNDER THE FOLLOWING
CONDITIONS: A) ACQUISITIONS MAY BE MADE THROUGH
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 86 of 87
ANY MEANS LEGALLY ACCEPTED, EITHER DIRECTLY BY
ENDESA, S.A. ITSELF, BY THE COMPANIES OF ITS
GROUP, OR BY AN INTERMEDIARY PERSON, UP TO THE
MAXIMUM FIGURE PERMITTED BY LAW. B) ACQUISITIONS
SHALL BE MADE AT A MINIMUM PRICE PER SHARE OF
THE PAR VALUE AND A MAXIMUM EQUAL TO THEIR TRADING
VALUE PLUS AN ADDITIONAL 5%. C) THE DURATION
OF THIS AUTHORIZATION SHALL BE 18 MONTHS
5. ESTABLISHMENT OF THE NUMBER OF BOARD MEMBERS, Management For For
RATIFICATIONS, AND APPOINTMENTS OF DIRECTORS
6. TO TAKE NOTE OF THE ACTIONS OF THE BOARD OF DIRECTORS Management For For
IN RELATION TO THE TRANSFER OF ASSETS TO E. ON
A.G. OR TO A COMPANY BELONGING TO ITS GROUP,
IN ACCORDANCE WITH THE AUTHORIZATION FROM THE
ANTITRUST AND COMPETITION AUTHORITIES OF THE
EUROPEAN UNION AND THE AGREEMENT OF 02 APR 2007
AS AMENDED EXECUTED BY ACCIONA, S.A. AND ENEL
S.P.A., ON THE ONE HAND, AND E.ON A.G., ON THE
OTHER, WHICH MADE POSSIBLE THE PUBLIC TENDER
OFFER OF THE COMPANY S SHARES SETTLED IN OCT
2007, TO PROVIDE THE APPROVAL OF THE GENERAL
SHAREHOLDERS MEETING OF SUCH ACTIONS OF THE
BOARD OF DIRECTORS AND OF THE SAID TRANSFER OF
ASSETS; TO DELEGATE TO THE BOARD OF DIRECTORS
SUCH POWERS AND AUTHORITIES AS ARE NECESSARY
OR MERELY CONVENIENT IN ORDER TO CARRY OUT SUCH
OTHER ACTS AS MAY BE REQUIRED IN RELATION TO
THE ABOVE, FOR EXERCISE IN THE TERMS IT DEEMS
MOST CONVENIENT TO THE COMPANY S INTEREST
7. TO DELEGATE TO THE COMPANY S BOARD OF DIRECTORS Management For For
THE BROADEST AUTHORITIES TO ADOPT SUCH RESOLUTIONS
AS MAY BE NECESSARY OR APPROPRIATE FOR THE EXECUTION,
IMPLEMENTATION, EFFECTIVENESS AND SUCCESSFUL
CONCLUSION OF THE GENERAL MEETING RESOLUTIONS
AND, IN PARTICULAR, FOR THE FOLLOWING ACTS, WITHOUT
LIMITATION: (I) CLARIFY, SPECIFY AND COMPLETE
THE RESOLUTIONS OF THIS GENERAL MEETING AND RESOLVE
SUCH DOUBTS OR ASPECTS AS ARE PRESENTED, REMEDYING
AND COMPLETING SUCH DEFECTS OR OMISSIONS AS MAY
PREVENT OR IMPAIR THE EFFECTIVENESS OR REGISTRATION
OF THE PERTINENT RESOLUTIONS; (II) EXECUTE SUCH
PUBLIC AND/OR PRIVATE DOCUMENTS AND CARRY OUT
SUCH ACTS, LEGAL BUSINESSES, CONTRACTS, DECLARATIONS
AND TRANSACTIONS AS MAY BE NECESSARY OR APPROPRIATE
FOR THE EXECUTION AND IMPLEMENTATION OF THE RESOLUTIONS
ADOPTED AT THIS GENERAL MEETING; AND (III) DELEGATE,
IN TURN, TO THE EXECUTIVE COMMITTEE OR TO ONE
OR MORE DIRECTORS, WHO MAY ACT SEVERALLY AND
INDISTINCTLY, THE POWERS CONFERRED IN THE PRECEDING
PARAGRAPHS. 2. TO EMPOWER THE CHAIRMAN OF THE
BOARD OF DIRECTORS, MR. JOSE MANUEL ENTRECANALES
DOMECQ, THE CHIEF EXECUTIVE OFFICER (CEO) MR.
RAFAEL MIRANDA ROBREDO AND THE SECRETARY OF THE
BOARD OF DIRECTORS AND SECRETARY GENERAL MR.
SALVADOR MONTEJO VELILLA, IN ORDER THAT, ANY
OF THEM, INDISTINCTLY, MAY: (I) CARRY OUT SUCH
ACTS, LEGAL BUSINESSES, CONTRACTS AND TRANSACTIONS
AS MAY BE APPROPRIATE IN ORDER TO REGISTER THE
PRECEDING RESOLUTIONS WITH THE MERCANTILE REGISTRY,
INCLUDING, IN PARTICULAR, INTER ALIA, THE POWERS
TO APPEAR BEFORE A NOTARY PUBLIC IN ORDER TO
EXECUTE THE PUBLIC DEEDS OR NOTARIAL RECORDS
WHICH ARE NECESSARY OR APPROPRIATE FOR SUCH PURPOSE,
TO PUBLISH THE PERTINENT LEGAL NOTICES AND FORMALIZE
ANY OTHER PUBLIC OR PRIVATE DOCUMENTS WHICH MAY
BE NECESSARY OR APPROPRIATE FOR THE REGISTRATION
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Meeting Date Range: 07/01/2007 to 06/30/2008 Report Date: 07/03/2008
Selected Accounts: NPX GABELLI GLOBAL DEAL FUND Page 87 of 87
OF SUCH RESOLUTIONS, WITH THE EXPRESS POWER TO
REMEDY THEM, WITHOUT ALTERING THEIR NATURE, SCOPE
OR MEANING; AND (II) APPEAR BEFORE THE COMPETENT
ADMINISTRATIVE AUTHORITIES, IN PARTICULAR, THE
MINISTRIES OF ECONOMY AND FINANCE AND INDUSTRY,
TOURISM AND COMMERCE, AS WELL AS BEFORE OTHER
AUTHORITIES, ADMINISTRATIONS AND INSTITUTIONS,
ESPECIALLY THE SPANISH SECURITIES MARKET COMMISSION
COMISION NACIONAL DEL MERCADO DE VALORES, THE
SECURITIES EXCHANGE GOVERNING COMPANIES AND ANY
OTHER WHICH MAY BE COMPETENT IN RELATION TO ANY
OF THE RESOLUTIONS ADOPTED, IN ORDER TO CARRY
OUT THE NECESSARY FORMALITIES AND ACTIONS FOR
THE MOST COMPLETE IMPLEMENTATION AND EFFECTIVENESS
THEREOF
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 The Gabelli Global Deal Fund
By (Signature and Title)* /s/ Bruce N. Alpert
---------------------------
Bruce N. Alpert,
Principal Executive Officer
Date 08/25/08
* Print the name and title of each signing officer under his or her
signature.