UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number: 811-21511
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LAZARD GLOBAL TOTAL RETURN AND INCOME FUND, INC.
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(Exact name of registrant as specified in charter)
c/o Lazard Asset Management LLC
30 Rockefeller Plaza
New York, New York 10112
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(Address of principal executive offices) (Zip code)
Nathan A. Paul, Esq.
30 Rockefeller Plaza
New York, New York 10112
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(Name and address of agent for service)
Registrant's telephone number, including area code: (800) 823-6300
Date of fiscal year end: 12/31
Date of reporting period: July 1, 2006-June 30, 2007
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******************************* FORM N-Px REPORT *******************************
ICA File Number: 811-21511
Reporting Period: 07/01/2006 - 06/30/2007
Lazard Global Total Return & Income Fund, Inc.
=================== LAZARD GLOBAL TOTAL RETURN & INCOME FUND ===================
BANK OF AMERICA CORP.
Ticker: BAC Security ID: 060505104
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date: MAR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William Barnet, III For For Management
2 Elect Director Frank P. Bramble, Sr. For For Management
3 Elect Director John T. Collins For For Management
4 Elect Director Gary L. Countryman For For Management
5 Elect Director Tommy R. Franks For For Management
6 Elect Director Charles K. Gifford For For Management
7 Elect Director W. Steven Jones For For Management
8 Elect Director Kenneth D. Lewis For For Management
9 Elect Director Monica C. Lozano For For Management
10 Elect Director Walter E. Massey For For Management
11 Elect Director Thomas J. May For For Management
12 Elect Director Patricia E. Mitchell For For Management
13 Elect Director Thomas M. Ryan For For Management
14 Elect Director O. Temple Sloan, Jr. For For Management
15 Elect Director Meredith R. Spangler For For Management
16 Elect Director Robert L. Tillman For For Management
17 Elect Director Jackie M. Ward For For Management
18 Ratify Auditors For For Management
19 Prohibit Executive Stock-Based Awards Against Against Shareholder
20 Change Size of Board of Directors Against Against Shareholder
21 Separate Chairman and CEO Positions Against Against Shareholder
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BARCLAYS PLC
Ticker: BCS Security ID: 06738E204
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date: MAR 20, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE THE DIRECTORS AND AUDITORS For For Management
REPORTS AND THE AUDITED ACCOUNTS FOR THE
YEAR ENDED 31ST DECEMBER 2006.
2 TO APPROVE THE DIRECTORS REMUNERATION For For Management
REPORT FOR THE YEAR ENDED 31ST DECEMBER
2006.
3 THAT MARCUS AGIUS BE RE-ELECTED A For For Management
DIRECTOR OF THE COMPANY.
4 THAT FREDERIK SEEGERS BE RE-ELECTED A For For Management
DIRECTOR OF THE COMPANY.
5 THAT CHRISTOPHER LUCAS BE RE-ELECTED A For For Management
DIRECTOR OF THE COMPANY.
6 THAT STEPHEN RUSSELL BE RE-ELECTED A For For Management
DIRECTOR OF THE COMPANY.
7 THAT RICHARD LEIGH CLIFFORD BE RE-ELECTED For For Management
A DIRECTOR OF THE COMPANY.
8 THAT SIR ANDREW LIKLERMAN BE RE-ELECTED A For For Management
DIRECTOR OF THE COMPANY.
9 THAT JOHN VARLEY BE RE-ELECTED A DIRECTOR For For Management
OF THE COMPANY.
10 THAT NIGEL RUDD BE RE-ELECTED A DIRECTOR For For Management
OF THE COMPANY.
11 Ratify Auditors For For Management
12 TO AUTHORISE THE DIRECTORS TO SET THE For For Management
REMUNERATION OF THE AUDITORS.
13 TO AUTHORISE BARCLAYS BANK PLC TO MAKE EU For For Management
POLITICAL DONATIONS.
14 TO RENEW THE AUTHORITY GIVEN TO THE For For Management
DIRECTORS TO ALLOT SECURITIES.
15 TO RENEW THE AUTHORITY GIVEN TO THE For For Management
DIRECTORS TO ALLOT SECURITIES FOR CASH
OTHER THAN ON A PRO-RATA BASIS TO
SHAREHOLDERS AND TO SELL TREASURY SHARES.
16 TO RENEW THE COMPANY S AUTHORITY TO For For Management
PURCHASE ITS OWN SHARES.
17 TO ADOPT NEW ARTICLES OF ASSOCIATION OF For For Management
THE COMPANY.
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BP PLC
Ticker: BP Security ID: 055622104
Meeting Date: APR 12, 2007 Meeting Type: Annual
Record Date: FEB 9, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE THE DIRECTORS ANNUAL REPORT For For Management
AND ACCOUNTS
2 TO APPROVE THE DIRECTORS REMUNERATION For For Management
REPORT
3.1 Elect Director Dr D C Allen For For Management
3.2 Elect Director Lord Browne For For Management
3.3 Elect Director Mr A Burgmans For For Management
3.4 Elect Director Sir William Castell For For Management
3.5 Elect Director Mr I C Conn For For Management
3.6 Elect Director Mr E B Davis, Jr For For Management
3.7 Elect Director Mr D J Flint For For Management
3.8 Elect Director Dr B E Grote For For Management
3.9 Elect Director Dr A B Hayward For For Management
3.10 Elect Director Mr A G Inglis For For Management
3.11 Elect Director Dr D S Julius For For Management
3.12 Elect Director Sir Tom Mckillop For For Management
3.13 Elect Director Mr J A Manzoni For For Management
3.14 Elect Director Dr W E Massey For For Management
3.15 Elect Director Sir Ian Prosser For For Management
3.16 Elect Director Mr P D Sutherland For For Management
4 Ratify Auditors For For Management
5 TO GIVE LIMITED AUTHORITY TO MAKE For For Management
POLITICAL DONATIONS AND INCUR POLITICAL
EXPENDITURE
6 TO AUTHORIZE THE USE OF ELECTRONIC For For Management
COMMUNICATIONS
7 SPECIAL RESOLUTION: TO GIVE LIMITED For For Management
AUTHORITY FOR THE PURCHASE OF ITS OWN
SHARES BY THE COMPANY
8 TO GIVE AUTHORITY TO ALLOT SHARES UP TO A For For Management
SPECIFIED AMOUNT
9 SPECIAL RESOLUTION: TO GIVE AUTHORITY TO For For Management
ALLOT A LIMITED NUMBER OF SHARES FOR CASH
FREE OF PRE-EMPTION RIGHTS
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BRISTOL-MYERS SQUIBB CO.
Ticker: BMY Security ID: 110122108
Meeting Date: MAY 1, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Lewis B. Campbell For For Management
2 Elect Director James M. Cornelius For For Management
3 Elect Director Louis J. Freeh For For Management
4 Elect Director Laurie H. Glimcher For For Management
5 Elect Director Michael Grobstein For For Management
6 Elect Director Leif Johansson For For Management
7 Elect Director James D. Robinson III For For Management
8 Elect Director Vicki L. Sato For For Management
9 Elect Director R. Sanders Williams For For Management
10 Ratify Auditors For For Management
11 Approve Omnibus Stock Plan For For Management
12 Approve Executive Incentive Bonus Plan For For Management
13 Increase Disclosure of Executive Against Against Shareholder
Compensation
14 Claw-back of Payments under Restatements Against Against Shareholder
15 Restore or Provide for Cumulative Voting Against For Shareholder
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CADBURY SCHWEPPES PLC
Ticker: CSG Security ID: 127209302
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 FINANCIAL STATEMENTS For For Management
2 DECLARATION OF FINAL DIVIDEND 2006 For For Management
3 DIRECTORS REMUNERATION REPORT For For Management
4 RE-APPOINTMENT OF SIR JOHN SUNDERLAND For For Management
5 RE-APPOINTMENT OF ROSEMARY THORNE For For Management
6 RE-APPOINTMENT OF DAVID THOMPSON For For Management
7 RE-APPOINTMENT OF SANJIV AHUJA For For Management
8 RE-APPOINTMENT OF RAYMOND VIAULT For For Management
9 Ratify Auditors For For Management
10 REMUNERATION OF AUDITORS For For Management
11 APPROVE PROPOSED AMENDMENTS TO THE GROUP For For Management
SHARE PLANS
12 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management
13 AUTHORITY TO SERVE COMMUNICATIONS BY For For Management
ELECTRONIC MEANS
14 AUTHORITY TO ALLOT EQUITY SECURITIES For For Management
15 AUTHORITY TO MAKE MARKET PURCHASES For For Management
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CANON INC.
Ticker: 7751 Security ID: 138006309
Meeting Date: MAR 29, 2007 Meeting Type: Annual
Record Date: DEC 28, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 DIVIDEND FROM SURPLUS For For Management
2 PARTIAL AMENDMENT TO THE ARTICLES OF For For Management
INCORPORATION
3 ELECTION OF TWENTY-SEVEN DIRECTORS For For Management
4 ELECTION OF ONE CORPORATE AUDITOR For For Management
5 GRANT OF RETIREMENT ALLOWANCE TO For For Management
DIRECTORS TO BE RETIRED
6 GRANT OF BONUS TO DIRECTORS For For Management
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CISCO SYSTEMS, INC.
Ticker: CSCO Security ID: 17275R102
Meeting Date: NOV 15, 2006 Meeting Type: Annual
Record Date: SEP 18, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Carol A. Bartz For For Management
1.2 Elect Director M. Michele Burns For For Management
1.3 Elect Director Michael D. Capellas For For Management
1.4 Elect Director Larry R. Carter For For Management
1.5 Elect Director John T. Chambers For For Management
1.6 Elect Director Dr. John L. Hennessy For For Management
1.7 Elect Director Richard M. Kovacevich For For Management
1.8 Elect Director Roderick C. McGeary For For Management
1.9 Elect Director Steven M. West For For Management
1.10 Elect Director Jerry Yang For For Management
2 Ratify Auditors For For Management
3 Performance-Based and/or Time-Based Against For Shareholder
Equity Awards
4 Report on Pay Disparity Against Against Shareholder
5 Report on Internet Fragmentation Against Against Shareholder
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CONOCOPHILLIPS
Ticker: COP Security ID: 20825C104
Meeting Date: MAY 9, 2007 Meeting Type: Annual
Record Date: MAR 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director James E. Copeland, Jr. For For Management
2 Elect Director Kenneth M. Duberstein For For Management
3 Elect Director Ruth R. Harkin For For Management
4 Elect Director William R. Rhodes For For Management
5 Elect Director J. Stapleton Roy For For Management
6 Elect Director William E. Wade, Jr. For For Management
7 Ratify Auditors For For Management
8 Report on Political Contributions Against For Shareholder
9 Report on Renewable Energy Sources Against For Shareholder
10 Require Director Nominee Qualifications Against Against Shareholder
11 Report on Environmental Damage from Against For Shareholder
Drilling in the National Petroleum
Reserve
12 Report on Indigenous Peoples Rights Against For Shareholder
Policies
13 Report on Community Impact of Operations Against For Shareholder
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CREDIT SUISSE GROUP (FORMERLY CS HOLDING)
Ticker: CS Security ID: 225401108
Meeting Date: MAY 4, 2007 Meeting Type: Annual
Record Date: MAR 27, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 PRESENTATION AND APPROVAL OF THE ANNUAL For Did Not Management
REPORT, THE PARENT COMPANY S 2006 Vote
FINANCIAL STATEMENTS AND THE GROUP S 2006
CONSOLIDATED FINANCIAL STATEMENTS
2 DISCHARGE OF THE ACTS OF THE MEMBERS OF For Did Not Management
THE BOARD OF DIRECTORS AND EXECUTIVE Vote
BOARD
3 CAPITAL REDUCTION OWING TO COMPLETION OF For Did Not Management
THE SHARE BUY BACK PROGRAM Vote
4.1 RESOLUTION ON THE APPROPRIATION OF For Did Not Management
RETAINED EARNINGS Vote
4.2 REDUCTION OF SHARE CAPITAL BY REPAYMENT For Did Not Management
OF PAR VALUE TO SHAREHOLDERS Vote
5 APPROVAL OF A FURTHER SHARE BUY BACK For Did Not Management
PROGRAM Vote
6.1 ADDITIONAL AMENDMENTS TO THE ARTICLES OF For Did Not Management
ASSOCIATION: RENEWAL OF AUTHORIZED Vote
CAPITAL
6.2 ADDITIONAL AMENDMENTS TO THE ARTICLES OF For Did Not Management
ASSOCIATION: AMENDMENT OF ART. 7 PARAS. 4 Vote
AND 5 (RIGHT TO ADD AN ITEM TO THE
AGENDA)
6.3 ADDITIONAL AMENDMENTS TO THE ARTICLES OF For Did Not Management
ASSOCIATION: AMENDMENTS AS A RESULT OF Vote
ITEM 4.2
7.1a RE-ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
NOREEN DOYLE Vote
7.1b RE-ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
AZIZ R.D. SYRIANI Vote
7.1c RE-ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
DAVID W. SYZ Vote
7.1d RE-ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
PETER F. WEIBEL Vote
7.2 ELECTION OF THE PARENT COMPANY S For Did Not Management
INDEPENDENT AUDITORS AND THE GROUP S Vote
INDEPENDENT AUDITORS
7.3 ELECTION OF SPECIAL AUDITORS For Did Not Management
Vote
8 IF VOTING TAKES PLACE ON PROPOSALS THAT None Did Not Management
HAVE NOT BEEN SUBMITTED UNTIL THE ANNUAL Vote
GENERAL MEETING ITSELF AS DEFINED IN ART.
700 PARAS. 3 AND 4 OF THE SWISS CODE OF
OBLIGATIONS, OR IN THE CASE OF
CONSULTATIVE VOTES, I HEREBY AUTHORIZE
THE INDEPENDENT PROXY
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DELL INC.
Ticker: DELL Security ID: 24702R101
Meeting Date: JUL 21, 2006 Meeting Type: Annual
Record Date: MAY 26, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Donald J. Carty For For Management
1.2 Elect Director Michael S. Dell For For Management
1.3 Elect Director William H. Gray, III For For Management
1.4 Elect Director Sallie L. Krawcheck For For Management
1.5 Elect Director Alan (A.G.) Lafley For For Management
1.6 Elect Director Judy C. Lewent For For Management
1.7 Elect Director Klaus S. Luft For For Management
1.8 Elect Director Alex J. Mandl For For Management
1.9 Elect Director Michael A. Miles For For Management
1.10 Elect Director Samuel A. Nunn, Jr. For For Management
1.11 Elect Director Kevin B. Rollins For For Management
2 Ratify Auditors For For Management
3 Adopt ILO-Based Code of Conduct Against Against Shareholder
4 Compensation Company Against Against Shareholder
Specific--Declaration of Dividend
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DIAGEO PLC (FORMERLY GUINNESS PLC)
Ticker: DEO Security ID: 25243Q205
Meeting Date: OCT 17, 2006 Meeting Type: Annual
Record Date: AUG 31, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 REPORTS AND ACCOUNTS 2006 For For Management
2 DIRECTORS REMUNERATION REPORT 2006 For For Management
3 DECLARATION OF FINAL DIVIDEND For For Management
4 RE-ELECTION OF LORD HOLLICK OF NOTTING For For Management
HILL (MEMBER OF AUDIT, NOMINATION,
REMUNERATION COMMITTEE AND CHAIRMAN OF
BOARD)
5 RE-ELECTION OF MR HT STITZER (MEMBER OF For For Management
AUDIT, NOMINATION, AND REMUNERATION
COMMITTEE)
6 RE-ELECTION OF MR PS WALSH (MEMBER OF For For Management
EXECUTIVE COMMITTEE AND CHAIRMAN OF
BOARD)
7 ELECTION OF MS LM DANON (MEMBER OF AUDIT, For For Management
NOMINATION, AND REMUNERATION COMMITTEE)
8 Ratify Auditors For For Management
9 AUTHORITY TO ALLOT RELEVANT SECURITIES For For Management
10 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management
11 AUTHORITY TO PURCHASE OWN ORDINARY SHARES For For Management
12 AUTHORITY TO MAKE EU POLITICAL For For Management
DONATIONS/EXPENDITURE
13 ADOPTION OF DIAGEO PLC 2006 IRISH PROFIT For For Management
SHARING SCHEME
14 AMENDMENTS TO DIAGEO EXECUTIVE SHARE For For Management
OPTION PLAN
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EXXON MOBIL CORP.
Ticker: XOM Security ID: 30231G102
Meeting Date: MAY 30, 2007 Meeting Type: Annual
Record Date: APR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Michael J. Boskin For For Management
1.2 Elect Director William W. George For For Management
1.3 Elect Director James R. Houghton For For Management
1.4 Elect Director William R. Howell For For Management
1.5 Elect Director Reatha Clark King For For Management
1.6 Elect Director Philip E. Lippincott For For Management
1.7 Elect Director Marilyn Carlson Nelson For For Management
1.8 Elect Director Samuel J. Palmisano For For Management
1.9 Elect Director Steven S Reinemund For For Management
1.10 Elect Director Walter V. Shipley For For Management
1.11 Elect Director J. Stephen Simon For For Management
1.12 Elect Director Rex W. Tillerson For For Management
2 Ratify Auditors For For Management
3 Restore or Provide for Cumulative Voting Against Against Shareholder
4 Amend Articles/Bylaws/Charter -- Call Against For Shareholder
Special Meetings
5 Separate Chairman and CEO Positions Against Against Shareholder
6 Initiate Payment of Cash Dividend Against Against Shareholder
7 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
8 Company-Specific- Amend Article IX of the Against Against Shareholder
Corporation's by-laws
9 Review Executive Compensation Against Against Shareholder
10 Limit Executive Compensation Against Against Shareholder
11 Claw-back of Payments under Restatements Against For Shareholder
12 Report on Political Contributions Against For Shareholder
13 Amend Equal Employment Opportunity Policy Against For Shareholder
to Prohibit Discrimination Based on
Sexual Orientation
14 Report on Environmental Accountability Against Against Shareholder
15 Report on Emission Reduction Goals Against For Shareholder
16 Report on Carbon Dioxide Emissions Against Against Shareholder
Information at Gas Stations
17 Adopt Policy to Increase Renewable Energy Against Against Shareholder
Portfolio
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FIRST DATA CORP.
Ticker: FDC Security ID: 319963104
Meeting Date: MAY 30, 2007 Meeting Type: Annual
Record Date: APR 2, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David A. Coulter For For Management
2 Elect Director Henry C. Duques For For Management
3 Elect Director Richard P. Kiphart For For Management
4 Elect Director Joan E. Spero For For Management
5 Amend Qualified Employee Stock Purchase For For Management
Plan
6 Approve Non-Employee Director Omnibus For For Management
Stock Plan
7 Amend Omnibus Stock Plan For For Management
8 Ratify Auditors For For Management
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GENERAL ELECTRIC CO.
Ticker: GE Security ID: 369604103
Meeting Date: APR 25, 2007 Meeting Type: Annual
Record Date: FEB 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director James I. Cash, Jr. For For Management
1.2 Elect Director William M. Castell For For Management
1.3 Elect Director Ann M. Fudge For For Management
1.4 Elect Director Claudio X. Gonzalez For Withhold Management
1.5 Elect Director Susan Hockfield For For Management
1.6 Elect Director Jerry R. Immelt For For Management
1.7 Elect Director Andrea Jung For For Management
1.8 Elect Director Alan G. Lafley For For Management
1.9 Elect Director Robert W. Lane For For Management
1.10 Elect Director Ralph S. Larsen For For Management
1.11 Elect Director Rochelle B. Lazarus For For Management
1.12 Elect Director Sam Nunn For For Management
1.13 Elect Director Roger S. Penske For For Management
1.14 Elect Director Robert J. Swieringa For For Management
1.15 Elect Director Douglas A. Warner III For For Management
1.16 Elect Director Robert C. Wright For For Management
2 Ratify Auditors For For Management
3 Adopt Majority Vote Standard in Director For For Management
Elections
4 Approve Omnibus Stock Plan For For Management
5 Company-Specific-Approve Material Terms For For Management
of Senior Officer Performance Goals
6 Provide for Cumulative Voting Against Against Shareholder
7 Company-Specific -- Adopt Policy on Against Against Shareholder
Overboarded Directors
8 Company-Specific -- One Director from the Against Against Shareholder
Ranks of Retirees
9 Separate Chairman and CEO Positions Against Against Shareholder
10 Limit Dividend and Dividend Equivalent Against For Shareholder
Payments to Executives
11 Report on Charitable Contributions Against Against Shareholder
12 Report on Global Warming Against Against Shareholder
13 Adopt Ethical Criteria for Military Against Against Shareholder
Contracts
14 Report on Pay Disparity Against Against Shareholder
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GLAXOSMITHKLINE PLC (FORMERLY GLAXO WELLCOME PLC )
Ticker: GSK Security ID: 37733W105
Meeting Date: MAY 23, 2007 Meeting Type: Annual
Record Date: MAR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE AND ADOPT THE DIRECTORS For For Management
REPORT AND THE FINANCIAL STATEMENTS
2 TO APPROVE THE REMUNERATION REPORT For For Management
3 TO ELECT DR DANIEL PODOLSKY AS A DIRECTOR For For Management
4 TO ELECT DR STEPHANIE BURNS AS A DIRECTOR For For Management
5 TO RE-ELECT MR JULIAN HESLOP AS A For For Management
DIRECTOR
6 TO RE-ELECT SIR DERYCK MAUGHAN AS A For For Management
DIRECTOR
7 TO RE-ELECT DR RONALDO SCHMITZ AS A For For Management
DIRECTOR
8 TO RE-ELECT SIR ROBERT WILSON AS A For For Management
DIRECTOR
9 Ratify Auditors For For Management
10 REMUNERATION OF AUDITORS For For Management
11 TO AUTHORISE THE COMPANY TO MAKE For For Management
DONATIONS TO EU POLITICAL ORGANISATIONS
AND INCUR EU POLITICAL EXPENDITURE
12 AUTHORITY TO ALLOT SHARES For For Management
13 DISAPPLICATION OF PRE-EMPTION RIGHTS For For Management
(SPECIAL RESOLUTION)
14 AUTHORITY FOR THE COMPANY TO PURCHASE ITS For For Management
OWN SHARES (SPECIAL RESOLUTION)
15 AMENDMENT OF THE ARTICLES OF ASSOCIATION For For Management
(SPECIAL RESOLUTION)
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HOME DEPOT, INC.
Ticker: HD Security ID: 437076102
Meeting Date: MAY 24, 2007 Meeting Type: Annual
Record Date: MAR 26, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director David H. Batchelder For For Management
2 Elect Director Francis S. Blake For For Management
3 Elect Director Gregory D. Brenneman For For Management
4 Elect Director John L. Clendenin For For Management
5 Elect Director Claudio X. Gonzalez For Against Management
6 Elect Director Milledge A. Hart, III For For Management
7 Elect Director Bonnie G. Hill For For Management
8 Elect Director Laban P. Jackson, Jr. For For Management
9 Elect Director Helen Johnson-Leipold For For Management
10 Elect Director Lawrence R. Johnston For For Management
11 Elect Director Kenneth G. Langone For For Management
12 Ratify Auditors For For Management
13 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
14 Prepare Employment Diversity Report Against For Shareholder
15 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
16 Claw-back of Payments under Restatements Against Against Shareholder
17 Submit Supplemental Executive Retirement Against For Shareholder
Plans to Shareholder vote
18 Performance-Based Equity Awards Against For Shareholder
19 Pay for Superior Performance Against For Shareholder
20 Affirm Political Non-partisanship Against Against Shareholder
21 Separate Chairman and CEO Positions Against For Shareholder
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INTERNATIONAL BUSINESS MACHINES CORP.
Ticker: IBM Security ID: 459200101
Meeting Date: APR 24, 2007 Meeting Type: Annual
Record Date: FEB 23, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Cathleen Black For For Management
1.2 Elect Director Kenneth I. Chenault For For Management
1.3 Elect Director Juergen Dormann For For Management
1.4 Elect Director Michael L. Eskew For For Management
1.5 Elect Director Shirley Ann Jackson For For Management
1.6 Elect Director Minoru Makihara For For Management
1.7 Elect Director Lucio A. Noto For For Management
1.8 Elect Director James W. Owens For For Management
1.9 Elect Director Samuel J. Palmisano For For Management
1.10 Elect Director Joan E. Spero For For Management
1.11 Elect Director Sidney Taurel For For Management
1.12 Elect Director Lorenzo H. Zambrano For For Management
2 Ratify Auditors For For Management
3 Reduce Supermajority Vote Requirement For For Management
4 Reduce Supermajority Vote Requirement For For Management
5 Reduce Supermajority Vote Requirement For For Management
6 Reduce Supermajority Vote Requirement For For Management
7 Restore or Provide for Cumulative Voting Against For Shareholder
8 Evaluate Age Discrimination in Retirement Against Against Shareholder
Plans
9 Review Executive Compensation Against Against Shareholder
10 Report on Outsourcing Against Against Shareholder
11 Require a Majority Vote for the Election Against For Shareholder
of Directors
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JOHNSON & JOHNSON
Ticker: JNJ Security ID: 478160104
Meeting Date: APR 26, 2007 Meeting Type: Annual
Record Date: FEB 27, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Mary Sue Coleman For For Management
1.2 Elect Director James G. Cullen For For Management
1.3 Elect Director Michael M.E. Johns For For Management
1.4 Elect Director Arnold G. Langbo For For Management
1.5 Elect Director Susan L. Lindquist For For Management
1.6 Elect Director Leo F. Mullin For For Management
1.7 Elect Director Christine A. Poon For For Management
1.8 Elect Director Charles Prince For For Management
1.9 Elect Director Steven S Reinemund For For Management
1.10 Elect Director David Satcher For For Management
1.11 Elect Director William C. Weldon For For Management
2 Ratify Auditors For For Management
3 Require a Majority Vote for the Election Against For Shareholder
of Directors
4 Submit Supplemental Executive Retirement Against For Shareholder
Plans to Shareholder vote
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JPMORGAN CHASE & CO.
Ticker: JPM Security ID: 46625H100
Meeting Date: MAY 15, 2007 Meeting Type: Annual
Record Date: MAR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Crandall C. Bowles For For Management
1.2 Elect Director Stephen B. Burke For For Management
1.3 Elect Director James S. Crown For For Management
1.4 Elect Director James Dimon For For Management
1.5 Elect Director Ellen V. Futter For For Management
1.6 Elect Director William H. Gray, III For For Management
1.7 Elect Director Laban P. Jackson, Jr. For For Management
1.8 Elect Director Robert I. Lipp For For Management
1.9 Elect Director David C. Novak For For Management
1.10 Elect Director Lee R. Raymond For For Management
1.11 Elect Director William C. Weldon For For Management
2 Ratify Auditors For For Management
3 Put Repricing of Stock Options to Against Against Shareholder
Shareholder Vote
4 Performance-Based and/or Time-Based Against Against Shareholder
Equity Awards
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
6 Separate Chairman and CEO Positions Against Against Shareholder
7 Provide for Cumulative Voting Against Against Shareholder
8 Require a Majority Vote for the Election Against For Shareholder
of Directors
9 Report on Political Contributions Against Against Shareholder
10 Report on Management Initiatives to Against Against Shareholder
Address Links to Slavery and Human Rights
Abuse
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MELLON FINANCIAL CORP.
Ticker: MEL Security ID: 58551A108
Meeting Date: APR 17, 2007 Meeting Type: Annual
Record Date: FEB 9, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jared L. Cohon For For Management
1.2 Elect Director Ira J. Gumberg For For Management
1.3 Elect Director Robert P. Kelly For For Management
1.4 Elect Director David S. Shapira For For Management
1.5 Elect Director John P. Surma For For Management
2 Declassify the Board of Directors For For Management
3 Amend Omnibus Stock Plan For For Management
4 Ratify Auditors For For Management
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MELLON FINANCIAL CORP.
Ticker: MEL Security ID: 58551A108
Meeting Date: MAY 24, 2007 Meeting Type: Special
Record Date: APR 12, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2 Adopt Supermajority Vote Requirement for For For Management
Mergers
3 Increase Authorized Preferred and Common For For Management
Stock
4 Adjourn Meeting For Against Management
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MICROSOFT CORP.
Ticker: MSFT Security ID: 594918104
Meeting Date: NOV 14, 2006 Meeting Type: Annual
Record Date: SEP 8, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William H. Gates, III For For Management
2 Elect Director Steven A. Ballmer For For Management
3 Elect Director James I. Cash, Jr., Ph.D. For For Management
4 Elect Director Dina Dublon For For Management
5 Elect Director Raymond V. Gilmartin For For Management
6 Elect Director David F. Marquardt For For Management
7 Elect Director Charles H. Noski For For Management
8 Elect Director Helmut Panke For For Management
9 Elect Director Jon A. Shirley For For Management
10 Ratify Auditors For For Management
11 Cease Product Sales that Can Be Used to Against Against Shareholder
Violate Human Rights
12 Amend EEO Statement to Not Reference Against Against Shareholder
Sexual Orientation
13 Establish Shareholder Advisory Committee Against Against Shareholder
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MITSUBISHI UFJ FINANCIAL GROUP
Ticker: 8306 Security ID: 606822104
Meeting Date: JUN 28, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROPRIATION OF SURPLUS For For Management
2 PARTIAL AMENDMENTS TO THE ARTICLES OF For For Management
INCORPORATION
3 ELECTION OF 15 (FIFTEEN) DIRECTORS For Against Management
4 ELECTION OF 1 (ONE) CORPORATE AUDITOR For For Management
5 GRANTING OF RETIREMENT GRATUITIES TO For Against Management
RETIRING DIRECTORS AND CORPORATE AUDITOR
AND PAYMENT OF LUMP-SUM RETIREMENT
GRATUITIES TO DIRECTORS AND CORPORATE
AUDITORS DUE TO THE ABOLITION OF
RETIREMENT GRATUITIES PROGRAM FOR
OFFICERS
6 REVISION OF THE AMOUNT OF REMUNERATION, For For Management
ETC. FOR DIRECTORS AND CORPORATE
AUDITORS, AND DETERMINATION OF THE AMOUNT
AND DETAILS OF STOCK OPTION REMUNERATION,
ETC.
--------------------------------------------------------------------------------
NESTLE SA
Ticker: NSRGY Security ID: 641069406
Meeting Date: APR 19, 2007 Meeting Type: Annual
Record Date: MAR 5, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE 2006 ANNUAL REPORT, OF For Did Not Management
THE ACCOUNTS OF NESTLE S.A. AND OF THE Vote
CONSOLIDATED ACCOUNTS OF THE NESTLE
GROUP.
2 RELEASE OF THE MEMBERS OF THE BOARD OF For Did Not Management
DIRECTORS AND OF THE MANAGEMENT. Vote
3 APPROVAL OF THE APPROPRIATION OF PROFITS For Did Not Management
RESULTING FROM THE BALANCE SHEET OF Vote
NESTLE S.A., AS SET FORTH IN THE
INVITATION
4 CAPITAL REDUCTION AND CONSEQUENT For Did Not Management
AMENDMENT TO ARTICLE 5 OF THE ARTICLES OF Vote
ASSOCIATION, AS SET FORTH IN THE
INVITATION.
5 RE-ELECTION OF MR. PETER For Did Not Management
BRABECK-LETMATHE, TO THE BOARD OF Vote
DIRECTORS FOR A TERM OF FIVE (5) YEARS.
6 RE-ELECTION MR. EDWARD GEORGE (LORD For Did Not Management
GEORGE), TO THE BOARD OF DIRECTORS FOR A Vote
TERM OF FOUR (4) YEARS.
7 MARK THE FOR BOX AT RIGHT IF YOU WISH None Did Not Management
TO GIVE A PROXY TO THE INDEPENDENT Vote
REPRESENTATIVE, MR. JEAN-LUDOVIC HARTMANN
(AS FURTHER DISCUSSED IN THE COMPANY S
INVITATION).
--------------------------------------------------------------------------------
NISSAN MOTOR CO. LTD.
Ticker: 7201 Security ID: 654744408
Meeting Date: JUN 20, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF APPROPRIATION OF RETAINED For For Management
EARNINGS FOR THE 108TH FISCAL YEAR
2 APPROVAL OF THE DELEGATION TO THE BOARD For For Management
OF DIRECTOR IN DECIDING THE TERMS AND
CONDITIONS OF THE ISSUANCE OF
SHINKABU-YOYAKUKEN (STOCK ACQUISITION
RIGHT) WITHOUT CONSIDERATION AS STOCK
OPTIONS TO EMPLOYEES OF THE COMPANY AND
DIRECTORS AND EMPLOYEES OF ITS
3.1 Elect Director Carlos Ghosn For For Management
3.2 Elect Director Itaru Koeda For For Management
3.3 Elect Director Toshiyuki Shiga For For Management
3.4 Elect Director Hiroto Saikawa For For Management
3.5 Elect Director Mitsuhiko Yamashita For For Management
3.6 Elect Director Carlos Tavares For For Management
3.7 Elect Director Hidetoshi Imazu For For Management
3.8 Elect Director Tadao Takahashi For For Management
3.9 Elect Director Shemaya Levy For For Management
3.10 Elect Director Patrick Pelata For For Management
4 GRANTING OF SHARE APPRECIATION RIGHTS For For Management
(SAR) TO THE DIRECTORS
5 GRANTING OF RETIREMENT ALLOWANCES TO THE For Against Management
DIRECTORS AND STATUTORY AUDITORS IN
RELATION TO THE ABOLITION OF SUCH
ALLOWANCES
--------------------------------------------------------------------------------
NOKIA CORP.
Ticker: NOK Security ID: 654902204
Meeting Date: MAY 3, 2007 Meeting Type: Annual
Record Date: MAR 1, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Receive Financial Statements and For For Management
Statutory Reports, Including Auditors'
Report; Accept Financial Statements and
Statutory Reports
2 Approve Allocation of Income and For For Management
Dividends of EUR 0.43 Per Share
3 Approve Discharge of Board and President For For Management
4 Amend Articles to Comply with New Finnish For For Management
Companies Act
5 Approve Remuneration of Directors For For Management
6 Fix Number of Directors at 11 For For Management
7.1 Elect Director Georg Ehrnrooth For For Management
7.2 Elect Director Daniel R. Hesse For For Management
7.3 Elect Director Bengt Holmstrom For For Management
7.4 Elect Director Per Karlsson For For Management
7.5 Elect Director Jorma Ollila For For Management
7.6 Elect Director Marjorie Scardino For For Management
7.7 Elect Director Keijo Suila For For Management
7.8 Elect Director Vesa Vainio For For Management
7.9 Elect Director Lalita D. Gupte For For Management
7.10 Elect Director Henning Kagermann For For Management
7.11 Elect Director Olli-Pekka Kallasvuo For For Management
8 Approve Remuneration of Auditors For For Management
9 Reelect PricewaterhouseCoopers Oy as For For Management
Auditor
10 Approve Stock Option Plan for Key For For Management
Employees; Approve Creation of Pool of
Conditional Capital to Guarantee
Conversion Rights
11 Approve Minimum EUR 2.3 Billion Reduction For For Management
in Share Premium Account
12 Amend 2001, 2003, and 2005 Stock Option For For Management
Plans Re: Record Subscription Prices in
Invested Non-restricted Equity Fund
13 Approve Creation of Pool of Capital For For Management
without Preemptive Rights Consisting of
up to 800 Million Shares
14 Authorize Repurchase of up to 10 Percent For For Management
of Issued Share Capital
15 Mark The Box If you wish to Instruct None Against Management
Nokia S Legal Counsels To Vote In their
Discretion On Your behalf Only Upon Item
15 *NOTE* Voting Options For Props 5-6,
8-9 are FOR or ABSTAIN
--------------------------------------------------------------------------------
NOMURA HOLDINGS INC.
Ticker: 8604 Security ID: 65535H208
Meeting Date: JUN 27, 2007 Meeting Type: Annual
Record Date: MAR 30, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 Amend Articles to Update Terminology to For For Management
Match that of Financial Instruments and
Exchange Law
2 Elect Director Junichi Ujiie For For Management
3 Elect Director Nobuyuki Koga For For Management
4 Elect Director Hiroshi Toda For For Management
5 Elect Director Kazutoshi Inano For For Management
6 Elect Director Yukio Suzuki For For Management
7 Elect Director Masaharu Shibata For For Management
8 Elect Director Hideaki Kubori For For Management
9 Elect Director Haruo Tsuji For For Management
10 Elect Director Fumihide Nomura For For Management
11 Elect Director Koji Tajika For For Management
12 Elect Director Masanori Itatani For For Management
13 Approve Executive Stock Option Plan and For For Management
Deep Discount Stock Option Plan
--------------------------------------------------------------------------------
NOVARTIS AG
Ticker: NVS Security ID: 66987V109
Meeting Date: MAR 6, 2007 Meeting Type: Annual
Record Date: JAN 19, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE ANNUAL REPORT, THE For Did Not Management
FINANCIAL STATEMENTS OF NOVARTIS AG AND Vote
THE GROUP CONSOLIDATED FINANCIAL
STATEMENTS FOR THE YEAR 2006.
2 APPROVAL OF THE ACTIVITIES OF THE BOARD For Did Not Management
OF DIRECTORS Vote
3 APPROPRIATION OF AVAILABLE EARNINGS OF For Did Not Management
NOVARTIS AG AS PER BALANCE SHEET AND Vote
DECLARATION OF DIVIDEND
4 ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
RE-ELECTION OF HANS-JOERG RUDLOFF FOR A Vote
THREE-YEAR TERM
5 ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
RE-ELECTION OF DR. DANIEL VASELLA FOR A Vote
THREE-YEAR TERM
6 ELECTION TO THE BOARD OF DIRECTORS: For Did Not Management
ELECTION OF NEW MEMBER MARJORIE M. YANG Vote
FOR A TERM OF OFFICE BEGINNING ON 1
JANUARY 2008 AND ENDING ON THE DAY OF THE
AGM IN 2010
7 Ratify Auditors For Did Not Management
Vote
8 VOTES REGARDING ADDITIONAL AND/OR For Did Not Management
COUNTER-PROPOSALS AT THE AGM OF NOVARTIS Vote
AG IF YOU GIVE NO INSTRUCTIONS ON AGENDA
ITEM 6, YOUR VOTES WILL BE CAST IN
ACCORDANCE WITH THE PROPOSALS OF THE
BOARD OF DIRECTORS. MARKING THE BOX FOR
IS A VOTE FOR THE PROPOS
--------------------------------------------------------------------------------
ORACLE CORP.
Ticker: ORCL Security ID: 68389X105
Meeting Date: OCT 9, 2006 Meeting Type: Annual
Record Date: AUG 14, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Jeffrey O. Henley For For Management
1.2 Elect Director Lawrence J. Ellison For For Management
1.3 Elect Director Donald L. Lucas For For Management
1.4 Elect Director Michael J. Boskin For For Management
1.5 Elect Director Jack F. Kemp For Withhold Management
1.6 Elect Director Jeffrey S. Berg For For Management
1.7 Elect Director Safra A. Catz For For Management
1.8 Elect Director Hector Garcia-Molina For For Management
1.9 Elect Director H. Raymond Bingham For For Management
1.10 Elect Director Charles E Phillips, Jr. For For Management
1.11 Elect Director Naomi O. Seligman For For Management
2 Approve Executive Incentive Bonus Plan For For Management
3 Ratify Auditors For For Management
4 Amend Non-Employee Director Omnibus Stock For For Management
Plan
--------------------------------------------------------------------------------
SANOFI-AVENTIS (FORMERLY SANOFI-SYNTHELABO)
Ticker: SNY Security ID: 80105N105
Meeting Date: MAY 31, 2007 Meeting Type: Annual
Record Date: APR 24, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF THE INDIVIDUAL COMPANY For For Management
FINANCIAL STATEMENTS FOR THE YEAR ENDED
DECEMBER 31, 2006
2 APPROVAL OF THE CONSOLIDATED FINANCIAL For For Management
STATEMENTS FOR THE YEAR ENDED DECEMBER
31, 2006
3 APPROPRIATION OF PROFITS; DECLARATION OF For For Management
DIVIDEND
4 APPROVAL OF TRANSACTIONS COVERED BY THE For For Management
STATUTORY AUDITORS SPECIAL REPORT
PREPARED IN ACCORDANCE WITH ARTICLE
L.225-40 OF THE COMMERCIAL CODE
5 RE-APPOINTMENT OF A DIRECTOR For For Management
6 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management
TO CARRY OUT TRANSACTIONS IN SHARES
ISSUED BY THE COMPANY
7 DELEGATION TO THE BOARD OF DIRECTORS OF For For Management
AUTHORITY TO DECIDE TO CARRY OUT
INCREASES IN THE SHARE CAPITAL BY
ISSUANCE, WITH PREEMPTIVE RIGHTS
MAINTAINED, OF SHARES AND/OR SECURITIES
GIVING ACCESS TO THE COMPANY S CAPITAL
AND/OR SECURITIES GIVING ENTITLEMEN
8 DELEGATION TO THE BOARD OF DIRECTORS OF For For Management
AUTHORITY TO DECIDE TO CARRY OUT
INCREASES IN THE SHARE CAPITAL BY
ISSUANCE, WITH PREEMPTIVE RIGHTS WAIVED,
OF SHARES AND/OR SECURITIES GIVING ACCESS
TO THE COMPANY S CAPITAL AND/OR
SECURITIES GIVING ENTITLEMENT TO
9 DELEGATION TO THE BOARD OF DIRECTORS OF For For Management
AUTHORITY TO DECIDE TO CARRY OUT
INCREASES IN THE SHARE CAPITAL BY
INCORPORATION OF SHARE PREMIUM, RESERVES,
PROFITS OR OTHER ITEMS
10 POSSIBILITY OF ISSUING WITHOUT PREEMPTIVE For For Management
RIGHTS, SHARES OR SECURITIES GIVING
ACCESS TO THE COMPANY S CAPITAL OR TO
SECURITIES GIVING ENTITLEMENT TO THE
ALLOTMENT OF DEBT SECURITIES AS
CONSIDERATION FOR ASSETS TRANSFERRED TO
THE COMPANY AS A CAPITAL CONT
11 DELEGATION TO THE BOARD OF DIRECTORS OF For For Management
AUTHORITY TO DECIDE TO CARRY OUT
INCREASES IN THE SHARE CAPITAL BY
ISSUANCE OF SHARES RESERVED FOR EMPLOYEES
WITH WAIVER OF PREEMPTIVE RIGHTS IN THEIR
FAVOR
12 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management
TO GRANT OPTIONS TO SUBSCRIBE FOR OR
PURCHASE SHARES
13 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management
TO ALLOT EXISTING OR NEW CONSIDERATION
FREE SHARES TO SALARIED EMPLOYEES OF THE
GROUP AND CORPORATE OFFICERS OF THE
COMPANY OR COMPANIES OF THE GROUP
14 AUTHORIZATION TO THE BOARD OF DIRECTORS For For Management
TO REDUCE THE SHARE CAPITAL BY
CANCELLATION OF TREASURY SHARES
15 AUTHORIZATION TO THE BOARD OF DIRECTORS For Against Management
IN THE EVENT OF A PUBLIC TENDER OFFER FOR
THE SHARES OF THE COMPANY, IN CASES WHERE
THE LEGAL RECIPROCITY CLAUSE APPLIES
16 AMENDMENT TO THE BYLAWS TO BRING THEM For For Management
INTO COMPLIANCE WITH DECREE NO. 2006-1566
OF DECEMBER 11, 2006 AMENDING DECREE NO.
67-236 OF MARCH 23, 1967 ON COMMERCIAL
COMPANIES: (AMENDMENTS TO ARTICLE 19,
PARAGRAPHS 1 AND 3 OF THE BYLAWS)
17 POWERS FOR FORMALITIES For For Management
--------------------------------------------------------------------------------
SIEMENS AG
Ticker: SI Security ID: 826197501
Meeting Date: JAN 25, 2007 Meeting Type: Annual
Record Date: DEC 19, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 TO CONSIDER AND VOTE UPON APPROPRIATION For For Management
OF THE NET INCOME OF SIEMENS AG TO PAY A
DIVIDEND.
2 TO RATIFY THE ACTS OF THE MANAGING BOARD. For Against Management
3 TO RATIFY THE ACTS OF THE SUPERVISORY For Against Management
BOARD.
4 Ratify Auditors For For Management
5 TO CONSIDER AND VOTE UPON A RESOLUTION For For Management
AUTHORIZING THE ACQUISITION AND USE OF
SIEMENS SHARES AND THE EXCLUSION OF
SHAREHOLDERS PREEMPTIVE AND TENDER
RIGHTS.
6 TO CONSIDER AND VOTE UPON AMENDMENTS TO For For Management
THE ARTICLES OF ASSOCIATION IN ORDER TO
MODERNIZE THEM.
7 TO CONSIDER AND VOTE UPON AN AMENDMENT TO For For Management
THE ARTICLES OF ASSOCIATION TO ADJUST TO
NEW LEGISLATION.
--------------------------------------------------------------------------------
TESCO PLC
Ticker: Security ID: 881575302
Meeting Date: JUN 29, 2007 Meeting Type: Annual
Record Date: MAY 31, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 TO RECEIVE THE DIRECTORS REPORT AND For For Management
ACCOUNTS
2 TO APPROVE THE DIRECTORS REMUNERATION For For Management
REPORT
3 TO DECLARE A FINAL DIVIDEND For For Management
4 TO RE-ELECT THE DIRECTOR: MR. E M DAVIES For For Management
5 TO RE-ELECT THE DIRECTOR: DR. H EINSMANN For For Management
6 TO RE-ELECT THE DIRECTOR: MR. K HYDON For For Management
7 TO RE-ELECT THE DIRECTOR: MR. D POTTS For For Management
8 TO RE-ELECT THE DIRECTOR: MR. D REID For For Management
9 TO ELECT THE DIRECTOR: MS. L For For Management
NEVILLE-ROLFE
10 Ratify Auditors For For Management
11 TO SET THE AUDITORS REMUNERATION For For Management
12 TO AUTHORISE THE DIRECTORS TO ALLOT For For Management
RELEVANT SECURITIES
13 TO DISAPPLY PRE-EMPTION RIGHTS For For Management
14 TO AUTHORISE THE COMPANY TO PURCHASE ITS For For Management
OWN SHARES
15 TO AUTHORISE POLITICAL DONATIONS BY THE For For Management
COMPANY
16 TO AUTHORISE POLITICAL DONATIONS BY TESCO For For Management
STORES LIMITED
17 TO AUTHORISE THE ADOPTION OF NEW ARTICLES For For Management
OF ASSOCIATION
18 TO ADOPT THE GROUP NEW BUSINESS INCENTIVE For For Management
PLAN 2007
19 TO ADOPT THE US LONG-TERM INCENTIVE PLAN For For Management
2007
20 TO AMEND THE PERFORMANCE SHARE PLAN 2004 For For Management
21 TO ADOPT THE EXECUTIVE INCENTIVE PLAN For For Management
2004
22 TO ADOPT THE INTERNATIONAL BONUS PLAN For For Management
23 REQUISITIONISTS RESOLUTION Against Against Shareholder
--------------------------------------------------------------------------------
TOTAL SA (FORMERLY TOTAL FINA ELF S.A )
Ticker: TOT Security ID: 89151E109
Meeting Date: MAY 11, 2007 Meeting Type: Annual
Record Date: APR 4, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 APPROVAL OF PARENT COMPANY FINANCIAL For For Management
STATEMENTS
2 APPROVAL OF CONSOLIDATED FINANCIAL For For Management
STATEMENTS
3 ALLOCATION OF EARNINGS, DECLARATION OF For For Management
DIVIDEND
4 AGREEMENTS COVERED BY ARTICLE L. 225-38 For For Management
OF THE FRENCH COMMERCIAL CODE
5 AUTHORIZATION FOR THE BOARD OF DIRECTORS For For Management
TO TRADE SHARES OF THE COMPANY
6 RENEWAL OF THE APPOINTMENT OF MR. THIERRY For For Management
DESMAREST AS A DIRECTOR
7 RENEWAL OF THE APPOINTMENT OF MR. THIERRY For Against Management
DE RUDDER AS A DIRECTOR
8 RENEWAL OF THE APPOINTMENT OF MR. SERGE For Against Management
TCHURUK AS A DIRECTOR
9 APPOINTMENT OF A DIRECTOR REPRESENTING For For Management
EMPLOYEE SHAREHOLDERS IN APPLICATION OF
ARTICLE 11 OF THE ARTICLES OF ASSOCIATION
10 APPOINTMENT OF A DIRECTOR REPRESENTING Against Against Management
EMPLOYEE SHAREHOLDERS IN APPLICATION OF
ARTICLE 11 OF THE ARTICLES OF ASSOCIATION
11 APPOINTMENT OF A DIRECTOR REPRESENTING Against Against Management
EMPLOYEE SHAREHOLDERS IN APPLICATION OF
ARTICLE 11 OF THE ARTICLES OF ASSOCIATION
12 DETERMINATION OF THE TOTAL AMOUNT OF For For Management
DIRECTORS COMPENSATION
13 DELEGATION OF AUTHORITY GRANTED TO THE For For Management
BOARD OF DIRECTORS TO INCREASE CAPITAL BY
ISSUING COMMON SHARES OR ANY SECURITIES
PROVIDING ACCESS TO CAPITAL WHILE
MAINTAINING SHAREHOLDERS PREFERENTIAL
SUBSCRIPTION RIGHTS
14 DELEGATION OF AUTHORITY GRANTED TO THE For For Management
BOARD OF DIRECTORS TO INCREASE CAPITAL BY
ISSUING COMMON SHARES OR ANY SECURITIES
PROVIDING ACCESS TO CAPITAL WITHOUT
PREFERENTIAL SUBSCRIPTION RIGHTS
15 DELEGATION OF AUTHORITY GRANTED TO THE For For Management
BOARD OF DIRECTORS TO INCREASE CAPITAL
UNDER THE CONDITIONS PROVIDED FOR IN
ARTICLE 443-5 OF THE FRENCH LABOR CODE
16 AUTHORIZATION TO GRANT SUBSCRIPTION OR For For Management
PURCHASE OPTIONS FOR THE COMPANY S STOCK
TO CERTAIN EMPLOYEES OF THE GROUP AS WELL
AS TO THE MANAGEMENT OF THE COMPANY OR OF
OTHER GROUP COMPANIES
17 AUTHORIZATION TO BE GRANTED TO THE BOARD For For Management
OF DIRECTORS TO REDUCE CAPITAL BY
CANCELING SHARES
18 AMENDMENT OF ARTICLE 13, PARAGRAPH 2, OF For For Management
THE COMPANY S ARTICLES OF ASSOCIATION
WITH REGARD TO THE METHODS THAT MAY BE
USED TO PARTICIPATE IN BOARD OF DIRECTORS
MEETINGS
19 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY For For Management
S ARTICLES OF ASSOCIATION TO TAKE INTO
ACCOUNT NEW RULES FROM THE DECREE OF
DECEMBER 11, 2006 RELATING TO THE COMPANY
S BOOK-BASED SYSTEM FOR RECORDING SHARES
FOR SHAREHOLDERS WISHING TO PARTICIPATE
IN ANY FORM WH
20 AMENDMENT OF ARTICLE 17-2 OF THE COMPANY For For Management
S ARTICLES OF ASSOCIATION TO TAKE INTO
ACCOUNT RULES RELATING TO ELECTRONIC
SIGNATURES IN THE EVENT OF A VOTE CAST
VIA TELECOMMUNICATION
21 NEW PROCEDURE TO NOMINATE THE Against Against Shareholder
EMPLOYEE-SHAREHOLDER DIRECTOR
22 AUTHORIZATION TO GRANT RESTRICTED SHARES Against Against Shareholder
OF THE COMPANY TO GROUP EMPLOYEES
23 AMENDMENT OF ARTICLE 18, PARAGRAPH 7 OF Against For Shareholder
THE COMPANY S ARTICLES OF ASSOCIATION IN
VIEW OF DELETING THE STATUTORY CLAUSE
LIMITING VOTING RIGHTS
--------------------------------------------------------------------------------
UBS AG
Ticker: UBSN Security ID: H89231338
Meeting Date: APR 18, 2007 Meeting Type: Annual
Record Date: MAR 16, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1 ANNUAL REPORT, GROUP AND PARENT COMPANY For Did Not Management
ACCOUNTS FOR FINANCIAL YEAR 2006, REPORTS Vote
OF THE GROUP AND STATUTORY AUDITORS
2 APPROPRIATION OF RETAINED EARNINGS For Did Not Management
DIVIDEND FOR FINANCIAL YEAR 2006 Vote
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF For Did Not Management
DIRECTORS AND THE GROUP EXECUTIVE BOARD Vote
4 RE-ELECTION OF BOARD MEMBER: STEPHAN For Did Not Management
HAERINGER Vote
5 RE-ELECTION OF BOARD MEMBER: HELMUT PANKE For Did Not Management
Vote
6 RE-ELECTION OF BOARD MEMBER: PETER For Did Not Management
SPUHLER Vote
7 ELECTION OF NEW BOARD MEMBER: SERGIO For Did Not Management
MARCHIONNE Vote
8 ELECTION OF THE GROUP AND STATUTORY For Did Not Management
AUDITORS Vote
9 CAPITAL REDUCTION: CANCELLATION OF SHARES For Did Not Management
REPURCHASED UNDER THE 2006/2007 SHARE Vote
BUYBACK PROGRAM AND RESPECTIVE AMENDMENT
OF ARTICLE 4 PARA 1 OF THE ARTICLES OF
ASSOCIATION
10 CAPITAL REDUCTION: APPROVAL OF A NEW For Did Not Management
SHARE BUYBACK PROGRAM FOR 2007-2010 Vote
11 IN CASE OF AD-HOC SHAREHOLDERS MOTIONS For Did Not Management
DURING THE ANNUAL GENERAL MEETING, I/WE Vote
AUTHORIZE MY/OUR PROXY TO ACT IN
ACCORDANCE WITH THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------
UNITED TECHNOLOGIES CORP.
Ticker: UTX Security ID: 913017109
Meeting Date: APR 11, 2007 Meeting Type: Annual
Record Date: FEB 13, 2007
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Louis R. Chenevert For For Management
1.2 Elect Director George David For For Management
1.3 Elect Director John V. Faraci For For Management
1.4 Elect Director Jean-Pierre Garnier For For Management
1.5 Elect Director Jamie S. Gorelick For For Management
1.6 Elect Director Charles R. Lee For For Management
1.7 Elect Director Richard D. Mccormick For For Management
1.8 Elect Director Harold Mcgraw III For For Management
1.9 Elect Director Richard B. Myers For For Management
1.10 Elect Director Frank P. Popoff For For Management
1.11 Elect Director H. Patrick Swygert For For Management
1.12 Elect Director Andre Villeneuve For For Management
1.13 Elect Director H.A. Wagner For For Management
1.14 Elect Director Christine Todd Whitman For For Management
2 Ratify Auditors For For Management
3 Establish Term Limits for Directors Against Against Shareholder
4 Report on Foreign Military Sales Against Against Shareholder
5 Report on Political Contributions Against Against Shareholder
6 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
7 Pay For Superior Performance Against For Shareholder
--------------------------------------------------------------------------------
VODAFONE GROUP PLC
Ticker: VOD Security ID: 92857W100
Meeting Date: JUL 25, 2006 Meeting Type: Special
Record Date: JUN 13, 2006
# Proposal Mgt Rec Vote Cast Sponsor
1 TO APPROVE THE RETURN OF CAPITAL BY WAY For For Management
OF A B SHARE SCHEME AND SHARE
CONSOLIDATION AND THE CONSEQUENTIAL
AMENDMENT TO THE ARTICLES OF ASSOCIATION
2 TO RECEIVE THE REPORT OF THE DIRECTORS For For Management
AND FINANCIAL STATEMENTS
3.1 Elect Director Sir John Bond For For Management
3.2 Elect Director Arun Sarin For For Management
3.3 Elect Director Thomas Geitner For For Management
3.4 Elect Director Dr Michael Boskin For For Management
3.5 Elect Director Lord Broers For For Management
3.6 Elect Director John Buchanan For For Management
3.7 Elect Director Andrew Halford For For Management
3.8 Elect Director Prof J. Schrempp For For Management
3.9 Elect Director Luc Vandevelde For For Management
3.10 Elect Director Philip Yea For For Management
3.11 Elect Director Anne Lauvergeon For For Management
3.12 Elect Director Anthony Watson For For Management
4 TO APPROVE A FINAL DIVIDEND OF 3.87P PER For For Management
ORDINARY SHARE
5 TO APPROVE THE REMUNERATION REPORT For For Management
6 Ratify Auditors For For Management
7 TO AUTHORISE THE AUDIT COMMITTEE TO For For Management
DETERMINE THE REMUNERATION OF THE
AUDITORS
8 TO ADOPT NEW ARTICLES OF ASSOCIATION + For For Management
9 TO AUTHORISE DONATIONS UNDER THE For For Management
POLITICAL PARTIES, ELECTIONS AND
REFERENDUMS ACT 2000
10 TO RENEW AUTHORITY TO ALLOT SHARES UNDER For For Management
ARTICLE 16.2 OF THE COMPANY S ARTICLES OF
ASSOCIATION
11 TO RENEW AUTHORITY TO DISAPPLY For For Management
PRE-EMPTION RIGHTS UNDER ARTICLE 16.3 OF
THE COMPANY S ARTICLES OF ASSOCIATION +
12 TO AUTHORISE THE COMPANY S PURCHASE OF For For Management
ITS OWN SHARES (SECTION 166, COMPANIES
ACT 1985) +
========== END NPX REPORT
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
LAZARD GLOBAL TOTAL RETURN AND INCOME FUND, INC.
By: /s/ Charles Carroll
-----------------------
Charles Carroll
Chief Executive Officer
Date: August 24, 2007
Pursuant to the requirements of the Investment Company Act of 1940, this Report
has been signed below by the principal executive officer on behalf of the
Registrant on the date indicated.
By: /s/ Charles Carroll
-----------------------
Charles Carroll
Chief Executive Officer
Date: August 24, 2007