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: 811-21506
Name of Fund: BlackRock Enhanced Capital and Income Fund, Inc. (CII)
Fund Address: 100 Bellevue Parkway, Wilmington, DE 19809
Name and address of agent for service: John Perlowski, Chief Executive Officer, BlackRock Enhanced Capital and Income Fund, Inc., 55 East 52nd Street, New York City, NY 10055.
Registrants telephone number, including area code: (800) 882-0052, Option 4
Date of fiscal year end: 10/31
Date of reporting period: 07/01/2013 06/30/2014
Item 1 Proxy Voting Record Attached hereto.
******************************* FORM N-Px REPORT ******************************* ICA File Number: 811-21506 Reporting Period: 07/01/2013 - 06/30/2014 BlackRock Enhanced Capital and Income Fund, Inc. =============== BlackRock Enhanced Capital and Income Fund, Inc. =============== 3M COMPANY Ticker: MMM Security ID: 88579Y101 Meeting Date: MAY 13, 2014 Meeting Type: Annual Record Date: MAR 14, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda G. Alvarado For For Management 1b Elect Director Thomas 'Tony' K. Brown For For Management 1c Elect Director Vance D. Coffman For For Management 1d Elect Director Michael L. Eskew For For Management 1e Elect Director Herbert L. Henkel For For Management 1f Elect Director Muhtar Kent For For Management 1g Elect Director Edward M. Liddy For For Management 1h Elect Director Inge G. Thulin For For Management 1i Elect Director Robert J. Ulrich For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- ACTIVISION BLIZZARD, INC. Ticker: ATVI Security ID: 00507V109 Meeting Date: JUN 05, 2014 Meeting Type: Annual Record Date: APR 07, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert J. Corti For For Management 1.2 Elect Director Brian G. Kelly For For Management 1.3 Elect Director Robert A. Kotick For For Management 1.4 Elect Director Barry Meyer For For Management 1.5 Elect Director Robert J. Morgado For For Management 1.6 Elect Director Peter Nolan For For Management 1.7 Elect Director Richard Sarnoff For For Management 1.8 Elect Director Elaine Wynn For For Management 2 Approve Omnibus Stock Plan For For Management 3A Amend Provisions Relating to the For For Management Relationship with Vivendi 3B Amend Provisions Relating to For For Management Supermajority and Special Voting Requirements 3C Amend Provisions Relating to the For For Management Ability to Amend Bylaws 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 5 Ratify Auditors For For Management -------------------------------------------------------------------------------- AMERICAN CAPITAL AGENCY CORP. Ticker: AGNC Security ID: 02503X105 Meeting Date: APR 22, 2014 Meeting Type: Annual Record Date: FEB 27, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Robert M. Couch For For Management 1.2 Elect Director Morris A. Davis For For Management 1.3 Elect Director Randy E. Dobbs For For Management 1.4 Elect Director Larry K. Harvey For For Management 1.5 Elect Director Prue B. Larocca For For Management 1.6 Elect Director Alvin N. Puryear For For Management 1.7 Elect Director Malon Wilkus For For Management 1.8 Elect Director John R. Erickson For For Management 1.9 Elect Director Samuel A. Flax For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- AMERICAN INTERNATIONAL GROUP, INC. Ticker: AIG Security ID: 026874784 Meeting Date: MAY 12, 2014 Meeting Type: Annual Record Date: MAR 17, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert H. Benmosche For For Management 1b Elect Director W. Don Cornwell For For Management 1c Elect Director Peter R. Fisher For For Management 1d Elect Director John H. Fitzpatrick For For Management 1e Elect Director William G. Jurgensen For For Management 1f Elect Director Christopher S. Lynch For For Management 1g Elect Director Arthur C. Martinez For For Management 1h Elect Director George L. Miles, Jr. For Against Management 1i Elect Director Henry S. Miller For For Management 1j Elect Director Robert S. Miller For For Management 1k Elect Director Suzanne Nora Johnson For For Management 1l Elect Director Ronald A. Rittenmeyer For For Management 1m Elect Director Douglas M. Steenland For For Management 1n Elect Director Theresa M. Stone For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Certificate of Incorporation to For For Management Continue to Restrict Certain Transfers of AIG Common Stock in Order to Protect AIG's Tax Attributes 4 Amend Tax Asset Protection Plan For For Management 5 Ratify Auditors For For Management -------------------------------------------------------------------------------- AMERICAN REALTY CAPITAL PROPERTIES, INC. Ticker: ARCP Security ID: 02917T104 Meeting Date: MAY 29, 2014 Meeting Type: Annual Record Date: APR 17, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Nicholas S. Schorsch For For Management 1.2 Elect Director Edward M. Weil, Jr. For For Management 1.3 Elect Director William M. Kahane For Withhold Management 1.4 Elect Director Leslie D. Michelson For Withhold Management 1.5 Elect Director Edward G. Rendell For Withhold Management 1.6 Elect Director Scott J. Bowman For Withhold Management 1.7 Elect Director William G. Stanley For Withhold Management 1.8 Elect Director Thomas A. Andruskevich For For Management 1.9 Elect Director Scott P. Sealy, Sr. For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year One Year Management -------------------------------------------------------------------------------- ANNALY CAPITAL MANAGEMENT, INC. Ticker: NLY Security ID: 035710409 Meeting Date: MAY 22, 2014 Meeting Type: Annual Record Date: MAR 28, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Jonathan D. Green For For Management 1b Elect Director John H. Schaefer For For Management 1c Elect Director Francine J. Bovich For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- APPLE INC. Ticker: AAPL Security ID: 037833100 Meeting Date: FEB 28, 2014 Meeting Type: Annual Record Date: DEC 30, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director William Campbell For For Management 1.2 Elect Director Timothy Cook For For Management 1.3 Elect Director Millard Drexler For For Management 1.4 Elect Director Al Gore For For Management 1.5 Elect Director Robert Iger For For Management 1.6 Elect Director Andrea Jung For For Management 1.7 Elect Director Arthur Levinson For For Management 1.8 Elect Director Ronald Sugar For For Management 2 Adopt Majority Voting for Uncontested For For Management Election of Directors 3 Amend Articles to Eliminate Board For For Management Blank Check Authority to Issue Preferred Stock 4 Establish a Par Value for Common Stock For For Management 5 Ratify Auditors For For Management 6 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 7 Approve Omnibus Stock Plan For For Management 8 Establish Board Committee on Human Against Against Shareholder Rights 9 Report on Trade Associations and Against Against Shareholder Organizations that Promote Sustainability Practices 10 Advisory Vote to Increase Capital Against Against Shareholder Repurchase Program 11 Proxy Access Against Against Shareholder -------------------------------------------------------------------------------- AT&T INC. Ticker: T Security ID: 00206R102 Meeting Date: APR 25, 2014 Meeting Type: Annual Record Date: FEB 26, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Randall L. Stephenson For For Management 1.2 Elect Director Reuben V. Anderson For For Management 1.3 Elect Director Jaime Chico Pardo For For Management 1.4 Elect Director Scott T. Ford For For Management 1.5 Elect Director James P. Kelly For For Management 1.6 Elect Director Jon C. Madonna For For Management 1.7 Elect Director Michael B. McCallister For For Management 1.8 Elect Director John B. McCoy For For Management 1.9 Elect Director Beth E. Mooney For For Management 1.10 Elect Director Joyce M. Roche For For Management 1.11 Elect Director Matthew K. Rose For For Management 1.12 Elect Director Cynthia B. Taylor For For Management 1.13 Elect Director Laura D'Andrea Tyson For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Severance For For Management Agreements/Change-in-Control Agreements 5 Report on Indirect Political Against Against Shareholder Contributions 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Lower Ownership Threshold for Action Against Against Shareholder by Written Consent -------------------------------------------------------------------------------- BERKSHIRE HATHAWAY INC. Ticker: BRK.B Security ID: 084670702 Meeting Date: MAY 03, 2014 Meeting Type: Annual Record Date: MAR 05, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Warren E. Buffett For For Management 1.2 Elect Director Charles T. Munger For For Management 1.3 Elect Director Howard G. Buffett For For Management 1.4 Elect Director Stephen B. Burke For For Management 1.5 Elect Director Susan L. Decker For For Management 1.6 Elect Director William H. Gates, III For For Management 1.7 Elect Director David S. Gottesman For For Management 1.8 Elect Director Charlotte Guyman For For Management 1.9 Elect Director Donald R. Keough For For Management 1.10 Elect Director Thomas S. Murphy For For Management 1.11 Elect Director Ronald L. Olson For For Management 1.12 Elect Director Walter Scott, Jr. For For Management 1.13 Elect Director Meryl B. Witmer For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency Three Three Years Management Years 4 Adopt Quantitative Goals for GHG and Against Against Shareholder Other Air Emissions 5 Approve Annual Dividends Against Against Shareholder -------------------------------------------------------------------------------- BMW GROUP BAYERISCHE MOTOREN WERKE AG Ticker: BMW Security ID: D12096125 Meeting Date: MAY 15, 2014 Meeting Type: Special Record Date: APR 23, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Notice of 2014 AGM Voting None None Management Result Regarding the Creation of EUR 5 Million Pool of Capital for Employee Stock Purchase Plan (Non-Voting) 2 Approve Creation of EUR 5 Million Pool For For Management of Capital for Employee Stock Purchase Plan -------------------------------------------------------------------------------- BRUNSWICK CORPORATION Ticker: BC Security ID: 117043109 Meeting Date: MAY 07, 2014 Meeting Type: Annual Record Date: MAR 04, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Nancy E. Cooper For For Management 1b Elect Director Dustan E. McCoy For For Management 1c Elect Director Ralph C. Stayer For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- CF INDUSTRIES HOLDINGS, INC. Ticker: CF Security ID: 125269100 Meeting Date: MAY 14, 2014 Meeting Type: Annual Record Date: MAR 24, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert C. Arzbaecher For For Management 1b Elect Director William Davisson For For Management 1c Elect Director Stephen J. Hagge For For Management 1d Elect Director Robert G. Kuhbach For For Management 1e Elect Director Edward A. Schmitt For For Management 2 Eliminate Supermajority Vote For For Management Requirement 3 Eliminate Supermajority Vote For For Management Requirement 4 Eliminate Supermajority Vote For For Management Requirement 5 Provide Right to Call Special Meeting For For Management 6 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 7 Approve Omnibus Stock Plan For For Management 8 Ratify Auditors For For Management -------------------------------------------------------------------------------- CITIGROUP INC. Ticker: C Security ID: 172967424 Meeting Date: APR 22, 2014 Meeting Type: Annual Record Date: FEB 24, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael L. Corbat For For Management 1b Elect Director Duncan P. Hennes For For Management 1c Elect Director Franz B. Humer For For Management 1d Elect Director Eugene M. McQuade For For Management 1e Elect Director Michael E. O'Neill For For Management 1f Elect Director Gary M. Reiner For For Management 1g Elect Director Judith Rodin For For Management 1h Elect Director Robert L. Ryan For For Management 1i Elect Director Anthony M. Santomero For For Management 1j Elect Director Joan E. Spero For For Management 1k Elect Director Diana L. Taylor For For Management 1l Elect Director William S. Thompson, Jr. For For Management 1m Elect Director James S. Turley For For Management 1n Elect Director Ernesto Zedillo Ponce For For Management de Leon 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Stock Retention/Holding Period Against Against Shareholder 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Amend Director Indemnifications Against Against Shareholder Provisions 8 Adopt Proxy Access Right Against Against Shareholder -------------------------------------------------------------------------------- COLE REAL ESTATE INVESTMENTS INC. Ticker: COLE Security ID: 19329V105 Meeting Date: JAN 23, 2014 Meeting Type: Special Record Date: DEC 20, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Merger Agreement For For Management 2 Advisory Vote on Golden Parachutes For For Management 3 Adjourn Meeting For For Management -------------------------------------------------------------------------------- DISCOVER FINANCIAL SERVICES Ticker: DFS Security ID: 254709108 Meeting Date: MAY 07, 2014 Meeting Type: Annual Record Date: MAR 11, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Aronin For For Management 1.2 Elect Director Mary K. Bush For For Management 1.3 Elect Director Gregory C. Case For For Management 1.4 Elect Director Candace H. Duncan For For Management 1.5 Elect Director Cynthia A. Glassman For For Management 1.6 Elect Director Richard H. Lenny For For Management 1.7 Elect Director Thomas G. Maheras For For Management 1.8 Elect Director Michael H. Moskow For For Management 1.9 Elect Director David W. Nelms For For Management 1.10 Elect Director Mark A. Thierer For For Management 1.11 Elect Director Lawrence A. Weinbach For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- EBAY INC. Ticker: EBAY Security ID: 278642103 Meeting Date: MAY 13, 2014 Meeting Type: Annual Record Date: MAR 18, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Fred D. Anderson For For Management 1.2 Elect Director Edward W. Barnholt For For Management 1.3 Elect Director Scott D. Cook For For Management 1.4 Elect Director John J. Donahoe For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Provide Right to Act by Written Consent Against Against Shareholder 6 Vote on Company's Spin Off (Withdrawn) None None Shareholder -------------------------------------------------------------------------------- ELI LILLY AND COMPANY Ticker: LLY Security ID: 532457108 Meeting Date: MAY 05, 2014 Meeting Type: Annual Record Date: FEB 28, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Michael L. Eskew For For Management 1b Elect Director Karen N. Horn For For Management 1c Elect Director William G. Kaelin, Jr. For For Management 1d Elect Director John C. Lechleiter For For Management 1e Elect Director Marschall S. Runge For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- EXPEDIA, INC. Ticker: EXPE Security ID: 30212P303 Meeting Date: JUN 17, 2014 Meeting Type: Annual Record Date: APR 21, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director A. George 'Skip' Battle For Withhold Management 1.2 Elect Director Pamela L. Coe For For Management 1.3 Elect Director Barry Diller For For Management 1.4 Elect Director Jonathan L. Dolgen For For Management 1.5 Elect Director Craig A. Jacobson For For Management 1.6 Elect Director Victor A. Kaufman For For Management 1.7 Elect Director Peter M. Kern For For Management 1.8 Elect Director Dara Khosrowshahi For For Management 1.9 Elect Director John C. Malone For For Management 1.10 Elect Director Jose A. Tazon For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- EXPRESS SCRIPTS HOLDING COMPANY Ticker: ESRX Security ID: 30219G108 Meeting Date: MAY 07, 2014 Meeting Type: Annual Record Date: MAR 10, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Gary G. Benanav For For Management 1b Elect Director Maura C. Breen For For Management 1c Elect Director William J. DeLaney For For Management 1d Elect Director Nicholas J. LaHowchic For For Management 1e Elect Director Thomas P. Mac Mahon For For Management 1f Elect Director Frank Mergenthaler For For Management 1g Elect Director Woodrow A. Myers, Jr. For For Management 1h Elect Director John O. Parker, Jr. For For Management 1i Elect Director George Paz For For Management 1j Elect Director William L. Roper For For Management 1k Elect Director Seymour Sternberg For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- FIDELITY NATIONAL FINANCIAL, INC. Ticker: FNF Security ID: 31620R105 Meeting Date: JUN 18, 2014 Meeting Type: Annual Record Date: MAY 07, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Amend Certificate of Incorporation to For For Management Approve the Tracking Stock Proposal 2 Approve the Reclassification Proposal For For Management 3 Approve the Optional Conversion For For Management Proposal 4 Approve the Group Disposition Proposal For For Management 5 Adjourn Meeting For For Management 6.1 Elect Director William P. Foley, II For For Management 6.2 Elect Director Douglas K. Ammerman For For Management 6.3 Elect Director Thomas M. Hagerty For For Management 6.4 Elect Director Peter O. Shea, Jr. For For Management 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 8 Amend Nonqualified Employee Stock For For Management Purchase Plan 9 Ratify Auditors For For Management -------------------------------------------------------------------------------- FREEPORT-MCMORAN COPPER & GOLD INC. Ticker: FCX Security ID: 35671D857 Meeting Date: JUL 16, 2013 Meeting Type: Annual Record Date: MAY 24, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard C. Adkerson For For Management 1.2 Elect Director Robert J. Allison, Jr. For Withhold Management 1.3 Elect Director Alan R. Buckwalter, III For For Management 1.4 Elect Director Robert A. Day For For Management 1.5 Elect Director James C. Flores For For Management 1.6 Elect Director Gerald J. Ford For For Management 1.7 Elect Director Thomas A. Fry, III For For Management 1.8 Elect Director H. Devon Graham, Jr. For Withhold Management 1.9 Elect Director Charles C. Krulak For Withhold Management 1.10 Elect Director Bobby Lee Lackey For Withhold Management 1.11 Elect Director Jon C. Madonna For Withhold Management 1.12 Elect Director Dustan E. McCoy For Withhold Management 1.13 Elect Director James R. Moffett For Withhold Management 1.14 Elect Director B. M. Rankin, Jr. For For Management 1.15 Elect Director Stephen H. Siegele For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Request Director Nominee with Against Against Shareholder Environmental Qualifications 5 Require Independent Board Chairman Against For Shareholder 6 Adopt Policy and Report on Board Against Against Shareholder Diversity 7 Amend Bylaws-- Call Special Meetings Against For Shareholder -------------------------------------------------------------------------------- FREEPORT-MCMORAN COPPER & GOLD INC. Ticker: FCX Security ID: 35671D857 Meeting Date: JUN 17, 2014 Meeting Type: Annual Record Date: APR 21, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Richard C. Adkerson For For Management 1.2 Elect Director Robert J. Allison, Jr. For For Management 1.3 Elect Director Alan R. Buckwalter, III For For Management 1.4 Elect Director Robert A. Day For For Management 1.5 Elect Director James C. Flores For For Management 1.6 Elect Director Gerald J. Ford For For Management 1.7 Elect Director Thomas A. Fry, III For For Management 1.8 Elect Director H. Devon Graham, Jr. For For Management 1.9 Elect Director Lydia H. Kennard For For Management 1.10 Elect Director Charles C. Krulak For For Management 1.11 Elect Director Bobby Lee Lackey For For Management 1.12 Elect Director Jon C. Madonna For For Management 1.13 Elect Director Dustan E. McCoy For For Management 1.14 Elect Director James R. Moffett For For Management 1.15 Elect Director Stephen H. Siegele For For Management 1.16 Elect Director Frances Fragos Townsend For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Approve Executive Incentive Bonus Plan For For Management 5 Require Director Nominee with Against Against Shareholder Environmental Experience -------------------------------------------------------------------------------- GENERAL MOTORS COMPANY Ticker: GM Security ID: 37045V100 Meeting Date: JUN 10, 2014 Meeting Type: Annual Record Date: APR 11, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Joseph J. Ashton For For Management 1b Elect Director Mary T. Barra For For Management 1c Elect Director Erroll B. Davis, Jr. For For Management 1d Elect Director Stephen J. Girsky For For Management 1e Elect Director E. Neville Isdell For For Management 1f Elect Director Kathryn V. Marinello For For Management 1g Elect Director Michael G. Mullen For For Management 1h Elect Director James J. Mulva For For Management 1i Elect Director Patricia F. Russo For For Management 1j Elect Director Thomas M. Schoewe For For Management 1k Elect Director Theodore M. Solso For For Management 1l Elect Director Carol M. Stephenson For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year Three Years Management 5 Approve Executive Incentive Bonus Plan For For Management 6 Approve Omnibus Stock Plan For For Management 7 Provide for Cumulative Voting Against Against Shareholder 8 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- GOOGLE INC. Ticker: GOOG Security ID: 38259P508 Meeting Date: MAY 14, 2014 Meeting Type: Annual Record Date: MAR 17, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Larry Page For For Management 1.2 Elect Director Sergey Brin For For Management 1.3 Elect Director Eric E. Schmidt For For Management 1.4 Elect Director L. John Doerr For For Management 1.5 Elect Director Diane B. Greene For For Management 1.6 Elect Director John L. Hennessy For For Management 1.7 Elect Director Ann Mather For For Management 1.8 Elect Director Paul S. Otellini For For Management 1.9 Elect Director K. Ram Shriram For For Management 1.10 Elect Director Shirley M. Tilghman For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Recapitalization Plan for all Against For Shareholder Stock to Have One-vote per Share 5 Report on Lobbying Payments and Policy Against Against Shareholder 6 Require a Majority Vote for the Against For Shareholder Election of Directors 7 Adopt Policy and Report on Impact of Against Against Shareholder Tax Strategy 8 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- HOLLYFRONTIER CORPORATION Ticker: HFC Security ID: 436106108 Meeting Date: MAY 14, 2014 Meeting Type: Annual Record Date: MAR 17, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Douglas Y. Bech For For Management 1b Elect Director Leldon E. Echols For For Management 1c Elect Director R. Kevin Hardage For For Management 1d Elect Director Michael C. Jennings For For Management 1e Elect Director Robert J. Kostelnik For For Management 1f Elect Director James H. Lee For For Management 1g Elect Director Franklin Myers For For Management 1h Elect Director Michael E. Rose For For Management 1i Elect Director Tommy A. Valenta For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Adopt Quantitative GHG Goals for Against Against Shareholder Products and Operations -------------------------------------------------------------------------------- JAPAN AIRLINES CO. LTD. Ticker: 9201 Security ID: J25979121 Meeting Date: JUN 18, 2014 Meeting Type: Annual Record Date: MAR 31, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Allocation of Income, with a For For Management Final Dividend of JPY 160 2 Amend Articles To Update Authorized For For Management Capital to Reflect Stock Split 3.1 Elect Director Onishi, Masaru For For Management 3.2 Elect Director Ueki, Yoshiharu For For Management 3.3 Elect Director Sato, Nobuhiro For For Management 3.4 Elect Director Kamikawa, Hirohide For For Management 3.5 Elect Director Okawa, Junko For For Management 3.6 Elect Director Fujita, Tadashi For For Management 3.7 Elect Director Saito, Norikazu For For Management 3.8 Elect Director Kainaka, Tatsuo For For Management 3.9 Elect Director Iwata, Kimie For For Management -------------------------------------------------------------------------------- JOHNSON & JOHNSON Ticker: JNJ Security ID: 478160104 Meeting Date: APR 24, 2014 Meeting Type: Annual Record Date: FEB 25, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mary Sue Coleman For For Management 1b Elect Director James G. Cullen For For Management 1c Elect Director Ian E. L. Davis For For Management 1d Elect Director Alex Gorsky For For Management 1e Elect Director Susan L. Lindquist For For Management 1f Elect Director Mark B. McClellan For For Management 1g Elect Director Anne M. Mulcahy For For Management 1h Elect Director Leo F. Mullin For For Management 1i Elect Director William D. Perez For For Management 1j Elect Director Charles Prince For For Management 1k Elect Director A. Eugene Washington For For Management 1l Elect Director Ronald A. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Stock Retention/Holding Period Against Against Shareholder -------------------------------------------------------------------------------- JPMORGAN CHASE & CO. Ticker: JPM Security ID: 46625H100 Meeting Date: MAY 20, 2014 Meeting Type: Annual Record Date: MAR 21, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Linda B. Bammann For For Management 1b Elect Director James A. Bell For For Management 1c Elect Director Crandall C. Bowles For For Management 1d Elect Director Stephen B. Burke For For Management 1e Elect Director James S. Crown For For Management 1f Elect Director James Dimon For For Management 1g Elect Director Timothy P. Flynn For For Management 1h Elect Director Laban P. Jackson, Jr. For For Management 1i Elect Director Michael A. Neal For For Management 1j Elect Director Lee R. Raymond For For Management 1k Elect Director William C. Weldon For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Report on Lobbying Payments and Policy Against Against Shareholder 5 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 6 Provide for Cumulative Voting Against Against Shareholder -------------------------------------------------------------------------------- LEGG MASON, INC. Ticker: LM Security ID: 524901105 Meeting Date: JUL 23, 2013 Meeting Type: Annual Record Date: MAY 23, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis M. Kass For For Management 1.2 Elect Director John V. Murphy For For Management 1.3 Elect Director John H. Myers For For Management 1.4 Elect Director Nelson Peltz For For Management 1.5 Elect Director W. Allen Reed For For Management 1.6 Elect Director Joseph A. Sullivan For For Management 2 Amend Non-Employee Director Omnibus For For Management Stock Plan 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- LEIDOS HOLDINGS, INC. Ticker: LDOS Security ID: 525327102 Meeting Date: JUN 06, 2014 Meeting Type: Annual Record Date: APR 09, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director David G. Fubini For For Management 1b Elect Director John J. Hamre For For Management 1c Elect Director Miriam E. John For For Management 1d Elect Director John P. Jumper For For Management 1e Elect Director Harry M.J. Kraemer, Jr. For For Management 1f Elect Director Lawrence C. Nussdorf For For Management 1g Elect Director Robert S. Shapard For For Management 1h Elect Director Noel B. Williams For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- LINN ENERGY, LLC Ticker: LINE Security ID: 536020100 Meeting Date: DEC 16, 2013 Meeting Type: Annual Record Date: NOV 14, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director George A. Alcorn For For Management 1.2 Elect Director David D. Dunlap For For Management 1.3 Elect Director Mark E. Ellis For For Management 1.4 Elect Director Michael C. Linn For For Management 1.5 Elect Director Joseph P. McCoy For For Management 1.6 Elect Director Jeffrey C. Swoveland For For Management 2 Ratify Auditors For For Management 3 Issue Shares in Connection with For For Management Acquisition 4 Amend Omnibus Stock Plan For For Management 5 Adjourn Meeting For For Management -------------------------------------------------------------------------------- LINN ENERGY, LLC Ticker: LINE Security ID: 536020100 Meeting Date: APR 22, 2014 Meeting Type: Annual Record Date: MAR 03, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mark E. Ellis For For Management 1.2 Elect Director David D. Dunlap For For Management 1.3 Elect Director Stephen J. Hadden For For Management 1.4 Elect Director Michael C. Linn For Withhold Management 1.5 Elect Director Joseph P. McCoy For For Management 1.6 Elect Director Jeffrey C. Swoveland For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- MARATHON PETROLEUM CORPORATION Ticker: MPC Security ID: 56585A102 Meeting Date: APR 30, 2014 Meeting Type: Annual Record Date: MAR 03, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Steven A. Davis For For Management 1b Elect Director Gary R. Heminger For For Management 1c Elect Director John W. Snow For For Management 1d Elect Director John P. Surma For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Adopt Quantitative GHG Goals for Against Against Shareholder Products and Operations 5 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- MERCK & CO., INC. Ticker: MRK Security ID: 58933Y105 Meeting Date: MAY 27, 2014 Meeting Type: Annual Record Date: MAR 31, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Leslie A. Brun For For Management 1b Elect Director Thomas R. Cech For For Management 1c Elect Director Kenneth C. Frazier For For Management 1d Elect Director Thomas H. Glocer For For Management 1e Elect Director William B. Harrison, Jr. For For Management 1f Elect Director C. Robert Kidder For For Management 1g Elect Director Rochelle B. Lazarus For For Management 1h Elect Director Carlos E. Represas For For Management 1i Elect Director Patricia F. Russo For For Management 1j Elect Director Craig B. Thompson For For Management 1k Elect Director Wendell P. Weeks For For Management 1l Elect Director Peter C. Wendell For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Provide Right to Act by Written Consent Against Against Shareholder 5 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings -------------------------------------------------------------------------------- METRO AG Ticker: MEO Security ID: D53968125 Meeting Date: FEB 12, 2014 Meeting Type: Annual Record Date: JAN 21, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Financial Statements and None None Management Statutory Reports for the Abbreviated Fiscal Year 2013 (Non-Voting) 2 Approve Allocation of Income and For For Management Omission of Dividends 3 Approve Discharge of Management Board For For Management for Abbreviated Fiscal Year 2013 4 Approve Discharge of Supervisory Board For For Management for Abbreviated Fiscal Year 2013 5 Ratify KPMG AG as Auditors for Fiscal For For Management 2013/2014 6 Elect Fredy Raas to the Supervisory For For Management Board 7 Approve Remuneration System for For For Management Management Board Members -------------------------------------------------------------------------------- NEXSTAR BROADCASTING GROUP, INC. Ticker: NXST Security ID: 65336K103 Meeting Date: JUN 11, 2014 Meeting Type: Annual Record Date: APR 07, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director I. Martin Pompadur For For Management 1.2 Elect Director Dennis A. Miller For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- NOBLE CORPORATION Ticker: NE Security ID: H5833N103 Meeting Date: OCT 11, 2013 Meeting Type: Special Record Date: SEP 23, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1 Change Jurisdiction of Incorporation For For Management -------------------------------------------------------------------------------- NOBLE CORPORATION PLC Ticker: NE Security ID: G65431101 Meeting Date: JUN 10, 2014 Meeting Type: Annual Record Date: APR 25, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Elect Director Scott D. Josey For For Management 2 Elect Director Jon A. Marshall For For Management 3 Elect Director Mary P. Ricciardello For Against Management 4 Ratify PricewaterhouseCoopers LLP as For For Management Independent Registered Public Accounting Firm 5 Ratify PricewaterhouseCoopers LLP as For For Management Statutory Auditor 6 Authorize Audit Committee to Fix For For Management Remuneration of Statutory Auditors 7 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 8 Advisory Vote to Ratify Directors' For For Management Compensation Report 9 Approve Remuneration Policy For For Management 10 Approve Dividends For For Management 11 Declassify the Board of Directors For For Management -------------------------------------------------------------------------------- NOVARTIS AG Ticker: NOVN Security ID: 66987V109 Meeting Date: FEB 25, 2014 Meeting Type: Annual Record Date: JAN 16, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Approve Discharge of Board and Senior For For Management Management 3 Approve Allocation of Income and For For Management Dividends of CHF 2.45 per Share 4.1 Approve Remuneration of Directors in For For Management the Amount of CHF 8.0 Million (Non-Binding) 4.2 Approve Remuneration of Executive For For Management Committee in the Amount of CHF 67.7 Million for Performance Cycle 2013 (Non-Binding) 5.1 Reelect Joerg Reinhardt as Director For For Management and Chairman of the Board of Directors 5.2 Reelect Dimitri Azar as Director For For Management 5.3 Reelect Verena Briner as Director For For Management 5.4 Reelect Srikant Datar as Director For For Management 5.5 Reelect Ann Fudge as Director For For Management 5.6 Reelect Pierre Landolt as Director For For Management 5.7 Reelect Ulrich Lehner as Director For For Management 5.8 Reelect Andreas von Planta as Director For For Management 5.9 Reelect Charles Sawyers as Director For For Management 5.10 Reelect Enrico Vanni as Director For For Management 5.11 Reelect William Winters as Director For For Management 6.1 Elect Srikant Datar as Member of the For For Management Compensation Committee 6.2 Elect Ann Fudge as Member of the For For Management Compensation Committee 6.3 Elect Ulrich Lehner as Member of the For For Management Compensation Committee 6.4 Elect Enrico Vanni as Member of the For For Management Compensation Committee 7 Ratify PricewaterhouseCoopers AG as For For Management Auditors 8 Designate Peter Andreas Zahn as For For Management Independent Proxy 9 Additional And/or Counter-proposals For Against Management Presented At The Meeting -------------------------------------------------------------------------------- ORACLE CORPORATION Ticker: ORCL Security ID: 68389X105 Meeting Date: OCT 31, 2013 Meeting Type: Annual Record Date: SEP 03, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jeffrey S. Berg For For Management 1.2 Elect Director H. Raymond Bingham For Withhold Management 1.3 Elect Director Michael J. Boskin For For Management 1.4 Elect Director Safra A. Catz For For Management 1.5 Elect Director Bruce R. Chizen For For Management 1.6 Elect Director George H. Conrades For For Management 1.7 Elect Director Lawrence J. Ellison For For Management 1.8 Elect Director Hector Garcia-Molina For For Management 1.9 Elect Director Jeffrey O. Henley For For Management 1.10 Elect Director Mark V. Hurd For For Management 1.11 Elect Director Naomi O. Seligman For For Management 2 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Establish Human Rights Committee Against Against Shareholder 6 Require Independent Board Chairman Against For Shareholder 7 Provide Vote Counting to Exclude Against Against Shareholder Abstentions 8 Adopt Multiple Performance Metrics Against Against Shareholder Under Executive Incentive Plans 9 Require Shareholder Approval of Against Against Shareholder Quantifiable Performance Metrics -------------------------------------------------------------------------------- OWENS CORNING Ticker: OC Security ID: 690742101 Meeting Date: APR 17, 2014 Meeting Type: Annual Record Date: FEB 26, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Ann Iverson For For Management 1.2 Elect Director Edward F. Lonergan For For Management 1.3 Elect Director John D. Williams For For Management 2 Ratify Auditors For For Management 3 Declassify the Board of Directors For For Management 4 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- PBF ENERGY INC. Ticker: PBF Security ID: 69318G106 Meeting Date: MAY 21, 2014 Meeting Type: Annual Record Date: MAR 25, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Thomas D. O'Malley For For Management 1.2 Elect Director Spencer Abraham For For Management 1.3 Elect Director Jefferson F. Allen For For Management 1.4 Elect Director Martin J. Brand For For Management 1.5 Elect Director Wayne A. Budd For For Management 1.6 Elect Director David I. Foley For For Management 1.7 Elect Director Dennis M. Houston For For Management 1.8 Elect Director Edward F. Kosnik For For Management 2 Ratify Auditors For For Management -------------------------------------------------------------------------------- PEPSICO, INC. Ticker: PEP Security ID: 713448108 Meeting Date: MAY 07, 2014 Meeting Type: Annual Record Date: FEB 28, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Shona L. Brown For For Management 1b Elect Director George W. Buckley For For Management 1c Elect Director Ian M. Cook For For Management 1d Elect Director Dina Dublon For For Management 1e Elect Director Rona A. Fairhead For For Management 1f Elect Director Ray L. Hunt For For Management 1g Elect Director Alberto Ibarguen For For Management 1h Elect Director Indra K. Nooyi For For Management 1i Elect Director Sharon Percy Rockefeller For For Management 1j Elect Director James J. Schiro For For Management 1k Elect Director Lloyd G. Trotter For For Management 1l Elect Director Daniel Vasella For For Management 1m Elect Director Alberto Weisser For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Executive Incentive Bonus Plan For For Management 5 Require Shareholder Vote to Approve Against Against Shareholder Political Contributions Policy 6 Stock Retention/Holding Period Against Against Shareholder -------------------------------------------------------------------------------- PFIZER INC. Ticker: PFE Security ID: 717081103 Meeting Date: APR 24, 2014 Meeting Type: Annual Record Date: FEB 26, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Dennis A. Ausiello For For Management 1.2 Elect Director W. Don Cornwell For For Management 1.3 Elect Director Frances D. Fergusson For For Management 1.4 Elect Director Helen H. Hobbs For For Management 1.5 Elect Director Constance J. Horner For For Management 1.6 Elect Director James M. Kilts For For Management 1.7 Elect Director George A. Lorch For For Management 1.8 Elect Director Shantanu Narayen For For Management 1.9 Elect Director Suzanne Nora Johnson For For Management 1.10 Elect Director Ian C. Read For For Management 1.11 Elect Director Stephen W. Sanger For For Management 1.12 Elect Director Marc Tessier-Lavigne For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Approve Omnibus Stock Plan For For Management 5 Require Shareholder Vote to Approve Against Against Shareholder Political Contributions Policy 6 Review and Assess Membership of Against Against Shareholder Lobbying Organizations 7 Provide Right to Act by Written Consent Against Against Shareholder -------------------------------------------------------------------------------- QUALCOMM INCORPORATED Ticker: QCOM Security ID: 747525103 Meeting Date: MAR 04, 2014 Meeting Type: Annual Record Date: JAN 06, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Barbara T. Alexander For For Management 1b Elect Director Donald G. Cruickshank For For Management 1c Elect Director Raymond V. Dittamore For For Management 1d Elect Director Susan Hockfield For For Management 1e Elect Director Thomas W. Horton For For Management 1f Elect Director Paul E. Jacobs For For Management 1g Elect Director Sherry Lansing For For Management 1h Elect Director Steven M. Mollenkopf For For Management 1i Elect Director Duane A. Nelles For For Management 1j Elect Director Clark T. 'Sandy' Randt, For For Management Jr. 1k Elect Director Francisco Ros For For Management 1l Elect Director Jonathan J. Rubinstein For For Management 1m Elect Director Brent Scowcroft For For Management 1n Elect Director Marc I. Stern For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year Three Years Management -------------------------------------------------------------------------------- RENAULT Ticker: RNO Security ID: F77098105 Meeting Date: APR 30, 2014 Meeting Type: Annual/Special Record Date: APR 24, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Financial Statements and For For Management Statutory Reports 2 Approve Consolidated Financial For For Management Statements and Statutory Reports 3 Approve Allocation of Income and For For Management Dividends of EUR 1.72 per Share 4 Approve Auditors' Special Report on For For Management Related-Party Transactions 5 Acknowledge Auditor's Special Reports For For Management Re: Remuneration of Redeemable Shares 6 Reelect Carlos Ghosn as Director For For Management 7 Approve Additional Pension Scheme For For Management Agreement with Carlos Ghosn 8 Advisory Vote on Compensation of For For Management Carlos Ghosn, Chairman and CEO 9 Reelect Marc Ladreit de Lacharriere as For For Management Director 10 Reelect Franck Riboud as Director For For Management 11 Reelect Hiroto Saikawa as Director For For Management 12 Reelect Pascale Sourisse as Director For For Management 13 Elect Patrick Thomas as Director For For Management 14 Renew Appointment of Ernst and Young For For Management Audit as Auditor and Auditex as Alternate Auditor 15 Appoint KPMG S.A. as Auditor and KPMG For For Management Audit ID S.A.S. as Alternate Auditor 16 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 17 Authorize Decrease in Share Capital For For Management via Cancellation of Repurchased Shares 18 Authorize Issuance of Equity or For For Management Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 350 Million 19 Authorize Issuance of Equity or For For Management Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 120 Million 20 Approve Issuance of Equity or For For Management Equity-Linked Securities for up to 20 Percent of Issued Capital Per Year for Private Placement, up to Aggregate Nominal Amount of EUR 60 Million 21 Authorize Capital Increase of Up to For For Management EUR 120 Million for Future Exchange Offers 22 Authorize Capital Increase of up to 10 For For Management Percent of Issued Capital for Contributions in Kind 23 Authorize Capitalization of Reserves For For Management of Up to EUR 1 Billion for Bonus Issue or Increase in Par Value 24 Authorize Capital Issuances for Use in For For Management Employee Stock Purchase Plans 25 Authorize Filing of Required For For Management Documents/Other Formalities -------------------------------------------------------------------------------- SCIENCE APPLICATIONS INTERNATIONAL CORPORATION Ticker: SAIC Security ID: 808625107 Meeting Date: JUN 04, 2014 Meeting Type: Annual Record Date: APR 09, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Robert A. Bedingfield For For Management 1b Elect Director Jere A. Drummond For For Management 1c Elect Director Thomas F. Frist, III For For Management 1d Elect Director John J. Hamre For For Management 1e Elect Director Anthony J. Moraco For For Management 1f Elect Director Donna S. Morea For For Management 1g Elect Director Edward J. Sanderson, Jr. For For Management 1h Elect Director Steven R. Shane For For Management 2 Amend Omnibus Stock Plan For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Advisory Vote on Say on Pay Frequency One Year Three Years Management 5 Ratify Auditors For For Management -------------------------------------------------------------------------------- SINCLAIR BROADCAST GROUP, INC. Ticker: SBGI Security ID: 829226109 Meeting Date: JUN 05, 2014 Meeting Type: Annual Record Date: MAR 18, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David D. Smith For For Management 1.2 Elect Director Frederick G. Smith For For Management 1.3 Elect Director J. Duncan Smith For For Management 1.4 Elect Director Robert E. Smith For For Management 1.5 Elect Director Lawrence E. McCanna For For Management 1.6 Elect Director Daniel C. Keith For Withhold Management 1.7 Elect Director Martin R. Leader For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- SPRINGLEAF HOLDINGS INC. Ticker: LEAF Security ID: 85172J101 Meeting Date: MAY 28, 2014 Meeting Type: Annual Record Date: APR 01, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Jay N. Levine For For Management 1.2 Elect Director Roy A. Guthrie For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Advisory Vote on Say on Pay Frequency Three Three Years Management Years 4 Ratify Auditors For For Management -------------------------------------------------------------------------------- SUNCOR ENERGY INC Ticker: SU Security ID: 867224107 Meeting Date: APR 29, 2014 Meeting Type: Annual Record Date: MAR 03, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Mel E. Benson For For Management 1.2 Elect Director Dominic D'Alessandro For For Management 1.3 Elect Director W. Douglas Ford For For Management 1.4 Elect Director John D. Gass For For Management 1.5 Elect Director Paul Haseldonckx For For Management 1.6 Elect Director John R. Huff For For Management 1.7 Elect Director Jacques Lamarre For For Management 1.8 Elect Director Maureen McCaw For For Management 1.9 Elect Director Michael W. O'Brien For For Management 1.10 Elect Director James W. Simpson For For Management 1.11 Elect Director Eira M. Thomas For For Management 1.12 Elect Director Steven W. Williams For For Management 1.13 Elect Director Michael M. Wilson For For Management 2 Approve PricewaterhouseCoopers LLP as For For Management Auditors and Authorize Board to Fix Their Remuneration 3 Advisory Vote on Executive For For Management Compensation Approach -------------------------------------------------------------------------------- TEMPUR SEALY INTERNATIONAL, INC. Ticker: TPX Security ID: 88023U101 Meeting Date: MAY 07, 2014 Meeting Type: Annual Record Date: MAR 10, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Evelyn S. Dilsaver For For Management 1b Elect Director Frank Doyle For For Management 1c Elect Director John A. Heil For For Management 1d Elect Director Peter K. Hoffman For For Management 1e Elect Director Paul Judge For For Management 1f Elect Director Nancy F. Koehn For For Management 1g Elect Director Christopher A. Masto For For Management 1h Elect Director P. Andrews McLane For For Management 1i Elect Director Lawrence J. Rogers For For Management 1j Elect Director Mark Sarvary For For Management 1k Elect Director Robert B. Trussell, Jr. For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE ALLSTATE CORPORATION Ticker: ALL Security ID: 020002101 Meeting Date: MAY 20, 2014 Meeting Type: Annual Record Date: MAR 21, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director F. Duane Ackerman For For Management 1b Elect Director Robert D. Beyer For For Management 1c Elect Director Kermit R. Crawford For For Management 1d Elect Director Jack M. Greenberg For For Management 1e Elect Director Herbert L. Henkel For For Management 1f Elect Director Siddharth N. (Bobby) For For Management Mehta 1g Elect Director Andrea Redmond For For Management 1h Elect Director John W. Rowe For For Management 1i Elect Director Judith A. Sprieser For Against Management 1j Elect Director Mary Alice Taylor For For Management 1k Elect Director Thomas J. Wilson For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Approve Executive Incentive Bonus Plan For For Management 4 Ratify Auditors For For Management 5 Stock Retention/Holding Period Against Against Shareholder 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Report on Political Contributions Against Against Shareholder -------------------------------------------------------------------------------- THE PROCTER & GAMBLE COMPANY Ticker: PG Security ID: 742718109 Meeting Date: OCT 08, 2013 Meeting Type: Annual Record Date: AUG 09, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Angela F. Braly For For Management 1b Elect Director Kenneth I. Chenault For For Management 1c Elect Director Scott D. Cook For For Management 1d Elect Director Susan Desmond-Hellmann For For Management 1e Elect Director A.G. Lafley For For Management 1f Elect Director Terry J. Lundgren For For Management 1g Elect Director W. James McNerney, Jr. For For Management 1h Elect Director Margaret C. Whitman For For Management 1i Elect Director Mary Agnes Wilderotter For For Management 1j Elect Director Patricia A. Woertz For For Management 1k Elect Director Ernesto Zedillo For For Management 2 Ratify Auditors For For Management 3 Reduce Supermajority Vote Requirement For For Management 4 Approve Non-Employee Director Omnibus For For Management Stock Plan 5 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation -------------------------------------------------------------------------------- THE WALT DISNEY COMPANY Ticker: DIS Security ID: 254687106 Meeting Date: MAR 18, 2014 Meeting Type: Annual Record Date: JAN 17, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Susan E. Arnold For For Management 1b Elect Director John S. Chen For For Management 1c Elect Director Jack Dorsey For For Management 1d Elect Director Robert A. Iger For For Management 1e Elect Director Fred H. Langhammer For For Management 1f Elect Director Aylwin B. Lewis For For Management 1g Elect Director Monica C. Lozano For For Management 1h Elect Director Robert W. Matschullat For For Management 1i Elect Director Sheryl K. Sandberg For For Management 1j Elect Director Orin C. Smith For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Right to Call Special Meeting For For Management 5 Adopt Proxy Access Right Against For Shareholder 6 Pro-rata Vesting of Equity Awards Against Against Shareholder -------------------------------------------------------------------------------- U.S. BANCORP Ticker: USB Security ID: 902973304 Meeting Date: APR 15, 2014 Meeting Type: Annual Record Date: FEB 18, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Douglas M. Baker, Jr. For For Management 1b Elect Director Y. Marc Belton For For Management 1c Elect Director Victoria Buyniski For For Management Gluckman 1d Elect Director Arthur D. Collins, Jr. For For Management 1e Elect Director Richard K. Davis For For Management 1f Elect Director Roland A. Hernandez For For Management 1g Elect Director Doreen Woo Ho For For Management 1h Elect Director Joel W. Johnson For For Management 1i Elect Director Olivia F. Kirtley For For Management 1j Elect Director Jerry W. Levin For For Management 1k Elect Director David B. O'Maley For For Management 1l Elect Director O'dell M. Owens For For Management 1m Elect Director Craig D. Schnuck For For Management 1n Elect Director Patrick T. Stokes For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Require Independent Board Chairman Against Against Shareholder -------------------------------------------------------------------------------- UNILEVER NV Ticker: UNA Security ID: 904784709 Meeting Date: MAY 14, 2014 Meeting Type: Annual Record Date: APR 16, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1 Receive Report of Management Board None None Management (Non-Voting) 2 Discuss Remuneration Report Containing None None Management Remuneration Policy for Management Board Members 3 Approve Remuneration Policy For For Management 4 Approve Financial Statements and For For Management Allocation of Income 5 Approve Discharge of Executive Board For For Management Members 6 Approve Discharge of Non-Executive For For Management Board Members 7 Reelect P.G.J.M. Polman as an For For Management Executive Director 8 Relect R.J-M.S. Huet as an Executive For For Management Director 9 Reelect L.M. Cha as a Non-Executive For For Management Director 10 Reelect L.O. Fresco as a Non-Executive For For Management Director 11 Reelect A.M. Fudge as a Non-Executive For For Management Director 12 Reelect B.E. Grote as a Non-Executive For For Management Director 13 Reelect M.Ma as a Non-Executive For For Management Director 14 Reelect H. Nyasulu as a Non-Executive For For Management Director 15 Reelect M. Rifkind as a Non-Executive For For Management Director 16 Reelect J. Rishton as a Non-Executive For For Management Director 17 Reelect K.J. Storm as a Non-Executive For For Management Director 18 Reelect M. Treschow as a Non-Executive For For Management Director 19 Reelect P.S. Walsh as a Non-Executive For For Management Director 20 Elect F Sijbesma as a Non-Executive For For Management Director 21 Ratify KPMG as Auditors For For Management 22 Grant Board Authority to Issue Shares For For Management Up To 10 Percent of Issued Capital Plus Additional 10 Percent in Case of Takeover/Merger and Restricting/Excluding Preemptive Rights 23 Authorize Repurchase of Up to 10 For For Management Percent of Issued Share Capital 24 Approve Cancellation of Repurchased For For Management Shares 25 Allow Questions and Close Meeting None None Management -------------------------------------------------------------------------------- UNITED CONTINENTAL HOLDINGS, INC. Ticker: UAL Security ID: 910047109 Meeting Date: JUN 11, 2014 Meeting Type: Annual Record Date: APR 14, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Carolyn Corvi For For Management 1.2 Elect Director Jane C. Garvey For For Management 1.3 Elect Director Walter Isaacson For For Management 1.4 Elect Director Henry L. Meyer, III For For Management 1.5 Elect Director Oscar Munoz For For Management 1.6 Elect Director William R. Nuti For For Management 1.7 Elect Director Laurence E. Simmons For For Management 1.8 Elect Director Jeffery A. Smisek For For Management 1.9 Elect Director David J. Vitale For For Management 1.10 Elect Director John H. Walker For For Management 1.11 Elect Director Charles A. Yamarone For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Amend Non-Employee Director Omnibus For For Management Stock Plan -------------------------------------------------------------------------------- UNITEDHEALTH GROUP INCORPORATED Ticker: UNH Security ID: 91324P102 Meeting Date: JUN 02, 2014 Meeting Type: Annual Record Date: APR 04, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director William C. Ballard, Jr. For For Management 1b Elect Director Edson Bueno For For Management 1c Elect Director Richard T. Burke For For Management 1d Elect Directo Robert J. Darretta For For Management 1e Elect Director Stephen J. Hemsley For For Management 1f Elect Director Michele J. Hooper For For Management 1g Elect Director Rodger A. Lawson For For Management 1h Elect Director Douglas W. Leatherdale For For Management 1i Elect Director Glenn M. Renwick For For Management 1j Elect Director Kenneth I. Shine For For Management 1k Elect Director Gail R. Wilensky For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management 4 Provide for Cumulative Voting Against Against Shareholder 5 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- VERIZON COMMUNICATIONS INC. Ticker: VZ Security ID: 92343V104 Meeting Date: MAY 01, 2014 Meeting Type: Annual Record Date: MAR 03, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director Shellye L. Archambeau For For Management 1.2 Elect Director Richard L. Carrion For For Management 1.3 Elect Director Melanie L. Healey For For Management 1.4 Elect Director M. Frances Keeth For For Management 1.5 Elect Director Robert W. Lane For For Management 1.6 Elect Director Lowell C. McAdam For For Management 1.7 Elect Director Donald T. Nicolaisen For For Management 1.8 Elect Director Clarence Otis, Jr. For For Management 1.9 Elect Director Rodney E. Slater For For Management 1.10 Elect Director Kathryn A. Tesija For For Management 1.11 Elect Director Gregory D. Wasson For For Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 4 Provide Proxy Access Right For For Management 5 Report on Net Neutrality Against Against Shareholder 6 Report on Lobbying Payments and Policy Against Against Shareholder 7 Submit Severance Agreement Against Against Shareholder (Change-in-Control) to Shareholder Vote 8 Amend Articles/Bylaws/Charter -- Call Against Against Shareholder Special Meetings 9 Provide Right to Act by Written Consent Against Against Shareholder 10 Approve Proxy Voting Authority Against Against Shareholder -------------------------------------------------------------------------------- VISA INC. Ticker: V Security ID: 92826C839 Meeting Date: JAN 29, 2014 Meeting Type: Annual Record Date: DEC 03, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Mary B. Cranston For For Management 1b Elect Director Francisco Javier For Against Management Fernandez-Carbajal 1c Elect Director Alfred F. Kelly, Jr. For For Management 1d Elect Director Robert W. Matschullat For For Management 1e Elect Director Cathy E. Minehan For For Management 1f Elect Director Suzanne Nora Johnson For For Management 1g Elect Director David J. Pang For For Management 1h Elect Director Charles W. Scharf For For Management 1i Elect Director William S. Shanahan For For Management 1j Elect Director John A. C. Swainson For For Management 1k Elect Director Maynard G. Webb, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Ratify Auditors For For Management -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W209 Meeting Date: JUL 23, 2013 Meeting Type: Annual Record Date: JUN 03, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1 Accept Financial Statements and For For Management Statutory Reports 2 Re-elect Gerard Kleisterlee as Director For For Management 3 Re-elect Vittorio Colao as Director For For Management 4 Re-elect Andy Halford as Director For For Management 5 Re-elect Stephen Pusey as Director For For Management 6 Re-elect Renee James as Director For For Management 7 Re-elect Alan Jebson as Director For For Management 8 Re-elect Samuel Jonah as Director For For Management 9 Elect Omid Kordestani as Director For For Management 10 Re-elect Nick Land as Director For For Management 11 Re-elect Anne Lauvergeon as Director For For Management 12 Re-elect Luc Vandevelde as Director For For Management 13 Re-elect Anthony Watson as Director For For Management 14 Re-elect Philip Yea as Director For For Management 15 Approve Final Dividend For For Management 16 Approve Remuneration Report For For Management 17 Reappoint Deloitte LLP as Auditors For For Management 18 Authorise the Audit and Risk Committee For For Management to Fix Remuneration of Auditors 19 Authorise Issue of Equity with For For Management Pre-emptive Rights 20 Authorise Issue of Equity without For For Management Pre-emptive Rights 21 Authorise Market Purchase of Ordinary For For Management Shares 22 Authorise EU Political Donations and For For Management Expenditure 23 Authorise the Company to Call EGM with For For Management Two Weeks' Notice -------------------------------------------------------------------------------- VODAFONE GROUP PLC Ticker: VOD Security ID: 92857W209 Meeting Date: JAN 28, 2014 Meeting Type: Special Record Date: DEC 12, 2013 # Proposal Mgt Rec Vote Cast Sponsor 1 Approve Scheme of Arrangement For For Management 1 Approve Disposal of All of the Shares For For Management in Vodafone Americas Finance 1 by Vodafone 4 Limited to Verizon Communications Inc 2 Approve Matters Relating to the Return For For Management of Value to Shareholders 3 Authorise Market Purchase of Ordinary For For Management Shares 4 Authorise Board to Ratify and Execute For For Management Approved Resolutions -------------------------------------------------------------------------------- WAL-MART STORES, INC. Ticker: WMT Security ID: 931142103 Meeting Date: JUN 06, 2014 Meeting Type: Annual Record Date: APR 11, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1a Elect Director Aida M. Alvarez For Against Management 1b Elect Director James I. Cash, Jr. For Against Management 1c Elect Director Roger C. Corbett For For Management 1d Elect Director Pamela J. Craig For Against Management 1e Elect Director Douglas N. Daft For Against Management 1f Elect Director Michael T. Duke For Against Management 1g Elect Director Timothy P. Flynn For Against Management 1h Elect Director Marissa A. Mayer For For Management 1i Elect Director C. Douglas McMillon For For Management 1j Elect Director Gregory B. Penner For For Management 1k Elect Director Steven S Reinemund For For Management 1l Elect Director Jim C. Walton For For Management 1m Elect Director S. Robson Walton For Against Management 1n Elect Director Linda S. Wolf For Against Management 2 Ratify Auditors For For Management 3 Advisory Vote to Ratify Named For Against Management Executive Officers' Compensation 4 Require Independent Board Chairman Against For Shareholder 5 Disclosure of Recoupment Activity from Against For Shareholder Senior Officers 6 Report on Lobbying Payments and Policy Against Against Shareholder -------------------------------------------------------------------------------- YAHOO! INC. Ticker: YHOO Security ID: 984332106 Meeting Date: JUN 25, 2014 Meeting Type: Annual Record Date: APR 28, 2014 # Proposal Mgt Rec Vote Cast Sponsor 1.1 Elect Director David Filo For For Management 1.2 Elect Director Susan M. James For For Management 1.3 Elect Director Max R. Levchin For For Management 1.4 Elect Director Marissa A. Mayer For For Management 1.5 Elect Director Thomas J. McInerney For For Management 1.6 Elect Director Charles R. Schwab For For Management 1.7 Elect Director H. Lee Scott, Jr. For For Management 1.8 Elect Director Jane E. Shaw For For Management 1.9 Elect Director Maynard G. Webb, Jr. For For Management 2 Advisory Vote to Ratify Named For For Management Executive Officers' Compensation 3 Amend Omnibus Stock Plan For For Management 4 Ratify Auditors For For Management 5 Provide Right to Call Special Meeting For For Management 6 Establish Board Committee on Human Against Against Shareholder Rights 7 Report on Lobbying Payments and Policy Against Against Shareholder 8 Report on Political Contributions Against Against Shareholder ========== END NPX REPORT
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.
BlackRock Enhanced Capital and Income Fund, Inc.
By: | /s/ John Perlowski | |
John Perlowski | ||
Chief Executive Officer of | ||
BlackRock Enhanced Capital and Income Fund, Inc. |
Date: August 27, 2014