UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF Germany Fund, Inc. Investment Company Act file number 811-4632 Germany Fund, Inc. (Exact name of registrant as specified in charter) Two International Place Boston, MA 02110 (Address of principal executive offices) (Zip code) Carole Coleman Secretary 345 Park Avenue New York, NY 10154 (Name and address of agent for service) Registrant's telephone number, including area code: 212-454-6901 Date of fiscal year end: 12/31 ----- Date of reporting period: 7/1/04-6/30/05 ---------------- Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (ss.ss. 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. ss. 3507. ProxyEdge - Investment Company Report Meeting Date Range: 07/01/2004 to 06/30/2005 Selected Accounts: The Germany Fund Vote Summary Report (Long) 07/01/04 to 06/30/05 Bayer AG Shares Voted 150,000 Security DE0005752000 Meeting Date 11/17/2004 Meeting Type EGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Approve Spin-Off of LANXESS Segment; Approve 1 Acquisition of LANXESS AG Mgmt For For ThyssenKrupp AG (Formerly Thyssen Ag ) Shares Voted 120,000 Security DE0007500001 Meeting Date 1/21/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 0.60 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal 2003/2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2003/2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 5 AG as Auditors Mgmt For For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For For 7.1 Elect Gerhard Cromme to the Supervisory Board Mgmt For For 7.2 Elect Wan Gang to the Supervisory Board Mgmt For For Elect Juergen Hubbert to the Supervisory 7.3 Board Mgmt For For Elect Martin Kohlhaussen to the Supervisory 7.4 Board Mgmt For For 7.5 Elect Heinz Kriwet to the Supervisory Board Mgmt For For Elect Bernhard Pellens to the Supervisory 7.6 Board Mgmt For For Elect Heinrich v. Pierer to the Supervisory 7.7 Board Mgmt For For Elect Kersten von Schenck to the Supervisory 7.8 Board Mgmt For For Elect Henning Schulte-Noelle to the 7.9 Supervisory Board Mgmt For For Elect Christian Streiff to the Supervisory 7.1 Board Mgmt For For Infineon Shares Voted Security Technologies AG 60,000 DE0006231004 Meeting Date 1/25/2005 Meeting Type AGM Record Date 1/18/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Discharge of Management Board for 2 Fiscal 2003/2004 Mgmt For For Approve Discharge of Supervisory Board for 3 Fiscal 2003/2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 4 AG as Auditors Mgmt For For Reelect Joachim Faber to the Supervisory 5.1 Board Mgmt For For Elect Johannes Feldmayer to the Supervisory 5.2 Board Mgmt For For Reelect Stefan Jentzsch to the Supervisory 5.3 Board Mgmt For For Reelect Dietrich Kley to the Supervisory 5.4 Board Mgmt For For 5.5 Elect Renate Koecher to the Supervisory Board Mgmt For For Elect Doris Schmitt-Landsiedel to the 5.6 Supervisory Board Mgmt For For 5.7 Reelect Martin Winterkorn Supervisory Board Mgmt For For Reelect Klaus Wucherer to the Supervisory 5.8 Board Mgmt For For Elect Eckhart Suenner as Alternate 5.9 Supervisory Board Member Mgmt For For Approve Affiliation Agreements with a 6 Subsidiary (IFTF) Mgmt For For Amend Articles Re: Shareholder Loyalty Initiatives; Designate Electronic Publications for Meeting Announcements and 7 Invitation to Shareholder Meetings Mgmt For For Siemens AG Shares Voted 190,000 Security DE0007236101 Meeting Date 1/27/2005 Meeting Type AGM Record Date 1/21/2005 Ballot Issues Proponent Mgmt Vote Rec Cast 1 Receive Supervisory Board Report Receive Financial Statements and Statutory 2 Reports Approve Allocation of Income and Dividends 3 of EUR 1.25 per Share Mgmt For For Approve Discharge of Management Board for 4 Fiscal 2003/2004 Mgmt For For Approve Discharge of Supervisory Board for 5 Fiscal 2003/2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 6 AG as Auditors Mgmt For For Elect Heinrich v. Pierer to the Supervisory Board; Elect Michael Mirow as Alternate 7 Supervisory Board Memeber Mgmt For For Authorize Share Repurchase Program and 8 Reissuance of Repurchased Shares Mgmt For For Approve Remuneration of Supervisory Board 9 Members Mgmt For For Amend Articles Re: Designate Electronic Publications for Meeting Announcements and 10 Invitation to Shareholder Meetings Mgmt For For Merck KGAA Shares Voted 10,000 Security DE0006599905 Meeting Date 3/31/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports for Fiscal Year 2004 Accept Financial Statements and Statutory 2 Reports for Fiscal Year 2004 Mgmt For For Approve Allocation of Income and Dividends of EUR 0.80 per Share and Bonus Dividend of 3 EUR 0.20 per Share Mgmt For For Approve Discharge of Personally Liable 4 Partners for Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 5 Fiscal Year 2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 6 AG as Auditors for Fiscal Year 2005 Mgmt For For Approve Affiliation Agreements with 7 Subsidiaries Mgmt For For 8 Adopt New Articles of Association Mgmt For For Approve Creation of EUR 64.3 Million Pool of Conditional Capital with Partial Exclusion 9 of Preemptive Rights Mgmt For For Daimlerchrysler AG Shares Voted 130,000 Security DE0007100000 Meeting Date 4/6/2005 Meeting Type AGM Record Date 4/1/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 1.50 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 5 AG as Auditors for Fiscal 2005 Mgmt For For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For For Elect Arnaud Lagardere to the Supervisory 7 Board Mgmt For For Approve Cancellation of Conditional Capital 8 I and II; Amend Conditional Capital IV Mgmt For For Approve Issuance of Convertible Bonds and/or Bonds with Warrants Attached up to Aggregate Nominal Amount of EUR 15 Billion with Preemptive Rights; Approve Creation of EUR 300 Million Pool of Conditional Capital to 9 Guarantee Conversion Rights Mgmt For For Amend Articles Re: Calling of and 10 Registration for Shareholder Meetings Mgmt For For RWE AG Shares Voted 60,000 Security DE0007037129 Meeting Date 4/14/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 1.50 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal Year 2004 Mgmt For For Ratify PwC Deutsche Revision AG as Auditors 5 for Fiscal Year 2005 Mgmt For For Elect Thomas Fischer and Dagmar Muehlenfeld 6 to the Supervisory Board Mgmt For For Authorize Repurchase of up to Ten Percent of 7 Issued Share Capital Mgmt For For Amend Articles Re: Calling of and 8 Registration for Shareholder Meetings Mgmt For For Amend Article Re: Chairmanship of General Meetings (to Reflect Pending German 9 Legislation) Mgmt For For Schering AG Shares Voted 0 Security DE0007172009 Meeting Date 4/14/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports for Fiscal Year 2004 Approve Allocation of Income and Dividends 2 of EUR 1.00 per Dividend-Bearing Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal Year 2004 Mgmt For For Ratify BDO Deutsche Warentreuhand AG as 5 Auditors for Fiscal Year 2005 Mgmt For For Amend Articles Re: Supervisory Board 6 Remuneration Scheme Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder 7 Lawsuits Regulation) Mgmt For For Authorize Share Repurchase Program and 8 Reissuance of Repurchased Shares Mgmt For For Approve Control and Profit and Loss Transfer Agreement with a Subsidiary (Scheradmin 01 9 GmbH) Mgmt For For Approve Transformation of Profit and Loss Transfer Agreements into Control and Profit 10 and Loss Transfer Agreements Mgmt For For Axa (Formerly Shares Voted Security Axa-Uap) 0 FR0000120628 Meeting Date 4/20/2005 Meeting Type MIX Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Ordinary Business Approve Financial Statements and Statutory 1 Reports Mgmt For Accept Consolidated Financial Statements and 2 Statutory Reports Mgmt For Approve Allocation of Income and Dividends 3 of EUR 0.61 per Share Mgmt For Approve Accounting Transfer from Special Long-Term Capital Gains Account to Ordinary 4 Reserve Mgmt For Approve Special Auditors' Report Regarding 5 Related-Party Transactions Mgmt For Confirm Resignation and Non-Reelection of 6 Thierry Breton as Supervisory Board Member Mgmt For Reelect Anthony Hamilton as Supervisory 7 Board Member Mgmt For Reelect Henri Lachmann as Supervisory Board 8 Member Mgmt For Reelect Michel Pebereau as Supervisory Board 9 Member Mgmt For Ratify Appointment of Leo Apotheker as 10 Supervisory Board Member Mgmt For Elect Jacques de Chateauvieux as Supervisory 11 Board Member Mgmt For Elect Dominique Reiniche as Supervisory 12 Board Member Mgmt For Approve Remuneration of Directors in the 13 Aggregate Amount of EUR 1 Million Mgmt For Authorize Repurchase of Up to Ten Percent of 14 Issued Share Capital Mgmt For Special Business Authorize Capitalization of Reserves of Up to EUR 1 Billion for Bonus Issue or Increase 15 in Par Value Mgmt For Authorize Issuance of Equity or Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 16 1.5 Billion Mgmt For Authorize Issuance of Equity or Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 17 1 Billion Mgmt For Authorize Management Board to Set Issue Price for Ten Percent of Issued Capital Pursuant to Issue Authority without 18 Preemptive Rights Mgmt For Authorize Board to Increase Capital in the Event of Demand Exceeding Amounts Submitted 19 to Shareholder Vote Above Mgmt For Authorize Capital Increase of Up to EUR 1 20 Billion for Future Exchange Offers Mgmt For Authorize Capital Increase of Up to Ten Percent of Issued Capital for Future 21 Exchange Offers Mgmt For Authorize Issuance of Equity Upon Conversion 22 of a Subsidiary's Equity-Linked Securities Mgmt For Approve Issuance of Securities Convertible 23 into Debt Mgmt For Approve Capital Increase Reserved for Employees Participating in Savings-Related 24 Share Purchase Plan Mgmt For Authorize Up to 0.5 Percent of Issued 25 Capital for Use in Restricted Stock Plan Mgmt For 26 Approve Stock Option Plan Grants Mgmt For Approve Reduction in Share Capital via 27 Cancellation of Repurchased Shares Mgmt For Amend Articles of Association Re: Definition 28 of Related-Party Transactions Mgmt For Amend Articles Re: Stock Option and 29 Restricted Stock Plans Mgmt For Authorize Filing of Required Documents/Other 30 Formalities Mgmt For UBS AG Shares Voted 0 Security CH0012032030 Meeting Date 4/21/2005 Meeting Type AGM Record Date 4/13/2005 Ballot Issues Proponent Mgmt Vote Rec Cast 1 Share Re-registration Consent Mgmt For UBS AG Shares Voted 0 Security CH0012032030 Meeting Date 4/21/2005 Meeting Type AGM Record Date4/13/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Accept Financial Statements and Statutory 1 Reports Mgmt For Approve Allocation of Income and Dividends 2 of CHF 3.00 per Share Mgmt For Approve Discharge of Board and Senior 3 Management Mgmt For 4.1.1 Reelect Marcel Ospel as Director Mgmt For 4.1.2 Reelect Lawrence Weinbach as Director Mgmt For 4.2.1 Elect Marco Suter as Director Mgmt For 4.2.2 Elect Peter Voser as Director Mgmt For 4.3 Ratify Ernst & Young Ltd. as Auditors Mgmt For Approve CHF 31.9 Million Reduction in Share Capital via Cancellation of Repurchased 5.1 Shares Mgmt For 5.2 Authorize Repurchase of Issued Share Capital Mgmt For Deutsche Telekom AG Shares Voted 560,000 Security DE0005557508 Meeting Date 4/26/2005 Meeting Type AGM Record Date4/19/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports for Fiscal Year 2004 Approve Allocation of Income and Dividends 2 of EUR 0.62 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal Year 2004 Mgmt For For Ratify PwC Deutsche Revision AG as Auditors 5 for Fiscal Year 2005 Mgmt For For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For For 7 Elect Volker Halsch to the Supervisory Board Mgmt For For Elect Wolfgang Reitzle to the Supervisory 8 Board Mgmt For For Authorize Issuance of Convertible Bonds without Preemptive Rights up to Sum of EUR 5 Billion; Approve Creation of EUR 600 Million Pool of Conditional Capital without Preemptive Rights to Guarantee Conversion 9 Rights Mgmt For For Approve Affiliation Agreement with 10 Subsidiary (MagyarCom Holding GmbH) Mgmt For For Approve Affiliation Agreement with 11 Subsidiary (DeTeFleetServices GmbH) Mgmt For For Approve Affiliation Agreement with 12 Subsidiary (DFMG Holding GmbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (DeTe Immobilien, Deutsche 13 Telekom Immobilien und Service GmbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (DeTeAssukuranz-Deutsche Telekom 14 Assekuranz-Vermittlungsgesellschaft mbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (T-Punkt Vertriebsgesellschaft 15 mbH) Mgmt For For Approve Affiliation Agreement with 16 Subsidiary (Deutsche Telekom Training GmbH) Mgmt For For Approve Affiliation Agreement with 17 Subsidiary (T-Systems International GmbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (DeTeMedien, Deutsche Telekom 18 Medien GmbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (Carmen Telekommunikationsdienste 19 GmbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (Norma Telekommunikationsdienste 20 GmbH) Mgmt For For Approve Affiliation Agreement with Subsidiary (Traviata 21 Telekommunikationsdienste GmbH) Mgmt For For Approve Profit and Loss Transfer Agreement 22 with Subsidiary (MagyarCom Holding GmbH) Mgmt For For Amend Articles Re: Time Designation at Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder Lawsuits 23 Regulation) Mgmt For For ING Groep NV Shares Voted 0 Security NL0000303600 Meeting Date 4/26/2005 Meeting Type AGM Record Date4/19/2005 Ballot Issues Proponent Mgmt Vote Rec Cast 1 Open Meeting Receive Reports of Executive and Supervisory 2a Boards Discussion on Profit Retention and 2b Distribution Policy Approve Financial Statements and Statutory 3a Reports Mgmt For Approve Allocation of Income and Total 3b Dividends of EUR 1.07 Per Share Mgmt For 4a Approve Discharge of Executive Board Mgmt For 4b Approve Discharge of Supervisory Board Mgmt For Discuss and Approve Implementation of Dutch 5a Corporate Governance Code by Company Mgmt For 5b Discuss Executive Board Profile 5c Discuss Supervisory Board Profile Reelect Luella Gross Goldberg to Supervisory 6a Board Mgmt For Reelect Godfried van der Lugt to Supervisory 6b Board Mgmt For 6c Elect Jan Hommen to Supervisory Board Mgmt For 6d Elect Christine Lagarde to Supervisory Board Mgmt For Approve Stock Option and Incentive Stock 7 Grants for Members of Executive Board Mgmt For Grant Board Authority to Issue 220 Million Ordinary Shares Restricting/Excluding Preemptive Rights (Plus 220 Million Ordinary 8a Shares in Connection with Merger) Mgmt For Grant Board Authority to Issue 10 Million Preference B Shares in Connection with 8b Conversion of ING Perpetuals III Mgmt For Authorize Repurchase of Up to Ten Percent of 9 Issued Share Capital Mgmt For 10 Other Business (Non-Voting) E.ON AG (formerly Shares Voted Security Veba Ag) 70,000 DE0007614406 Meeting Date 4/27/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 2.35 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal Year 2004 Mgmt For For Approve Creation of EUR 540 Million Pool of 5 Conditional Capital with Preemptive Rights Mgmt For For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For For Approve Affiliation Agreements with 7 Subsidiaries Mgmt For For Amend Articles Re: Changes to the 8 Remuneration of the Supervisory Board Members Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder 9 Lawsuits Regulation) Mgmt For For 10 Ratify PwC Deutsche Revision AG as Auditors Mgmt For For Basf AG Shares Voted 145,000 Security DE0005151005 Meeting Date 4/28/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports for Fiscal Year 2004 Approve Allocation of Income and Dividends 2 of EUR 1.70 per Share Mgmt For For Approve Discharge of Supervisory Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Management Board for 4 Fiscal Year 2004 Mgmt For For Ratify Deloitte & Touche GmbH as Auditors 5 for Fiscal Year 2005 Mgmt For For Authorize Repurchase of up to Ten Percent of 6 Issued Share Capital Mgmt For For Authorize Use of Financial Derivatives when 7 Repurchasing Shares Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder 8 Lawsuits Regulation) Mgmt For For Muenchener Rueckversicherungs-Ges AG ellschaft Shares Voted 53,000 Security DE0008430026 Meeting Date 4/28/2005 Meeting Type AGM Record Date 4/21/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 2.00 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For For Authorize Share Repurchase Program and 5 Reissuance of Repurchased Shares Mgmt For For Approve Issuance of Convertible Bonds and/or Bonds with Warrants Attached up to Aggregate Nominal Amount of EUR 3 Billion with Preemptive Rights; Approve Creation of EUR 100 Million Pool of Conditional Capital to 6 Guarantee Conversion Rights Mgmt For For Amend Articles Re: Supervisory Board 7 Remuneration Mgmt For For Bayer AG Shares Voted 220,000 Security DE0005752000 Meeting Date 4/29/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory Reports; Allocation of Income and Dividends 1 of EUR 0.55 per Share Mgmt For For Approve Discharge of Management Board for 2 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 3 Fiscal Year 2004 Mgmt For For Elect Klaus Kleinfeld and Ekkehard Schulz to the Supervisory Board; Elect Jochen Appell and Hans-Dirk Krekeler as Alternate Members 4 to the Supervisory Board Mgmt For For Amend Articles Re: Supervisory Board 5 Remuneration Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder 6 Lawsuits Regulation) Mgmt For For Authorize Share Repurchase Program and 7 Reissuance of Repurchased Shares Mgmt For For Ratify PwC Deutsche Revision AG as Auditors 8 for Fiscal Year 2005 Mgmt For For Adidas-Salomon Ag Shares Voted 30,000 Security DE0005003404 Meeting Date 5/4/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 1.30 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal Year 2004 Mgmt For For Approve Creation of EUR 41 Million Pool of 5 Conditional Capital with Preemptive Rights Mgmt For For Approve Creation of EUR 4 Million Pool of 6 Conditional Capital without Preemptive Rights Mgmt For For Authorize Share Repurchase Program and 7 Reissuance of Repurchased Shares Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 8 as Auditors for Fiscal Year 2005 Mgmt For For Altana AG Shares Voted 40,000 Security DE0007600801 Meeting Date 5/4/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 0.95 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal Year 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal Year 2004 Mgmt For For Ratify PwC Deutsche Revision AG as Auditors 5 for Fiscal Year 2005 Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder 6 Lawsuits Regulation) Mgmt For For Authorize Share Repurchase Program and Reissuance or Cancellation of Repurchased 7 Shares Mgmt For For Allianz AG (formerly Allianz Holding AG) Shares Voted 50,000 Security DE0008404005 Meeting Date 5/4/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 1.75 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For For Elect Igor Landau, Dennis Snower, Franz Fehrenbach, and Franz Humer as Members of the Supervisory Board; Elect Albrecht Schaefer and Juergen Than as Alternate 5 Members of the Supervisory Board Mgmt For For Amend Articles Re: Supervisory Board 6 Remuneration Mgmt For For Authorize Repurchase of up to Five Percent 7 of Issued Share Capital for Trading Purposes Mgmt For For Authorize Share Repurchase Program and 8 Reissuance of Repurchased Shares Mgmt For For Authorize Issuance of Investment Certificates up to Aggregate Nominal Value 9 of EUR 25 Million Mgmt For For Rheinmetall AG (formerly Rheinmetall Berlin AG) Shares Voted 30,000 Security DE0007030033 Meeting Date 5/10/2005 Meeting Type EGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Meeting For Preferred Shareholders Authorize Share Repurchase Program and 1 Reissuance of Repurchased Shares Mgmt For For Approve Conversion of Preference Shares into 2 Common Shares Mgmt For For Bayerische Motoren Shares Voted Security Werke AG (BMW) 30,000 DE0005190003 Meeting Date 5/12/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends of EUR 0.62 per Common Share and EUR 0.64 2 per Preferred Share Mgmt For Against Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 5 as Auditors Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Pending Changes in German Law (Law on Company Integrity and Modernization of 6 Shareholder Lawsuits) Mgmt For For Authorize Share Repurchase Program and 7 Cancellation of Repurchased Shares Mgmt For For SAP AG Shares Voted 40,000 Security DE0007164600 Meeting Date 5/12/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 1.10 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 5 AG as Auditors Mgmt For For Elect Erhard Schipporeit to the Supervisory 6 Board Mgmt For For Amend Articles Re: Share Capital; Conditional Captial IIa; Conditional Capital 7 IIIa Mgmt For For 8 Change Company Name to SAP AG Mgmt For For Amend Articles Re: Calling of and Registration for Shareholder Meetings due to Proposed Changes in German Law (Company Integrity and Modernization of Shareholder 9 Lawsuits Regulation) Mgmt For For Approve Creation of EUR 60 Million Pool of Conditional Capital with Preemptive Rights; Approve Creation of EUR 60 Million Pool of 10 Conditional Capital without Preemptive Rights Mgmt For For Authorize Share Repurchase Program and 11 Reissuance of Repurchased Shares Mgmt For For Authorize Use of Financial Derivatives 12 Method when Repurchasing Shares Mgmt For Against Continental AG Shares Voted 50,000 Security DE0005439004 Meeting Date 5/12/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 0.80 per Share Mgmt For For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For For Ratify KPMG Deutsche Treuhand-Gesellschaft 5 AG as Auditors for Fiscal 2005 Mgmt For For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For For Suez SA(Formerly Suez Lyonnaise Des Eaux) Shares Voted 0 Security FR0000120529 Meeting Date 5/13/2005 Meeting Type MIX Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Ordinary Business Approve Financial Statements and Statutory 1 Reports Mgmt For Approve Allocation of Income and Dividends 2 of EUR 0.80 per Share Mgmt For Approve Accounting Transfers From Long-Term 3 Capital Gains Account to Ordinary Reserve Mgmt For Approve Special Auditors' Report Regarding 4 Related-Party Transactions Mgmt For Accept Consolidated Financial Statements and 5 Statutory Reports Mgmt For 6 Reelect Paul Demarais Jr as Director Mgmt For 7 Reelect Gerard Mestrallet as Director Mgmt For 8 Reelect Lord Simon of Highbury as Director Mgmt For 9 Reelect Richard Goblet d'Alviella as Director Mgmt For 10 Ratify Deloitte & Associes as Auditor Mgmt For 11 Ratify Beas as Alternate Auditor Mgmt For 12 Ratify Francis Gidoin as Alternate Auditor Mgmt For Authorize Repurchase of Up to Ten Percent of 13 Issued Share Capital Mgmt For Special Business Approve Reduction in Share Capital via 14 Cancellation of Repurchased Shares Mgmt For Approve Issuance of up to 15 Million Shares to Spring Multiple 2005 SCA in Connection with Share Purchase Plan for Employees of 15 International Subsidiaries Mgmt For Authorize Up to Three Percent of Issued 16 Capital for Use in Restricted Stock Plan Mgmt For Authorize Filing of Required Documents/Other 17 Formalities Mgmt For Total S.A. (Formerly Total Fina Elf S.A ) Shares Voted 0 Security FR0000120271 Meeting Date 5/17/2005 Meeting Type MIX Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Ordinary Business Approve Financial Statements and Statutory 1 Reports Mgmt For Accept Consolidated Financial Statements and 2 Statutory Reports Mgmt For Approve Allocation of Income and Dividends of EUR 5.40 per Share of which EUR 3.00 3 Remains to be Distributed Mgmt For Approve Special Auditors' Report Regarding 4 Related-Party Transactions Mgmt For Authorize Repurchase of Up to 24.4 Million 5 Shares Mgmt For 6 Reelect Paul Desmarais Jr as Director Mgmt For 7 Reelect Bertrand Jacquillat as Director Mgmt For 8 Reelect Maurice Lippens as Director Mgmt For Elect Lord Levene of Portsoken KBE as 9 Director Mgmt For Special Business Authorize Issuance of Equity or Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 10 4 Billion Mgmt For Authorize Issuance of Equity or Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 11 1.8 Billion Mgmt For Approve Capital Increase Reserved for Employees Participating in Savings-Related 12 Share Purchase Plan Mgmt For Authorize Up to One Percent of Issued 13 Capital for Use in Restricted Stock Plan Mgmt For Shareholder Proposals Shareholder Proposal: Authorize Up to One Percent of Issued Capital for Use in A Restricted Stock Plan ShrHoldr Against Deutsche Post AG Shares Voted 0 Security DE0005552004 Meeting Date 5/18/2005 Meeting Type AGM Record Date 5/11/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 0.50 per Share Mgmt For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For Ratify PwC Deutsche Revision AG as Auditors 5 for Fiscal 2005 Mgmt For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For Approve Creation of EUR 250 Million Pool of 7 Conditional Capital without Preemptive Rights Mgmt For 8a Elect Gerd Ehlers to the Supervisory Board Mgmt For 8b Elect Roland Oetker to the Supervisory Board Mgmt For 8c Elect Hans Reich to the Supervisory Board Mgmt For 8d Elect Juergen Weber to the Supervisory Board Mgmt For Metro AG Shares Voted 0 Security DE0007257503 Meeting Date 5/18/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory Reports; Approve Allocation of Income and Dividends of EUR 1.02 per Common Share and 1 EUR 1.12 per Preference Share Mgmt For Approve Discharge of Management Board for 2 Fiscal 2004 Mgmt For Approve Discharge of Supervisory Board for 3 Fiscal 2004 Mgmt For Ratify KPMG Deutsche Treuhand-Gesellschaft AG and Fasselt & Partner as Auditors for 4 Fiscal 2005 Mgmt For 5 Elect Theo Siegert to the Supervisory Board Mgmt For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For Amend Articles Re: Calling of, Registration for, and Time Designation at Shareholder Meetings Due to Proposed Changes in German Law (Law on Company Integrity and 7 Modernization of Shareholder Lawsuits) Mgmt For Hypo Real Estate Shares Voted Security Holding AG 0 DE0008027707 Meeting Date 5/20/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends of EUR 0.35 per Common Share and 0.35 per 2 Preferred Share Mgmt For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For Authorize Share Repurchase Program and 5 Reissuance of Repurchased Shares Mgmt For Convert Preferred Shares Without Voting 6 Rights into Common Shares With Voting Rights Mgmt For Special Resolution for Common Shareholders: Convert Preferred Shares Without Voting 7 Rights into Common Shares With Voting Rights Mgmt For Amend Corporate Purpose to Reflect Pending 8 Changes in German Banking Law Mgmt For Amend Articles Re: Calling of, Registration for, and Conduct of Shareholder Meetings due to Pending Changes in German Law (Law on Company Integrity and Modernization of 9 Shareholder Lawsuits) Mgmt For Ratify KPMG Deutsche Treuhand-Gesellschaft 10 as Auditors for Fiscal 2005 Mgmt For Deutsche Lufthansa Shares Voted Security AG 0 DE0008232125 Meeting Date 5/25/2005 Meeting Type AGM Record Date 5/20/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 0.30 per Share Mgmt For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For Approve Creation of EUR 200 Million Pool of 5 Conditional Capital without Preemptive Rights Mgmt For Authorize Share Repurchase Program and 6 Reissuance of Repurchased Shares Mgmt For Ratify PwC Deutsche Revision AG as Auditors 7 for Fiscal 2005 Mgmt For Telefonica S.A. (Formerly Telefonica De Espana, S.A.) Shares Voted 0 Security ES0178430E18 Meeting Date 5/30/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Approve Individual and Consolidated Financial Statements, Allocation of Income, 1 and Discharge Directors Mgmt For 2 Approve Dividend Mgmt For Approve Merger by Absorption of Terra 3 Networks Mgmt For 4 Elect Directors Mgmt For 5 Approve Auditors Mgmt For 6 Authorize Share Repurchase Program Mgmt For 7 Approve Reduction in Stated Capital Mgmt For Authorize Board to Ratify and Execute 8 Approved Resolutions Mgmt For MAN AG Shares Voted 0 Security DE0005937007 Meeting Date 6/3/2005 Meeting Type AGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports for Fiscal 2004 Approve Allocation of Income and Dividends 2 of EUR 1.05 per Share Mgmt For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For Approve Creation of EUR 188.2 Million Pool of Conditional Capital without Preemptive 5 Rights Mgmt For Approve Issuance of Convertible Bonds and/or Bonds with Warrants Attached up to Aggregate Nominal Amount of EUR 1.5 Billion without Preemptive Rights; Approve Creation of EUR 76.8 Million Pool of Conditional Capital to 6 Guarantee Conversion Rights Mgmt For Authorize Share Repurchase Program and 7 Reissuance of Repurchased Shares Mgmt For Amend Articles Re: Registration for Shareholder Meetings Due to Proposed Changes in German Law (Law on Company Integrity and 8 Modernization of Shareholder Lawsuits) Mgmt For Ratify KPMG Deutsche Treuhand-Gesellschaft 9 AG as Auditors for Fiscal 2005 Mgmt For 10.1 Elect Renate Koecher to the Supervisory Board Mgmt For Elect Michael Behrendt to the Supervisory 10.2 Board Mgmt For 10.3 Elect Herbert Demel to the Supervisory Board Mgmt For Elect Klaus Eberhardt to the Supervisory 10.4 Board Mgmt For Elect Hubertus von Gruenberg to the 10.5 Supervisory Board Mgmt For Elect Karl-Ludwig Kley to the Supervisory 10.6 Board Mgmt For Elect Joachim Milberg to the Supervisory 10.7 Board Mgmt For Elect Rudolf Rupprecht to the Supervisory 10.8 Board Mgmt For Elect Ekkehard Schulz to the Supervisory 10.9 Board Mgmt For Elect Hanns-Helge Stechl to the Supervisory 10.1 Board Mgmt For Banco Bilbao Shares Voted Security Vizcaya Argentaria 0 ES0113211835 Meeting Date 6/13/2005 Meeting Type EGM Record Date N/A Ballot Issues Proponent Mgmt Vote Rec Cast Authorize EUR 260.3 Million Increase in Capital Through the Issuance of 531.1 Million New Ordinary Shares without Preemptive Rights Re: Share Exchange Resulting from Tender Offer for Shares of Banca Nazionale del Lavoro; Amend Article 5 1 Accordingly Mgmt For Authorize Board to Ratify and Execute 2 Approved Resolutions Mgmt For Hannover Shares Voted Security Rueckversicherung AG 0 DE0008402215 Meeting Date 6/14/2005 Meeting Type AGM Record Date 6/9/2005 Ballot Issues Proponent Mgmt Vote Rec Cast Receive Financial Statements and Statutory 1 Reports Approve Allocation of Income and Dividends 2 of EUR 1.00 per Share Mgmt For Approve Discharge of Management Board for 3 Fiscal 2004 Mgmt For Approve Discharge of Supervisory Board for 4 Fiscal 2004 Mgmt For Amend Articles Re: Supervisory Board 5 Remuneration Scheme Mgmt For Authorize Repurchase of up to Ten Percent of 6 Issued Share Capital Mgmt For 7 Authorize Reissuance of Repurchased Shares Mgmt For SIGNATURES [See General Instruction F] Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. (Registrant) Germany Fund, Inc. By (Signature and Title)* /s/Julian Sluyters ----------------------------------------------- Julian Sluyters, Chief Executive Officer Date 8/15/05 ------- * Print the name and title of each signing officer under his or her signature.