npxfofi2011.htm
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: 811-04605

FIRST OPPORTUNITY FUND, INC.
 (Exact name of registrant as specified in charter)

 2344 Spruce Street, Suite A, Boulder, CO 80302
(Address of principal executive offices) (Zip code)

Stephen C. Miller
2344 Spruce Street, Suite A, Boulder, CO 80302
(Name and address of agent for service)

Registrant’s Telephone Number, including Area Code: (303) 444-5483

Date of fiscal year end: March 31

Date of reporting period: July 1, 2010 – June 30, 2011


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.


 
 

 


Proxy Voting Record

For Period July 1, 2010 to June 30, 2011


Name of Issuer
Ticker Symbol
CUSIP
Shareholder Meeting Date
Record Date
Proposal Number
Description of Matter Voted On
Matter Proposed By Issuer or Holder
Vote Cast
Vote
For or Against Management
Alliance Bankshares Corporation
AB
018535104
7/15/2010
6/7/2010
1
Election of seven (7) directors
Issuer
Yes
For
For
         
2
Yount , Hyde and Barbour PC as accountants
Issuer
Yes
For
For
                     
Western Liberty Bancorp
WLBC
961443108
7/15/2010
6/14/2010
2
Election of five (5) directors
Issuer
Yes
For
For
         
3
Crowe Horwath LLP as accountants
Issuer
Yes
For
For
                     
Bank of Virginia
BOVA
06544P104
7/20/2010
6/18/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
Yount, Hyde & Barbour PC as accountants
Issuer
Yes
For
For
         
3
Approve issuance of common stock to Cordia Bancorp Inc.
Issuer
Yes
For
For
         
4
Adjourn meeting to solicit additional proxies
Issuer
Abstain
Abstain
Abstain
                     
New England Bancshares, Inc.
NEBS
643863202
8/11/2010
6/21/2010
1
Election of four (4) directors
Issuer
Yes
For
For
         
2
Shatswell, Macleod & Company PC as auditors
Issuer
Yes
For
For
Muni Funding Company of America, LLC
MUNFL
62618W103
8/16/2010
7/15/2010
1
Approve company agreement
Issuer
Yes
Against
Against
                     
Terra Nova Financial Group, Inc.
TNFG
88102L204
9/15/2010
7/30/2010
1
To authorize and approve the asset sale pursuant to the purchase agreement dated June 16, 2010, as it may be amended from time to time, by and between Terra Nova Financial Group, Inc. and Lightspan Financial, Inc.
Issuer
Yes
For
For
         
2
To authorize and adopt the plan of dissolution
Issuer
Yes
For
For
         
3
To approve an amendment to our amended and restated article of incorporation to change our name to "TNFG Corporation", or if that name becomes unadvisable, as determined by our board of directors, or becomes unavailable in the State of Illinois, to other such name as determined by our board of directors.
Issuer
Yes
For
For
         
4
To approve an adjournment of the special meeting, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve proposal 1, proposal 2 and proposal 3
Issuer
Abstain
Abstain
Abstain
                     
Broadway Financial Corporation
BYFC
111444105
9/22/2010
8/4/2010
1
Election of three (3 ) directors
Issuer
Yes
For
For
         
2
Ratification of appointment of Crowe Horwath LLP as the independent registered public accounting firm of Broadway Financial Corporation for the year ending December 31, 2010
Issuer
Yes
For
For
         
3
Amendment of Broadway Financial Corporation's certificate if incorporation to increase the authorized number of share of common stock from 3,000,000 to 8,000,000 as further described in the annual meeting proxy statement
Issuer
Yes
For
For
         
4
Nonbinding proposal to approve executive compensation officers as described in the annual meeting proxy statement
Issuer
Yes
For
For
                     
BOFI Holding, Inc.
BOFI
05566U108
10/21/2010
9/1/2010
1
Election of two (2 ) directors
Issuer
Yes
For
For
         
2
Ratification of Crowe Horwath LLP as our independent registered public accounting firm for the current fiscal year
Issuer
Yes
For
For
                     
Eagle Bancorp Montana, Inc.
EGBN
26942G100
10/21/2010
9/3/2010
1
Election of three (3 ) directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Davis, Kinard & Co, PC as Eagle Bancorp Montana Inc.'s independent auditors for the fiscal year ending June 30, 2011
Issuer
Yes
For
For
                     
Georgetown Bancorp, Inc.
GTWN
372590109
10/26/2010
9/9/2010
1
Election of five (5) directors
Issuer
Yes
For
For
         
2
The Ratification of Shatswell, Macleod & Company, PC as the company's independent registered public accounting firm for the six months ending December 31, 2010
Issuer
Yes
For
For
                     
Jefferson Bancshares, Inc.
JFBI
472375104
10/28/2010
8/27/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
The ratification of Craine, Thompson & Jones, PC as the independent registered public accounting firm for the fiscal year ending June 30, 2011
Issuer
Yes
For
For
                     
Hampden Bancorp, Inc
HBNK
40867E107
11/2/2010
9/17/2010
1
Election of four (4) directors
Issuer
Yes
For
For
         
2
To ratify the appointment of Wolf & Company PC as the Company's independent auditors for the year ending June 30. 2011
Issuer
Yes
For
For
                     
Walgreen Co.
WAG
931422109
11/15/2010
1/12/2011
1
Election of eleven (11) directors
Issuer
Yes
For
For
         
2
Ratify the appointment of Deloitte & Touche LLP as Walgreen Co.'s independent registered public accounting firm
Issuer
Yes
For
For
         
3
Amend Walgreen Co. articles of incorporation to revise the purpose clause
Issuer
Yes
For
For
         
4
Amend the Walgreen Co. articles of incorporation to eliminate certain supermajority vote requirements
Issuer
Yes
For
For
         
5
Amend Walgreen Co. Articles of incorporation to eliminate the "fair price" charter provision applicable to certain business combinations
Issuer
Yes
For
For
         
6
Shareholder proposal on a policy to change the vote required for shareholders to call special shareholder meetings
Holder
Yes
For
Against
         
7
Shareholder proposal on a policy that a significant portion of future stock option grants to senior executives should be performance-based
Holder
Yes
For
Against
                     
Auburn Bancorp Inc
ABBB
050254101
11/16/2010
9/27/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
The ratification of Berry, Dunn, McNeil & Parker as the company's independent registered public accounting firm for the fiscal year ending June30, 2011
Issuer
Yes
For
For
Bank of Virginia
BOVA
06544P104
11/17/2010
10/14/2010
1
To approve the issuance of common stock to Cordia Bancorp Inc. pursuant to a stock purchase agreement, dated April 26, 2010, as amended by amendment no. 1 dated October 1, 2010, by and between Bank of Virginia and Cordia Bancorp Inc. as more fully described in the accompanying proxy statement.
Issuer
Yes
For
For
         
2
To adjourn the special meeting to a later date of dates, if necessary, to permit further solicitation of proxies in the event there are not sufficient votes at the time of the special meeting to approve the issuance of common stock to Cordia Bancorp Inc., as more fully described in the accompanying proxy statement
Issuer
Abstain
Abstain
Abstain
                     
HF Financial Corp.
HFFC
404172108
11/17/2010
9/30/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
To Ratify the Appointment of Eide Bailly, LLP as the corporation's independent registered public accounting firm for the fiscal year ending June 30, 2011
Issuer
Yes
For
For
Osage Bancshares, Inc.
OSBK
68764U106
11/17/2010
10/8/2010
1
Election of two (2) directors
Issuer
Yes
For
For
                     
Oritani Financial Corp
ORIT
68633D103
11/23/2010
10/12/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
To Ratify the appointment of KPMG, LLP as the independent registered accounting firm for Oritani Financial Corp. for the fiscal year ending June 30, 2011
Issuer
Yes
For
For
                     
Provident Financial  Holdings, Inc.
PROV
743868101
11/30/2010
10/15/2010
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Deloitte & Touche LLP as independent auditor for Provident Financial Holdings, Inc. for the fiscal year ending June 20, 2011
Issuer
Yes
For
For
         
3
To adopt the Provident Financial Holdings, Inc. 2010 equity incentive plan
Issuer
Yes
Against
Against
                     
Tower Bancorp, Inc.
TOBC
891709107
12/8/2010
10/28/2010
1
Proposal to approve and adopt the agreement and plan of merger, dated as of December 27, 2009 by and between tower and First Chester County Corporation ('First Chester"), as amended, all as more fully described in the proxy statement
Issuer
Yes
For
For
         
2
Proposal to adjourn the special meeting of shareholders, if more time is needed, to allow tower time to solicit additional votes in favor of the merger agreement.
Issuer
Abstain
Abstain
Abstain
                     
Ram Holdings Ltd
RAMR
G7368R104
12/15/2010
11/3/2010
1
Election of five (5) directors
Issuer
Yes
For
For
         
2
To Appoint Deloitte & Touche Ltd., Hamilton, Bermuda to act as the independent auditor of Ram Holdings Ltd.
Issuer
Yes
For
For
         
3a
Election of five (5) directors
Issuer
Yes
For
For
         
3b
To authorize the appointment of Deloitte & Touche Ltd., Hamilton, Bermuda to act as the independent auditor of Ram Reinsurance Company Ltd. for the financial year ending December 31, 2010
Issuer
Yes
For
For
         
3c
Authorize deeming of two of the vacancies on the board of Ram Reissuance Company Ltd. as vacancies available for appointment of two directors by the holders of class B preference shares.
Issuer
Yes
For
For
                     
SI Financial Group, Inc.
SIFI
78425W102
12/23/2010
11/1/2010
1
The approval of the plan of conversion and  reorganization, pursuant to which Savings Institute Bank and Trust Company will be reorganized from the mutual holding company corporate structure into the fully-public stock holding company structure, as more fully described in the proxy statement/prospectus
Issuer
Yes
For
For
         
2a
Approval of a provision in new SI Financial Group's articles of incorporation requiring a super-majority vote to approve certain amendments to New SI Financial Group's articles of incorporation
Issuer
Abstain
Abstain
Abstain
         
2b
Approval of provisions in new SI Financial Group's articles of incorporation to limit the voting rights of shares beneficially owned in excess of 10% of new SI Financial Group's outstanding voting stock
Issuer
Abstain
Abstain
Abstain
         
3
The approval of the contribution of $5000,000 in cash to SI Financial Group Foundation, Inc.
Issuer
Yes
For
For
         
4
The approval of the adjournment of the special meeting if necessary, to solicit additional proxies
Issuer
Abstain
Abstain
Abstain
                     
Royal Financial, Inc.
RYFL
78027P109
1/11/2011
11/15/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
Proposal to ratify the appointment of Crowe Horwath LLP as the company's independent accountants for the fiscal year ending June 30, 2011
Issuer
Yes
For
For
                     
Home Federal Bancorp, Inc.
HOME
43710G105
1/18/2011
12/6/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
The ratification of the appointment  of Crowe Horwath LLP as independent registered public accounting firm for the fiscal year ending June 30. 2011
Issuer
Yes
For
For
                     
First Southern Bancorp, Inc.
 
33644N102
1/25/2011
11/29/2010
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
To ratify the appointment  of Crowe Horwath LLP as the company's independent auditors for 2011
Issuer
Yes
For
For
                     
Perpetual Federal Savings Bank
PFOH
714273109
1/26/2011
11/29/2010
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
The approval of an advisory (non-binding) proposal on named executive officer compensation
Issuer
Yes
Against
Against
         
3
The approval of an advisory (non-binding) proposal on the frequency of stockholder votes on named compensation
Issuer
Yes
1 yr
Against
         
4
The ratification of the appointment  of Crowe Horwath LLP as independent registered public accounting firm for the fiscal year ending September 30, 2011
Issuer
Yes
For
For
                     
Old Line Bancshares, Inc.
OLBK
67984M100
1/27/2011
12/1/2010
1
To approve the agreement and plan of merger dated September 1, 2010, as amended, by and between Old line Bancshares, Inc. and Maryland Bankcorp, Inc. pursuant to which Maryland Bankcorp, Inc. will merge with and into Old Line Bancshares, Inc., with Old Line Bancshares, Inc. as surveying entity, and the merger contemplated by agreement and plan of merger
Issuer
Yes
For
For
         
2
To adjourn the meeting to a later date or dates, if necessary, to permit further solicitation of additional proxies in the event there are not sufficient votes at the time of the meeting to approve the matter to be considered by the stockholders at the meeting.
Issuer
Abstain
Abstain
Abstain
                     
Malvern Federal Bancorp Inc.
MLVF
561410101
2/3/2011
12/28/2010
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
Proposal to adopt a non-binding resolution to approve the compensation of our named executive officers
Issuer
Yes
For
For
         
3
Advisory vote on the frequency of the non-binding resolution to approve the compensation of our named executive officers
Issuer
Yes
1 yr
Against
         
4
Proposal to ratify the appointment of the Parentbeard, LLC as Malvern Federal Bancorp's independent registered public accounting firm for the fiscal year ending September 30, 2011
Issuer
Yes
For
For
                     
Liberty Bancorp, Inc.
LBCP
53017Q102
2/16/2011
1/3/2011
1
Election of one (1) director
Issuer
No
NA
NA
         
2
To ratify and approve the selection of Michael Trokey & Company, PC as the       Issuer             No      NA      NA
company's independent auditors for the year ending September 30, 2011.
                     
Rockville Financial, Inc.
RCKB
774186100
2/18/2011
1/4/2011
1
The approval of a plan of conversion and reorganization, all as more fully described in the proxy statement
Issuer
Yes
For
For
         
2
The approval of the adjournment of the special meeting, if necessary, to solicit additional proxies in the event there are not sufficient votes at the time of the special meeting to approve the plan of conversion and reorganization
Issuer
Abstain
Abstain
Abstain
                     
Charter Financial Corporation
CHFN
16122M100
2/23/2011
12/31/2010
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Dixon Hughes PLLC as independent registered public accounting firm of Charter Financial Corporation for the fiscal year ending September 30, 2011
Issuer
Yes
For
For
         
3
To consider and act upon a non-binding advisory resolution regarding the compensation of Charter Financial Corporations named executive officers
Issuer
Yes
For
For
         
4
To consider and vote upon the frequency at which Charter Financial Corporation should include an advisory vote regarding the compensation of Charter Financial Corporation's named executive officers in its proxy statement for shareholder consideration.
Issuer
Yes
1 yr
Against
                     
Essa Bancorp, inc.
ESSA
29667D104
3/3/2011
1/14/2011
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of S.R. Snodgrass, A.C. as independent registered public accounting firm of Essa Bancorp., Inc. for the fiscal year ending September, 30, 2011.
Issuer
Yes
For
For
         
3
To consider and act upon an advisory, non-binding resolution regarding the compensation of the company’s named executive officers.
Issuer
Yes
For
For
         
4
To consider and act upon an advisory resolution on the frequency at which the company should include an advisory vote regarding the compensation of the company's named executive officers in its proxy statement for shareholder consideration
Issuer
Yes
1 yr
For
                     
Majestic Capital Ltd
MAJCQ
G5760D111
3/3/2011
1/18/2011
1
To adopt the agreement and plan of merger and amalgamation dated as of September 21, 2010, among Majestic Capital, Ltd., Bayside Equity Holdings LLC a Delaware limited Liability company (Bayside), and Majestic Acquisition Corp., a Delaware company and a wholly-owned subsidiary of Bayside (amalgamation sub), all as more fully described in the proxy statement.
Issuer
Yes
For
For
         
2
To approve any adjournment or postponement of the special general meeting, if necessary or appropriate, to solicit additional proxies or because certain conditions to the completion of the amalgamation have not yet been satisfied.
Issuer
Abstain
Abstain
Abstain
                     
Carver Bancorp, Inc.
CARV
146875109
4/4/2011
2/16/2011
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
Ratification of KPMG LLP as independent auditors for the fiscal year ending March 31, 2011
Issuer
Yes
For
For
         
3
Advisory (non-binding) approval of compensation of named executive officers
Issuer
Yes
For
For
                     
First Community Bank Corp of America
FCFL
31985E202
4/11/2011
3/15/2011
1
A proposal to approve the plan of complete liquidation and dissolution of FCBC and the acquisition agreement, dated February 10,2011, among FCBC, First Community Bank of America, CBM Florida Holding CO. and Community Bank & Company
Issuer
Yes
For
For
                     
Pacific Continental Corporation
PCBK
96412V108
4/18/2011
3/4/2011
1
Election of nine (9) directors
Issuer
Yes
For
For
         
2
To consider an advisory (non-binding) resolution on executive compensation
Issuer
Yes
For
For
         
3
To vote in an advisory (non-binding) capacity on the frequency of future advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
4
To approve the appointment of Moss Adams LLP to serve as the company's independent registered public accounting firm for the fiscal year 2011
Issuer
Yes
For
For
                     
Public Service Enterprise Group Inc,
PEG
744573106
4/19/2011
2/18/2011
1
Election of nine (9) directors
Issuer
Yes
For
For
         
2
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
3
Advisory vote on frequency of advisory vote on executive compensation
Issuer
Yes
1 yr
For
         
4
Ratification of the appointment of Deloitte & Touch LLP as independent auditor for the fiscal year 2011
Issuer
Yes
For
For
                     
Citizens & Northern Corporation
CZNC
172922106
4/19/2011
2/22/2011
1
Election of three (3) directors
Issuer
Yes
For
For
         
2
To approve, in an advisory (non-binding) vote, the  compensation of the company's named executive officers as disclosed in the proxy statement
Issuer
Yes
For
For
         
3
To approve, in an advisory (non-binding) vote, whether a shareholder vote to approve the  compensation of the company's named executive officers should occur every one, two or three years
Issuer
Yes
1 yr
Against
         
4
Ratification of the appointment of the firm of Parentebeard LLC as independent auditors
Issuer
Yes
For
For
                     
River Valley Bancorp
RIVR
768475105
4/20/2011
2/25/2011
1
Election of two (2) directors
Issuer
Yes
For
For
         
2
Approval and ratification of the appointment of BKD, LLP as auditors for River Valley Bancorp for the fiscal year ended December 31, 2011
Issuer
Yes
For
For
                     
Scana Corporation
SCG
80589M102
4/21/2011
3/3/2011
1
Election of five (5) Directors
Issuer
Yes
For
For
         
2
Approval of amendment to director compensation and deferral plan
Issuer
Yes
For
For
         
3
Approval of amendment to articles of incorporation to increase shares from 150,000,000 to 200,000,000
Issuer
Yes
For
For
         
4
Approval of appointment of independent registered public accounting firm
Issuer
Yes
For
For
         
5
Advisory (non-binding) vote on executive compensation vote
Issuer
Yes
For
For
         
6
Advisory (non-binding) vote on frequency of executive compensation vote
Issuer
Yes
1 yr
Against
                     
Old Point Financial Corporation
OPOF
680194107
4/26/2011
2/16/2011
1
Election of fifteen (15) Directors
Issuer
Yes
For
For
         
2
To ratify the appointment of Yount, Hyde  & Barbour as the company’s independent registered accounting firm for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
Centrue Financial Corporation
TRUE
15643B106
4/26/2011
3/1/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
To approve the advisory (non-binding) proposal ratifying the appointment of Crowe Horwath LLP as out independent auditors for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
To approve the following advisory (non-binding) proposal: "resolved, that the shareholders approve the executive compensation of the company, as described in the "compensation discussion and analysis" and the tabular disclosure regarding named executive officer compensation (together with the accompanying narrative disclosure) in this proxy statement
Issuer
Yes
For
For
                     
CFS Bancorp, Inc
CITZ
12525D102
4/26/2011
3/4/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
To ratify the appointment of BKD, LLP as the company’s independent registered public accounting firm for CFS Bancorp for the year ending December 31, 2011
Issuer
Yes
For
For
         
3
An advisory (non-binding) vote to approve the company's 2010 executive compensation (say-on-pay)
Issuer
Yes
For
For
         
4
An advisory (non-binding) vote on the frequency of an advisory vote on (say-on-pay) vote
Issuer
Yes
For
For
           
.
       
Ameriserve Financial, Inc.
ASRV
03074A102
4/26/2011
3/7/2011
1
Election of six (6) Directors
Issuer
Yes
For
For
         
2
Approval of the Ameriserve Financial, Inc. 2011 stock incentive plan
Issuer
Yes
For
For
         
3
An advisory (non-binding) vote on executive compensation
Issuer
Yes
For
For
                     
Georgetown Bancorp, Inc.
GTWN
372590109
4/26/2011
3/10/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Ratification of Shatswell, Macleod and Company PC as the company's independent registered public accounting firm for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
Rockville Financial Inc.
RCKB
774188106
4/26/2011
3/11/2011
1
Election of five (5) Directors
Issuer
Yes
For
For
         
2
Approval of the company's executive compensation as described in the compensation discussion and analysis and the tabular disclosure regarding named executive officer compensation (together with the accompanying narrative disclosure) in the proxy statement.
Issuer
Yes
For
For
         
3
Approval to hold the advisory vote on executive compensation every three years
Issuer
Yes
1 yr
Against
         
4
Ratification of the appointment of Wolf & Company PC as independent auditors for the current year
Issuer
Yes
For
For
                     
Republic First Bancorp, Inc
FRBK
760416107
4/26/2011
3/15/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Parentbeard LLC as the independent registered public accounting firm for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
State Bancorp, Inc.
STBC
855716106
4/26/2011
3/18/2011
1
Election of nine (9) Directors
Issuer
Yes
For
For
         
2
Ratification on a non-binding basis of the company's 2010 compensation program for its named executive officers
Issuer
Yes
For
For
         
3
Ratification of the appointment of the independent registered public accounting firm
Issuer
Yes
For
For
                     
Shore Bancshares, Inc.
SHBI
825107105
4/27/2011
3/10/2011
1
Election of five (5) Directors
Issuer
Yes
For
For
         
2
Ratify the appointment of Stegman and Company as the company's independent accounting firm for 2011
Issuer
Yes
For
For
         
3
Adopt a non-binding advisory resolution approving the compensation of the named executive officers
Issuer
Yes
For
For
         
4
Recommend, by non-binding advisory vote, the frequency (every one two or three years) of the non-binding stockholder vote on the compensation of the named executive officers
Issuer
Yes
1 yr
For
                     
Cohen & Steers Infrastructure Fund, Inc.
UTF
19248A109
4/28/2011
2/23/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
                     
Cohen & Steers Quality Inc Rlty-Common
RQI
19247L106
4/28/2011
2/23/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
                     
Great Florida Bank
GFLBB
390528206
 
2/25/2011
1
Election of six (6) Directors
Issuer
Yes
For
For
                     
BCB Bancorp, Inc
BCBP
055298103
4/28/2011
3/1/2011
1
Election of six (6) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Parentbeard LLC as independent registered public accounting firm for the company for the year ending December 31, 2011
Issuer
Yes
For
For
         
3
Amendment to the BCB Bancorp, Inc. certificate of incorporation to authorize 10 million shares of serial preferred stock par value $0.01
Issuer
Yes
For
For
         
4
Approval of the 2011 BCB Bancorp, Inc. Stock option plan
Issuer
Yes
Against
Against
                     
Southern National Bancorp of VA, Inc.
SONA
843395104
4/28/2011
3/4/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of KPMG LLP as the independent registered public accounting firm of the company for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
Approval of an advisory (non-binding) proposal on the compensation of the company’s named executive officers
Issuer
Yes
For
For
         
4
Approval of an advisory (non-binding) proposal on the frequency of advisory votes on the compensation of the company’s named executive officers
Issuer
Yes
1 yr
For
                     
Evans Bancorp, Inc.
EVBN
29911Q208
4/28/2011
3/10/2011
1
Election of six (6) Directors
Issuer
Yes
For
For
         
2
Amendments to employee stock purchase plan to increase the amount of common stock available for issuance there under from 100,000 to 200,000
Issuer
Yes
For
For
         
3
Ratification of the appointment of KPMG LP as Evans Bancorp, Inc's independent registered public accounting firm for fiscal year 2011
Issuer
Yes
For
For
                     
Katahdin Bankshares Corp.
KTHN
485835102
5/2/2011
2/22/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
To ratify the selection of Berry, Dunn McNeil and Parker as the independent accountants for 2011
Issuer
Yes
For
For
                     
Wells Fargo & Company
WFC
949746101
5/3/2011
3/4/2011
1
Election of fourteen (14) Directors
Issuer
Yes
For
For
         
2
Proposal to approve an advisory resolution to approve named executives' compensation
Issuer
Yes
For
For
         
3
Advisory proposal on the frequency (every 1, 2 or 3 years) of future advisory votes regarding named executives' compensation
Issuer
Yes
1 yr
For
         
4
Proposal to ratify the appointment of KPMG LL as independent auditors for 2011
Issuer
Yes
For
For
         
5
Stockholder proposal regarding an amendment to the Company's By-Laws to allow holders of 10% of the Company's common stock to call special meeting of stockholders
Holder
Yes
For
Against
         
6
Stockholder proposal to provide for cumulative voting in contested director elections
Holder
Yes
For
Against
         
7
Stockholder proposal regarding the adoption of a policy to require an independent chairman
Holder
Yes
Against
For
         
8
Stockholder proposal regarding an advisory vote on director compensation
Holder
Yes
Against
For
         
9
Stockholder proposal regarding an investigation and report on internal contrails for mortgage servicing operations
Holder
Yes
For
Against
                     
Heritage Financial Corporation
HFWA
42722X106
5/4/2011
3/7/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Approval of an advisory (non-binding) vote on executive compensation
Issuer
Yes
For
For
         
3
Advisory (non-binding) vote on how often shareholder shall vote on executive compensation
Issuer
Yes
1 yr
For
         
4
Ratification of the appointment of KPMG LLP as Heritage's independent  registered public accounting firm for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
5
Amendment of Heritage's articles of incorporation to eliminate staggered terms for directors
Issuer
Yes
For
For
         
6
Shareholder proposal regarding majority voting in director elections
Holder
Yes
For
Against
                     
Home Bancorp Inc
HBCP
43689E107
5/4/2011
3/17/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Proposal to adopt a non-binding resolution to approve the compensation of our named executive officers
Issuer
Yes
For
For
         
3
Advisory vote on the frequency of the non-binding resolution to approve the compensation of our named executive officers
Issuer
Yes
1 yr
Against
         
4
Proposal to ratify the appointment of Porter Keadle Moore LLP as the company's independent registered public accounting firm for the year ending December 31, 2011
Issuer
Yes
For
For
                     
Pengrowth Energy Corporation
PGH
70706P104
5/5/2011
3/21/2011
1
Appointment of KPMG LLP as auditors of the corporation for the enduing year and authorizing the directors to fix their remuneration
Issuer
Yes
For
For
         
2
Election of eight (8) Directors
Issuer
Yes
For
For
                     
Xenith Bankshares, Inc.
XBKS
98410X105
5/5/2011
3/25/2011
1
Election of eleven (11) Directors
Issuer
Yes
For
For
         
2
Proposal to ratify the appointment of Grant Thornton LLP as the independent public accountant for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
Sanofi-Aventis
SNY
80105N105
5/6/2011
3/28/2011
1
Approval of the individual company financial statements for the year ended  December 31, 2010
Issuer
Yes
For
For
         
2
Approval of the consolidated financial statements for the year ended  December 31, 2010
Issuer
Yes
For
For
         
3
Appropriation of profits; declaration of dividend
Issuer
Yes
For
For
         
4
Agreements and commitments subject to article L225-38 et seq of the Commercial Code
Issuer
Yes
For
For
         
5
Directors attendance fees
Issuer
Yes
For
For
         
6-11
Election of six (6) Directors
Issuer
Yes
For
For
         
12
Reappointment of a Statutory Auditor (Pricewaterhousecoopers Audit)
Issuer
Yes
For
For
         
13
Appointment of a Deputy Statutory Auditor (Mr. Yves Nicolas)
Issuer
Yes
For
For
         
14
Authorization of the Board of Directors to carry out transactions in share issued by the company
Issuer
Yes
Against
Against
         
15
Delegation to the board of directors of authority to decide to carry out increases in the share capital by issuance, with preemptive rights maintained , of shares and/or securities giving access to the company’s capital and/or by issuance of securities giving entitlement to the allotment of debt instruments
Issuer
Yes
Against
Against
         
16
Delegation to the Board of Directors of authority to decide to carry out by public offering increases in the share capital by issuance, without preemptive rights of shares and/or securities giving access to the company's capital and/or the issuance of securities giving entitlement to the allotment of debt instruments
Issuer
Yes
Against
Against
         
17
Possibility of issuing without preemptive rights, shares and/or securities giving access to the company's capital as consideration for assets transferred to the company as a capital contribution in kind in the form of shares or securities giving access to the capital of another company
Issuer
Yes
Against
Against
         
18
Delegation to the Board of Directors of authority to increase the number of shares to be issued in the event of a capital increase with or without preemptive rights
Issuer
Yes
Against
Against
         
19
Delegation to the Board of Directors of authority to decide to carry out increase in the share capital by incorporation of share premium, reserves, profits or other items
Issuer
Yes
Against
Against
         
20
Delegation to the Board of Directors of authority to decide to carry out increases in the share capital by issuance, of shares or securities giving access to the company’s capital reserved for members of savings plans with waiver of preemptive rights in their favor
Issuer
Yes
Against
Against
         
21
Delegation to the Board of Directors of authority to grant options to subscribe for or purchase shares
Issuer
Yes
Against
Against
         
22
Authorization to the Board of Directors to reduce the share capital by cancelation of treasury shares
Issuer
Yes
For
For
         
23
Amendment to article 11 of the Articles of Association
Issuer
Yes
For
For
         
24
Amendment to article 12 of  the Articles of Association
Issuer
Yes
For
For
         
25
Amendment to article 19 of the Articles of Association
Issuer
Yes
For
For
         
26
Change of name and corresponding change to the Articles of Association
Issuer
Yes
For
For
         
27
Powers for formalities
Issuer
Yes
Against
Against
                     
Citizens South Banking Corporation
CSBC
176682102
5/9/2011
3/15/2011
1
Election of one (1) Director
Issuer
Yes
For
For
         
2
An advisory, non-binding proposal to approve our executive compensation programs and policies
Issuer
Yes
For
For
         
3
The ratification of the appointment of Cherry, Bekaert and Holland, LLP as our independent registered public accounting firm for the year ending December 31, 2011
Issuer
Yes
For
For
                     
3M Company
MMM
88579Y101
5/10/2011
3/11/2011
1
Election of ten (ten) Directors
Issuer
Yes
For
For
         
2
To Ratify the appointment of Pricewaterhousecoopers as independent registered public accounting firm.
Issuer
Yes
For
For
         
3
An advisory vote on executive compensation
Issuer
Yes
For
For
         
4
An advisory vote on the frequency of advisory votes on executive compensation
Issuer
Yes
1 yr
For
         
5
Stockholder proposal on political contributions
Issuer
Yes
For
For
                     
Hampshire First Bank
HFBN
408853109
5/10/2011
3/18/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Baker, Newman & Noyes, LLC as independent auditors of Hampshire First Bank for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
SI FINL Group, Inc. MD
SIFI
78425V104
5/11/2011
3/14/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Wolf & Company PC as the independent registered public accounting firm of SI Financial Group, Inc. for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
The approval of a non-binding resolution to approve the compensation of the named executive officers
Issuer
Yes
For
For
         
4
The determination of whether the stockholder vote to approve the compensation of the named executive officers should occur every one, two or three years
Issuer
Yes
1 yr
Against
                     
Philip Morris International Inc.
PM
718172109
5/11/2011
3/15/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
Ratification of the selection of independent auditors
Issuer
Yes
For
For
         
3
Advisory vote to approve executive compensation
Issuer
Yes
Against
Against
         
4
Advisory vote on the frequency of future advisory votes on Executive Compensation
Issuer
Yes
1 yr
For
         
5
Stockholder proposal 1 - Food insecurity and tobacco use
Holder
Yes
Against
For
         
6
Stockholder proposal 2 - Independent board chair
Holder
Yes
Against
For
                     
Penn Millers Holding Corporation
PMIC
707561106
5/11/2011
3/16/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
To ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the 2011 fiscal year
Issuer
Yes
For
For
                     
Citizens Community Bank
CZYB
174532101
5/12/2011
3/14/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
To approve in an advisory (non-binding vote, the compensation of executives disclosed in the 2011 proxy statement
Issuer
Abstain
Abstain
Abstain
                     
Eastern Virginia Bankshares, Inc.
EVBS
277196101
5/12/2011
4/1/2011
1
Election of fourteen (14) Directors
Issuer
Yes
For
For
         
2
To approve on an advisory (non-binding) basis the compensation of the company's executive officers
Issuer
Yes
For
For
         
3
To ratify the appointment of Yount, Hyde & Barbour PC as the company's independent registered public accountant for 2011
Issuer
Yes
For
For
                     
Transocean Ltd.
RIG
H8817H100
5/13/2011
3/16/2011
1
Approval of the 2010 annual report, including the consolidated financial statements of Transocean Ltd. For fiscal year 2010 and the statutory financial statements of Transocean Ltd. For fiscal year 2010
Issuer
Yes
For
For
         
2
Discharge of the members of the Board of Directors and executive management form liability for activities during fiscal year 2010
Issuer
Yes
Against
Against
         
3
Appropriation of available earnings for fiscal year 2010
Issuer
Yes
Against
Against
         
4
Proposed reallocation of free reserve to legal reserve, reserve fro m capital contributions
Issuer
Yes
Against
Against
         
5
Rescission of the distribution to shareholders I the form of a par value reduction as approved at the 2010 annual general meeting
Issuer
Yes
Against
Against
         
6
Release and allocation of legal reserve, reserve from capital contribution, to dividend reserve from capital contributions,  If proposal 3 and proposal 5 are not approved as proposed by the Board of Directors, there will be no vote on the proposal 6
Issuer
Yes
Against
Against
         
7
New authorized share capital
Issuer
Yes
Against
Against
         
8
Reduction of the maximum number of members of the Board of Directors to 12
Issuer
Yes
For
For
         
9
Election of five (5) Directors
Issuer
Yes
For
For
         
10
Appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year 2011 and reelection of Ernst & Young Ltd., Zurich, as the Company's auditor for a further one-year term
Issuer
Yes
For
For
         
11
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
12
Advisory vote on the frequency  of executive compensation vote
Issuer
Yes
1 yr
For
                     
Total S.A
TOT
89151E109
5/13/2011
4/5/2011
1
Approval of parent company financial statements
Issuer
Yes
For
For
         
2
Approval of consolidated financial statements
Issuer
Yes
For
For
         
3
Allocation of earnings, declaration of dividend
Issuer
Yes
For
For
         
4
Agreements covered by article L.225-38 of the French commercial code
Issuer
Yes
For
For
         
5
Authorization for the board of directors to trade in shares of the company
Issuer
Yes
For
For
         
6
Renewal of the appointment of director
Issuer
Yes
For
For
         
7
Renewal of the appointment of director
Issuer
Yes
For
For
         
8
Renewal of the appointment of director
Issuer
Yes
For
For
         
9
Appointment of director
Issuer
Yes
For
For
         
10
Appointment of director
Issuer
Yes
For
For
         
E11
Authorization to grant restricted shared in company to employees of group and to managers of company or other group companies
Issuer
Yes
For
For
         
A
Amendment of article 9 of the company's articles of association, all as more fully described in the proxy statement
Holder
Yes
Against
For
                     
Carolina Trust Bank
CART
144200102
5/16/2011
3/31/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Approval of executive compensation
Issuer
Yes
For
For
         
3
Approval of amendment to articles to decrease par value
Issuer
Yes
For
For
         
4
Shareholder proposal to reduce the size of the board to nine over a three year period
Holder
Yes
Against
For
                     
Bank of Commerce Holdings
BOCH
06424J103
5/17/2011
3/15/2011
1
Election of nine(9) Directors
Issuer
Yes
For
For
         
2
Ratification of the appointment of Moss Adams, LLP as the company's independent registered public accounting firm for 2010
Issuer
Yes
For
For
         
3
Adoption of the non-binding advisory resolution approving the compensation f the named executive officers
Issuer
Yes
For
For
                     
ECB Bancorp, Inc.
ECBE
268253101
5/17/2011
3/18/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Non-binding, advisory resolution (a "say-on pay "resolution) to approve compensation paid or provided to Bancorp's executive officers as disclosed in the proxy statement for the annual meeting
Issuer
Yes
For
For
         
3
Proposal to ratify the appointment of Dixon Hughes Goodman LLP as Bancorp's independent public accountants for 2011
Issuer
Yes
For
For
                     
Southern First Bancshares, Inc.
SFST
842873101
5/17/2011
3/28/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
Proposal to approve an advisory (non-binding) proposal on the compensation of our named executive officers as disclosed in the proxy statement
Issuer
Yes
For
For
         
3
Proposal to ratify the appointment of Elliot Davis, LLC as our independent registered public accountant for the fiscal year ending December 31, 2010
Issuer
Yes
For
For
                     
Third Century Bancorp
TDCB
884120106
5/18/2011
3/15/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of BKD LLP as the company' independent registered public accounting firm for the year ending December 31, 2011
Issuer
Yes
For
For
                     
Central Valley Community Bancorp
CVCY
155685100
5/18/2011
3/21/2011
1
Election of eight (8) Directors
Issuer
Yes
For
For
         
2
To approve the proposal to ratify the appointment of Perry-Smith LLP as the independent registered public accounting firm for the company's 2011 fiscal year
Issuer
Yes
For
For
         
3
To adopt a non-binding advisory resolution approving executive compensation
Issuer
Yes
For
For
                     
Willis Lease Finance Corporation
WLFC
970646105
5/18/2011
3/21/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
Advisory vote on executive compensation
Issuer
Yes
For
For
         
3
Advisory vote on executive compensation frequency
Issuer
Yes
1 yr
Against
         
4
To ratify the appointment of KPMG LLP as the company's independent registered accounting firm
Issuer
Yes
For
For
                     
Ocean Shore Holding Co.
OSHC
67501R103
5/18/2011
3/23/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of Ocean Shore Holding Co. for the year ending December 31, 2011
Issuer
Yes
For
For
                     
PPL Corporation
PPL
69351T106
5/18/2011
2/28/2011
1
Election of ten (10) Directors
Issuer
Yes
For
For
         
2
Approval of short term incentive plan
Issuer
Yes
Against
Against
         
3
Ratification of the appointment of independent registered accounting firm
Issuer
Yes
For
For
         
4
Advisory vote on executive compensation
Issuer
Yes
Against
Against
         
5
Advisory vote on the frequency of future executive compensation votes
Issuer
Yes
1 yr
For
         
6
Shareholder proposal - Director election majority vote standard proposal
Holder
Yes
For
For
         
7
Shareholder proposal - Special shareholder meetings
Holder
Yes
For
For
                     
Meridian Interstate Bancorp, Inc.
EBSB
5864Q104
5/18/2011
3/31/2011
1
Election of five (5) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Wolf & Company PC as independent registered accounting firm of Meridian Interstate Bancorp, Inc for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
         
3
An advisory (non-binding)  resolution to approve the company's executive compensation as described in the proxy statement
Issuer
Yes
For
For
         
4
An advisory (non-binding)  proposal with respect to approve the frequency that stockholders will vote on executive compensation
Issuer
Yes
1 yr
For
                     
FNB Bancorp
FNBG
302515101
5/18/2011
4/1/2011
1
Election of nine (9) Directors
Issuer
Yes
For
For
         
2
To approve the advisory vote on executive compensation
Issuer
Yes
For
For
         
3
To ratify the appointment of Moss Adams LLP as independent auditors of the company to serve for the 2011 fiscal year
Issuer
Yes
For
For
                     
First Advantage Bancorp
FABK
31848L104
5/18/2011
3/31/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Horne LLP as the independent registered public accounting firm of advantage Bancorp for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
First Capital Bancorp, Inc.
FCVA
319438107
5/18/2011
4/4/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Proposal to approve in an advisory (non-binding) vote the compensation of executives disclosed in the proxy statement
Issuer
Yes
For
For
         
3
Proposal to ratify the appointment of Cherry, Bekaert & Holland
Issuer
Yes
For
For
                     
CMET Finance Holdings, Inc.
NA
999C144A
5/19/2011
4/1/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
Ratify appointment of Pricewaterhousecoopers LLP as auditors for fiscal year 2011
Issuer
Yes
For
For
         
3
Ratify amendment to the company’s certificate of incorporation to change the name of the corporation to South Street Holdings Inc.
Issuer
Yes
For
For
         
4
In their discretion, on any other matters that may properly come before the meeting
Issuer
Abstain
Abstain
Abstain
                     
Beacon Federal Bancorp, Inc.
BFED
073582108
5/19/2011
3/11/2011
1
Election of two (2) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Crowe Horwath LLP as independent registered public accounting firm for the company for the fiscal year ending December 31, 2011
Issuer
Yes
For
For
                     
First Trust Bank
NCFT
33732N105
5/19/2011
3/18/2011
1
Election of three (3) Directors
Issuer
Yes
For
For
         
2
Ratification of independent accountants proposal to ratify the appointment of Dixon Hughes PLLC, as the bank's independent registered public accounting firm for 2011
Issuer
Yes
For
For
                     
Newport Bancorp, Inc.
NFSB
651754103
5/19/2011
3/21/2011
1
Election of four (4) Directors
Issuer
Yes
For
For
         
2
The ratification of the appointment of Wolf & Com