N-PX 1 b87891a1nvpx.txt GDL FUND ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM N-PX ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY Investment Company Act file number 811-21969 The GDL Fund (formerly, The Gabelli Global Deal Fund) ----------------------------------------------------- (Exact name of registrant as specified in charter) One Corporate Center Rye,New York 10580-1422 --------------------------------------------------- (Address of principal executive offices) (Zip code) Bruce N. Alpert Gabelli Funds, LLC One Corporate Center Rye,New York 10580-1422 --------------------------------------- (Name and address of agent for service) Registrant's telephone number, including area code: 1-800-422-3554 Date of fiscal year end: December 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 (Sections 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant's proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles. A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget ("OMB") control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. Section 3507. ================================================================================ PROXY VOTING RECORD FOR PERIOD JULY 1, 2010 TO JUNE 30, 2011 ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 1 The GDL Fund Investment Company Report MENTOR GRAPHICS CORPORATION SECURITY 587200106 MEETING TYPE Annual TICKER SYMBOL MENT MEETING DATE 01-Jul-2010 ISIN US5872001061 AGENDA 933293146 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 DIRECTOR Management 1 PETER L. BONFIELD For For 2 MARSHA B. CONGDON For For 3 JAMES R. FIEBIGER For For 4 GREGORY K. HINCKLEY For For 5 KEVIN C. MCDONOUGH For For 6 PATRICK B. MCMANUS For For 7 WALDEN C. RHINES For For 8 FONTAINE K. RICHARDSON For For 02 PROPOSAL TO AMEND ARTICLE III OF THE COMPANY'S 1987 Management For For RESTATED ARTICLES OF INCORPORATION, AS AMENDED, TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 200,000,000 TO 300,000,000. 03 PROPOSAL TO APPROVE THE COMPANY'S 2010 OMNIBUS Management Against Against INCENTIVE PLAN. 04 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ITS FISCAL YEAR ENDING JANUARY 31, 2011.

SENORX, INC. SECURITY 81724W104 MEETING TYPE Special TICKER SYMBOL SENO MEETING DATE 01-Jul-2010 ISIN US81724W1045 AGENDA 933299059 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ------------ 01 ADOPT THE AGREEMENT AND PLAN OF MERGER, DATED Management For For AS OF MAY 4, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG C.R. BARD, INC., A NEW JERSEY CORPORATION ("BARD"), RAPTOR ACQUISITION CORP., A DELAWARE CORPORATION AND INDIRECT WHOLLY OWNED SUBSIDIARY OF BARD, AND SENORX, INC., A DELAWARE CORPORATION ("SENORX"), PURSUANT TO WHICH SENORX WILL BE ACQUIRED BY BARD. 02 A PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

CLIMATE EXCHANGE PLC SECURITY G2311R103 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 02-Jul-2010 ISIN GB0033551168 AGENDA 702484332 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------------- ---------- ---- ----------- S.1 Approve, for the purpose of giving effect to the Scheme of Management For For Arrangement the Scheme , between the Company and the holders of Scheme Shares as defined in the Scheme , as specified, in its original form or subject to any modification(s), addition(s), or condition(s) approved or imposed by the High Court of Justice of the Isle of Man Court , with effect from the passing of this resolution, the Articles of Association of the Company be altered by the adoption and inclusion of the specified new Article 173

CLIMATE EXCHANGE PLC SECURITY G2311R103 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 02-Jul-2010 ISIN GB0033551168 AGENDA 702484914 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------------------- ---------- ---- ----------- PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION Non-Voting FOR THIS MEETING TYPE. PLE-ASE CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE ABSTAIN-FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR ISSUERS-AGENT. S.1 Approve the scheme of arrangement [the "Scheme of Management For For Arrangement"] between the Company and the holders of scheme shares, a print of which has been produced to this meeting and for the purposes of identification signed by the chairman hereof, in its original form or with or subject to any modification, addition or condition approved or imposed by the court and authorize the Directors of the Company to take all such action as they may consider necessary or appropriate for carrying the scheme of arrangement into effect

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 2 The GDL Fund SEACLIFF CONSTRUCTION CORP. SECURITY 81169Q109 MEETING TYPE Special TICKER SYMBOL SCXFF MEETING DATE 09-Jul-2010 ISIN CA81169Q1090 AGENDA 933301943 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 RESOLUTIONS IN THE FORM SET FORTH IN APPENDIX A OF Management For For THE MANAGEMENT INFORMATION CIRCULAR OF SEACLIFF DATED JUNE 9, 2010 (THE "CIRCULAR") TO APPROVE AN ARRANGEMENT (THE "ARRANGEMENT") UNDER SECTION 288 OF THE BUSINESS CORPORATIONS ACT (BRITISH COLUMBIA) INVOLVING, AMONG OTHER THINGS, THE ACQUISITION BY 0880486 B.C. LTD., A CORPORATION THAT IS WHOLLY-OWNED BY THE CHURCHILL CORPORATION, OF ALL OF THE ISSUED AND OUTSTANDING COMMON SHARES IN EXCHANGE FOR $17.14 IN CASH PER SHARE, ALL AS MORE PARTICULARLY DESCRIBED IN THE CIRCULAR.

VIRTUAL RADIOLOGIC CORPORATION SECURITY 92826B104 MEETING TYPE Special TICKER SYMBOL VRAD MEETING DATE 12-Jul-2010 ISIN US92826B1044 AGENDA 933304420 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN Management For For OF MERGER, DATED AS OF MAY 16, 2010, BY AND AMONG VIKING HOLDINGS LLC, VIKING ACQUISITION CORPORATION AND VIRTUAL RADIOLOGIC CORPORATION AND THE MERGER CONTEMPLATED THEREBY, AS IT MAY BE AMENDED FROM TIME TO TIME. 02 APPROVAL OF THE ADJOURNMENT OR POSTPONEMENT OF Management For For THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES PROPERLY CAST AT THE TIME OF THE MEETING TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER.

ENZON PHARMACEUTICALS, INC. SECURITY 293904108 MEETING TYPE Annual TICKER SYMBOL ENZN MEETING DATE 13-Jul-2010 ISIN US2939041081 AGENDA 933301739 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 DIRECTOR Management 1 ROLF A. CLASSON* For For 2 ALEXANDER J. DENNER* For For 3 ROBERT LEBUHN* For For 4 HAROLD J. LEVY* For For 5 RICHARD C. MULLIGAN* For For 6 ROBERT C. SALISBURY* For For 7 THOMAS F. DEUEL, M.D.*$ For For 8 RICHARD A. YOUNG*$ For For 02 APPROVAL OF AMENDMENTS TO THE COMPANY'S Management For For AMENDED AND RESTATED CERTIFICATE OF INCORPORATION AND AMENDED AND RESTATED BYLAWS TO ELIMINATE THE CLASSIFICATION OF THE COMPANY'S BOARD OF DIRECTORS. 03 STOCKHOLDER PROPOSAL RELATING TO ELIMINATION OF Management For For THE CLASSIFICATION OF THE COMPANY'S BOARD OF DIRECTORS. 04 RATIFICATION OF THE SELECTION OF KPMG LLP TO AUDIT Management For For THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010.

ARROW ENERGY NL SECURITY Q0538G107 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 14-Jul-2010 ISIN AU000000AOE6 AGENDA 702516672 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------------- ---------- ---- ----------- 1 Approve, with or without modification as approved by the Court Management For For and pursuant to and in accordance with Section 411 of the Corporations Act, the Demerger Scheme, the terms of which are contained in and more particularly described in the Demerger Scheme Booklet of which the notice of the Demerger Scheme Meeting forms part

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 3 The GDL Fund ARROW ENERGY NL SECURITY Q0538G107 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 14-Jul-2010 ISIN AU000000AOE6 AGENDA 702516709 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------- ---------- ---- ----------- VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSAL 2 AND VOTES CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE PROPOSAL/S WILL-BE DISREGARDED. HENCE, IF YOU HAVE OBTAINED BENEFIT OR DO EXPECT TO OBTAIN FU- TURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") FOR THE RELEVANT PROPOSAL-ITEMS. 1. Approve, subject to and conditional on the Demerger Scheme Management For For becoming effective and for the purposes of Section 256C(1) of the Corporations Act: a) the share capital of Arrow be reduced on the Demerger Implementation date by the sum of AUD 68,400,000 which such amount, subject to Paragraph (b), to be distributed by Arrow to the holders of all the Arrow Shares on the Demerger Scheme Record Date, on the basis of an equal amount for each Arrow Share held by such holder on that date; and b) Arrow's obligations under Paragraph (a) are to be satisfied by Arrow applying the amount to be distributed to each holder of Arrow Shares there under in accordance with the provisions of the Demerger Scheme 2. Approve, for the purposes of ASX Listing Rules 6.23.2 and 6.23.3 Management For For and for all other purposes: a) to amend the terms of the Arrow Options to allow each Arrow Option to be cancelled; and b) to amend the terms of each Arrow Option to allow such Arrow Options that are unvested to be immediately exercisable, in each case, subject to the Proviso being satisfied and in the manner described in Section 9.10 of the Demerger Scheme Booklet of which this notice of general meeting forms part including, without limitation, by entering into an agreement with each holder of the Arrow Options to give effect to this resolution and the matters set out in Section 9.10 of the Demerger Scheme Booklet

ARROW ENERGY NL SECURITY Q0538G107 MEETING TYPE Scheme Meeting TICKER SYMBOL MEETING DATE 14-Jul-2010 ISIN AU000000AOE6 AGENDA 702524148 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------- ---------- ---- ------------ 1. Approve, pursuant to and in accordance with Section 411 of the Management For For Corporations Act, the Acquisition Scheme, the terms of which are contained in and more particularly described in the Acquisition Scheme Booklet [of which this notice of Acquisition Scheme Meeting forms part] is approved [with or without modification as approved by the Court]

ARENA RESOURCES, INC. SECURITY 040049108 MEETING TYPE Special TICKER SYMBOL ARD MEETING DATE 16-Jul-2010 ISIN US0400491082 AGENDA 933276998 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF APRIL 3, 2010, BY AND AMONG ARENA, SANDRIDGE ENERGY, INC., A DELAWARE CORPORATION, AND STEEL SUBSIDIARY CORPORATION, A WHOLLY OWNED SUBSIDIARY OF SANDRIDGE ENERGY, INC., PURSUANT TO WHICH STEEL SUBSIDIARY CORPORATION WILL MERGE WITH AND INTO ARENA, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.

ARENA RESOURCES, INC. SECURITY 040049108 MEETING TYPE Special TICKER SYMBOL ARD MEETING DATE 16-Jul-2010 ISIN US0400491082 AGENDA 933304139 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ------------ 01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF APRIL 3, 2010, BY AND AMONG ARENA, SANDRIDGE ENERGY, INC., A DELAWARE CORPORATION, AND STEEL SUBSIDIARY CORPORATION, A WHOLLY OWNED SUBSIDIARY OF SANDRIDGE ENERGY, INC., PURSUANT TO WHICH STEEL SUBSIDIARY CORPORATION WILL MERGE WITH AND INTO ARENA, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.

CYBERSOURCE CORPORATION SECURITY 23251J106 MEETING TYPE Special TICKER SYMBOL CYBS MEETING DATE 20-Jul-2010 ISIN US23251J1060 AGENDA 933301955 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF APRIL 20, 2010, BY AND AMONG VISA INC., MARKET ST. CORP. AND CYBERSOURCE CORPORATION, PURSUANT TO WHICH CYBERSOURCE WILL BE ACQUIRED BY VISA. 02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT OR POSTPONEMENT TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 4 The GDL Fund INVENTIV HEALTH, INC. SECURITY 46122E105 MEETING TYPE Special TICKER SYMBOL VTIV MEETING DATE 21-Jul-2010 ISIN US46122E1055 AGENDA 933303745 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 A PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF MAY 6, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG COMPANY, PAPILLON HOLDINGS, INC., A DELAWARE CORPORATION, AND PAPILLON ACQUISITION, INC., A DELAWARE CORPORATION AND A WHOLLY-OWNED SUBSIDIARY OF PAPILLON HOLDINGS, INC., A COPY OF WHICH IS ATTACHED AS ANNEX A TO ACCOMPANYING PROXY STATEMENT. 02 A PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF Management For For NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT.

DOUBLE-TAKE SOFTWARE, INC. SECURITY 258598101 MEETING TYPE Special TICKER SYMBOL DBTK MEETING DATE 22-Jul-2010 ISIN US2585981010 AGENDA 933305333 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF MAY 17, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG DOUBLE-TAKE SOFTWARE, INC., VISION SOLUTIONS, INC. AND HA MERGER SUB, INC. (THE "AGREEMENT AND PLAN OF MERGER"). 02 TO APPROVE AN ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

SONICWALL, INC. SECURITY 835470105 MEETING TYPE Special TICKER SYMBOL SNWL MEETING DATE 23-Jul-2010 ISIN US8354701059 AGENDA 933305864 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE THE PRINCIPAL TERMS OF THE AGREEMENT Management For For AND PLAN OF MERGER, DATED AS OF JUNE 2, 2010, AS MAY BE AMENDED FROM TIME TO TIME, PURSUANT TO WHICH PSM MERGER SUB, INC., WILL MERGE WITH AND INTO THE COMPANY AND THE COMPANY WILL BE ACQUIRED BY PSM HOLDINGS 2, INC., THE MERGER AND AGREEMENT OF MERGER TO BE FILED WITH THE CALIFORNIA SECRETARY OF STATE TO COMPLETE THE MERGER. 02 TO VOTE TO ADJOURN THE SPECIAL MEETING IF Management For For NECESSARY OR APPROPRIATE.

NRG ENERGY, INC. SECURITY 629377508 MEETING TYPE Annual TICKER SYMBOL NRG MEETING DATE 28-Jul-2010 ISIN US6293775085 AGENDA 933300434 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ---- ----------- 1A ELECTION OF DIRECTOR: KIRBYJON H. CALDWELL Management For For 1B ELECTION OF DIRECTOR: DAVID CRANE Management For For 1C ELECTION OF DIRECTOR: STEPHEN L. CROPPER Management For For 1D ELECTION OF DIRECTOR: KATHLEEN A. MCGINTY Management For For 1E ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Management For For 02 APPROVAL OF THE NRG ENERGY, INC. AMENDED AND Management For For RESTATED LONG-TERM INCENTIVE PLAN. 03 RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS Management For For NRG'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

NATIONAL DENTEX CORPORATION SECURITY 63563H109 MEETING TYPE Special TICKER SYMBOL NADX MEETING DATE 29-Jul-2010 ISIN US63563H1095 AGENDA 933307046 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 THE ADOPTION AND APPROVAL OF THE AGREEMENT AND Management For For PLAN OF MERGER, DATED AS OF APRIL 2, 2010, AMONG GDC HOLDINGS, INC., A DELAWARE CORPORATION ("PARENT"), ROYAL ACQUISITION CORP., A DELAWARE CORPORATION AND AN INDIRECT WHOLLY OWNED SUBSIDIARY OF PARENT ("MERGER SUB"), AND NATIONAL DENTEX CORPORATION, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 THE APPROVAL OF THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY, TO PERMIT NATIONAL DENTEX CORPORATION TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF MERGER.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 5 The GDL Fund SCOTT WILSON GROUP PLC, BASINGSTOKE SECURITY G79971100 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 30-Jul-2010 ISIN GB00B0WM2V87 AGENDA 702545142 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------- ---------- ---- ----------- CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION Non-Voting FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. 1 Approve the proposed Scheme of Arrangement referred to in the Management For For notice convening the Court meeting dated 07 JUL 2010

SCOTT WILSON GROUP PLC, BASINGSTOKE SECURITY G79971100 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 30-Jul-2010 ISIN GB00B0WM2V87 AGENDA 702545205 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------------- ---------- ---- ----------- S.1 Approve the special resolution to give effect to the Scheme of Management For For Arrangement dated 07 JUL 2010 as set out in the notice of general meeting date 07 JUL 2010

ACXIOM CORPORATION SECURITY 005125109 MEETING TYPE Annual TICKER SYMBOL ACXM MEETING DATE 02-Aug-2010 ISIN US0051251090 AGENDA 933303377 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 1A ELECTION OF DIRECTOR: JERRY D. GRAMAGLIA Management For For 1B ELECTION OF DIRECTOR: CLARK M. KOKICH Management For For 1C ELECTION OF DIRECTOR: KEVIN M. TWOMEY Management For For 02 APPROVAL OF THE 2010 EXECUTIVE CASH INCENTIVE PLAN Management For For OF ACXIOM CORPORATION 03 RATIFICATION OF KPMG LLP AS INDEPENDENT Management For For REGISTERED PUBLIC ACCOUNTANT

WUXI PHARMATECH (CAYMAN) INC. SECURITY 929352102 MEETING TYPE Special TICKER SYMBOL WX MEETING DATE 05-Aug-2010 ISIN US9293521020 AGENDA 933308238 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 THE SCHEME OF ARRANGEMENT (AS REFERRED TO IN THE Management For For NOTICE DATED JULY 1, 2010 CONVENING THE SCHEME MEETING) BE AND HEREBY IS APPROVED.

ATS MEDICAL, INC. SECURITY 002083103 MEETING TYPE Special TICKER SYMBOL ATSI MEETING DATE 05-Aug-2010 ISIN US0020831030 AGENDA 933309646 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF APRIL 28, 2010, BY AND AMONG MEDTRONIC, INC., PILGRIM MERGER CORPORATION AND ATS MEDICAL, INC. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF Management For For NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF APPROVAL OF THE MERGER AGREEMENT.

SOUTHWEST WATER COMPANY SECURITY 845331107 MEETING TYPE Annual TICKER SYMBOL SWWC MEETING DATE 06-Aug-2010 ISIN US8453311073 AGENDA 933308822 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 ADOPTION OF MERGER AGREEMENT. Management For For 02 DIRECTOR Management 1 KIMBERLY ALEXY For For 2 BRUCE C. EDWARDS For For 3 LINDA GRIEGO For For 4 THOMAS IINO For For 5 WILLIAM D. JONES For For 6 MARK A. SWATEK For For 03 RATIFICATION OF THE SELECTION OF Management For For PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010. 04 TO ADJOURN THE ANNUAL MEETING, IF NECESSARY, FOR Management For For THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IN FAVOR OF THE ADOPTION OF THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 6 The GDL Fund ODYSSEY HEALTHCARE, INC. SECURITY 67611V101 MEETING TYPE Special TICKER SYMBOL ODSY MEETING DATE 09-Aug-2010 ISIN US67611V1017 AGENDA 933309393 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO (I) APPROVE THE MERGER (THE "MERGER") OF GTO Management For For ACQUISITION CORP., A WHOLLY-OWNED SUBSIDIARY OF GENTIVA HEALTH SERVICES, INC. ("GENTIVA"), WITH AND INTO ODYSSEY, RESULTING IN ODYSSEY BECOMING A WHOLLY-OWNED SUBSIDIARY OF GENTIVA, PURSUANT TO THE AGREEMENT AND PLAN OF MERGER, AMONG ODYSSEY, GENTIVA AND GTO ACQUISITION CORP., AND (II) ADOPT THE MERGER AGREEMENT. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE MERGER AND ADOPT THE MERGER AGREEMENT.

ALCON, INC. SECURITY H01301102 MEETING TYPE Special TICKER SYMBOL ACL MEETING DATE 16-Aug-2010 ISIN CH0013826497 AGENDA 933310512 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ---- ----------- 1A REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): ENRICO VANNI 1B REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): NORMAN WALKER 1C REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): PAUL CHOFFAT 1D REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): URS BAERLOCHER 1E REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): JACQUES SEYDOUX

ALCON, INC. SECURITY H01301102 MEETING TYPE Special TICKER SYMBOL ACL MEETING DATE 16-Aug-2010 ISIN CH0013826497 AGENDA 933315170 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ---- ----------- 1A REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): ENRICO VANNI 1B REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): NORMAN WALKER 1C REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): PAUL CHOFFAT 1D REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): URS BAERLOCHER 1E REPLACEMENT ELECTION TO THE BOARD OF DIRECTORS Management For For (CONDITIONAL RESOLUTION AS SET FORTH IN THE INVITATION): JACQUES SEYDOUX

RUBIO'S RESTAURANTS, INC. SECURITY 78116B102 MEETING TYPE Annual TICKER SYMBOL RUBO MEETING DATE 23-Aug-2010 ISIN US78116B1026 AGENDA 933313063 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE Management For For AGREEMENT AND PLAN OF MERGER, DATED AS OF MAY 9, 2010, AS AMENDED BY THE AMENDMENT TO AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 18, 2010, AMONG RUBIO'S RESTAURANTS, INC., A DELAWARE CORPORATION, MRRC MERGER CO., A DELAWARE CORPORATION, AND MRRC HOLD CO., A DELAWARE CORPORATION. 02 TO APPROVE A PROPOSAL TO ADJOURN THE ANNUAL Management For For MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT THE TIME OF THE ANNUAL MEETING. 03 DIRECTOR Management 1 DANIEL E. PITTARD For For 2 TIMOTHY J. RYAN For For 04 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 26, 2010.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 7 The GDL Fund GERDAU AMERISTEEL CORPORATION SECURITY 37373P105 MEETING TYPE Special TICKER SYMBOL GNA MEETING DATE 24-Aug-2010 ISIN CA37373P1053 AGENDA 933310497 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- A THE APPROVAL OF THE ARRANGEMENT RESOLUTION, THE Management For For FULL TEXT OF WHICH IS ATTACHED AS EXHIBIT A TO THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR OF GERDAU AMERISTEEL CORPORATION.

SMITH INTERNATIONAL, INC. SECURITY 832110100 MEETING TYPE Annual TICKER SYMBOL SII MEETING DATE 24-Aug-2010 ISIN US8321101003 AGENDA 933314356 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT Management For For AND PLAN OF MERGER, DATED AS OF FEBRUARY 21, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG SCHLUMBERGER LIMITED, TURNBERRY MERGER SUB INC., AND SMITH INTERNATIONAL, INC. 02 DIRECTOR Management 1 JAMES R. GIBBS For For 2 DUANE C. RADTKE For For 3 JOHN YEARWOOD For For 03 TO APPROVE THE SMITH INTERNATIONAL, INC. 1989 LONG- Management For For TERM INCENTIVE COMPENSATION PLAN, AS AMENDED AND RESTATED. 04 TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP Management For For AS SMITH'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2010. 05 TO APPROVE THE ADJOURNMENT OF SMITH'S ANNUAL Management For For MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE ANNUAL MEETING.

TOMKINS PLC, LONDON SECURITY G89158136 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 31-Aug-2010 ISIN GB0008962655 AGENDA 702567059 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------- ---------- ---- ----------- PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION Non-Voting FOR THIS MEETING TYPE. PLE-ASE CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE ABSTAIN-FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR ISSUERS-AGENT. 1. Approve a scheme of arrangement [the "Scheme of Management For For Arrangement"] proposed to be made between the Company and the holders of Independent Scheme Shares and Executive Team Shares

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 8 The GDL Fund TOMKINS PLC, LONDON SECURITY G89158136 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 31-Aug-2010 ISIN GB0008962655 AGENDA 702567061 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------------- ---------- ---- ----------- S.1 Approve, for the purpose of giving effect to the scheme of Management For For arrangement dated 06 AUG 2010 between the Company and the holders of the Scheme Shares (as specified in the said scheme of arrangement), a print of which has been produced to this meeting and for the purposes of identification signed by the Chairman hereof, in its original form or subject to such modification, addition or condition as may be agreed between the Company and Pinafore Acquisition Limited ("Pinafore") and approved or imposed by the Court (the "Scheme"): authorize the Directors of the Company to take all such action as they may consider necessary or appropriate for carrying the scheme into effect; the share capital of the company be reduced by canceling and extinguishing all of the Cancellation Shares (as specified in the Scheme); subject to and forthwith upon the reduction of share capital referred to in Paragraph (B) above taking effect and, if appropriate, the Company being re-registered as a private Company pursuant to Section 651 of the Companies Act 2006 and notwithstanding anything to the contrary in the Articles of Association of the Company: the reserve arising in the books of account of the Company as a result of the reduction of share capital referred to in Paragraph (B) above be capitalized and applied in paying up in full at par such number of new ordinary shares of 9 US cents each (the "New Tomkins Shares") as shall be equal to the aggregate number of Cancellation Shares cancelled pursuant to Paragraph (B) above, which shall be allotted and issued (free from any liens, charges, equitable interests, encumbrances, rights of pre-emption and any other interests of any nature whatsoever and together with all rights attaching thereto) and any other interests of any nature whatsoever and together with all rights attaching thereto, credited as fully paid, to Pinafore and/or its nominee(s) in accordance with the Scheme; and authorize the Directors of the Company for the purposes of Section 551 of the Companies Act to allot the New Tomkins Shares, provided that: the maximum aggregate nominal amount of relevant securities that may be allotted under this authority shall be the aggregate nominal amount of the New Tomkins Shares; [Authority expires on the 5th anniversary of the date on which this resolution is passed]; and this authority shall be in addition, and without prejudice, to any other authority under the said Section 551 previously granted and in force on the date on which this resolution is passed; and amend, with effect from the passing of this resolution, the Articles of Association of the Company by the adoption and inclusion of the following new Article 133 after Article 132 as specified; amend, subject to and with effect from the Scheme becoming effective in accordance with its terms, the Articles of Association of the Company: by adopting and including the following new Article 7A after Article 7 as specified; by inserting the following as specified at the start of each sentence beginning Article 6 and Article 7; and by deleting Article 77 and 83 and replacing them with the following as specified 2. Approve the Executive Team Arrangements (as specified in the Management For For Scheme Document), notwithstanding that such arrangements are not extended to all shareholders of the Company, and authorize the Directors of the Company to do or procure to be done all such acts and things or enter into any agreements on behalf of the Company as they consider necessary or expedient for the purpose of giving effect to such arrangements

VIRAGE LOGIC CORPORATION SECURITY 92763R104 MEETING TYPE Special TICKER SYMBOL VIRL MEETING DATE 02-Sep-2010 ISIN US92763R1041 AGENDA 933316324 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED JUNE 9, 2010, BY AND AMONG SYNOPSYS, INC., VORTEX ACQUISITION CORP. AND VIRAGE LOGIC CORPORATION. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, TO Management For For SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

ALLEGHENY ENERGY, INC. SECURITY 017361106 MEETING TYPE Special TICKER SYMBOL AYE MEETING DATE 14-Sep-2010 ISIN US0173611064 AGENDA 933313049 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO APPROVE THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF FEBRUARY 10, 2010, BY AND AMONG FIRSTENERGY CORP., ELEMENT MERGER SUB, INC. (A WHOLLY-OWNED SUBSIDIARY OF FIRSTENERGY CORP.) AND ALLEGHENY ENERGY, INC., AS AMENDED AS OF JUNE 4, 2010, AND AS IT MAY BE FURTHER AMENDED FROM TIME TO TIME, AND THE MERGER DESCRIBED THEREIN. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE OR DATES, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO APPROVE THE MERGER AGREEMENT AND THE MERGER AT THE TIME OF THE SPECIAL MEETING.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 9 The GDL Fund MICRUS ENDOVASCULAR CORPORATION SECURITY 59518V102 MEETING TYPE Annual TICKER SYMBOL MEND MEETING DATE 14-Sep-2010 ISIN US59518V1026 AGENDA 933319596 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JULY 11, 2010, BY AND AMONG JOHNSON & JOHNSON, COPE ACQUISITION CORP. AND MICRUS ENDOVASCULAR CORPORATION. 02 DIRECTOR Management 1 JOHN T. KILCOYNE For For 2 JEFFREY H. THIEL For For 03 TO RATIFY THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS MICRUS'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2011 FISCAL YEAR. 04 TO APPROVE THE ADJOURNMENT OF THE ANNUAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES FOR THE ADOPTION OF THE MERGER AGREEMENT.

AIRGAS, INC. SECURITY 009363102 MEETING TYPE Contested-Annual TICKER SYMBOL ARG MEETING DATE 15-Sep-2010 ISIN US0093631028 AGENDA 933314522 - Opposition

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 DIRECTOR Management 1 JOHN P. CLANCEY For For 2 ROBERT L. LUMPKINS For For 3 TED B. MILLER, JR. For For 02 TO AMEND THE AIRGAS BY-LAWS REGARDING THE Management For For ELIGIBILITY OF ANY DIRECTOR NOMINATED BY THE AIRGASBOARD FOR ELECTION, BUT NOT NOMINATED BY THEAIRGAS STOCKHOLDERS. ALL, AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 03 TO AMEND THE AIRGAS BY-LAWS TO REQUIRE Management For For AIRGAS TO HOLD ITS 2011 ANNUAL STOCKHOLDER MEETING ON JANUARY 18, 2011 AND ALL SUBSEQUENT ANNUAL STOCKHOLDER MEETINGS IN JANUARY. ALL, AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 04 TO REPEAL ANY AMENDMENTS TO AIRGAS, INC. AMENDED Management For For AND RESTATED BY-LAWS ADOPTED BY THE AIRGAS BOARD OF DIRECTORS WITHOUT THE APPROVAL OF THE AIRGAS STOCKHOLDERS AFTER APRIL 7, 2010 AND PRIOR TO THE EFFECTIVENESS OF THE RESOLUTION PROPOSED IN THIS PROPOSAL 4. ALL, AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 05 TO RATIFY THE SELECTION OF KPMG LLP AS AIRGAS'S Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 06 TO APPROVE THE AMENDMENT TO AIRGAS'S AMENDED Management For For AND RESTATED 2003 EMPLOYEE STOCK PURCHASE PLAN.

SAUER-DANFOSS INC. SECURITY 804137107 MEETING TYPE Annual TICKER SYMBOL SHS MEETING DATE 16-Sep-2010 ISIN US8041371076 AGENDA 933319546 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ---- ----------- 01 DIRECTOR Management 1 NIELS B. CHRISTIANSEN For For 2 JORGEN M. CLAUSEN For For 3 KIM FAUSING For For 4 RICHARD J. FREELAND For For 5 PER HAVE For For 6 WILLIAM E. HOOVER, JR. For For 7 JOHANNES F. KIRCHHOFF For For 8 SVEN RUDER For For 9 ANDERS STAHLSCHMIDT For For 10 STEVEN H. WOOD For For 02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

HEWITT ASSOCIATES, INC. SECURITY 42822Q100 MEETING TYPE Special TICKER SYMBOL HEW MEETING DATE 20-Sep-2010 ISIN US42822Q1004 AGENDA 933321806 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JULY 11, 2010, BY AND AMONG HEWITT, AON CORPORATION AND TWO WHOLLY OWNED SUBSIDIARIES OF AON CORPORATION. 02 TO APPROVE A PROPOSAL TO ADJOURN THE SPECIAL Management For For MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF PROPOSAL 1.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 10 The GDL Fund HEALTHSCOPE LTD SECURITY Q4557T107 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 22-Sep-2010 ISIN AU000000HSP8 AGENDA 702579143 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------ ---------- ---- ----------- 1 Approve, pursuant to and in accordance with the provisions of Management For For Section 411 of the Corporations Act, the Members are in favour of the arrangement proposed between Healthscope Limited and the holders of its fully paid ordinary shares, designated the 'Scheme' as contained as specified with or without any modifications or conditions required by the Court to which Healthscope Limited and Asia Pacific Healthcare Group Pty Ltd agree and, subject to approval of the Scheme by the Court, the Board of Directors of Healthscope Limited is authorized to implement the Scheme with any such modifications or conditions

NBTY, INC. SECURITY 628782104 MEETING TYPE Special TICKER SYMBOL NTY MEETING DATE 22-Sep-2010 ISIN US6287821044 AGENDA 933323545 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JULY 15, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG NBTY, INC., ALPHABET HOLDING COMPANY, INC. AND ALPHABET MERGER SUB, INC. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

CASEY'S GENERAL STORES, INC. SECURITY 147528103 MEETING TYPE Contested-Annual TICKER SYMBOL CASY MEETING DATE 23-Sep-2010 ISIN US1475281036 AGENDA 933319851 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ------ ----------- 01 DIRECTOR Management 1 ROBERT J. MYERS For For 2 DIANE C. BRIDGEWATER For For 3 JOHNNY DANOS For For 4 H. LYNN HORAK For For 5 KENNETH H. HAYNIE For For 6 WILLIAM C. KIMBALL For For 7 JEFFREY M. LAMBERTI For For 8 RICHARD A. WILKEY For For 02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For INDEPENDENT AUDITORS OF THE COMPANY FOR THE FISCAL YEAR ENDING APRIL 30, 2011. 03 COUCHE-TARD PROPOSAL TO REPEAL ANY NEW BYLAWS Shareholder Against For OR AMENDMENTS TO THE BYLAWS ADOPTED BY THE BOARD OF DIRECTORS, WITHOUT SHAREHOLDER APPROVAL, AFTER JUNE 10, 2009 AND PRIOR TO THE EFFECTIVENESS OF THE RESOLUTION EFFECTING SUCH REPEAL.

MENU FOODS INCOME FUND SECURITY 587289109 MEETING TYPE Special TICKER SYMBOL MNUFF MEETING DATE 24-Sep-2010 ISIN CA5872891091 AGENDA 933325070 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 APPROVING (A) THE SALE OF ALL OF THE SECURITIES OF Management For For MENU FOODS LIMITED TO SIMMONS PET FOOD, INC. ON THE TERMS AND CONDITIONS SET OUT IN THE PURCHASE AGREEMENT AMONG SIMMONS PET FOOD, INC., THE FUND AND CERTAIN SUBSIDIARIES OF THE FUND DATED AUGUST 8, 2010; AND (B) AN AMENDMENT TO THE FUND'S DECLARATION OF TRUST, AS OF THE EFFECTIVE DATE OF THE PROPOSED TRANSACTION WITH SIMMONS PET FOOD, INC., AS MORE FULLY DESCRIBED IN THE INFORMATION CIRCULAR.

DATACASH GROUP PLC SECURITY G2756Y100 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 27-Sep-2010 ISIN GB0030440613 AGENDA 702591858 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------- ---------- ---- ----------- S.1 Approve, in connection with the proposed Scheme of Management For For Arrangement [the Scheme] referred to in the notice, to authorize the Directors of the Company to carry the Scheme into effect, to approve the associated reduction of the capital in the Company in accordance with the Scheme and to authorize the Directors of the Company to allow new ordinary shares in the Company to Mastercard/Europay U.K. Limited or its nominee, and to amend the Articles of Association of the Company

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 11 The GDL Fund DATACASH GROUP PLC SECURITY G2756Y100 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 27-Sep-2010 ISIN GB0030440613 AGENDA 702592824 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION Non-Voting FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. S.1 Approve the Scheme of Arrangement the Scheme Management For For

DANA PETROLEUM PLC, ABERDEEN SECURITY G26503113 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 27-Sep-2010 ISIN GB0033252056 AGENDA 702604908 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------- ---------- ---- ----------- 1 Approve, for the purpose of compliance with Rule 21.1 of the City Management For For Code on Takeovers and Mergers, the proposed acquisition of certain assets of Petro-Canada UK Limited

VALEANT PHARMACEUTICALS INTERNATIONAL SECURITY 91911X104 MEETING TYPE Special TICKER SYMBOL VRX MEETING DATE 27-Sep-2010 ISIN US91911X1046 AGENDA 933323103 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JUNE 20, 2010, AMONG VALEANT PHARMACEUTICALS INTERNATIONAL, BIOVAIL CORPORATION, BIOVAIL AMERICAS CORP. (A WHOLLY OWNED SUBSIDIARY OF BIOVAIL CORPORATION) AND BEACH MERGER CORP. (A WHOLLY OWNED SUBSIDIARY OF BIOVAIL AMERICAS CORP.) 02 APPROVAL OF THE ADJOURNMENT OF THE VALEANT Management For For PHARMACEUTICALS INTERNATIONAL SPECIAL MEETING, IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

MISYS PLC, EVESHAM SECURITY G61572148 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 29-Sep-2010 ISIN GB0003857850 AGENDA 702563760 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------------------- ---------- ---- ----------- 1 Receive the 2010 financial statements, Directors' and Auditors' Management For For reports 2 Approve the 2010 remuneration report Management For For 3 Re-elect Mike Lawrie as a Director Management For For 4 Re-elect Jeff Ubben as a Director Management For For 5 Re-appoint PwC as the Auditors and authorize the Directors to set Management For For their Remuneration 6 Authorize the Directors to allot shares or grant rights to subscribe Management For For for or convert any security into shares S.7 Authorize the Directors to allot equity securities for cash within Management For For specified limits S.8 Authorize the purchase of own shares in the market Management For For 9 Authorize the making of political donations Management For For S.10 Authorize the calling of general meetings on 14 clear days' notice Management For For S.11 Adopt the new Articles of Association of the Company Management For For

AMERICREDIT CORP. SECURITY 03060R101 MEETING TYPE Special TICKER SYMBOL ACF MEETING DATE 29-Sep-2010 ISIN US03060R1014 AGENDA 933325842 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 THE PROPOSAL TO ADOPT AND APPROVE THE Management For For AGREEMENT AND PLAN OF MERGER, DATED AS OF JULY 21, 2010, AMONG GENERAL MOTORS HOLDINGS LLC, GOALIE TEXAS HOLDCO INC., A WHOLLY-OWNED SUBSIDIARY OF GENERAL MOTORS HOLDINGS LLC, AND AMERICREDIT CORP., AS IT MAY BE AMENDED FROM TIME TO TIME. 02 THE PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Management For For SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, FOR, AMONG OTHER REASONS, THE SOLICITATION OF ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT AND APPROVE THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 12 The GDL Fund THE ALLIED DEFENSE GROUP, INC. SECURITY 019118108 MEETING TYPE Special TICKER SYMBOL ADG MEETING DATE 30-Sep-2010 ISIN US0191181082 AGENDA 933314914 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 THE PROPOSAL TO AUTHORIZE THE SALE OF Management For For SUBSTANTIALLY ALL OF OUR ASSETS TO CHEMRING GROUP PLC PURSUANT TO THE STOCK AND ASSET PURCHASE AGREEMENT DATED JUNE 24, 2010. 02 THE PROPOSAL TO APPROVE THE DISSOLUTION OF ADG Management For For PURSUANT TO THE PLAN OF COMPLETE LIQUIDATION AND DISSOLUTION. 03 THE PROPOSAL TO ADJOURN THE SPECIAL MEETING IF Management For For NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES FOR ONE OR MORE THAN ONE PROPOSAL IN THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF TO APPROVE ONE OR MORE OF THE FOREGOING PROPOSALS.

DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. SECURITY 256743105 MEETING TYPE Special TICKER SYMBOL DTG MEETING DATE 30-Sep-2010 ISIN US2567431059 AGENDA 933321628 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 ADOPT THE AGREEMENT AND PLAN OF MERGER BY AND Management For For AMONG HERTZ GLOBAL HOLDINGS, INC., REFERRED TO AS HERTZ, HDTMS, INC., REFERRED TO AS MERGER SUB, AND DOLLAR THRIFTY AUTOMOTIVE GROUP, INC., REFERRED TO AS DTG, PURSUANT TO WHICH MERGER SUB WILL MERGE WITH AND INTO DTG, AND DTG WILL CONTINUE AS THE SURVIVING ENTITY AND A WHOLLY OWNED SUBSIDIARY OF HERTZ. 02 APPROVE THE ADJOURNMENT OF THE MEETING, IF Management For For NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

UTS ENERGY CORPORATION SECURITY 903396109 MEETING TYPE Special TICKER SYMBOL UEYCF MEETING DATE 30-Sep-2010 ISIN CA9033961090 AGENDA 933325400 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 A SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS SET Management For For FORTH IN APPENDIX A TO THE INFORMATION CIRCULAR OF UTS ENERGY CORPORATION ("UTS") DATED AUGUST 27, 2010 (THE "INFORMATION CIRCULAR"), TO APPROVE AN ARRANGEMENT UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT INVOLVING UTS, TOTAL E&P CANADA LTD., SILVERBIRCH ENERGY CORPORATION ("SILVERBIRCH") AND THE HOLDERS OF COMMON SHARES OF UTS. 02 AN ORDINARY RESOLUTION, THE FULL TEXT OF WHICH IS Management For For SET FORTH UNDER THE HEADING "OTHER MATTERS OF SPECIAL BUSINESS RELATING TO SILVERBIRCH - APPROVAL OF SILVERBIRCH STOCK OPTION PLAN" IN THE INFORMATION CIRCULAR, RATIFYING AND APPROVING A STOCK OPTION PLAN FOR SILVERBIRCH. 03 AN ORDINARY RESOLUTION, THE FULL TEXT OF WHICH IS Management Against Against SET FORTH UNDER THE HEADING "OTHER MATTERS OF SPECIAL BUSINESS RELATING TO SILVERBIRCH - APPROVAL OF SILVERBIRCH SHAREHOLDER RIGHTS PLAN" IN THE INFORMATION CIRCULAR, APPROVING A SHAREHOLDER RIGHTS PLAN FOR SILVERBIRCH.

LANDRY'S RESTAURANTS, INC. SECURITY 51508L103 MEETING TYPE Special TICKER SYMBOL LNY MEETING DATE 04-Oct-2010 ISIN US51508L1035 AGENDA 933321046 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT Management For For AND PLAN OF MERGER, DATED AS OF NOVEMBER 3, 2009, AS AMENDED ON MAY 23, 2010 AND JUNE 20, 2010, AMONG LANDRY'S RESTAURANTS, INC., FERTITTA GROUP, INC., FERTITTA MERGER CO. AND, FOR CERTAIN LIMITED PURPOSES, TILMAN J. FERTITTA. 02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Management For For SPECIAL MEETING TO A LATER DATE, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL NUMBER 1.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 13 The GDL Fund UNICA CORPORATION SECURITY 904583101 MEETING TYPE Special TICKER SYMBOL UNCA MEETING DATE 05-Oct-2010 ISIN US9045831016 AGENDA 933326173 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF AUGUST 12, 2010, BY AND AMONG INTERNATIONAL BUSINESS MACHINES CORPORATION, A NEW YORK CORPORATION ("IBM"), AMAROO ACQUISITION CORP., A DELAWARE CORPORATION AND WHOLLY-OWNED SUBSIDIARY OF IBM, AND UNICA CORPORATION, A DELAWARE CORPORATION, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME. 02 THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

PSYCHIATRIC SOLUTIONS, INC. SECURITY 74439H108 MEETING TYPE Special TICKER SYMBOL PSYS MEETING DATE 05-Oct-2010 ISIN US74439H1086 AGENDA 933326476 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER (THE "MERGER AGREEMENT"), DATED AS OF MAY 16, 2010, BY AND AMONG THE COMPANY, UNIVERSAL HEALTH SERVICES, INC., A DELAWARE CORPORATION ("UHS"), AND OLYMPUS ACQUISITION CORP., A DELAWARE CORPORATION AND A WHOLLY-OWNED SUBSIDIARY OF UHS ("MERGER SUB"), AS THE MERGER AGREEMENT MAY BE AMENDED FROM TIME TO TIME. 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT. 03 TO CONSIDER AND VOTE ON THE AMENDMENT TO THE Management Against Against PSYCHIATRIC SOLUTIONS, INC. EQUITY INCENTIVE PLAN PREVIOUSLY APPROVED BY STOCKHOLDERS AT THE COMPANY'S 2010 ANNUAL MEETING OF STOCKHOLDERS.

GLG PARTNERS, INC. SECURITY 37929X107 MEETING TYPE Special TICKER SYMBOL GLG MEETING DATE 12-Oct-2010 ISIN US37929X1072 AGENDA 933328456 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER Management For For DATED AS OF MAY 17, 2010, AS AMENDED, AMONG GLG PARTNERS, INC., MAN GROUP PLC, AND ESCALATOR SUB 1 INC. (THE "MERGER PROPOSAL"). 02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY, TO PERMIT FURTHER SOLICITATION AND VOTE OF PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE MERGER PROPOSAL.

ABRAXIS BIOSCIENCE, INC. SECURITY 00383Y102 MEETING TYPE Special TICKER SYMBOL ABII MEETING DATE 13-Oct-2010 ISIN US00383Y1029 AGENDA 933329446 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ------------ 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF JUNE 30, 2010, BY AND AMONG CELGENE CORPORATION, ARTISTRY ACQUISITION CORP., A WHOLLY-OWNED SUBSIDIARY OF CELGENE CORPORATION, AND ABRAXIS BIOSCIENCE, INC., AS IT MAY BE AMENDED.

AMERICAN PHYSICIANS CAPITAL, INC. SECURITY 028884104 MEETING TYPE Special TICKER SYMBOL ACAP MEETING DATE 20-Oct-2010 ISIN US0288841044 AGENDA 933328076 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF JULY 7, 2010, AS AMENDED, BY AND AMONG THE DOCTORS COMPANY, RED HAWK ACQUISITION CORP. AND THE COMPANY. 02 TO GRANT AUTHORITY TO THE NAMED PROXIES TO Management For For ADJOURN 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.

SMARTRAC N.V., AMSTERDAM SECURITY N81261104 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 21-Oct-2010 ISIN NL0000186633 AGENDA 702616751 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------- ---------- ---- ----------- CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting THERE IS A RECORD DATE-ASSOCIATED WITH THIS MEETING. THANK YOU 1 Opening of the meeting Non-Voting 2 Discussion of the public offer by OEP Technologie B.V., a wholly Non-Voting owned-subsidiary of One Equity Partners, to acquire all shares in the capital of-the Company for a cash amount of EUR 20 per share 3.a Appointment of Mr. Christopher von Hugo as a Member of the Management For For Supervisory Board 3.b Appointment of Dr. Jorg Zirener as a Member of the Supervisory Management For For Board 4 Closing of the meeting Non-Voting

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 14 The GDL Fund BRITISH SKY BROADCASTING GROUP PLC SECURITY G15632105 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 22-Oct-2010 ISIN GB0001411924 AGENDA 702600594 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------- ---------- ---- ----------- 1 Receive the financial statements for the YE 30 JUN 2010, Management For For together with the report of the Directors and Auditors thereon 2 Declare a final dividend for the YE 30 JUN 2010 Management For For 3 Re-appoint Jeremy Darroch as a Director Management For For 4 Re-appoint Andrew Griffith as a Director Management For For 5 Re-appoint James Murdoch as a Director Member of The Bigger Management For For Picture Committee 6 Re-appoint Daniel Rimer as a Director Member of Remuneration Management For For Committee 7 Re-appoint David F. DeVoe as a Director Management For For 8 Re-appoint Allan Leighton as a Director Member of Audit Management For For Committee 9 Re-appoint Arthur Siskind as a Director Member of Corporate Management For For Governance and Nominations Committee 10 Re-appoint David Evans as a Director Member of Remuneration Management For For Committee 11 Re-appoint Deloitte LLP as the Auditors of the Company and to Management For For authorize the Directors to agree their remuneration 12 Approve the report on Directors' remuneration for the YE 30 JUN Management For For 2010 13 Authorize the Company and its subsidiaries to make political Management For For donations and incur political expenditure 14 Authorize the Directors to allot shares under Section 551 of the Management For For Companies Act 2006 S.15 Approve to disapply statutory pre-emption rights Management For For S.16 Approve to allow the Company to hold general meetings other Management For For than annual general meetings on 14 days' notice

ATC TECHNOLOGY CORPORATION SECURITY 00211W104 MEETING TYPE Special TICKER SYMBOL ATAC MEETING DATE 22-Oct-2010 ISIN US00211W1045 AGENDA 933330526 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT Management For For AND PLAN OF MERGER DATED AS OF JULY 18, 2010, AS AMENDED, BY AND AMONG GENCO DISTRIBUTION SYSTEM, INC., A PENNSYLVANIA CORPORATION ("BUYER"), TRANSFORMERS MERGER SUB, INC., A DELAWARE CORPORATION AND AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF BUYER, AND ATC TECHNOLOGY CORPORATION, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF Management For For NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE FIRST PROPOSAL DESCRIBED ABOVE.

ORIGIN ENERGY LTD SECURITY Q71610101 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 29-Oct-2010 ISIN AU000000ORG5 AGENDA 702626079 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------ ---------- ---- ----------- CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 4, 5, AND 6 AND VOTES-CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE-PROPOSAL/S WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED-BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE-"ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT-YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE-RELEVANT PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSAL (X AND Y), YOU-ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN-BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE-VOTING EXCLUSION. 2 Re-election of Gordon M Cairns as a Director Management For For 3 Adoption of remuneration report Management For For 4 Increase in aggregate cap of Non-executive Directors' Management For For remuneration 5 Grant of long term incentives to Mr. Grant A King - Managing Management For For Director 6 Grant of long term incentives to Ms. Karen A Moses Executive Management For For Director 7 Adoption of new constitution Management For For 8 Renewal of proportional takeover provisions Management For For

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 15 The GDL Fund MCAFEE, INC. SECURITY 579064106 MEETING TYPE Special TICKER SYMBOL MFE MEETING DATE 02-Nov-2010 ISIN US5790641063 AGENDA 933331720 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF AUGUST 18, 2010, AMONG INTEL CORPORATION, A DELAWARE CORPORATION, OR INTEL, JEFFERSON ACQUISITION CORPORATION, A DELAWARE CORPORATION AND WHOLLY-OWNED SUBSIDIARY OF INTEL, AND MCAFEE, INC., A DELAWARE CORPORATION, OR MCAFEE, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 A PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT OR PURSUANT TO TO THE TERMS OF THE MERGER AGREEMENT.

DIAMOND MGMT & TECHNOLOGY CONSULTANTS SECURITY 25269L106 MEETING TYPE Annual TICKER SYMBOL DTPI MEETING DATE 02-Nov-2010 ISIN US25269L1061 AGENDA 933333875 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For THE MERGER AGREEMENT DATED AS OF AUGUST 23, 2010 AMONG THE COMPANY, PRICEWATERHOUSECOOPERS LLP (ALSO REFERRED TO AS "PWC") AND CARBON MERGER SUBSIDIARY, INC., A WHOLLY-OWNED INDIRECT SUBSIDIARY OF PWC, AND APPROVE THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. 02 TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF Management For For THE ANNUAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE ANNUAL MEETING TO ADOPT THE MERGER AGREEMENT. 03 DIRECTOR Management 1 MELVYN E. BERGSTEIN For For 2 PAULINE A. SCHNEIDER For For 3 JOHN J. SVIOKLA For For 04 TO RATIFY THE APPOINTMENT OF KPMG LLP AS THE Management For For INDEPENDENT REGISTERED AUDITORS FOR THE COMPANY FOR THE FISCAL YEAR ENDING MARCH 31, 2011.

BW OFFSHORE LTD SECURITY G1190N100 MEETING TYPE Special General Meeting TICKER SYMBOL MEETING DATE 05-Nov-2010 ISIN BMG1190N1002 AGENDA 702656692 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------- ---------- ---- ----------- 1 That David Astwood, resident representative of the Company, or Management For For in his absence, Susan Reedy, Bermuda counsel to the Company, Chair the Meeting 2 That the resignation of Kathie Child-Villiers and Rene Huck as Management For For Directors of the Company effective 5 November 2010 and the resignation of David Gairns as Director of the Company effective 12 October 2010 be and is hereby acknowledged and accepted 3 That Ronny Johan Langeland be and is hereby appointed a Management For For Director of the Company to serve until the next annual general meeting of members or until his appointment is otherwise terminated in accordance with the Bye-Laws of the Company 4 That Carine Smith Ihenacho be and is hereby appointed a Director Management For For of the Company to serve until the next annual general meeting of members or until her appointment is otherwise terminated in accordance with the Bye-Laws of the Company 5 That in connection with their resignation from the Board of Management For For Directors of the Company the following remuneration to each of Kathie Child-Villiers, David Gairns, and Rene Huck for the period up to 1 October 2011 be and is hereby authorized and approved: Kathie Chile-Villiers: USD 59,375 David Gairns : USD 60,875 Rene Huck : USD 60,125 6 That the following annual remuneration of Directors, including the Management For For Chairman and Deputy Chairman, the Audit committee members and the remuneration committee members of the Company be and is hereby authorized and approved: Directors (other than the chairman and deputy chairman): USD 60,000 Chairman: USD 80,000 Deputy Chairman: USD 70,000 Audit Committee members: USD 10,000 remuneration committee members: USD 5,000 MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE PLEASE NOTE THAT THIS IS A REVISION DUE TO REMOVAL Non-Voting OF RECORD DATE, ADDITION OF-COMMENTS AND CHANGE IN MEETING TYPE FROM EGM TO SGM. IF YOU HAVE ALREADY SENT-IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEN-D YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 16 The GDL Fund ALLOY, INC. SECURITY 019855303 MEETING TYPE Special TICKER SYMBOL ALOY MEETING DATE 08-Nov-2010 ISIN US0198553036 AGENDA 933337429 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF JUNE 23, 2010 (THE "MERGER AGREEMENT"), BY AND AMONG THE COMPANY, ALLOY MEDIA HOLDINGS, L.L.C., A DELAWARE LIMITED LIABILITY COMPANY ("PARENT"), AND LEXINGTON MERGER SUB INC., A WHOLLY-OWNED SUBSIDIARY OF PARENT, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME. 02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Management For For SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

OSTEOTECH, INC. SECURITY 688582105 MEETING TYPE Special TICKER SYMBOL OSTE MEETING DATE 09-Nov-2010 ISIN US6885821057 AGENDA 933338433 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF AUGUST 16, 2010, BY AND AMONG MEDTRONIC, INC., MEDTRONIC SOFAMOR DANEK, INC., ENGLAND MERGER CORPORATION AND OSTEOTECH, INC. AND TO APPROVE THE MERGER. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF Management For For NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AND APPROVAL OF THE MERGER.

WUXI PHARMATECH (CAYMAN) INC. SECURITY 929352102 MEETING TYPE Annual TICKER SYMBOL WX MEETING DATE 10-Nov-2010 ISIN US9293521020 AGENDA 933337986 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ O1 GE LI BE AND HEREBY IS RE-ELECTED AS A DIRECTOR FOR Management For For A THREE-YEAR TERM. O2 CUONG VIET DO BE AND HEREBY IS RE-ELECTED AS A Management For For DIRECTOR FOR A THREE-YEAR TERM. O3 STEWART HEN BE AND HEREBY IS RE-ELECTED AS A Management For For DIRECTOR FOR A THREE-YEAR TERM. S4 THE WUXI PHARMATECH (CAYMAN) INC. 2007 EMPLOYEE Management Against Against SHARE INCENTIVE PLAN ("PLAN") BE AMENDED TO INCREASE NUMBER OF ORDINARY SHARES AUTHORIZED TO BE ISSUED PURSUANT TO PLAN, AS WELL AS LIMIT ON TOTAL NUMBER OF ORDINARY SHARES THAT MAY BE DELIVERED PURSUANT TO OPTIONS QUALIFIED AS INCENTIVE STOCK OPTIONS GRANTED UNDER THE PLAN, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.

NETEZZA CORPORATION SECURITY 64111N101 MEETING TYPE Special TICKER SYMBOL NZ MEETING DATE 10-Nov-2010 ISIN US64111N1019 AGENDA 933338419 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF SEPTEMBER 19, 2010, BY AND AMONG INTERNATIONAL BUSINESS MACHINES CORPORATION, A NEW YORK CORPORATION ("IBM"), ONYX ACQUISITION CORP., A DELAWARE CORPORATION AND WHOLLY OWNED SUBSIDIARY OF IBM, AND NETEZZA, AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME. 02 THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 17 The GDL Fund EXPRESSJET HOLDINGS, INC. SECURITY 30218U306 MEETING TYPE Special TICKER SYMBOL XJT MEETING DATE 10-Nov-2010 ISIN US30218U3068 AGENDA 933339687 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 THE ADOPTION AND APPROVAL OF THE AGREEMENT AND Management For For PLAN OF MERGER, DATED AS OF AUGUST 3, 2010, AMONG SKYWEST, INC., EXPRESS DELAWARE MERGER CO., AN INDIRECT WHOLLY OWNED SUBSIDIARY OF SKYWEST, INC., AND EXPRESSJET HOLDINGS, INC. 02 THE ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES TO APPROVE PROPOSAL 1.

INTERNATIONAL RECTIFIER CORPORATION SECURITY 460254105 MEETING TYPE Annual TICKER SYMBOL IRF MEETING DATE 12-Nov-2010 ISIN US4602541058 AGENDA 933333647 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ---- ----------- 01 DIRECTOR Management 1 MARY B. CRANSTON For For 2 THOMAS A. LACEY For For 02 PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & Management For For YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY TO SERVE FOR FISCAL YEAR 2011.

PACTIV CORPORATION SECURITY 695257105 MEETING TYPE Special TICKER SYMBOL PTV MEETING DATE 15-Nov-2010 ISIN US6952571056 AGENDA 933339675 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF AUGUST 16, 2010, BY AND AMONG PACTIV CORPORATION, RANK GROUP LIMITED, REYNOLDS GROUP HOLDINGS LIMITED AND REYNOLDS ACQUISITION CORPORATION, AN INDIRECT WHOLLY OWNED SUBSIDIARY OF REYNOLDS GROUP HOLDINGS LIMITED, AND APPROVE THE TRANSACTIONS CONTEMPLATED THEREBY. 02 TO ADJOURN THE SPECIAL MEETING TO SOLICIT Management For For ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTING THE MERGER AGREEMENT AND APPROVING THE TRANSACTIONS CONTEMPLATED THEREBY AT THE TIME OF THE SPECIAL MEETING.

ZYGO CORPORATION SECURITY 989855101 MEETING TYPE Annual TICKER SYMBOL ZIGO MEETING DATE 16-Nov-2010 ISIN US9898551018 AGENDA 933331910 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------- ---------- ---- ----------- 01 DIRECTOR Management 1 STEPHEN D. FANTONE For For 2 SAMUEL H. FULLER For For 3 CHRIS L. KOLIOPOULOS For For 4 SEYMOUR E. LIEBMAN For For 5 ROBERT B. TAYLOR For For 6 CAROL P. WALLACE For For 7 GARY K. WILLIS For For 02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED ACCOUNTING FIRM FOR FISCAL 2011.

CORINTHIAN COLLEGES, INC. SECURITY 218868107 MEETING TYPE Annual TICKER SYMBOL COCO MEETING DATE 17-Nov-2010 ISIN US2188681074 AGENDA 933337481 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 DIRECTOR Management 1 PAUL R. ST. PIERRE For For 2 LINDA AREY SKLADANY For For 3 ROBERT LEE For For 4 JACK D. MASSIMINO For For 5 HANK ADLER For For 6 JOHN M. DIONISIO For For 02 APPROVAL OF THE AMENDMENT AND RESTATEMENT OF Management For For THE COMPANY'S CERTIFICATE OF INCORPORATION TO INCREASE THE MAXIMUM PERMITTED NUMBER OF DIRECTORS ON THE COMPANY'S BOARD OF DIRECTORS TO THIRTEEN. 03 APPROVAL OF THE AMENDMENT AND RESTATEMENT OF Management Against Against THE CORINTHIAN COLLEGES, INC. 2003 PERFORMANCE AWARD PLAN, WHICH AUTHORIZES THE ISSUANCE OF AN ADDITIONAL 5,000,000 SHARES UNDER SUCH PLAN, AND CERTAIN OTHER AMENDMENTS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT. 04 APPROVAL OF THE AMENDMENT OF THE CORINTHIAN Management For For COLLEGES, INC. EMPLOYEE STOCK PURCHASE PLAN TO EXTEND THE COMPANY'S ABILITY TO GRANT NEW AWARDS UNDER SUCH PLAN UNTIL DECEMBER 31, 2020. 05 RATIFICATION OF ERNST & YOUNG LLP AS THE COMPANY'S Management For For INDEPENDENT AUDITORS FOR THE FISCAL YEAR ENDING JUNE 30, 2011.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 18 The GDL Fund PHOENIX TECHNOLOGIES LTD. SECURITY 719153108 MEETING TYPE Special TICKER SYMBOL PTEC MEETING DATE 19-Nov-2010 ISIN US7191531083 AGENDA 933332102 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER (THE Management For For "MERGER AGREEMENT"), DATED AS OF AUGUST 17, 2010, BY AND AMONG PHOENIX TECHNOLOGIES LTD., PHARAOH ACQUISITION CORP. ("PARENT") AND PHARAOH MERGER SUB CORP., ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, TO Management For For SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

KEITHLEY INSTRUMENTS, INC. SECURITY 487584104 MEETING TYPE Special TICKER SYMBOL KEI MEETING DATE 19-Nov-2010 ISIN US4875841045 AGENDA 933342432 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN Management For For OF MERGER, DATED AS OF SEPTEMBER 29, 2010, AMONG DANAHER CORPORATION, AEGEAN ACQUISITION CORP. AND KEITHLEY INSTRUMENTS, INC. AND THE TRANSACTIONS CONTEMPLATED THEREBY.

OTIX GLOBAL, INC. SECURITY 68906N200 MEETING TYPE Special TICKER SYMBOL OTIX MEETING DATE 22-Nov-2010 ISIN US68906N2009 AGENDA 933341769 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------ ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN MERGER DATED AS Management For For SEPTEMBER 13, 2010, AMONG WILLIAM DEMANT HOLDING A/S, OI MERGER SUB, INC., AND OTIX GLOBAL, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

NYMAGIC, INC. SECURITY 629484106 MEETING TYPE Special TICKER SYMBOL NYM MEETING DATE 22-Nov-2010 ISIN US6294841068 AGENDA 933342610 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN Management For For OF MERGER, DATED AS OF JULY 15, 2010, BY AND AMONG PROSIGHT SPECIALTY INSURANCE HOLDINGS, INC., PSI MERGER SUB INC. AND NYMAGIC, INC. 02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT.

DYNEGY INC. SECURITY 26817G300 MEETING TYPE Contested-Special TICKER SYMBOL DYN MEETING DATE 23-Nov-2010 ISIN US26817G3002 AGENDA 933336631 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ------- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management Against Against DATED AS OF AUGUST 13, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG DYNEGY INC., DENALI PARENT INC. AND DENALI MERGER SUB INC. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management Against Against APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 19 The GDL Fund EMULEX CORPORATION SECURITY 292475209 MEETING TYPE Annual TICKER SYMBOL ELX MEETING DATE 23-Nov-2010 ISIN US2924752098 AGENDA 933337380 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ------- ----------- 01 DIRECTOR Management 1 FRED B. COX For For 2 MICHAEL P. DOWNEY For For 3 BRUCE C. EDWARDS For For 4 PAUL F. FOLINO For For 5 ROBERT H. GOON For For 6 DON M. LYLE For For 7 JAMES M. MCCLUNEY For For 8 DEAN A. YOOST For For 02 RATIFICATION AND APPROVAL OF THE 2005 EQUITY Management Against Against INCENTIVE PLAN, AS AMENDED AND RESTATED. 03 RATIFICATION AND APPROVAL OF AN AMENDMENT TO THE Management For For EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF SHARES RESERVED FOR ISSUANCE THEREUNDER BY 1,500,000 SHARES. 04 RATIFICATION OF SELECTION OF KPMG LLP AS Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

MASSMART HOLDINGS LTD SECURITY S4799N114 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 24-Nov-2010 ISIN ZAE000029534 AGENDA 702696862 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------------- ---------- ----- ----------- 1.O.1 Resolved that the annual financial statements of the Company Management For For and the Group for the year ended 27TH June 2010, circulated together with this notice, be and are hereby adopted 2.O.2 Resolved that Mr. KD Dlamini, who retires by rotation and has Management For For offered himself for re-election, be and is hereby re-elected to the Board of Directors of the Company 3.O.3 Resolved that Dr NN Gwagwa, who retires by rotation and has Management For For offered herself for re-election, be and is hereby re-elected to the Board of Directors of the Company 4.O.4 Resolved that Mr. MJ Lamberti, who retires by rotation and has Management For For offered himself for re-election, be and is hereby re-elected to the Board of Directors of the Company 5.O.5 Resolved that Ms P Langeni, who retires by rotation and has Management For For offered herself for re-election, be and is hereby re-elected to the Board of Directors of the Company 6.O.6 Resolved that Mr. IN Matthews, who retires by rotation and has Management For For offered himself for re-election, be and is hereby re-elected to the Board of Directors of the Company 7.O.7 Resolved that the Non-Executive Directors' annual remuneration Management For For for the 2011 financial year, be approved 8.O.8 Resolved that Deloitte & Touche (with Mr. Andre Dennis as the Management For For Audit Partner) be and are hereby re-elected as the Company's Auditors for the ensuing financial year, as approved by the Massmart Audit Committee and recommended to shareholders 9.O.9 Resolved that the appointments of the following as Members of Management For For the Audit Committee be and are hereby ratified and confirmed: IN Matthews, CS Seabrooke, P Maw and P Langeni 10O10 Resolved that all the ordinary shares in the authorised but Management For For unissued share capital of the Company be and are hereby placed under the control of the Directors in terms of Section 221 (2) of the Companies Act, No.61 of 1973, as amended (the Act), who shall be authorised to allot and issue such shares to such person or persons on such terms and conditions as they may deem fit but not exceeding 5 percent of the number of ordinary shares already in issue. Such allotment will be in accordance with the Act and the JSE Limited (JSE) Listings Requirements (JSE Listings Requirements) 11O11 Resolved that, subject to the JSE Listings Requirements, the Management For For Directors be and are hereby authorised to issue the ordinary shares in the authorised but unissued share capital of the Company for cash to such person or persons on such terms and conditions as they may deem fit, subject to the following: the issues in the aggregate in any one financial year shall not exceed 5 percent of the number of shares already in issue and the authority hereby granted will be valid until the Company's next annual general meeting, provided that it will not extend to beyond 15 months 12O12 Resolved that, in terms of Schedule 14 of the JSE Listings Management For For Requirements and in accordance with Section 222 of the Act, where applicable, the Company hereby amends the rules of the Massmart Holdings Limited Employee Share Scheme (first adopted by the Company at a General Meeting held on 12th June 2000) incorporated in the Massmart Holdings Limited Employee Share Trust (the Trust) by the substitution in their entirety of the existing terms of the Trust with the amended and restated terms of the Trust . The amended and restated terms of the Trust will be tabled at this annual general meeting and initialed by the Chairman for identification, the salient terms and conditions of which are as set out in the Notice of Amendment to the Massmart Holdings Limited Employee Share Scheme

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 20 The GDL Fund

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ----- -------------------------------------------------------------------- ---------- ---- ------------ 13S.1 Resolved that, the Company and /or its subsidiaries be and are Management For For hereby authorised in terms of Sections 85(2) and 85(3) of the Companies Act, No. 61 of 1973, as amended (the Act), and the JSE Limited (JSE) Listings Requirements,(JSE Listings Requirements), from time to time to acquire the ordinary and/or preference shares in the issued share capital of the Company from such shareholder(s), at such price, in such manner and subject to such terms and conditions as the directors may deem fit, but subject to the Articles of Association of the Company, the Act and the JSE Listings Requirements, and provided that the authority hereby granted will be valid until the Company's next annual general meeting, provided that it will not extend to beyond 15 months from the date of registration of this special resolution and acquisitions in the aggregate in any one financial year shall not exceed 15 percent of that class of the Company's issued share cap 14S.2 Resolved that, Article 43.1.7 of the Articles of Association of the Management For For Company be and is hereby amended by the replacement of the words Black Management Trust with Black Scarce Skills Trust 15S.3 Resolved that Article 43.2.12 of the Articles of Association of the Management For For Company be and is hereby deleted in its entirety and replaced with the following, A B Preference Share shall, unless it is converted into an ordinary share in the Company pursuant to the provisions of Article 43.2.9, be automatically redeemed at an amount equal to its par value on the date that is the 7th (seventh) anniversary of the date on which that B Preference Share was allocated to a Beneficiary in terms of the Management Trust, or if that B Preference Share has not been allocated in terms of the Management Trust, on 30TH September 2016 or such later date as the Board of Directors of the Company may determine PLEASE NOTE THAT THIS IS A REVISION DUE TO ADDITION Non-Voting OF TEXT IN RESOLUTION 8. I-F YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UN-LESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

THERMADYNE HOLDINGS CORPORATION SECURITY 883435307 MEETING TYPE Special TICKER SYMBOL THMD MEETING DATE 02-Dec-2010 ISIN US8834353075 AGENDA 933345161 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF OCTOBER 5, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG RAZOR HOLDCO INC., RAZOR MERGER SUB INC. AND THERMADYNE HOLDINGS CORPORATION. 02 TO ADJOURN THE SPECIAL MEETING TO A LATER DATE, IF Management For For NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

ANDEAN RESOURCES LIMITED SECURITY Q0793X100 MEETING TYPE Annual TICKER SYMBOL ANDPF MEETING DATE 03-Dec-2010 ISIN AU000000AND0 AGENDA 933346505 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 SCHEME RESOLUTION: TO APPROVE THE SCHEME (AS SET Management For For OUT IN THE NOTICE OF SCHEME MEETING IN ANNEXURE I OF THE SCHEME BOOKLET). 02 AGM RESOLUTIONS: RATIFICATION OF THE APPOINTMENT Management For For OF MR. CHARLES WINOGRAD AS A DIRECTOR. 03 ADOPTION OF THE REMUNERATION REPORT. Management For For 4A APPROVAL OF ISSUE OF SHARES AND OPTIONS TO MR. Management For For WAYNE HUBERT. 4B APPROVAL OF ISSUE OF SHARES AND OPTIONS TO MR. Management For For CHARLES WINOGRAD. 4C APPROVAL OF ISSUE OF PERFORMANCE RIGHTS TO MR. Management For For CHARLES WINOGRAD. 05 ADDITIONAL AGM RESOLUTION IF THE SCHEME IS Management For For APPROVED BY THE REQUISITE MAJORITY OF SHAREHOLERS: CANCELLATION OF OPTIONS. 06 RESOLUTIONS IF SCHEME IS NOT APPROVED BY THE Management For For REQUISITE MAJORITY OF SHAREHOLDERS: RE-ELECTION OF MR. IAN HUME AS DIRECTOR. 07 APPROVAL OF NEW EMPLOYEE SHARE OWNERSHIP PLAN. Management For For 08 RATIFICATION OF ISSUE OF SECURITIES UNDER CAPITAL Management For For RAISING.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 21 The GDL Fund NU HORIZONS ELECTRONICS CORP. SECURITY 669908105 MEETING TYPE Special TICKER SYMBOL NUHC MEETING DATE 07-Dec-2010 ISIN US6699081054 AGENDA 933344020 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For THE MERGER AGREEMENT, DATED AS OF SEPTEMBER 19, 2010 (THE "MERGER AGREEMENT") BY AND AMONG NU HORIZONS ELECTRONICS CORP., ARROW ELECTRONICS, INC., AND NEPTUNE ACQUISITION CORPORATION, INC. 02 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADJOURN Management For For THE SPECIAL MEETING, IF NECESSARY, FOR THE SOLICITATION OF ADDITIONAL PROXIES IN THE EVENT THAT THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT.

HARMAN INTERNATIONAL INDUSTRIES, INC. SECURITY 413086109 MEETING TYPE Annual TICKER SYMBOL HAR MEETING DATE 08-Dec-2010 ISIN US4130861093 AGENDA 933338976 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ------ ----------- 01 DIRECTOR Management 1 DR. HARALD EINSMANN For For 2 A. MCLAUGHLIN KOROLOGOS For For 3 KENNETH M. REISS For For 02 PROPOSAL TO AMEND THE AMENDED AND RESTATED 2002 Management Against Against STOCK OPTION AND INCENTIVE PLAN.

A. SCHULMAN, INC. SECURITY 808194104 MEETING TYPE Annual TICKER SYMBOL SHLM MEETING DATE 09-Dec-2010 ISIN US8081941044 AGENDA 933346303 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ------------ ------- ------------ 01 DIRECTOR Management 1 EUGENE R. ALLSPACH For For 2 GREGORY T. BARMORE For For 3 DAVID G. BIRNEY For For 4 HOWARD R. CURD For For 5 JOSEPH M. GINGO For For 6 MICHAEL A. MCMANUS, JR. For For 7 LEE D. MEYER For For 8 JAMES A. MITAROTONDA For For 9 ERNEST J. NOVAK, JR. For For 10 DR. IRVIN D. REID For For 11 JOHN B. YASINSKY For For 02 THE RATIFICATION OF THE SELECTION OF Management For For PRICEWATERHOUSECOOPERS LLP AS A. SCHULMAN'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING AUGUST 31, 2011. 03 THE ADOPTION AND APPROVAL OF A. SCHULMAN'S 2010 Management Against Against VALUE CREATION REWARDS PLAN.

CRUCELL NV, LEIDEN SECURITY N23473106 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 10-Dec-2010 ISIN NL0000358562 AGENDA 702697004 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------------- ---------- ------ ------------ CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting ID 760319 DUE TO VOTING MEETI-NG CHANGE TO INFORMATION MEETING [CHANGE IN VOTING STATUS]. ALL VOTES RECEIVED-ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT O-N THIS MEETING NOTICE. THANK YOU. 1 Opening of the General Meeting Non-Voting 2 Discussion on the intended bid by Johnson + Johnson on all Non-Voting outstanding shares-in the capital of Crucell NV and all related aspects hereto 3 Closing of the General Meeting Non-Voting "PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting THERE IS A RECORD DATE ASSOCIAT-ED WITH THIS MEETING. THANK YOU". PLEASE NOTE THAT THIS IS AN INFORMATION MEETING. Non-Voting SHOULD YOU WISH TO ATTEND THE-MEETING PERSONALLY, YOU MAY APPLY FOR AN ENTRANCE CARD BY CONTACTING YOUR CLI-ENT REPRESENTATIVE. THANK YOU

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 22 The GDL Fund AMERICAN COMMERCIAL LINES INC. SECURITY 025195405 MEETING TYPE Special TICKER SYMBOL ACLI MEETING DATE 14-Dec-2010 ISIN US0251954055 AGENDA 933348927 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF OCTOBER 18, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG AMERICAN COMMERCIAL LINES INC., FINN HOLDING CORPORATION AND FINN MERGER CORPORATION (THE "AGREEMENT AND PLAN OF MERGER"). 02 TO APPROVE AN ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

PROSPECT MEDICAL HOLDINGS, INC. SECURITY 743494106 MEETING TYPE Special TICKER SYMBOL PZZ MEETING DATE 15-Dec-2010 ISIN US7434941065 AGENDA 933351722 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER DATED AS OF AUGUST 16, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG PROSPECT MEDICAL HOLDINGS, INC., IVY HOLDINGS INC., AND IVY MERGER SUB CORP. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL NUMBER 1.

CHINA HUIYUAN JUICE GROUP LTD SECURITY G21123107 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 16-Dec-2010 ISIN KYG211231074 AGENDA 702721336 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------- ---------- ---- ------------ CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting VOTE 'IN FAVOR' OR 'AGAINST'-ONLY FOR RESOLUTION 1. THANK YOU. CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting BY CLICKING ON THE URL LINK:- http://www.hkexnews.hk/listedco/listconews/sehk/20101130/LTN2 0101130267.pdf 1 That the 2011 Raw Materials Purchase and Recyclable Management For For Containers Sales Agreement and the proposed annual monetary caps contemplated thereunder be and are hereby approved, and any director of the Company be and is hereby authorised to do all such acts and things, execute all such documents and take all such steps which he/she deems necessary, desirable or expedient to implement and/or give effect to the terms of and the transactions contemplated under the 2011 Raw Materials Purchase and Recyclable Containers Sales Agreement PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting OF CONSERVATIVE RECORD DATE-. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM-UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

THE STUDENT LOAN CORPORATION SECURITY 863902102 MEETING TYPE Special TICKER SYMBOL STU MEETING DATE 16-Dec-2010 ISIN US8639021026 AGENDA 933345476 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 ADOPTION OF A RESOLUTION AUTHORIZING THE Management For For TRANSACTIONS CONTEMPLATED BY THE ASSET PURCHASE AGREEMENT, DATED AS OF SEPTEMBER 17, 2010, BY AND AMONG THE STUDENT LOAN CORPORATION; CITIBANK, N.A.; CITIBANK (SOUTH DAKOTA) NATIONAL ASSOCIATION; SLC STUDENT LOAN RECEIVABLES I, INC.; BULL RUN 1 LLC; SLM EDUCATION CREDIT FINANCE CORPORATION; AND SALLIE MAE, INC. 02 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF SEPTEMBER 17, 2010, BY AND AMONG THE STUDENT LOAN CORPORATION, DISCOVER BANK AND ACADEMY ACQUISITION CORP., A WHOLLY OWNED SUBSIDIARY OF DISCOVER BANK, AND APPROVAL OF THE MERGER OF ACADEMY ACQUISITION CORP. WITH AND INTO THE STUDENT LOAN CORPORATION, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.

ACTIVIDENTITY CORPORATION SECURITY 00506P103 MEETING TYPE Special TICKER SYMBOL ACTI MEETING DATE 16-Dec-2010 ISIN US00506P1030 AGENDA 933349551 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OR Management For For MERGER, DATED AS OF OCTOBER 11, 2010 (THE "MERGER AGREEMENT"), BY AND AMONG ASSA ABLOY INC., AN OREGON CORPORATION ("ASSA US"), FITACQUISITION, INC., A DELAWARE CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF ASSA US ("MERGER SUB"), AND ACTIVIDENTITY, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 23 The GDL Fund INTERNET BRANDS INC SECURITY 460608102 MEETING TYPE Special TICKER SYMBOL INET MEETING DATE 16-Dec-2010 ISIN US4606081028 AGENDA 933349563 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For THE AGREEMENT AND PLAN OF MERGER, DATED AS OF SEPTEMBER 17, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG INTERNET BRANDS, INC., A DELAWARE CORPORATION, MICRO HOLDING CORP., A DELAWARE CORPORATION, AND MICRO ACQUISITION CORP., A DELAWARE CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF MICRO HOLDING CORP. 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

ALBERTO-CULVER COMPANY SECURITY 013078100 MEETING TYPE Special TICKER SYMBOL ACV MEETING DATE 17-Dec-2010 ISIN US0130781000 AGENDA 933349537 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ------------ 01 THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, BY AND AMONG UNILEVER N.V., A NETHERLANDS CORPORATION, SOLELY WITH RESPECT TO SECTION 5.10 THEREOF, UNILEVER PLC, A COMPANY INCORPORATED UNDER THE LAWS OF AND REGISTERED IN ENGLAND, CONOPCO, INC., A NEW YORK CORPORATION, ACE MERGER, INC., A DELAWARE CORPORATION, AND ALBERTO-CULVER COMPANY. 02 THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

NIGHTHAWK RADIOLOGY HOLDINGS, INC. SECURITY 65411N105 MEETING TYPE Special TICKER SYMBOL NHWK MEETING DATE 22-Dec-2010 ISIN US65411N1054 AGENDA 933354083 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF SEPTEMBER 26, 2010, BY AND AMONG VIRTUAL RADIOLOGIC CORPORATION, EAGLE MERGER SUB CORPORATION AND NIGHTHAWK RADIOLOGY HOLDINGS, INC. (THE "MERGER AGREEMENT"). 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE MEETING TO ADOPT THE MERGER AGREEMENT.

CELLU TISSUE HOLDINGS, INC. SECURITY 151169109 MEETING TYPE Special TICKER SYMBOL CLU MEETING DATE 23-Dec-2010 ISIN US1511691099 AGENDA 933356974 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 THE PROPOSAL TO ADOPT AND APPROVE THE Management For For AGREEMENT AND PLAN OF MERGER DATED SEPTEMBER 15, 2010, AS AMENDED FROM TIME TO TIME, BY AND AMONG CELLU TISSUE HOLDINGS, INC, CLEARWATER PAPER CORPORATION, AND SAND DOLLAR ACQUISITION CORPORATION. 02 THE PROPOSAL TO ADJOURN THE SPECIAL MEETING, FOR Management For For ANY PURPOSE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE MEETING TO ADOPT AND APPROVE THE AGREEMENT AND PLAN OF MERGER.

COMMSCOPE, INC. SECURITY 203372107 MEETING TYPE Special TICKER SYMBOL CTV MEETING DATE 30-Dec-2010 ISIN US2033721075 AGENDA 933357899 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF OCTOBER 26, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG COMMSCOPE, INC., CEDAR I HOLDING COMPANY, INC. AND CEDAR I MERGER SUB, INC. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 24 The GDL Fund ART TECHNOLOGY GROUP, INC. SECURITY 04289L107 MEETING TYPE Special TICKER SYMBOL ARTG MEETING DATE 04-Jan-2011 ISIN US04289L1070 AGENDA 933354603 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ---- ------------ 01 ADOPT THE MERGER AGREEMENT. Management For For 02 APPROVE THE GRANT OF DISCRETIONARY AUTHORITY TO Management For For THE NAMED PROXIES TO VOTE YOUR SHARES TO APPROVE ONE OR MORE ADJOURNMENTS OR POSTPONEMENTS OF THE SPECIAL MEETING IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

VOLTAIRE LTD. SECURITY M97613109 MEETING TYPE Special TICKER SYMBOL VOLT MEETING DATE 06-Jan-2011 ISIN IL0011064263 AGENDA 933359273 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 TO APPROVE THE AGREEMENT OF MERGER, DATED Management For For NOVEMBER 29, 2010, BY & AMONG THE COMPANY, MELLANOX TECHNOLOGIES, LTD., A COMPANY FORMED UNDER THE LAWS OF THE STATE OF ISRAEL ("MELLANOX"), AND MONDIAL ACQUISITION CORPORATION LTD., ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO APPROVE THE PURCHASE BY THE COMPANY OF A RUN- Management For For OFF DIRECTORS' AND OFFICERS' LIABILITY INSURANCE POLICY FOR A PERIOD OF SEVEN YEARS FOLLOWING THE CLOSING OF THE MERGER, AS PERMITTED BY THE AGREEMENT OF MERGER.

T-3 ENERGY SERVICES, INC. SECURITY 87306E107 MEETING TYPE Special TICKER SYMBOL TTES MEETING DATE 07-Jan-2011 ISIN US87306E1073 AGENDA 933357065 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ------------ 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF OCTOBER 6, 2010, AMONG T-3 ENERGY SERVICES, INC. ("T-3"), ROBBINS & MYERS, INC. ("ROBBINS & MYERS"), TRIPLE MERGER I, INC. TRIPLE MERGER II, INC. AS SUCH MERGER AGREEMENT MAY BE AMENDED FROM TIME TO TIME (THE "MERGER AGREEMENT"), ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 PROPOSAL TO APPROVE AN ADJOURNMENT OF THE T-3 Management For For SPECIAL MEETING, IF NECESSARY, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES FOR THE PROPOSAL TO ADOPT THE MERGER AGREEMENT AND APPROVE THE MERGER.

CEDAR FAIR, L.P. SECURITY 150185106 MEETING TYPE Contested-Special TICKER SYMBOL FUN MEETING DATE 11-Jan-2011 ISIN US1501851067 AGENDA 933359285 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------- ----------- ------- ------------ 01 TO CONSIDER AND VOTE UPON A PROPOSAL FROM Q Shareholder Against For FUNDING III, L.P. AND Q4 FUNDING, L.P. (TOGETHER WITH GEOFFREY RAYNOR, "Q INVESTMENTS") TO AMEND CEDAR FAIR, L.P.'S FIFTH AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP ("PARTNERSHIP AGREEMENT"), ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO CONSIDER AND VOTE UPON A PROPOSAL FROM Q Shareholder Against For INVESTMENTS TO AMEND THE PARTNERSHIP AGREEMENT TO REQUIRE THE GENERAL PARTNER TO MAKE DIVIDEND DISTRIBUTION A HIGHER PRIORITY THAN DEBT REPAYMENT AND TO TAKE EVERY ACTION POSSIBLE, INCLUDING SEEKING NECESSARY AMENDMENTS TO LOAN AGREEMENTS, INDENTURES & OTHER DOCUMENTATION, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.

SYNIVERSE HOLDINGS INC SECURITY 87163F106 MEETING TYPE Special TICKER SYMBOL SVR MEETING DATE 12-Jan-2011 ISIN US87163F1066 AGENDA 933359603 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF OCTOBER 28, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG SYNIVERSE HOLDINGS, INC., BUCCANEER HOLDINGS, INC. AND BUCCANEER MERGER SUB, INC. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 25 The GDL Fund FIRST MERCURY FINANCIAL CORP. SECURITY 320841109 MEETING TYPE Special TICKER SYMBOL FMR MEETING DATE 14-Jan-2011 ISIN US3208411096 AGENDA 933359792 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 TO CONSIDER AND VOTE ON A PROPOSAL TO ADOPT THE Management For For AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 28, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG FAIRFAX FINANCIAL HOLDINGS LIMITED, FAIRFAX INVESTMENTS II USA CORP. AND FIRST MERCURY FINANCIAL CORPORATION. 02 TO CONSIDER AND VOTE ON A PROPOSAL TO ADJOURN Management For For THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER REFERENCED IN PROPOSAL 1 ABOVE. 03 TO TRANSACT ANY OTHER BUSINESS THAT MAY Management For For PROPERLY COME BEFORE THE SPECIAL MEETING, OR ANY ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING, BY OR AT THE DIRECTION OF THE BOARD OF DIRECTORS OF THE COMPANY.

MASSMART HOLDINGS LTD SECURITY S4799N114 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 17-Jan-2011 ISIN ZAE000029534 AGENDA 702729091 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------------- ---------- ---- ------------ 1 Resolved that the requirement contained in Rule 8 of SRP Code, Management For For that following the implementation of the Scheme, Walmart is obligated to make a mandatory offer to all Massmart ordinary shareholders, be and is hereby expressly waived 2 Resolved that in terms of Schedule 14 of the Listings Management For For Requirements of the JSE Limited (JSE) and subject to the approval of the JSE, and in accordance with s222 of the Companies Act No. 61 of 1973, as amended, where applicable, that the rules of the Massmart Holdings Limited Employee Share Scheme (first adopted by the Company at an annual general meeting held on 20000612) as amended most recently at the annual general meeting on 20101124 and incorporated in the Massmart Holdings Limited Employee Share Trust (the Trust) be amended, by the insertion of a new clause 40 into the Trust

MASSMART HOLDINGS LTD SECURITY S4799N114 MEETING TYPE Scheme Meeting TICKER SYMBOL MEETING DATE 17-Jan-2011 ISIN ZAE000029534 AGENDA 702729320 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------- ---------- ---- ------------ 1 To consider the scheme in terms of which Walmart will acquire 51 Management For For (fifty one) Massmart ordinary shares from each Massmart ordinary shareholder (other than the excluded shareholders) for every 100 (one hundred) Massmart ordinary shares held for the scheme consideration of ZAR 148.00 (one hundred and forty eight Rand) per Massmart ordinary share which is payable on the operative date of the scheme, which date is expected to be on Monday, 20110221 PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting IN MEETING TYPE. IF YOU HAVE-ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU D-ECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

SEAGATE TECHNOLOGY PLC SECURITY G7945M107 MEETING TYPE Annual TICKER SYMBOL STX MEETING DATE 18-Jan-2011 ISIN IE00B58JVZ52 AGENDA 933359401 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 1A RE-ELECTION OF DIRECTOR: STEPHEN J. LUCZO Management For For 1B RE-ELECTION OF DIRECTOR: FRANK J. BIONDI, JR. Management For For 1C RE-ELECTION OF DIRECTOR: LYDIA M. MARSHALL Management For For 1D RE-ELECTION OF DIRECTOR: CHONG SUP PARK Management For For 1E RE-ELECTION OF DIRECTOR: ALBERT A. PIMENTEL Management For For 1F RE-ELECTION OF DIRECTOR: GREGORIO REYES Management For For 1G RE-ELECTION OF DIRECTOR: JOHN W. THOMPSON Management For For 1H RE-ELECTION OF DIRECTOR: EDWARD J. ZANDER Management For For 02 TO RECEIVE AND CONSIDER IRISH STATUTORY ACCOUNTS Management For For FOR THE FISCAL YEAR ENDED JULY 2, 2010, AND REPORTS OF DIRECTORS AND AUDITORS. 03 AUTHORIZATION TO HOLD THE 2011 ANNUAL GENERAL Management For For MEETING OF SHAREHOLDERS OF THE COMPANY AT A LOCATION OUTSIDE OF IRELAND. 04 AUTHORIZATION OF THE COMPANY AND/OR ANY OF ITS Management For For SUBSIDIARIES TO MAKE OPEN-MARKET PURCHASES OF SEAGATE ORDINARY SHARES. 05 DETERMINATION OF THE PRICE RANGE AT WHICH THE Management For For COMPANY CAN RE-ISSUE TREASURY SHARES OFF- MARKET. 06 TO APPOINT ERNST & YOUNG AS THE INDEPENDENT Management For For AUDITORS OF THE COMPANY AND TO AUTHORIZE THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS TO SET THE AUDITORS' REMUNERATION.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 26 The GDL Fund ROCK OF AGES CORPORATION SECURITY 772632105 MEETING TYPE Special TICKER SYMBOL ROAC MEETING DATE 18-Jan-2011 ISIN US7726321059 AGENDA 933360125 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF OCTOBER 18, 2010, BY AND AMONG ROCK OF AGES CORPORATION, SWENSON GRANITE COMPANY, LLC AND GRANITE ACQUISITION, LLC. 02 TO ADJOURN MEETING IF NECESSARY TO PERMIT Management For For FURTHER SOLICITATION OF PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES OF CLASS A COMMON STOCK AT THE TIME OF MEETING TO SATISFY THE CONDITION IN MERGER AGREEMENT THAT MERGER AGREEMENT BE APPROVED BY A MAJORITY OF THE OUTSTANDING SHARES OF OUR CLASS A COMMON STOCK, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT.

EURAND N.V. SECURITY N31010106 MEETING TYPE Special TICKER SYMBOL EURX MEETING DATE 19-Jan-2011 ISIN NL0000886448 AGENDA 933363854 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ------------ 1A TO APPOINT JOHN J. FRAHER AS EXECUTIVE DIRECTOR 'A' Management For For AND CHIEF EXECUTIVE OFFICER OF THE COMPANY. 1B TO APPOINT CECILIA GONZALO AS A NON-EXECUTIVE Management For For DIRECTOR 'B' OF THE COMPANY. 2A TO REVIEW AND APPROVE COMPENSATION FOR JOHN J. Management For For FRAHER, EXECUTIVE DIRECTOR AND CHIEF EXECUTIVE OFFICER OF THE COMPANY. 2B TO REVIEW AND APPROVE COMPENSATION FOR ANGELO Management For For C. MALAHIAS, CHAIRMAN OF THE BOARD OF THE COMPANY. 2C TO REVIEW AND APPROVE COMPENSATION FOR CECILIA Management For For GONZALO AS A DIRECTOR OF THE COMPANY. 03 TO GRANT A DISCHARGE TO THE RESIGNING DIRECTORS Management For For (GEAROID FAHERTY AND JONATHAN COSGRAVE) IN RESPECT OF THEIR MANAGEMENT. 04 TO APPROVE THE SHARE PURCHASE AGREEMENT BY AND Management For For AMONG THE COMPANY, AXCAN HOLDINGS INC. AND AXCAN PHARMA HOLDING B.V. 05 TO REVIEW & APPROVE SALE OF ALL ASSETS & LIABILITIES Management For For OF COMPANY TO AXCAN PHARMA HOLDING B.V. OR ONE OR MORE OF ITS DESIGNEES. 06 TO APPROVE THE DESIGNATION OF THE MEMBERS OF Management For For SPECIAL COMMITTEE WITH RESPECT TO SALE OF ASSETS AND LIABILITIES OF THE COMPANY. 7A TO APPOINT RICHARD TARTE, VP, CORPORATE Management For For DEVELOPMENT AND GENERAL COUNSEL OF AXCAN, AS AN EXECUTIVE DIRECTOR 'A' OF THE COMPANY. 7B TO APPOINT RICHARD DEVLEESCHOUWER, SENIOR VICE Management For For PRESIDENT, HUMAN RESOURCES OF AXCAN, AS AN EXECUTIVE DIRECTOR 'A' OF THE COMPANY. 7C TO APPOINT STEVE GANNON, SENIOR VICE PRESIDENT, Management For For CFO OF AXCAN, AS AN EXECUTIVE DIRECTOR 'A' OF THE COMPANY. 08 TO APPROVE THE DISSOLUTION OF THE COMPANY, Management For For EFFECTIVE UPON THE COMPLETION OF THE SUBSEQUENT OFFERING PERIOD. 09 TO APPROVE THE APPOINTMENT OF AXCAN PHARMA Management For For HOLDING B.V. KEEPER OF BOOKS & RECORDS OF COMPANY UPON TERMINATION OF LIQUIDATION. 10 TO APPROVE ANY OTHER RESOLUTION TABLED IN Management For For CONNECTION WITH THE ABOVE.

BUCYRUS INTERNATIONAL, INC. SECURITY 118759109 MEETING TYPE Special TICKER SYMBOL BUCY MEETING DATE 20-Jan-2011 ISIN US1187591094 AGENDA 933361949 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF NOVEMBER 14, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, ("THE MERGER AGREEMENT"), BY AND AMONG BUCYRUS INTERNATIONAL, INC., CATERPILLAR INC., AND BADGER MERGER SUB, INC. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 27 The GDL Fund CAMINO MINERALS CORPORATION SECURITY 138050109 MEETING TYPE Annual and Special Meeting TICKER SYMBOL CAMZF MEETING DATE 25-Jan-2011 ISIN CA1380501090 AGENDA 933362864 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ---- ----------- 01 TO SET THE NUMBER OF DIRECTORS AT FOUR (4). Management For For 02 DIRECTOR Management 1 R.E. GORDON DAVIS For For 2 GORDON BOGDEN For For 3 JAMES TUTTON For For 4 DAVID WATKINS For For 03 TO APPOINT PRICEWATERHOUSECOOPERS LLP, Management For For CHARTERED ACCOUNTANTS, AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR AT A REMUNERATION TO BE FIXED BY THE DIRECTORS. 04 TO APPROVE THE OPTION PLAN RESOLUTION RELATING Management For For TO THE ADOPTION OF THE STOCK OPTION PLAN OF THE COMPANY, AS DESCRIBED IN THE MANAGEMENT INFORMATION CIRCULAR DATED DECEMBER 6, 2010.

DRAKA HOLDING NV SECURITY N2771R199 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 26-Jan-2011 ISIN NL0000347813 AGENDA 702733040 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------------------- ---------- ---- ----------- CMMT PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting THERE IS A RECORD DATE-ASSOCIATED WITH THIS MEETING. THANK YOU 1 Opening Non-Voting 2 Recent information and developments Non-Voting 3 Discussion of the intended public offer by Prysmian S.p.A. on all Non-Voting the issued-and outstanding ordinary shares in the capital of Draka (the "Offer") 4.a Amendment of the articles of association: Proposal to amend the Management For For articles of association per the Settlement Date, being the date on which the transfer of shares takes place upon payment of the offer price, subject to the condition precedent that the Offer is declared unconditional 4.b Amendment of the articles of association: Proposal to amend the Management For For articles of association per the date of de-listing on Euronext, subject to the condition precedent that the Offer is declared unconditional 4.c Amendment of the articles of association: Proposal to grant a Management For For power of attorney to each member of the Board of Management and each separate civil law notary, deputy civil law notary and notarial employee of Allen & Overy LLP, to apply for a declaration of no objections to the Ministry of Justice on the draft amendment to the articles of association and to have all the deeds of amendment of the articles of association executed, subject to the condition precedent that the Offer is declared unconditional 5 Resignation of Mrs A.M. Fentener van Vlissingen and Messrs. Management For For F.W. Frohlich, B.E. Dijkhuizen, F.H. Fentener van Vlissingen, R.F.W. van Oordt and J.C.M. Schonfeld as members of the Supervisory Board and the proposal to grant full and final release from liability, subject to the condition precedent that the Offer is declared unconditional 6 Appointment of Messrs. M. Battaini, P.F. Facchini and F. Romeo Management For For as members of the Supervisory Board, subject to the condition precedent that the Offer is declared unconditional 7 Any other business Non-Voting 8 Closing Non-Voting

LONMIN PLC, LONDON SECURITY G56350112 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 27-Jan-2011 ISIN GB0031192486 AGENDA 702732733 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------ ---------- ---- ----------- 1 To receive the Report and Accounts for the year ended 30 Management For For September 2010 2 To receive and approve the Director Remuneration Report for the Management For For year ended 30 September 2010 3 To declare a final dividend for the year ended 30 September 2010 Management For For of 15 US cents net per share 4 To re-appoint KPMG Audit Plc as the Company's auditors Management For For 5 To authorise the Board to agree the auditors remuneration Management For For 6 To re-elect Roger Phillimore as a director of the Company Management For For 7 To re-elect Ian Farmer as a director of the Company Management For For 8 To re-elect Michael Hartnall as a director of the Company Management For For 9 To re-elect Jonathan Leslie as a director of the Company Management For For 10 To re-elect David Munro as a director of the Company Management For For 11 To re-elect Karen de Segundo as a director of the Company Management For For 12 To re-elect Jim Sutcliffe as a director of the Company Management For For 13 To re-elect Len Konar as a director of the Company Management For For 14 To re-elect Cyril Ramaphosa as a director of the Company Management For For 15 To re-elect Simon Scott as a director of the Company Management For For 16 To re-elect Mahomed Seedat as a director of the Company Management For For 17 To authorise the directors to allot shares Management For For 18 To authorise the directors to disapply pre emption rights Management For For 19 To authorise the Company to purchase own shares Management For For 20 To authorise a notice period of 14 days for general meetings other Management For For than AGMs 21 To adopt the new Annual Share Awards Plan Management For For

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 28 The GDL Fund ASHLAND INC. SECURITY 044209104 MEETING TYPE Annual TICKER SYMBOL ASH MEETING DATE 27-Jan-2011 ISIN US0442091049 AGENDA 933358853 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ------- ----------- 1A ELECTION OF CLASS I DIRECTOR: KATHLEEN LIGOCKI Management For For 1B ELECTION OF CLASS I DIRECTOR: JAMES J. O'BRIEN Management For For 1C ELECTION OF CLASS I DIRECTOR: BARRY W. PERRY Management For For 02 RATIFICATION OF THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR FISCAL 2011. 03 APPROVAL OF THE 2011 ASHLAND INC. INCENTIVE PLAN. Management For For 04 APPROVAL OF THE COMPENSATION OF THE NAMED Management Abstain Against EXECUTIVE OFFICERS AS DISCLOSED IN THE ASHLAND INC. PROXY STATEMENT PURSUANT TO ITEM 402 OF REGULATION S-K UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. 05 WHETHER THE SHAREHOLDER VOTE TO APPROVE THE Management Abstain Against COMPENSATION OF THE NAMED EXECUTIVE OFFICERS AS REQUIRED BY SECTION 14A(A)(2) OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED, SHOULD OCCUR EVERY.

L-1 IDENTITY SOLUTIONS, INC. SECURITY 50212A106 MEETING TYPE Special TICKER SYMBOL ID MEETING DATE 03-Feb-2011 ISIN US50212A1060 AGENDA 933363967 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF SEPTEMBER 19, 2010, BY AND AMONG L-1 IDENTITY SOLUTIONS, INC., A DELAWARE CORPORATION, SAFRAN SA, A FRENCH SOCIETE ANONYME, AND LASER ACQUISITION SUB INC., A DELAWARE CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF SAFRAN SA, AND TO APPROVE THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT. 02 PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT AND APPROVE THE MERGER.

CRUCELL NV, LEIDEN SECURITY N23473106 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 08-Feb-2011 ISIN NL0000358562 AGENDA 702738949 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------------------- ---------- ---- ----------- PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting ID 770046 DUE TO ADDITION OF-RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. PLEASE NOTE THAT BLOCKING WILL NOT APPLY WHEN Non-Voting THERE IS A RECORD DATE ASSOCIATE-D WITH THIS MEETING. THANK YOU 1 Opening of the general meeting Non-Voting 2 Discussion of the contemplated offer of Johnson + Johnson for all Management For For the outstanding shares in the capital of the company and all aspects in connection therewith 3.a Proposal to amend the articles of association of the Company with Management For For effect of the Settlement Date, being the date no later than the third business day after the date the Offer has been declared unconditional, under the condition precedent of the contemplated offer of Johnson & Johnson for all the outstanding shares in the capital of the Company (the Offer) being declared unconditional 3.b Proposal to authorise each member o f the board of management Management For For of the company and also each civil law notary, deputy civil law notary and notarial assistant of allen + overy llp , each of them severally, with effect of the settlement date, under the condition precedent of the offer being declared unconditional, to apply to the dutch ministry of justice for the statement of no objection's and to have the deed of amendment of the articles of association executed 4 Resignation of Messrs. W.M. Burns, S.A. Davis, P. Satow, J.S.S. Management For For Shannon, G.R. Siber, F.F. Waller and C.-E . Wilhelmsson as members of the supervisory board and the proposal to grant discharge with effect of the settlement date, under the condition precedent of the offer being declared unconditional 5.a It is proposed to appoint J.H.J.Peeters as member of the Management For For supervisory board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.b It is proposed to appoint P.Stoffels as member of the supervisory Management For For board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.c It is proposed to appoint T.J.Heyman as member of the Management For For supervisory board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.d It is proposed to appoint J.J.U. Van Hoof as member of the Management For For supervisory board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.e It is proposed to appoint Ms.J.V.Griffiths as member of the Management For For supervisory board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.f It is proposed to appoint B.W. Van Zijll Langhout as member of Management For For the supervisory board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.g It is proposed to appoint P.Korte as member of the supervisory Management For For board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.h It is proposed to appoint D.-J. Zweers as member of the Management For For supervisory board where all details as laid down in article 2:158 paragraph 5, section 2: 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 5.i It is proposed to appoint J.C. Bot as member of the supervisory Management For For board where all details as laid down in article 2:158 paragraph 5, section 2 142 paragraph 3 of the dutch civil code are available for the general meeting of shareholders 6 Any other business Non-Voting 7 Closing of the general meeting Non-Voting CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting IN TEXT OF RESOLUTION 3A. IF-YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNL-ESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 29 The GDL Fund CRUCELL N.V. SECURITY 228769105 MEETING TYPE Special TICKER SYMBOL CRXL MEETING DATE 08-Feb-2011 ISIN US2287691057 AGENDA 933366608 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------ ---------- ---- ------------ 3A PROPOSAL TO AMEND THE ARTICLES OF ASSOCIATION OF Management For For THE COMPANY WITH EFFECT OF THE SETTLEMENT DATE, BEING THE DATE NO LATER THAN THE THIRD BUSINESS DAY AFTER THE DATE THE OFFER HAS BEEN DECLARED UNCONDITIONAL, UNDER THE CONDITION PRECEDENT OF THE CONTEMPLATED OFFER OF JOHNSON & JOHNSON FOR ALL THE ISSUED AND OUTSTANDING SHARES IN THE CAPITAL OF THE COMPANY (THE OFFER) BEING DECLARED UNCONDITIONAL. (RESOLUTION). 3B PROPOSAL TO AUTHORISE EACH MEMBER OF THE BOARD Management For For OF MANAGEMENT OF THE COMPANY AND ALSO EACH CIVIL LAW NOTARY, DEPUTY CIVIL LAW NOTARY AND NOTARIAL ASSISTANT OF ALLEN & OVERY LLP, EACH OF THEM SEVERALLY, WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL, TO APPLY TO THE DUTCH MINISTRY OF JUSTICE FOR THE STATEMENT OF NO OBJECTIONS AND TO HAVE THE DEED OF AMENDMENT OF THE ARTICLES OF ASSOCIATION EXECUTED. (RESOLUTION). 04 RESIGNATION SUPERVISORY BOARD AND DISCHARGE: Management For For RESIGNATION OF MESSRS. W.M. BURNS, S.A. DAVIS, P. SATOW, J.S.S. SHANNON, G.R. SIBER, F.F. WALLER AND C.- E. WILHELMSSON AS MEMBERS OF THE SUPERVISORY BOARD AND THE PROPOSAL TO GRANT DISCHARGE WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5A PROPOSAL TO APPOINT MR. J.H.J. PEETERS AS MEMBER Management For For OF THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5B PROPOSAL TO APPOINT MR. P. STOFFELS AS MEMBER OF Management For For THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5C PROPOSAL TO APPOINT MR. T.J. HEYMAN AS MEMBER OF Management For For THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5D PROPOSAL TO APPOINT MR. J.J.U. VAN HOOF AS MEMBER Management For For OF THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5E PROPOSAL TO APPOINT MS. J.V. GRIFFITHS AS MEMBER OF Management For For THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5F PROPOSAL TO APPOINT MR. B.W. VAN ZIJLL LANGHOUT AS Management For For MEMBER OF THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5G PROPOSAL TO APPOINT MR. P. KORTE AS MEMBER OF THE Management For For SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5H PROPOSAL TO APPOINT MR. D.-J. ZWEERS AS MEMBER OF Management For For THE SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION). 5I PROPOSAL TO APPOINT MR. J.C. BOT AS MEMBER OF THE Management For For SUPERVISORY BOARD WITH EFFECT OF THE SETTLEMENT DATE, UNDER THE CONDITION PRECEDENT OF THE OFFER BEING DECLARED UNCONDITIONAL. (RESOLUTION).

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 30 The GDL Fund CPI INTERNATIONAL, INC. SECURITY 12618M100 MEETING TYPE Special TICKER SYMBOL CPII MEETING DATE 10-Feb-2011 ISIN US12618M1009 AGENDA 933366280 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF NOVEMBER 24, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, AMONG CPI INTERNATIONAL, INC., CATALYST HOLDINGS, INC. AND CATALYST ACQUISITION, INC. 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE AGREEMENT AND PLAN OF MERGER AT THE SPECIAL MEETING.

TALECRIS BIOTHERAPEUTICS HOLDINGS CORP SECURITY 874227101 MEETING TYPE Special TICKER SYMBOL TLCR MEETING DATE 14-Feb-2011 ISIN US8742271013 AGENDA 933367662 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JUNE 6, 2010, AMONG GRIFOLS, S.A., GRIFOLS, INC., AND TALECRIS BIOTHERAPEUTICS HOLDINGS CORP., AS IT MAY BE AMENDED FROM TIME TO TIME 02 TO APPROVE ANY MOTION TO ADJOURN THE TALECRIS Management For For SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES

ATLAS ENERGY INC SECURITY 049298102 MEETING TYPE Special TICKER SYMBOL ATLS MEETING DATE 16-Feb-2011 ISIN US0492981024 AGENDA 933366266 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF NOVEMBER 8, 2010 AND AMENDED AS OF DECEMBER 7, 2010, BY AND AMONG ATLAS ENERGY, INC., CHEVRON CORPORATION AND ARKHAN CORPORATION, PROVIDING FOR THE MERGER OF ARKHAN CORPORATION, AN INDIRECT WHOLLY OWNED SUBSIDIARY OF CHEVRON CORPORATION, WITH AND INTO ATLAS ENERGY, INC. 02 THE PROPOSAL TO ADJOURN THE SPECIAL MEETING TO A Management For For LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, IN THE VIEW OF THE ATLAS ENERGY, INC. BOARD OF DIRECTORS, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO ADOPT THE MERGER AGREEMENT IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF SUCH ADJOURNMENT TO ADOPT THE MERGER AGREEMENT.

NOVELL, INC. SECURITY 670006105 MEETING TYPE Special TICKER SYMBOL NOVL MEETING DATE 17-Feb-2011 ISIN US6700061053 AGENDA 933367244 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF NOVEMBER 21, 2010, BY AND AMONG NOVELL, INC., ATTACHMATE CORPORATION AND LONGVIEW SOFTWARE ACQUISITION CORP., AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME. 02 TO AUTHORIZE THE BOARD OF DIRECTORS OF NOVELL, Management For For INC., IN ITS DISCRETION, TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF NOVEMBER 21, 2010, BY AND AMONG NOVELL, INC., ATTACHMATE CORPORATION AND LONGVIEW SOFTWARE ACQUISITION CORP. AT THE TIME OF THE SPECIAL MEETING.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 31 The GDL Fund DYNAMEX INC. SECURITY 26784F103 MEETING TYPE Special TICKER SYMBOL DDMX MEETING DATE 18-Feb-2011 ISIN US26784F1030 AGENDA 933367561 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF DECEMBER 14, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG DYNAMEX INC., TRANSFORCE INC., AND TRANSFORCE ACQUISITION CORP. 02 TO APPROVE ANY ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

COMPELLENT TECHNOLOGIES, INC. SECURITY 20452A108 MEETING TYPE Special TICKER SYMBOL CML MEETING DATE 22-Feb-2011 ISIN US20452A1088 AGENDA 933366254 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For THE AGREEMENT AND PLAN OF MERGER, DATED AS OF DECEMBER 12, 2010, AMONG DELL INTERNATIONAL L.L.C., DELL TRINITY HOLDINGS CORP. AND COMPELLENT TECHNOLOGIES, INC. (THE "MERGER AGREEMENT"), UNDER WHICH COMPELLENT TECHNOLOGIES, INC. WILL BECOME A WHOLLY-OWNED SUBSIDIARY OF DELL INTERNATIONAL L.L.C. 02 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADJOURN Management For For THE SPECIAL MEETING, IF NECESSARY, FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES TO VOTE IN FAVOR OF THE ADOPTION OF THE MERGER AGREEMENT.

ALLIS-CHALMERS ENERGY INC. SECURITY 019645506 MEETING TYPE Special TICKER SYMBOL ALY MEETING DATE 23-Feb-2011 ISIN US0196455069 AGENDA 933368359 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF AUGUST 12, 2010, AMONG ALLIS- CHALMERS ENERGY INC., SEAWELL LIMITED AND WELLCO SUB COMPANY. 02 TO APPROVE AND ADOPT AN AMENDMENT TO THE Management For For CERTIFICATE OF DESIGNATION OF 7% CONVERTIBLE PERPETUAL PREFERRED STOCK. 03 TO APPROVE THE ADJOURNMENT OR POSTPONEMENT OF Management For For THE SPECIAL MEETING OF THE STOCKHOLDERS OF ALLIS- CHALMERS, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE FOREGOING PROPOSALS.

HYPERCOM CORPORATION SECURITY 44913M105 MEETING TYPE Special TICKER SYMBOL HYC MEETING DATE 24-Feb-2011 ISIN US44913M1053 AGENDA 933366228 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ----------- 01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF NOVEMBER 17, 2010, BY AND AMONG HYPERCOM, VERIFONE SYSTEMS, INC., A DELAWARE CORPORATION, AND HONEY ACQUISITION CO., A DELAWARE CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF VERIFONE, AND APPROVE THE MERGER CONTEMPLATED BY THE MERGER AGREEMENT 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING OF STOCKHOLDERS OF HYPERCOM, IF NECESSARY, FOR ANY PURPOSE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE AND ADOPT THE MERGER AGREEMENT AND APPROVE THE MERGER AT THE TIME OF THE SPECIAL MEETING OF STOCKHOLDERS OF HYPERCOM

ALBERTO-CULVER COMPANY SECURITY 013078100 MEETING TYPE Annual TICKER SYMBOL ACV MEETING DATE 24-Feb-2011 ISIN US0130781000 AGENDA 933368878 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------- ---------- ------- ----------- 01 DIRECTOR Management 1 THOMAS A. DATTILO For For 2 JIM EDGAR For For 3 SAM J. SUSSER For For 02 A NON-BINDING ADVISORY Management Abstain Against VOTE ON THE APPROVAL OF EXECUTIVE COMPENSATION. 03 A NON-BINDING ADVISORY Management Abstain Against VOTE ON THE APPROVAL OF THE FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE COMPENSATION.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 32 The GDL Fund BMP SUNSTONE CORPORATION SECURITY 05569C105 MEETING TYPE Special TICKER SYMBOL BJGP MEETING DATE 24-Feb-2011 ISIN US05569C1053 AGENDA 933370188 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF OCTOBER 28, 2010, AS AMENDED BY THE FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER, DATED AS OF NOVEMBER 22, 2010, BY AND AMONG SANOFI-AVENTIS, STAR 2010, INC. AND BMP SUNSTONE CORPORATION AND TO APPROVE THE MERGER. 02 PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Management For For SPECIAL MEETING IF NECESSARY OR APPROPRIATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER AND APPROVE THE MERGER.

CONSOLIDATED THOMPSON IRON MINES LIMITED SECURITY 210206108 MEETING TYPE Special TICKER SYMBOL CLMZF MEETING DATE 25-Feb-2011 ISIN CA2102061082 AGENDA 933370544 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 THE SPECIAL RESOLUTION AUTHORIZING, APPROVING AND Management For For ADOPTING, AMONG OTHER THINGS, THE ARRANGEMENT UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT INVOLVING THE CORPORATION, ITS SHAREHOLDERS AND OTHER SECURITYHOLDERS AND 7744846 CANADA INC. ("ACQUIRECO"), AN INDIRECT WHOLLY OWNED SUBSIDIARY OF CLIFFS NATURAL RESOURCES INC., IN THE FORM ATTACHED AS APPENDIX A OF THE MANAGEMENT INFORMATION CIRCULAR OF THE CORPORATION DATED JANUARY 28, 2011.

CONSOLIDATED THOMPSON IRON MINES LIMITED SECURITY 210206108 MEETING TYPE Special TICKER SYMBOL CLMZF MEETING DATE 25-Feb-2011 ISIN CA2102061082 AGENDA 933370544 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 THE SPECIAL RESOLUTION AUTHORIZING, APPROVING AND Management For For ADOPTING, AMONG OTHER THINGS, THE ARRANGEMENT UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT INVOLVING THE CORPORATION, ITS SHAREHOLDERS AND OTHER SECURITYHOLDERS AND 7744846 CANADA INC. ("ACQUIRECO"), AN INDIRECT WHOLLY OWNED SUBSIDIARY OF CLIFFS NATURAL RESOURCES INC., IN THE FORM ATTACHED AS APPENDIX A OF THE MANAGEMENT INFORMATION CIRCULAR OF THE CORPORATION DATED JANUARY 28, 2011.

J.CREW GROUP, INC. SECURITY 46612H402 MEETING TYPE Special TICKER SYMBOL JCG MEETING DATE 01-Mar-2011 ISIN US46612H4020 AGENDA 933370087 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED NOVEMBER 23, 2010, AS AMENDED BY AMENDMENT NO. 1 TO THE AGREEMENT AND PLAN OF MERGER, DATED JANUARY 18, 2011 (AS AMENDED, THE "MERGER AGREEMENT") WITH CHINOS HOLDINGS, INC., ("PARENT"), AND CHINOS ACQUISITION CORPORATION, ("MERGER SUB") AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

MEDIACOM COMMUNICATIONS CORPORATION SECURITY 58446K105 MEETING TYPE Special TICKER SYMBOL MCCC MEETING DATE 04-Mar-2011 ISIN US58446K1051 AGENDA 933370809 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF NOVEMBER 12, 2010, BY AND AMONG MEDIACOM COMMUNICATIONS CORPORATION, JMC COMMUNICATIONS LLC AND ROCCO B. COMMISSO, AS IT MAY BE AMENDED FROM TIME TO TIME, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO APPROVE ANY MOTION TO ADJOURN THE SPECIAL Management For For MEETING TO A LATER DATE TO SOLICIT ADDITIONAL PROXIES IF THERE ARE ANY INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE PROPOSAL 1. 03 IN THEIR DISCRETION, THE PROXIES ARE AUTHORIZED TO Management For For VOTE UPON SUCH OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE SPECIAL MEETING.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 33 The GDL Fund DEL MONTE FOODS COMPANY SECURITY 24522P103 MEETING TYPE Special TICKER SYMBOL DLM MEETING DATE 07-Mar-2011 ISIN US24522P1030 AGENDA 933366177 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF NOVEMBER 24, 2010, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG DEL MONTE FOODS COMPANY, BLUE ACQUISITION GROUP, INC., AND BLUE MERGER SUB INC. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

WESTERN COAL CORP. SECURITY 95801T107 MEETING TYPE Special TICKER SYMBOL WTNCF MEETING DATE 08-Mar-2011 ISIN CA95801T1075 AGENDA 933371647 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE THE SPECIAL RESOLUTION (THE Management For For "ARRANGEMENT RESOLUTION"), THE FULL TEXT OF WHICH IS SET FORTH IN APPENDIX D TO THE MANAGEMENT PROXY CIRCULAR OF THE COMPANY DATED FEBRUARY 2, 2011 (THE "CIRCULAR"), APPROVING AN ARRANGEMENT PURSUANT TO DIVISION 5 OF PART 9 OF THE BUSINESS CORPORATIONS ACT (BRITISH COLUMBIA), AS AMENDED, ALL AS MORE PARTICULARLY DESCRIBED IN THE CIRCULAR.

MERCER INSURANCE GROUP, INC. SECURITY 587902107 MEETING TYPE Special TICKER SYMBOL MIGP MEETING DATE 16-Mar-2011 ISIN US5879021070 AGENDA 933372891 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 PROPOSAL TO APPROVE AND ADOPT THE AGREEMENT Management For For AND PLAN OF MERGER, DATED AS OF NOVEMBER 30, 2010, AMONG MERCER INSURANCE GROUP, INC., UNITED FIRE & CASUALTY COMPANY, AND RED OAK ACQUISITION CORP., AS IT MAY BE AMENDED FROM TIME TO TIME. 02 PROPOSAL TO APPROVE AN ADJOURNMENT OR Management For For POSTPONEMENT OF THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF MERGER REFERENCED IN PROPOSAL 1.

ATHEROS COMMUNICATIONS, INC. SECURITY 04743P108 MEETING TYPE Special TICKER SYMBOL ATHR MEETING DATE 18-Mar-2011 ISIN US04743P1084 AGENDA 933373982 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JANUARY 5, 2011 (THE "MERGER AGREEMENT"), BY AND AMONG ATHEROS COMMUNICATIONS, INC., (THE "COMPANY"), QUALCOMM INCORPORATED, ("PARENT"), AND T MERGER SUB, INC., ("MERGER SUB"), ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO APPROVE THE POSTPONEMENT OR ADJOURNMENT OF Management For For THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

JO-ANN STORES, INC. SECURITY 47758P307 MEETING TYPE Special TICKER SYMBOL JAS MEETING DATE 18-Mar-2011 ISIN US47758P3073 AGENDA 933374807 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF DECEMBER 23, 2010 (THE "MERGER AGREEMENT"), AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG JO-ANN STORES, INC., AN OHIO CORPORATION, NEEDLE HOLDINGS INC., A DELAWARE CORPORATION, AND NEEDLE MERGER SUB CORP., AN OHIO CORPORATION. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 34 The GDL Fund WILMINGTON TRUST CORPORATION SECURITY 971807102 MEETING TYPE Special TICKER SYMBOL WL MEETING DATE 22-Mar-2011 ISIN US9718071023 AGENDA 933373259 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, OR Management For For MERGER AGREEMENT, DATED AS OF OCTOBER 31, 2010, BY AND AMONG M&T BANK CORPORATION, A NEW YORK CORPORATION, MTB ONE, INC., A DELAWARE CORPORATION AND WHOLLY OWNED DIRECT SUBSIDIARY OF M&T, AND WILMINGTON TRUST CORPORATION, PURSUANT TO WHICH MTB ONE, INC. WILL MERGE WITH AND INTO WILMINGTON TRUST CORPORATION. 02 TO ADJOURN, POSTPONE OR CONTINUE THE SPECIAL Management For For MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE ADOPTION OF THE MERGER AGREEMENT.

AIRTRAN HOLDINGS, INC. SECURITY 00949P108 MEETING TYPE Special TICKER SYMBOL AAI MEETING DATE 23-Mar-2011 ISIN US00949P1084 AGENDA 933373247 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF SEPTEMBER 26, 2010, BY AND AMONG SOUTHWEST AIRLINES CO. ("SOUTHWEST"), AIRTRAN HOLDINGS, INC. AND GUADALUPE HOLDINGS CORP., A WHOLLY OWNED SUBSIDIARY OF SOUTHWEST. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO APPROVE PROPOSAL 1.

Q-MED AB, UPPSALA SECURITY W71001106 MEETING TYPE ExtraOrdinary General Meeting TICKER SYMBOL MEETING DATE 28-Mar-2011 ISIN SE0000426462 AGENDA 702826198 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------ ---------- ---- ----------- CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting ID 794777 DUE TO CHANGE IN VO-TING STATUS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF AT-TORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTION-S IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO BE REJECTED-. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVI-DE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION TO-YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER FOR-YOUR VOTE TO BE LODGED CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting ACCEPT ABSTAIN AS A VALID VO-TE OPTION. THANK YOU 1 Opening of the Extraordinary General Meeting Non-Voting 2 Election of the Chair for the meeting Non-Voting 3 Drawing up and approval of the voting list Non-Voting 4 Approval of the agenda for the meeting Non-Voting 5 Election of one or two people to verify the minutes Non-Voting 6 Consideration of whether the meeting has been duly convened Non-Voting 7 Determination of the number of Board members Management For For 8 Determination of fees for each Board member Management For For 9 Election of members of the Board Management For For 10 Resolution regarding election committee Management For For 11 Resolution regarding principles for remuneration and other Management For For conditions of employment for senior management 12 Closing of the Extraordinary General Meeting Non-Voting

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 35 The GDL Fund FRONTEER GOLD INC. SECURITY 359032109 MEETING TYPE Special TICKER SYMBOL FRG MEETING DATE 30-Mar-2011 ISIN CA3590321095 AGENDA 933379972 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 THE SPECIAL RESOLUTION, THE FULL TEXT OF WHICH IS Management For For ATTACHED AS APPENDIX "A" TO THE MANAGEMENT INFORMATION CIRCULAR DATED MARCH 2, 2011 (THE "INFORMATION CIRCULAR"), TO APPROVE A PLAN OF ARRANGEMENT PURSUANT TO SECTION 182 OF THE BUSINESS CORPORATIONS ACT (ONTARIO), INVOLVING THE CORPORATION, NEWMONT MINING CORPORATION, PILOT GOLD INC. ("PILOT GOLD") AND THE SECURITYHOLDERS, ALL AS MORE PARTICULARLY DESCRIBED IN THE INFORMATION CIRCULAR; 02 THE ORDINARY RESOLUTION, THE FULL TEXT OF WHICH IS Management For For SET FORTH IN THE INFORMATION CIRCULAR UNDER THE HEADING "OTHER MATTERS TO BE CONSIDERED AT THE MEETING - APPROVAL OF PILOT GOLD OPTION PLAN", TO APPROVE A STOCK OPTION PLAN OF PILOT GOLD, AS MORE PARTICULARLY DESCRIBED IN THE INFORMATION CIRCULAR.

CARDO AB SECURITY W1991F100 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 04-Apr-2011 ISIN SE0000262982 AGENDA 702814131 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------------- ---------- ---- ----------- CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting ACCEPT ABSTAIN AS A VALID- VOTE OPTION. THANK YOU 1 Opening of the meeting Non-Voting 2 Election of Claes Boustedt as a chairman to preside at the Management For For meeting 3 Preparation and approval of voting list Management For For 4 Approval of agenda Management For For 5 Election of two people to check the minutes Management For For 6 Question of whether the meeting has been properly convened Management For For 7 Presentation of (a) the annual report and audit report, (b) the Non-Voting consolidated-financial statements and the audit report for the Group, (c) the Board of-Directors' proposal for dividend 8 The President's report Management For For 9 Resolution on adoption of the income statement and balance Management For For sheet as well as of the consolidated income statement and consolidated balance sheet, all as per December 31 2010 10 The Board of Directors proposes declaring a dividend of SEK Management For For 10.00 per share for the financial year 2010. The proposed record day is April 7 2011. Provided the meeting resolves in accordance with the proposal, Euroclear Sweden AB expects to be able to distribute dividend on April 12 2011. Should the Annual General Meeting resolve on dividend in accordance with the Board's proposal, the price of SEK 420 per share that Assa Abloy has offered the shareholders in Cardo, within the framework of the public offer that Assa Abloy announced on December 13 2010, will be reduced by an equivalent amount per share 11 Resolution on discharge from responsibility for the members of the Management For For Board of Directors and the President 12 Establishment of the number of Directors Management For For 13 Establishment of fees for the Board of Directors and auditors Management For For 14 Election of L E Lundbergforetagen AB, Johan Stahl, Lannebo Management For For funds, Bjorn Franzon, Swedbank Robur funds and Fredrik Lundberg, as Board of Directors 15 The Board of Directors proposes that the Annual General Meeting Management For For resolve on guidelines for remuneration of senior management, principally involving the utilization of market rates of pay and other terms of employment that bear a relation to responsibility and authority for Group management. Besides a fixed annual salary, Group management shall also be able to receive variable remuneration, which shall be based on predetermined and measurable criteria such as the earnings trend and the return on capital employed compared with set targets. Variable remuneration shall be equivalent CONTD CONT CONTD to a maximum of 50 percent of the fixed annual salary for Non-Voting the President-and to a maximum of 40 percent of the fixed annual salary for other members-of Group management. Remuneration shall not be made in the form of options or-other share-related incentive programs. The proposed guidelines entirely-accord with the previous year's guidelines 16 Closing of the meeting Non-Voting

LUNDIN MINING CORPORATION SECURITY 550372106 MEETING TYPE Special TICKER SYMBOL LUNMF MEETING DATE 04-Apr-2011 ISIN CA5503721063 AGENDA 933373603 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ---- ------------ 01 THE PLAN OF ARRANGEMENT (THE "ARRANGEMENT") Management For For UNDER SECTION 192 OF THE CANADA BUSINESS CORPORATIONS ACT PROVIDING FOR THE AMALGAMATION OF LUNDIN MINING CORPORATION AND INMET MINING CORPORATION, AS MORE PARTICULARLY DESCRIBED IN THE ACCOMPANYING JOINT MANAGEMENT INFORMATION CIRCULAR OF LUNDIN MINING CORPORATION AND INMET MINING CORPORATION.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 36 The GDL Fund ALCON, INC. SECURITY H01301102 MEETING TYPE Annual TICKER SYMBOL ACL MEETING DATE 07-Apr-2011 ISIN CH0013826497 AGENDA 933378499 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 APPROVAL OF MERGER AGREEMENT, AS OF DECEMBER Management For For 14, 2010, ENTERED INTO BY AND BETWEEN ALCON, INC. AND NOVARTIS AG 02 APPROVAL OF THE 2010 BUSINESS REPORT, INCLUDING Management For For THE OPERATING REVIEW, SWISS STATUTORY FINANCIAL STATEMENTS AND CONSOLIDATED FINANCIAL STATEMENTS OF ALCON, INC. AND ITS SUBSIDIARIES 03 DISCHARGE OF THE CURRENT AND FORMER MEMBERS OF Management For For THE BOARD OF DIRECTORS OF ALCON, INC. FOR THEIR TERM OF OFFICE FROM JANUARY 1, 2010 UP TO APRIL 1, 2011 04 RE-ELECTION OF KPMG AG, ZUG, SWITZERLAND, AS Management For For AUDITORS FOR PERIOD BETWEEN THE ALCON, INC. ANNUAL GENERAL MEETING AND COMPLETION OF THE MERGER OF ALCON, INC. WITH AND INTO NOVARTIS AG 5A RE-ELECTION OF THE BOARD OF DIRECTOR: THOMAS G. Management For For PLASKETT 5B RE-ELECTION OF THE BOARD OF DIRECTOR: CARY R. Management For For RAYMENT 5C RE-ELECTION OF THE BOARD OF DIRECTOR: DR. ENRICO Management For For VANNI 5D RE-ELECTION OF THE BOARD OF DIRECTOR: DR. DANIEL Management For For VASELLA 5E RE-ELECTION OF THE BOARD OF DIRECTOR: NORMAN Management For For WALKER

ALCON, INC. SECURITY H01301102 MEETING TYPE Annual TICKER SYMBOL ACL MEETING DATE 07-Apr-2011 ISIN CH0013826497 AGENDA 933393237 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ------------ 01 APPROVAL OF MERGER AGREEMENT, AS OF DECEMBER Management For For 14, 2010, ENTERED INTO BY AND BETWEEN ALCON, INC. AND NOVARTIS AG 02 APPROVAL OF THE 2010 BUSINESS REPORT, INCLUDING Management For For THE OPERATING REVIEW, SWISS STATUTORY FINANCIAL STATEMENTS AND CONSOLIDATED FINANCIAL STATEMENTS OF ALCON, INC. AND ITS SUBSIDIARIES 03 DISCHARGE OF THE CURRENT AND FORMER MEMBERS OF Management For For THE BOARD OF DIRECTORS OF ALCON, INC. FOR THEIR TERM OF OFFICE FROM JANUARY 1, 2010 UP TO APRIL 1, 2011 04 RE-ELECTION OF KPMG AG, ZUG, SWITZERLAND, AS Management For For AUDITORS FOR PERIOD BETWEEN THE ALCON, INC. ANNUAL GENERAL MEETING AND COMPLETION OF THE MERGER OF ALCON, INC. WITH AND INTO NOVARTIS AG 5A RE-ELECTION OF THE BOARD OF DIRECTOR: THOMAS G. Management For For PLASKETT 5B RE-ELECTION OF THE BOARD OF DIRECTOR: CARY R. Management For For RAYMENT 5C RE-ELECTION OF THE BOARD OF DIRECTOR: DR. ENRICO Management For For VANNI 5D RE-ELECTION OF THE BOARD OF DIRECTOR: DR. DANIEL Management For For VASELLA 5E RE-ELECTION OF THE BOARD OF DIRECTOR: NORMAN Management For For WALKER

WIMM BILL DANN FOODS SECURITY 97263M109 MEETING TYPE Special TICKER SYMBOL WBD MEETING DATE 08-Apr-2011 ISIN US97263M1099 AGENDA 933398251 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT --- ------------------------------------------------ ----------------------- ------- ---------- 01 EARLY TERMINATION OF THE POWERS OF ALL THE BOARD Management Abstain For OF DIRECTORS MEMBERS OF WBD FOODS OJSC. 02 DIRECTOR Management 1 RAMON LUIS LAGUARTA For For 2 A.N. SEYMOUR HAMPTON For For 3 W. TIMOTHY HEAVISIDE For For 4 PAUL DOMINIC KIESLER For For 5 ANDREAS EPIFANIOU For For 6 ANDREW JOHN MACLEOD For For 7 SERGIO EZAMA For For 8 R.V. BOLOTOVSKY For For 9 SILVIU EUGENIU POPOVICI For For 10 MARCUS RHODES For For 11 D. VLADIMIROVICH IVANOV For For

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 37 The GDL Fund SMITH & NEPHEW GROUP PLC SECURITY G82343164 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 14-Apr-2011 ISIN GB0009223206 AGENDA 702820463 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------- ----------- ----- ----------- 1 To adopt the report and accounts Management For For 2 To approve the remuneration report Management For For 3 To declare a final dividend Management For For 4 Re-election of director Mr Ian E Barlow Management For For 5 Re-election of director Prof Genevieve B Berger Management For For 6 Re-election of director Mr Olivier Bohuon Management For For 7 Re-election of director Mr John Buchanan Management For For 8 Re-election of director Mr Adrian Hennah Management For For 9 Re-election of director Dr Pamela J Kirby Management For For 10 Re-election of director Mr Brian Larcombe Management For For 11 Re-election of director Mr Joseph C Papa Management For For 12 Re-election of director Mr Richard De Schutter Management For For 13 Re-election of director Dr Rolf W H Stomberg Management For For 14 To reappoint the auditors Management For For 15 To authorise the directors to determine the remuneration of the Management For For auditors 16 To renew the directors authority to allot shares Management For For 17 To renew the directors authority for the disapplication of pre- Management For For emption rights 18 To renew the directors limited authority to make market purchases Management For For of the Company's own shares 19 To authorise general meetings to be held on 14 days notice Management For For

ANSWERS CORPORATION SECURITY 03662X100 MEETING TYPE Special TICKER SYMBOL ANSW MEETING DATE 14-Apr-2011 ISIN AGENDA 933378069 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER (THE Management For For "MERGER AGREEMENT"), DATED AS OF FEBRUARY 2, 2011, BY AND AMONG ANSWERS CORPORATION, AFCV HOLDINGS, LLC ("AFCV") AND A-TEAM ACQUISITION SUB, INC., AN INDIRECT WHOLLY OWNED SUBSIDIARY OF AFCV. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, TO Management For For SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT.

ANSWERS CORPORATION SECURITY 03662X100 MEETING TYPE Special TICKER SYMBOL ANSW MEETING DATE 14-Apr-2011 ISIN AGENDA 933385761 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ---- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER (THE Management For For "MERGER AGREEMENT"), DATED AS OF FEBRUARY 2, 2011, BY AND AMONG ANSWERS CORPORATION, AFCV HOLDINGS, LLC ("AFCV") AND A-TEAM ACQUISITION SUB, INC., AN INDIRECT WHOLLY OWNED SUBSIDIARY OF AFCV. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY, TO Management For For SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT.

BULGARI SPA, ROMA SECURITY T23079113 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 18-Apr-2011 ISIN IT0001119087 AGENDA 702838220 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------------------- ----------- ---- ----------- CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting REACH QUORUM, THERE WILL BE A-SECOND CALL ON 20 APR 2011 CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN-VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU 1 Balance sheet as of 31-Dec-10. Board of Directors report on Management For For management activity, Internal and External Auditors' reports. Profit allocation. Consolidated balance sheet as of 31-Dec-10. Resolutions related there to 2 To appoint Internal Auditors for financial years 2011 - 2013 and to Management For For state related emolument. Resolutions related there to 3 Proposal to authorize the purchase and sale of own shares also Management For For by using financial instruments (put and call options). Resolutions related there to

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 38 The GDL Fund CIMPOR - CIMENTOS DE PORTUGAL LISBOA SECURITY X13765106 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 18-Apr-2011 ISIN PTCPR0AM0003 AGENDA 702902594 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------- ----------- ------- ----------- CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting ID 785085 DUE TO ADDITION OF-RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. 1 Resolve on the accounts' reporting documents, notably the Management For For management report, the corporate governance report and the financial accounts, and other corporate, supervisory and audit information documents regarding the financial year of 2010 2 Resolve on the proposal for the allocation of profits Management For For 3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder Against For PROPOSAL: Resolve on the general appraisal of the management and supervision of the company 4 Resolve on the declaration on the remuneration policy of the Management For For members of the management and supervisory bodies of the company 5 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder Against For PROPOSAL: Resolve on the election of a new director of the company for the current term-of-office (2009 2012), in view of the resignation submitted 6 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder Against For PROPOSAL: Resolve on the uthorization to be granted, for the purpose of article 398(3) of the Portuguese Companies Code, to Mr. Paulo Henrique de Oliveira Santos, elected as member of the Board of Directors of the Company under the preceding Item, for discharging competing activity and/or functions in a competing company, in the context of his appointment for the account or on behalf of a shareholder deemed as competing company 7 Resolve on the disposal of own shares to company employees Management For For and members of the management body and employees of affiliates under the share allocation plan to employees and management team, as well as the approval of the respective regulation 8 Resolve on the disposal of own shares to executives of the group Management For For and members of the management bodies of the Company and of affiliates in implementation of the stock options plans approved in 2009 and 2010, as well as the approval of the Company's new stock options plan and respective regulation 9 Resolve on the acquisition and disposal of own shares Management For For 10 Resolve on the partial amendment to article seven of the articles Management For For of association 11 Resolve on the partial amendment to article sixteen of the articles Management For For of association 12 Resolve on the group relationship with two wholly controlled Management For For companies, named KANDMAD - Sociedade Gestora de Participacoes Sociais, Lda. and CIMPOR Servicos de Apoio a Gestao de Empresas, S.A., in accordance with article 489 of the Portuguese Companies Code

NAVISITE, INC. SECURITY 63935M208 MEETING TYPE Special TICKER SYMBOL NAVI MEETING DATE 20-Apr-2011 ISIN US63935M2089 AGENDA 933398225 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ------------ 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF FEBRUARY 1, 2011, BY AND AMONG NAVISITE, INC., TIME WARNER CABLE INC. AND AVATAR MERGER SUB INC., AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME (THE "MERGER AGREEMENT"). 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

BUCYRUS INTERNATIONAL, INC. SECURITY 118759109 MEETING TYPE Annual TICKER SYMBOL BUCY MEETING DATE 21-Apr-2011 ISIN US1187591094 AGENDA 933379605 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- ------- ----------- 1 DIRECTOR Management 1 MICHELLE L. COLLINS For For 2 GENE E. LITTLE For For 3 ROBERT K. ORTBERG For For 2 ADVISORY Management Abstain Against VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3 ADVISORY Management Abstain VOTE ON THE FREQUENCY OF THE ADVISORY STOCKHOLDER VOTE ON EXECUTIVE COMPENSATION. 4 PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & Management For For TOUCHE LLP TO SERVE AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 39 The GDL Fund NRG ENERGY, INC. SECURITY 629377508 MEETING TYPE Annual TICKER SYMBOL NRG MEETING DATE 26-Apr-2011 ISIN US6293775085 AGENDA 933379629 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ------- ----------- 1A ELECTION OF DIRECTOR: LAWRENCE S. COBEN Management For For 1B ELECTION OF DIRECTOR: PAUL W. HOBBY Management For For 1C ELECTION OF DIRECTOR: GERALD LUTERMAN Management For For 1D ELECTION OF DIRECTOR: HERBERT H. TATE Management For For 1E ELECTION OF DIRECTOR: WALTER R. YOUNG Management For For 02 TO RATIFY THE APPOINTMENT BY THE BOARD OF Management For For DIRECTORS OF KPMG LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2011. 03 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 04 TO APPROVE, ON AN ADVISORY BASIS, THE FREQUENCY Management Abstain Against OF HOLDING A FUTURE ADVISORY VOTE ON EXECUTIVE COMPENSATION.

FORTUNE BRANDS, INC. SECURITY 349631101 MEETING TYPE Annual TICKER SYMBOL FO MEETING DATE 26-Apr-2011 ISIN US3496311016 AGENDA 933380153 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ------- ----------- 1A ELECTION OF DIRECTOR: RICHARD A. GOLDSTEIN Management For For 1B ELECTION OF DIRECTOR: PIERRE E. LEROY Management For For 1C ELECTION OF DIRECTOR: A.D. DAVID MACKAY Management For For 1D ELECTION OF DIRECTOR: ANNE M. TATLOCK Management For For 1E ELECTION OF DIRECTOR: NORMAN H. WESLEY Management For For 1F ELECTION OF DIRECTOR: PETER M. WILSON Management For For 02 RATIFICATION OF THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011. 03 TO RECOMMEND, BY NON-BINDING Management Abstain Against VOTE, THE FREQUENCY OF EXECUTIVE COMPENSATION VOTES. 04 TO APPROVE, BY NON-BINDING Management Abstain Against VOTE, EXECUTIVE COMPENSATION. 05 APPROVAL OF AN AMENDMENT TO THE COMPANY'S Management For For RESTATED CERTIFICATE OF INCORPORATION TO ALLOW STOCKHOLDERS TO CALL SPECIAL MEETINGS. 06 APPROVAL OF THE FORTUNE BRANDS, INC. 2011 LONG- Management Against Against TERM INCENTIVE PLAN.

NORTHWESTERN CORPORATION SECURITY 668074305 MEETING TYPE Annual TICKER SYMBOL NEW MEETING DATE 27-Apr-2011 ISIN US6680743050 AGENDA 933378730 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ------- ----------- 01 DIRECTOR Management 1 STEPHEN P. ADIK For For 2 DOROTHY M. BRADLEY For For 3 E. LINN DRAPER, JR. For For 4 DANA J. DYKHOUSE For For 5 JULIA L. JOHNSON For For 6 PHILIP L. MASLOWE For For 7 DENTON LOUIS PEOPLES For For 8 ROBERT C. ROWE For For 02 RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS Management For For THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2011. 03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against 04 ADVISORY VOTE ON THE FREQUENCY OF THE Management Abstain Against VOTE ON EXECUTIVE COMPENSATION. 05 APPROVE THE COMPANY'S AMENDED 2005 LONG-TERM Management For For INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES AUTHORIZED FOR ISSUANCE UNDER THE PLAN.

DIEBOLD, INCORPORATED SECURITY 253651103 MEETING TYPE Annual TICKER SYMBOL DBD MEETING DATE 28-Apr-2011 ISIN US2536511031 AGENDA 933380317 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------- ---------- ------- ----------- 01 DIRECTOR Management 1 PATRICK W. ALLENDER For For 2 BRUCE L. BYRNES For For 3 MEI-WEI CHENG For For 4 PHILLIP R. COX For For 5 RICHARD L. CRANDALL For For 6 GALE S. FITZGERALD For For 7 PHILLIP B. LASSITER For For 8 JOHN N. LAUER For For 9 THOMAS W. SWIDARSKI For For 10 HENRY D.G. WALLACE For For 11 ALAN J. WEBER For For 02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For INDEPENDENT AUDITORS FOR THE YEAR 2011. 03 TO HOLD AN ADVISORY Management Abstain Against VOTE ON NAMED EXECUTIVE OFFICER COMPENSATION. 04 TO HOLD AN ADVISORY Management Abstain Against VOTE ON THE FREQUENCY FOR FUTURE ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 40 The GDL Fund LIFE TECHNOLOGIES CORPORATION SECURITY 53217V109 MEETING TYPE Annual TICKER SYMBOL LIFE MEETING DATE 28-Apr-2011 ISIN US53217V1098 AGENDA 933384973 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ------- ----------- 1A ELECTION OF DIRECTOR: BALAKRISHNAN S. IYER Management For For 1B ELECTION OF DIRECTOR: GREGORY T. LUCIER Management For For 1C ELECTION OF DIRECTOR: RONALD A. MATRICARIA Management For For 1D ELECTION OF DIRECTOR: DAVID C. U'PRICHARD, PHD Management For For 1E ELECTION OF DIRECTOR: WILLIAM H. LONGFIELD Management For For 1F ELECTION OF DIRECTOR: ORA H. PESCOVITZ, MD Management For For 02 RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP Management For For AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011. 03 ADOPTION OF AMENDMENTS TO THE COMPANY'S Management For For CERTIFICATE OF INCORPORATION. 04 APPROVAL OF A NON-BINDING ADVISORY RESOLUTION Management Abstain Against REGARDING THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS 05 APPROVAL OF A NON-BINDING ADVISORY Management Abstain Against VOTE REGARDING THE FREQUENCY OF STOCKHOLDER VOTING ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.

CAN SURETY CORPORATION SECURITY 12612L108 MEETING TYPE Annual TICKER SYMBOL SUR MEETING DATE 28-Apr-2011 ISIN US12612L1089 AGENDA 933385367 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ------- ----------- 01 DIRECTOR Management 1 PHILIP H. BRITT For For 2 ANTHONY S. CLEBERG For For 3 DAVID B. EDELSON For For 4 D. CRAIG MENSE For For 5 ROBERT A. TINSTMAN For For 6 JOHN F. WELCH For For 7 PETER W. WILSON For For 02 TO RATIFY THE AUDIT COMMITTEE'S APPOINTMENT OF THE Management For For COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, DELOITTE & TOUCHE LLP, FOR THE FISCAL YEAR 2011. 03 TO APPROVE THE RESTATED CAN SURETY CORPORATION Management For For 2006 LONG-TERM EQUITY COMPENSATION PLAN. 04 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. 05 TO DETERMINE, ON AN ADVISORY BASIS, THE FREQUENCY Management Abstain Against WITH WHICH THE COMPANY IS TO HOLD A SHAREHOLDER VOTE TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS.

GTSI CORP. SECURITY 36238K103 MEETING TYPE Annual TICKER SYMBOL GTSI MEETING DATE 28-Apr-2011 ISIN US36238K1034 AGENDA 933406248 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------ ------------- ----- ----------- 01 DIRECTOR Management 1 LEE JOHNSON For For 2 THOMAS L. HEWITT For For 3 S.E. PHILLIPS, JR. For For

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 41 The GDL Fund MYERS INDUSTRIES, INC. SECURITY 628464109 MEETING TYPE Contested-Annual TICKER SYMBOL MYE MEETING DATE 29-Apr-2011 ISIN US6284641098 AGENDA 933419726 - Opposition

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- -------- ----------- 01 DIRECTOR Management 1 ROBERT S. PRATHER, JR. For For 2 F. JACK LIEBAU, JR. For For 02 THE RATIFICATION OF THE BOARD'S APPOINTMENT OF Management For For ERNST & YOUNG AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR FISCAL 2011. 03 A NON-BINDING ADVISORY Management Against For VOTE ON EXECUTIVE COMPENSATION 04 A VOTE ON THE FREQUENCY FOR HOLDING THE NON- Management 1 Year For BINDING ADVISORY VOTE ON SAY-ON-PAY (EVERY ONE, TWO, OR THREE YEARS).

APN NEWS & MEDIA LTD SECURITY Q1076J107 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 03-May-2011 ISIN AU000000APN4 AGENDA 702889417 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------ ---------- ----- ----------- CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting PROPOSALS 4 AND 5 AND VOTES CAST-BY ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT FROM THE PASSING OF THE-PROPOSAL/S WILL BE DISREGARDED BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED-BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE-"ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS. BY DOING SO, YOU ACKNOWLEDGE THAT-YOU HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE PASSING OF THE-RELEVANT PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON PROPOSALS (4 AND 5), YOU- ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN-BENEFIT BY THE PASSING OF THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE- VOTING EXCLUSION. 2(a) To re-elect Mr J H Maasland as a Director Management For For 2(b) To re-elect Mr G K O'Reilly as a Director Management For For 2(c) To re-elect Mr E J Harvey as a Director Management For For 2(d) To re-elect Mr B D Chenoweth as a Director Management For For 3 To adopt the Remuneration Report for the year ended 31 Management For For December 2010 4 Approval of the APN News & Media Limited Long Term Incentive Management For For Plan 5 Approval of grant of Performance Rights under the LTI Plan to Mr Management For For B D Chenoweth 6 Adoption of new Constitution Management For For

TALECRIS BIOTHERAPEUTICS HOLDINGS CORP SECURITY 874227101 MEETING TYPE Annual TICKER SYMBOL TLCR MEETING DATE 03-May-2011 ISIN US8742271013 AGENDA 933404268 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- -------- ----------- 01 DIRECTOR Management 1 W. BRETT INGERSOLL For For 2 LAWRENCE D. STERN For For 3 RUEDI E. WAEGER For For 02 TO RATIFY THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011. 03 TO CONSIDER AND APPROVE AN ADVISORY RESOLUTION Management Abstain Against REGARDING THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 04 TO CONSIDER AND ACT UPON AN ADVISORY Management Abstain Against VOTE ON THE FREQUENCY OF HOLDING AN ADVISORY VOTE ON EXECUTIVE COMPENSATION.

XSTRATA PLC SECURITY G9826T102 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 04-May-2011 ISIN GB0031411001 AGENDA 702882906 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------- ---------- ----- ----------- 1 To receive and consider and, if thought fit, adopt the Annual Management For For Report and Financial Statements of the Company, and the reports of the directors and auditors thereon, for the year ended 31 December 2010 2 To declare a final dividend of USD 0.20 per Ordinary Share in Management For For respect of the year ended 31 December 2010 3 To receive and consider and, if thought fit, to approve the Management For For directors' Remuneration Report (on pages 119 to 129 of the Annual Report) for the year ended 31 December 2010 4 To re-elect Mick Davis as a director Management For For 5 To re-elect Dr Con Fauconnier as a director Management For For 6 To re-elect Ivan Glasenberg as a director Management For For 7 To re-elect Peter Hooley as a director Management For For 8 To re-elect Claude Lamoureux as a director Management For For 9 To re-elect Trevor Reid as a director Management For For 10 To re-elect Sir Steve Robson as a director Management For For 11 To re-elect David Rough as a director Management For For 12 To re-elect Ian Strachan as a director Management For For 13 To re-elect Santiago Zaldumbide as a director Management For For

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 42 The GDL Fund

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------------ ---------- ---- ----------- 14 To elect Sir John Bond as a director Management For For 15 To elect Aristotelis Mistakidis as a director Management For For 16 To elect Tor Peterson as a director Management For For 17 To re-appoint Ernst & Young LLP as auditors to the Company to Management For For hold office until the conclusion of the next general meeting at which accounts are laid before the Company and to authorise the directors to determine the remuneration of the auditors 18 That the directors be generally and unconditionally authorised Management For For pursuant to section 551 of the Companies Act 2006 to: (i) allot shares in the Company, and to grant rights to subscribe for or to convert any security into shares in the Company: (A) up to an aggregate nominal amount of USD 494,115,346; and (B) comprising equity securities (as defined in section 560 of the Companies Act 2006) up to an aggregate nominal amount of USD 988,230,692 (including within such limit any shares issued or rights granted under paragraph (A) above) in connection with an offer by way of a rights issue: (I) to holders of ordinary shares in proportion (as nearly as may be practicable) to their existing holdings; and (II) to people who are holders of other equity securities if this is required by the rights of those securities or, if the CONTD CONT CONTD directors consider it necessary, as permitted by the rights Non-Voting of those-securities, and so that the directors may impose any limits or restrictions-and make any arrangements which they consider necessary or appropriate to-deal with treasury shares, fractional entitlements, record dates, legal,-regulatory or practical problems in, or under, the laws of, any territory or-any other matter; for a period expiring (unless previously renewed, varied or- revoked by the Company in a general meeting) at the end of the next Annual-General Meeting of the Company after the date on which this resolution is-passed; and (ii) make an offer or agreement which would or might require-shares to be allotted, or rights to subscribe for or convert any security-into shares to be granted, after expiry of this authority and the directors-may CONTD CONT CONTD allot shares and grant rights in pursuance of that offer or Non-Voting agreement-as if this authority had not expired. (b) That, subject to paragraph (c)-below, all existing authorities given to the directors to allot shares in the-Company, and to grant rights to subscribe for or to convert any security into-shares in the Company be revoked by this resolution. (c) That paragraph (b)-above shall be without prejudice to the continuing authority of the directors-to allot shares, or grant rights to subscribe for or convert any securities- into shares, pursuant to an offer or agreement made by the Company before the-expiry of the authority pursuant to which such offer or agreement was made 19 That, subject to the passing of resolution 18 in the Notice of Management For For Annual General Meeting, the directors be generally empowered pursuant to section 570 and section 573 of the Companies Act 2006 to allot equity securities (as defined in section 560 of the Companies Act 2006) for cash, pursuant to the authority conferred by resolution 18 in the Notice of Annual General Meeting as if section 561(1) of the Companies Act 2006 did not apply to the allotment. This power: (a) expires (unless previously renewed, varied or revoked by the Company in a general meeting) at the end of the next Annual General Meeting of the Company after the date on which this resolution is passed, but the Company may make an offer or agreement which would or might require equity securities to be allotted after expiry of this power and the directors may CONTD CONT CONTD allot equity securities in pursuance of that offer or Non-Voting agreement as if-this power had not expired; and (b) shall be limited to the allotment of-equity securities in connection with an offer of equity securities (but in-the case of the authority granted under resolution 18 (a)(i)(B), by way of a-rights issue only): (i) to the ordinary shareholders in proportion (as nearly-as may be practicable) to their existing holdings; and (ii) to people who-hold other equity securities, if this is required by the rights of those- securities or, if the directors consider it necessary, as permitted by the-rights of those securities, and so that the directors may impose any limits-or restrictions and make any arrangements which they consider necessary or-appropriate to deal with treasury shares, fractional entitlements, record-dates, CONTD CONT CONTD legal, regulatory or practical problems in, or under the Non-Voting laws of, any-territory or any other matter; and (c) in the case of the authority granted-under resolution 18 (a)(i)(A) shall be limited to the allotment of equity-securities for cash otherwise than pursuant to paragraph (b) above up to an-aggregate nominal amount of USD 74,117,301. This power applies in relation to-a sale of shares which is an allotment of equity securities by virtue of-section 560(3) of the Act as if the first paragraph of this resolution the- words "pursuant to the authority conferred by resolution 18 in the Notice of-Annual General Meeting" were omitted 20 That any Extraordinary General Meeting of the Company Management For For (asdefined in the Company's Articles of Association as a general meeting other than an Annual General Meeting) may be called on not less than 20 clear days' notice

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 43 The GDL Fund ACTELION LTD SECURITY H0032X135 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 05-May-2011 ISIN CH0010532478 AGENDA 702952323 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ----- -------------------------------------------------------------------- ----------- --------- ------------ CMMT PLEASE NOTE THAT THIS IS THE PART II OF THE MEETING Non-Voting NOTICE SENT UNDER MEETING-754778, INCLUDING THE AGENDA. TO VOTE IN THE UPCOMING MEETING, YOUR NAME MUST-BE NOTIFIED TO THE COMPANY REGISTRAR AS BENEFICIAL OWNER BEFORE THE RE-REGISTR-ATION DEADLINE. PLEASE NOTE THAT THOSE INSTRUCTIONS THAT ARE SUBMITTED AFTER T-HE CUTOFF DATE WILL BE PROCESSED ON A BEST EFFORT BASIS. THANK YOU. CMMT BLOCKING OF REGISTERED SHARES IS NOT A LEGAL Non-Voting REQUIREMENT IN THE SWISS MARKET,-SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF T-HE VOTING INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACED ON YOUR SHAR-ES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A TRADE. IF YOU H-AVE CONCERNS REGARDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT SERVICE REPRE-SENTATIVE. CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting VOTE 'IN FAVOR' OR 'AGAINST' FOR-ALL RESOLUTIONS. THANK YOU. CMMT SUPPORTIVE STATEMENT FROM SHAREHOLDER Non-Voting (GERMAN): HTTP://WWW1.ACTELION.COM/DOCUM- ENTS/CORPORATE/MEDIA_RELEASES/110307_STATEMENT_ DR_MAAG_D.PDF 1 Approval of the Business Report consisting of the Annual Report Management No Action For as well as of the Annual Statutory Accounts and Consolidated Accounts as of 31 December 2010 2 Appropriation of Available Earnings and Distribution Against Management No Action For Reserve from Capital Contribution 3.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by The Liverpool Limited Partnership and Elliott International, L.P. ("Elliott"): Request for Special Investigation 4 Discharge of the Board of Directors and of the Senior Management No Action For Management 5 Approval of Share Buy-Back Management No Action For 6.1 Amendments of the Articles of Association: Introduction of a Management No Action For Consultative Vote on the Compensation Report 6.2 Amendments of the Articles of Association: Implementation of the Management No Action For Book Entry Securities Act 6.3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Amendments of the Articles of Association: Agenda item submitted by Elliott: Removal of Maximum Number of Board Members 6.4 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Amendments of the Articles of Association: Agenda item submitted by Elliott: Reduction of Term of Office of Board Members 6.5 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Amendments of the Articles of Association: Agenda item submitted by Elliott: Election of Chairman by the Shareholders Meeting 7.A.a PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by Elliott: Removal of Board Member: Removal of Mr. Robert E. Cawthorn 7.A.b PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by Elliott: Removal of Board Member: Removal of Mr. Werner Henrich 7.A.c PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by Elliott: Removal of Board Member: Removal of Dr. Michael Jacobi 7.A.d PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by Elliott: Removal of Board Member: Removal of Dr. Armin Kessler 7.A.e PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by Elliott: Removal of Board Member: Removal of Mr. Jean Malo 8.1aa Board Election: Re-Election of Board Member: Re-Election of Dr. Management No Action For Jean-Paul Clozel 8.1bb Board Election: Re-Election of Board Member: Re-Election of Mr. Management No Action For Juhani Anttila 8.1cc Board Election: Re-Election of Board Member: Re-Election of Mr. Management No Action For Carl Feldbaum 8.2Aa Election of New Board Member: Nominated by Board of Directors: Management No Action For Dr. Jean-Pierre Garnier 8.2Ab Election of New Board Member: Nominated by Board of Directors: Management No Action For Mr. Robert Bertolini 8.2Ba PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Election of New Board Member: Nominated by Elliott: Dr. James Shannon 8.2Bb PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Election of New Board Member: Nominated by Elliott: Mr. Peter Allen 8.2Bc PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Election of New Board Member: Nominated by Elliott: Dr. Anders Haerfstrand 8.2Bd PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Election of New Board Member: Nominated by Elliott: Dr. Robert H.O. Hock 8.2Be PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Election of New Board Member: Nominated by Elliott: Mr. Elmar Schnee 8.2Bf PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Election of New Board Member: Nominated by Elliott: Mr. Hans-Christian Semmler 8.3.A PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shareholder No Action For PROPOSAL: Agenda item submitted by Elliott: Election of Chairman: Nominated by Elliott: Dr. James Shannon 8.3.B Election of Chairman: Nominated by Board of Directors: Mr. Management No Action For Robert E. Cawthorn 9 Election of Ernst & Young AG, Basel, as the Statutory Auditors for Management No Action For the Business Year 2011

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 44 The GDL Fund AVON PRODUCTS, INC. SECURITY 054303102 MEETING TYPE Annual TICKER SYMBOL AVP MEETING DATE 05-May-2011 ISIN US0543031027 AGENDA 933394190 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ------- ----------- 01 DIRECTOR Management 1 W. DON CORNWELL For For 2 V. ANN HAILEY For For 3 FRED HASSAN For For 4 ANDREA JUNG For For 5 MARIA ELENA LAGOMASINO For For 6 ANN S. MOORE For For 7 PAUL S. PRESSLER For For 8 GARY M. RODKIN For For 9 PAULA STERN For For 10 LAWRENCE A. WEINBACH For For 02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against 03 HOLD AN ADVISORY VOTE ON THE FREQUENCY OF THE Management Abstain Against ADVISORY VOTE ON EXECUTIVE COMPENSATION. 04 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For REGISTERED PUBLIC ACCOUNTING FIRM. 05 APPROVE AMENDMENTS TO OUR RESTATED CERTIFICATE Management For For OF INCORPORATION AND BY-LAWS.

PORTUGAL TELECOM SGPS S A SECURITY X6769Q104 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 06-May-2011 ISIN PTPTC0AM0009 AGENDA 702929425 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------------------------- ----------- ----- ----------- CMMT PLEASE NOTE THAT VOTING IN PORTUGUESE MEETINGS Non-Voting REQUIRES THE DISCLOSURE OF-BENEFICIAL OWNER INFORMATION, THROUGH DECLARATIONS OF PARTICIPATION AND-VOTING. BROADRIDGE WILL DISCLOSE THE BENEFICIAL OWNER INFORMATION FOR YOUR-VOTED ACCOUNTS. ADDITIONALLY, PORTUGUESE LAW DOES NOT PERMIT BENEFICIAL-OWNERS TO VOTE INCONSISTENTLY ACROSS THEIR HOLDINGS. OPPOSING VOTES MAY BE-REJECTED SUMMARILY BY THE COMPANY HOLDING THIS BALLOT. PLEASE CONTACT YOUR-CLIENT SERVICE REPRESENTATIVE FOR FURTHER DETAILS. CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting REACH QUORUM, THERE WILL BE A-SECOND CALL ON 23 MAY 2011. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL-REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU. 1 To resolve on the management report, balance sheet and Management For For accounts for the year 2010 2 To resolve on the consolidated management report, balance sheet Management For For and accounts for the year 2010 3 To resolve on the proposal for application of profits Management For For 4 To resolve on a general appraisal of the company's management Management For For and supervision 5 To resolve on an amendment to article 13 and article 17 of the Management For For articles of association of the company 6 To resolve on the acquisition and disposal of own shares Management For For 7 To resolve, pursuant to article 8, number 4, of the articles of Management For For association, on the parameters applicable in the event of any issuance of bonds convertible into shares that may be resolved upon by the board of directors 8 To resolve on the suppression of the pre-emptive right of Management For For shareholders in the subscription of any issuance of convertible bonds as referred to under item 7 hereof as may be resolved upon by the board of directors 9 To resolve on the issuance of bonds and other securities, of Management For For whatever nature, by the board of directors, and notably on the fixing of the value of such securities, in accordance with articles 8, number 3 and 15, number 1, paragraph e), of the articles of association 10 To resolve on the acquisition and disposal of own bonds and other Management For For own securities 11 To resolve on the statement of the compensation committee on Management For For the remuneration policy for the members of the management and supervisory bodies of the company 12 To resolve on the ratification of the appointment of new members Management For For of the board of directors to complete the 2009-2011 term-of-office

LADISH CO., INC. SECURITY 505754200 MEETING TYPE Special TICKER SYMBOL LDSH MEETING DATE 06-May-2011 ISIN US5057542004 AGENDA 933411794 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------- ---------- ----- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF NOVEMBER 16, 2010, BY AND AMONG ALLEGHENY TECHNOLOGIES INCORPORATED, REFERRED TO AS ATI, LPAD CO., A WHOLLY OWNED SUBSIDIARY OF ATI, REFERRED TO AS LPAD, PADL LLC, A WHOLLY OWNED SUBSIDIARY OF ATI, AND LADISH, AS AMENDED FROM TIME TO TIME, ALL AS MORE FULLY DESCRIBED IN THE PROXY STATEMENT. 02 TO CONSIDER AND VOTE UPON A PROPOSAL TO APPROVE Management For For THE ADJOURNMENT OF THE MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 45 The GDL Fund ENDESA SA, MADRID SECURITY E41222113 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 09-May-2011 ISIN ES0130670112 AGENDA 702971880 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------- ----------- ----- ------------ CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting REACH QUORUM, THERE WILL BE A-SECOND CALL ON 09 MAY 2011 AT 12:31 PM. CONSEQUENTLY, YOUR VOTING- INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.-THANK YOU. 1 Examination and approval, if any, of the individual financial Management For For statements of Endesa, SA (Balance Sheet, Profit and Loss Account, Statement of Changes in Equity, Cash Flow Statement and Notes), as well as of the consolidated financial statements of Endesa, SA and Subsidiaries (Consolidated Balance Sheet, Profit and Loss Account Consolidated Consolidated Result Global, Statement of Changes in Equity Consolidated Cash Flow Statement Consolidated Report) for the year ended December 31, 2010 2 Examination and approval, where appropriate, the individual Management For For management report of Endesa, SA and Consolidated Management Report of Endesa, SA and Subsidiaries for the year ended December 31, 2010 3 Examination and approval, if any, of the Social Management for Management For For the year ended December 31, 2010 4 Examination and approval, if applicable, the allocation of profits Management For For and the distribution of dividends for the year ended December 31, 2010 5 Re-election of Director, Mr. Borja Prado Eulate Management For For 6 Revocation and Appointment of Auditors Management For For 7.1 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 8 of the Bylaws. Non-voting, redeemable and preference 7.2 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 11 of the Bylaws. Modalities of the increase 7.3 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 12 of the Bylaws. Delegation to managers of increased social capital 7.4 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 14 of the Bylaws. Exclusion of pre- emptive rights 7.5 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 15 of the Bylaws. Reduction of social capital 7.6 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 16 of the Bylaws. Issuance of bonds 7.7 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 22 of the Bylaws. Convocation of the General Board 7.8 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 23 of the Bylaws. Convening authority and obligation 7.9 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 26 of the Bylaws. Special agreements. Constitution 7.10 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 33 of the Bylaws. Right to information 7.11 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 36 of the Bylaws. Board of Directors. General functions 7.12 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 40 of the Bylaws. Remuneration 7.13 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 42 of the Bylaws. Incompatibilities of the Directors 7.14 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 44 of the Bylaws. Constitution of the Council 7.15 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 51 of the Bylaws. Audit and Compliance Committee 7.16 Modification of adaptation to the latest legislative reforms of the Management For For Association: Amend Article 54 of the Bylaws. Contents of the annual accounts 7.17 Modification of adaptation to the latest legislative reforms of the Management For For Association: Approve the revised text of the Bylaws 8.1 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 3 of the General Meeting Regulations. Advertising 8.2 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 7 of the General Meeting Regulations. Convening authority and obligation 8.3 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 8 of the General Meeting Regulations. Publication and notice of meeting 8.4 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 9 of the General Meeting Regulations. Right to information 8.5 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 10 of the General Meeting Regulations. Right to attend 8.6 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 11 of the General Meeting Regulations. Representation 8.7 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: Amend Article 24 of the General Meeting Regulations. Publication 8.8 Modification of adaptation to the latest legislative reforms of the Management For For General Regulations: To approve the revised text of the General Meeting Regulations 9 Annual Report on Remuneration of Directors for the advisory vote Management For For 10 Delegation to the Board of Directors for the execution and Management For For development of resolutions adopted by the Board, so as to substitute the powers received from the Board and granting of powers to a public deed and registration of such agreements and for correction, if necessary CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT Non-Voting OF CONSERVATIVE RECORD DATE-. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM-UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 46 The GDL Fund ITT CORPORATION SECURITY 450911102 MEETING TYPE Annual TICKER SYMBOL ITT MEETING DATE 10-May-2011 ISIN US4509111021 AGENDA 933396586 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ------------ -------- ------------ 01 DIRECTOR Management 1 STEVEN R. LORANGER For For 2 CURTIS J. CRAWFORD For For 3 CHRISTINA A. GOLD For For 4 RALPH F. HAKE For For 5 JOHN J. HAMRE For For 6 PAUL J. KERN For For 7 FRANK T. MACINNIS For For 8 SURYA N. MOHAPATRA For For 9 LINDA S. SANFORD For For 10 MARKOS I. TAMBAKERAS For For 02 RATIFICATION OF THE APPOINTMENT OF DELOITTE & Management For For TOUCHE LLP AS ITT'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011. 03 APPROVAL OF THE ITT CORPORATION 2011 OMNIBUS Management For For INCENTIVE PLAN. 04 APPROVAL OF A PROPOSAL TO AMEND THE COMPANY'S Management For For RESTATED ARTICLES OF INCORPORATION TO ALLOW SHAREHOLDERS TO CALL SPECIAL MEETINGS. 05 TO APPROVE, IN A NON-BINDING VOTE, THE Management Abstain Against COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 06 TO DETERMINE, IN A NON-BINDING VOTE, WHETHER A Management Abstain Against SHAREHOLDER VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS SHOULD OCCUR EVERY ONE, TWO OR THREE YEARS. 07 TO VOTE ON A SHAREHOLDER PROPOSAL REQUESTING Shareholder Against For THAT THE COMPANY AMEND, WHERE APPLICABLE, ITT'S POLICIES RELATED TO HUMAN RIGHTS.

ENZON PHARMACEUTICALS, INC. SECURITY 293904108 MEETING TYPE Annual TICKER SYMBOL ENZN MEETING DATE 10-May-2011 ISIN US2939041081 AGENDA 933424400 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ------- ------------ 1A ELECTION OF DIRECTOR: ALEXANDER J. DENNER Management For For 1B ELECTION OF DIRECTOR: RICHARD C. MULLIGAN Management For For 1C ELECTION OF DIRECTOR: THOMAS F. DEUEL Management For For 1D ELECTION OF DIRECTOR: ROBERT LEBUHN Management For For 1E ELECTION OF DIRECTOR: HAROLD J. LEVY Management For For 1F ELECTION OF DIRECTOR: ROBERT C. SALISBURY Management For For 1G ELECTION OF DIRECTOR: RICHARD A. YOUNG Management For For 02 APPROVAL OF THE COMPANY'S 2011 STOCK OPTION AND Management Against Against INCENTIVE PLAN 03 RATIFICATION OF KPMG LLP, INDEPENDENT Management For For ACCOUNTANTS, TO AUDIT THE CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDING DECEMBER 31, 2011 04 APPROVAL OF THE COMPENSATION OF THE COMPANY'S Management Abstain Against NAMED EXECUTIVE OFFICERS 05 VOTE ON THE FREQUENCY FOR HOLDING AN ADVISORY Management Abstain Against VOTE ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 47 The GDL Fund TOGNUM AG, FRIEDRICHSHAFEN SECURITY D836B5109 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 11-May-2011 ISIN DE000A0N4P43 AGENDA 702888352 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------ ---------- ----- ----------- ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting CONFLICTS OF INTEREST IN CONNECTI-ON WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTIT-LED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUD-ED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAV-E NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT-TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLE-ASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NO-T HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSIO-N FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS Non-Voting MEETING IS 20 APR 2011, WHEREAS-THE MEETING HAS BEEN SETUP USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. THI-S IS DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN CONCURRENCE WITH THE GE-RMAN LAW. THANK YOU COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 26.04.2011. FURTHER INFORMATION ON CO-UNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO-THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITE- MS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT-THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON-PROXYEDGE 1. Presentation of the financial statements and annual report for the Non-Voting 2010 financial year with the report of the Supervisory Board, the group financial statements and group annual report as well as the report by the Board of MDs pursuant-to Sections 289(4) and 315(4) of the German Commercial Code 2. Resolution on the appropriation of the distributable profit of EUR Management For For 164,904,419.52 as follows: Payment of a dividend of EUR 0.50 per share EUR 99,216,919.52 shall be carried forward Ex- dividend and payable date: May 12, 2011 3. Ratification of the acts of the Board of MDs Management For For 4. Ratification of the acts of the Supervisory Board Management For For 5. Appointment of auditors for the 2011 financial year: Management For For PricewaterhouseCoopers AG, Stuttgart 6. Approval of the remuneration system for the members of the Management For For Board of MDs

PROGRESS ENERGY, INC. SECURITY 743263105 MEETING TYPE Annual TICKER SYMBOL PGN MEETING DATE 11-May-2011 ISIN US7432631056 AGENDA 933401983 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- -------- ----------- 1A ELECTION OF DIRECTOR: JOHN D. BAKER II Management For For 1B ELECTION OF DIRECTOR: JAMES E. BOSTIC JR. Management For For 1C ELECTION OF DIRECTOR: HARRIS E. DELOACH JR. Management For For 1D ELECTION OF DIRECTOR: JAMES B. HYLER JR. Management For For 1E ELECTION OF DIRECTOR: WILLIAM D. JOHNSON Management For For 1F ELECTION OF DIRECTOR: ROBERT W. JONES Management For For 1G ELECTION OF DIRECTOR: W. STEVEN JONES Management For For 1H ELECTION OF DIRECTOR: MELQUIADES R. MARTINEZ Management For For 1I ELECTION OF DIRECTOR: E. MARIE MCKEE Management For For 1J ELECTION OF DIRECTOR: JOHN H. MULLIN III Management For For 1K ELECTION OF DIRECTOR: CHARLES W. PRYOR JR. Management For For 1L ELECTION OF DIRECTOR: CARLOS A. SALADRIGAS Management For For 1M ELECTION OF DIRECTOR: THERESA M. STONE Management For For 1N ELECTION OF DIRECTOR: ALFRED C. TOLLISON JR. Management For For 2 AN ADVISORY (NONBINDING) VOTE TO APPROVE Management Abstain Against EXECUTIVE COMPENSATION. 3 TO RECOMMEND, BY AN ADVISORY (NONBINDING) VOTE, Management Abstain Against THE FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE COMPENSATION. 4 RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE Management For For LLP AS PROGRESS ENERGY INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 48 The GDL Fund THE MIDDLEBY CORPORATION SECURITY 596278101 MEETING TYPE Annual TICKER SYMBOL MIDD MEETING DATE 11-May-2011 ISIN US5962781010 AGENDA 933402757 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- -------- ----------- 1A ELECTION OF DIRECTOR: SELIM A. BASSOUL Management For For 1B ELECTION OF DIRECTOR: ROBERT B. LAMB Management For For 1C ELECTION OF DIRECTOR: RYAN LEVENSON Management For For 1D ELECTION OF DIRECTOR: JOHN R. MILLER III Management For For 1E ELECTION OF DIRECTOR: GORDON O'BRIEN Management For For 1F ELECTION OF DIRECTOR: PHILIP G. PUTNAM Management For For 1G ELECTION OF DIRECTOR: SABIN C. STREETER Management For For 02 APPROVAL OF THE ADOPTION OF THE COMPANY'S 2011 Management Against Against LONG-TERM INCENTIVE PLAN. 03 APPROVAL OF THE ADOPTION OF THE COMPANY'S VALUE Management For For CREATION INCENTIVE PLAN. 04 APPROVAL, BY AN ADVISORY VOTE, OF THE 2010 Management Abstain Against COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS, AS DISCLOSED PURSUANT TO THE COMPENSATION DISCLOSURE RULES OF THE SECURITIES AND EXCHANGE COMMISSION ("SEC"). 05 SELECTION, BY AN ADVISORY VOTE, OF THE FREQUENCY Management Abstain Against OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. 06 RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE Management For For LLP AS THE COMPANY'S INDEPENDENT PUBLIC ACCOUNTANTS FOR THE CURRENT FISCAL YEAR ENDING DECEMBER 31, 2011.

Q-MED AB, UPPSALA SECURITY W71001106 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 12-May-2011 ISIN SE0000426462 AGENDA 703000810 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------------------- ---------- ----- ------------ CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting BENEFICIAL OWNER SIGNED POWER OF-ATTORNEY (POA) IS REQUIRED IN ORDER TO LODGE AND EXECUTE YOUR VOTING-INSTRUCTIONS IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR INSTRUCTIONS TO-BE REJECTED. IF YOU HAVE ANY QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE-REPRESENTATIVE CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL Non-Voting OWNER INFORMATION FOR ALL VOTED-ACCOUNTS. IF AN ACCOUNT HAS MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO-PROVIDE THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE-POSITION TO YOUR CLIENT SERVICE REPRESENTATIVE. THIS INFORMATION IS REQUIRED-IN ORDER FOR YOUR VOTE TO BE LODGED CMMT PLEASE NOTE THAT NOT ALL SUB CUSTODIANS IN SWEDEN Non-Voting ACCEPT ABSTAIN AS A VALID-VOTE OPTION. THANK YOU 1 Election of the Chair for the meeting. lawyer Ola Ahman Management For For 2 Drawing up and approval of the voting list Management For For 3 Approval of the agenda for the meeting Management For For 4 Election of one or two people to verify the minutes Management For For 5 Consideration of whether the meeting has been duly convened Management For For 6 Submission of the annual accounts and the auditor's report, as Management For For well as the consolidated accounts and consolidated auditor's report, for the financial year 2010 7.a Adoption of the income statement and balance sheet, as well as Management For For the consolidated income statement and the consolidated balance sheet 7.b Treatment of the company's unappropriated earnings in Management For For accordance with the adopted balance sheet; The Board proposes that the net income for the year, 175,4 MSEK, and other earnings at the disposal of the Annual General Meeting are carried forward 7.c The question of discharging the members of the Board and the Management For For President from liability 8 Determination of the number of Board members and any deputy Management For For members of the Board, as well as auditors and any deputy auditors. The members of the Board continue to be six in number, with no deputy members of the Board 9 Determination of fees for the Board and the auditors. that no Management For For board fee be paid to any of the directors of the board; and that for the period up until the end of the next Annual General Meeting the auditors' fees be paid in accordance with reasonable invoicing 10 Election of members of the Board, any deputy members of the Management For For Board and auditors and any deputy auditors. Re-election of Humberto Antunes , Albert Draaijer , Alain Jacot , Jean-Pierre Dasriaux , Chris de Bruyne , and Lydie Frere , the registered accounting firm KPMG AB, be elected as the company's auditor for the period up until the end of the Annual General Meeting in 2012 . KPMG AB has advised that Asa Wiren Linder will be appointed auditor in charge 11 Closing of the Annual General Meeting Non-Voting

ARTHROCARE CORPORATION SECURITY 043136100 MEETING TYPE Annual TICKER SYMBOL ARTC MEETING DATE 12-May-2011 ISIN US0431361007 AGENDA 933394239 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ------- ------------ 01 DIRECTOR Management 1 CHRISTIAN P. AHRENS For For 2 GREGORY A. BELINFANTI For For 3 BARBARA D. BOYAN, PH.D. For For 4 DAVID FITZGERALD For For 5 JAMES G. FOSTER For For 6 TERRENCE E. GEREMSKI For For 7 TORD B. LENDAU For For 8 PETER L. WILSON For For 02 TO APPROVE, BY NON-BINDING VOTE, THE COMPENSATION Management Abstain Against OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 03 TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY Management Abstain Against OF FUTURE ADVISORY VOTES ON THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 04 TO RATIFY THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2011 FISCAL YEAR.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 49 The GDL Fund BCE INC. SECURITY 05534B760 MEETING TYPE Annual TICKER SYMBOL BCE MEETING DATE 12-May-2011 ISIN CA05534B7604 AGENDA 933399366 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ----------- ------- ------------ 01 DIRECTOR Management 1 B.K. ALLEN For For 2 A. BERARD For For 3 R.A. BRENNEMAN For For 4 S. BROCHU For For 5 R.E. BROWN For For 6 G.A. COPE For For 7 A.S. FELL For For 8 E.C. LUMLEY For For 9 T.C. O'NEILL For For 10 R.C. SIMMONDS For For 11 C. TAYLOR For For 12 P.R. WEISS For For 02 APPOINTMENT OF DELOITTE & TOUCHE LLP AS AUDITORS. Management For For 03 RESOLVED, ON AN ADVISORY BASIS AND NOT TO DIMINISH Management For For THE ROLE AND RESPONSIBILITIES OF THE BOARD OF DIRECTORS, THAT THE SHAREHOLDERS ACCEPT THE APPROACH TO EXECUTIVE COMPENSATION DISCLOSED IN THE 2011 MANAGEMENT PROXY CIRCULAR DATED MARCH 10, 2011 DELIVERED IN ADVANCE OF THE 2011 ANNUAL GENERAL MEETING OF SHAREHOLDERS OF BCE. 4A CRITICAL MASS OF QUALIFIED WOMEN ON BOARD. Shareholder Against For 4B EQUITY RATIO. Shareholder Against For 4C ADDITIONAL INFORMATION ON COMPARATOR GROUPS. Shareholder Against For

MENTOR GRAPHICS CORPORATION SECURITY 587200106 MEETING TYPE Contested-Annual TICKER SYMBOL MENT MEETING DATE 12-May-2011 ISIN US5872001061 AGENDA 933408468 - Opposition

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ----------- --------- ------------ 01 DIRECTOR Management 1 MR. JOSE MARIA ALAPONT For For 2 MR. GARY MEYERS Withheld Against 3 MR. DAVID SCHECHTER Withheld Against 4 MGT NOM P.L. BONFIELD Withheld Against 5 MGT NOM K.C. MCDONOUGH Withheld Against 6 MGT NOM W.C. RHINES Withheld Against 7 MGT NOM G.K. HINCKLEY Withheld Against 8 MGT NOM P.B. MCMANUS Withheld Against 02 SHAREHOLDER ADVISORY VOTE ON EXECUTIVE Management Abstain Against COMPENSATION 03 SHAREHOLDER ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION 04 PROPOSAL TO AMEND THE COMPANY'S 1989 EMPLOYEE Management For Against STOCK PURCHASE PLAN AND FOREIGN SUBSIDIARY EMPLOYEE STOCK PURCHASE PLAN TO INCREASE THE NUMBER OF SHARES RESERVED FOR ISSUANCE UNDER EACH OF THE PLANS. 05 PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR ITS FISCAL YEAR ENDING JANUARY 31, 2012 06 PROPOSAL TO AMEND THE COMPANY'S BYLAWS BY Management For For ADDING A NEW ARTICLE XI TO OPT OUT OF CERTAIN PROVISIONS OF THE OREGON BUSINESS CORPORATION ACT RELATING TO BUSINESS COMBINATIONS WITH INTERESTED SHAREHOLDERS

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 50 The GDL Fund NOVELL, INC. SECURITY 670006105 MEETING TYPE Annual TICKER SYMBOL NOVL MEETING DATE 13-May-2011 ISIN US6700061053 AGENDA 933415665 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ----------- -------- ----------- 1A ELECTION OF DIRECTOR: ALBERT AIELLO Management For For 1B ELECTION OF DIRECTOR: FRED CORRADO Management For For 1C ELECTION OF DIRECTOR: RICHARD L. CRANDALL Management For For 1D ELECTION OF DIRECTOR: GARY G. GREENFIELD Management For For 1E ELECTION OF DIRECTOR: JUDITH H. HAMILTON Management For For 1F ELECTION OF DIRECTOR: RONALD W. HOVSEPIAN Management For For 1G ELECTION OF DIRECTOR: PATRICK S. JONES Management For For 1H ELECTION OF DIRECTOR: RICHARD L. NOLAN Management For For 1I ELECTION OF DIRECTOR: JOHN W. PODUSKA, SR. Management For For 02 TO RATIFY THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2011 03 TO ADOPT A NONBINDING ADVISORY RESOLUTION Management Abstain Against APPROVING THE COMPENSATION OF NOVELL, INC.'S NAMED EXECUTIVE OFFICERS AS DISCLOSED IN ITS PROXY STATEMENT. 04 TO SELECT, ON A NONBINDING, ADVISORY BASIS, THE Management Abstain Against FREQUENCY OF FUTURE STOCKHOLDER NONBINDING, ADVISORY VOTES ON THE COMPENSATION OF NOVELL, INC.'S NAMED EXECUTIVE OFFICERS.

DANVERS BANCORP, INC. SECURITY 236442109 MEETING TYPE Special TICKER SYMBOL DNBK MEETING DATE 13-May-2011 ISIN US2364421097 AGENDA 933422735 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------ ----------- ----- ------------ 01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER BY Management For For AND BETWEEN DANVERS BANCORP, INC. AND PEOPLE'S UNITED FINANCIAL, INC., DATED AS OF JANUARY 20, 2011, PURSUANT TO WHICH DANVERS WILL MERGE WITH AND INTO PEOPLE'S UNITED, WITH PEOPLE'S UNITED BEING THE SURVIVING CORPORATION. 02 APPROVAL OF ONE OR MORE ADJOURNMENTS OF THE Management For For SPECIAL MEETING, IF NECESSARY, TO PERMIT FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING, OR AT ANY ADJOURNMENT OR POSTPONEMENT OF THAT MEETING, TO ADOPT THE MERGER AGREEMENT.

CLEAR CHANNEL OUTDOOR HOLDINGS, INC. SECURITY 18451C109 MEETING TYPE Annual TICKER SYMBOL CCO MEETING DATE 16-May-2011 ISIN US18451C1099 AGENDA 933425426 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ------- ------------ 01 DIRECTOR Management 1 THOMAS R. SHEPHERD For For 2 CHRISTOPHER M. TEMPLE For For 3 SCOTT R. WELLS For For 02 APPROVAL OF THE ADVISORY (NON-BINDING) RESOLUTION Management Abstain Against ON EXECUTIVE COMPENSATION. 03 ADVISORY (NON-BINDING) VOTE ON THE FREQUENCY OF Management Abstain Against FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. 04 RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP Management For For AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2011.

FIRSTENERGY CORP. SECURITY 337932107 MEETING TYPE Annual TICKER SYMBOL FE MEETING DATE 17-May-2011 ISIN US3379321074 AGENDA 933406995 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- ------- ------------ 01 DIRECTOR Management 1 PAUL T. ADDISON For For 2 ANTHONY J. ALEXANDER For For 3 MICHAEL J. ANDERSON For For 4 DR. CAROL A. CARTWRIGHT For For 5 WILLIAM T. COTTLE For For 6 ROBERT B. HEISLER, JR. For For 7 JULIA L. JOHNSON For For 8 TED J. KLEISNER For For 9 ERNEST J. NOVAK, JR. For For 10 CATHERINE A. REIN For For 11 GEORGE M. SMART For For 12 WES M. TAYLOR For For 13 JESSE T. WILLIAMS, SR. For For 02 RATIFICATION OF THE APPOINTMENT OF THE Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 03 REDUCE THE PERCENTAGE OF SHARES REQUIRED TO Management For For CALL A SPECIAL MEETING OF SHAREHOLDER 04 APPROVAL OF AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against COMPENSATION 05 RECOMMEND ADVISORY VOTE ON FREQUENCY OF Management Abstain Against FUTURE VOTES ON EXECUTIVE COMPENSATION 06 SHAREHOLDER PROPOSAL: REPORT ON COAL Shareholder Against For COMBUSTION WASTE 07 SHAREHOLDER PROPOSAL: LOWER PERCENTAGE Shareholder Against For REQUIRED FOR SHAREHOLDER ACTION BY WRITTEN CONSENT 08 SHAREHOLDER PROPOSAL: ADOPT A MAJORITY VOTE Shareholder Against For STANDARD FOR THE ELECTION OF DIRECTORS 09 SHAREHOLDER PROPOSAL: REPORT ON FINANCIAL RISKS Shareholder Against For OF RELIANCE ON COAL

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 51 The GDL Fund MARSHALL & ILSLEY CORPORATION SECURITY 571837103 MEETING TYPE Special TICKER SYMBOL MI MEETING DATE 17-May-2011 ISIN US5718371033 AGENDA 933424929 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ----------- 01 APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED Management For For AS OF DECEMBER 17, 2010, BY AND BETWEEN BANK OF MONTREAL AND MARSHALL & ILSLEY CORPORATION. 02 APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, Management For For IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE FOREGOING PROPOSAL.

BEL FUSE INC. SECURITY 077347201 MEETING TYPE Annual TICKER SYMBOL BELFA MEETING DATE 17-May-2011 ISIN US0773472016 AGENDA 933429272 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- -------- ----------- 01 DIRECTOR Management 1 AVI EDEN For For 2 ROBERT H. SIMANDL For For 02 WITH RESPECT TO THE RATIFICATION OF THE Management For For DESIGNATION OF DELOITTE & TOUCHE LLP TO AUDIT BEL'S BOOKS AND ACCOUNTS FOR 2011. 03 WITH RESPECT TO THE APPROVAL, ON AN ADVISORY Management Abstain Against BASIS, OF THE EXECUTIVE COMPENSATION OF BEL'S NAMED EXECUTIVE OFFICERS AS DESCRIBED IN THE PROXY STATEMENT. 04 WITH RESPECT TO THE VOTE, ON AN ADVISORY BASIS, ON Management Abstain Against HOW OFTEN TO CONDUCT THE ADVISORY VOTE ON EXECUTIVE COMPENSATION. 05 WITH RESPECT TO THE APPROVAL OF THE BEL FUSE INC. Management Against Against 2011 EQUITY COMPENSATION PLAN.

DRAGON OIL PLC SECURITY G2828W132 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 18-May-2011 ISIN IE0000590798 AGENDA 702969087 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------- ----------- ----- ----------- 1 To receive the financial statements for year ended 31 December Management For For 2010 2 To declare a dividend Management For For 3.a To re-elect Mr. Muhammed Al Ghurair as a Director Management For For 3.b To re-elect Dr. Abdul Jaleel Al Khalifa as a Director Management For For 3.c To re-elect Mr. Nigel McCue as a Director Management For For 4 To receive the Directors' Remuneration Report for the year ended Management For For 31 December 2010 5 To authorise the Directors to fix the Auditors' remuneration Management For For 6 To authorise general meetings outside the Republic of Ireland Management For For 7 To authorise the calling of general meetings on not less than 14 Management For For days' notice 8 To authorise the Directors to allot equity securities Management For For 9 To authorise the repurchase of the Company's Shares Management For For 10 To amend the Articles of Association Management For For 11 To approve the adoption of the 2011 Employee Share Purchase Management For For Plan PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting MODIFICATION IN THE TEXT OF THE RES-OLUTION 3C. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS-PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 52 The GDL Fund RHODIA SECURITY F7813K523 MEETING TYPE MIX TICKER SYMBOL MEETING DATE 18-May-2011 ISIN FR0010479956 AGENDA 703016522 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------------------- ---------- ----- ----------- CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting ID 800629 DUE TO DELETION OF-RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AN-D YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU. CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY Non-Voting VALID VOTE OPTIONS ARE "FOR" AN-D "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT French Resident Shareowners must complete, sign and forward Non-Voting the Proxy Card dir-ectly to the sub custodian. Please contact your Client Service Representative-to obtain the necessary card, account details and directions. The following ap-plies to Non- Resident Shareowners: Proxy Cards: Voting instructions will be fo- rwarded to the Global Custodians that have become Registered Intermediaries, o-n the Vote Deadline Date. In capacity as Registered Intermediary, the Global C-ustodian will sign the Proxy Card and forward to the local custodian. If you a-re unsure whether your Global Custodian acts as Registered Intermediary, pleas-e contact your representative CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting INFORMATION IS AVAILABLE BY CLIC-KING ON THE MATERIAL URL LINK: https://balo.journal- officiel.gouv.fr/pdf/2011/-0422/201104221101446.pdf O.1 Approval of the corporate financial statements for the financial Management For For year 2010 O.2 Approval of the consolidated financial statements for the financial Management For For year 2010 O.3 Allocation of income for the financial year ended December 31, Management For For 2010 and setting the dividend O.4 Option for payment of dividend in shares Management For For O.5 Authorization to be granted to the Board of Directors to trade the Management For For Company's shares E.6 Authorization to be granted to the Board of Directors to reduce Management For For capital by cancellation of treasury shares E.7 Delegation of authority granted to the Board of Directors to Management For For increase capital by issuing shares and/or securities providing access to capital, issued by the Company in favor of members of a company savings plan E.8 Delegation of authority granted to the Board of Directors to Management For For increase capital by issuing shares and/or securities providing access to capital, issued by the Company reserved for employees of foreign companies of Rhodia Group, outside of a company savings plan E.9 Powers Management For For

CHAUCER HOLDINGS PLC SECURITY G2071N102 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 19-May-2011 ISIN GB0000293950 AGENDA 702967792 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------------ ---------- ----- ------------ 1 To receive the Directors' Report and Financial Statements of the Management For For Company for the year ended 31 December 2010, together with the Independent Auditors' Report thereon 2 To approve the Directors' Remuneration Report for the year Management For For ended 31 December 2010 3 To approve a final dividend of 2.7 pence on the ordinary shares to Management For For be paid on 27 May 2011 to those shareholders on the register at the close of business on 6 May 2011 4 To re-elect Christopher Stooke as a director in accordance with Management For For Article 91 of the Company's Articles of Association 5 To re-elect Mark Wood as a director in accordance with Article 91 Management For For of the Company's Articles of Association 6 To re-elect Martin Gilbert as a director in accordance with Article Management For For 122 of the Company's Articles of Association 7 To re-elect Robert Stuchbery as a director in accordance with Management For For Article 122 of the Company's Articles of Association 8 To re appoint Ernst & Young LLP as Auditors to hold office from Management For For the conclusion of the meeting to the conclusion of the next meeting at which accounts are laid before the meeting 9 To authorise the Directors to determine the remuneration of the Management For For Auditors 10 That the Directors be and they are hereby generally and Management For For unconditionally authorised in accordance with section 551 of the Companies Act 2006 (CA 2006) to exercise all the powers of the Company to allot shares in the Company and to grant rights to subscribe for, or to convert any security into, shares in the Company: (a) up to an aggregate nominal amount of GBP45,674,303; and (b) comprising equity securities (within the meaning of section 560 CA 2006) up to a further aggregate nominal amount of GBP45,674,303 in connection with an offer by way of a rights issue: (i) to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and (ii) to holders of other equity securities as required by the rights of those securities or as the Directors otherwise consider necessary, and so that CONTD CONT CONTD Directors may impose any limits or restrictions and make Non-Voting any-arrangements which they consider necessary or appropriate to deal with-treasury shares, fractional entitlements, record dates, legal, regulatory or-practical problems in, or under the laws of, any territory or the-requirements of any regulatory body or stock exchange or any other matter-(including any such problems arising by virtue of equity securities being-represented by depositary receipts). The authorities conferred on the-Directors under paragraphs (a) and (b) above shall expire at the conclusion- of the next AGM of the Company after the passing of this resolution or, if-earlier, 30 June 2012 (unless previously revoked, varied or renewed by the-Company in general meeting) save that the Company may before such expiry make-an offer or agreement which CONTD CONT CONTD would or might require shares to be allotted or rights to Non-Voting subscribe-for, or to convert any security into, shares to be granted after such expiry-and the Directors may allot shares or grant rights to subscribe for, or to-convert any security into, shares (as the case may be) in pursuance of such-an offer or agreement as if the authority conferred hereby had not expired

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 53 The GDL Fund

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------------ ---------- ----- ------------ 11 That, subject to the passing of resolution 10 above and in Management For For substitution for all subsisting authorities to the extent unused, the Directors be and they are hereby empowered pursuant to section 570 and section 573 CA 2006 to allot equity securities (within the meaning of section 560 CA 2006) for cash pursuant to the authority conferred by resolution 10, as if section 561(1) CA 2006 did not apply to any such allotment, provided that this power: (a) shall be limited to the allotment of equity securities in connection with an offer of equity securities (but in the case of the authority granted under paragraph (b) of resolution 10, by way of a rights issue only): (i) to ordinary shareholders in proportion (as nearly as may be practicable) to their existing holdings; and (ii) to holders of other equity securities as required by CONTD CONT CONTD the rights of those securities or as the Directors otherwise Non-Voting consider-necessary, and so that the Directors may impose any limits or restrictions-and make any arrangements which they consider necessary or appropriate to-deal with any treasury shares, fractional entitlements, record dates, legal,-regulatory or practical problems in, or under the laws of, any territory or-the requirements of any regulatory body or stock exchange or any other matter-(including any such problems arising by virtue of equity securities being-represented by depositary receipts); and (b) in the case of the authority-granted under paragraph (a) of resolution 10, shall be limited to the-allotment (otherwise than under paragraph (a) of this resolution 11, of-equity securities up to an aggregate nominal amount of GBP6,851,145, (c)-shall apply CONTD CONT CONTD in relation to a sale of shares which is an allotment of Non-Voting equity-securities by virtue of section 560(3) CA 2006 as if in the first paragraph-of this resolution 11 the words "subject to the passing of resolution 10-above and" were omitted, and shall expire at the conclusion of the next AGM-of the Company after the passing of this resolution or on 30 June 2012,-whichever is the earlier, except that the Company may before such expiry make-an offer or agreement which would or might require equity securities to be-allotted after such expiry and the Directors may allot equity securities in-pursuance of such offer or agreement as if the power conferred hereby had not-expired 12 That the Directors be and are hereby generally and Management For For unconditionally authorised, pursuant to and in accordance with section 701 CA 2006, to make market purchases (within the meaning of section 693(4) CA 2006) of ordinary shares of 25 pence each in the capital of the Company (Ordinary Shares) on such terms and in such manner as the Directors shall from time to time determine, provided that: (a) the maximum aggregate number of Ordinary Shares hereby authorised to be purchased is 54,809,164; (b) the minimum price which may be paid for an Ordinary Share is its nominal value (exclusive of expenses); (c) the maximum price (exclusive of expenses) which may be paid for an Ordinary Share is an amount equal to 105 per cent. of the average of the middle market quotations of an Ordinary Share (as derived from the London Stock Exchange CONTD CONT CONTD Daily Official List) for the five business days immediately Non-Voting preceding-the date on which that Ordinary Share is contracted to be purchased; (d) the-authority hereby conferred shall expire at the conclusion of the next AGM of-the Company following the passing of this resolution or, if earlier, 30 June-2012 (unless previously revoked, varied or renewed by the Company in general-meeting); (e) the Company may at any time prior to the expiry of such-authority make a contract or contracts to purchase Ordinary Shares under such-authority which will or might be completed or executed wholly or partly after-the expiration of such authority and may make a purchase of Ordinary Shares-in pursuance of any such contract or contracts; and (f) in executing this-authority, the Company may purchase Ordinary Shares using any currency, CONTD CONT CONTD including, without limitation, pounds sterling, US dollars Non-Voting and euros 13 That a general meeting, other than an annual general meeting, Management For For may be called on not less than 14 clear days' notice 14 That the Articles of Association of the Company be altered by Management For For substituting the existing article 135.1 with the following article: The Directors may delegate any of their powers to such committee, to such an extent in relation to such matters, and on such terms and conditions as they think fit

SLM CORPORATION SECURITY 78442P106 MEETING TYPE Annual TICKER SYMBOL SLM MEETING DATE 19-May-2011 ISIN US78442P1066 AGENDA 933412063 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ---------- ------- ----------- 1A ELECTION OF DIRECTOR: ANN TORRE BATES Management For For 1B ELECTION OF DIRECTOR: W.M. DIEFENDERFER III Management For For 1C ELECTION OF DIRECTOR: DIANE SUITT GILLELAND Management For For 1D ELECTION OF DIRECTOR: EARL A. GOODE Management For For 1E ELECTION OF DIRECTOR: RONALD F. HUNT Management For For 1F ELECTION OF DIRECTOR: ALBERT L. LORD Management For For 1G ELECTION OF DIRECTOR: MICHAEL E. MARTIN Management For For 1H ELECTION OF DIRECTOR: BARRY A. MUNITZ Management For For 1I ELECTION OF DIRECTOR: HOWARD H. NEWMAN Management For For 1J ELECTION OF DIRECTOR: A. ALEXANDER PORTER, JR. Management For For 1K ELECTION OF DIRECTOR: FRANK C. PULEO Management For For 1L ELECTION OF DIRECTOR: WOLFGANG SCHOELLKOPF Management For For 1M ELECTION OF DIRECTOR: STEVEN L. SHAPIRO Management For For 1N ELECTION OF DIRECTOR: J. TERRY STRANGE Management For For 1O ELECTION OF DIRECTOR: ANTHONY P. TERRACCIANO Management For For 1P ELECTION OF DIRECTOR: BARRY L. WILLIAMS Management For For 02 APPROVAL OF AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against COMPENSATION. 03 APPROVAL OF AN ADVISORY VOTE ON THE FREQUENCY Management Abstain Against OF EXECUTIVE COMPENSATION VOTES. 04 RATIFICATION OF THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 54 The GDL Fund REDDY ICE HOLDINGS, INC. SECURITY 75734R105 MEETING TYPE Annual TICKER SYMBOL FRZ MEETING DATE 19-May-2011 ISIN US75734R1059 AGENDA 933427874 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ----------- ---- ----------- 01 DIRECTOR Management 1 GILBERT M. CASSAGNE For For 2 WILLIAM P. BRICK For For 3 KEVIN J. CAMERON For For 4 THEODORE J. HOST For For 5 MICHAEL S. MCGRATH For For 6 MICHAEL H. RAUCH For For 7 ROBERT N. VERDECCHIO For For 02 RATIFICATION OF THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP AS REDDY ICE HOLDINGS, INC.'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011.

RETAIL VENTURES INC. SECURITY 76128Y102 MEETING TYPE Special TICKER SYMBOL RVI MEETING DATE 19-May-2011 ISIN US76128Y1029 AGENDA 933430679 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ----------- ----- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED FEBRUARY 8, 2011, AMONG DSW INC., DSW MS LLC, AN OHIO LIMITED LIABILITY COMPANY AND A WHOLLY OWNED SUBSIDIARY OF DSW, AND RETAIL VENTURES, INC., AND APPROVE THE MERGER. 02 TO APPROVE ANY MOTION TO ADJOURN OR POSTPONE Management For For THE RETAIL VENTURES SPECIAL MEETING TO ANOTHER TIME OR PLACE, IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE RETAIL VENTURES SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT AND APPROVE THE MERGER.

EMERGENCY MEDICAL SERVICES CORP. SECURITY 29100P102 MEETING TYPE Special TICKER SYMBOL EMS MEETING DATE 20-May-2011 ISIN US29100P1021 AGENDA 933439235 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ---- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF FEBRUARY 13, 2011, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG CDRT ACQUISITION CORPORATION, A DELAWARE CORPORATION, CDRT MERGER SUB, INC., A DELAWARE CORPORATION, AND EMERGENCY MEDICAL SERVICES CORPORATION, A DELAWARE CORPORATION 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT

FORSYS METALS CORP. SECURITY 34660G104 MEETING TYPE Annual TICKER SYMBOL FOSYF MEETING DATE 20-May-2011 ISIN CA34660G1046 AGENDA 933440480 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ----- ----------- 01 TO APPROVE THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP, CHARTERED ACCOUNTANTS ("PWC"), AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR AND AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS. 02 THE ELECTION OF THE DIRECTORS AS NOMINATED BY Management For For MANAGEMENT OF THE COMPANY AS SET FORTH IN THE MANAGEMENT INFORMATION CIRCULAR.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 55 The GDL Fund FORSYS METALS CORP. SECURITY 34660G104 MEETING TYPE Annual TICKER SYMBOL FOSYF MEETING DATE 20-May-2011 ISIN CA34660G1046 AGENDA 933443866 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ----- ----------- 01 TO APPROVE THE APPOINTMENT OF Management For For PRICEWATERHOUSECOOPERS LLP, CHARTERED ACCOUNTANTS ("PWC"), AS AUDITORS OF THE COMPANY FOR THE ENSUING YEAR AND AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS. 02 THE ELECTION OF THE DIRECTORS AS NOMINATED BY Management For For MANAGEMENT OF THE COMPANY AS SET FORTH IN THE MANAGEMENT INFORMATION CIRCULAR.

ASIA SATELLITE TELECOMMUNICATIONS HOLDINGS LTD SECURITY G0534R108 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 24-May-2011 ISIN BMG0534R1088 AGENDA 702968097 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ----- ------------------------------------------------------------------- ---------- ----- ----------- CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting BY CLICKING ON THE URL LINK:- http://www.hkexnews.hk/listedco/listconews/sehk/20110418/LTN2 0110418411.pdf CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting VOTE 'IN FAVOR' OR 'AGAINST' FOR-ALL RESOLUTIONS. THANK YOU. 1 To receive and approve the audited consolidated financial Management For For statements for the year ended 31 December 2010 and the reports of the Directors and auditor thereon 2 To declare a final dividend for the year ended 31 December 2010 Management For For 3.(a) To re-elect Mr. Mark Chen as a Director Management For For 3.(b) To re-elect Mr. Guan Yi as a Director Management For For 3.(c) To re-elect Mr. Peter Jackson as a Director Management For For 3.(d) To re-elect Mr. William Wade as a Director Management For For 3.(e) To re-elect Mr. James Watkins as a Director Management For For 3.(f) To authorise the Board to fix the remuneration of the directors Management For For 4 To re-appoint PricewaterhouseCoopers as auditor of the Management For For Company and authorise the Board to fix their remuneration for the year ending 31 December 2011 5 To grant a general mandate to the Directors to allot, issue and Management For For dispose of new shares in the capital of the Company 6 To grant a general mandate to the Directors to repurchase shares Management For For of the Company 7 To extend, conditional upon the passing of Resolutions (5) and Management For For (6), the general mandate to allot, issue and dispose of new shares by adding the number of shares repurchased

ECO BUSINESS-IMMOBILIEN AG, WIEN SECURITY A19521102 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 24-May-2011 ISIN AT0000617907 AGENDA 703018704 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ----------- CMMT PLEASE NOTE THAT THE MEETING HAS BEEN SET UP Non-Voting USING THE RECORD DATE 13 MAY 2011-WHICH AT THIS TIME WE ARE UNABLE TO SYSTEMATICALLY UPDATE. THE TRUE RECORD DA-TE FOR THIS MEETING IS 14 MAY 2011. THANK YOU 1 Presentation annual report Management For For 2 Approval of usage of earnings Management For For 3 Approval of discharge of BOD Management For For 4 Approval of discharge of Sup.Board Management For For 5 Election auditor Management For For 6 Elections to sup board (split) Management For For 7 Amendment bylaws Management For For

CABLEVISION SYSTEMS CORPORATION SECURITY 12686C109 MEETING TYPE Annual TICKER SYMBOL CVC MEETING DATE 24-May-2011 ISIN US12686C1099 AGENDA 933435542 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ------- ------------ 01 DIRECTOR Management 1 ZACHARY W. CARTER For For 2 THOMAS V. REIFENHEISER For For 3 JOHN R. RYAN For For 4 VINCENT TESE For For 5 LEONARD TOW For For 02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR FISCAL YEAR 2011. 03 TO APPROVE CABLEVISION SYSTEMS CORPORATION 2011 Management For For CASH INCENTIVE PLAN. 04 TO APPROVE AN ADVISORY VOTE ON THE COMPENSATION Management Abstain Against OF EXECUTIVE OFFICERS. 05 AN ADVISORY VOTE ON THE FREQUENCY OF THE Management Abstain Against ADVISORY VOTE ON THE COMPENSATION OF OUR EXECUTIVE OFFICERS.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 56 The GDL Fund MKS INC. SECURITY 55309B206 MEETING TYPE Special TICKER SYMBOL MKSBF MEETING DATE 24-May-2011 ISIN CA55309B2066 AGENDA 933444539 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ----------- 01 THE SPECIAL RESOLUTION (THE "ARRANGEMENT Management For For RESOLUTION") SET OUT IN APPENDIX "A" TO THE MANAGEMENT INFORMATION CIRCULAR OF MKS DATED APRIL 20, 2011 (THE "CIRCULAR") TO APPROVE THE PLAN OF ARRANGEMENT UNDER SECTION 182 OF THE BUSINESS CORPORATIONS ACT (ONTARIO) INVOLVING MKS, ITS SHAREHOLDERS, PARAMETRIC TECHNOLOGY CORPORATION ("PTC") AND PTC NS ULC ("ACQUIRECO"), A WHOLLY-OWNED SUBSIDIARY OF PTC.

HUGHES COMMUNICATIONS, INC. SECURITY 444398101 MEETING TYPE Annual TICKER SYMBOL HUGH MEETING DATE 25-May-2011 ISIN US4443981018 AGENDA 933417669 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ----------- ------- ----------- 01 DIRECTOR Management 1 PRADMAN P. KAUL For For 2 ANDREW D. AFRICK For For 3 O. GENE GABBARD For For 4 JEFFREY A. LEDDY For For 5 LAWRENCE J. RUISI For For 6 AARON J. STONE For For 7 MICHAEL D. WEINER For For 02 RATIFICATION OF THE APPOINTMENT OF DELOITTE AND Management For For TOUCHE, LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011. 03 NON-BINDING ADVISORY VOTE ON A RESOLUTION Management Abstain Against APPROVING THE COMPENSATION OF THE COMPANY'S EXECUTIVE OFFICERS PURSUANT TO THE COMPENSATION DISCLOSURE RULES OF THE SECURITIES AND EXCHANGE COMMISSION, OR "SAY ON PAY" VOTE. 04 NON-BINDING ADVISORY VOTE ON THE FREQUENCY WITH Management Abstain Against WHICH SAY ON PAY VOTES SHOULD BE HELD IN THE FUTURE.

MCCORMICK & SCHMICK'S SEAFOOD RESTAURANT SECURITY 579793100 MEETING TYPE Annual TICKER SYMBOL MSSR MEETING DATE 26-May-2011 ISIN US5797931004 AGENDA 933436164 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- -------- ----------- 01 DIRECTOR Management 1 WILLIAM T. FREEMAN For For 2 DOUGLAS L. SCHMICK For For 3 E.H. JURGENSEN, JR. For For 4 JAMES R. PARISH For For 5 J. RICE EDMONDS For For 6 CHRISTINE F. DEPUTY OTT For For 7 ERIC P. BAUER For For 02 PROPOSAL TO CONSIDER AND APPROVE, ON AN ADVISORY Management Abstain Against BASIS, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS AS FURTHER DESCRIBED IN THE PROXY STATEMENT. 03 ADVISORY VOTE REGARDING THE FREQUENCY WITH Management Abstain Against WHICH THE COMPANY SHOULD HOLD AN ADVISORY VOTE REGARDING THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 04 RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For LLP AS THE COMPANY'S INDEPENDENT REGISTERED ACCOUNTING FIRM FOR THE 2011 FISCAL YEAR.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 57 The GDL Fund EDF ENERGIES NOUVELLES SA SECURITY F31932100 MEETING TYPE MIX TICKER SYMBOL MEETING DATE 27-May-2011 ISIN FR0010400143 AGENDA 702981449 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------- ----------- ---- ----------- CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY Non-Voting VALID VOTE OPTIONS ARE "FOR"-AND "AGAINST" A VOTE OF "ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE. CMMT French Resident Shareowners must complete, sign and forward Non-Voting the Proxy Card-directly to the sub custodian. Please contact your Client Service-Representative to obtain the necessary card, account details and directions.-The following applies to Non- Resident Shareowners: Proxy Cards: Voting-instructions will be forwarded to the Global Custodians that have become-Registered Intermediaries, on the Vote Deadline Date. In capacity as- Registered Intermediary, the Global Custodian will sign the Proxy Card and-forward to the local custodian. If you are unsure whether your Global-Custodian acts as Registered Intermediary, please contact your representative CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting INFORMATION IS AVAILABLE BY-CLICKING ON THE MATERIAL URL LINK:-https://balo.journal- officiel.gouv.fr/pdf/2011/0420/201104201101464.pdf O.1 Approval of the annual financial statements Management For For O.2 Approval of the consolidated financial statements Management For For O.3 Allocation of income Management For For O.4 Agreements referred to in article L. 225-38 et seq. of the Management For For Commercial code O.5 In-house audit procedures Management For For O.6 Attendance allowance Management For For O.7 Ratification of the cooptation of Mr. Stephane Tortajada as Board Management For For member O.8 Ratification of the cooptation of Mr. Jean-Louis Mathias as Board Management For For member O.9 Ratification of the cooptation of Mr. Yves Giraud as Board Management For For member O.10 Ratification of the transfer of the head office Management For For O.11 Authorization granted to the Board of directors in view of the Management For For Company purchasing its own shares O.12 Powers to accomplish the formalities Management For For E.13 Modification of article 15 of the articles of association - Management For For Deliberations of the Board of directors E.14 Powers to accomplish the formalities Management For For

CONSTELLATION ENERGY GROUP, INC. SECURITY 210371100 MEETING TYPE Annual TICKER SYMBOL CEG MEETING DATE 27-May-2011 ISIN US2103711006 AGENDA 933414550 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- ------- ----------- 1A ELECTION OF DIRECTOR: YVES C. DE BALMANN Management For For 1B ELECTION OF DIRECTOR: ANN C. BERZIN Management For For 1C ELECTION OF DIRECTOR: JAMES T. BRADY Management For For 1D ELECTION OF DIRECTOR: JAMES R. CURTISS Management For For 1E ELECTION OF DIRECTOR: FREEMAN A. HRABOWSKI, III Management For For 1F ELECTION OF DIRECTOR: NANCY LAMPTON Management For For 1G ELECTION OF DIRECTOR: ROBERT J. LAWLESS Management For For 1H ELECTION OF DIRECTOR: MAYO A. SHATTUCK III Management For For 1I ELECTION OF DIRECTOR: JOHN L. SKOLDS Management For For 1J ELECTION OF DIRECTOR: MICHAEL D. SULLIVAN Management For For 02 RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011. 03 ADVISORY VOTE ON COMPENSATION OF NAMED Management Abstain Against EXECUTIVE OFFICERS. 04 ADVISORY VOTE ON FREQUENCY OF ADVISORY VOTE ON Management Abstain Against COMPENSATION OF NAMED EXECUTIVE OFFICERS.

SMURFIT-STONE CONTAINER CORPORATION SECURITY 83272A104 MEETING TYPE Special TICKER SYMBOL SSCC MEETING DATE 27-May-2011 ISIN US83272A1043 AGENDA 933445935 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ----------- ----- ----------- 01 APPROVAL AND ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED JANUARY 23, 2011 (AS IT MAY BE AMENDED FROM TIME TO TIME), AMONG ROCK-TENN COMPANY, SMURFIT-STONE, AND SAM ACQUISITION, LLC, A WHOLLY-OWNED SUBSIDIARY OF ROCKTENN. 02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL Management For For MEETING FOR ANY PURPOSE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL NUMBER 1.

SPECTRUM CONTROL, INC. SECURITY 847615101 MEETING TYPE Special TICKER SYMBOL SPEC MEETING DATE 27-May-2011 ISIN US8476151019 AGENDA 933451851 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ----- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED MARCH 28, 2011, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG API TECHNOLOGIES CORP., ERIE MERGER CORP. AND SPECTRUM CONTROL, INC. (THE "MERGER AGREEMENT"). 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 58 The GDL Fund SCMP GROUP LTD SECURITY G7867B105 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 30-May-2011 ISIN BMG7867B1054 AGENDA 702966194 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------------------- ---------- ----- ----------- CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting VOTE 'IN FAVOR' OR 'AGAINST'-ONLY FOR ALL RESOLUTIONS. THANK YOU. CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting BY CLICKING ON THE URL LINK:- http://www.hkexnews.hk/listedco/listconews/sehk/20110415/LTN2 0110415327.pdf 1 To adopt the Audited Financial Statements and the Directors' Management For For Report and Independent Auditor's Report for the year ended 31 December 2010 2 To approve the payment of a final dividend Management For For 3.a To re-elect Dr. David J. Pang as Non-executive Director Management For For 3.b To re-elect The Hon. Ronald J. Arculli as Independent Non- Management For For executive Director 3.c To re-elect Tan Sri Dr. Khoo Kay Peng as Non-executive Director Management For For 4 To authorise the Board to fix Directors' fee Management For For 5 To re-appoint PricewaterhouseCoopers as Auditor and authorise Management For For the Board to fix their remuneration 6 To grant a general mandate to the Directors to issue shares in Management For For terms of the proposed ordinary resolution set out in item 6 in the notice of the meeting 7 To grant a general mandate to the Directors to repurchase shares Management For For in terms of the proposed ordinary resolution set out in item 7 in the notice of the meeting 8 To grant a general mandate to the Directors to add repurchased Management For For shares to the share issue general mandate in terms of the proposed ordinary resolution set out in item 8 in the notice of the meeting

IBERDROLA RENOVABLES SA, VALENCIA SECURITY E6244B103 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 30-May-2011 ISIN ES0147645016 AGENDA 702972414 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------------- ---------- ----- ----------- CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT Non-Voting REACH QUORUM, THERE WILL BE A SE-COND CALL ON 31 MAY 2011 AT 12:30 P.M. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS-WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU. 1 Approval of the individual annual financial statements of the Management For For Company and of the annual financial statements consolidated with those of its subsidiaries for the fiscal year ended on December 31, 2010 2 Approval of the individual management report of the Company Management For For and of the consolidated management report of the Company and its subsidiaries for the fiscal year ended on December 31, 2010 3 Approval of the management and activities of the Board of Management For For Directors during the fiscal year ended on December 31, 2010 4 Re-election of the auditor of the Company and of its consolidated Management For For group for the fiscal year 2011 5 Approval of the proposal for the allocation of profits/losses and the Management For For distribution of dividends for the fiscal year ended on December 31, 2010 6 Ratification of the interim appointment as Director of Mr. Aurelio Management For For Izquierdo Gomez to fill a vacancy made after the holding of the last General Shareholders' Meeting, as external proprietary Director 7 Authorization to the Board of Directors, with the express power of Management For For substitution, to create and fund associations and foundations, pursuant to applicable legal provisions, for which purpose the authorization granted by the shareholders at the General Shareholders' Meeting of June 9, 2010 is hereby deprived of effect to the extent of the unused amount

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 59 The GDL Fund

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------------- ---------- ----- ----------- 8 Information regarding any significant changes in the assets or Management For For liabilities of the companies participating in the merger (i.e., Iberdrola, S.A. (as absorbing company) and Iberdrola Renovables, S.A. (as absorbed company)) between the date of the common terms of merger and the holding of the General Shareholders' Meeting at which such merger is decided. Approval of the common terms of merger by absorption between Iberdrola, S.A. and Iberdrola Renovables, S.A. Approval as the merger balance sheet of the balance sheet of Iberdrola Renovables, S.A. as of December 31, 2010. Approval of the merger by absorption between Iberdrola, S.A. and Iberdrola Renovables, S.A. through the absorption of the latter by the former, causing the termination without liquidation of Iberdrola Renovables, S.A. and the transfer en bloc and as a whole of all of its assets to Iberdrola, S.A., with an express provision for the exchange to be covered by the delivery of treasury shares of Iberdrola, S.A. and, if required, by newly-issued shares of Iberdrola, S.A. pursuant to a capital increase subject to the above, all in accordance with the common terms of merger. Provide acquiescence, within the framework of the provisions of the common terms of merger, to the conditional increase in the share capital of Iberdrola, S.A. in the amount of one hundred and forty-eight million, four hundred and seventy thousand and eleven Euros, and twenty-five cents (EUR 148,470,011.25), by means of the issuance of one hundred and ninety seven million, nine hundred and sixty thousand, and fifteen (197,960,015) shares with a par value of seventy five cents of Euro (EUR 0.75) each, of the same class and series as those currently outstanding, as a result of the merger by absorption of Iberdrola Renovables, S.A. by Iberdrola, S.A. Establishment of procedure to facilitate the merger exchange. Adherence of the transaction to the special tax rules provided for in Chapter VIII of Title VII of the restated text of the Corporate Income Tax Law. Insofar as they are approved, provide acquiesce, as it may be deemed necessary, to the proposed resolutions of the Board of Directors of Iberdrola, S.A. and submitted to the General Shareholders' Meeting of Iberdrola, S.A. which first call is to be held on May 27, 2011, in connection with the items of its Agenda regarding: (i) approval of an increase in share capital by means of a scrip issue at a maximum reference market value of one thousand nine hundred nine (1,909) million Euros for the free-of- charge allocation of new shares to the shareholders of Iberdrola, S.A. (item six of its Agenda); (ii) authorization to the Board of Directors, with the express power of substitution, for a term of five (5) years, to increase the share capital pursuant to the provisions of Section 297.1.b) of the Companies Law, by up to one-half of the share capital on the date of the authorization (item eight of its Agenda); (iii) authorization to the Board of Directors, with the express power of substitution, for a term of five (5) years, of the power to issue debentures or bonds that are exchangeable for and/or convertible into shares of Iberdrola, S.A. or of other companies within or outside of its Group, and warrants on newly- issued or outstanding shares of Iberdrola, S.A. or of other companies within or outside of its Group, up to a maximum limit of five (5) billion Euros (item nine of its Agenda); (iv) authorization to the Board of Directors, with the express power of substitution, for a term of five (5) years, to issue: a) bonds or simple debentures and other fixed-income securities of a like nature (other than notes), as well as preferred stock, up to a maximum amount of twenty (20) billion Euros, and b) notes up to a maximum amount at any given time, independently of the foregoing, of six (6) billion Euros (item ten of its Agenda); (v) amendment of the By-Laws and approval of a Restated Text (item thirteen of its Agenda); (vi) amendment of the Regulations for the General Shareholders' Meeting and approval of a New Restated Text (item fourteen of its Agenda. Delegation of powers 9 Approval of the distribution of an extraordinary dividend in the Management For For gross amount of one euro and twenty cents (EUR 1.20) per share which will be entitled to receive it with charge to premium issuance reserve 10 Delegation of powers to formalize and execute all resolutions Management For For adopted by the shareholders at the General Shareholders' Meeting, for conversion thereof into a public instrument, and for the interpretation, correction and supplementation thereof or further elaboration and registration 11 Consultative vote regarding the Director compensation policy of Management For For the Company for the current fiscal year (2011) and the application of the current compensation policy during the preceding fiscal year (2010) CMMT SHAREHOLDERS WHO PARTICIPATE IN ANY FORM AT THE Non-Voting ORDINARY GENERAL MEETING, WHET-HER DIRECTLY, BY PROXY, OR BY LONG-DISTANCE VOTING, SHALL BE ENTITLED TO RECEI-VE AN ATTENDANCE PREMIUM (0.0035 EUROS GROSS PER SHARE).

PRIDE INTERNATIONAL, INC. SECURITY 74153Q102 MEETING TYPE Special TICKER SYMBOL PDE MEETING DATE 31-May-2011 ISIN US74153Q1022 AGENDA 933444490 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------- ---------- ---- ------------ 01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For DATED FEBRUARY 6, 2011 AND AS AMENDED ON MARCH 1, 2011, BY AND AMONG ENSCO PLC, PRIDE INTERNATIONAL, INC., ENSCO INTERNATIONAL INCORPORATED AND ENSCO VENTURES LLC. 02 APPROVAL OF ANY PROPOSAL TO ADJOURN THE SPECIAL Management For For MEETING TO A LATER DATE OR DATES IF NECESSARY TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

AMERICA SERVICE GROUP INC. SECURITY 02364L109 MEETING TYPE Special TICKER SYMBOL ASGR MEETING DATE 01-Jun-2011 ISIN US02364L1098 AGENDA 933449034 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ----- ------------ 01 ADOPTION OF THE MERGER AGREEMENT. TO ADOPT THE Management For For AGREEMENT AND PLAN OF MERGER, DATE AS OF MARCH 2, 2011 (AS THAT AGREEMENT MAY BE AMENDED IN ACCORDANCE WITH ITS TERMS, THE "MERGER AGREEMENT"), BY AND AMONG VALITAS HEALTH SERVICES, INC., WHISKEY ACQUISITION CORP. AND THE COMPANY. 02 ADJOURNMENT OF THE SPECIAL MEETING OF Management For For STOCKHOLDERS, IF NECESSARY. TO APPROVE THE ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO CONSTITUTE A QUORUM OR TO ADOPT THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 60 The GDL Fund WESTERNZAGROS RESOURCES LTD. SECURITY 960008100 MEETING TYPE Annual and Special Meeting TICKER SYMBOL WZGRF MEETING DATE 01-Jun-2011 ISIN CA9600081009 AGENDA 933449161 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- ----- ----------- 01 ON THE ELECTION OF DIRECTORS, FOR THE NOMINEES Management For For SET FORTH IN THE MANAGEMENT PROXY CIRCULAR OF THE CORPORATION DATED APRIL 11, 2011 (THE "MANAGEMENT PROXY CIRCULAR"): 02 ON THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Management For For LLP, CHARTERED ACCOUNTANTS, AS AUDITORS OF THE CORPORATION AT SUCH REMUNERATION AS MAY BE APPROVED BY THE AUDIT COMMITTEE OF THE BOARD OF DIRECTORS OF THE CORPORATION: 03 ON THE RENEWAL AND APPROVAL OF THE Management For For CORPORATION'S STOCK OPTION PLAN AS SET FORTH IN THE MANAGEMENT PROXY CIRCULAR.

BIOGEN IDEC INC. SECURITY 09062X103 MEETING TYPE Annual TICKER SYMBOL BIIB MEETING DATE 02-Jun-2011 ISIN US09062X1037 AGENDA 933413394 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ---------- -------- ------------ 1A ELECTION OF DIRECTOR: CAROLINE D. DORSA Management For For 1B ELECTION OF DIRECTOR: STELIOS PAPADOPOULOS Management For For 1C ELECTION OF DIRECTOR: GEORGE A. SCANGOS Management For For 1D ELECTION OF DIRECTOR: LYNN SCHENK Management For For 1E ELECTION OF DIRECTOR: ALEXANDER J. DENNER Management For For 1F ELECTION OF DIRECTOR: NANCY L. LEAMING Management For For 1G ELECTION OF DIRECTOR: RICHARD C. MULLIGAN Management For For 1H ELECTION OF DIRECTOR: ROBERT W. PANGIA Management For For 1I ELECTION OF DIRECTOR: BRIAN S. POSNER Management For For 1J ELECTION OF DIRECTOR: ERIC K. ROWINSKY Management For For 1K ELECTION OF DIRECTOR: STEPHEN A. SHERWIN Management For For 1L ELECTION OF DIRECTOR: WILLIAM D. YOUNG Management For For 02 TO RATIFY THE SELECTION OF Management For For PRICEWATERHOUSECOOPERS LLP AS BIOGEN IDEC'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011. 03 SAY ON PAY - AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against COMPENSATION. 04 SAY WHEN ON PAY - AN ADVISORY VOTE ON THE Management Abstain Against FREQUENCY OF THE ADVISORY VOTE ON EXECUTIVE COMPENSATION. 05 TO APPROVE AN AMENDMENT TO BIOGEN IDEC'S Management For For AMENDED AND RESTATED CERTIFICATE OF INCORPORATION ELIMINATING THE CLASSIFICATION OF THE BOARD OF DIRECTORS.

SANDRIDGE ENERGY, INC. SECURITY 80007P307 MEETING TYPE Annual TICKER SYMBOL SD MEETING DATE 03-Jun-2011 ISIN US80007P3073 AGENDA 933436760 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ----------- -------- ------------ 01 DIRECTOR Management 1 ROY T. OLIVER For For 2 TOM L. WARD For For 02 RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS Management For For LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011. 03 APPROVE AN AMENDMENT TO THE SANDRIDGE ENERGY, Management For For INC. 2009 INCENTIVE PLAN TO INCREASE THE NUMBER OF SHARES OF COMPANY COMMON STOCK ISSUABLE UNDER THE PLAN. 04 APPROVE, IN A NON-BINDING VOTE, THE COMPENSATION Management Abstain Against PROVIDED TO THE COMPANY'S NAMED EXECUTIVE OFFICERS, AS DISCLOSED PURSUANT TO ITEM 402 OF SECURITIES AND REGULATION S-K UNDER THE SECURITIES AND EXCHANGE ACT OF 1934. 05 RECOMMEND, IN A NON-BINDING VOTE, WHETHER A NON- Management Abstain Against BINDING STOCKHOLDER VOTE TO APPROVE THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS SHOULD OCCUR EVERY ONE, TWO OR THREE YEARS.

CHAUCER HOLDINGS PLC SECURITY G2071N102 MEETING TYPE Ordinary General Meeting TICKER SYMBOL MEETING DATE 07-Jun-2011 ISIN GB0000293950 AGENDA 703068533 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------------- ----------- ---- ----------- 1 To approve the scheme of arrangement and the reduction of Management For For capital involved therein and certain related matters cmmt PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting POSTPONEMENT OF MEETING FROM 03 JUN-TO 07 JUN 2011 AND CHANGE IN MEETING TYPE FROM EGM TO OGM. IF YOU HAVE ALREAD-Y SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECIDE T-O AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 61 The GDL Fund CHAUCER HOLDINGS PLC SECURITY G2071N102 MEETING TYPE Court Meeting TICKER SYMBOL MEETING DATE 07-Jun-2011 ISIN GB0000293950 AGENDA 703068583 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------------- ---------- ---- ----------- CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION Non-Voting FOR THIS MEETING TYPE.-PLEASE CHOOSE BETWEEN "FOR" AND "AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE-ABSTAIN FOR THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE ISSUER OR-ISSUERS AGENT. 1 To approve the Scheme of Arrangement notice dated 11 May Management For For 2011 CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO Non-Voting POSTPONEMENT OF MEETING FROM 03 JUN-TO 07 JUN 2011. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN-THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK Y-OU.

SANDISK CORPORATION SECURITY 80004C101 MEETING TYPE Annual TICKER SYMBOL SNDK MEETING DATE 07-Jun-2011 ISIN US80004C1018 AGENDA 933433738 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ------- ------------ 01 DIRECTOR Management 1 MICHAEL MARKS For For 2 KEVIN DENUCCIO For For 3 IRWIN FEDERMAN For For 4 STEVEN J. GOMO For For 5 EDDY W. HARTENSTEIN For For 6 DR. CHENMING HU For For 7 CATHERINE P. LEGO For For 8 SANJAY MEHROTRA For For 02 TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS Management For For THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING JANUARY 1, 2012. 03 TO APPROVE AMENDMENTS TO THE SANDISK Management Against Against CORPORATION 2005 INCENTIVE PLAN. 04 TO APPROVE AMENDMENTS TO THE SANDISK Management For For CORPORATION 2005 EMPLOYEE STOCK PURCHASE PLANS. 05 TO APPROVE AN ADVISORY RESOLUTION ON NAMED Management Abstain Against EXECUTIVE OFFICER COMPENSATION. 06 TO CONDUCT AN ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against FUTURE ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION.

ANIMAL HEALTH INTERNATIONAL, INC. SECURITY 03525N109 MEETING TYPE Special TICKER SYMBOL AHII MEETING DATE 08-Jun-2011 ISIN US03525N1090 AGENDA 933454984 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER (THE Management For For "MERGER AGREEMENT") DATED AS OF MARCH 14, 2011, AMONG ANIMAL HEALTH INTERNATIONAL, INC., LEXTRON, INC. AND BUFFALO ACQUISITION, INC., A WHOLLY-OWNED SUBSIDIARY OF LEXTRON , INC., ALL AS MORE FULLY DESCRIBED AS PER THE PROXY STATEMENT. 02 TO APPROVE A PROPOSAL TO ADJOURN THE SPECIAL Management For For MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT.

HEELYS, INC SECURITY 42279M107 MEETING TYPE Annual TICKER SYMBOL HLYS MEETING DATE 09-Jun-2011 ISIN US42279M1071 AGENDA 933438106 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ------------ 01 DIRECTOR Management 1 JERRY R. EDWARDS For For 2 PATRICK F. HAMNER For For 3 THOMAS C. HANSEN For For 4 GARY L. MARTIN For For 5 N RODERICK MCGEACHY III For For 6 GLENN M. NEBLETT For For 7 RALPH T. PARKS For For 8 RICHARD F. STRUP For For 02 RATIFICATION OF THE APPOINTMENT OF GRANT Management For For THORNTON LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDED 2011.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 62 The GDL Fund DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. SECURITY 256743105 MEETING TYPE Annual TICKER SYMBOL DTG MEETING DATE 09-Jun-2011 ISIN US2567431059 AGENDA 933439540 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------- ----------- -------- ------------ 01 DIRECTOR Management 1 THOMAS P. CAPO For For 2 MARYANN N. KELLER For For 3 HON. EDWARD C. LUMLEY For For 4 RICHARD W. NEU For For 5 JOHN C. POPE For For 6 SCOTT L. THOMPSON For For 02 RATIFICATION OF ERNST & YOUNG LLP AS THE Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2011. 03 ADVISORY VOTE ON COMPENSATION OF NAMED Management Abstain Against EXECUTIVE OFFICERS. 04 ADVISORY VOTE ON FREQUENCY OF FUTURE ADVISORY Management Abstain Against VOTES ON EXECUTIVE COMPENSATION.

THE LUBRIZOL CORPORATION SECURITY 549271104 MEETING TYPE Special TICKER SYMBOL LZ MEETING DATE 09-Jun-2011 ISIN US5492711040 AGENDA 933450710 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ---------- ----- ------------ 01 ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF MARCH 13, 2011, BY AND AMONG BERKSHIRE HATHAWAY INC., OHIO MERGER SUB, INC., AND THE LUBRIZOL CORPORATION. 02 ANY PROPOSAL TO ADJOURN OR POSTPONE THE SPECIAL Management For For MEETING, IF NECESSARY, TO PERMIT FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE MERGER AGREEMENT.

TOMOTHERAPY INC SECURITY 890088107 MEETING TYPE Special TICKER SYMBOL TOMO MEETING DATE 09-Jun-2011 ISIN US8900881074 AGENDA 933458209 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ----------- ----- ----------- 01 TO APPROVE AND ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF MARCH 6, 2011, BY AND AMONG ACCURAY INCORPORATED, TOMOTHERAPY INCORPORATED AND JAGUAR ACQUISITION, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. 02 TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR Management For For TIME, IF NECESSARY OR APPROPRIATE, FOR THE PURPOSE OF SOLICITING ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE AND ADOPT THE MERGER AGREEMENT.

GLOBAL CROSSING LIMITED SECURITY G3921A175 MEETING TYPE Annual TICKER SYMBOL GLBC MEETING DATE 14-Jun-2011 ISIN BMG3921A1751 AGENDA 933433803 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ----------- ------- ----------- 01 DIRECTOR Management 1 CHARLES MACALUSO For For 2 MICHAEL RESCOE For For 02 TO APPROVE THE REDUCTION OF GLOBAL CROSSING'S Management For For SHARE PREMIUM ACCOUNT BY TRANSFERRING US$1.2 BILLION TO ITS CONTRIBUTED SURPLUS ACCOUNT. 03 TO APPOINT ERNST & YOUNG LLP AS THE INDEPENDENT Management For For REGISTERED PUBLIC ACCOUNTING FIRM OF GLOBAL CROSSING FOR THE YEAR ENDING DECEMBER 31, 2011 AND TO AUTHORIZE THE AUDIT COMMITTEE TO DETERMINE THEIR REMUNERATION. 04 TO APPROVE BY A NON-BINDING ADVISORY VOTE, OUR Management Abstain Against EXECUTIVE COMPENSATION. 05 TO RECOMMEND, BY A NON-BINDING ADVISORY VOTE, THE Management Abstain Against FREQUENCY OF THE ADVISORY VOTE ON OUR EXECUTIVE COMPENSATION.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 63 The GDL Fund NICOR INC. SECURITY 654086107 MEETING TYPE Annual TICKER SYMBOL GAS MEETING DATE 14-Jun-2011 ISIN US6540861076 AGENDA 933437217 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ------- ----------- 01 DIRECTOR Management 1 R.M. BEAVERS, JR. For For 2 B.P. BICKNER For For 3 J.H. BIRDSALL, III For For 4 N.R. BOBINS For For 5 B.J. GAINES For For 6 R.A. JEAN For For 7 D.J. KELLER For For 8 R.E. MARTIN For For 9 G.R. NELSON For For 10 A.J. OLIVERA For For 11 J. RAU For For 12 J.C. STALEY For For 13 R.M. STROBEL For For 02 NON-BINDING ADVISORY VOTE TO APPROVE THE Management Abstain Against COMPENSATION OF NICOR'S NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE ACCOMPANYING PROXY STATEMENT. 03 NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF A Management Abstain Against STOCKHOLDER VOTE ON THE COMPENSATION OF NICOR'S NAMED EXECUTIVE OFFICERS. 04 RATIFICATION OF APPOINTMENT OF DELOITTE & TOUCHE Management For For LLP AS NICOR'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2011.

MGM RESORTS INTERNATIONAL SECURITY 552953101 MEETING TYPE Annual TICKER SYMBOL MGM MEETING DATE 14-Jun-2011 ISIN US5529531015 AGENDA 933443676 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------- ----------- -------- ------------ 01 DIRECTOR Management 1 ROBERT H. BALDWIN For For 2 WILLIAM A. BIBLE For For 3 BURTON M. COHEN For For 4 WILLIE D. DAVIS For For 5 ALEXIS M. HERMAN For For 6 ROLAND HERNANDEZ For For 7 ANTHONY MANDEKIC For For 8 ROSE MCKINNEY-JAMES For For 9 JAMES J. MURREN For For 10 DANIEL J. TAYLOR For For 11 MELVIN B. WOLZINGER For For 02 TO RATIFY THE SELECTION OF THE INDEPENDENT Management For For REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2011. 03 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against 04 ADVISORY VOTE ON FREQUENCY OF THE STOCKHOLDER Management Abstain Against ADVISORY VOTE ON EXECUTIVE COMPENSATION. 05 TO AMEND AND RESTATE THE AMENDED AND RESTATED Management For For CERTIFICATE OF INCORPORATION OF THE COMPANY TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK TO 1,000,000,000. 06 TO APPROVE THE COMPANY'S AMENDED AND RESTATED Management For For ANNUAL PERFORMANCE-BASED INCENTIVE PLAN FOR EXECUTIVE OFFICERS. 07 STOCKHOLDER PROPOSAL IF PRESENTED AT THE ANNUAL Shareholder Against For MEETING.

CARACO PHARMACEUTICAL LABORATORIES, LTD. SECURITY 14075T107 MEETING TYPE Special TICKER SYMBOL CPD MEETING DATE 14-Jun-2011 ISIN US14075T1079 AGENDA 933456976 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ----------- ----- ------------ 01 VOTE TO APPROVE AND ADOPT THE AGREEMENT AND Management For For PLAN OF MERGER DATED AS OF FEBRUARY 21, 2011, BY AND AMONG SUN PHARMACEUTICAL INDUSTRIES LIMITED, SUN PHARMA GLOBAL, INC., SUN LABORATORIES, INC. AND CARACO PHARMACEUTICAL LABORATORIES, LTD., AS IT MAY BE AMENDED FROM TIME TO TIME.

NICOR INC. SECURITY 654086107 MEETING TYPE Special TICKER SYMBOL GAS MEETING DATE 14-Jun-2011 ISIN US6540861076 AGENDA 933458259 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- --------- ----- ------------ 01 APPROVAL OF THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF DECEMBER 6, 2010, BY AND AMONG AGL RESOURCES INC., APOLLO ACQUISITION CORP., OTTAWA ACQUISITION LLC AND NICOR INC. 02 APPROVAL OF THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY AND APPROPRIATE.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 64 The GDL Fund TIMBERWEST FOREST CORP. SECURITY 887147130 MEETING TYPE Annual and Special Meeting TICKER SYMBOL TMWEF MEETING DATE 14-Jun-2011 ISIN CA8871471303 AGENDA 933460432 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ----------- ----- ------------ 01 DIRECTOR Management 1 DAVID L. EMERSON For For 2 ROBERT J. HOLMES For For 3 MAUREEN E. HOWE For For 4 PAUL J. MCELLIGOTT For For 5 ROBERT W. MURDOCH For For 6 MARIA M. POPE For For 02 THE APPOINTMENT OF KPMG LLP AS AUDITORS OF THE Management For For COMPANY 03 THE AUTHORITY OF THE DIRECTORS TO FIX THE Management For For REMUNERATION OF THE AUDITORS 04 THE APPROVAL OF THE CONTINUATION OF THE COMPANY Management For For AS A FEDERAL CORPORATION UNDER THE CANADA BUSINESS CORPORATIONS ACT (THE "CBCA") BY WAY OF A SPECIAL RESOLUTION OF THE HOLDERS OF STAPLED UNITS, THE FULL TEXT OF WHICH IS SET FORTH IN APPENDIX A TO THE MANAGEMENT INFORMATION CIRCULAR 05 TO APPROVE A STATUTORY PLAN OF ARRANGEMENT Management For For UNDER SECTION 192 OF THE CBCA BY WAY OF A SPECIAL RESOLUTION OF THE HOLDERS OF STAPLED UNITS AND OPTIONS (VOTING TOGETHER AS A SINGLE CLASS), THE FULL TEXT OF WHICH IS SET FORTH IN APPENDIX B TO THE MANAGEMENT INFORMATION CIRCULAR.

DYNEGY INC. SECURITY 26817G300 MEETING TYPE Annual TICKER SYMBOL DYN MEETING DATE 15-Jun-2011 ISIN US26817G3002 AGENDA 933441470 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ------------ -------- ----------- 01 DIRECTOR Management 1 THOMAS W. ELWARD For For 2 MICHAEL J. EMBLER For For 3 ROBERT C. FLEXON For For 4 E. HUNTER HARRISON For For 5 VINCENT J. INTRIERI For For 6 SAMUEL MERKSAMER For For 7 FELIX PARDO For For 02 TO APPROVE, ON AN ADVISORY BASIS, THE Management Abstain Against COMPENSATION OF DYNEGY'S NAMED EXECUTIVE OFFICERS AS DESCRIBED IN ITS PROXY STATEMENT. 03 TO ACT UPON A RESOLUTION, ON AN ADVISORY BASIS, Management Abstain Against REGARDING WHETHER THE STOCKHOLDER VOTE ON THE COMPENSATION OF DYNEGY'S NAMED EXECUTIVE OFFICERS SHOULD OCCUR EVERY ONE, TWO OR THREE YEARS. 04 TO APPROVE THE STOCKHOLDER PROTECTION RIGHTS Management Against AGREEMENT, AS AMENDED. 05 TO ACT UPON A PROPOSAL TO RATIFY THE APPOINTMENT Management For For OF ERNST & YOUNG LLP AS DYNEGY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2011. 06 TO ACT UPON A STOCKHOLDER PROPOSAL REGARDING Shareholder Against For GREENHOUSE GAS EMISSIONS, IF PROPERLY PRESENTED AT THE ANNUAL MEETING.

AMERICAN MEDICAL SYSTEMS HOLDINGS, INC. SECURITY 02744M108 MEETING TYPE Special TICKER SYMBOL AMMD MEETING DATE 15-Jun-2011 ISIN US02744M1080 AGENDA 933456635 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- ----- ------------ 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF APRIL 10, 2011, BY AND AMONG ENDO PHARMACEUTICALS HOLDINGS INC., NIKA MERGER SUB, INC., A WHOLLY OWNED INDIRECT SUBSIDIARY OF ENDO PHARMACEUTICALS HOLDINGS INC., AND AMERICAN MEDICAL SYSTEMS HOLDINGS, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF Management For For NECESSARY OR APPROPRIATE, INCLUDING TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 65 The GDL Fund SAUER-DANFOSS INC. SECURITY 804137107 MEETING TYPE Annual TICKER SYMBOL SHS MEETING DATE 17-Jun-2011 ISIN US8041371076 AGENDA 933441761 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------- ---------- ------- ------------ 01 DIRECTOR Management 1 NIELS B. CHRISTIANSEN For For 2 JORGEN M. CLAUSEN For For 3 KIM FAUSING For For 4 RICHARD J. FREELAND For For 5 PER HAVE For For 6 WILLIAM E. HOOVER, JR. For For 7 JOHANNES F. KIRCHHOFF For For 8 SVEN RUDER For For 9 ANDERS STAHLSCHMIDT For For 10 STEVEN H. WOOD For For 02 TO RATIFY THE APPOINTMENT OF KPMG LLP AS Management For For INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 03 TO REAPPROVE THE COMPANY'S 2006 OMNIBUS Management For For INCENTIVE PLAN. 04 TO CAST AN ADVISORY VOTE ON EXECUTIVE Management Abstain Against COMPENSATION. 05 TO CAST AN ADVISORY VOTE ON THE FREQUENCY OF Management Abstain Against FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION.

GSI COMMERCE, INC. SECURITY 36238G102 MEETING TYPE Special TICKER SYMBOL GSIC MEETING DATE 17-Jun-2011 ISIN US36238G1022 AGENDA 933457788 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ----------------------------------------------------- ----------- ----- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF MARCH 27, 2011, AMONG GSI COMMERCE, INC., EBAY INC., AND GIBRALTAR ACQUISITION CORP. 02 PROPOSAL TO ADJOURN THE SPECIAL MEETING, IF Management For For NECESSARY OR APPROPRIATE TO PERMIT FURTHER SOLICITATION OF PROXIES IF THERE ARE NOT SUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

VERIGY LTD. SECURITY Y93691106 MEETING TYPE Special TICKER SYMBOL VRGY MEETING DATE 17-Jun-2011 ISIN SG9999002885 AGENDA 933468933 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------- ---------- ---- ----------- 01 A PROPOSAL TO APPROVE THE SCHEME OF Management For For ARRANGEMENT, BY AND AMONG VERIGY LTD., THE SCHEME SHAREHOLDERS, AND ADVANTEST CORPORATION, PURSUANT TO WHICH ADVANTEST CORPORATION WILL ACQUIRE ALL OF THE OUTSTANDING ORDINARY SHARES OF VERIGY LTD. FOR $15.00 PER SHARE IN CASH. 02 A PROPOSAL TO ADJOURN OR POSTPONE THE COURT Management For For MEETING TO A LATER DATE OR TIME, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE COURT MEETING TO APPROVE THE SCHEME OF ARRANGEMENT.

CHINA HUIYUAN JUICE GROUP LTD SECURITY G21123107 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 20-Jun-2011 ISIN KYG211231074 AGENDA 702887918 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------- ----------- ----- ----------- CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO Non-Voting VOTE 'IN FAVOR' OR 'AGAINST'-ONLY FOR ALL RESOLUTIONS. THANK YOU. CMMT PLEASE NOTE THAT THE COMPANY NOTICE IS AVAILABLE Non-Voting BY CLICKING ON THE URL LINK:- http://www.hkexnews.hk/listedco/listconews/sehk/20110330/LTN2 0110330395.pdf 1 To receive, consider and approve the audited financial statements Management For For and the reports of directors and auditors for the year ended 31 December 2010 2 To declare a final dividend for the year ended 31 December 2010 Management For For 3.a To re-elect Mr. Jiang Xu as director and authorise the board of Management For For directors of the Company to fix his remuneration 3.b To re-elect Ms. Zhao Yali as director and authorise the board of Management For For directors of the Company to fix her remuneration 3.c To re-elect Mr. Song Quanhou as director and authorise the board Management For For of directors of the Company to fix his remuneration 3.d To re-elect Mr. Andrew Y. Yan as director and authorise the board Management For For of directors of the Company to fix his remuneration 3.e To re-elect Mr. QI Daqing as director and authorize the board of Management For For directors of the Company to fix his remuneration 4 To re-appoint PricewaterhouseCoopers as the auditors and Management For For authorise the board of directors of the Company to fix their remuneration 5 Ordinary resolutions No. 5 set out in the notice of Annual General Management For For Meeting (to give general mandate to the directors to repurchase shares in the Company not exceeding 10% of the issued share capital of the Company) 6 Ordinary resolutions No. 6 set out in the notice of Annual General Management For For Meeting (to give a general mandate to the director to allot, issue and deal with additional shares not exceeding 20% of the issued share capital of the Company) 7 Ordinary resolution No. 7 set out in the notice of Annual General Management For For Meeting (to give a general mandate to extend the general mandate to the directors to allot, issue and deal with additional shares in the Company to include the nominal amount of shares repurchased under resolution No. 5, if passed)

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 66 The GDL Fund HERITAGE OIL PLC, ST HELIER SECURITY G4509M102 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 20-Jun-2011 ISIN JE00B2Q4TN56 AGENDA 703096417 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------------------------------ ---------- ----- ------------ 1 To receive the Directors' Report and the financial statements of Management For For the Company for the year ended 31 December 2010, together with the report of the Auditors 2 To approve the Directors' Remuneration Report contained in the Management For For financial statements and reports of the Company for the year ended 31 December 2010 3 To re-elect General Sir Michael Wilkes as a Director of the Management For For Company for a term from the conclusion of this AGM to the conclusion of the next AGM 4 To re-elect Salim Macki as a Director of the Company for a term Management For For from the conclusion of this AGM to the conclusion of the next AGM 5 To re-appoint KPMG Audit Plc as auditors of the Company to hold Management For For office from the conclusion of this AGM to the conclusion of the next AGM 6 To authorise the Directors to determine the remuneration of the Management For For auditors 7 To resolve that the waiver granted by the Panel of the obligation Management For For which might otherwise arise, pursuant to Rule 9 of the Code, for Anthony Buckingham (or any person with whom Mr. Buckingham is, or is deemed to be, acting in concert) to make a general offer to the other Shareholders for all of their Ordinary Shares as a result of exercise of options and LTIP awards granted prior to the date of this notice and/or market purchases of Ordinary Shares by the Company pursuant to the authority granted under Resolution 10 below, that could potentially increase Mr. Buckingham's shareholding from approximately 29.4% of the issued share capital to a maximum of 35.6% of the issued share capital, be and is hereby approved 8 That the Heritage 2011 Long Term Incentive Plan (the 2011 LTIP Management For For or the Plan ) to be constituted by the rules produced in draft to this meeting and for the purpose of identification initialled by the Chairman thereof is hereby approved and adopted and the Directors are hereby authorised to do all acts and things necessary to carry the 2011 LTIP into effect 9 That the authority conferred on the Directors by Article 10.4 of the Management For For Articles of Association of the Company shall be renewed and for this purpose the Authorised Allotment Number shall be 96,000,000 Ordinary Shares of no par value, the Non Pre-emptive Number shall be 28,900,000 Ordinary Shares of no par value and the Allotment Period shall be the period commencing on 20 June 201.1. and ending on the conclusion of the next AGM or, if earlier, 20 September 2012, unless previously renewed, varied or revoked by the Company in general meeting, and the Directors may, during such Allotment Period, make offers or arrangements which would or might require securities to be allotted or sold after the expiry of such Allotment Period 10 That the Company be and is hereby generally and unconditionally Management For For authorised: pursuant to Article 57 of the Companies (Jersey) Law 1991, to make market purchases of Ordinary Shares of no par value in the capital of the Company ( Ordinary Shares ), provided that: the maximum number of Ordinary Shares authorised to be purchased is 28,900,000 (representing approximately 10% of the Company's voting share capital as at 16 May 2011); the minimum price, exclusive of any expenses, which may be paid for an Ordinary Share is GBP 0.01; the maximum price, exclusive of any expenses, which may be paid for an Ordinary Share shall be the higher of: an amount equal to 5% above the average of the middle market quotations for Ordinary Shares CONTD CONT CONTD taken from the London Stock Exchange Daily Official List Non-Voting for the five-business days immediately preceding the day on which such shares are-contracted to be purchased; and the higher of the price of the last-independent trade and the highest current independent bid on the London Stock-Exchange Daily Official List at the time that the purchase is carried out;-and the authority hereby conferred shall expire on the conclusion of the-Annual General Meeting of the Company to be held in 2012 (except that the-Company may make a contract to purchase Ordinary Shares under this authority-before the expiry of this authority, which will or may be executed wholly or-partly after the expiry of this authority, CONTD CONT CONTD and may make purchases of Ordinary Shares in Non-Voting pursuance of any such-contract as if such authority had not expired); and (b)pursuant to Article-58A of the Companies (Jersey) Law 1991, to hold as treasury shares any-Ordinary Shares purchased pursuant to the authority conferred by this- resolution CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting IN NUMBERING. IF YOU HAVE AL-READY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECI-DE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 67 The GDL Fund NATIONAL SEMICONDUCTOR CORPORATION SECURITY 637640103 MEETING TYPE Special TICKER SYMBOL NSM MEETING DATE 21-Jun-2011 ISIN US6376401039 AGENDA 933460533 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER BY Management For For AND AMONG TEXAS INSTRUMENTS INCORPORATED, A DELAWARE CORPORATION, ORION MERGER CORP., A DELAWARE CORPORATION AND A WHOLLY OWNED SUBSIDIARY OF TEXAS INSTRUMENTS ("MERGER SUB"), & THE COMPANY, PROVIDING FOR MERGER OF MERGER SUB WITH AND INTO THE COMPANY, WITH THE COMPANY CONTINUING AS A WHOLLY OWNED SUBSIDIARY OF TEXAS INSTRUMENTS. 02 TO APPROVE THE ADJOURNMENT OF THE SPECIAL Management For For MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE INSUFFICIENT VOTES AT THE TIME OF THE SPECIAL MEETING TO APPROVE THE PROPOSAL TO ADOPT THE MERGER AGREEMENT.

PRE-PAID LEGAL SERVICES, INC. SECURITY 740065107 MEETING TYPE Special TICKER SYMBOL PPD MEETING DATE 21-Jun-2011 ISIN US7400651078 AGENDA 933462020 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ----- ----------- 01 TO ADOPT THE AGREEMENT AND PLAN OF MERGER, Management For For DATED AS OF JANUARY 30, 2011, BY AND AMONG THE COMPANY, MIDOCEAN PPL HOLDINGS CORP. AND PPL ACQUISITION CORP., AS SUCH AGREEMENT MAY BE AMENDED FROM TIME TO TIME (THE "MERGER AGREEMENT"). 02 TO AUTHORIZE THE COMPANY'S BOARD OF DIRECTORS, IN Management For For ITS DISCRETION, TO ADJOURN THE SPECIAL MEETING TO A LATER DATE OR DATES, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN THE EVENT THERE ARE NOT SUFFICIENT VOTES IN FAVOR OF ADOPTION OF THE MERGER AGREEMENT AT THE TIME OF THE SPECIAL MEETING.

WIMM BILL DANN FOODS SECURITY 97263M109 MEETING TYPE Annual TICKER SYMBOL MEETING DATE 21-Jun-2011 ISIN US97263M1099 AGENDA 933480167 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ---------- ---- ----------- 01 TO APPROVE THE ANNUAL REPORT PREPARED ON BASIS Management For For OF BOOK RECORDS FOR 2010 FINANCIAL YEAR DRAWN UP ACCORDING TO RUSSIAN STANDARDS 02 TO APPROVAL THE WBD FOODS OJSC ANNUAL FINANCIAL Management For For STATEMENTS, INCLUDING PROFIT AND LOSS STATEMENTS FOR 2010 03 TO LEAVE AMOUNT OF NET PROFIT REFLECTED IN BOOK Management For For RECORDS FOR 2010 FINANCIAL YEAR UNDISTRIBUTED. DO NOT DECLARE PAYMENT OF DIVIDEND 04 FOR PURPOSE OF VERIFYING FINANCIAL & BUSINESS Management For For ACTIVITIES OF WBD FOODS OJSC, IN ACCORDANCE WITH LEGAL ACTS OF RUSSIAN FEDERATION, TO ASSIGN AS THE AUDITOR OF THE COMPANY IN 2011 KPMG CJSC 05 DIRECTOR Management 1 LAGUARTA RAMON LUIS For For 2 HAMPTON A.N. SEYMOUR For For 3 HEAVISIDE W. TIMOTHY For For 4 KIESLER, PAUL DOMINIC For For 5 EPIFANIOU, ANDREAS For For 6 MACLEOD, ANDREW JOHN For For 7 EZAMA, SERGIO For For 8 BOLOTOVSKY R.V. For For 9 POPOVICI SIIVIU EUGENIU For For 10 IVANOV D. VLADIMIROVICH For For 11 RHODES, MARCUS JAMES For For 6A ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : VOLKOVA NATALIA BORISOVNA 6B ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : ERMAKOVA SVETLANA ALEXANDROVNA 6C ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : POLIKARPOVA NATALIA LEONIDOVNA 6D ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : PEREGUDOVA EKATERINA ALEXANDROVNA 6E ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : SOLNTSEVA EVGENIA SOLOMONOVNA 6F ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : KOLESNIKOVA NATALIA NIKOLAEVNA 6G ELECTION OF THE WBD FOODS OJSC AUDITING Management For For COMMISSION MEMBER : CHERKUNOVA OLGA NIKOLAEVNA 07 TO AMEND WBD FOODS CHARTER WITH THE REVISED Management For For VERSION OF CLAUSE 15, PARAGRAPH 15.10

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 68 The GDL Fund YAHOO! INC. SECURITY 984332106 MEETING TYPE Annual TICKER SYMBOL YHOO MEETING DATE 23-Jun-2011 ISIN US9843321061 AGENDA 933448575 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- -------- ------------ 1A ELECTION OF DIRECTOR: CAROL BARTZ Management For For 1B ELECTION OF DIRECTOR: ROY J. BOSTOCK Management For For 1C ELECTION OF DIRECTOR: PATTI S. HART Management For For 1D ELECTION OF DIRECTOR: SUSAN M. JAMES Management For For 1E ELECTION OF DIRECTOR: VYOMESH JOSHI Management For For 1F ELECTION OF DIRECTOR: DAVID W. KENNY Management For For 1G ELECTION OF DIRECTOR: ARTHUR H. KERN Management For For 1H ELECTION OF DIRECTOR: BRAD D. SMITH Management For For 1I ELECTION OF DIRECTOR: GARY L. WILSON Management For For 1J ELECTION OF DIRECTOR: JERRY YANG Management For For 02 ADVISORY VOTE ON EXECUTIVE COMPENSATION. Management Abstain Against 03 ADVISORY VOTE ON THE FREQUENCY OF FUTURE Management Abstain Against ADVISORY VOTES ON EXECUTIVE COMPENSATION. 04 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Management For For REGISTERED PUBLIC ACCOUNTING FIRM. 05 SHAREHOLDER PROPOSAL REGARDING HUMAN RIGHTS Shareholder Against For PRINCIPLES, IF PROPERLY PRESENTED AT THE ANNUAL MEETING.

LABARGE, INC. SECURITY 502470107 MEETING TYPE Special TICKER SYMBOL LB MEETING DATE 23-Jun-2011 ISIN US5024701071 AGENDA 933464884 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- ----- ----------- 01 PROPOSAL TO ADOPT THE AGREEMENT AND PLAN OF Management For For MERGER, DATED AS OF APRIL 3, 2011 AMONG DUCOMMUN INCORPORATED, DLBMS, INC. AND LABARGE, INC. 02 PROPOSAL TO APPROVE ADJOURNMENTS OR Management For For POSTPONEMENTS OF THE LABARGE, INC. SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT SUFFICIENT VOTES TO ADOPT THE AGREEMENT AND PLAN OF MERGER.

WESCO FINANCIAL CORPORATION SECURITY 950817106 MEETING TYPE Special TICKER SYMBOL WSC MEETING DATE 24-Jun-2011 ISIN US9508171066 AGENDA 933465848 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------- ----------- ------ ------------ 01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For THE AGREEMENT AND PLAN OF MERGER, DATED AS OF FEBRUARY 4, 2011, AS IT MAY BE AMENDED FROM TIME TO TIME, BY AND AMONG BERKSHIRE HATHAWAY INC., A DELAWARE CORPORATION, MONTANA ACQUISITIONS, LLC, A DELAWARE LIMITED LIABILITY COMPANY & AN INDIRECT WHOLLY OWNED SUBSIDIARY OF BERKSHIRE HATHAWAY INC., AND WESCO FINANCIAL CORPORATION.

LUNDIN MINING CORPORATION SECURITY 550372106 MEETING TYPE Annual TICKER SYMBOL LUNMF MEETING DATE 24-Jun-2011 ISIN CA5503721063 AGENDA 933470609 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ------------------------------------------------ ----------- ----- ----------- 01 DIRECTOR Management 1 COLIN K. BENNER For For 2 DONALD K. CHARTER For For 3 JOHN H. CRAIG For For 4 BRIAN D. EDGAR For For 5 LUKAS H. LUNDIN For For 6 DALE C. PENIUK For For 7 WILLIAM A. RAND For For 8 PHILIP J. WRIGHT For For 02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS Management For For AUDITORS OF THE CORPORATION FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION.

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 69 The GDL Fund RURAL/METRO CORPORATION SECURITY 781748108 MEETING TYPE Special TICKER SYMBOL RURL MEETING DATE 27-Jun-2011 ISIN US7817481085 AGENDA 933472324 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ---------- ----- ------------ 01 TO APPROVE THE ADOPTION OF THE AGREEMENT AND Management For For PLAN OF MERGER, DATED AS OF MARCH 28, 2011, BY AND AMONG RURAL/METRO CORPORATION, WP ROCKET HOLDINGS LLC AND WP ROCKET MERGER SUB, INC., AS IT MAY BE AMENDED FROM TIME TO TIME. 02 TO ADJOURN THE SPECIAL MEETING, IF NECESSARY OR Management For For APPROPRIATE, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO APPROVE THE ADOPTION OF THE AGREEMENT AND PLAN OF MERGER.

PARMALAT S P A SECURITY T7S73M107 MEETING TYPE MIX TICKER SYMBOL MEETING DATE 28-Jun-2011 ISIN IT0003826473 AGENDA 703148797 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ----- --------------------------------------------------------------------- ----------- ------- ----------- CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING Non-Voting ID 813670 DUE TO RECEIPT OF N-AMES OF DIRECTORS AND AUDITORS AND APPLICATION OF SPIN CONTROL. ALL VOTES RECE-IVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRU-CT ON THIS MEETING NOTICE. THANK YOU. CMMT PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE Non-Voting IN MEETING DATE FROM 25 JUNE-2011 TO 28 JUNE 2011. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT R-ETURN THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. T-HANK YOU. O.1 To approve financial statement as of 31-Dec-10 and report on Management For For management activity. Proposal of profit allocation. To exam Internal Auditors' report. Resolutions related thereto CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 3 SLATES TO Non-Voting BE ELECTED AS DIRECTORS, THERE-IS ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE MEETING. THE STANDING INSTRUCTI-ONS FOR THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO-VOTE FOR ONLY 1 SLATE OF THE 3 SLATES OF DIRECTORS. THANK YOU O.2.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shareholder Against For The candidate slate for the Board of Directors presented by Groupe Lactalis SA, holding 33,840,033 odinary shares of Parmalat S.p.A are the following: Antonio Sala, Marco Reboa, Francesco Gatti, Francesco Tato, Daniel Jaouen, Marco Jesi, Olivier Savary, Riccardo Zingales and Ferdinando Grimaldi Gualtieri O.2.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shareholder The candidate slate for the Board of Directors presented by Mackenzie Financial corporation, holding 135,972,662 ordinary shares, Skagen As, holding 95,375,464 ordinary shares and Zenit Asset management holding 34,396,826 ordinary shares of Parmalat S.p.A are the following: Rainer Masera, Massimo Rossi, Enrico Salza, Peter Harf, Gerardus Wenceslaus Ignatius Maria van Kesteren, Johannees Gerardus Maria Priem, Dario Trevisan, Marco Pinciroli, Marco Rigotti, Francesco Daveri and Valter Lazzari O.2.3 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shareholder Group of Minority shareholders: Aletti Gestierre SGR S.p.A, Anima SGR S.p.A, APG Algemene Pensioen Groep NV, Arca SGR S.p.A, Bancoposta Fondi SGR, BNP Paribas Investment partners SGR S.p.A, Eurizon Capital SGR S.p.A, Fideuram gestions S.p.A, Governance for Owners LLP, Interfund Sicav, Mediolanum Gestione fondi SGR and Pioneer investment management SGRpa: The candidate slate for the Board of Directors presented by Group of Minority shareholders holding 39,647,014 ordinary shares of Parmalat S.p.A are the following: Gatetano Mele, Nigel Cooper and Paolo Dal Pino CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 3 SLATES TO Non-Voting BE ELECTED AS AUDITORS, THERE-IS ONLY 1 VACANCY AVAILABLE TO BE FILLED AT THE MEETING. THE STANDING INSTRUCT-IONS FOR THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO-VOTE FOR ONLY 1 OF THE 3 SLATES. THANK YOU. O.3.1 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shareholder Against For The candidate slate for the Internal Auditors presented by Groupe Lactalis SA, holding 33,840,033 odinary shares of Parmalat S.p.A are the following: Alfredo Malguzzi (Effective auditor), Roberto Cravero (Effective auditor), Massimilano Nova (Effective auditor), Andrea Lionzo (alternate auditor) and Enrico Cossa (alternate auditor) O.3.2 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shareholder Against For The candidate slate for the Internal Auditors presented by Mackenzie Financial corporation, holding 135,972,662 ordinary shares, Skagen As, holding 95,375,464 ordinary shares and Zenit Asset management holding 34,396,826 ordinary shares of Parmalat S.p.A are the following: Giorgio Picone (Effective auditor), Paolo Alinovi (Effective auditor), Angelo Anedda (Effective auditor), Andrea Foschi (alternate auditor) and Cristian Tundo (alternate auditor) O.3.3 PLEASE NOTE THAT THIS IS A SHAREHOLDERS' PROPOSAL: Shareholder Against For The candidate slates for the Internal Auditors presented by Group of Minority shareholders holding 39,647,014 ordinary shares of Parmalat S.p.A are the following: Mario Stella Richter (Effective auditor) and Michele Rutigliano (alternate auditor) E.1 Proposal to issue ordinary shares, free of payment, for maximum Management For For EUR 90,019,822 by using the allocation to issue new shares upon partial amendment of the capital increase resolution approved by the extraordinary shareholders meeting held on 01-Mar-05. To modify art. 5 (Stock capital) of the Bylaw a part from stock capital's nominal value approved by the shareholders meeting held on 01-Mar-05. Resolution related thereto E.2 Proposal to modify art. 8 (Shareholders Meeting), 9 (Proxy Voting) Management For For and 23 (Audit) of the Bylaw and amendment of the audit paragraph's title. Resolution related thereto

ProxyEdge Report Date: 07/08/2011 Meeting Date Range: 07/01/2010 to 06/30/2011 70 The GDL Fund VECTOR AEROSPACE CORPORATION SECURITY 921950101 MEETING TYPE Annual TICKER SYMBOL VCAOF MEETING DATE 28-Jun-2011 ISIN CA9219501017 AGENDA 933474443 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- -------------------------------------------------- ----------- ----- ----------- 01 DIRECTOR Management 1 GORDON CUMMINGS For For 2 ROBERT J. DELUCE For For 3 BARRY ECCLESTON For For 4 F. ROBERT HEWETT For For 5 DONALD K. JACKSON For For 6 DECLAN O'SHEA For For 7 STEPHEN K. PLUMMER For For 8 KENNETH C. ROWE For For 9 COLIN D. WATSON For For 02 IN RESPECT OF THE REAPPOINTMENT OF ERNST & YOUNG Management For For LLP AS AUDITORS OF THE CORPORATION FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION.

ALEO SOLAR AG, OLDENBURG SECURITY D03137102 MEETING TYPE Annual General Meeting TICKER SYMBOL MEETING DATE 29-Jun-2011 ISIN DE000A0JM634 AGENDA 703096479 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- ---------------------------------------------------------------------- ----------- ----- ------------ ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC Non-Voting CONFLICTS OF INTEREST IN CONNECTI-ON WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTIT-LED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUD-ED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAV-E NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT-TO THE GERMAN SECURITIES TRADING ACT (WHPG). FOR QUESTIONS IN THIS REGARD PLE-ASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NO-T HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSIO-N FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. THANK YOU. COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 14.06.2011. FURTHER INFORMATION ON CO-UNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO-THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITE- MS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT-THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON-PROXYEDGE. 1. Presentation of the financial statements of Aleo Solar AG 31 Non-Voting December 2010, th-e approved consolidated financial statements 31 December 2010, the annual repo-rt for Aleo Solar AG and the group including the explanatory report of the exe-cutive board. To the information under 289 para 4 and para 5, 315 section 4 an-d the report of the supervisory board 2. Resolution on the appropriation of retained earnings of Aleo Solar Management For For AG 3. Resolution on the discharge of the members of the board Management For For 4. Resolution on the approval of the supervisory board Management For For 5. Appointment of auditors for the 2011 financial year: Management For For PricewaterhouseCoopers AG For German registered shares, the shares have to be registered Non-Voting within the comp-any's shareholder book. Depending on the processing of the local sub custodian-if a client wishes to withdraw its voting instruction due to intentions to tr-ade/lend their stock, a Take No Action vote must be received by the vote deadl-ine as displayed on ProxyEdge to facilitate de-registration of shares from the-company's shareholder book. Please contact your client services representativ-e if you require further information. Thank you.

LAWSON SOFTWARE, INC. SECURITY 52078P102 MEETING TYPE Special TICKER SYMBOL LWSN MEETING DATE 29-Jun-2011 ISIN US52078P1021 AGENDA 933475142 - Management

FOR/AGAINST ITEM PROPOSAL TYPE VOTE MANAGEMENT ---- --------------------------------------------------- ----------- ------- ------------ 01 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADOPT Management For For THE AGREEMENT AND PLAN OF MERGER, DATED AS OF APRIL 26, 2011, BY AND AMONG LAWSON SOFTWARE, INC., OR LAWSON, GGC SOFTWARE HOLDINGS, INC., OR PARENT, AND ATLANTIS MERGER SUB, INC., A WHOLLY OWNED SUBSIDIARY OF PARENT, AS IT MAY BE AMENDED FROM TIME TO TIME. 02 TO CONSIDER AND VOTE UPON A PROPOSAL TO ADJOURN Management For For THE SPECIAL MEETING, IF NECESSARY OR APPROPRIATE, TO ALLOW FOR THE SOLICITATION OF ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL TO ADOPT THE MERGER AGREEMENT IF THERE ARE INSUFFICIENT VOTES TO ADOPT THE MERGER AGREEMENT. 03 TO APPROVE, BY NON-BINDING, ADVISORY VOTE, CERTAIN Management Abstain Against COMPENSATION ARRANGEMENTS FOR LAWSON'S NAMED EXECUTIVE OFFICERS IN CONNECTION WITH THE MERGER.

SIGNATURES Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Registrant The GDL Fund (formerly,The Gabelli Global Deal Fund) By (Signature and Title)* /s/ Bruce N. Alpert -------------------------------------------- Bruce N. Alpert, Principal Executive Officer Date 8/10/11 ---------- * Print the name and title of each signing officer under his or her signature.