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SOURCE CAPITAL /DE/ Regulatory Filings 2017

Aug 18, 2017

33116_rns_2017-08-18_512964b4-4d97-456a-befe-5d14302bf015.zip

Regulatory Filings

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N-PX 1 a17-17080_2npx.htm N-PX

*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 811-1731*

*Source Capital, Inc.*

(Exact name of registrant as specified in charter)

*11601 Wilshire Blvd.,*

*Ste. 1200, Los Angeles, CA 90025*

(Address of principal executive offices) (Zip code)

*J. Richard Atwood, President*

*Source Capital, Inc.*

*11601 Wilshire Blvd., Ste. 1200,*

*Los Angeles, CA 90025*

(Name and address of agent for service)

Registrant’s telephone number, including area code: 310-473-0225

Date of fiscal year end: 12/31

Date of reporting period: 7/1/16 to 6/30/17

SEQ.=1,FOLIO='',FILE='C:\JMS\C902417\17-17080-2\task8541596\17080-2-be.htm',USER='C902417',CD='Aug 15 04:16 2017'

*Item 1. Proxy Voting Record.*

SEQ.=1,FOLIO='',FILE='C:\jms\C902421\17-17080-2\task8541510\17080-2-bg.htm',USER='C902421',CD='Aug 15 02:57 2017'

============================= Source Capital, Inc. =============================

ALCOA CORPORATION

Ticker: AA Security ID: 013872106

Meeting Date: MAY 10, 2017 Meeting Type: Annual

Record Date: MAR 13, 2017

Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Michael G. Morris For For Management

1.2 Elect Director Mary Anne Citrino For For Management

1.3 Elect Director Timothy P. Flynn For For Management

1.4 Elect Director Kathryn S. Fuller For For Management

1.5 Elect Director Roy C. Harvey For For Management

1.6 Elect Director James A. Hughes For For Management

1.7 Elect Director James E. Nevels For For Management

1.8 Elect Director James W. Owens For For Management

1.9 Elect Director Carol L. Roberts For For Management

1.10 Elect Director Suzanne Sitherwood For For Management

1.11 Elect Director Steven W. Williams For For Management

1.12 Elect Director Ernesto Zedillo For For Management

2 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

3 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Amend Executive Incentive Bonus Plan For For Management

6 Amend Omnibus Stock Plan For For Management


ALCOA INC.

Ticker: AA Security ID: 013817101

Meeting Date: OCT 05, 2016 Meeting Type: Special

Record Date: AUG 03, 2016

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Reverse Stock Split For For Management

2 Amend Articles For For Management


ALPHABET INC.

Ticker: GOOGL Security ID: 02079K305

Meeting Date: JUN 07, 2017 Meeting Type: Annual

Record Date: APR 19, 2017

Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Larry Page For For Management

1.2 Elect Director Sergey Brin For For Management

1.3 Elect Director Eric E. Schmidt For For Management

1.4 Elect Director L. John Doerr For For Management

1.5 Elect Director Roger W. Ferguson, Jr. For For Management

1.6 Elect Director Diane B. Greene For For Management

1.7 Elect Director John L. Hennessy For For Management

1.8 Elect Director Ann Mather For For Management

1.9 Elect Director Alan R. Mulally For For Management

1.10 Elect Director Paul S. Otellini For For Management

1.11 Elect Director K. Ram Shriram For For Management

1.12 Elect Director Shirley M. Tilghman For For Management

2 Ratify Ernst & Young LLP as Auditors For For Management

3 Amend Omnibus Stock Plan For For Management

4 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

5 Advisory Vote on Say on Pay Frequency Three Three Years Management

Years

6 Approve Recapitalization Plan for all Against Against Shareholder

Stock to Have One-vote per Share

7 Report on Lobbying Payments and Policy Against Against Shareholder

8 Report on Political Contributions Against Against Shareholder

9 Report on Gender Pay Gap Against Against Shareholder

10 Report on Charitable Contributions Against Against Shareholder

11 Adopt Holy Land Principles Against Against Shareholder

12 Report on Fake News Against Against Shareholder


AMERICAN EXPRESS COMPANY

Ticker: AXP Security ID: 025816109

Meeting Date: MAY 01, 2017 Meeting Type: Annual

Record Date: MAR 03, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Charlene Barshefsky For Against Management

1b Elect Director John J. Brennan For Against Management

1c Elect Director Ursula M. Burns For Against Management

1d Elect Director Kenneth I. Chenault For Against Management

1e Elect Director Peter Chernin For Against Management

1f Elect Director Ralph de la Vega For Against Management

1g Elect Director Anne L. Lauvergeon For Against Management

1h Elect Director Michael O. Leavitt For Against Management

1i Elect Director Theodore J. Leonsis For Against Management

1j Elect Director Richard C. Levin For Against Management

1k Elect Director Samuel J. Palmisano For Against Management

1l Elect Director Daniel L. Vasella For Against Management

1m Elect Director Robert D. Walter For Against Management

1n Elect Director Ronald A. Williams For Against Management

2 Ratify PricewaterhouseCoopers LLP as For Against Management

Auditors

3 Advisory Vote to Ratify Named For Against Management

Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Provide Right to Act by Written Consent Against Against Shareholder

6 Report on Gender Pay Gap Against Against Shareholder


AMERICAN INTERNATIONAL GROUP, INC.

Ticker: AIG Security ID: 026874784

Meeting Date: JUN 28, 2017 Meeting Type: Annual

Record Date: MAY 08, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director W. Don Cornwell For For Management

1b Elect Director Brian Duperreault For For Management

1c Elect Director Peter R. Fisher For For Management

1d Elect Director John H. Fitzpatrick For For Management

1e Elect Director William G. Jurgensen For For Management

1f Elect Director Christopher S. Lynch For For Management

1g Elect Director Samuel J. Merksamer For For Management

1h Elect Director Henry S. Miller For For Management

1i Elect Director Linda A. Mills For For Management

1j Elect Director Suzanne Nora Johnson For For Management

1k Elect Director Ronald A. Rittenmeyer For For Management

1l Elect Director Douglas M. Steenland For For Management

1m Elect Director Theresa M. Stone For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Amend Securities Transfer Restrictions For For Management

4 Ratify NOL Rights Plan (NOL Pill) For For Management

5 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors


ANALOG DEVICES, INC.

Ticker: ADI Security ID: 032654105

Meeting Date: MAR 08, 2017 Meeting Type: Annual

Record Date: JAN 09, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Ray Stata For For Management

1b Elect Director Vincent Roche For For Management

1c Elect Director James A. Champy For For Management

1d Elect Director Bruce R. Evans For For Management

1e Elect Director Edward H. Frank For For Management

1f Elect Director Mark M. Little For For Management

1g Elect Director Neil Novich For For Management

1h Elect Director Kenton J. Sicchitano For For Management

1i Elect Director Lisa T. Su For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Ratify Ernst & Young LLP as Auditors For For Management


AON PLC

Ticker: AON Security ID: G0408V102

Meeting Date: JUN 23, 2017 Meeting Type: Annual

Record Date: APR 25, 2017

Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Lester B. Knight For For Management

1.2 Elect Director Gregory C. Case For For Management

1.3 Elect Director Jin-Yong Cai For For Management

1.4 Elect Director Fulvio Conti For For Management

1.5 Elect Director Cheryl A. Francis For For Management

1.6 Elect Director J. Michael Losh For For Management

1.7 Elect Director Robert S. Morrison For For Management

1.8 Elect Director Richard B. Myers For For Management

1.9 Elect Director Richard C. Notebaert For For Management

1.10 Elect Director Gloria Santona For For Management

1.11 Elect Director Carolyn Y. Woo For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Approve Remuneration Policy For For Management

5 Advisory Vote to Ratify Directors' For For Management

Remuneration Report

6 Accept Financial Statements and For For Management

Statutory Reports

7 Ratify Ernst & Young LLP as Aon's For For Management

Auditors

8 Ratify Ernst & Young LLP as Aon's U.K. For For Management

Statutory Auditor

9 Authorize Board to Fix Remuneration of For For Management

Auditors

10 Authorise Shares for Market Purchase For For Management

11 Issue of Equity or Equity-Linked For For Management

Securities with Pre-emptive Rights

12 Issue of Equity or Equity-Linked For For Management

Securities without Pre-emptive Rights

13 Approve Political Donations For For Management


ARCONIC INC.

Ticker: ARNC Security ID: 03965L100

Meeting Date: MAY 25, 2017 Meeting Type: Proxy Contest

Record Date: MAR 01, 2017

Proposal Mgt Rec Vote Cast Sponsor

Management Proxy (White Proxy Card) None

1.1 Elect Director Amy E. Alving For Did Not Vote Management

1.2 Elect Director David P. Hess For Did Not Vote Management

1.3 Elect Director James 'Jim' F. Albaugh For Did Not Vote Management

1.4 Elect Director Ulrich "Rick" Schmidt For Did Not Vote Management

1.5 Elect Director Janet C. Wolfenbarger For Did Not Vote Management

2 Ratify PricewaterhouseCoopers LLP as For Did Not Vote Management

Auditors

3 Advisory Vote to Ratify Named For Did Not Vote Management

Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year Did Not Vote Management

5 Eliminate Supermajority Vote For Did Not Vote Management

Requirement for Amendments to the

Articles of Incorporation Regarding

Anti-Greenmail

6 Eliminate Supermajority Vote For Did Not Vote Management

Requirement for Amendments to the

Articles of Incorporation Regarding

Removal of Directors

7 Eliminate Supermajority Vote For Did Not Vote Management

Requirement for Removal of Directors

8 Declassify the Board of Directors For Did Not Vote Management

9 Eliminate Supermajority Vote For Did Not Vote Shareholder

Requirement

Proposal Diss Rec Vote Cast Sponsor

Dissident Proxy (Blue Proxy Card) None

1.1 Elect Director Christopher L. Ayers For For Shareholder

1.2 Elect Director Elmer L. Doty For For Shareholder

1.3 Elect Director Bernd F. Kessler For For Shareholder

1.4 Elect Director Patrice E. Merrin For For Shareholder

1.5 Elect Director Ulrich "Rick" Schmidt For For Shareholder

2 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

3 Advisory Vote to Ratify Named None For Management

Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Eliminate Supermajority Vote For For Management

Requirement for Amendments to the

Articles of Incorporation Regarding

Anti-Greenmail

6 Eliminate Supermajority Vote For For Management

Requirement for Amendments to the

Articles of Incorporation Regarding

Removal of Directors

7 Eliminate Supermajority Vote For For Management

Requirement for Removal of Directors

8 Declassify the Board of Directors For For Management

9 Eliminate Supermajority Vote For For Shareholder

Requirement


BANK OF AMERICA CORPORATION

Ticker: BAC Security ID: 060505104

Meeting Date: APR 26, 2017 Meeting Type: Annual

Record Date: MAR 02, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Sharon L. Allen For For Management

1b Elect Director Susan S. Bies For For Management

1c Elect Director Jack O. Bovender, Jr. For For Management

1d Elect Director Frank P. Bramble, Sr. For For Management

1e Elect Director Pierre J.P. de Weck For For Management

1f Elect Director Arnold W. Donald For For Management

1g Elect Director Linda P. Hudson For For Management

1h Elect Director Monica C. Lozano For For Management

1i Elect Director Thomas J. May For For Management

1j Elect Director Brian T. Moynihan For For Management

1k Elect Director Lionel L. Nowell, III For For Management

1l Elect Director Michael D. White For For Management

1m Elect Director Thomas D. Woods For For Management

1n Elect Director R. David Yost For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

5 Amend the General Clawback Policy Against Against Shareholder

6 Non-core banking operations Against Against Shareholder

7 Require Independent Board Chairman Against Against Shareholder

8 Report on Gender Pay Gap Against Against Shareholder


CISCO SYSTEMS, INC.

Ticker: CSCO Security ID: 17275R102

Meeting Date: DEC 12, 2016 Meeting Type: Annual

Record Date: OCT 14, 2016

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Carol A. Bartz For For Management

1b Elect Director M. Michele Burns For For Management

1c Elect Director Michael D. Capellas For For Management

1d Elect Director John T. Chambers For For Management

1e Elect Director Amy L. Chang For For Management

1f Elect Director John L. Hennessy For For Management

1g Elect Director Kristina M. Johnson For For Management

1h Elect Director Roderick C. McGeary For For Management

1i Elect Director Charles H. Robbins For For Management

1j Elect Director Arun Sarin For For Management

1k Elect Director Steven M. West For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

4 Report on Lobbying Payments and Policy Against Against Shareholder

5 Report on Arab and non-Arab Employees Against Against Shareholder

using EEO-1 Categories

6 Establish Board Committee on Against Against Shareholder

Operations in Israeli Settlements


CITIGROUP INC.

Ticker: C Security ID: 172967424

Meeting Date: APR 25, 2017 Meeting Type: Annual

Record Date: FEB 27, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Michael L. Corbat For Against Management

1b Elect Director Ellen M. Costello For Against Management

1c Elect Director Duncan P. Hennes For Against Management

1d Elect Director Peter B. Henry For Against Management

1e Elect Director Franz B. Humer For Against Management

1f Elect Director Renee J. James For Against Management

1g Elect Director Eugene M. McQuade For Against Management

1h Elect Director Michael E. O'Neill For Against Management

1i Elect Director Gary M. Reiner For Against Management

1j Elect Director Anthony M. Santomero For Against Management

1k Elect Director Diana L. Taylor For Against Management

1l Elect Director William S. Thompson, Jr. For Against Management

1m Elect Director James S. Turley For Against Management

1n Elect Director Deborah C. Wright For Against Management

1o Elect Director Ernesto Zedillo Ponce For Against Management

de Leon

2 Ratify KPMG LLP as Auditors For Against Management

3 Advisory Vote to Ratify Named For Against Management

Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management

5 Demonstrate No Gender Pay Gap Against Against Shareholder

6 Appoint a Stockholder Value Committee Against Against Shareholder

7 Report on Lobbying Payments and Policy Against Against Shareholder

8 Claw-back of Payments under Against Against Shareholder

Restatements

9 Limit/Prohibit Accelerated Vesting of Against Against Shareholder

Awards


GAZPROM PJSC

Ticker: GAZP Security ID: 368287207

Meeting Date: JUN 30, 2017 Meeting Type: Annual

Record Date: JUN 05, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Annual Report For For Management

2 Approve Financial Statements For For Management

3 Approve Allocation of Income For For Management

4 Approve Dividends of RUB 8.0397 Per For For Management

Share

5 Ratify FBK as Auditor For For Management

6 Approve Remuneration of Directors For Against Management

7 Approve Remuneration of Members of For For Management

Audit Commission

8 Amend Charter For For Management

9 Amend Regulations on Board of Directors For For Management

10 Amend Regulations on Management For For Management

11 Amend Regulations on CEO For For Management

12 Approve New Edition of Company's For For Management

Corporate Governance Code

13 Approve Company's Membership in Global For For Management

Gas Center

14.1 Elect Andrey Akimov as Director None Against Management

14.2 Elect Viktor Zubkov as Director None Against Management

14.3 Elect Timur Kulibaev as Director None Against Management

14.4 Elect Denis Manturov as Director None Against Management

14.5 Elect Vitaliy Markelov as Director None Against Management

14.6 Elect Viktor Martynov as Director None Against Management

14.7 Elect Vladimir Mau as Director None Against Management

14.8 Elect Aleksey Miller as Director None Against Management

14.9 Elect Aleksandr Novak as Director None Against Management

14.10 Elect Dmitry Patrushev as Director None Against Management

14.11 Elect Mikhail Sereda as Director None Against Management

15.1 Elect Vladimir Alisov as Member of For Against Management

Audit Commission

15.2 Elect Vadim Bikulov as Member of Audit For For Management

Commission

15.3 Elect Aleksandr Gladkov as Member of For For Management

Audit Commission

15.4 Elect Aleksandr Ivannikov as Member of For Against Management

Audit Commission

15.5 Elect Margarita Mironova as Member of For For Management

Audit Commission

15.6 Elect Lidiya Morozova as Member of For Did Not Vote Management

Audit Commission

15.7 Elect Yury Nosov as Member of Audit For For Management

Commission

15.8 Elect Karen Oganyan as Member of Audit For For Management

Commission

15.9 Elect Dmitry Pashkovsky as Member of For Did Not Vote Management

Audit Commission

15.10 Elect Alexandra Petrova as Member of For Did Not Vote Management

Audit Commission

15.11 Elect Sergey Platonov as Member of For For Management

Audit Commission

15.12 Elect Mikhail Rosseev as Member of For Did Not Vote Management

Audit Commission

15.13 Elect Oksana Tarasenko as Member of For Did Not Vote Management

Audit Commission

15.14 Elect Tatyana Fisenko as Member of For For Management

Audit Commission


GENERAL ELECTRIC COMPANY

Ticker: GE Security ID: 369604103

Meeting Date: APR 26, 2017 Meeting Type: Annual

Record Date: FEB 27, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Elect Director Sebastien M. Bazin For For Management

2 Elect Director W. Geoffrey Beattie For For Management

3 Elect Director John J. Brennan For For Management

4 Elect Director Francisco D'Souza For For Management

5 Elect Director Marijn E. Dekkers For For Management

6 Elect Director Peter B. Henry For For Management

7 Elect Director Susan J. Hockfield For For Management

8 Elect Director Jeffrey R. Immelt For For Management

9 Elect Director Andrea Jung For For Management

10 Elect Director Robert W. Lane For For Management

11 Elect Director Risa Lavizzo-Mourey For For Management

12 Elect Director Rochelle B. Lazarus For For Management

13 Elect Director Lowell C. McAdam For For Management

14 Elect Director Steven M. Mollenkopf For For Management

15 Elect Director James J. Mulva For For Management

16 Elect Director James E. Rohr For For Management

17 Elect Director Mary L. Schapiro For For Management

18 Elect Director James S. Tisch For For Management

19 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

20 Advisory Vote on Say on Pay Frequency One Year One Year Management

21 Amend Omnibus Stock Plan For For Management

22 Approve Material Terms of Senior For For Management

Officer Performance Goals

23 Ratify KPMG LLP as Auditors For For Management

24 Report on Lobbying Payments and Policy Against Against Shareholder

25 Require Independent Board Chairman Against Against Shareholder

26 Restore or Provide for Cumulative Against Against Shareholder

Voting

27 Report on Charitable Contributions Against Against Shareholder


GROUPE BRUXELLES LAMBERT

Ticker: GBLB Security ID: B4746J115

Meeting Date: APR 25, 2017 Meeting Type: Annual

Record Date: APR 11, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Receive Directors' and Auditors' None None Management

Reports (Non-Voting)

2.1 Receive Consolidated Financial None None Management

Statements and Statutory Reports

(Non-Voting)

2.2 Adopt Financial Statements For For Management

3.1 Approve Discharge of Directors For For Management

3.2 Approve Discharge of Cofinergy's For For Management

Directors

4.1 Approve Discharge of Auditors For For Management

4.2 Approve Discharge of Cofinergy's For For Management

Auditors

5.1.1 Elect Laurence Danon Arnaud as Director For For Management

5.1.2 Elect Jocelyn Lefebvre as Director For Against Management

5.2.1 Reelect Victor Delloye as Director For Against Management

5.2.2 Reelect Christine Morin-Postel as For For Management

Director

5.2.3 Reelect Amaury de Seze as Director For Against Management

5.2.4 Reelect Martine Verluyten as Director For For Management

5.2.5 Reelect Arnaud Vial as Director For Against Management

5.3.1 Indicate Laurence Danon Arnaud as For For Management

Independent Board Member

5.3.2 Indicate Christine Morin-Postel as For For Management

Independent Board Member

5.3.3 Indicate Martine Verluyten as For For Management

Independent Board Member

6 Approve Remuneration Report For For Management

7.1 Approve Stock Option Plan For For Management

7.2 Approve Change-of-Control Clause Re: For Against Management

Stock Option Plan under Item 7.1

7.3 Approve Stock Option Plan Grants for For For Management

2017 up to EUR 7,74 Million Re: Stock

Option Plan under Item 7.1

7.4 Approve Special Board Report Re: For For Management

Article 629 of the Company Code Re:

Item 7.5

7.5 Approve Guarantee to Acquire Shares For For Management

under New Stock Option Plan Re: Item 7.

1

8 Transact Other Business None None Management


JARDINE STRATEGIC HOLDINGS LTD.

Ticker: J37 Security ID: G50764102

Meeting Date: MAY 04, 2017 Meeting Type: Annual

Record Date:

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Financial Statements and For For Management

Statutory Reports and Declare Final

Dividend

2 Re-elect David Hsu as Director For For Management

3 Re-elect Dr George Koo as Director For For Management

4 Elect Y.K. Pang as Director For For Management

5 Approve Directors' Fees For For Management

6 Ratify Auditors and Authorise Their For For Management

Remuneration

7 Authorise Issue of Equity with and For For Management

without Pre-emptive Rights


LUKOIL PJSC

Ticker: LKOH Security ID: 69343P105

Meeting Date: DEC 05, 2016 Meeting Type: Special

Record Date: NOV 10, 2016

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Interim Dividends for First For For Management

Nine Months of Fiscal 2016

2 Approve Remuneration of Directors For For Management


LUKOIL PJSC

Ticker: LKOH Security ID: 69343P105

Meeting Date: JUN 21, 2017 Meeting Type: Annual

Record Date: MAY 26, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Annual Report, Financial For For Management

Statements, and Allocation of Income,

Including Dividends of RUB 120 per

Share

2.1 Elect Vagit Alekperov as Director None For Management

2.2 Elect Viktor Blazheev as Director None For Management

2.3 Elect Toby Gati as Director None For Management

2.4 Elect Valery Grayfer as Director None For Management

2.5 Elect Igor Ivanov as Director None For Management

2.6 Elect Ravil Maganov as Director None For Management

2.7 Elect Roger Munnings as Director None For Management

2.8 Elect Richard Matzke as Director None For Management

2.9 Elect Nikolay Nikolaev as Director None For Management

2.10 Elect Ivan Pictet as Director None For Management

2.11 Elect Leonid Fedun as Director None For Management

2.12 Elect Lubov Khoba as Director None For Management

3.1 Elect Ivan Vrublevsky as Member of For For Management

Audit Commission

3.2 Elect Pavel Suloyev as Member of Audit For For Management

Commission

3.3 Elect Aleksandr Surkov as Member of For For Management

Audit Commission

4.1 Approve Remuneration of Directors for For For Management

Fiscal 2016

4.2 Approve Remuneration of New Directors For For Management

for Fiscal 2017

5.1 Approve Remuneration of Members of For For Management

Audit Commission for Fiscal 2016

5.2 Approve Remuneration of New Members of For For Management

Audit Commission for Fiscal 2017

6 Ratify KPMG as Auditor For For Management

7 Amend Charter For For Management

8 Amend Regulations on General Meetings For For Management

9 Amend Regulations on Board of Directors For For Management

10 Approve Related-Party Transaction Re: For For Management

Liability Insurance for Directors

,Executives, and Companies


MICROSOFT CORPORATION

Ticker: MSFT Security ID: 594918104

Meeting Date: NOV 30, 2016 Meeting Type: Annual

Record Date: SEP 30, 2016

Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director William H. Gates, lll For For Management

1.2 Elect Director Teri L. List-Stoll For For Management

1.3 Elect Director G. Mason Morfit For For Management

1.4 Elect Director Satya Nadella For For Management

1.5 Elect Director Charles H. Noski For For Management

1.6 Elect Director Helmut Panke For For Management

1.7 Elect Director Sandra E. Peterson For For Management

1.8 Elect Director Charles W. Scharf For For Management

1.9 Elect Director John W. Stanton For For Management

1.10 Elect Director John W. Thompson For For Management

1.11 Elect Director Padmasree Warrior For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Ratify Deloitte & Touche LLP as For For Management

Auditors

4 Amend Right to Call Special Meeting For For Management

5 Amend Omnibus Stock Plan For For Management

6 Proxy Access Against Against Shareholder


MMC NORILSK NICKEL PJSC

Ticker: MNOD Security ID: ADPV30566

Meeting Date: DEC 16, 2016 Meeting Type: Special

Record Date: NOV 21, 2016

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Interim Dividends for First For For Management

Nine Months of Fiscal 2016


MMC NORILSK NICKEL PJSC

Ticker: MNOD Security ID: 55315J102

Meeting Date: JUN 09, 2017 Meeting Type: Annual

Record Date: MAY 16, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Annual Report For For Management

2 Approve Financial Statements For For Management

3 Approve Consolidated Financial For For Management

Statements

4 Approve Allocation of Income and For For Management

Dividends

5.1 Elect Sergey Barbashev as Director None Against Management

5.2 Elect Aleksey Bashkirov as Director None Against Management

5.3 Elect Rushan Bogaudinov as Director None Against Management

5.4 Elect Sergey Bratukhin as Director None Against Management

5.5 Elect Andrey Bugrov as Director None Against Management

5.6 Elect Marianna Zakharova as Director None Against Management

5.7 Elect Stalbek Mishakov as Director None Against Management

5.8 Elect Gareth Penny as Director None For Management

5.9 Elect Gerhardus Prinsloo as Director None For Management

5.10 Elect Maksim Sokov as Director None Against Management

5.11 Elect Vladislav Solovyev as Director None Against Management

5.12 Elect Sergey Skvortsov as Director None For Management

5.13 Elect Robert Edwards as Director None For Management

6.1 Elect Artur Arustamov as Member of For For Management

Audit Commission

6.2 Elect Anna Masalova as Member of Audit For For Management

Commission

6.3 Elect Georgy Svanidze as Member of For For Management

Audit Commission

6.4 Elect Vladimir Shilkov as Members of For For Management

Audit Commission

6.5 Elect Elena Yanevich as Member of For For Management

Audit Commission

7 Ratify KPMG as RAS Auditor For For Management

8 Ratify KPMG as IFRS Auditor For For Management

9 Approve Remuneration of Directors For Against Management

10 Approve Remuneration of Members of For For Management

Audit Commission

11 Approve Related-Party Transactions Re: For For Management

Indemnification Agreements with

Directors and Executives

12 Approve Related-Party Transaction Re: For For Management

Liability Insurance for Directors and

Executives

13 Approve New Edition of Charter For Against Management

14 Approve Company's Membership in UN For For Management

Global Compact Network

15 Approve Company's Membership in For For Management

Transport Safety Association


MYLAN N.V.

Ticker: MYL Security ID: N59465109

Meeting Date: JUN 22, 2017 Meeting Type: Annual

Record Date: MAY 25, 2017

Proposal Mgt Rec Vote Cast Sponsor

1A Elect Director Heather Bresch For Against Management

1B Elect Director Wendy Cameron For Against Management

1C Elect Director Robert J. Cindrich For Against Management

1D Elect Director Robert J. Coury For Against Management

1E Elect Director JoEllen Lyons Dillon For Against Management

1F Elect Director Neil Dimick For Against Management

1G Elect Director Melina Higgins For Against Management

1H Elect Director Rajiv Malik For Against Management

1I Elect Director Mark W. Parrish For Against Management

1J Elect Director Randall L. (Pete) For Against Management

Vanderveen

1K Elect Director Sjoerd S. Vollebregt For Against Management

2 Adopt Financial Statements and For Against Management

Statutory Reports

3 Ratify Deloitte & Touche LLP as For Against Management

Auditors

4 Instruction to Deloitte Accountants B. For Against Management

V. for the Audit of the Company's

Dutch Statutory Annual Accounts for

Fiscal Year 2017

5 Advisory Vote to Ratify Named For Against Management

Executive Officers' Compensation

6 Advisory Vote on Say on Pay Frequency One Year One Year Management

7 Authorize Repurchase of Shares For Against Management


OCCIDENTAL PETROLEUM CORPORATION

Ticker: OXY Security ID: 674599105

Meeting Date: MAY 12, 2017 Meeting Type: Annual

Record Date: MAR 14, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Spencer Abraham For For Management

1b Elect Director Howard I. Atkins For For Management

1c Elect Director Eugene L. Batchelder For For Management

1d Elect Director John E. Feick For For Management

1e Elect Director Margaret M. Foran For For Management

1f Elect Director Carlos M. Gutierrez For For Management

1g Elect Director Vicki Hollub For For Management

1h Elect Director William R. Klesse For For Management

1i Elect Director Jack B. Moore For For Management

1j Elect Director Avedick B. Poladian For For Management

1k Elect Director Elisse B. Walter For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Ratify KPMG LLP as Auditors For For Management

5 Assess Portfolio Impacts of Policies Against For Shareholder

to Meet 2 Degree Scenario

6 Reduce Ownership Threshold for Against For Shareholder

Shareholders to Call Special Meeting

7 Report on Methane Emissions and Against For Shareholder

Flaring Targets

8 Report on Political Contributions and Against Against Shareholder

Expenditures


ORACLE CORPORATION

Ticker: ORCL Security ID: 68389X105

Meeting Date: NOV 16, 2016 Meeting Type: Annual

Record Date: SEP 19, 2016

Proposal Mgt Rec Vote Cast Sponsor

1.1 Elect Director Jeffrey S. Berg For For Management

1.2 Elect Director H. Raymond Bingham For For Management

1.3 Elect Director Michael J. Boskin For For Management

1.4 Elect Director Safra A. Catz For For Management

1.5 Elect Director Bruce R. Chizen For For Management

1.6 Elect Director George H. Conrades For For Management

1.7 Elect Director Lawrence J. Ellison For For Management

1.8 Elect Director Hector Garcia-Molina For For Management

1.9 Elect Director Jeffrey O. Henley For For Management

1.10 Elect Director Mark V. Hurd For For Management

1.11 Elect Director Renee J. James For For Management

1.12 Elect Director Leon E. Panetta For For Management

1.13 Elect Director Naomi O. Seligman For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Ratify Ernst & Young LLP as Auditors For For Management

4 Report on Lobbying Payments and Policy Against Against Shareholder


QUALCOMM INCORPORATED

Ticker: QCOM Security ID: 747525103

Meeting Date: MAR 07, 2017 Meeting Type: Annual

Record Date: JAN 09, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Barbara T. Alexander For For Management

1b Elect Director Jeffrey W. Henderson For For Management

1c Elect Director Thomas W. Horton For For Management

1d Elect Director Paul E. Jacobs For For Management

1e Elect Director Ann M. Livermore For For Management

1f Elect Director Harish Manwani For For Management

1g Elect Director Mark D. McLaughlin For For Management

1h Elect Director Steve Mollenkopf For For Management

1i Elect Director Clark T. "Sandy" Randt, For For Management

Jr.

1j Elect Director Francisco Ros For For Management

1k Elect Director Anthony J. Vinciquerra For For Management

2 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

3 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

4 Proxy Access Amendments Against For Shareholder


ROSNEFT OIL COMPANY OJSC

Ticker: ROSN Security ID: 67812M207

Meeting Date: JUN 22, 2017 Meeting Type: Annual

Record Date: MAY 26, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Approve Annual Report For For Management

2 Approve Financial Statements For For Management

3 Approve Allocation of Income For For Management

4 Approve Dividends of RUB 5.98 per Share For For Management

5 Approve Remuneration of Directors For Against Management

6 Approve Remuneration of Members of For For Management

Audit Commission

7 Elect Nine Directors by Cumulative None None Management

Voting

8.1 Elect Olga Andrianova as Member of For For Management

Audit Commission

8.2 Elect Aleksandr Bogashov as Member of For For Management

Audit Commission

8.3 Elect Sergey Poma as Member of Audit For For Management

Commission

8.4 Elect Zakhar Sabantsev as Member of For For Management

Audit Commission

8.5 Elect Pavel Shumov as Member of Audit For For Management

Commission

9 Ratify Ernst&Young as Auditor For For Management

10.1 Approve Related-Party Transactions For For Management

with AO VBRR Bank Re: Deposit

Agreements

10.2 Approve Related-Party Transactions For For Management

with Bank GPB Re: Deposit Agreements

10.3 Approve Related-Party Transactions None None Management

with AO VBRR Bank Re: Loan Agreements

10.4 Approve Related-Party Transactions None None Management

with Bank GPB Re: Loan Agreements

10.5 Approve Related-Party Transaction with None None Management

Sogaz Re: Liability Insurance for

Directors, Executives, and Employees

11 Amend Charter For For Management


TE CONNECTIVITY LTD.

Ticker: TEL Security ID: H84989104

Meeting Date: MAR 08, 2017 Meeting Type: Annual

Record Date: FEB 16, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Pierre R. Brondeau For For Management

1b Elect Director Terrence R. Curtin For For Management

1c Elect Director Carol A. ('John') For For Management

Davidson

1d Elect Director William A. Jeffrey For For Management

1e Elect Director Thomas J. Lynch For For Management

1f Elect Director Yong Nam For For Management

1g Elect Director Daniel J. Phelan For For Management

1h Elect Director Paula A. Sneed For For Management

1i Elect Director Abhijit Y. Talwalkar For For Management

1j Elect Director Mark C. Trudeau For For Management

1k Elect Director John C. Van Scoter For For Management

1l Elect Director Laura H. Wright For For Management

2 Elect Board Chairman Thomas J. Lynch For For Management

3a Elect Daniel J. Phelan as Member of For For Management

Management Development & Compensation

Committee

3b Elect Paula A. Sneed as Member of For For Management

Management Development & Compensation

Committee

3c Elect John C. Van Scoter as Member of For For Management

Management Development & Compensation

Committee

4 Designate Rene Schwarzenbach as For For Management

Independent Proxy

5.1 Accept Annual Report for Fiscal Year For For Management

Ended September 30, 2016

5.2 Accept Statutory Financial Statements For For Management

for Fiscal Year Ended September 30,

2016

5.3 Approve Consolidated Financial For For Management

Statements for Fiscal Year Ended

September 30, 2016

6 Approve Discharge of Board and Senior For For Management

Management

7.1 Ratify Deloitte & Touche LLP as For For Management

Independent Registered Public

Accounting Firm for Fiscal Year 2017

7.2 Ratify Deloitte AG as Swiss Registered For For Management

Auditors

7.3 Ratify PricewaterhouseCoopers AG as For For Management

Special Auditors

8 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

9 Advisory Vote on Say on Pay Frequency One Year One Year Management

10 Amend Omnibus Stock Plan For For Management

11 Approve the Increase in Maximum For For Management

Aggregate Remuneration of Executive

Management

12 Approve the Increase in Maximum For For Management

Aggregate Remuneration of Board of

Directors

13 Approve Allocation of Available For For Management

Earnings at September 30, 2016

14 Approve Declaration of Dividend For For Management

15 Authorize Share Repurchase Program For For Management

16 Approve Reduction of Share Capital For For Management

17 Adjourn Meeting For For Management


THERMO FISHER SCIENTIFIC INC.

Ticker: TMO Security ID: 883556102

Meeting Date: MAY 17, 2017 Meeting Type: Annual

Record Date: MAR 27, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Marc N. Casper For For Management

1b Elect Director Nelson J. Chai For For Management

1c Elect Director C. Martin Harris For For Management

1d Elect Director Tyler Jacks For For Management

1e Elect Director Judy C. Lewent For For Management

1f Elect Director Thomas J. Lynch For For Management

1g Elect Director Jim P. Manzi For For Management

1h Elect Director William G. Parrett For For Management

1i Elect Director Lars R. Sorensen For For Management

1j Elect Director Scott M. Sperling For For Management

1k Elect Director Elaine S. Ullian For For Management

1l Elect Director Dion J. Weisler For For Management

2 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

3 Advisory Vote on Say on Pay Frequency One Year One Year Management

4 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors


UNILEVER NV

Ticker: UNA Security ID: N8981F271

Meeting Date: APR 26, 2017 Meeting Type: Annual

Record Date: MAR 29, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Discussion of the Annual Report and None None Management

Accounts for the 2016 financial year

2 Approve Financial Statements and For For Management

Allocation of Income

3 Approve Discharge of Executive Board For For Management

Members

4 Approve Discharge of Non-Executive For For Management

Board Members

5 Approve Remuneration Policy for For For Management

Management Board Members

6 Approve Unilever Share Plan 2017 For For Management

7 Elect N.S. Andersen as Non-Executive For For Management

Board Member

8 Elect L.M. Cha as Non-Executive Board For For Management

Member

9 Elect V. Colao as Non-Executive Board For For Management

Member

10 Elect M Dekkers as Non-Executive Board For For Management

Member

11 Elect A.M. Fudge as Non-Executive For For Management

Board Member

12 Elect J. Hartmann as Non-Executive For For Management

Board Member

13 Elect M. Ma as Non-Executive Board For For Management

Member

14 Elect S Masiyiwa as Non-Executive For For Management

Board Member

15 Elect Y.Moon as Non-Executive Board For For Management

Member

16 Elect G. Pitkethly as Executive Board For For Management

Member

17 Elect P.G.J.M. Polman as Executive For For Management

Board Member

18 Elect J. Rishton as Non-Executive For For Management

Board Member

19 Elect F. Sijbesma as Non-Executive For For Management

Board Member

20 Ratify KPMG as Auditors For For Management

21 Grant Board Authority to Issue Shares For For Management

Up To 10 Percent of Issued Capital

Plus Additional 10 Percent in Case of

Takeover/Merger

22 Authorize Repurchase of Up to 10 For For Management

Percent of Issued Share Capital

23 Approve Cancellation of Repurchased For For Management

Shares


UNITED TECHNOLOGIES CORPORATION

Ticker: UTX Security ID: 913017109

Meeting Date: APR 24, 2017 Meeting Type: Annual

Record Date: FEB 28, 2017

Proposal Mgt Rec Vote Cast Sponsor

1a Elect Director Lloyd J. Austin, III For For Management

1b Elect Director Diane M. Bryant For For Management

1c Elect Director John V. Faraci For For Management

1d Elect Director Jean-Pierre Garnier For For Management

1e Elect Director Gregory J. Hayes For For Management

1f Elect Director Edward A. Kangas For For Management

1g Elect Director Ellen J. Kullman For For Management

1h Elect Director Marshall O. Larsen For For Management

1i Elect Director Harold McGraw, III For For Management

1j Elect Director Fredric G. Reynolds For For Management

1k Elect Director Brian C. Rogers For For Management

1l Elect Director Christine Todd Whitman For For Management

2 Ratify PricewaterhouseCoopers LLP as For For Management

Auditors

3 Advisory Vote to Ratify Named For For Management

Executive Officers' Compensation

4 Advisory Vote on Say on Pay Frequency One Year One Year Management


WPP PLC

Ticker: WPP Security ID: G9788D103

Meeting Date: JUN 07, 2017 Meeting Type: Annual

Record Date: JUN 05, 2017

Proposal Mgt Rec Vote Cast Sponsor

1 Accept Financial Statements and For For Management

Statutory Reports

2 Approve Final Dividend For For Management

3 Approve Remuneration Report For For Management

4 Approve Remuneration Policy For For Management

5 Approve Sustainability Report For For Management

6 Re-elect Roberto Quarta as Director For For Management

7 Re-elect Dr Jacques Aigrain as Director For For Management

8 Re-elect Ruigang Li as Director For For Management

9 Re-elect Paul Richardson as Director For For Management

10 Re-elect Hugo Shong as Director For For Management

11 Re-elect Sir Martin Sorrell as Director For For Management

12 Re-elect Sally Susman as Director For For Management

13 Re-elect Solomon Trujillo as Director For For Management

14 Re-elect Sir John Hood as Director For For Management

15 Re-elect Nicole Seligman as Director For For Management

16 Re-elect Daniela Riccardi as Director For For Management

17 Elect Tarek Farahat as Director For For Management

18 Reappoint Deloitte LLP as Auditors For For Management

19 Authorise the Audit Committee to Fix For For Management

Remuneration of Auditors

20 Authorise Issue of Equity with For For Management

Pre-emptive Rights

21 Authorise Market Purchase of Ordinary For For Management

Shares

22 Authorise Issue of Equity without For For Management

Pre-emptive Rights

23 Authorise Issue of Equity without For For Management

Pre-emptive Rights in Connection with

an Acquisition or Other Capital

Investment

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*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.

SOURCE CAPITAL, INC.
By: /s/ J. Richard Atwood
J. Richard Atwood
President
Date: August 18, 2017

SEQ.=1,FOLIO='',FILE='C:\JMS\109767\17-17080-2\task8545951\17080-2-jc.htm',USER='109767',CD='Aug 18 05:31 2017'