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                             UNITED STATES
                    SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, DC 20549

                               FORM N-PX

      ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT
                           INVESTMENT COMPANY

Investment Company Act file number 811-04985

TEMPLETON EMERGING MARKETS FUND
-------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)

500 EAST BROWARD BLVD., SUITE 2100, FORT LAUDERDALE, FLORIDA 33394-3091
-------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)

CRAIG S. TYLE, ONE FRANKLIN PARKWAY, SAN MATEO, CA 94403-1906
-------------------------------------------------------------------------------
(Name and address of agent for service)

Registrant's telephone number, including area code: (954) 527-7500
                                                    ---------------------------

Date of fiscal year end:    8/31
                          -----------

Date of reporting period:   6/30/09
                          -----------

ITEM 1. PROXY VOTING RECORDS.



======================= TEMPLETON EMERGING MARKETS FUND ========================


AKBANK

Ticker:       AKBNK          Security ID:  TRAAKBNK91N6
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Open Meeting and Elect Presiding        For       For          Management
      Council
2     Receive Statutory Reports               None      None         Management
3     Approve Financial Statements and        For       For          Management
      Discharge of Board and Auditors
4     Approve Allocation of Income            For       For          Management
5     Appoint Internal Auditors and Approve   For       For          Management
      Their Remuneration
6     Receive Information on Charitable       None      None         Management
      Donations
7     Grant Permission for Board Members to   For       For          Management
      Engage in Commercial Transactions with
      Company and Be Involved with Companies
      with Similar Corporate Purpose


--------------------------------------------------------------------------------

ALUMINUM CORPORATION OF CHINA LTD

Ticker:                      Security ID:  CNE1000001T8
Meeting Date: OCT 28, 2008   Meeting Type: Special
Record Date:  SEP 26, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Profit Distribution Proposal    For       For          Management
      and Interim Dividend of RMB0.052 Per
      Share
2     Approve Issuance of Corporate Bonds in  For       For          Management
      the Principal Amount of Not More than
      RMB 10 Billion
3     Amend Articles Re: Business Scope       For       For          Management


--------------------------------------------------------------------------------

ALUMINUM CORPORATION OF CHINA LTD

Ticker:                      Security ID:  CNE1000001T8
Meeting Date: DEC 29, 2008   Meeting Type: Special
Record Date:  NOV 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Revision of Annual Caps         For       For          Management
2     Approve Connected Transaction with a    For       For          Management
      Related Party
3     Approve the Mutual Provision of         For       For          Management
      Products and Services Framework
      Agreement Between the Company and Xinan
      Aluminum (Group) Company Ltd. and
      Related Annual Caps
4     Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
5     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital


--------------------------------------------------------------------------------

ALUMINUM CORPORATION OF CHINA LTD

Ticker:                      Security ID:  CNE1000001T8
Meeting Date: DEC 29, 2008   Meeting Type: Special
Record Date:  NOV 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Repurchase of Up to Ten       For       For          Management
      Percent of Issued Share Capital


--------------------------------------------------------------------------------

ALUMINUM CORPORATION OF CHINA LTD

Ticker:                      Security ID:  CNE1000001T8
Meeting Date: MAY 26, 2009   Meeting Type: Annual
Record Date:  APR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Report of the Directors          For       For          Management
2     Accept Report of the Supervisory        For       For          Management
      Committee
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Non-Payment of Final Dividend   For       For          Management
      for the Year Ended Dec. 31, 2008
5     Elect Xiong Weiping as Executive        For       For          Management
      Director
6     Approve Remuneration Standard for       For       For          Management
      Directors and Supervisors for 2009 and
      the Distribution of 2008 Annual
      Incentive Salary of Directors and
      Supervisors in the Form of
      Discretionary Bonus with a Total Amount
      of RMB 1.1 Million
7     Approve Renewal of One-Year Liability   For       Against      Management
      Insurance for Directors, Supervisors,
      and Senior Management from May 18, 2009
      to May 17, 2010
8     Reelect PricewaterhouseCoopers, Hong    For       For          Management
      Kong Certified Public Accountants, and
      PricewaterhouseCoopers Zhong Tian CPAs
      Ltd. Co. as the Company's Independent
      and PRC Auditors, Respectively; and
      Authorize the Board to Fix Their
      Remuneration
9     Other Business (Voting)                 For       Against      Management
10    Amend Articles Re: Corporate            For       For          Management
      Communication By Electronic Means
11    Approve Issuance of H Shares without    For       For          Management
      Preemptive Rights
12    Authorize Repurchase of H Shares of Up  For       For          Management
      to 10 Percent of Issued H Share Capital
13    Authorize Issuance of Short-Term Bills  For       For          Management
      in the Principal Amount of Up to RMB 10
      Billion
14    Authorize Issuance of Medium-Term Notes For       For          Management
      in the Principal Amount of Up to RMB 10
      Billion
15    Amend Articles Re: Business Scope of    For       For          Shareholder
      the Company (Article 13)


--------------------------------------------------------------------------------

ALUMINUM CORPORATION OF CHINA LTD

Ticker:                      Security ID:  CNE1000001T8
Meeting Date: MAY 26, 2009   Meeting Type: Special
Record Date:  APR 24, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued H Share Capital


--------------------------------------------------------------------------------

AMATA CORPORATION PUBLIC CO LTD

Ticker:       AMATA/F        Security ID:  6592943
Meeting Date: APR 30, 2009   Meeting Type: Annual
Record Date:  APR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Accept 2008 Annual Report and           For       For          Management
      Directors' Report
3     Accept Financial Statements             For       For          Management
4     Approve Allocation of Income as Legal   For       For          Management
      Reserve and Dividend of THB 0.30 Per
      Share
5.1   Elect Chackchai Panichapat as Director  For       For          Management
5.2   Elect Viboon Kromadit as Director       For       For          Management
5.3   Elect Yuthasak Sasiprapha as Director   For       For          Management
6     Approve Remuneration of Directors       For       For          Management
7     Approve the Indemnification of          For       For          Management
      Directors
8     Appoint Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
9     Other Business                          For       Against      Management


--------------------------------------------------------------------------------

ANGLO AMERICAN PLC

Ticker:       AAL            Security ID:  GB00B1XZS820
Meeting Date: APR 15, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Re-elect David Challen as Director      For       For          Management
3     Re-elect Dr Chris Fay as Director       For       For          Management
4     Re-elect Sir Rob Margetts as Director   For       For          Management
5     Re-elect Sir Mark Moody-Stuart as       For       For          Management
      Director
6     Re-elect Fred Phaswana as Director      For       For          Management
7     Re-elect Mamphela Ramphele as Director  For       For          Management
8     Re-elect Peter Woicke as Director       For       For          Management
9     Reappoint Deloitte LLP as Auditors of   For       For          Management
      the Company
10    Authorise Board to Fix Remuneration of  For       For          Management
      Auditors
11    Approve Remuneration Report             For       For          Management
12    Authorise Issue of Equity or            For       For          Management
      Equity-Linked Securities with
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 72,300,000
13    Subject to the Passing of Resolution    For       For          Management
      12, Authorise Issue of Equity or
      Equity-Linked Securities without
      Pre-emptive Rights up to Aggregate
      Nominal Amount of USD 36,100,000
14    Authorise 197,300,000 Ordinary Shares   For       For          Management
      for Market Purchase


--------------------------------------------------------------------------------

AVISTA INC.

Ticker:                      Security ID:  KR7090370008
Meeting Date: MAR 19, 2009   Meeting Type: Annual
Record Date:  DEC 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Appropriation of Income and     For       For          Management
      Dividend of KRW 130 per Share
2     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Director
3     Authorize Board to Fix Remuneration of  For       For          Management
      Internal Auditor


--------------------------------------------------------------------------------

BRILLIANCE CHINA AUTOMOTIVE HOLDINGS LTD.

Ticker:       CBAMF          Security ID:  BMG1368B1028
Meeting Date: NOV 11, 2008   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Cancellation of Oustanding      For       For          Management
      Options to Subscribe for 92.1 Million
      Shares at Par Value of US$0.01 Each
      Granted But Not Exercised Pursuant to
      the Existing Share Option Scheme
2     Approve New Share Option Scheme and     For       Against      Management
      Terminate the Existing Share Option
      Scheme


--------------------------------------------------------------------------------

BRILLIANCE CHINA AUTOMOTIVE HOLDINGS LTD.

Ticker:       CBAMF          Security ID:  BMG1368B1028
Meeting Date: DEC 30, 2008   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Approve Framework Agreements            For       For          Management
1b    Approve Proposed Caps Under the         For       For          Management
      Framework Agreements
2a    Approve Regional Agent Agreement        For       For          Management
2b    Approve Proposed Caps Under the         For       For          Management
      Regional Agent Agreement
3     Approve Cross Guarantees Agreement      For       For          Management
      Betweeen Shenyang XingYuanDong
      Automobile Component Co., Ltd.  and
      Shenyang JinBei Automotive Co., Ltd.
      in Relation to the Provision of Cross
      Guarantees  for Banking Facilities of
      Up to RMB 500 million


--------------------------------------------------------------------------------

BRILLIANCE CHINA AUTOMOTIVE HOLDINGS LTD.

Ticker:       CBAMF          Security ID:  BMG1368B1028
Meeting Date: JAN 13, 2009   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Approve Subscription by Huachen         For       For          Management
      Automotive Group Holdings Co. Ltd.
      (Huachen) of 1.3 Billion New Shares
      (Subscription Shares) in the Capital of
      the Company at the Price of HK$0.43
      Each
1b    Authorize Board to Issue and Allot the  For       For          Management
      Subscription Shares to Huachen at
      Completion of the Subscription
      Agreement
2     Approve Whitewash Waiver                For       For          Management


--------------------------------------------------------------------------------

BRILLIANCE CHINA AUTOMOTIVE HOLDINGS LTD.

Ticker:       CBAMF          Security ID:  BMG1368B1028
Meeting Date: JUN 5, 2009    Meeting Type: Annual
Record Date:  JUN 2, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2a1   Reelect Wu Xiao An (Also Known as Ng    For       For          Management
      Siu On) as Director
2a2   Reelect Qi Yumin as Director            For       For          Management
2b    Authorize Board to Fix Remuneration of  For       For          Management
      Directors
3     Appoint Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
4a    Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights
4b    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
4c    Authorize Reissuance of Repurchased     For       Against      Management
      Shares


--------------------------------------------------------------------------------

CHINA PETROLEUM & CHEMICAL CORP.

Ticker:       SNPMF          Security ID:  CNE1000002Q2
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  APR 22, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Report of the Board of Directors For       For          Management
2     Accept Report of the Supervisory        For       For          Management
      Committee
3     Accept Consolidated Financial           For       For          Management
      Statements
4     Approve Plan for Allocating Any Surplus For       For          Management
      Common Reserve Funds of RMB 20 Billion
      From the After-Tax Profit
5     Approve Profit Distribution Plan for    For       For          Management
      the Year Ended Dec. 31, 2008
6     Reappoint KPMG Huazhen and KPMG as      For       For          Management
      Domestic and Overseas Auditors,
      Respectively, and Authorize Board to
      Fix Their Remuneration
7     Authorize Board to Determine the        For       For          Management
      Interim Profit Distribution Plan for
      2009
8a    Elect Su Shulin as Director             For       For          Management
8b    Elect Wang Tianpu as Director           For       For          Management
8c    Elect Zhang Yaocang as Director         For       For          Management
8d    Elect Zhang Jianhua as Director         For       For          Management
8e    Elect Wang Zhigang as Director          For       For          Management
8f    Elect Cai Xiyou as Director             For       For          Management
8g    Elect Cao Yaofeng as Director           For       For          Management
8h    Elect Li Chunguang as Director          For       For          Management
8i    Elect Dai Houliang as Director          For       For          Management
8j    Elect Liu Yun as Director               For       For          Management
8k    Elect Liu Zhongli as Independent        For       For          Management
      Non-Executive Director
8l    Elect Ye Qing as Independent            For       For          Management
      Non-Executive Director
8m    Elect Li Deshui as Independent          For       For          Management
      Non-Executive Director
8n    Elect Xie Zhongyu as Independent        For       For          Management
      Non-Executive Director
8o    Elect Chen Xiaojin as Independent       For       For          Management
      Non-Executive Director
9     Elect Wang Zuoran as Supervisor         For       For          Management
9a    Elect Zhang Youcai as Supervisor        For       For          Management
9b    Elect Geng Limin as Supervisor          For       For          Management
9c    Elect Zou Huiping as Supervisor         For       For          Management
9d    Elect Li Yonggui as Supervisor          For       For          Management
10    Approve Service Contract Among the      For       For          Management
      Company, Directors and Supervisors
11    Authorize Secretary of the Board to     For       For          Management
      Deal with All Matters Relating to the
      Election of the Directors and
      Supervisors
12    Amend Articles of Association           For       For          Management
13    Authorize Secretary of the Board to     For       For          Management
      Deal with All Matters Relating to the
      Proposed Amendments to the Articles of
      Association
14    Authorize Board to Determine the        For       Against      Management
      Proposed Plan for Issuance of Debt
      Financing Instruments
15    Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights


--------------------------------------------------------------------------------

COMPANHIA VALE DO RIO DOCE

Ticker:       RIO.PR         Security ID:  204412100
Meeting Date: DEC 29, 2008   Meeting Type: Special
Record Date:  DEC 5, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     THE APPROVAL FOR THE PROTOCOL AND       For       For          Management
      JUSTIFICATION OF THE CONSOLIDARION OF
      MINERACAO ONCA PUMA S.A. INTO VALE
      PURSUANT TO ARTICLES 224 AND 225 OF THE
      BRAZILIAN CORPORATE LAW.
2     Ratify Auditors                         For       For          Management
3     TO DECIDE ON THE APPRAISAL REPORT,      For       For          Management
      PREPARED BY THE EXPERT APPRAISERS.
4     THE APPROVAL FOR THE CONSOLIDATION OF   For       For          Management
      MINERACAO ONCA PUMA S.A. INTO VALE,
      WITHOUT A CAPITAL INCREASE OR THE
      ISSUANCE OF NEW VALE SHARES.
5     TO AMEND ARTICLE 1 OF VALE S BY-LAWS IN For       For          Management
      ORDER TO REPLACE THE ACRONYM  CVRD  FOR
       VALE  IN ACCORDANCE WITH THE NEW
      GLOBAL BRAND UNIFICATION.
6     TO ADJUST ARTICLES 5 AND 6 OF VALE S    For       For          Management
      BY-LAWS TO REFLECT THE CAPITAL INCREASE
      RESOLVED IN THE BOARD OF DIRECTORS
      MEETINGS HELD ON JULY 22, 2008 AND
      AUGUST 05, 2008.


--------------------------------------------------------------------------------

COMPANHIA VALE DO RIO DOCE

Ticker:       RIO.PR         Security ID:  204412100
Meeting Date: MAY 22, 2009   Meeting Type: Special
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     APPRECIATION OF THE MANAGEMENTS  REPORT For       For          Management
      AND ANALYSIS, DISCUSSION AND VOTE ON
      THE FINANCIAL STATEMENTS FOR THE FISCAL
      YEAR ENDING DECEMBER 31, 2008
2     PROPOSAL FOR THE DESTINATION OF PROFITS For       For          Management
      OF THE SAID FISCAL YEAR AND APPROVAL OF
      THE INVESTMENT BUDGET
3     APPOINTMENT OF THE MEMBERS OF THE BOARD For       Abstain      Management
      OF DIRECTORS
4     APPOINTMENT OF THE MEMBERS OF THE       For       Abstain      Management
      FISCAL COUNCIL
5     ESTABLISHMENT OF THE REMUNERATION OF    For       Against      Management
      THE SENIOR MANAGEMENT AND FISCAL
      COUNCIL MEMBERS
6     TO CHANGE THE LEGAL NAME OF THE COMPANY For       For          Management
      TO  VALE S.A. , WITH THE CONSEQUENT
      AMENDMENT OF ARTICLE 1 OF VALE S
      BY-LAWS IN ACCORDANCE WITH THE NEW
      GLOBAL BRAND UNIFICATION
7     TO ADJUST ARTICLE 5 OF VALE S BY-LAWS   For       For          Management
      TO REFLECT THE CAPITAL INCREASE
      RESOLVED IN THE BOARD OF DIRECTORS
      MEETINGS HELD ON JULY 22, 2008 AND
      AUGUST 05, 2008


--------------------------------------------------------------------------------

DAIRY FARM INTERNATIONAL

Ticker:       DFI            Security ID:  BMG2624N1535
Meeting Date: MAY 6, 2009    Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports (Voting)
2     Reelect Mark Greenberg as Director      For       For          Management
3     Reelect Henry Keswick as Director       For       For          Management
4     Reelect R C Kwok as Director            For       For          Management
5     Reelect Percy Weatherall as Director    For       For          Management
6     Approve Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
7     Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities with or
      without Preemptive Rights
8     Authorize Share Repurchase Program      For       For          Management


--------------------------------------------------------------------------------

DENWAY MOTORS LTD. (FORMERLY DENWAY INVESTMENT)

Ticker:       203            Security ID:  HK0203009524
Meeting Date: JUN 2, 2009    Meeting Type: Annual
Record Date:  MAY 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend                  For       For          Management
3a    Reelect Zeng Qinghong as Director       For       For          Management
3b    Reelect Yang Dadong as Director         For       For          Management
3c    Reelect Yao Yiming as Director          For       For          Management
3d    Reelect Cheung Doi Shu as Director      For       For          Management
3e    Authorize Board to Fix the Remuneration For       For          Management
      of Directors
4     Reappoint Auditors and Authorize Board  For       For          Management
      to Fix Their Remuneration
5     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
6     Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights
7     Authorize Reissuance of Repurchased     For       Against      Management
      Shares


--------------------------------------------------------------------------------

FAYSAL BANK

Ticker:       FABL           Security ID:  PK0070501017
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Confirm Minutes of the Extra-Ordinary   For       For          Management
      Meeting Held on April 28, 2008
2     Accept Financial Statements and         For       For          Management
      Statutory Reports for Fiscal Year Ended
      December 31, 2008
3     Authorize Capitalization of Reserves    For       For          Management
      for Bonus Issue of 15:100
4     Approve KPMG Tasser Hadi & Company as   For       For          Management
      External Auditors and Authorize Board
      to Fix Their Remuneration
5     Approve Disposal of Fractional Shares   For       For          Management
      from the Issuance of Bonus Shares in
      Item 4
6.1   Approve Increase in Capital from PKR 6  For       For          Management
      Billion to PKR 12 Billion
6.2   Amend Clause 5 of Articles of           For       For          Management
      Association to Reflect Changes in
      Capital as per Item 6.1
6.3   Amend Article  5 of Articles of         For       For          Management
      Association to Reflect Changes in
      Capital as per Item 6.1
6.4   Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
7     Other Business (Voting)                 For       Against      Management


--------------------------------------------------------------------------------

GAZPROM OAO

Ticker:       OGZRY          Security ID:  368287207
Meeting Date: JUN 26, 2009   Meeting Type: Annual
Record Date:  MAY 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approval Of The Annual Report Of The    For       For          Management
      Company.
2     Approval Of The Annual Accounting       For       For          Management
      Statements, Including The Profit And
      Loss Reports Of The Company.
3     Approval Of The Distribution Of Profit  For       For          Management
      Of The Company Based On The Results Of
      2008.
4     Regarding The Amount Of, Time For And   For       For          Management
      Form Of Payment Of Dividends Based On
      The Results Of 2008.
5     Approval Of The External Auditor Of The For       For          Management
      Company.
6     Regarding The Remuneration Of Members   For       Against      Management
      Of The Board Of Directors And Audit
      Commission Of The Company.
7.1   Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Loan Agreements
7.2   Approve Related-Party Transactions with For       For          Management
      OAO Sberbank Re: Loan Agreements
7.3   Approve Related-Party Transactions with For       For          Management
      OAO VTB Bank Re: Loan Agreements
7.4   Approve Related-Party Transactions with For       For          Management
      State Corporation Vnesheconombank Re:
      Loan Agreements
7.5   Approve Related-Party Transactions with For       For          Management
      OAO Rosselkhozbank Re: Loan Agreements
7.6   Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Loan Facility
      Agreements
7.7   Approve Related-Party Transactions with For       For          Management
      OAO Sberbank Re: Loan Facility
      Agreements
7.8   Approve Related-Party Transactions with For       For          Management
      ZAO Gazenergoprombank Re: Loan Facility
      Agreements
7.9   Approve Related-Party Transactions with For       For          Management
      OAO VTB Bank Re: Loan Facility
      Agreements
7.10  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Agreements on
      Transfer of Credit Funds
7.11  Approve Related-Party Transactions with For       For          Management
      OAO Sberbank Re: Agreements on Transfer
      of Credit Funds
7.12  Approve Related-Party Transactions with For       For          Management
      ZAO Gazenergoprombank Re: Agreements on
      Transfer of Credit Funds
7.13  Approve Related-Party Transactions with For       For          Management
      OAO VTB Bank Re: Agreements on Transfer
      of Credit Funds
7.14  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Agreements on Using
      Electronic Payments System
7.15  Approve Related-Party Transactions with For       For          Management
      OAO Sberbank Re: Agreements on Using
      Electronic Payments System
7.16  Approve Related-Party Transactions with For       For          Management
      ZAO Gazenergoprombank Re: Agreements on
      Using Electronic Payments System
7.17  Approve Related-Party Transactions with For       For          Management
      OAO VTB Bank Re: Agreements on Using
      Electronic Payments System
7.18  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Agreements on
      Foreign Currency Purchase
7.19  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Agreement on
      Guarantees to Tax Authorities
7.20  Approve Related-Party Transactions with For       For          Management
      OAO Sberbank Re: Agreement on
      Guarantees to Tax Authorities
7.21  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Agreement on
      Guarantees to Tax Authorities
7.22  Approve Related-Party Transaction with  For       For          Management
      Nord Stream AG Re: Gas Transportation
      Agreement
7.23  Approve Related-Party Transaction with  For       For          Management
      OAO Gazprombank Re: Loan Agreement in
      Favor of AK Uztransgaz for Gas
      Transportation Across Uzbekistan
7.24  Approve Related-Party Transactions with For       For          Management
      OAO Beltransgaz Re: Agreement on
      Temporary Possession and Use of
      Facilities of Yamal-Europe Trunk Gas
      Pipeline
7.25  Approve Related-Party Transactions with For       For          Management
      OAO Gazpromregiongaz Re: Agreement on
      Temporary Possession and Use of
      Property Complex of Gas Distribution
      System
7.26  Approve Related-Party Transactions with For       For          Management
      ZAO Gazprom Neft Orenburg Re: Agreement
      on Temporary Possession and Use of
      Wells and Well Equipment
7.27  Approve Related-Party Transactions with For       For          Management
      OAO Gazpromtrubinvest Re: Agreement on
      Temporary Possession and Use of
      Facilities
7.28  Approve Related-Party Transactions with For       For          Management
      OAO Lazurnaya Re: Agreement on
      Temporary Possession and Use of
      Property of Lazurnaya Peak Hotel
      Complex
7.29  Approve Related-Party Transactions with For       For          Management
      DOAO Tsentrenergogaz Re: Agreement on
      Temporary Possession and Use of
      Building and Equipment
7.30  Approve Related-Party Transactions with For       For          Management
      OOO Gazpromtrans Re: Agreement on
      Temporary Possession and Use of
      Facilities of Surgutsky Condensate
      Stabilization Plant
7.31  Approve Related-Party Transactions with For       For          Management
      OOO Gazpromtrans Re: Agreement on
      Temporary Possession and Use of
      Methanol Tank Cars
7.32  Approve Related-Party Transactions with For       For          Management
      OAO Tsentrgaz Re: Agreement on
      Temporary Possession and Use of
      Preventative Clinic Facilities
7.33  Approve Related-Party Transactions with For       For          Management
      OAO Druzhba Re: Agreement on Temporary
      Possession and Use of Facilities of
      Druzhba Vacation Center
7.34  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Temporary Possession and Use of
      Gas-Using Equipment
7.35  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Agreement on
      Temporary Possession and Use of
      Non-Residential Premises
7.36  Approve Related-Party Transactions with For       For          Management
      OAO Salavatnefteorgsintez Re: Agreement
      on Temporary Possession and Use of Gas
      Pipeline
7.37  Approve Related-Party Transactions with For       For          Management
      OAO Vostokgazprom Re: Agreement on
      Temporary Possession and Use of Special
      Installation
7.38  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Export Re: Agreement on
      Temporary Possession and Use of Special
      Installation
7.39  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Neft Re: Agreement on
      Temporary Possession and Use of Special
      Installation
7.40  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Space Systems Re: Agreement
      on Temporary Possession and Use of ERP
      System
7.41  Approve Related-Party Transactions with For       For          Management
      ZAO Yamalgazinvest Re: Agreement on
      Temporary Possession and Use of ERP
      System
7.42  Approve Related-Party Transactions with For       For          Management
      ZAO Gaztelecom Re: Agreement on
      Temporary Possession and Use of
      Communication Facilities
7.43  Approve Related-Party Transactions with For       For          Management
      OOO TsentrCaspneftegaz Re: Agreement on
      Extension of Loans
7.44  Approve Related-Party Transactions with For       For          Management
      OAO Gazprombank Re: Guarantee
      Agreements to Customs Authorities
7.45  Approve Related-Party Transactions with For       For          Management
      OOO Mezhregiongaz Re: Agreement on
      Delivery of Gas
7.46  Approve Related-Party Transactions with For       For          Management
      OOO Mezhregiongaz Re: Agreement on Sale
      of Gas
7.47  Approve Related-Party Transactions with For       For          Management
      OOO Mezhregiongaz Re: Agreement on
      Accepting Gas Purchased from
      Independent Entities
7.48  Approve Related-Party Transactions with For       For          Management
      OOO Gazprom Export Re: Agreement on
      Sale of Liquid Hydrocarbons
7.49  Approve Related-Party Transactions OOO  For       For          Management
      Mezhregiongaz Re: Agreement on Gas
      Storage
7.50  Approve Related-Party Transactions with For       For          Management
      ZAO Northgas Re: Agreement on Delivery
      of Gas
7.51  Approve Related-Party Transactions with For       For          Management
      OAO Severneftegazprom Re: Agreement on
      Delivery of Gas
7.52  Approve Related-Party Transactions with For       For          Management
       ZAO Gazprom Neft Orenburg Re:
      Agreement on Delivery of Gas
7.53  Approve Related-Party Transactions with For       For          Management
      OAO SIBUR Holding Re: Agreement on
      Delivery of Gas
7.54  Approve Related-Party Transactions with For       For          Management
      OAO SIBUR Holding Re: Agreement on
      Purchase of Ethane Fraction
7.55  Approve Related-Party Transactions with For       For          Management
      OAO SIBUR Holding Re: Agreement on
      Processing of Ethane Fraction
7.56  Approve Related-Party Transactions with For       For          Management
      OAO SIBUR Holding Re: Agreement on
      Transportation of Gas
7.57  Approve Related-Party Transactions with For       For          Management
      OAO Tomskgazprom Re: Agreement on
      Transportation of Gas
7.58  Approve Related-Party Transactions with For       For          Management
      OO Mezhregiongaz Re: Agreement on
      Transportation of Gas
7.59  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Neft Re: Agreement on
      Transportation of Gas
7.60  Approve Related-Party Transactions with For       For          Management
      OAO NOVATEK Re: Agreement on
      Transportation of Gas
7.61  Approve Related-Party Transactions with For       For          Management
      OAO NOVATEK Re: Agreement on Arranging
      of Injection and Storage of Gas
7.62  Approve Related-Party Transactions with For       For          Management
      a/s Latvijas Gaze Re: Agreement on
      Purchase of Gas
7.63  Approve Related-Party Transactions with For       For          Management
      AB Lietuvos Dujos Re: Agreement on
      Purchase of Gas
7.64  Approve Related-Party Transactions with For       For          Management
      UAB Kauno Termofikacijos Elektrine Re:
      Agreement on Purchase of Gas
7.65  Approve Related-Party Transactions with For       For          Management
      MoldovaGaz SA Re: Agreement on Purchase
      of Gas
7.66  Approve Related-Party Transactions with For       For          Management
      MoldovaGaz SA Re: Agreement on
      Transportation of Gas
7.67  Approve Related-Party Transactions with For       For          Management
      KazRosGaz LLP Re: Agreement on Sale of
      Gas
7.68  Approve Related-Party Transactions with For       For          Management
      KazRosGaz LLP Re: Agreement on
      Transportation of Gas
7.69  Approve Related-Party Transactions with For       For          Management
      OAO Beltransgaz Re: Agreement on
      Purchase of Gas
7.70  Approve Related-Party Transactions with For       For          Management
      OOO Gazpromtrans Re: Agreement on
      Start-Up and Commissioning Work
7.71  Approve Related-Party Transactions with For       For          Management
      ZAO Gazprom Invest Yug Re: Agreement on
      Start-Up and Commissioning Work
7.72  Approve Related-Party Transactions with For       For          Management
      ZAO Yamalgazinvest Re: Agreement on
      Start-Up and Commissioning Work
7.73  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Space Systems Re: Agreement
      on Investment Projects
7.74  Approve Related-Party Transactions with For       For          Management
      ZAO Yamalgazinvest Re: Agreement on
      Investment Projects
7.75  Approve Related-Party Transactions with For       For          Management
      ZAO Gazprom Neft Orenburg Re: Agreement
      on Investment Projects
7.76  Approve Related-Party Transactions with For       For          Management
      ZAO Gazprom Invest Yug Re: Agreement on
      Investment Projects
7.77  Approve Related-Party Transactions with For       For          Management
      OOO Gazpromtrans Re: Agreement on
      Investment Projects
7.78  Approve Related-Party Transactions with For       For          Management
      ZAO Gaztelecom Re: Agreement on
      Investment Projects
7.79  Approve Related-Party Transactions with For       For          Management
      ZAO Federal Research and Production
      Center NefteGazAeroCosmos Re: Agreement
      on Investment Projects
7.80  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Property
      Insurance
7.81  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Life and
      Individual Property Insurance
7.82  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Insurance of
      Gazprom's Employees
7.83  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Provision of
      Medical Services to Gazprom's Employees
      and Their Families
7.84  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Insurance of
      Employees of OAO Gazprom
      Avtopredpriyatie
7.85  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Insurance of
      Property of Third Persons Representing
      OAO Gazprom
7.86  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Insurance of
      Transportation Vehicles
7.87  Approve Related-Party Transactions with For       For          Management
      OAO Sogaz Re: Agreement on Insurance to
      Board of Directors and Management Board
7.88  Approve Related-Party Transactions Re:  For       For          Management
      Agreeement on Arranging Stocktaking of
      Property
7.89  Approve Related-Party Transactions with For       For          Management
      DOAO Tsentrenergogaz Re: Agreement on
      Research Work for OAO Gazprom
7.90  Approve Related-Party Transactions with For       For          Management
      OAO Gazavtomatika Re: Agreement on
      Research Work for OAO Gazprom
7.91  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.92  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom


--------------------------------------------------------------------------------

GAZPROM OAO

Ticker:       OGZRY          Security ID:  368287207
Meeting Date: JUN 26, 2009   Meeting Type: Annual
Record Date:  MAY 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
7.93  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.94  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.95  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.96  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.97  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.98  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.99  Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz Re: Agreement on
      Research Work for OAO Gazprom
7.100 Approve Related-Party Transactions with For       For          Management
      OAO Gazprom Promgaz and OAO
      Gazavtomatika Re: Agreements on
      Implementation of Programs for
      Scientific and Technical Cooperation
7.101 Approve Related-Party Transactions Re:  For       For          Management
      Agreement on Using OAO Gazprom's
      Trademarks
8.1   Elect Andrey Akimov as Director         None      Against      Management
8.2   Elect Aleksandr Ananenkov as Director   For       Against      Management
8.3   Elect Burckhard Bergmann as Director    None      Against      Management
8.4   Elect Farit Gazizullin as Director      None      Against      Management
8.5   Elect Vladimir Gusakov as Director      None      Against      Management
8.6   Elect Viktor Zubkov as Director         None      Against      Management
8.7   Elect Yelena Karpel as Director         For       Against      Management
8.8   Elect Aleksey Makarov as Director       None      Against      Management
8.9   Elect Aleksey Miller as Director        For       Against      Management
8.10  Elect Valery Musin as Director          None      For          Management
8.11  Elect Elvira Nabiullina as Director     None      Against      Management
8.12  Elect Viktor Nikolayev as Director      None      Against      Management
8.13  Elect Yury Petrov as Director           None      Against      Management
8.14  Elect Mikhail Sereda as Director        For       Against      Management
8.15  Elect Robert Foresman as Director       None      Against      Management
8.16  Elect Vladimir Fortov as Director       None      Against      Management
8.17  Elect Sergey Shmatko as Director        None      Against      Management
8.18  Elect Igor Yusufov as Director          None      Against      Management
9.1   Elect Dmitry Arkhipov as Member of      For       For          Management
      Audit Commission
9.2   Elect Vadim Bikulov as Member of Audit  For       For          Management
      Commission
9.3   Elect Rafael Ishutin as Member of Audit For       For          Management
      Commission
9.4   Elect Andrey Kobzev as Member of Audit  For       For          Management
      Commission
9.5   Elect Nina Lobanova as Member of Audit  For       For          Management
      Commission
9.6   Elect Svetlana Mikhaylova as Member of  For       For          Management
      Audit Commission
9.7   Elect Yury Nosov as Member of Audit     For       Against      Management
      Commission
9.8   Elect Sergey Ozerov as Member of Audit  For       Against      Management
      Commission
9.9   Elect Mariya Tikhonova as Member of     For       Against      Management
      Audit Commission
9.10  Elect Olga Tulinova as Member of Audit  For       Against      Management
      Commission
9.11  Elect Yury Shubin as Member of Audit    For       Against      Management
      Commission


--------------------------------------------------------------------------------

GAZPROM OAO

Ticker:       OGZRY          Security ID:  368287207
Meeting Date: JUN 26, 2009   Meeting Type: Annual
Record Date:  MAY 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve The Annual Report Of Oao        For       For          Management
      Gazprom For 2008
2     Approve The Annual Accounting           For       For          Management
      Statements, Including The Profit and
      Loss Report Of The Company Based On The
      Results Of 2008
3     Approve The Distribution Of Profit Of   For       For          Management
      The Company Based On The Results Of
      2008
4     Approve The Amount Of, Time For And     For       For          Management
      Form Of Payment Of Annual Dividends On
      The Company's Shares That Have Been
      Proposed By The Board Of Directors Of
      The Company
5     Approve Closed Joint Stock Company      For       For          Management
      PricewaterhouseCoopers Audit as The
      Company's  External Auditor
6     Pay Remuneration To Members Of The      For       Against      Management
      Board Of Directors And Audit Commission
      Of The Company In The Amounts
      Recommended By The Board Of Directors
      Of The Company
7     Approve Related-Party Transaction       For       For          Management
8     Approve Related-Party Transaction       For       For          Management
9     Approve Related-Party Transaction       For       For          Management
10    Elect Arkhipov Dmitry Alexandrovich To  For       For          Management
      The Audit Commission of OAO Gazprom
11    Elect Bikulov Vadim Kasymovich To The   For       For          Management
      Audit Commission of OAO Gazprom
12    Elect Ishutin Rafael Vladimirovich To   For       For          Management
      The Audit Commission of OAO Gazprom
13    Elect Kobzev Andrey Nikolaevich To The  For       For          Management
      Audit Commission of OAO Gazprom
14    Elect Lobanova Nina Vladislavovna To    For       For          Management
      The Audit Commission of OAO  Gazprom
15    Elect Mikhailova Svetlana Sergeevna To  For       For          Management
      The Audit Commission of OAO Gazprom
16    Elect Nosov Yury Stanislavovich To The  For       Against      Management
      Audit Commission of OAO Gazprom
17    Elect Ozerov Sergey Mikhailovich To The For       Against      Management
      Audit Commission of OAO Gazprom
18    Elect Tikhonova Mariya Gennadievna To   For       Against      Management
      The Audit Commission of OAO Gazprom
19    Elect Tulinova Olga Alexandrovna To The For       Against      Management
      Audit Commission of OAO Gazprom
20    Elect Shubin Yury Ivanovich To The      For       Against      Management
      Audit Commission of OAO Gazprom


--------------------------------------------------------------------------------

HEMARAJ LAND & DEVELOPMENT PCL

Ticker:                      Security ID:  TH0303A10Z15
Meeting Date: APR 29, 2009   Meeting Type: Annual
Record Date:  MAR 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Accept 2008 Operating Results and       For       For          Management
      Directors' Report
3     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Allocation of Income and        For       For          Management
      Payment of Dividend of THB 0.07 per
      Share
5.1   Elect Thongchai Srisomburananont as     For       For          Management
      Director
5.2   Elect Pattama Horrungruang as Director  For       For          Management
5.3   Elect Vikit Horrungruang as Director    For       For          Management
6     Approve Remuneration of Directors       For       For          Management
7     Appoint Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
8     Other Business                          For       Against      Management


--------------------------------------------------------------------------------

HYUNDAI DEVELOPMENT CO.  (FRMRLY. HYUNDAI INDUSTRIAL HOUSING & INDUSTRIAL DEV.)

Ticker:       12630          Security ID:  KR7012630000
Meeting Date: MAR 20, 2009   Meeting Type: Annual
Record Date:  DEC 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Appropriation of Income and     For       For          Management
      Dividend of KRW 500 per Share
2     Amend Articles of Incorporation         For       Against      Management
      regarding Business Objectives,
      Preemptive Rights, Public Offerings,
      Stock Options, Public Notice for
      Shareholder Meeting, Nomination of
      Directors, Audit Committee, Share
      Cancellation, and Interim Dividend
3     Elect Two Inside Directors and Two      For       For          Management
      Outside Directors
4     Elect Two Ouside Directors who will     For       For          Management
      also Serve as Members of Audit
      Committee
5     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Directors


--------------------------------------------------------------------------------

KASIKORNBANK PCL

Ticker:       KBANK          Security ID:  TH0016010017
Meeting Date: APR 3, 2009    Meeting Type: Annual
Record Date:  MAR 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Accept Directors' Report                For       For          Management
3     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Allocation of Income for Legal  For       For          Management
      Reserves and Payment of Dividend of THB
      2.00 Per Share
5.1   Elect Somchai Bulsook as Director       For       For          Management
5.2   Elect Sujitpan Lamsam as Director       For       For          Management
5.3   Elect Khunying Suchada Kiranandana as   For       For          Management
      Director
5.4   Elect Abhijai Chandrasen as Director    For       For          Management
5.5   Elect Hiroshi Ota as Director           For       For          Management
6     Elect Sobson Ketsuwan as New Director   For       For          Management
7     Approve Remuneration of Directors       For       For          Management
8     Approve KPMG Phoomchai Audit Ltd as     For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
9     Amend Articles of Association Re:       For       For          Management
      Transfer of Shares and Additional
      Provisions
10    Amend the Terms of the Debentures       For       For          Management
      Approved at the AGM Held on April 8,
      2005 Re: Increase in Total Issue Size
      from Not Exceeding $3 Billion to Not
      Exceeding THB 170 Billion
11    Approve Acquisition of 19.2 Million     For       For          Management
      Shares in Muangthai Fortis Holding Co
      Ltd for a Total Consideration of Not
      More Than THB 7.24 Billion
12    Other Business                          For       Against      Management


--------------------------------------------------------------------------------

KIATNAKIN BANK PUBLIC CO LTD (FORMERLY KIATNAKIN FINANCE PCL

Ticker:       KK             Security ID:  TH0121010019
Meeting Date: APR 21, 2009   Meeting Type: Annual
Record Date:  MAR 26, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Accept 2008 Activities                  For       For          Management
3     Accept Financial Statements             For       For          Management
4     Approve Allocation of Income and        For       For          Management
      Dividend of THB 1.75 Per Share
5.1   Elect Pichai Dachanapirom as Director   For       For          Management
5.2   Elect Manop Bongsadadt as Director      For       For          Management
5.3   Elect Tarnin Chirasoontorn as Director  For       For          Management
6     Approve Remuneration of Directors       For       For          Management
7     Approve Deloitte Touche Tohmatsu Jaiyos For       For          Management
      Audit Co., Ltd. as Auditors and
      Authorize Board to Fix Their
      Remuneration
8     Amend Authority to Issue Debentures Not For       For          Management
      Exceeding THB 30 Billion Re: Types of
      Debentures
9     Other Business                          For       Against      Management


--------------------------------------------------------------------------------

LAND & HOUSES PUBLIC CO. LTD.

Ticker:       LH             Security ID:  TH0143010Z16
Meeting Date: APR 28, 2009   Meeting Type: Annual
Record Date:  APR 7, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Accept 2008 Operating Results Report    For       For          Management
3     Accept Financial Statements             For       For          Management
4     Approve Allocation of Income for Legal  For       For          Management
      Reserve and Dividend of THB 0.27 Per
      Share
5.1   Elect Naporn Soonthornchitcharoen as    For       For          Management
      Director
5.2   Elect Adisorn Thananan-narapool as      For       For          Management
      Director
5.3   Elect Pratip Wongninund as Director     For       For          Management
5.4   Elect Soong Hee Sang as Director        For       For          Management
6     Approve Remuneration of Directors       For       For          Management
7     Approve Ernst & Young as Auditors and   For       For          Management
      Authorize Board to Fix Their
      Remuneration
8     Authorize Issuance of Debentures Not    For       For          Management
      Exceeding THB 10 Billion
9     Other Business                          For       Against      Management


--------------------------------------------------------------------------------

LUKOIL OAO

Ticker:       LUKOY          Security ID:  677862104
Meeting Date: JUN 25, 2009   Meeting Type: Annual
Record Date:  MAY 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Annual Report, Financial        For       For          Management
      Statements, and Allocation of Income,
      Including Dividends of RUB 50 per Share
2.1   Elect Vagit Alekperov as Director       None      Against      Management
2.2   Elect Igor Belikov as Director          None      For          Management
2.3   Elect Viktor Blazheyev as Director      None      Against      Management
2.4   Elect Donald Evert Wallette as Director None      Against      Management
2.5   Elect Valery Grayfer as Director        None      Against      Management
2.6   Elect German Gref as Director           None      Against      Management
2.7   Elect Igor Ivanov as Director           None      Against      Management
2.8   Elect Ravil Maganov as Director         None      Against      Management
2.9   Elect Richard Matzke as Director        None      Against      Management
2.10  Elect Sergey Mikhaylov as Director      None      For          Management
2.11  Elect Nikolay Tsvetkov as Director      None      Against      Management
2.12  Elect Aleksandr Shokhin as Director     None      For          Management
3.1   Elect Lyubov Ivanova as Member of Audit For       For          Management
      Commission
3.2   Elect Pavel Kondratyev as Member of     For       For          Management
      Audit Commission
3.3   Elect Vladimir Nikitenko as Member of   For       For          Management
      Audit Commission
4.1   Approve Disbursement of Remuneration to For       For          Management
      Directors and Members of Audit
      Commission
4.2   Approve Remuneration of Directors and   For       For          Management
      Members of Audit Commission at Levels
      Approved at June 26, 2008, AGM
5     Ratify ZAO KPMG as Auditor              For       For          Management
6     Amend Regulations on General Meetings   For       For          Management
7     Approve Related-Party Transaction with  For       For          Management
      OAO Kapital Strakhovanie Re: Liability
      Insurance for Directors, Officers, and
      Corporations


--------------------------------------------------------------------------------

LUKOIL OAO

Ticker:       LUKOY          Security ID:  US6778621044
Meeting Date: JUN 25, 2009   Meeting Type: Annual
Record Date:  MAY 8, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Annual Report, Financial        For       For          Management
      Statements, and Allocation of Income,
      Including Dividends of RUB 50 per Share
2.1   Elect Vagit Alekperov as Director       None      Against      Management
2.2   Elect Igor Belikov as Director          None      For          Management
2.3   Elect Viktor Blazheyev as Director      None      Against      Management
2.4   Elect Donald Evert Wallette as Director None      Against      Management
2.5   Elect Valery Grayfer as Director        None      Against      Management
2.6   Elect German Gref as Director           None      Against      Management
2.7   Elect Igor Ivanov as Director           None      Against      Management
2.8   Elect Ravil Maganov as Director         None      Against      Management
2.9   Elect Richard Matzke as Director        None      Against      Management
2.10  Elect Sergey Mikhaylov as Director      None      For          Management
2.11  Elect Nikolay Tsvetkov as Director      None      Against      Management
2.12  Elect Aleksandr Shokhin as Director     None      For          Management
3.1   Elect Lyubov Ivanova as Member of Audit For       For          Management
      Commission
3.2   Elect Pavel Kondratyev as Member of     For       For          Management
      Audit Commission
3.3   Elect Vladimir Nikitenko as Member of   For       For          Management
      Audit Commission
4.1   Approve Disbursement of Remuneration to For       For          Management
      Directors and Members of Audit
      Commission
4.2   Approve Remuneration of Directors and   For       For          Management
      Members of Audit Commission at Levels
      Approved at June 26, 2008, AGM
5     Ratify ZAO KPMG as Auditor              For       For          Management
6     Amend Regulations on General Meetings   For       For          Management
7     Approve Related-Party Transaction with  For       For          Management
      OAO Kapital Strakhovanie Re: Liability
      Insurance for Directors, Officers, and
      Corporations


--------------------------------------------------------------------------------

MCB BANK (FRMLY MUSLIM COMMERCIAL BANK)

Ticker:       MCB            Security ID:  PK0055601014
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of the Annual General   For       For          Management
      Meeting Held on March 28, 2008
2     Accept Final and Consolidated Financial For       For          Management
      Statements and Statutory Reports of MCB
      Bank Limited and its Subsidiaries for
      Fiscal Year Ended Dec. 31, 2008;
      Approve 'Post Facto' Approval of
      Remuneration of Chairman in the Amount
      of PKR 1.524 Million
3     Approve Dividend at 10 Percent Bonus    For       For          Management
      Shares and 25 Percent Final Cash
      Dividend
4     Approve Charitable Donations            For       Against      Management
5     Appoint Auditors KPMG Taseer Hadi &     For       For          Management
      Co., Chartered Accountants., Chartered
      Accountants and Fix their Remuneration
6.1   Re-elect Mian Mohammed Mansha as        For       For          Management
      Director
6.2   Re-elect S.M. Muneer as Director        For       For          Management
6.3   Re-elect Tariq Rafi as Director         For       For          Management
6.4   Re-elect Shahzad Saleem as Director     For       For          Management
6.5   Re-elect Sarmad Amin as Director        For       For          Management
6.6   Re-elect Dr Muhammad Yaqub as Director  For       For          Management
6.7   Re-elect Mian Raza Mansha as Director   For       For          Management
6.8   Re-elect Dato' Mohammed Hussein as      For       For          Management
      Director
6.9   Re-elect Aftab Ahmad Khan as Director   For       For          Management
7a    Approve Investment Advisory Agreement   For       Against      Management
      Launched by MCB Asset Management
      Company Limited Amounting to PKR 250
      Million in MCB Dynamic Cash Fund, PKR
      250 Million in MCB Dynamic Stock Funad,
      and PKR 100 Million in MCB Dynamic
      Allocation Fund
7b    Aprove Remuneration of Non-Resident     For       For          Management
      Directors Amounting to USD 7,500 Per
      Meeting for Attending Board Meetings
      Instead of PKR 30,000 Per Board Meeting
      as Being Paid to Resident Directors;
      Amend Article 94 of the Bylaws
      Accordingly.
8     Other Business                          For       Against      Management


--------------------------------------------------------------------------------

MEDIATEK INC.

Ticker:       2454           Security ID:  TW0002454006
Meeting Date: JUN 10, 2009   Meeting Type: Annual
Record Date:  APR 10, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve 2008 Allocation of Income and   For       For          Management
      Dividends
3     Approve Capitalization of 2008          For       For          Management
      Dividends and Employee Profit Sharing,
4     Approve Amendment on the Procedures for For       For          Management
      Loans to Other Parties and Procedures
      on Endorsement and Guarantee
5     Amend Procedures Governing the          For       For          Management
      Acquisition or Disposal of Assets
6.1   Elect Ming-kai Tsai (Shareholder ID     For       For          Management
      Number: 1) as Director
6.2   Elect Jyh-jer Cho (Shareholder ID       For       For          Management
      Number: 2) as Director
6.3   Elect Ching-jiang Hsieh (Shareholder ID For       For          Management
      Number: 11) as Director
6.4   Elect National Taiwan University        For       For          Management
      (Shareholder ID Number: 23053) as
      Director
6.5   Elect National Chiao Tung University    For       For          Management
      (Shareholder ID Number: 23286) as
      Director
6.6   Elect National Tsing Hua University     For       For          Management
      (Shareholder ID Number: 48657) as
      Supervisor
6.7   Elect National Cheng Kung University    For       For          Management
      (Shareholder ID Number: 76347) as
      Supervisor
6.8   Elect MediaTek Capital Corp.            For       For          Management
      (Shareholder ID Number: 2471) as
      Supervisor
7     Approve Release of Restrictions of      For       For          Management
      Competitive Activities of Directors
8     Transact Other Business (Non-Voting)    None      None         Management


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MMC NORILSK NICKEL

Ticker:       GMKN           Security ID:  RU0007288411
Meeting Date: DEC 26, 2008   Meeting Type: Special
Record Date:  OCT 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Shareholder Proposal: Approve Early     For       For          Shareholder
      Termination of Powers of Board of
      Directors
2.1   Shareholder Proposal: Elect Guerman     None      Against      Shareholder
      Aliev as Director
2.2   Shareholder Proposal: Elect Dmitry      None      Against      Shareholder
      Afanasyev as Director
2.3   Shareholder Proposal: Elect Sergey      None      Against      Shareholder
      Batekhin as Director
2.4   Shareholder Proposal: Elect  Tye Burt   None      Against      Shareholder
      as Director
2.5   Shareholder Proposal: Elect Andrey      None      Against      Shareholder
      Bugrov as Director
2.6   Shareholder Proposal: Elect Alexander   None      Against      Shareholder
      Bulygin as Director
2.7   Shareholder Proposal: Elect Alexander   None      Against      Shareholder
      Voloshin as Director
2.8   Shareholder Proposal: Elect James       None      For          Shareholder
      Goodwin as Director
2.9   Shareholder Proposal: Elect Guy De      None      Against      Shareholder
      Selliers as Director
2.10  Shareholder Proposal: Elect Luca        None      Against      Shareholder
      Cordero di Motezemolo as Director
2.11  Shareholder Proposal: Elect Andrey      None      Against      Shareholder
      Klishas as Director
2.12  Shareholder Proposal: Elect Valery      None      Against      Shareholder
      Matvienko as Director
2.13  Shareholder Proposal: Elect Brad Mills  For       For          Shareholder
      as Director
2.14  Shareholder Proposal: Elect Ardavan     None      Against      Shareholder
      Farhad Moshiri as Director
2.15  Shareholder Proposal: Elect Alexander   None      Against      Shareholder
      Polevoy as Director
2.16  Shareholder Proposal: Elect Mikhail     None      Against      Shareholder
      Prokhorov as Director
2.17  Shareholder Proposal: Elect Maxim Sokov None      Against      Shareholder
      as Director
2.18  Shareholder Proposal: Elect Vladislav   None      Against      Shareholder
      Soloviev as Director
2.19  Shareholder Proposal: Elect Vladimir    None      Against      Shareholder
      Strzhalkovsky as Director
2.20  Shareholder Proposal: Elect Sergey      None      Against      Shareholder
      Chemezov as Director
2.21  Shareholder Proposal: Elect Anton       None      Against      Shareholder
      Cherny as Director
2.22  Shareholder Proposal: Elect Gerard      For       For          Shareholder
      Holden as Director
2.23  Shareholder Proposal: Elect Heinz       None      Against      Shareholder
      Schimmelbusch as Director


--------------------------------------------------------------------------------

MMC NORILSK NICKEL

Ticker:                      Security ID:  RU0007288411
Meeting Date: JUN 30, 2009   Meeting Type: Annual
Record Date:  MAY 26, 2009

#     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 Omission of Dividends           For       For          Management
5.1   Elect Guerman Aliev as Director         Against   Against      Management
5.2   Elect Sergey Batekhin as Director       Against   Against      Management
5.3   Elect Andrey Bugrov as Director         Against   Against      Management
5.4   Elect Aleksandr Voloshin as Director    Against   Against      Management
5.5   Elect Andrey Klishas as Director        Against   Against      Management
5.6   Elect Valery Lukyanenko as Director     Against   Against      Management
5.7   Elect Aleksandr Polevoy as Director     Against   Against      Management
5.8   Elect Anton Cherny as Director          Against   Against      Management
5.9   Elect Brad Mills as Director            For       For          Management
5.10  Elect Gerard Holden as Director         For       For          Management
5.11  Elect Vasily Titov as Director          Against   Against      Management
5.12  Elect Vladimir Strzhalkovsky as         Against   Against      Management
      Director
5.13  Elect Dmitry Afansiev as Director       Against   Against      Management
5.14  Elect Anatoly Ballo as Director         Against   Against      Management
5.15  Elect Aleksadr Bulygin as Director      Against   Against      Management
5.16  Elect Artem Volynets as Director        Against   Against      Management
5.17  Elect Vadim Geraskin as Director        Against   Against      Management
5.18  Elect Maxim Goldman as Director         Against   Against      Management
5.19  Elect Dmitry Razumov as Director        Against   Against      Management
5.20  Elect Maksim Sokov as Director          Against   Against      Management
5.21  Elect Vladislav Soloviev as Director    Against   Against      Management
5.22  Elect Igor Komarov as Director          Against   Against      Management
5.23  Elect Ardavan Moshiri as Director       Against   Against      Management
6.1   Elect Natalia Gololobova as Member of   For       For          Management
      Audit Commission
6.2   Elect Aleksey Kargachov as Member of    For       For          Management
      Audit Commission
6.3   Elect Natalia Panphil as Member of      For       For          Management
      Audit Commission
6.4   Elect Dmitry Pershinkov as Member of    For       For          Management
      Audit Commission
6.5   Elect Tamara Sirotkina as Member of     For       For          Management
      Audit Commission
7     Ratify Rosexpertiza LLC as Auditor      For       For          Management
8     Approve New Edition of Charter          For       For          Management
9     Approve New Edition of Regulations on   For       For          Management
      Board of Directors
10    Approve Regulations on Management       For       For          Management
11.1  Approve Remuneration of Independent     For       Against      Management
      Directors
11.2  Approve Stock Option Plan for           For       Against      Management
      Independent Directors
12    Approve Value of Assets Subject to      For       For          Management
      Compensation of Expenses Agreements
      with Directors and Executives
13    Approve Related-Party Transactions Re:  For       For          Management
      Compensation of Expenses Agreements
      with Directors and Executives
14    Approve Price of Liability Insurance    For       For          Management
      for Directors and Executives
15    Approve Related-Party Transactions Re:  For       For          Management
      Liability Insurance for Directors and
      Executives


--------------------------------------------------------------------------------

MOL HUNGARIAN OIL AND GAS PLC.(FORMERLY MOL MAGYAR OLAY-ES

Ticker:                      Security ID:  HU0000068952
Meeting Date: APR 23, 2009   Meeting Type: Annual
Record Date:  APR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Receive Board of Directors Report on    None      Did Not Vote Management
      Company's 2008 Business Operations;
      Receive Financial Statements and
      Consolidated Financial Statements;
      Receive Proposal on Allocation of 2008
      Income
1.2   Receive Auditor's Report on 2008        None      Did Not Vote Management
      Financial Statements
1.3   Receive Supervisory Board Report on     None      Did Not Vote Management
      2008 Financial Statements and on
      Allocation of Income Proposal
1.4a  Approve Financial Statements and        For       Did Not Vote Management
      Statutory Reports; Approve Consolidated
      Financial Statements and Statutory
      Reports
1.4b  Approve Allocation of Income and        For       Did Not Vote Management
      Omission of Dividends
1.5   Approve Corporate Governance Statement  For       Did Not Vote Management
2     Ratify Ernst & Young Konyvvizsgalo Kft. For       Did Not Vote Management
      as Auditor; Approve Auditor's 2009
      Remuneration
3     Approve Discharge of Members of Board   For       Did Not Vote Management
      of Directors
4     Authorize Share Repurchase Program      For       Did Not Vote Management
5.1   Reelect Sandor Csanyi as Member of      For       Did Not Vote Management
      Board of Directors for Term of Office
      Commencing on April 29, 2009 and Ending
      on April 29, 2014
5.2   Reelect Miklos Dobak as Member of Board For       Did Not Vote Management
      of Directors for Term of Office
      Commencing on April 29, 2009 and Ending
      on April 29, 2014
6.1   Recall Janos Major (Employee            For       Did Not Vote Management
      Representative) from Supervisory Board
      Effective May 1, 2009
6.2   Elect Jozsef Kohan as New Employee      For       Did Not Vote Management
      Representative on Supervisory Board for
      Term of Office Commencing on May 1,
      2009 and Ending on Oct. 11, 2012
7     Amend Regulations on Supervisory Board  For       Did Not Vote Management
8     Approve Terms and Framework of          For       Did Not Vote Management
      Long-term Incentive Scheme for Senior
      Employees
9.1   Amend Articles of Association Re:       For       Did Not Vote Management
      Eliminate Ownership References with
      Respect to Series B Share
9.2   Amend Articles of Association Re:       For       Did Not Vote Management
      Access to Share Register
9.3   Amend Articles of Association Re:       For       Did Not Vote Management
      Shareholder Identification
9.4   Amend Articles of Association Re:       For       Did Not Vote Management
      Voting Right Cap
9.5   Amend Articles of Association Re:       For       Did Not Vote Management
      General Meeting Competence to Authorize
      Board of Directors to Increase Share
      Capital
9.6   Amend Articles of Association Re:       For       Did Not Vote Management
      General Meeting Competence to Authorize
      Board of Directors to Increase Share
      Capital
9.7   Amend Articles of Association Re: Share For       Did Not Vote Management
      Conversion
9.8   Amend Articles of Association Re:       For       Did Not Vote Management
      General Meeting Authority to Accept
      Public Purchase Offer Regarding
      Treasury Shares
9.9   Amend Articles of Association Re: Share For       Did Not Vote Management
      Dematerialization
9.10  Amend Articles of Association Re: Adopt For       Did Not Vote Management
      Supermajority Vote Requirement for
      Removal of Directors; Remove
      Supermajority Vote Requirement for
      Capital Increases
9.11  Amend Articles of Association Re:       For       Did Not Vote Management
      Extend Scope of Rights Attached to
      Series B Share
9.12  Amend Articles of Association Re:       For       Did Not Vote Management
      Registered Shares
9.13  Amend Articles of Association Re:       For       Did Not Vote Management
      General Meeting Competence to Authorize
      Board of Directors to Increase Share
      Capital
9.14  Amend Articles of Association Re:       For       Did Not Vote Management
      Dismissal of Members of Board of
      Directors
9.15  Amend Articles of Association Re: Size  For       Did Not Vote Management
      of Board of Directors
9.16  Receive Approval from Holders of Series For       Did Not Vote Management
      A Shares to Amend Board of Directors
      Authorization to Increase Share Capital
9.17  Amend Articles of Association Re: Board For       Did Not Vote Management
      of Directors Authorization to Increase
      Share Capital
9.18  Amend Articles of Association Re:       For       Did Not Vote Management
      Cancel Board of Directors Authorization
      to Issue Convertible Bonds
9.19  Amend Articles of Association Re:       For       Did Not Vote Management
      Supervisory Board Approval to Conclude
      Contract Between Company and
      Shareholder Controlling At Least 10
      Percent of Voting Rights at Company
9.20  Amend Articles of Association Re:       For       Did Not Vote Management
      Company Termination
10    Receive Report of Auditors Appointed    For       Did Not Vote Management
      Based on April 23, 2008, AGM,
      Resolutions re: OMV Clearing und
      Treasury GmbH's Shareholder Proposal


--------------------------------------------------------------------------------

NATIONAL ALUMINIUM COMPANY LTD

Ticker:       NACL           Security ID:  INE139A01026
Meeting Date: SEP 20, 2008   Meeting Type: Annual
Record Date:  SEP 3, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend of INR 1.50 Per  For       For          Management
      Share
3     Reappoint V.K. Thakral as Director      For       For          Management
4     Reappoint P.K. Routray as Director      For       For          Management
5     Appoint A. Sahay as Director            For       For          Management
6     Appoint S.S. Sohoni as Director         For       For          Management
7     Appoint K.S. Raju as Director           For       For          Management
8     Appoint J. Varghese as Director         For       For          Management
9     Appoint S.V. Kumar as Director          For       For          Management
10    Appoint S.B. Mishra as Director         For       For          Management
11    Appoint N.R. Mohanty as Director        For       For          Management
12    Appoint J. Mukhopadhyay as Director     For       For          Management
13    Appoint R.K. Sharma as Director         For       For          Management
14    Appoint S. Ram as Director              For       For          Management


--------------------------------------------------------------------------------

NEOPHARM CO.

Ticker:                      Security ID:  KR7092730001
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:  DEC 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Appropriation of Income and     For       For          Management
      Dividend of KRW 125 per Share
2     Elect Inside Director                   For       For          Management
3     Appoint Internal Auditor                For       For          Management
4     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Director
5     Authorize Board to Fix Remuneration of  For       For          Management
      Internal Auditor


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OIL & NATURAL GAS CORPORATION LTD.

Ticker:       500312         Security ID:  INE213A01011
Meeting Date: SEP 19, 2008   Meeting Type: Annual
Record Date:  SEP 5, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Confirm Interim Dividend of INR 18.00   For       For          Management
      Per Share and Approve Final Dividend of
      INR 14.00 Per Share
3     Reappoint R.K. Pachauri as Director     For       For          Management
4     Reappoint B.H. Dholakia as Director     For       For          Management
5     Reappoint P.K. Choudhury as Director    For       For          Management
6     Reappoint V.P. Singh as Director        For       For          Management
7     Authorize Board to Fix Remuneration of  For       For          Management
      Auditors
8     Appoint D.K. Sarraf as Director         For       For          Management


--------------------------------------------------------------------------------

OMV AG

Ticker:       OMV            Security ID:  AT0000743059
Meeting Date: MAY 13, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports (Non-Voting)
2     Approve Allocation of Income            For       For          Management
3     Authorize Share Repurchase Program and  For       For          Management
      Reissuance or Cancellation of
      Repurchased Shares
4     Approve Issuance of Convertible Bonds   For       Against      Management
      and/or Bonds with Warrants Attached
      without Preemptive Rights; Approve
      Creation of EUR 77.9 Million Pool of
      Capital to Guarantee Conversion Rights
5     Amend Articles Re: Official Languages   For       For          Management
      for Communication
6     Ratify Auditors                         For       Against      Management
7     Approve Discharge of Management and     For       For          Management
      Supervisory Board
8     Approve Remuneration of Supervisory     For       For          Management
      Board Members
9     Elect Supervisory Board Members         For       Against      Management
      (Bundled)


--------------------------------------------------------------------------------

PETROCHINA COMPANY LIMITED

Ticker:                      Security ID:  CNE1000003W8
Meeting Date: JUL 31, 2008   Meeting Type: Special
Record Date:  JUN 30, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Issuance of Domestic Corporate  For       For          Management
      Bonds in Principal Amount Not Exceeding
      RMB 60.0 Billion


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PETROCHINA COMPANY LIMITED

Ticker:                      Security ID:  CNE1000003W8
Meeting Date: OCT 21, 2008   Meeting Type: Special
Record Date:  SEP 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve New Comprehensive Agreement and For       Against      Management
      Revised Non-Exempt Annual Caps
2     Approve Supplemental Agreement to the   For       For          Management
      CRMSC Products and Services Agreement
      and Related Annual Caps


--------------------------------------------------------------------------------

PETROCHINA COMPANY LIMITED

Ticker:                      Security ID:  CNE1000003W8
Meeting Date: MAY 12, 2009   Meeting Type: Annual
Record Date:  APR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Report of the Board of Directors For       For          Management
2     Accept Report of the Supervisory        For       For          Management
      Committee
3     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Final Dividends                 For       For          Management
5     Approve Distribution of Interim         For       For          Management
      Dividends for the Year 2009
6     Reappoint PricewaterhouseCoopers,       For       For          Management
      Certified Public Accountants, and
      PricewaterhouseCoopers Zhong Tian CPAs
      Co. Ltd., Certified Public Accountants,
      as International and Domestic Auditors,
      Respectively, and Authorize Board to
      Fix Their Remuneration
7     Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights
8     Approve Issuance of Debt Financing      For       For          Management
      Instruments in the Aggregate Principal
      Amount of Up to RMB 100 Billion
9     Elect Wang Daocheng as Independent      None      For          Shareholder
      Supervisor


--------------------------------------------------------------------------------

PETROLEO BRASILEIRO

Ticker:       PBR.A          Security ID:  71654V101
Meeting Date: APR 8, 2009    Meeting Type: Annual
Record Date:  MAR 23, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect  Director                         For       Against      Management
2     Elect Fiscal Council Members and        For       Against      Management
      Alternates


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PT ASTRA INTERNATIONAL TBK.

Ticker:       ASII           Security ID:  ID1000057607
Meeting Date: MAY 27, 2009   Meeting Type: Annual
Record Date:  MAY 11, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Annual Report and Financial      For       For          Management
      Statements
2     Approve Allocation of Income            For       For          Management
3     Approve Remuneration of Directors and   For       For          Management
      Commissioners
4     Appoint Auditors                        For       For          Management


--------------------------------------------------------------------------------

PT BANK CENTRAL ASIA TBK

Ticker:       BBCA           Security ID:  ID1000109507
Meeting Date: DEC 18, 2008   Meeting Type: Special
Record Date:  DEC 2, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Acquisition of PT Bank UIB      For       For          Management
2     Amend Articles of Association Re:       For       For          Management
      Bapepam Rule No. IX.J.1


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PT BANK CENTRAL ASIA TBK

Ticker:       BBCA           Security ID:  ID1000109507
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  APR 30, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Annual Report, Financial        For       For          Management
      Statements, Commissioners' Report, and
      Discharge of Directors and
      Commissioners
2     Approve Allocation of Income            For       For          Management
3     Elect Directors and Commissioners       For       Against      Management
4     Approve Remuneration of Directors and   For       For          Management
      Commissioners
5     Appoint Auditors                        For       For          Management
6     Approve Payment of Interim Dividends    For       For          Management


--------------------------------------------------------------------------------

PTT EXPLORATION & PRODUCTION PCL

Ticker:       PTTEP/F        Security ID:  TH0355A10Z12
Meeting Date: MAR 31, 2009   Meeting Type: Annual
Record Date:  FEB 16, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Acknowledge 2008 Performance Result and For       For          Management
      2009 Work Plan
2     Accept 2008 Financial Statements        For       For          Management
3     Approve Dividend of THB 5.42 Per Share  For       For          Management
4     Approve Office of the Auditor General   For       For          Management
      of Thailand as Auditors and Authorize
      Board to Fix Their Remuneration
5.1   Elect Pala Sookawesh as Director        For       For          Management
5.2   Elect Bhusana Premanode as Director     For       For          Management
5.3   Elect Anon Sirisaengtaksin as Director  For       For          Management
5.4   Elect Sirinuj Bisonyabut as Director    For       For          Management
5.5   Elect Rathakit Manathat as Director     For       For          Management
6     Approve Remuneration of Directors and   For       For          Management
      Sub-Committees
7     Amend Clause 9 of the Articles of       For       For          Management
      Association
8     Authorize Issuance of Debentures Not    For       For          Management
      Exceeding THB 50 Billion or its
      Equivalent in Other Currency
9     Other Business                          For       Against      Management


--------------------------------------------------------------------------------

PTT PUBLIC CO LTD

Ticker:                      Security ID:  TH0646010015
Meeting Date: APR 10, 2009   Meeting Type: Annual
Record Date:  MAR 9, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Accept 2008 Operating Results,          For       For          Management
      Financial Statements, and Statutory
      Reports
3     Approve 2008 Net Profit Allocation Plan For       For          Management
      and 2008 Dividend Policy
4     Approve Office of the Auditor General   For       For          Management
      as Auditors and Authorize Board to Fix
      Their Remuneration
5     Approve Remuneration of Directors       For       For          Management
6a    Elect Norkun Sitthiphong as Director    For       For          Management
6b    Elect Prasert Bunsumpun as Director     For       For          Management
6c    Elect Watcharakiti Watcharothai as      For       For          Management
      Director
6d    Elect Suraphol Nitikraipot as Director  For       For          Management
6e    Elect Surachai Phuprasert as Director   For       For          Management
7     Amend Articles of Association Re:       For       For          Management
      Repurchase Clause, Powers of Directors,
      and Connected Transactions
8     Approve Five-Year External Fund Raising For       For          Management
      Plan of up to THB 65 Billion
9     Report Company's Related Supreme        For       For          Management
      Administrative Court's Decisions
      Compliances
10    Other Business                          For       Against      Management


--------------------------------------------------------------------------------

SESA GOA LTD.

Ticker:                      Security ID:  INE205A01017
Meeting Date: JUL 23, 2008   Meeting Type: Annual
Record Date:  JUL 15, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend of INR 30.00 Per For       For          Management
      Share
3     Reappoint S.D. Kulkarni as Director     For       For          Management
4     Reappoint G.D. Kamat as Director        For       For          Management
5     Approve Deloitte Haskins & Sells as     For       For          Management
      Auditors in Place of Retiring Auditors,
      S.J. Thaly & Co., and Authorize Board
      to Fix Their Remuneration
6     Approve Revision of Remuneration of     For       For          Management
      P.K. Mukherjee, Managing Director
7     Appoint K.K. Kaura as Director          For       For          Management
8     Appoint D.D. Jalan as Director          For       For          Management
9     Appoint A. Joshi as Director            For       For          Management


--------------------------------------------------------------------------------

SESA GOA LTD.

Ticker:                      Security ID:  INE205A01025
Meeting Date: NOV 10, 2008   Meeting Type: Special
Record Date:  SEP 19, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Object Clause III of the          For       For          Management
      Memorandum of Association
2     Approve Commencement of Business as     For       For          Management
      Specified in Sub-Clause 8D of Clause
      III of the Memorandum of Association


--------------------------------------------------------------------------------

SHENZHEN CHIWAN WHARF HOLDINGS LTD.

Ticker:                      Security ID:  CNE0000007C3
Meeting Date: MAY 22, 2009   Meeting Type: Annual
Record Date:  MAY 13, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve 2008 Directors' Report          For       For          Management
2     Approve 2008 Supervisors' Report        For       For          Management
3     Approve 2008 Financial Statements       For       For          Management
4     Approve 2008 Allocation of Income and   For       For          Management
      Dividends
5     Approve to Appoint Company's 2009 Audit For       For          Management
      Firm
6     Amend Articles of Association           For       For          Management
7     Approve Report on the Formulation and   For       For          Management
      Implementation of the Share Incentive
      Plan


--------------------------------------------------------------------------------

SIAM CEMENT PUBLIC CO. LTD., THE

Ticker:       SCC            Security ID:  TH0003010Z12
Meeting Date: MAR 25, 2009   Meeting Type: Annual
Record Date:  FEB 25, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Minutes of Previous AGM         For       For          Management
2     Acknowledge 2008 Annual Report          For       For          Management
3     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Allocation of Income            For       For          Management
5.1   Elect Snoh Unakul as Director           For       For          Management
5.2   Elect Panas Simasathien as Director     For       For          Management
5.3   Elect Arsa Sarasin as Director          For       For          Management
5.4   Elect Chumpol NaLamlieng as Director    For       For          Management
6     Approve KPMG Phoomchai Audit as         For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
7     Approve the Indemnification of          For       For          Management
      Directors
8     Approve Remuneration of Directors and   For       For          Management
      Sub-Committees


--------------------------------------------------------------------------------

SK ENERGY CO., LTD.

Ticker:       96770          Security ID:  KR7096770003
Meeting Date: MAR 13, 2009   Meeting Type: Annual
Record Date:  DEC 31, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Appropriation of Income and     For       For          Management
      Dividend of KRW 2,100 per Common Share
2.1   Elect Gu Ja-Young as Inside Director    For       For          Management
2.2   Elect Lee Hun-Kyu and Choi Myung-Hae as For       For          Management
      Outside Directors
3     Approve Total Remuneration of Inside    For       For          Management
      Directors and Outside Directors


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TATA CONSULTANCY SERVICES LTD.

Ticker:       TCS            Security ID:  INE467B01029
Meeting Date: JUN 12, 2009   Meeting Type: Special
Record Date:  MAY 1, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Increase in Authorized Share    For       For          Management
      Capital to INR 3.25 Billion Divided
      into 2.25 Billion Equity Shares of INR
      1.00 Each and 1 Billion Redeemable
      Preference Shares of INR 1.00 Each by
      the Creation of 1.05 Billion Equity
      Shares of INR 1.00 Each
2     Amend Article 3 of the Articles of      For       For          Management
      Association to Reflect Increase in
      Authorized Share Capital
3     Authorize Capitalization of up to INR   For       For          Management
      979 Million from the Securities Premium
      Account for Bonus Issue in the
      Proportion of One New Equity Share for
      Every One Equity Share Held


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TATA CONSULTANCY SERVICES LTD.

Ticker:                      Security ID:  INE467B01029
Meeting Date: JUN 30, 2009   Meeting Type: Annual
Record Date:  JUN 17, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Confirm Interim Dividends of INR 9.00   For       For          Management
      Per Share and Approve Final Dividend of
      INR 5.00 Per Share
3     Approve Dividend of INR 0.70 Per        For       For          Management
      Redeemable Preference Share
4     Reappoint C.M. Christensen as Director  For       For          Management
5     Reappoint A. Mehta as Director          For       For          Management
6     Approve Vacancy on the Board of         For       For          Management
      Directors Resulting from the Retirement
      of N. Chandra
7     Appoint Auditors and Authorize Board to For       For          Management
      Fix Their Remuneration
8     Approve Reappointment and Remuneration  For       For          Management
      of S. Ramadorai, CEO and Managing
      Director
9     Approve Commission Remuneration for     For       For          Management
      Non-Executive Directors
10    Appoint Branch Auditors and Authorize   For       For          Management
      Board to Fix Their Remuneration


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TMK OAO

Ticker:       TMKOY          Security ID:  US87260R2013
Meeting Date: NOV 7, 2008    Meeting Type: Special
Record Date:  OCT 3, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Interim Dividends of RUB 1.75   For       For          Management
      per Ordinary Share for Nine Months of
      Fiscal 2008


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TMK OAO

Ticker:                      Security ID:  RU000A0B6NK6
Meeting Date: JAN 29, 2009   Meeting Type: Special
Record Date:  DEC 25, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Approve Related-Party Transaction with  For       For          Management
      IPSCO Tubulars Inc. Re: Loan Agreement
1.2   Approve Related-Party Transaction with  For       For          Management
      Uralskiy Bank of Sberbank of Russia Re:
      Guarantee Agreement
1.3   Approve Related-Party Transaction with  For       For          Management
      Uralskiy Bank of Sberbank of Russia Re:
      Guarantee Agreement
1.4   Approve Related-Party Transaction with  For       For          Management
      Uralskiy Bank of Sberbank of Russia Re:
      Guarantee Agreement
1.5   Approve Related-Party Transaction with  For       For          Management
      Uralskiy Bank of Sberbank of Russia Re:
      Guarantee Agreement
1.6   Approve Related-Party Transaction with  For       For          Management
      OJSC VTZ Re: Loan Agreement
1.7   Approve Related-Party Transaction with  For       For          Management
      OJSC STZ Re: Loan Agreement
1.8   Approve Related-Party Transaction with  For       For          Management
      OJSC SinTZ Re: Loan Agreement
1.9   Approve Related-Party Transaction with  For       For          Management
      OJSC TAGMET Re: Loan Agreement
1.10  Approve Related-Party Transaction with  For       For          Management
      OJSC TAGMET Re: Loan Agreement
1.11  Approve Related-Party Transaction with  For       For          Management
      OJSC VTZ Re: Loan Agreement
1.12  Approve Related-Party Transaction with  For       For          Management
      OJSC STZ Re: Loan Agreement
1.13  Approve Related-Party Transaction with  For       For          Management
      OJSC SinTZ Re: Loan Agreement


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TMK OAO

Ticker:                      Security ID:  RU000A0B6NK6
Meeting Date: JUN 30, 2009   Meeting Type: Annual
Record Date:  MAY 21, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Annual Report and Financial     For       For          Management
      Statements
2     Approve Allocation of Income and        For       For          Management
      Dividends of RUB 1.44 per Share
3.1   Elect Andrey Kaplunov as Director       None      Against      Management
3.2   Elect Josef Marous as Director          None      For          Management
3.3   Elect Sergey Papin as Director          None      Against      Management
3.4   Elect Thomas Pickering as Director      None      Against      Management
3.5   Elect Dmitry Pumpyansky as Director     None      Against      Management
3.6   Elect Geoffrey Townsend as Director     None      For          Management
3.7   Elect Igor Khmelevsky as Director       None      Against      Management
3.8   Elect Aleksandr Shiryayev as Director   None      Against      Management
3.9   Elect Aleksandr Shokhin as Director     None      For          Management
3.10  Elect Mukhadin Eskindarov as Director   None      For          Management
4.1   Elect Aleksandr Maksimenko as Audit     For       For          Management
      Commission Member
4.2   Elect Aleksandr Vorobyev as Audit       For       For          Management
      Commission Member
4.3   Elect Nina Pozdnyakova as Audit         For       For          Management
      Commission Member
5     Ratify Auditor                          For       For          Management
6     Amend Charter                           For       For          Management
7     Approve Typical Agreement with Members  For       Against      Management
      of Board of Directors
8     Approve Related-Party Transaction       For       For          Management


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TUPRAS TURKIYE PETROL RAFINERILERI A.S.

Ticker:       TUPRS          Security ID:  TRATUPRS91E8
Meeting Date: MAR 27, 2009   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Open Meeting and Elect Presiding        For       For          Management
      Council
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Ratify Director Appointments            For       For          Management
4     Approve Discharge of Board and Auditors For       For          Management
5     Elect Directors                         For       Against      Management
6     Appoint Internal Auditors               For       For          Management
7     Approve Remuneration of Directors and   For       For          Management
      Internal Auditors
8     Approve Allocation of Income            For       For          Management
9     Receive Information on Profit           None      None         Management
      Distribution Policy
10    Authorize Issuance of Interim Dividends For       For          Management
11    Receive Information on Charitable       None      None         Management
      Donations
12    Ratify External Auditors                For       For          Management
13    Receive Information on Related Party    None      None         Management
      Transactions
14    Amend Company Articles                  For       For          Management
15    Grant Permission for Board Members to   For       For          Management
      Engage in Commercial Transactions with
      Company and Be Involved with Companies
      with Similar Corporate Purpose
16    Authorize Presiding Council to Sign     For       For          Management
      Minutes of Meeting
17    Close Meeting                           None      None         Management


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TURKCELL ILETISIM HIZMETLERI AS

Ticker:       TCELL          Security ID:  TRATCELL91M1
Meeting Date: JAN 30, 2009   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Opening and Elect Chairman of Meeting   For       For          Management
2     Authorize Presiding Council to Sign     For       For          Management
      Minutes of Meeting
3     Amend Article 3 - Re: Corporate Purpose For       For          Management
      and Subject
4     Wishes and Hopes                        None      None         Management
5     Close Meeting                           None      None         Management


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VICTORY CITY INTERNATIONAL HOLDINGS LTD

Ticker:                      Security ID:  BMG9358Q1463
Meeting Date: AUG 28, 2008   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend of HK$0.068 Per  For       For          Management
      Share by way of a Scrip Dividend Scheme
3a    Reelect Choi Lin Hung as Director       For       For          Management
3b    Reelect Phaisalakani Vichai as Director For       For          Management
3c    Reelect Kwok Sze Chi as Director        For       For          Management
3d    Authorize Board to Fix the Remuneration For       For          Management
      of Directors
4     Reappoint Auditors and Authorize Board  For       For          Management
      to Fix Their Remuneration
5     Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights
6     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
7     Authorize Reissuance of Repurchased     For       For          Management
      Shares


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VICTORY CITY INTERNATIONAL HOLDINGS LTD

Ticker:                      Security ID:  BMG9358Q1463
Meeting Date: DEC 3, 2008    Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Connected Transaction with a    For       For          Management
      Related Party and Related Annual Caps


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VTECH HOLDINGS LTD

Ticker:       303            Security ID:  BMG9400S1089
Meeting Date: SEP 5, 2008    Meeting Type: Annual
Record Date:  AUG 28, 2008

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend of $0.51 Per     For       For          Management
      Share
3a    Reelect Michael Tien Puk Sun as         For       For          Management
      Director
3b    Reelect Patrick Wang Shui Chung as      For       For          Management
      Director
3c    Authorize Board to Fix Remuneration of  For       For          Management
      Directors
4     Reappoint KPMG as Auditors and          For       For          Management
      Authorize Board to Fix Their
      Remuneration
5     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
6     Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities without
      Preemptive Rights
7     Authorize Reissuance of Repurchased     For       For          Management
      Shares
8     Approve Issuance of Shares and Grant of For       For          Management
      Options Pursuant to the Share Option
      Scheme 2001


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VTECH HOLDINGS LTD

Ticker:       303            Security ID:  BMG9400S1089
Meeting Date: SEP 5, 2008    Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Voluntary Withdrawal of the     For       For          Management
      Listing of Ordinary Shares of $0.05
      Each in the Capital of the Company from
      London Stock Exchange Plc.


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WIN HANVERKY HOLDINGS LTD

Ticker:                      Security ID:  KYG9716W1087
Meeting Date: DEC 18, 2008   Meeting Type: Special
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Fabric Sourcing Transaction     For       For          Management
      Between Rich Form (HK) Ltd. and
      Oceanjade Corp. Ltd. and Relevant
      Annual Caps
2     Approve Umbro Product Sales Transaction For       For          Management
      Between Win Hanverky Sportswear Co.
      Ltd. and Umbro International Ltd. and
      Relevant Annual Caps


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WIN HANVERKY HOLDINGS LTD

Ticker:                      Security ID:  KYG9716W1087
Meeting Date: MAY 18, 2009   Meeting Type: Annual
Record Date:  MAY 12, 2009

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend                  For       For          Management
3a1   Reelect Lee Kwok Leung as Director      For       For          Management
3a2   Reelect Chan Kwong Fai as Director      For       For          Management
3a3   Reelect Kwan Kai Cheung as Director     For       For          Management
3a4   Reelect Wong Wai Tak Victor as Director For       For          Management
3b    Authorize Board to Fix Remuneration of  For       For          Management
      Directors
4     Reappoint PricewaterhouseCoopers as     For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
5a    Approve Issuance of Equity or           For       Against      Management
      Equity-Linked Securities without
      Preemptive Rights
5b    Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
5c    Authorize Reissuance of Repurchased     For       Against      Management
      Shares
6     Amend Articles of Association           For       For          Management


                             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) TEMPLETON EMERGING MARKETS FUND


By (Signature and Title)*/s/LAURA F. FERGERSON
                         ------------------------------------------------------
                         Laura F. Fergerson,
                         Chief Executive Officer - Finance and Administration

Date  AUGUST 27, 2009
      ----------------

* PRINT THE NAME AND TITLE OF EACH SIGNING OFFICER UNDER HIS OR HER SIGNATURE.