npxbtf2015.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number: 811-07390

BOULDER TOTAL RETURN FUND, INC.
 (Exact name of registrant as specified in charter)

Fund Administrative Services, LLC
2344 Spruce Street, Suite A, Boulder, CO 80302
(Name and address of agent for service)

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

Date of fiscal year end: November 30

Date of reporting period: July 1, 2014 – March 23, 2015



 
 

 


Item 1. Proxy Voting Record

======================== BOULDER TOTAL RETURN FUND INC =========================


3M COMPANY

Ticker:       MMM            Security ID:  88579Y101
Meeting Date: MAY 12, 2015   Meeting Type: Annual
Record Date:  MAR 13, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linda G. Alvarado        For       For          Management
1b    Elect Director Sondra L. Barbour        For       For          Management
1c    Elect Director Thomas 'Tony' K. Brown   For       For          Management
1d    Elect Director Vance D. Coffman         For       For          Management
1e    Elect Director Michael L. Eskew         For       For          Management
1f    Elect Director Herbert L. Henkel        For       For          Management
1g    Elect Director Muhtar Kent              For       For          Management
1h    Elect Director Edward M. Liddy          For       For          Management
1i    Elect Director Inge G. Thulin           For       For          Management
1j    Elect Director Robert J. Ulrich         For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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AMERICAN EXPRESS COMPANY

Ticker:       AXP            Security ID:  025816109
Meeting Date: MAY 11, 2015   Meeting Type: Annual
Record Date:  MAR 13, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Charlene Barshefsky      For       For          Management
1b    Elect Director Ursula M. Burns          For       For          Management
1c    Elect Director Kenneth I. Chenault      For       For          Management
1d    Elect Director Peter Chernin            For       For          Management
1e    Elect Director Anne Lauvergeon          For       For          Management
1f    Elect Director Michael O. Leavitt       For       For          Management
1g    Elect Director Theodore J. Leonsis      For       For          Management
1h    Elect Director Richard C. Levin         For       For          Management
1i    Elect Director Samuel J. Palmisano      For       For          Management
1j    Elect Director Daniel L. Vasella        For       For          Management
1k    Elect Director Robert D. Walter         For       For          Management
1l    Elect Director Ronald A. Williams       For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Prepare Employment Diversity Report     Against   For          Shareholder
5     Report on Board Oversight of Privacy    Against   For          Shareholder
      and Data Security and Requests for
      Customer Information
6     Provide Right to Act by Written Consent Against   For          Shareholder
7     Report on Lobbying Payments and Policy  Against   For          Shareholder
8     Require Independent Board Chairman      Against   Against      Shareholder


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BERKSHIRE HATHAWAY INC.

Ticker:       BRK-A          Security ID:  084670108
Meeting Date: MAY 02, 2015   Meeting Type: Annual
Record Date:  MAR 04, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Warren E. Buffett        For       For          Management
1.2   Elect Director Charles T. Munger        For       For          Management
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Stephen B. Burke         For       For          Management
1.5   Elect Director Susan L. Decker          For       For          Management
1.6   Elect Director William H. Gates, III    For       For          Management
1.7   Elect Director David S. Gottesman       For       For          Management
1.8   Elect Director Charlotte Guyman         For       For          Management
1.9   Elect Director Thomas S. Murphy         For       For          Management
1.10  Elect Director Ronald L. Olson          For       For          Management
1.11  Elect Director Walter Scott, Jr.        For       For          Management
1.12  Elect Director Meryl B. Witmer          For       For          Management


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BERKSHIRE HATHAWAY INC.

Ticker:       BRK-B          Security ID:  084670702
Meeting Date: MAY 02, 2015   Meeting Type: Annual
Record Date:  MAR 04, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Warren E. Buffett        For       For          Management
1.2   Elect Director Charles T. Munger        For       For          Management
1.3   Elect Director Howard G. Buffett        For       For          Management
1.4   Elect Director Stephen B. Burke         For       For          Management
1.5   Elect Director Susan L. Decker          For       For          Management
1.6   Elect Director William H. Gates, III    For       For          Management
1.7   Elect Director David S. Gottesman       For       For          Management
1.8   Elect Director Charlotte Guyman         For       For          Management
1.9   Elect Director Thomas S. Murphy         For       For          Management
1.10  Elect Director Ronald L. Olson          For       For          Management
1.11  Elect Director Walter Scott, Jr.        For       For          Management
1.12  Elect Director Meryl B. Witmer          For       For          Management


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CISCO SYSTEMS, INC.

Ticker:       CSCO           Security ID:  17275R102
Meeting Date: NOV 20, 2014   Meeting Type: Annual
Record Date:  SEP 22, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Carol A. Bartz           For       For          Management
1b    Elect Director M. Michele Burns         For       For          Management
1c    Elect Director Michael D. Capellas      For       For          Management
1d    Elect Director John T. Chambers         For       For          Management
1e    Elect Director Brian L. Halla           For       For          Management
1f    Elect Director John L. Hennessy         For       For          Management
1g    Elect Director Kristina M. Johnson      For       For          Management
1h    Elect Director Roderick C. McGeary      For       For          Management
1i    Elect Director Arun Sarin               For       For          Management
1j    Elect Director Steven M. West           For       For          Management
2     Amend Qualified Employee Stock          For       For          Management
      Purchase Plan
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Ratify Auditors                         For       For          Management
5     Establish Public Policy Board Committee Against   Against      Shareholder
6     Adopt Proxy Access Right                Against   Against      Shareholder
7     Report on Political Contributions       Against   Against      Shareholder


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COHEN & STEERS INFRASTRUCTURE FUND, INC.

Ticker:       UTF            Security ID:  19248A109
Meeting Date: APR 23, 2015   Meeting Type: Annual
Record Date:  FEB 28, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director George Grossman          For       For          Management
1.2   Elect Director Robert H. Steers         For       For          Management
1.3   Elect Director C. Edward Ward, Jr.      For       For          Management
2     Approve Change of Fundamental           For       For          Management
      Investment Restriction With Respect To
      Concentrating Investments in an
      Industry


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INTERNATIONAL BUSINESS MACHINES CORPORATION

Ticker:       IBM            Security ID:  459200101
Meeting Date: APR 28, 2015   Meeting Type: Annual
Record Date:  FEB 27, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Alain J.P. Belda         For       For          Management
1.2   Elect Director William R. Brody         For       For          Management
1.3   Elect Director Kenneth I. Chenault      For       For          Management
1.4   Elect Director Michael L. Eskew         For       For          Management
1.5   Elect Director David N. Farr            For       For          Management
1.6   Elect Director Alex Gorsky              For       For          Management
1.7   Elect Director Shirley Ann Jackson      For       For          Management
1.8   Elect Director Andrew N. Liveris        For       For          Management
1.9   Elect Director W. James McNerney, Jr.   For       For          Management
1.10  Elect Director James W. Owens           For       For          Management
1.11  Elect Director Virginia M. Rometty      For       For          Management
1.12  Elect Director Joan E. Spero            For       For          Management
1.13  Elect Director Sidney Taurel            For       For          Management
1.14  Elect Director Peter R. Voser           For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Provide Right to Act by Written Consent Against   For          Shareholder
6     Pro-rata Vesting of Equity Awards       Against   For          Shareholder
7     Establish Public Policy Board Committee Against   Against      Shareholder


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

JOHNSON & JOHNSON

Ticker:       JNJ            Security ID:  478160104
Meeting Date: APR 23, 2015   Meeting Type: Annual
Record Date:  FEB 24, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Mary Sue Coleman         For       Did Not Vote Management
1b    Elect Director D. Scott Davis           For       Did Not Vote Management
1c    Elect Director Ian E. L. Davis          For       Did Not Vote Management
1d    Elect Director Alex Gorsky              For       Did Not Vote Management
1e    Elect Director Susan L. Lindquist       For       Did Not Vote Management
1f    Elect Director Mark B. McClellan        For       Did Not Vote Management
1g    Elect Director Anne M. Mulcahy          For       Did Not Vote Management
1h    Elect Director William D. Perez         For       Did Not Vote Management
1i    Elect Director Charles Prince           For       Did Not Vote Management
1j    Elect Director A. Eugene Washington     For       Did Not Vote Management
1k    Elect Director Ronald A. Williams       For       Did Not Vote Management
2     Advisory Vote to Ratify Named           For       Did Not Vote Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       Did Not Vote Management
      Auditors
4     Policy Regarding Overextended Directors Against   Did Not Vote Shareholder
5     Report on Consistency Between           Against   Did Not Vote Shareholder
      Corporate Values and Political
      Contributions
6     Require Independent Board Chairman      Against   Did Not Vote Shareholder


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

JPMORGAN CHASE & CO.

Ticker:       JPM            Security ID:  46625H100
Meeting Date: MAY 19, 2015   Meeting Type: Annual
Record Date:  MAR 20, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Linda B. Bammann         For       For          Management
1b    Elect Director James A. Bell            For       For          Management
1c    Elect Director Crandall C. Bowles       For       For          Management
1d    Elect Director Stephen B. Burke         For       For          Management
1e    Elect Director James S. Crown           For       For          Management
1f    Elect Director James Dimon              For       For          Management
1g    Elect Director Timothy P. Flynn         For       For          Management
1h    Elect Director Laban P. Jackson, Jr.    For       For          Management
1i    Elect Director Michael A. Neal          For       For          Management
1j    Elect Director Lee R. Raymond           For       For          Management
1k    Elect Director William C. Weldon        For       For          Management
2     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Amend Omnibus Stock Plan                For       For          Management
5     Require Independent Board Chairman      Against   For          Shareholder
6     Report on Lobbying Payments and Policy  Against   Against      Shareholder
7     Amend Bylaws -- Call Special Meetings   Against   For          Shareholder
8     Provide Vote Counting to Exclude        Against   Against      Shareholder
      Abstentions
9     Report on Certain Vesting Program       Against   For          Shareholder
10    Disclosure of Recoupment Activity from  Against   For          Shareholder
      Senior Officers


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

ORACLE CORPORATION

Ticker:       ORCL           Security ID:  68389X105
Meeting Date: NOV 05, 2014   Meeting Type: Annual
Record Date:  SEP 08, 2014

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Jeffrey S. Berg          For       For          Management
1.2   Elect Director H. Raymond Bingham       For       For          Management
1.3   Elect Director Michael J. Boskin        For       For          Management
1.4   Elect Director Safra A. Catz            For       For          Management
1.5   Elect Director Bruce R. Chizen          For       For          Management
1.6   Elect Director George H. Conrades       For       For          Management
1.7   Elect Director Lawrence J. Ellison      For       For          Management
1.8   Elect Director Hector Garcia-Molina     For       For          Management
1.9   Elect Director Jeffrey O. Henley        For       For          Management
1.10  Elect Director Mark V. Hurd             For       For          Management
1.11  Elect Director Naomi O. Seligman        For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Auditors                         For       For          Management
4     Provide Vote Counting to Exclude        Against   Against      Shareholder
      Abstentions
5     Adopt Multiple Performance Metrics      Against   Against      Shareholder
      Under Executive Incentive Plans
6     Adopt Specific Performance Standards    Against   Against      Shareholder
7     Adopt Proxy Access Right                Against   Against      Shareholder


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PHILIP MORRIS INTERNATIONAL INC.

Ticker:       PM             Security ID:  718172109
Meeting Date: MAY 06, 2015   Meeting Type: Annual
Record Date:  MAR 13, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Harold Brown             For       For          Management
1.2   Elect Director Andre Calantzopoulos     For       For          Management
1.3   Elect Director Louis C. Camilleri       For       For          Management
1.4   Elect Director Werner Geissler          For       For          Management
1.5   Elect Director Jennifer Li              For       For          Management
1.6   Elect Director Jun Makihara             For       For          Management
1.7   Elect Director Sergio Marchionne        For       Against      Management
1.8   Elect Director Kalpana Morparia         For       For          Management
1.9   Elect Director Lucio A. Noto            For       For          Management
1.10  Elect Director Frederik Paulsen         For       For          Management
1.11  Elect Director Robert B. Polet          For       For          Management
1.12  Elect Director Stephen M. Wolf          For       For          Management
2     Ratify PricewaterhouseCoopers SA as     For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Report on Lobbying Payments and Policy  Against   For          Shareholder
5     Adopt Anti-Forced Labor Policy for      Against   Against      Shareholder
      Tobacco Supply Chain


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

REPUBLIC SERVICES, INC.

Ticker:       RSG            Security ID:  760759100
Meeting Date: MAY 14, 2015   Meeting Type: Annual
Record Date:  MAR 17, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Ramon A. Rodriguez       For       For          Management
1b    Elect Director Tomago Collins           For       For          Management
1c    Elect Director James W. Crownover       For       For          Management
1d    Elect Director Ann E. Dunwoody          For       For          Management
1e    Elect Director William J. Flynn         For       For          Management
1f    Elect Director Manuel Kadre             For       For          Management
1g    Elect Director Michael Larson           For       For          Management
1h    Elect Director W. Lee Nutter            For       For          Management
1i    Elect Director Donald W. Slager         For       For          Management
1j    Elect Director John M. Trani            For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Ernst & Young LLP as  Auditors   For       For          Management
4     Proxy Access                            None      For          Shareholder


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WELLS FARGO & COMPANY

Ticker:       WFC            Security ID:  949746101
Meeting Date: APR 28, 2015   Meeting Type: Annual
Record Date:  MAR 03, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director John D. Baker, II        For       For          Management
1b    Elect Director Elaine L. Chao           For       For          Management
1c    Elect Director John S. Chen             For       For          Management
1d    Elect Director Lloyd H. Dean            For       For          Management
1e    Elect Director Elizabeth A. Duke        For       For          Management
1f    Elect Director Susan E. Engel           For       For          Management
1g    Elect Director Enrique Hernandez, Jr.   For       For          Management
1h    Elect Director Donald M. James          For       For          Management
1i    Elect Director Cynthia H. Milligan      For       For          Management
1j    Elect Director Federico F. Pena         For       For          Management
1k    Elect Director James H. Quigley         For       For          Management
1l    Elect Director Judith M. Runstad        For       For          Management
1m    Elect Director Stephen W. Sanger        For       For          Management
1n    Elect Director John G. Stumpf           For       For          Management
1o    Elect Director Susan G. Swenson         For       For          Management
1p    Elect Director Suzanne M. Vautrinot     For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify KPMG LLP as Auditors             For       For          Management
4     Require Independent Board Chairman      Against   Against      Shareholder
5     Report on Lobbying Payments and Policy  Against   For          Shareholder


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YUM! BRANDS, INC.

Ticker:       YUM            Security ID:  988498101
Meeting Date: MAY 01, 2015   Meeting Type: Annual
Record Date:  MAR 03, 2015

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1a  Elect Director Michael J. Cavanagh      For       For          Management
1.1b  Elect Director Greg Creed               For       For          Management
1.1c  Elect Director David W. Dorman          For       For          Management
1.1d  Elect Director Massimo Ferragamo        For       For          Management
1.1e  Elect Director Mirian M. Graddick-Weir  For       For          Management
1.1f  Elect Director Jonathan S. Linen        For       For          Management
1.1g  Elect Director Thomas C. Nelson         For       For          Management
1.1h  Elect Director David C. Novak           For       For          Management
1.1i  Elect Director Thomas M. Ryan           For       For          Management
1.1j  Elect Director Elane B. Stock           For       For          Management
1.1k  Elect Director Jing-Shyh S. Su          For       For          Management
1.1l  Elect Director Robert D. Walter         For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       Against      Management
      Executive Officers' Compensation
4     Pro-rata Vesting of Equity Awards       Against   For          Shareholder


 
 
 

 

SIGNATURE

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)
Boulder Total Return Fund, Inc.
   
By:
/s/ Stephen C. Miller
 
Stephen C. Miller
 
President (Principal Executive Officer)
   
Date:
August 28, 2015