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 811-09261
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Foxby Corp.
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(Exact name of registrant as specified in charter)
11 Hanover Square, 12th Floor, New York, NY 10005
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(Address of principal executive offices) (Zip code)
John F. Ramirez, Esq.
Foxby Corp.
11 Hanover Square, 12th Floor
New York, NY 10005
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(Name and address of agent for service)
Registrant's telephone number, including area code: 1-212-344-6310
Date of fiscal year end: 12/31
Date of reporting period: 07/01/08 - 06/30/09
Item 1. Proxy Voting Record
The information contained herein discloses the following information for
each matter relating to a portfolio security considered at any shareholder
meeting held during the period covered by the report and with respect to which
the registrant was entitled to vote:
(a) The name of the issuer of the portfolio security;
(b) The exchange ticker symbol of the portfolio security;
(c) The Council on Uniform Securities Identification Procedures ("CUSIP")
number for the portfolio security;
(d) The shareholder meeting date;
(e) A brief identification of the matter voted on;
(f) Whether the matter was proposed by the issuer or by a security holder;
(g) Whether the registrant cast its vote on the matter;
(h) How the registrant cast its vote; and
(i) Whether the registrant cast its vote for or against management.
================================= FOXBY CORP. ==================================
AMERISOURCEBERGEN CORP
Ticker: ABC Security ID: 03073E105
Meeting Date: FEB 19, 2009 Meeting Type: Annual
Record Date: DEC 22, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Richard C. Gozon For For Management
2 Elect Director Michael J. Long For For Management
3 Elect Director J. Lawrence Wilson For For Management
4 Ratify Auditors For For Management
5 Amend Omnibus Stock Plan For For Management
6 Submit Shareholder Rights Plan (Poison Against For Shareholder
Pill) to Shareholder Vote
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ASPEN INSURANCE HOLDINGS, LTD.
Ticker: AHL Security ID: G05384105
Meeting Date: APR 29, 2009 Meeting Type: Annual
Record Date: MAR 2, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Reelect Richard Houghton as Class II For For Management
Director
1.2 Reelect Julian Cusack as Class II For For Management
Director
1.3 Reelect Glyn Jones as Class II Director For For Management
2 Appoint KPMG Audit Plc as Auditors and For For Management
Authorize Board to Fix Their
Remuneration
3 Adopt the Amended and Restated Bye-laws For For Management
4 Adopt the Amendments to the Memorandum For For Management
of Association
5.1 Elect Glyn Jones as Director of Aspen For For Management
Insurance UK Limited
5.2 Elect Christopher O'Kane as Director of For For Management
Aspen Insurance UK Limited
5.3 Elect Richard Bucknall as Director of For For Management
Aspen Insurance UK Limited
5.4 Elect Ian Cormack as Director of Aspen For For Management
Insurance UK Limited
5.5 Elect Richard Houghton as Director of For For Management
Aspen Insurance UK Limited
5.6 Elect Stephen Rose as Director of Aspen For For Management
Insurance UK Limited
5.7 Elect Oliver Peterken as Director of For For Management
Aspen Insurance UK Limited
5.8 Elect Heidi Hutter as Director of Aspen For For Management
Insurance UK Limited
6 Amend Aspen Insurance UK Limited's For For Management
Articles of Association
7.1 Elect Christopher O'Kane as Director of For For Management
Aspen Insurance UK Services Limited
7.2 Elect Richard Houghton as Director of For For Management
Aspen Insurance UK Services Limited
7.3 Elect Stephen Rose as Director of Aspen For For Management
Insurance UK Services Limited
8 Amend Aspen Insurance UK Services For For Management
Limited's Articles of Association
9.1 Elect Christopher O'Kane as Director of For For Management
Aspen Insurance (UK) Holdings Limited
9.2 Elect Richard Houghton as Director of For For Management
Aspen Insurance (UK) Holdings Limited
9.3 Elect Stephen Rose as Director of Aspen For For Management
Insurance (UK) Holdings Limited
10 Amend Aspen (UK) Holdings Limited's For For Management
Articles of Association
11.1 Elect Stephen Rose as Director of AIUK For For Management
Trustees Limited
11.2 Elect John Henderson as Director of For For Management
AIUK Trustees Limited
11.3 Elect Christopher Woodman as Director For For Management
of AIUK Trustees Limited
11.4 Elect Michael Cain as Director of AIUK For For Management
Trustees Limited
11.5 Elect Katharine Wade as Director of For For Management
AIUK Trustees Limited
12 Amend AIUK Trustees Limited's Articles For For Management
of Association
13.1 Elect Karen Green as Director of Aspen For For Management
Underwriting Limited
13.2 Elect Christopher O'Brien as Director For For Management
of Aspen Underwriting Limited
14 Amend Aspen Underwriting Limited's For For Management
Articles of Association
15.1 Elect Richard Bucknall as Director of For For Management
Aspen Managing Agency Limited
15.2 Elect John Hobbs as Director of Aspen For For Management
Managing Agency Limited
15.3 Elect James Ingham Clark as Director of For For Management
Aspen Managing Agency Limited
15.4 Elect Robert Long as Director of Aspen For For Management
Managing Agency Limited
15.5 Elect Christopher O'Brien as Director For For Management
of Aspen Managing Agency Limited
15.6 Elect Matthew Yeldham as Director of For For Management
Aspen Managing Agency Limited
15.7 Elect Karen Green as Director of Aspen For For Management
Managing Agency Limited
15.8 Elect Heidi Hutter as Director of Aspen For For Management
Managing Agency Limited
16 Amend Aspen Managing Agency Limited's For For Management
Articles of Association
17.1 Elect Christopher O'Kane as Director of For For Management
Aspen Insurance Ltd. and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
17.2 Elect Julian Cusack as Director of For For Management
Aspen Insurance Ltd. and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
17.3 Elect James Few as Director of Aspen For For Management
Insurance Limited and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
17.4 Elect Oliver Peterken as Director of For For Management
Aspen Insurance Limited and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
17.5 Elect David Skinner as Director of For For Management
Aspen Insurance Ltd. and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
17.6 Elect Karen Green as Director of Aspen For For Management
Insurance Limited and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
17.7 Elect Heather Kitson as Director of For For Management
Aspen Insurance Limited and Authorize
Appointment of Any Individual as an
Alternate Director to Fill Vacancies
and to Fix the Remuneration of Such
Directors
18 Appoint KPMG Audit Plc as Auditor of For For Management
Aspen Insurance Limited and Authorize
its Board to Fix Their Remuneration
19 Amend Aspen Insurance Limited's For For Management
Bye-Laws
20 Amend Aspen Insurance Limited's For For Management
Memorandum of Association
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BERKSHIRE HATHAWAY INC.
Ticker: BRK.A Security ID: 084670207
Meeting Date: MAY 2, 2009 Meeting Type: Annual
Record Date: MAR 4, 2009
# 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 Susan L. Decker For For Management
1.5 Elect Director William H. Gates III For For Management
1.6 Elect Director David S. Gottesman For For Management
1.7 Elect Director Charlotte Guyman For For Management
1.8 Elect Director Donald R. Keough 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
2 Prepare Sustainability Report Against For Shareholder
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DEL MONTE FOODS CO.
Ticker: DLM Security ID: 24522P103
Meeting Date: SEP 25, 2008 Meeting Type: Annual
Record Date: JUL 31, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Timothy G. Bruer For For Management
2 Elect Director Mary R. Henderson For For Management
3 Elect Director Sharon L. McCollam For For Management
4 Ratify Auditors For For Management
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DELL INC.
Ticker: DELL Security ID: 24702R101
Meeting Date: JUL 18, 2008 Meeting Type: Annual
Record Date: MAY 23, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Donald J. Carty For For Management
1.2 Elect Director Michael S. Dell For For Management
1.3 Elect Director William H. Gray, III For For Management
1.4 Elect Director Sallie L. Krawcheck For For Management
1.5 Elect Director Alan (A.G.) Lafley For For Management
1.6 Elect Director Judy C. Lewent For For Management
1.7 Elect Director Thomas W. Luce, III For For Management
1.8 Elect Director Klaus S. Luft For For Management
1.9 Elect Director Alex J. Mandl For For Management
1.10 Elect Director Michael A. Miles For For Management
1.11 Elect Director Samuel A. Nunn, Jr. For For Management
2 Ratify Auditors For For Management
3 Amend Executive Incentive Bonus Plan For For Management
4 Reimburse Proxy Expenses Against For Shareholder
5 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
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FRANKLIN RESOURCES, INC.
Ticker: BEN Security ID: 354613101
Meeting Date: MAR 11, 2009 Meeting Type: Annual
Record Date: JAN 12, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Samuel H. Armacost For For Management
2 Elect Director Charles Crocker For For Management
3 Elect Director Joseph R. Hardiman For For Management
4 Elect Director Robert D. Joffe For For Management
5 Elect Director Charles B. Johnson For For Management
6 Elect Director Gregory E. Johnson For For Management
7 Elect Director Rupert H. Johnson, Jr. For For Management
8 Elect Director Thomas H. Kean For For Management
9 Elect Director Chutta Ratnathicam For For Management
10 Elect Director Peter M. Sacerdote For For Management
11 Elect Director Laura Stein For For Management
12 Elect Director Anne M. Tatlock For For Management
13 Ratify Auditors For For Management
14 Amend Executive Incentive Bonus Plan For For Management
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HERBALIFE LTD.
Ticker: HLF Security ID: G4412G101
Meeting Date: APR 30, 2009 Meeting Type: Annual
Record Date: MAR 2, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Pedro Cardoso as Director For For Management
1.2 Elect Murray H. Dashe as Director For For Management
1.3 Elect Colombe M. Nicholas as Director For Withhold Management
2 Ratify KPMG LLP as Auditors For For Management
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HEWLETT-PACKARD COMPANY
Ticker: HPQ Security ID: 428236103
Meeting Date: MAR 18, 2009 Meeting Type: Annual
Record Date: JAN 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Lawrence T. Babbio, Jr. For For Management
2 Elect Director Sari M. Baldauf For For Management
3 Elect Director Rajiv L. Gupta For For Management
4 Elect Director John H. Hammergren For For Management
5 Elect Director Mark V. Hurd For For Management
6 Elect Director Joel Z. Hyatt For For Management
7 Elect Director John R. Joyce For For Management
8 Elect Director Robert L. Ryan For For Management
9 Elect Director Lucille S. Salhany For For Management
10 Elect Director G. Kennedy Thompson For For Management
11 Ratify Auditors For For Management
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INTEL CORPORATION
Ticker: INTC Security ID: 458140100
Meeting Date: MAY 20, 2009 Meeting Type: Annual
Record Date: MAR 23, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director Charlene Barshefsky For For Management
2 Elect Director Susan L. Decker For For Management
3 Elect Director John J. Donahoe For For Management
4 Elect Director Reed E. Hundt For For Management
5 Elect Director Paul S. Otellini For For Management
6 Elect Director James D. Plummer For For Management
7 Elect Director David S. Pottruck For For Management
8 Elect Director Jane E. Shaw For For Management
9 Elect Director John L. Thornton For For Management
10 Elect Director Frank D. Yeary For For Management
11 Elect Director David B. Yoffie For For Management
12 Ratify Auditors For For Management
13 Amend Omnibus Stock Plan For For Management
14 Approve Stock Option Exchange Program For For Management
15 Advisory Vote to Ratify Named Executive For For Management
Officers' Compensation
16 Provide for Cumulative Voting Against For Shareholder
17 Adopt Policy on Human Rights to Water Against Against Shareholder
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METROGAS S.A.
Ticker: MGS Security ID: 591673207
Meeting Date: OCT 14, 2008 Meeting Type: Special
Record Date: SEP 24, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 APPOINTMENT OF TWO SHAREHOLDERS TO For Did Not Vote Management
APPROVE AND SIGN THE MINUTE.
2 LICENSE RENEGOTIATION: PROPOSED For Did Not Vote Management
TRANSITIONAL AGREEMENT.
The Registrant's shares of Metrogas Inc., an Argentina corporation, were not
voted for the stockholder meeting on October 14, 2008. Argentina is a share
blocking market. Share blocking is a mechanism that prevents shareholders who
wish to vote their shares from trading during a period prior to shareholder
meetings. The Fund's proxy voting policies and procedures do not allow the
voting of shares in share blocking markets.
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METROGAS S.A.
Ticker: MGS Security ID: 591673207
Meeting Date: APR 30, 2009 Meeting Type: Annual
Record Date: MAR 20, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Designate Two Shareholders to Sign For Did Not Vote Management
Minutes of Meeting
2 Accept Financial Statements and For Did Not Vote Management
Statutory Reports for Fiscal Year Ended
Dec. 31, 2008
3 Approve Allocation of Income for Fiscal For Did Not Vote Management
Year Ended Dec. 31, 2008
4 Approve Discharge of Management and For Did Not Vote Management
Internal Statutory Auditors for Fiscal
Year Ended Dec. 31, 2008
5 Ratify Item 5 Approved on AGM April 30, For Did Not Vote Management
2008 Regarding Remuneration of
Directors and Internal Statutory
Auditors and Adjust Text of the
Proposal
6 Approve Remuneration of Directors and For Did Not Vote Management
Internal Statutory Auditors for Fiscal
Year Ended Dec. 31, 2008
7 Approve Remuneration of Auditors for For Did Not Vote Management
Fiscal Year Ended Dec. 31, 2008
8 Elect Six Directors and Their For Did Not Vote Management
Alternates for Class A Shares
9 Elect Two Supervisory Board Members and For Did Not Vote Management
Their Alternates for Class A Shares
10 Elect Four Directors and Their For Did Not Vote Management
Alternates for Class B Shares
11 Elect One Member to Internal Statutory For Did Not Vote Management
Auditors Committee and Alternate for
Class B Shares
12 Elect One Director and Alternate for For Did Not Vote Management
Class C Shares
13 Elect External Auditors for Fiscal Year For Did Not Vote Management
2009
14 Approve Budget of Audit Committee For Did Not Vote Management
The Registrant's shares of Metrogas Inc., an Argentina corporation, were not
voted for the stockholder meeting on April 30, 2009. Argentina is a share
blocking market. Share blocking is a mechanism that prevents shareholders who
wish to vote their shares from trading during a period prior to shareholder
meetings. The Fund's proxy voting policies and procedures do not allow the
voting of shares in share blocking markets.
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NAVIOS MARITIME PARTNERS LP
Ticker: NMM Security ID: Y62267102
Meeting Date: DEC 16, 2008 Meeting Type: Annual
Record Date: NOV 3, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 ELECT DIRECTOR LEONIDAS KORRES For For Management
1.2 ELECT DIRECTOR EFSTATHIOS LOIZOS For For Management
1.3 ELECT DIRECTOR ROBERT PIEROT For For Management
1.4 ELECT DIRECTOR JOHN KARAKADAS For For Management
2 PROPOSAL TO RATIFY THE APPOINTMENT OF For For Management
PRICEWATERHOUSECOOPERS AS THE COMPANY S
INDEPENDENT PUBLIC ACCOUNTANTS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2008.
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NGK INSULATORS LTD.
Ticker: 5333 Security ID: J49076110
Meeting Date: JUN 26, 2009 Meeting Type: Annual
Record Date: MAR 31, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Allocation of Income, with a For For Management
Final Dividend of JPY 11
2 Amend Articles To Reflect For Against Management
Digitalization of Share Certificates -
Allow Company to Make Rules on Exercise
of Shareholder Rights
3.1 Elect Director For For Management
3.2 Elect Director For For Management
3.3 Elect Director For For Management
3.4 Elect Director For For Management
3.5 Elect Director For For Management
3.6 Elect Director For For Management
3.7 Elect Director For For Management
3.8 Elect Director For For Management
3.9 Elect Director For For Management
3.10 Elect Director For For Management
3.11 Elect Director For For Management
3.12 Elect Director For For Management
3.13 Elect Director For Against Management
3.14 Elect Director For For Management
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NORD RESOURCES CORP.
Ticker: NRDS Security ID: 655555100
Meeting Date: JUN 9, 2009 Meeting Type: Annual
Record Date: APR 27, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Ronald A. Hirsch For For Management
1.2 Elect Director John T. Perry For For Management
1.3 Elect Director Stephen D. Seymour For For Management
1.4 Elect Director Douglas P. Hamilton For For Management
1.5 Elect Director John F. Cook For For Management
1.6 Elect Director T. Sean Harvey For For Management
2 Ratify Auditors For For Management
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REUNION GOLD CORP.
Ticker: RGD Security ID: 76131P106
Meeting Date: SEP 16, 2008 Meeting Type: Annual/Special
Record Date: AUG 15, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Loraine Oxley For For Management
1.2 Elect Director Leanne M. Baker For For Management
1.3 Elect Director James A. Crombie For For Management
1.4 Elect Director David A. Fennell For For Management
1.5 Elect Director Vijay N.J. Kirpalani For For Management
1.6 Elect Director D. Bruce McLeod For For Management
1.7 Elect Director Peter B. Nixon For For Management
2 Approve Raymond, Chabot, Grant, For For Management
Thornton as Auditors and Authorize
Board to Fix Their Remuneration
3 Re-approval of Rolling 10% Stock Option For For Management
Plan
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SAFECO CORP.
Ticker: SAF Security ID: 786429100
Meeting Date: JUL 29, 2008 Meeting Type: Annual
Record Date: JUN 10, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Merger Agreement For For Management
2.1 Elect Director Joseph W. Brown For For Management
2.2 Elect Director Kerry Killinger For For Management
2.3 Elect Director Gary F. Locke For For Management
2.4 Elect Director Charles R. Rinehart For For Management
2.5 Elect Director Gerardo I. Lopez For For Management
3 Ratify Auditors For For Management
4 Adjourn Meeting For For Management
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SKYE RESOURCES INC.
Ticker: SKR Security ID: 83081N107
Meeting Date: AUG 19, 2008 Meeting Type: Special
Record Date: JUL 16, 2008
# Proposal Mgt Rec Vote Cast Sponsor
1 Approve Plan of Arrangement: Acquired For For Management
by HudBay
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T. ROWE PRICE GROUP, INC.
Ticker: TROW Security ID: 74144T108
Meeting Date: APR 8, 2009 Meeting Type: Annual
Record Date: FEB 6, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Edward C. Bernard For For Management
1.2 Elect Director James T. Brady For For Management
1.3 Elect Director J. Alfred Broaddus, Jr. For For Management
1.4 Elect Director Donald B. Hebb, Jr. For For Management
1.5 Elect Director James A.C. Kennedy For For Management
1.6 Elect Director Brian C. Rogers For For Management
1.7 Elect Director Alfred Sommer For For Management
1.8 Elect Director Dwight S. Taylor For For Management
1.9 Elect Director Anne Marie Whittemore For For Management
2 Ratify Auditors For For Management
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TEXAS INSTRUMENTS, INC.
Ticker: TXN Security ID: 882508104
Meeting Date: APR 16, 2009 Meeting Type: Annual
Record Date: FEB 17, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director J. R. Adams For For Management
2 Elect Director D.L. Boren For For Management
3 Elect Director D. A. Carp For For Management
4 Elect Director C.S. Cox For For Management
5 Elect Director D.R. Goode For For Management
6 Elect Director S.P. MacMillan For For Management
7 Elect Director P.H. Patsley For For Management
8 Elect Director W.R. Sanders For For Management
9 Elect Director R.J. Simmons For For Management
10 Elect Director R.K. Templeton For For Management
11 Elect Director C.T. Whitman For For Management
12 Ratify Auditors For For Management
13 Approve Omnibus Stock Plan For For Management
14 Approve Non-Employee Director Omnibus For For Management
Stock Plan
15 Require Independent Board Chairman Against For Shareholder
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TIBCO SOFTWARE, INC.
Ticker: TIBX Security ID: 88632Q103
Meeting Date: APR 8, 2009 Meeting Type: Annual
Record Date: FEB 9, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1.1 Elect Director Vivek Y. Ranadive For For Management
1.2 Elect Director Eric C.W. Dunn For For Management
1.3 Elect Director Narendra K. Gupta For For Management
1.4 Elect Director Peter J. Job For For Management
1.5 Elect Director Philip K. Wood For For Management
2. Ratify Auditors For For Management
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UNITEDHEALTH GROUP INCORPORATED
Ticker: UNH Security ID: 91324P102
Meeting Date: JUN 2, 2009 Meeting Type: Annual
Record Date: APR 3, 2009
# Proposal Mgt Rec Vote Cast Sponsor
1 Elect Director William C. Ballard, Jr. For For Management
2 Elect Director Richard T. Burke For For Management
3 Elect Director Robert J. Darretta For For Management
4 Elect Director Stephen J. Hemsley For For Management
5 Elect Director Michele J. Hooper For For Management
6 Elect Director Douglas W. Leatherdale For For Management
7 Elect Director Glenn M. Renwick For For Management
8 Elect Director Kenneth I. Shine, M.D. For For Management
9 Elect Director Gail R. Wilensky, Ph.D. For For Management
10 Ratify Auditors For For Management
11 Advisory Vote to Ratify Named Executive Against For Shareholder
Officers' Compensation
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SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Foxby Corp.
By: /s/ John F. Ramirez
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John F. Ramirez, Chief Compliance Officer
Date: August 19, 2009