The Annual Meeting of the Company's Shareholders was held on September 20, 2012. Proxies for the meeting were solicited pursuant to Section 14(e) of the Securities Act of 1934 and there was no solicitation in opposition to the Board's solicitations. At this meeting, the shareholders were requested to: (1) elect a board of directors; 2) ratify the appointment by the Board of Directors of the Company's independent public accountants for the fiscal year ending April 30, 2013; and (3) cast an advisory vote on executive compensation

(1) At the Meeting, the holders of 47,691,977 shares of the Company's Class A Common Stock were represented in person or by proxy constituting a quorum. The tabulation below sets forth the number of votes cast for or withheld from each Class A Director:

                            FOR     WITHHELD Broker Non Votes

Mari J. Baker            44,218,432 414,344     3,059,201

Raymond W. McDaniel, Jr. 44,550,793  81,983     3,059,201

William B. Plummer       44,194,370 438,406     3,059,201

Kalpana Raina            44,164,186 468,590     3,059,201

(1) At the Meeting, the holders of 9,153,393 shares of the Company's Class B Common Stock were represented in person or by proxy constituting a quorum. The tabulation below sets forth the number of votes cast for or withheld for each Class B Director:

                      FOR    WITHHELD Broker Non Votes

Jean-Lou Chameau   8,532,381  5,357       615,655

Linda Katehi       8,532,381  5,357       615,665

Matthew S. Kissner 8,532,381  5,357       615,665

Eduardo Menascé    8,532,381  5,357       615,655

William J. Pesce   8,532,381  5,357       615,655

Stephen M. Smith   8,532,381  5,357       615,655

Jesse C. Wiley     8,530,781  6,957       615,655

Peter Booth Wiley  8,532,381  5,357       615,655

(2) At the Meeting, the holders of 13,922,591 shares of the Company's combined Class A and Class B Common Stock were represented in person or by proxy to vote the approval of KPMG LLP as independent accountants for the Company for the fiscal year ending April 30, 2013; tabulation as follows:

13,882,188 39,840 563

(3) At the Meeting, the holders of 13,882,188 of the Company's combined Class A and Class B Common Stock were represented in person to consider and approve, on an advisory basis, the compensation of the Corporation's named executive officers as disclosed in the Proxy Statement; tabulation as follows:

12,906,067 66,088 28,861 921,575