EXHIBIT INDEX
EXHIBIT A:
Attachment to item 77C: Submission of matters to a vote of
Security holders.
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EXHIBIT A:
Clemente Strategic Value Fund, Inc.
The proxy for the Annual Meeting of Stockholders (held on
April 26, 2000) is incorporated herein by reference to the DEF14A filed
on April 14, 2000.
The Annual Meeting of stockholders of Clemente Strategic Value
Fund, Inc. was held on April 26, 2000. The following provides
information concerning the matters voted on at the meeting:
PROPOSAL NO. 1 - to elect seven directors of the Fund
FOR AGAINST
Ralph Bradshaw 2,214,136 13,770
Gary Bentz 2,214,136 13,770
William Clark 2,214,136 13,770
Thomas Lenagh 2,214,136 13,770
Scott B. Rogers 2,214,136 13,770
Glenn W. Wilcox, Sr. 2,214,136 13,770
Andrew Strauss 2,214,136 13,770
PROPOSAL NO. 2 - to ratify the selection by the Board of
Directors of PricewaterhouseCoopers LLP as the Fund's independent
accountants for the fiscal year ending December 31, 2000.
FOR AGAINST
2,218,456 3,598
PROPOSAL NO. 3 - to amend the Fund's Investment Advisory
Agreement with the Adviser regarding the calculation of the
compensation of the Adviser, including the Basic Fee and
performance fee.
FOR AGAINST
2,201,697 19,467
PROPOSAL NO. 4 - to amend the current U.S Advisory Agreement
among the Fund, the Adviser and Wilmington Trust Company to a
sub-advisory agreement on substantially the same terms as the
current U.S Advisory Agreement.
FOR AGAINST
2,208,420 11,144
PROPOSAL NO. 5 - to consider a shareholder proposal recommending
that the Board take the steps necessary to provide stockholders
an option to receive net asset value with no redemption penalty.
FOR AGAINST
301,456 1,917,929