D.A. Davidson & Co.
Investment Adviser Proxy Voting Policies and Procedures
as of September 20, 2007
The following policies and procedures set forth the proxy voting policies, procedures and
guidelines of D.A. Davidson & Co. (“Davidson”), an investment adviser registered with the
Securities and Exchange Commission (“Commission”) pursuant to the Investment Advisers Act
of 1940, as amended (the “Act”), and a broker-dealer registered with the Commission under the
Securities Exchange Act of 1934, in voting portfolio proxies relating to securities held by its
clients. As a registered investment adviser, Davidson has a fiduciary duty to act solely in the best
interest of its clients. This duty requires Davidson to vote proxies in a timely manner and make
voting decisions that are in the best interests of its clients. All proxies received by Davidson are
voted in accordance with these procedures.
These procedures and policies are intended to comply with Rule 206(4)-6 of the Act.
The Proxy Voting Committee
Davidson has delegated its administrative duties with respect to voting proxies to a proxy voting
committee (the "Committee"). Members of the Committee are appointed by Davidson’s Chief
Executive Officer and include senior investment personnel from Davidson, Davidson Investment
Advisors, Inc., and Davidson Trust Co.1 On a regular basis, the Committee will also invite
personnel from the Legal and Compliance Departments of Davidson Companies to participate in
The Committee is responsible for voting proxies on behalf of Davidson via Voting Administrator.
In addition, the Committee is responsible for periodically reviewing these policies and procedures
and determining how Davidson will vote in those instances that are not otherwise covered by
these policies and procedures, and for evaluating proxies that create a conflict of interest as
discussed more fully below. The Committee will also monitor Davidson’s overall adherence to