<DOCUMENT>
<TYPE>N-PX
<SEQUENCE>1
<FILENAME>d219031dnpx.txt
<DESCRIPTION>VIRTUS TOTAL RETURN FUND INC
<TEXT>
<PAGE>

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                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

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

                                   FORM N-PX

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

              ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
                         MANAGEMENT INVESTMENT COMPANY

Investment Company Act File Number:   811-05620

                         VIRTUS TOTAL RETURN FUND INC.
                (FKA VIRTUS GLOBAL DIVIDEND & INCOME FUND INC.)
              (exact name of registrant as specified in charter)

                    101 Munson Street, Greenfield, MA 01301
                   (Address of principal executive offices)

 Jennifer Fromm, Esq., Virtus Investment Partners, Inc., One Financial Plaza,
                              Hartford, CT 06103
                    (Name and Address of agent for service)

Registrant's telephone number, including area code: 800-243-1574

Date of Fiscal Year End: 11/30

Date of Reporting Period: 07/01/2020 - 06/30/2021

================================================================================

<PAGE>


******************************* FORM N-Px REPORT *******************************

ICA File Number: 811-05620
Reporting Period: 07/01/2020 - 06/30/2021
Virtus Total Return Fund Inc.









======================== Virtus Total Return Fund Inc. =========================


AENA S.M.E. SA

Ticker:       AENA           Security ID:  E526K0106
Meeting Date: OCT 29, 2020   Meeting Type: Annual
Record Date:  OCT 23, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Standalone Financial Statements For       For          Management
2     Approve Consolidated Financial          For       For          Management
      Statements
3     Approve Allocation of Income and        For       For          Management
      Dividends
4     Approve Non-Financial Information       For       For          Management
      Statement
5     Approve Reclassification of Voluntary   For       For          Management
      Reserves to Capitalization Reserves
6     Approve Discharge of Board              For       For          Management
7.1   Reelect Amancio Lopez Seijas as         For       For          Management
      Director
7.2   Reelect Jaime Terceiro Lomba as         For       For          Management
      Director
7.3   Elect Irene Cano Piquero as Director    For       For          Management
7.4   Elect Francisco Javier Marin San        For       For          Management
      Andres as Director
8     Authorize Share Repurchase Program      For       For          Management
9     Advisory Vote on Remuneration Report    For       For          Management
10    Approve Principles for Climate Change   For       For          Management
      Action and Environmental Governance
11    Approve Instructions to the Board to    Against   For          Shareholder
      Present the Climate Action Plan at the
      2021 AGM and Updated Climate Action
      Reports at the AGM that May be Held as
      from 2022 (Inclusive) and to Submit
      them to a Consultative Vote as a
      Separate Agenda Item
12    Add New Article 50 bis                  Against   For          Shareholder
13    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


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AENA S.M.E. SA

Ticker:       AENA           Security ID:  E526K0106
Meeting Date: APR 27, 2021   Meeting Type: Annual
Record Date:  APR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Standalone Financial Statements For       For          Management
2     Approve Consolidated Financial          For       For          Management
      Statements
3     Approve Treatment of Net Loss           For       For          Management
4     Approve Non-Financial Information       For       For          Management
      Statement
5     Approve Discharge of Board              For       For          Management
6     Ratify Appointment of and Elect Juan    For       For          Management
      Rio Cortes as Director
7.1   Amend Articles Re: Allow Shareholder    For       For          Management
      Meetings to be Held in Virtual-Only
      Format
7.2   Amend Articles Re: Board Competences    For       For          Management
      and Board Committees
7.3   Amend Articles Re: Board Committees,    For       For          Management
      Remuneration and Climate Action Plan
8     Amend Articles of General Meeting       For       For          Management
      Regulations Re: Allow Shareholder
      Meetings to be Held in Virtual-Only
      Format
9     Advisory Vote on Remuneration Report    For       For          Management
10    Advisory Vote on Company's Climate      For       For          Management
      Action Plan
11    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions


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AEROPORTS DE PARIS SA

Ticker:       ADP            Security ID:  F00882104
Meeting Date: MAY 11, 2021   Meeting Type: Annual/Special
Record Date:  MAY 07, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Amend Article 19 of Bylaws Re:          For       For          Management
      Alternate Auditor
2     Approve Financial Statements and        For       For          Management
      Statutory Reports
3     Approve Consolidated Financial          For       For          Management
      Statements and Statutory Reports
4     Approve Treatment of Losses             For       For          Management
5     Approve Transaction with the French     For       For          Management
      State
6     Approve Transaction with Grand Paris    For       For          Management
7     Approve Transaction with Societe du     For       For          Management
      Grand Paris
8     Approve Transaction with Societe Royal  For       For          Management
      Schiphol Group
9     Approve Transaction with the French     For       For          Management
      State
10    Authorize Repurchase of Up to 10        For       Against      Management
      Percent of Issued Share Capital
11    Approve Compensation of Corporate       For       For          Management
      Officers
12    Approve Compensation of Augustin de     For       For          Management
      Romanet, Chairman and CEO
13    Approve Remuneration Policy of Board    For       For          Management
      Members
14    Approve Remuneration Policy of          For       For          Management
      Chairman and CEO
15    Ratify Appointment of Jean-Benoit       For       Against      Management
      Albertini as Director
16    Ratify Appointment of Severin Cabannes  For       For          Management
      as Director
17    Ratify Appointment of Robert Carsouw    For       Against      Management
      as Director
18    Renew Appointment of Ernst & Young      For       For          Management
      Audit as Auditor
19    Renew Appointment of Deloitte &         For       For          Management
      Associes as Auditor
20    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


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AMEREN CORPORATION

Ticker:       AEE            Security ID:  023608102
Meeting Date: MAY 06, 2021   Meeting Type: Annual
Record Date:  MAR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Warner L. Baxter         For       For          Management
1b    Elect Director Cynthia J. Brinkley      For       For          Management
1c    Elect Director Catherine S. Brune       For       For          Management
1d    Elect Director J. Edward Coleman        For       For          Management
1e    Elect Director Ward H. Dickson          For       For          Management
1f    Elect Director Noelle K. Eder           For       For          Management
1g    Elect Director Ellen M. Fitzsimmons     For       For          Management
1h    Elect Director Rafael Flores            For       For          Management
1i    Elect Director Richard J. Harshman      For       For          Management
1j    Elect Director Craig S. Ivey            For       For          Management
1k    Elect Director James C. Johnson         For       For          Management
1l    Elect Director Steven H. Lipstein       For       For          Management
1m    Elect Director Leo S. Mackay, Jr.       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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AMERICAN ELECTRIC POWER COMPANY, INC.

Ticker:       AEP            Security ID:  025537101
Meeting Date: APR 20, 2021   Meeting Type: Annual
Record Date:  FEB 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Nicholas K. Akins        For       For          Management
1.2   Elect Director David J. Anderson        For       For          Management
1.3   Elect Director J. Barnie Beasley, Jr.   For       For          Management
1.4   Elect Director Art A. Garcia            For       For          Management
1.5   Elect Director Linda A. Goodspeed       For       For          Management
1.6   Elect Director Thomas E. Hoaglin        For       For          Management
1.7   Elect Director Sandra Beach Lin         For       For          Management
1.8   Elect Director Margaret M. McCarthy     For       For          Management
1.9   Elect Director Stephen S. Rasmussen     For       For          Management
1.10  Elect Director Oliver G. Richard, III   For       For          Management
1.11  Elect Director Daryl Roberts            For       For          Management
1.12  Elect Director Sara Martinez Tucker     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 TOWER CORPORATION

Ticker:       AMT            Security ID:  03027X100
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas A. Bartlett       For       For          Management
1b    Elect Director Raymond P. Dolan         For       For          Management
1c    Elect Director Kenneth R. Frank         For       For          Management
1d    Elect Director Robert D. Hormats        For       For          Management
1e    Elect Director Gustavo Lara Cantu       For       For          Management
1f    Elect Director Grace D. Lieblein        For       For          Management
1g    Elect Director Craig Macnab             For       For          Management
1h    Elect Director JoAnn A. Reed            For       For          Management
1i    Elect Director Pamela D.A. Reeve        For       For          Management
1j    Elect Director David E. Sharbutt        For       For          Management
1k    Elect Director Bruce L. Tanner          For       For          Management
1l    Elect Director Samme L. Thompson        For       For          Management
2     Ratify Deloitte & Touche LLP as Auditor For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Reduce Ownership Threshold for          Against   Against      Shareholder
      Shareholders to Call Special Meeting
5     Establish a Board Committee on Human    Against   Against      Shareholder
      Rights


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AMERICAN WATER WORKS COMPANY, INC.

Ticker:       AWK            Security ID:  030420103
Meeting Date: MAY 12, 2021   Meeting Type: Annual
Record Date:  MAR 17, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeffrey N. Edwards       For       For          Management
1b    Elect Director Martha Clark Goss        For       For          Management
1c    Elect Director Veronica M. Hagen        For       For          Management
1d    Elect Director Kimberly J. Harris       For       For          Management
1e    Elect Director Julia L. Johnson         For       For          Management
1f    Elect Director Patricia L. Kampling     For       For          Management
1g    Elect Director Karl F. Kurz             For       For          Management
1h    Elect Director Walter J. Lynch          For       For          Management
1i    Elect Director George MacKenzie         For       For          Management
1j    Elect Director James G. Stavridis       For       For          Management
1k    Elect Director Lloyd M. Yates           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors


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ATLANTIA SPA

Ticker:       ATL            Security ID:  T05404107
Meeting Date: OCT 30, 2020   Meeting Type: Special
Record Date:  OCT 21, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Director                          For       For          Management
1     Approve Cancellation of Capital         For       For          Management
      Authorization Approved on August 8,
      2013; Amend Company Bylaws Re: Article
      6
2     Amend Company Bylaws Re: Articles 6,    For       For          Management
      20, 23, and 32
3     Approve Partial and Proportional        For       For          Management
      Demerger Plan of Atlantia SpA in Favor
      of Autostrade Concessioni e
      Costruzioni SpA; Amend Company Bylaws
      Re: Article 6


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ATLANTIA SPA

Ticker:       ATL            Security ID:  T05404107
Meeting Date: MAR 29, 2021   Meeting Type: Special
Record Date:  MAR 18, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Extension of the Deadline for   For       For          Management
      the Fulfilment of the Condition
      Precedent Provided for by Article 7.1
      (ix) of the Plan for the Partial and
      Proportional Demerger of Atlantia SpA
      in Favor of Autostrade Concessioni e
      Costruzioni SpA


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ATLANTIA SPA

Ticker:       ATL            Security ID:  T05404107
Meeting Date: APR 28, 2021   Meeting Type: Annual/Special
Record Date:  APR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Accept Financial Statements and         For       For          Management
      Statutory Reports
1b    Approve Allocation of Income            For       For          Management
2a.1  Slate 1 Submitted by Sintonia SpA       None      For          Shareholder
2a.2  Slate 2 Submitted by Institutional      None      Against      Shareholder
      Investors (Assogestioni)
2b    Approve Internal Auditors' Remuneration For       For          Management
3.1   Elect Nicola Verdicchio as Director     None      Against      Shareholder
3.2   Elect Andrea Brentan as Director        None      For          Shareholder
4     Approve Stock Grant Plan 2021-2023      For       For          Management
5a    Approve Remuneration Policy             For       For          Management
5b    Approve Second Section of the           For       Against      Management
      Remuneration Report
A     Deliberations on Possible Legal Action  None      Against      Management
      Against Directors if Presented by
      Shareholders
1a    Amend Company Bylaws Re: Article 8      For       For          Management
1b    Amend Company Bylaws Re: Article 20     For       For          Management
1c    Amend Company Bylaws Re: Article 23     For       For          Management
1d    Amend Company Bylaws Re: Articles 26    For       For          Management
      and 28


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ATLANTIA SPA

Ticker:       ATL            Security ID:  T05404107
Meeting Date: MAY 31, 2021   Meeting Type: Ordinary Shareholders
Record Date:  MAY 20, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Disposal of the Entire Stake    For       For          Management
      held in Autostrade per l'Italia SpA by
      Atlantia SpA


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ATMOS ENERGY CORPORATION

Ticker:       ATO            Security ID:  049560105
Meeting Date: FEB 03, 2021   Meeting Type: Annual
Record Date:  DEC 11, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director J. Kevin Akers           For       For          Management
1b    Elect Director Robert W. Best           For       For          Management
1c    Elect Director Kim R. Cocklin           For       For          Management
1d    Elect Director Kelly H. Compton         For       For          Management
1e    Elect Director Sean Donohue             For       For          Management
1f    Elect Director Rafael G. Garza          For       For          Management
1g    Elect Director Richard K. Gordon        For       For          Management
1h    Elect Director Robert C. Grable         For       For          Management
1i    Elect Director Nancy K. Quinn           For       For          Management
1j    Elect Director Richard A. Sampson       For       For          Management
1k    Elect Director Stephen R. Springer      For       For          Management
1l    Elect Director Diana J. Walters         For       For          Management
1m    Elect Director Richard Ware, II         For       For          Management
1n    Elect Director Frank Yoho               For       For          Management
2     Amend Omnibus Stock Plan                For       For          Management
3     Ratify Ernst & Young LLP as Auditors    For       For          Management
4     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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AUCKLAND INTERNATIONAL AIRPORT LTD.

Ticker:       AIA            Security ID:  Q06213146
Meeting Date: OCT 22, 2020   Meeting Type: Annual
Record Date:  OCT 20, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Elect Julia Hoare as Director           For       For          Management
2     Authorize Board to Fix Remuneration of  For       For          Management
      the Auditors


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CANADIAN PACIFIC RAILWAY LIMITED

Ticker:       CP             Security ID:  13645T100
Meeting Date: APR 21, 2021   Meeting Type: Annual/Special
Record Date:  FEB 26, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Ratify Deloitte LLP as Auditors         For       For          Management
2     Advisory Vote on Executive              For       For          Management
      Compensation Approach
3.1   Elect Director John Baird               For       For          Management
3.2   Elect Director Isabelle Courville       For       For          Management
3.3   Elect Director Keith E. Creel           For       For          Management
3.4   Elect Director Gillian (Jill) H. Denham For       For          Management
3.5   Elect Director Edward R. Hamberger      For       For          Management
3.6   Elect Director Rebecca MacDonald        For       For          Management
3.7   Elect Director Edward L. Monser         For       For          Management
3.8   Elect Director Matthew H. Paull         For       For          Management
3.9   Elect Director Jane L. Peverett         For       For          Management
3.10  Elect Director Andrea Robertson         For       For          Management
3.11  Elect Director Gordon T. Trafton        For       For          Management
4     Approve Share Split                     For       For          Management
5     SP: Hold an Annual Non-Binding          For       For          Shareholder
      Advisory Vote on Climate Change


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CELLNEX TELECOM SA

Ticker:       CLNX           Security ID:  E2R41M104
Meeting Date: JUL 20, 2020   Meeting Type: Annual
Record Date:  JUL 15, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Consolidated and Standalone     For       For          Management
      Financial Statements
2     Approve Non-Financial Information       For       For          Management
      Statement
3     Approve Allocation of Income            For       For          Management
4     Approve Discharge of Board              For       For          Management
5     Approve Dividends                       For       For          Management
6     Renew Appointment of Deloitte as        For       For          Management
      Auditor
7.1   Approve Grant of Shares to CEO          For       For          Management
7.2   Approve Extraordinary Bonus for CEO     For       For          Management
8.1   Maintain Number of Directors at 12      For       For          Management
8.2   Reelect Concepcion del Rivero Bermejo   For       For          Management
      as Director
8.3   Ratify Appointment of and Elect Franco  For       For          Management
      Bernabe as Director
8.4   Ratify Appointment of and Elect Mamoun  For       For          Management
      Jamai as Director
8.5   Ratify Appointment of and Elect         For       For          Management
      Christian Coco as Director
9     Authorize Increase in Capital up to 50  For       For          Management
      Percent via Issuance of Equity or
      Equity-Linked Securities, Excluding
      Preemptive Rights of up to 10 Percent
10    Authorize Issuance of Convertible       For       For          Management
      Bonds, Debentures, Warrants, and Other
      Debt Securities with Exclusion of
      Preemptive Rights up to 10 Percent of
      Capital
11    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
12    Advisory Vote on Remuneration Report    For       For          Management


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CELLNEX TELECOM SA

Ticker:       CLNX           Security ID:  E2R41M104
Meeting Date: MAR 26, 2021   Meeting Type: Annual
Record Date:  MAR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Consolidated and Standalone     For       For          Management
      Financial Statements
2     Approve Non-Financial Information       For       For          Management
      Statement
3     Approve Treatment of Net Loss           For       For          Management
4     Approve Discharge of Board              For       For          Management
5.1   Approve Annual Maximum Remuneration     For       For          Management
5.2   Approve Remuneration Policy             For       For          Management
6     Approve Grant of Shares to CEO          For       For          Management
7.1   Fix Number of Directors at 11           For       For          Management
7.2   Ratify Appointment of and Elect         For       For          Management
      Alexandra Reich as Director
8.1   Amend Articles                          For       For          Management
8.2   Remove Articles                         For       For          Management
8.3   Renumber Article 27 as New Article 21   For       For          Management
8.4   Amend Article 5                         For       For          Management
8.5   Amend Article 10                        For       For          Management
8.6   Amend Articles and Add New Article 13   For       For          Management
8.7   Amend Articles                          For       For          Management
8.8   Add New Article 15                      For       For          Management
9.1   Amend Articles of General Meeting       For       For          Management
      Regulations Re: Technical Adjustments
9.2   Amend Articles of General Meeting       For       For          Management
      Regulations Re: Remote Voting
9.3   Add New Article 15 to General Meeting   For       For          Management
      Regulations
10    Approve Capital Raising                 For       For          Management
11    Authorize Increase in Capital up to 50  For       For          Management
      Percent via Issuance of Equity or
      Equity-Linked Securities, Excluding
      Preemptive Rights of up to 10 Percent
12    Authorize Issuance of Convertible       For       For          Management
      Bonds, Debentures, Warrants, and Other
      Debt Securities with Exclusion of
      Preemptive Rights up to 10 Percent of
      Capital
13    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
14    Advisory Vote on Remuneration Report    For       For          Management


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CENTERPOINT ENERGY, INC.

Ticker:       CNP            Security ID:  15189T107
Meeting Date: APR 23, 2021   Meeting Type: Annual
Record Date:  FEB 26, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Leslie D. Biddle         For       For          Management
1b    Elect Director Milton Carroll           For       For          Management
1c    Elect Director Wendy Montoya Cloonan    For       For          Management
1d    Elect Director Earl M. Cummings         For       For          Management
1e    Elect Director David J. Lesar           For       For          Management
1f    Elect Director Martin H. Nesbitt        For       For          Management
1g    Elect Director Theodore F. Pound        For       For          Management
1h    Elect Director Phillip R. Smith         For       For          Management
1i    Elect Director Barry T. Smitherman      For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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CHENIERE ENERGY, INC.

Ticker:       LNG            Security ID:  16411R208
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director G. Andrea Botta          For       For          Management
1b    Elect Director Jack A. Fusco            For       For          Management
1c    Elect Director Vicky A. Bailey          For       For          Management
1d    Elect Director Nuno Brandolini          For       For          Management
1e    Elect Director David B. Kilpatrick      For       For          Management
1f    Elect Director Sean T. Klimczak         For       For          Management
1g    Elect Director Andrew Langham           For       For          Management
1h    Elect Director Donald F. Robillard, Jr. For       For          Management
1i    Elect Director Neal A. Shear            For       For          Management
1j    Elect Director Andrew J. Teno           For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify KPMG LLP as Auditors             For       For          Management


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CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

Ticker:       CCO            Security ID:  18453H106
Meeting Date: MAY 05, 2021   Meeting Type: Annual
Record Date:  MAR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director C. William Eccleshare    For       For          Management
1.2   Elect Director Lisa Hammitt             For       For          Management
1.3   Elect Director Mary Teresa Rainey       For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Amend Omnibus Stock Plan                For       For          Management
4     Ratify Ernst & Young LLP as Auditors    For       For          Management


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CMS ENERGY CORPORATION

Ticker:       CMS            Security ID:  125896100
Meeting Date: MAY 07, 2021   Meeting Type: Annual
Record Date:  MAR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jon E. Barfield          For       For          Management
1b    Elect Director Deborah H. Butler        For       For          Management
1c    Elect Director Kurt L. Darrow           For       For          Management
1d    Elect Director William D. Harvey        For       For          Management
1e    Elect Director Garrick J. Rochow        For       For          Management
1f    Elect Director John G. Russell          For       For          Management
1g    Elect Director Suzanne F. Shank         For       For          Management
1h    Elect Director Myrna M. Soto            For       For          Management
1i    Elect Director John G. Sznewajs         For       For          Management
1j    Elect Director Ronald J. Tanski         For       For          Management
1k    Elect Director Laura H. Wright          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
4     Report on Costs and Benefits of         Against   Against      Shareholder
      Environmental Related Expenditures


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CROWN CASTLE INTERNATIONAL CORP.

Ticker:       CCI            Security ID:  22822V101
Meeting Date: MAY 21, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director P. Robert Bartolo        For       For          Management
1b    Elect Director Jay A. Brown             For       For          Management
1c    Elect Director Cindy Christy            For       For          Management
1d    Elect Director Ari Q. Fitzgerald        For       For          Management
1e    Elect Director Andrea J. Goldsmith      For       For          Management
1f    Elect Director Lee W. Hogan             For       For          Management
1g    Elect Director Tammy K. Jones           For       For          Management
1h    Elect Director J. Landis Martin         For       For          Management
1i    Elect Director Anthony J. Melone        For       For          Management
1j    Elect Director W. Benjamin Moreland     For       For          Management
1k    Elect Director Kevin A. Stephens        For       For          Management
1l    Elect Director Matthew Thornton, III    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     Advisory Vote on Say on Pay Frequency   One Year  One Year     Management


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DOMINION ENERGY, INC.

Ticker:       D              Security ID:  25746U109
Meeting Date: MAY 05, 2021   Meeting Type: Annual
Record Date:  MAR 05, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1A    Elect Director James A. Bennett         For       For          Management
1B    Elect Director Robert M. Blue           For       For          Management
1C    Elect Director Helen E. Dragas          For       For          Management
1D    Elect Director James O. Ellis, Jr.      For       For          Management
1E    Elect Director D. Maybank Hagood        For       For          Management
1F    Elect Director Ronald W. Jibson         For       For          Management
1G    Elect Director Mark J. Kington          For       For          Management
1H    Elect Director Joseph M. Rigby          For       For          Management
1I    Elect Director Pamela J. Royal          For       For          Management
1J    Elect Director Robert H. Spilman, Jr.   For       For          Management
1K    Elect Director Susan N. Story           For       For          Management
1L    Elect Director Michael E. Szymanczyk    For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
4     Report on Lobbying Payments and Policy  Against   Against      Shareholder
5     Require Independent Board Chair         Against   For          Shareholder
6     Amend Proxy Access Right                Against   Against      Shareholder


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DTE ENERGY COMPANY

Ticker:       DTE            Security ID:  233331107
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAR 23, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Gerard M. Anderson       For       For          Management
1.2   Elect Director David A. Brandon         For       For          Management
1.3   Elect Director Charles G. McClure, Jr.  For       For          Management
1.4   Elect Director Gail J. McGovern         For       For          Management
1.5   Elect Director Mark A. Murray           For       For          Management
1.6   Elect Director Gerardo Norcia           For       For          Management
1.7   Elect Director Ruth G. Shaw             For       For          Management
1.8   Elect Director Robert C. Skaggs, Jr.    For       For          Management
1.9   Elect Director David A. Thomas          For       For          Management
1.10  Elect Director Gary H. Torgow           For       For          Management
1.11  Elect Director James H. Vandenberghe    For       For          Management
1.12  Elect Director Valerie M. 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     Amend Omnibus Stock Plan                For       For          Management
5     Report on Political Contributions       Against   Against      Shareholder
6     Report on Costs and Benefits of         Against   Against      Shareholder
      Environmental Related Expenditures


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

EDISON INTERNATIONAL

Ticker:       EIX            Security ID:  281020107
Meeting Date: APR 22, 2021   Meeting Type: Annual
Record Date:  MAR 01, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Jeanne Beliveau-Dunn     For       For          Management
1b    Elect Director Michael C. Camunez       For       For          Management
1c    Elect Director  Vanessa C.L. Chang      For       For          Management
1d    Elect Director James T. Morris          For       For          Management
1e    Elect Director Timothy T. O'Toole       For       For          Management
1f    Elect Director Pedro J. Pizarro         For       For          Management
1g    Elect Director Carey A. Smith           For       For          Management
1h    Elect Director Linda G. Stuntz          For       For          Management
1i    Elect Director William P. Sullivan      For       For          Management
1j    Elect Director Peter J. Taylor          For       For          Management
1k    Elect Director Keith Trent              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     Approve Qualified Employee Stock        For       For          Management
      Purchase Plan
5     Amend Proxy Access Right                Against   Against      Shareholder


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

EDP-ENERGIAS DE PORTUGAL SA

Ticker:       EDP            Security ID:  X67925119
Meeting Date: APR 14, 2021   Meeting Type: Annual
Record Date:  APR 07, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Individual and Consolidated     For       For          Management
      Financial Statements and Statutory
      Reports
2     Approve Allocation of Income            For       For          Management
3.1   Appraise Management of Company and      For       For          Management
      Approve Vote of Confidence to
      Management Board
3.2   Appraise Supervision of Company and     For       For          Management
      Approve Vote of Confidence to
      Supervisory Board
3.3   Appraise Work Performed by Statutory    For       For          Management
      Auditor and Approve Vote of Confidence
      to Statutory Auditor
4     Authorize Repurchase and Reissuance of  For       For          Management
      Shares
5     Authorize Repurchase and Reissuance of  For       For          Management
      Repurchased Debt Instruments
6     Authorize Increase in Capital Up to 10  For       For          Management
      Percent via Issuance of Equity or
      Equity-Linked Securities without
      Preemptive Rights
7     Amend Articles                          For       For          Management
8     Eliminate Preemptive Rights             For       For          Management
9     Approve Statement on Remuneration       For       For          Management
      Policy Applicable to Executive Board
10    Approve Statement on Remuneration       For       For          Management
      Policy Applicable to Other Corporate
      Bodies
11.1  Elect Corporate Bodies for 2021-2023    For       For          Management
      Term
11.2  Appoint PricewaterhouseCoopers &        For       For          Management
      Associados - Sociedade de Revisores de
      Contas, Lda. as Auditor and Aurelio
      Adriano Rangel Amado as Alternate for
      2021-2023 Term
11.3  Elect General Meeting Board for         For       For          Management
      2021-2023 Term
11.4  Elect Remuneration Committee for        For       For          Management
      2021-2023 Term
11.5  Approve Remuneration of Remuneration    For       For          Management
      Committee Members
11.6  Elect Environment and Sustainability    For       For          Management
      Board for 2021-2023 Term


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

EMERA INCORPORATED

Ticker:       EMA            Security ID:  290876101
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Scott C. Balfour         For       For          Management
1.2   Elect Director James V. Bertram         For       For          Management
1.3   Elect Director Henry E. Demone          For       For          Management
1.4   Elect Director Kent M. Harvey           For       For          Management
1.5   Elect Director B. Lynn Loewen           For       For          Management
1.6   Elect Director John B. Ramil            For       For          Management
1.7   Elect Director Andrea S. Rosen          For       For          Management
1.8   Elect Director Richard P. Sergel        For       For          Management
1.9   Elect Director M. Jacqueline Sheppard   For       For          Management
1.10  Elect Director Karen H. Sheriff         For       For          Management
1.11  Elect Director Jochen E. Tilk           For       For          Management
2     Ratify Ernst & Young LLP as Auditors    For       For          Management
3     Authorize Board to Fix Remuneration of  For       For          Management
      Auditors
4     Advisory Vote on Executive              For       For          Management
      Compensation Approach
5     Amend Stock Option Plan                 For       For          Management


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

ENBRIDGE INC.

Ticker:       ENB            Security ID:  29250N105
Meeting Date: MAY 05, 2021   Meeting Type: Annual
Record Date:  MAR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Pamela L. Carter         For       For          Management
1.2   Elect Director Marcel R. Coutu          For       For          Management
1.3   Elect Director Susan M. Cunningham      For       For          Management
1.4   Elect Director Gregory L. Ebel          For       For          Management
1.5   Elect Director J. Herb England          For       For          Management
1.6   Elect Director Gregory J. Goff          For       For          Management
1.7   Elect Director V. Maureen Kempston      For       For          Management
      Darkes
1.8   Elect Director Teresa S. Madden         For       For          Management
1.9   Elect Director Al Monaco                For       For          Management
1.10  Elect Director Stephen S. Poloz         For       For          Management
1.11  Elect Director Dan C. Tutcher           For       For          Management
2     Approve PricewaterhouseCoopers LLP as   For       For          Management
      Auditors and Authorize Board to Fix
      Their Remuneration
3     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

ENEL SPA

Ticker:       ENEL           Security ID:  T3679P115
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAY 11, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Allocation of Income            For       For          Management
3     Authorize Share Repurchase Program and  For       For          Management
      Reissuance of Repurchased Shares
4     Approve Long-Term Incentive Plan        For       For          Management
5.1   Approve Remuneration Policy             For       For          Management
5.2   Approve Second Section of the           For       For          Management
      Remuneration Report
A     Deliberations on Possible Legal Action  None      Against      Management
      Against Directors if Presented by
      Shareholders


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

ESSENTIAL UTILITIES, INC.

Ticker:       WTRG           Security ID:  29670G102
Meeting Date: MAY 05, 2021   Meeting Type: Annual
Record Date:  MAR 08, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Elizabeth B. Amato       For       For          Management
1.2   Elect Director Christopher H. Franklin  For       For          Management
1.3   Elect Director Daniel J. Hilferty       For       For          Management
1.4   Elect Director Francis O. Idehen        For       For          Management
1.5   Elect Director Edwina Kelly             For       For          Management
1.6   Elect Director Ellen T. Ruff            For       For          Management
1.7   Elect Director Lee C. Stewart           For       For          Management
1.8   Elect Director Christopher C. Womack    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     Provide Proxy Access Right              For       For          Management


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

FLUGHAFEN ZUERICH AG

Ticker:       FHZN           Security ID:  H26552135
Meeting Date: APR 22, 2021   Meeting Type: Annual
Record Date:

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Financial Statements and        None      None         Management
      Statutory Reports (Non-Voting)
2     Receive Auditor's Report (Non-Voting)   None      None         Management
3     Accept Financial Statements and         For       For          Management
      Statutory Reports
4     Approve Remuneration Report             For       For          Management
      (Non-Binding)
5     Approve Discharge of Board of Directors For       For          Management
6     Approve Allocation of Income and        For       For          Management
      Omission of Dividends
7.1   Approve Remuneration of Board of        For       For          Management
      Directors in the Amount of CHF 1.7
      Million
7.2   Approve Remuneration of Executive       For       For          Management
      Committee in the Amount of CHF 5.5
      Million
8.1.1 Reelect Guglielmo Brentel as Director   For       For          Management
8.1.2 Reelect Josef Felder as Director        For       For          Management
8.1.3 Reelect Stephan Gemkow as Director      For       For          Management
8.1.4 Reelect Corine Mauch as Director        For       For          Management
8.1.5 Reelect Andreas Schmid as Director      For       For          Management
8.2   Elect Andreas Schmid as Board Chairman  For       For          Management
8.3.1 Appoint Vincent Albers as Member of     For       For          Management
      the Nomination and Compensation
      Committee
8.3.2 Appoint Guglielmo Brentel as Member of  For       For          Management
      the Nomination and Compensation
      Committee
8.3.3 Appoint Eveline Saupper as Member of    For       For          Management
      the Nomination and Compensation
      Committee
8.3.4 Appoint Andreas Schmid as Non-Voting    For       For          Management
      Member of the Nomination and
      Compensation Committee
8.4   Designate Marianne Sieger as            For       For          Management
      Independent Proxy
8.5   Ratify Ernst & Young AG as Auditors     For       For          Management
9     Transact Other Business (Voting)        For       Against      Management


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

FORTIS INC.

Ticker:       FTS            Security ID:  349553107
Meeting Date: MAY 06, 2021   Meeting Type: Annual
Record Date:  MAR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Tracey C. Ball           For       For          Management
1.2   Elect Director Pierre J. Blouin         For       For          Management
1.3   Elect Director Paul J. Bonavia          For       For          Management
1.4   Elect Director Lawrence T. Borgard      For       For          Management
1.5   Elect Director Maura J. Clark           For       For          Management
1.6   Elect Director Margarita K. Dilley      For       For          Management
1.7   Elect Director Julie A. Dobson          For       For          Management
1.8   Elect Director Lisa L. Durocher         For       For          Management
1.9   Elect Director Douglas J. Haughey       For       For          Management
1.10  Elect Director David G. Hutchens        For       For          Management
1.11  Elect Director Gianna M. Manes          For       For          Management
1.12  Elect Director Jo Mark Zurel            For       For          Management
2     Approve Deloitte LLP as Auditors and    For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

FRONTERA ENERGY CORPORATION

Ticker:       FEC            Security ID:  35905B107
Meeting Date: MAY 19, 2021   Meeting Type: Annual
Record Date:  APR 09, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Fix Number of Directors at Seven        For       For          Management
2.1   Elect Director Luis Fernando Alarcon    For       For          Management
      Mantilla
2.2   Elect Director W. Ellis Armstrong       For       For          Management
2.3   Elect Director Rene Burgos Diaz         For       For          Management
2.4   Elect Director Orlando Cabrales Segovia For       For          Management
2.5   Elect Director Gabriel de Alba          For       For          Management
2.6   Elect Director Russell Ford             For       For          Management
2.7   Elect Director Veronique Giry           For       For          Management
3     Approve Ernst & Young LLP as Auditors   For       For          Management
      and Authorize Board to Fix Their
      Remuneration


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

IBERDROLA SA

Ticker:       IBE            Security ID:  E6165F166
Meeting Date: JUN 17, 2021   Meeting Type: Annual
Record Date:  JUN 11, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Consolidated and Standalone     For       For          Management
      Financial Statements
2     Approve Consolidated and Standalone     For       For          Management
      Management Reports
3     Approve Non-Financial Information       For       For          Management
      Statement
4     Approve Discharge of Board              For       For          Management
5     Amend Articles Re: Update of the Name   For       For          Management
      of the Governance and Sustainability
      System and Incorporation of Other
      Technical Improvements
6     Amend Article 10 to Reflect Changes in  For       For          Management
      Capital
7     Amend Articles Re: New Regulations      For       For          Management
      Regarding Long-Term Involvement of
      Shareholders
8     Amend Articles Re: Allow Shareholder    For       For          Management
      Meetings to be Held in Virtual-Only
      Format
9     Amend Article 32 Re: Climate Action     For       For          Management
      Plan
10    Amend Articles Re: Meetings of Board    For       For          Management
      of Directors and its Committees
11    Amend Articles Re: Annual Financial     For       For          Management
      and Non-Financial Information
12    Amend Articles Re: Technical            For       For          Management
      Improvements
13    Amend Articles of General Meeting       For       For          Management
      Regulations Re: Update of the Name of
      the Governance and Sustainability
      System and Incorporation of Other
      Technical Improvements
14    Amend Articles of General Meeting       For       For          Management
      Regulations Re: New Regulations
      Regarding Long-Term Involvement of
      Shareholders
15    Amend Articles of General Meeting       For       For          Management
      Regulations Re: Allow Shareholder
      Meetings to be Held in Virtual-Only
      Format
16    Approve Remuneration Policy             For       For          Management
17    Approve Allocation of Income and        For       For          Management
      Dividends
18    Approve Scrip Dividends                 For       For          Management
19    Approve Scrip Dividends                 For       For          Management
20    Reelect Juan Manuel Gonzalez Serna as   For       For          Management
      Director
21    Reelect Francisco Martinez Corcoles as  For       For          Management
      Director
22    Ratify Appointment of and Elect Angel   For       For          Management
      Jesus Acebes Paniagua as Director
23    Fix Number of Directors at 14           For       For          Management
24    Authorize Issuance of Non-Convertible   For       For          Management
      Bonds/Debentures and/or Other Debt
      Securities up to EUR 30 Billion and
      Issuance of Notes up to EUR 6 Billion
25    Authorize Board to Ratify and Execute   For       For          Management
      Approved Resolutions
26    Advisory Vote on Remuneration Report    For       For          Management
27    Advisory Vote on Company's Climate      For       For          Management
      Action Plan


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

NATIONAL GRID PLC

Ticker:       NG             Security ID:  G6S9A7120
Meeting Date: JUL 27, 2020   Meeting Type: Annual
Record Date:  JUL 24, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Accept Financial Statements and         For       For          Management
      Statutory Reports
2     Approve Final Dividend                  For       For          Management
3     Re-elect Sir Peter Gershon as Director  For       For          Management
4     Re-elect John Pettigrew as Director     For       For          Management
5     Re-elect Andy Agg as Director           For       For          Management
6     Re-elect Nicola Shaw as Director        For       For          Management
7     Re-elect Mark Williamson as Director    For       For          Management
8     Re-elect Jonathan Dawson as Director    For       For          Management
9     Re-elect Therese Esperdy as Director    For       For          Management
10    Re-elect Paul Golby as Director         For       For          Management
11    Elect Liz Hewitt as Director            For       For          Management
12    Re-elect Amanda Mesler as Director      For       For          Management
13    Re-elect Earl Shipp as Director         For       For          Management
14    Re-elect Jonathan Silver as Director    For       For          Management
15    Reappoint Deloitte LLP as Auditors      For       For          Management
16    Authorise the Audit Committee to Fix    For       For          Management
      Remuneration of Auditors
17    Approve Remuneration Report             For       For          Management
18    Authorise EU Political Donations and    For       For          Management
      Expenditure
19    Authorise Issue of Equity               For       For          Management
20    Reapprove Share Incentive Plan          For       For          Management
21    Reapprove Sharesave Plan                For       For          Management
22    Approve Increase in Borrowing Limit     For       For          Management
23    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights
24    Authorise Issue of Equity without       For       For          Management
      Pre-emptive Rights in Connection with
      an Acquisition or Other Capital
      Investment
25    Authorise Market Purchase of Ordinary   For       For          Management
      Shares
26    Authorise the Company to Call General   For       For          Management
      Meeting with Two Weeks' Notice


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

NATIONAL GRID PLC

Ticker:       NG             Security ID:  G6S9A7120
Meeting Date: APR 22, 2021   Meeting Type: Special
Record Date:  APR 20, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Acquisition of PPL WPD          For       For          Management
      Investments Limited
2     Approve Increase in Borrowing Limit     For       For          Management
      Under the Company's Articles of
      Association


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

NEXTERA ENERGY, INC.

Ticker:       NEE            Security ID:  65339F101
Meeting Date: MAY 20, 2021   Meeting Type: Annual
Record Date:  MAR 23, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Sherry S. Barrat         For       For          Management
1b    Elect Director James L. Camaren         For       For          Management
1c    Elect Director Kenneth B. Dunn          For       For          Management
1d    Elect Director Naren K. Gursahaney      For       For          Management
1e    Elect Director Kirk S. Hachigian        For       For          Management
1f    Elect Director Amy B. Lane              For       For          Management
1g    Elect Director David L. Porges          For       For          Management
1h    Elect Director James L. Robo            For       For          Management
1i    Elect Director Rudy E. Schupp           For       For          Management
1j    Elect Director John L. Skolds           For       For          Management
1k    Elect Director Lynn M. Utter            For       For          Management
1l    Elect Director Darryl L. Wilson         For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Provide Right to Act by Written Consent Against   Against      Shareholder


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

NORFOLK SOUTHERN CORPORATION

Ticker:       NSC            Security ID:  655844108
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:  MAR 05, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Thomas D. Bell, Jr.      For       For          Management
1b    Elect Director Mitchell E. Daniels, Jr. For       For          Management
1c    Elect Director Marcela E. Donadio       For       For          Management
1d    Elect Director John C. Huffard, Jr.     For       For          Management
1e    Elect Director Christopher T. Jones     For       For          Management
1f    Elect Director Thomas C. Kelleher       For       For          Management
1g    Elect Director Steven F. Leer           For       For          Management
1h    Elect Director Michael D. Lockhart      For       For          Management
1i    Elect Director Amy E. Miles             For       For          Management
1j    Elect Director Claude Mongeau           For       For          Management
1k    Elect Director Jennifer F. Scanlon      For       For          Management
1l    Elect Director James A. Squires         For       For          Management
1m    Elect Director John R. Thompson         For       For          Management
2     Ratify KPMG LLP as Auditors             For       For          Management
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Proxy Access Right                Against   For          Shareholder
5     Report on Corporate Climate Lobbying    Against   For          Shareholder
      Aligned with Paris Agreement


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

ONEOK, INC.

Ticker:       OKE            Security ID:  682680103
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Brian L. Derksen         For       For          Management
1.2   Elect Director Julie H. Edwards         For       For          Management
1.3   Elect Director John W. Gibson           For       For          Management
1.4   Elect Director Mark W. Helderman        For       For          Management
1.5   Elect Director Randall J. Larson        For       For          Management
1.6   Elect Director Steven J. Malcolm        For       For          Management
1.7   Elect Director Jim W. Mogg              For       For          Management
1.8   Elect Director Pattye L. Moore          For       For          Management
1.9   Elect Director Eduardo A. Rodriguez     For       For          Management
1.10  Elect Director Gerald B. Smith          For       For          Management
1.11  Elect Director Terry K. Spencer         For       For          Management
2     Ratify PricewaterhouseCoopers LLP as    For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation


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

ORSTED A/S

Ticker:       ORSTED         Security ID:  K7653Q105
Meeting Date: MAR 01, 2021   Meeting Type: Annual
Record Date:  FEB 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Receive Report of Board                 None      None         Management
2     Accept Financial Statements and         For       For          Management
      Statutory Reports
3     Approve Remuneration Report (Advisory   For       For          Management
      Vote)
4     Approve Discharge of Management and     For       For          Management
      Board
5     Approve Allocation of Income and        For       For          Management
      Dividends of DKK 11.50 Per Share
6     Authorize Share Repurchase Program      For       For          Management
7.1   Approve Director Indemnification Scheme For       For          Management
7.2   Approve Guidelines for Incentive-Based  For       For          Management
      Compensation for Executive Management
      and Board
7.3   Allow Shareholder Meetings to be Held   For       For          Management
      by Electronic Means Only
7.4   Authorize Editorial Changes to Adopted  For       For          Management
      Resolutions in Connection with
      Registration with Danish Authorities
8     Other Proposals from Shareholders       None      None         Management
      (None Submitted)
9.1   Determine Number of Members (8) and     For       For          Management
      Deputy Members of Board
9.2   Reelect Thomas Thune Andersen (Chair)   For       For          Management
      as Director
9.3   Reelect Lene Skole (Vice Chair) as      For       For          Management
      Director
9.4a  Reelect Lynda Armstrong as Director     For       For          Management
9.4b  Reelect Jorgen Kildah as Director       For       For          Management
9.4c  Reelect Peter Korsholm as Director      For       For          Management
9.4d  Reelect Dieter Wemmer as Director       For       For          Management
9.4e  Elect Julia King as New Director        For       For          Management
9.4f  Elect Henrik Poulsen as New Director    For       For          Management
10    Approve Remuneration of Directors;      For       For          Management
      Approve Remuneration for Committee Work
11    Ratify PricewaterhouseCoopers as        For       For          Management
      Auditors
12    Other Business                          None      None         Management


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

PEMBINA PIPELINE CORPORATION

Ticker:       PPL            Security ID:  706327103
Meeting Date: MAY 07, 2021   Meeting Type: Annual
Record Date:  MAR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Randall J. Findlay       For       For          Management
1.2   Elect Director Anne-Marie N. Ainsworth  For       For          Management
1.3   Elect Director Cynthia Carroll          For       For          Management
1.4   Elect Director Michael H. Dilger        For       For          Management
1.5   Elect Director Robert G. Gwin           For       For          Management
1.6   Elect Director Maureen E. Howe          For       For          Management
1.7   Elect Director Gordon J. Kerr           For       For          Management
1.8   Elect Director David M.B. LeGresley     For       For          Management
1.9   Elect Director Leslie A. O'Donoghue     For       For          Management
1.10  Elect Director Bruce D. Rubin           For       For          Management
1.11  Elect Director Henry W. Sykes           For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Advisory Vote on Executive              For       For          Management
      Compensation Approach


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

PUBLIC SERVICE ENTERPRISE GROUP INCORPORATED

Ticker:       PEG            Security ID:  744573106
Meeting Date: APR 20, 2021   Meeting Type: Annual
Record Date:  FEB 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Ralph Izzo               For       For          Management
1.2   Elect Director Shirley Ann Jackson      For       For          Management
1.3   Elect Director Willie A. Deese          For       For          Management
1.4   Elect Director David Lilley             For       For          Management
1.5   Elect Director Barry H. Ostrowsky       For       For          Management
1.6   Elect Director Scott G. Stephenson      For       For          Management
1.7   Elect Director Laura A. Sugg            For       For          Management
1.8   Elect Director John P. Surma            For       For          Management
1.9   Elect Director Susan Tomasky            For       For          Management
1.10  Elect Director Alfred W. Zollar         For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
4     Approve Non-Employee Director           For       For          Management
      Restricted Stock Plan
5     Approve Omnibus Stock Plan              For       For          Management


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

SEMPRA ENERGY

Ticker:       SRE            Security ID:  816851109
Meeting Date: MAY 14, 2021   Meeting Type: Annual
Record Date:  MAR 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Alan L. Boeckmann        For       For          Management
1b    Elect Director Andres Conesa            For       For          Management
1c    Elect Director Maria Contreras-Sweet    For       For          Management
1d    Elect Director Pablo A. Ferrero         For       For          Management
1e    Elect Director William D. Jones         For       For          Management
1f    Elect Director Jeffrey W. Martin        For       For          Management
1g    Elect Director Bethany J. Mayer         For       For          Management
1h    Elect Director Michael N. Mears         For       For          Management
1i    Elect Director Jack T. Taylor           For       For          Management
1j    Elect Director Cynthia L. Walker        For       For          Management
1k    Elect Director Cynthia J. Warner        For       For          Management
1l    Elect Director James C. Yardley         For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Amend Proxy Access Right                Against   For          Shareholder
5     Report on Corporate Climate Lobbying    Against   Against      Shareholder
      Aligned with Paris Agreement


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

SPIRE, INC.

Ticker:       SR             Security ID:  84857L101
Meeting Date: JAN 28, 2021   Meeting Type: Annual
Record Date:  NOV 30, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Mark A. Borer            For       For          Management
1.2   Elect Director Maria V. Fogarty         For       For          Management
1.3   Elect Director Stephen S. Schwartz      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors


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

SYDNEY AIRPORT

Ticker:       SYD            Security ID:  Q8808P103
Meeting Date: MAY 21, 2021   Meeting Type: Annual
Record Date:  MAY 19, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Remuneration Report             For       For          Management
2     Elect Grant Fenn as Director            For       For          Management
3     Elect Abi Cleland as Director           For       For          Management
4     Approve Grant of 407,727 Rights to      For       For          Management
      Geoff Culbert
5     Approve Grant of 182,927 Rights to      For       For          Management
      Geoff Culbert
1     Elect Russell Balding as Director       For       For          Management


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

TARGA RESOURCES CORP.

Ticker:       TRGP           Security ID:  87612G101
Meeting Date: MAY 25, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Beth A. Bowman           For       For          Management
1.2   Elect Director Lindsey M. Cooksen       For       For          Management
1.3   Elect Director Robert B. Evans          For       For          Management
1.4   Elect Director Joe Bob Perkins          For       For          Management
1.5   Elect Director Ershel C. Redd, Jr.      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     Increase Authorized Common Stock        For       For          Management


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

TC ENERGY CORPORATION

Ticker:       TRP            Security ID:  87807B107
Meeting Date: MAY 07, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1.1   Elect Director Stephan Cretier          For       For          Management
1.2   Elect Director Michael R. Culbert       For       For          Management
1.3   Elect Director Susan C. Jones           For       For          Management
1.4   Elect Director Randy Limbacher          For       For          Management
1.5   Elect Director John E. Lowe             For       For          Management
1.6   Elect Director David MacNaughton        For       For          Management
1.7   Elect Director Francois L. Poirier      For       For          Management
1.8   Elect Director Una Power                For       For          Management
1.9   Elect Director Mary Pat Salomone        For       For          Management
1.10  Elect Director Indira V. Samarasekera   For       For          Management
1.11  Elect Director D. Michael G. Stewart    For       For          Management
1.12  Elect Director Siim A. Vanaselja        For       For          Management
1.13  Elect Director Thierry Vandal           For       For          Management
2     Approve KPMG LLP as Auditors and        For       For          Management
      Authorize Board to Fix Their
      Remuneration
3     Advisory Vote on Executive              For       For          Management
      Compensation Approach
4     Amend By-law Number 1                   For       For          Management


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

THE SOUTHERN COMPANY

Ticker:       SO             Security ID:  842587107
Meeting Date: MAY 26, 2021   Meeting Type: Annual
Record Date:  MAR 29, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Janaki Akella            For       For          Management
1b    Elect Director Juanita Powell Baranco   For       For          Management
1c    Elect Director Henry A. Clark, III      For       For          Management
1d    Elect Director Anthony F. Earley, Jr.   For       For          Management
1e    Elect Director Thomas A. Fanning        For       For          Management
1f    Elect Director David J. Grain           For       For          Management
1g    Elect Director Colette D. Honorable     For       For          Management
1h    Elect Director Donald M. James          For       For          Management
1i    Elect Director John D. Johns            For       For          Management
1j    Elect Director Dale E. Klein            For       For          Management
1k    Elect Director Ernest J. Moniz          For       For          Management
1l    Elect Director William G. Smith, Jr.    For       For          Management
1m    Elect Director E. Jenner Wood, III      For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Approve Omnibus Stock Plan              For       For          Management
4     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
5     Reduce Supermajority Vote Requirement   For       For          Management


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

TRANSURBAN GROUP LTD.

Ticker:       TCL            Security ID:  Q9194A106
Meeting Date: OCT 08, 2020   Meeting Type: Annual
Record Date:  OCT 06, 2020

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
2a    Elect Terence Bowen as Director         For       For          Management
2b    Elect Neil Chatfield as Director        For       For          Management
2c    Elect Jane Wilson as Director           For       For          Management
3     Approve Remuneration Report             For       For          Management
4     Approve Grant of Performance Awards to  For       For          Management
      Scott Charlton


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

UNION PACIFIC CORPORATION

Ticker:       UNP            Security ID:  907818108
Meeting Date: MAY 13, 2021   Meeting Type: Annual
Record Date:  MAR 16, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Andrew H. Card, Jr.      For       For          Management
1b    Elect Director William J. DeLaney       For       For          Management
1c    Elect Director David B. Dillon          For       For          Management
1d    Elect Director Lance M. Fritz           For       For          Management
1e    Elect Director Deborah C. Hopkins       For       For          Management
1f    Elect Director Jane H. Lute             For       For          Management
1g    Elect Director Michael R. McCarthy      For       For          Management
1h    Elect Director Thomas F. McLarty, III   For       For          Management
1i    Elect Director Jose H. Villarreal       For       For          Management
1j    Elect Director Christopher J. Williams  For       For          Management
2     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
3     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
4     Approve Omnibus Stock Plan              For       For          Management
5     Approve Nonqualified Employee Stock     For       For          Management
      Purchase Plan
6     Report on EEO                           Against   For          Shareholder
7     Publish Annually a Report Assessing     Against   For          Shareholder
      Diversity and Inclusion Efforts
8     Annual Vote and Report on Climate       Against   Against      Shareholder
      Change


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

VINCI SA

Ticker:       DG             Security ID:  F5879X108
Meeting Date: APR 08, 2021   Meeting Type: Annual/Special
Record Date:  APR 06, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1     Approve Consolidated Financial          For       For          Management
      Statements and Statutory Reports
2     Approve Financial Statements and        For       For          Management
      Statutory Reports
3     Approve Allocation of Income and        For       For          Management
      Dividends of EUR 2.04 per Share
4     Reelect Yannick Assouad as Director     For       For          Management
5     Reelect Graziella Gavezotti as Director For       For          Management
6     Authorize Repurchase of Up to 10        For       For          Management
      Percent of Issued Share Capital
7     Approve Remuneration Policy of          For       For          Management
      Directors
8     Approve Remuneration Policy of Xavier   For       For          Management
      Huillard, Chairman and CEO
9     Approve Compensation Report of          For       For          Management
      Corporate Officers
10    Approve Compensation of Xavier          For       For          Management
      Huillard, Chairman and CEO
11    Approve Company's Environmental         For       For          Management
      Transition Plan
12    Authorize Decrease in Share Capital     For       For          Management
      via Cancellation of Repurchased Shares
13    Authorize Capitalization of Reserves    For       For          Management
      for Bonus Issue or Increase in Par
      Value
14    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities with
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 300 Million
15    Authorize Issuance of Equity or         For       For          Management
      Equity-Linked Securities without
      Preemptive Rights up to Aggregate
      Nominal Amount of EUR 150 Million
16    Approve Issuance of Equity or           For       For          Management
      Equity-Linked Securities for Private
      Placements, up to Aggregate Nominal
      Amount of EUR 150 Million
17    Authorize Board to Increase Capital in  For       For          Management
      the Event of Additional Demand Related
      to Delegation Submitted to Shareholder
      Vote  Under Items 14-16
18    Authorize Capital Increase of up to 10  For       For          Management
      Percent of Issued Capital for
      Contributions in Kind
19    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans
20    Authorize Capital Issuances for Use in  For       For          Management
      Employee Stock Purchase Plans Reserved
      for Employees of International
      Subsidiaries
21    Authorize up to 1 Percent of Issued     For       For          Management
      Capital for Use in Restricted Stock
      Plans
22    Authorize Filing of Required            For       For          Management
      Documents/Other Formalities


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

XCEL ENERGY INC.

Ticker:       XEL            Security ID:  98389B100
Meeting Date: MAY 19, 2021   Meeting Type: Annual
Record Date:  MAR 22, 2021

#     Proposal                                Mgt Rec   Vote Cast    Sponsor
1a    Elect Director Lynn Casey               For       For          Management
1b    Elect Director Ben Fowke                For       For          Management
1c    Elect Director Robert Frenzel           For       For          Management
1d    Elect Director Netha Johnson            For       For          Management
1e    Elect Director Patricia Kampling        For       For          Management
1f    Elect Director George Kehl              For       For          Management
1g    Elect Director Richard O'Brien          For       For          Management
1h    Elect Director Charles Pardee           For       For          Management
1i    Elect Director Christopher Policinski   For       For          Management
1j    Elect Director James Prokopanko         For       For          Management
1k    Elect Director David Westerlund         For       For          Management
1l    Elect Director Kim Williams             For       For          Management
1m    Elect Director Timothy Wolf             For       For          Management
1n    Elect Director Daniel Yohannes          For       For          Management
2     Advisory Vote to Ratify Named           For       For          Management
      Executive Officers' Compensation
3     Ratify Deloitte & Touche LLP as         For       For          Management
      Auditors
4     Report on Costs and Benefits of         Against   Against      Shareholder
      Climate-Related Activities

========== END NPX REPORT

<PAGE>

                                  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.

(Registrant) Virtus Total Return Fund Inc.

By:  /s/ George R. Aylward
     --------------------------
George R. Aylward, President

Date: November 11, 2021
</TEXT>
</DOCUMENT>
