

| SCHNEIDER ELECTRIC SE | 23/04/2009 Combined | |
|---|---|---|
| 1 | Approve the parent company's financial statements | For |
| 2 | Approve Consolidated Financial Statements | For |
| 3 | 1)Approval of the appropriation of income and of the dividend; 2)Approve dividend reinvestment plan | Oppose |
| 4 | Approval of regulated related-party agreements | Oppose |
| 5 | Approval of a severance payment in favor of Mr Jean Pascal Tricoire | For |
| 6 | Approve buy-back of the company shares | For |
| 7 | Change by-laws : Relocate Corporate Headquarters | For |
| 8 | Change the company's objectives by-laws | For |
| 9 | Approve amendment to the Compulsory Share Registration provision | For |
| 10 | Increase authorized capital by transfer of reserves | For |
| 11 | Global allowance for the issuance of capital related securities without pre-emptive right | Oppose |
| 12 | "Green shoe" authorization | Oppose |
| 13 | Approve issues of shares or other capital related securities as a payment for any public offer | Oppose |
| 14 | Approve issuance of new stock option plans | For |
| 15 | Issue restricted shares for employees and managers | For |
| 16 | Approve capital Increase for the employees | Oppose |
| 17 | Approve capital Increase for foreign employees share plans. | Oppose |
| 18 | Approve potential reduction of the company 's capital | For |
| 19 | Delegation of powers for the completion of formalities | For |
| A | ** Shareholder proposal reduction of Directors fees for the 2009 year from € 800 000 down to € 600 000 | For |