UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, D.C. 20549

                                   FORM N-PX

    ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
                                     COMPANY

 INVESTMENT COMPANY ACT FILE NUMBER:     811-04438

 NAME OF REGISTRANT:                     Aberdeen Australia Equity
                                         Fund, Inc.



 ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 1735 Market Street
                                         32nd Floor
                                         Philadelphia, PA 19103

 NAME AND ADDRESS OF AGENT FOR SERVICE:  Mr. Christian Pittard
                                         Aberdeen Asset Management
                                         Inc.
                                         1735 Market Street, 32nd
                                         Floor
                                         Philadelphia, PA 19103

 REGISTRANT'S TELEPHONE NUMBER:          866-839-5205

 DATE OF FISCAL YEAR END:                10/31

 DATE OF REPORTING PERIOD:               07/01/2013 - 06/30/2014





                                                                                                  

Aberdeen Australia Equity Fund
--------------------------------------------------------------------------------------------------------------------------
 AGL ENERGY LTD                                                                              Agenda Number:  704738080
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q01630104
    Meeting Type:  AGM
    Meeting Date:  23-Oct-2013
          Ticker:
            ISIN:  AU000000AGK9
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSAL 2 AND VOTES CAST BY ANY INDIVIDUAL
       OR RELATED PARTY WHO BENEFIT FROM THE
       PASSING OF THE PROPOSAL WILL BE DISREGARDED
       BY THE COMPANY. HENCE, IF YOU HAVE OBTAINED
       BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
       YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON
       THE RELEVANT PROPOSAL ITEMS. BY DOING SO,
       YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED
       BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE
       PASSING OF THE RELEVANT PROPOSAL. BY VOTING
       (FOR OR AGAINST) ON PROPOSAL (2), YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL AND
       YOU COMPLY WITH THE VOTING EXCLUSION

CMMT   PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED                 Non-Voting
       TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR
       ALL RESOLUTIONS. THANK YOU.

2      To adopt the Remuneration Report                          Mgmt          For                            For

3a     Re-election of Mr Bruce Phillips                          Mgmt          For                            For

3b     Re-election of Ms Belinda Hutchinson                      Mgmt          For                            For




--------------------------------------------------------------------------------------------------------------------------
 AMP LIMITED                                                                                 Agenda Number:  705070136
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q0344G101
    Meeting Type:  AGM
    Meeting Date:  08-May-2014
          Ticker:
            ISIN:  AU000000AMP6
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 3, 4 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT (as referred in the company
       announcement) YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

2.a    To re-elect Patricia Akopiantz as a                       Mgmt          For                            For
       director

2.b    To re-elect Catherine Brenner as a director               Mgmt          For                            For

2.c    To re-elect Brian Clark as a director                     Mgmt          For                            For

2.d    To re-elect Peter Shergold as a director                  Mgmt          For                            For

2.e    To elect Trevor Matthews as a director                    Mgmt          For                            For

3      Adoption of remuneration report                           Mgmt          For                            For

4      Approval of chief executive officer's                     Mgmt          For                            For
       long-term incentive for 2014

CMMT   31 MAR 2014: PLEASE NOTE THAT THIS IS A                   Non-Voting
       REVISION DUE TO CHANGE IN RECORD DATE. IF
       YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
       DO NOT RETURN THIS PROXY FORM UNLESS YOU
       DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
       THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 ASX LIMITED                                                                                 Agenda Number:  704704902
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q0604U105
    Meeting Type:  AGM
    Meeting Date:  25-Sep-2013
          Ticker:
            ISIN:  AU000000ASX7
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 4 AND 5 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSALS WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSALS. BY VOTING (FOR OR AGAINST) ON
       PROPOSALS (4 AND 5), YOU ACKNOWLEDGE THAT
       YOU HAVE NOT OBTAINED BENEFIT NEITHER
       EXPECT TO OBTAIN BENEFIT BY THE PASSING OF
       THE RELEVANT PROPOSALS AND YOU COMPLY WITH
       THE VOTING EXCLUSION.

3.a    Re-election of director, Shane Finemore                   Mgmt          For                            For

3.b    Election of director, Dr Ken Henry AC                     Mgmt          For                            For

4      Approve grant of 2013 performance rights to               Mgmt          For                            For
       MD and CEO, Mr Elmer Funke Kupper,  under
       LTI plan

5      Remuneration report                                       Mgmt          For                            For

CMMT   PLEASE NOTE THAT THE RESOLUTION 3.A                       Non-Voting
       REGARDING RE-ELECTION OF DIRECTOR IS
       WITHDRAWN FROM THIS MEETING. THANK YOU

CMMT   PLEASE NOTE THAT THIS IS A REVISION DUE TO                Non-Voting
       RECEIPT OF ADDITIONAL COMMENT. IF YOU HAVE
       ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
       RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
       AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
       YOU.




--------------------------------------------------------------------------------------------------------------------------
 AUSTRALIA & NEW ZEALAND BANKING GROUP LTD, MELBOUR                                          Agenda Number:  704846231
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q09504137
    Meeting Type:  AGM
    Meeting Date:  18-Dec-2013
          Ticker:
            ISIN:  AU000000ANZ3
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2, 3, 4, 5.A, 5.B AND 6 AND VOTES
       CAST BY ANY INDIVIDUAL OR RELATED PARTY WHO
       BENEFIT FROM THE PASSING OF THE PROPOSAL/S
       WILL BE DISREGARDED BY THE COMPANY. HENCE,
       IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO
       OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE
       (OR VOTE "ABSTAIN") ON THE RELEVANT
       PROPOSAL ITEMS. BY DOING SO, YOU
       ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
       OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
       OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
       OR AGAINST) ON THE ABOVE MENTIONED
       PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
       NOT OBTAINED BENEFIT NEITHER EXPECT TO
       OBTAIN BENEFIT BY THE PASSING OF THE
       RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
       VOTING EXCLUSION.

2      Adoption of the Remuneration Report                       Mgmt          For                            For

3      Grant of Performance Rights to Mr Michael                 Mgmt          For                            For
       Smith

4      Approval of Euro Preference Shares Buy-Back               Mgmt          For                            For
       Scheme

5.a    Approval of CPS1 First Buy-Back Scheme                    Mgmt          For                            For

5.b    Approval of CPS1 Second Buy-Back Scheme                   Mgmt          For                            For

6      Approval of Securities Issued (ANZ Capital                Mgmt          For                            For
       Notes)

7.a    To elect Mr G. R. Liebelt as a                            Mgmt          For                            For
       Board-Endorsed Candidate

7.b    To re-elect Mr I. J. Macfarlane as a                      Mgmt          For                            For
       Board-Endorsed Candidate

8      PLEASE NOTE THAT THIS RESOLUTION IS A                     Shr           Against                        For
       SHAREHOLDER PROPOSAL: Election of
       Non-Board-Endorsed Candidate - Mr D.C.
       Barrow




--------------------------------------------------------------------------------------------------------------------------
 BHP BILLITON PLC, LONDON                                                                    Agenda Number:  704746657
--------------------------------------------------------------------------------------------------------------------------
        Security:  G10877101
    Meeting Type:  AGM
    Meeting Date:  24-Oct-2013
          Ticker:
            ISIN:  GB0000566504
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

1      To receive the 2013 Financial Statements                  Mgmt          For                            For
       and Reports for BHP Billiton

2      To appoint KPMG LLP as the auditor of BHP                 Mgmt          For                            For
       Billiton Plc

3      To authorise the Risk and Audit Committee                 Mgmt          For                            For
       to agree the remuneration of the auditor of
       BHP Billiton Plc

4      To renew the general authority to issue                   Mgmt          For                            For
       shares in BHP Billiton Plc

5      To approve the authority to issue shares in               Mgmt          For                            For
       BHP Billiton Plc for cash

6      To approve the repurchase of shares in BHP                Mgmt          For                            For
       Billiton Plc

7      To approve the 2013 Remuneration Report                   Mgmt          For                            For

8      To adopt new Long Term Incentive Plan Rules               Mgmt          For                            For

9      To approve grants to Andrew Mackenzie                     Mgmt          For                            For

10     To elect Andrew Mackenzie as a Director of                Mgmt          For                            For
       BHP Billiton

11     To re-elect Malcolm Broomhead as a Director               Mgmt          For                            For
       of BHP Billiton

12     To re-elect Sir John Buchanan as a Director               Mgmt          For                            For
       of BHP Billiton

13     To re-elect Carlos Cordeiro as a Director                 Mgmt          For                            For
       of BHP Billiton

14     To re-elect David Crawford as a Director of               Mgmt          For                            For
       BHP Billiton

15     To re-elect Pat Davies as a Director of BHP               Mgmt          For                            For
       Billiton

16     To re-elect Carolyn Hewson as a Director of               Mgmt          For                            For
       BHP Billiton

17     To re-elect Lindsay Maxsted as a Director                 Mgmt          For                            For
       of BHP Billiton

18     To re-elect Wayne Murdy as a Director of                  Mgmt          For                            For
       BHP Billiton

19     To re-elect Keith Rumble as a Director of                 Mgmt          For                            For
       BHP Billiton

20     To re-elect John Schubert as a Director of                Mgmt          For                            For
       BHP Billiton

21     To re-elect Shriti Vadera as a Director of                Mgmt          For                            For
       BHP Billiton

22     To re-elect Jac Nasser as a Director of BHP               Mgmt          For                            For
       Billiton

23     PLEASE NOTE THAT THIS RESOLUTION IS A                     Shr           Against                        For
       SHAREHOLDER PROPOSAL: To elect Ian Dunlop
       as a Director of BHP Billiton




--------------------------------------------------------------------------------------------------------------------------
 CALTEX AUSTRALIA LTD                                                                        Agenda Number:  705118784
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q19884107
    Meeting Type:  AGM
    Meeting Date:  08-May-2014
          Ticker:
            ISIN:  AU000000CTX1
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSAL 5 AND VOTES CAST BY ANY INDIVIDUAL
       OR RELATED PARTY WHO BENEFIT FROM THE
       PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT (AS REFERRED IN THE COMPANY
       ANNOUNCEMENT) YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

5      REMUNERATION REPORT                                       Mgmt          For                            For

6.a    RE-ELECTION OF MR GREIG GAILEY                            Mgmt          For                            For

6.b    ELECTION OF MR BRUCE MORGAN                               Mgmt          For                            For




--------------------------------------------------------------------------------------------------------------------------
 COCA-COLA AMATIL LTD                                                                        Agenda Number:  705150073
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q2594P146
    Meeting Type:  AGM
    Meeting Date:  13-May-2014
          Ticker:
            ISIN:  AU000000CCL2
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 1, 3 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT (AS REFERRED IN THE COMPANY
       ANNOUNCEMENT) YOU SHOULD NOT VOTE (OR VOTE
       ABSTAIN) ON THE RELEVANT PROPOSAL ITEMS. BY
       DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

1      ADOPTION OF REMUNERATION REPORT                           Mgmt          For                            For

2.A    RE-ELECTION OF Mr WALLACE MACARTHUR KING,                 Mgmt          For                            For
       AO AS A DIRECTOR

2.B    RE-ELECTION OF Mr DAVID EDWARD MEIKLEJOHN,                Mgmt          For                            For
       AM AS A DIRECTOR

2.C    RE-ELECTION OF Mr KRISHNAKUMAR THIRUMALAI                 Mgmt          For                            For
       AS A DIRECTOR

3      PARTICIPATION BY EXECUTIVE DIRECTOR IN THE                Mgmt          For                            For
       2014-2016 LONG TERM INCENTIVE SHARE RIGHTS
       PLAN




--------------------------------------------------------------------------------------------------------------------------
 COCHLEAR LIMITED                                                                            Agenda Number:  704732569
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q25953102
    Meeting Type:  AGM
    Meeting Date:  15-Oct-2013
          Ticker:
            ISIN:  AU000000COH5
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   IF YOU INTEND TO VOTE FOR THE REMUNERATION                Non-Voting
       REPORT, THEN YOU SHOULD VOTE AGAINST THE
       SPILL RESOLUTION.

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2.1, 4.1, 5.1 AND VOTES CAST BY
       ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       PROPOSALS (2.1, 4.1 AND 5.1), YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

1.1    To receive the Financial Report, Director's               Mgmt          For                            For
       Report and Auditor's Report in respect of
       the year ended 30 June 2013

2.1    That the Remuneration Report be adopted                   Mgmt          For                            For

3.1    To re-elect Mr Donal O'Dwyer as a director                Mgmt          For                            For
       of the Company

3.2    To re-elect Mrs Yasmin Allen as a director                Mgmt          For                            For
       of the Company

4.1    Approval of issue, allocation or transfer                 Mgmt          For                            For
       of securities to the CEO/President under
       the Cochlear Executive Incentive Plan

5.1    That, subject to and conditional on at                    Shr           Against                        For
       least 25% of the votes cast on resolution
       2.1 being cast against the adoption of the
       Remuneration Report: (a) A meeting of the
       Company's members to be held within 90 days
       of the date of the 2013 Annual General
       Meeting (the Spill Meeting); (b) All of the
       directors who: (i) were directors of the
       Company when the resolution to approve the
       Directors' Report for the year ended 30
       June 2013 was passed; and (ii) are not a
       managing director of the Company who may,
       in accordance with the ASX Listing Rules,
       continue to hold office indefinitely
       without being re-elected to the office,
       cease to hold office immediately before the
       end of the Spill Meeting; and (iii)
       resolutions to appoint persons to offices
       that will be vacated immediately before the
       end of the Spill Meeting be put to the vote
       at CONTD

CONT   CONTD the Spill Meeting                                   Non-Voting




--------------------------------------------------------------------------------------------------------------------------
 COMMONWEALTH BANK OF AUSTRALIA, SYDNEY NSW                                                  Agenda Number:  704753842
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q26915100
    Meeting Type:  AGM
    Meeting Date:  08-Nov-2013
          Ticker:
            ISIN:  AU000000CBA7
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 3, 4, 5.a AND 5.b AND VOTES CAST
       BY ANY INDIVIDUAL OR RELATED PARTY WHO
       BENEFIT FROM THE PASSING OF THE PROPOSALS
       WILL BE DISREGARDED BY THE COMPANY. HENCE,
       IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO
       OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE
       (OR VOTE "ABSTAIN") ON THE RELEVANT
       PROPOSAL ITEMS. BY DOING SO, YOU
       ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
       OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
       OF THE RELEVANT PROPOSALS. BY VOTING (FOR
       OR AGAINST) ON PROPOSALS (3, 4, 5.a AND
       5.b), YOU ACKNOWLEDGE THAT YOU HAVE NOT
       OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSALS AND YOU COMPLY WITH THE VOTING
       EXCLUSION.

2.a    Re-election of Director, Sir John Anderson                Mgmt          For                            For

2.b    Re-election of Director, Mr Brian Long                    Mgmt          For                            For

2.c    Re-election of Director, Ms Jane Hemstritch               Mgmt          For                            For

3      Remuneration Report                                       Mgmt          For                            For

4      Grant of Securities to Ian Mark Narev under               Mgmt          For                            For
       the Group Leadership Reward Plan

5.a    Approval of Selective Buy-Back Agreements -               Mgmt          For                            For
       PERLS V

5.b    Approval of Selective Capital Reduction -                 Mgmt          For                            For
       PERLS V

CMMT   30 OCT 13: PLEASE NOTE THAT ANY HOLDERS OF                Non-Voting
       PERLS V AND ITS ASSOCIATE ARE EXCLUDED TO
       VOTE ON RESOLUTION 5A. THANK YOU.

CMMT   30 OCT 13: PLEASE NOTE THAT THIS IS A                     Non-Voting
       REVISION DUE TO ADDITION OF COMMENT. IF YOU
       HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
       NOT RETURN THIS PROXY FORM UNLESS YOU
       DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
       THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 COMPUTERSHARE LIMITED                                                                       Agenda Number:  704744780
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q2721E105
    Meeting Type:  AGM
    Meeting Date:  13-Nov-2013
          Ticker:
            ISIN:  AU000000CPU5
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSAL 3 AND VOTES CAST BY ANY INDIVIDUAL
       OR RELATED PARTY WHO BENEFIT FROM THE
       PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       PROPOSAL (3), YOU ACKNOWLEDGE THAT YOU HAVE
       NOT OBTAINED BENEFIT NEITHER EXPECT TO
       OBTAIN BENEFIT BY THE PASSING OF THE
       RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
       VOTING EXCLUSION.

2      Re-election of Mr A L Owen as a Director                  Mgmt          For                            For

3      Remuneration Report                                       Mgmt          For                            For




--------------------------------------------------------------------------------------------------------------------------
 CSL LTD, PARKVILLE VIC                                                                      Agenda Number:  704731567
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q3018U109
    Meeting Type:  AGM
    Meeting Date:  16-Oct-2013
          Ticker:
            ISIN:  AU000000CSL8
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2a, 2b, 3, 4 AND 5 AND VOTES CAST
       BY ANY INDIVIDUAL OR RELATED PARTY WHO
       BENEFIT FROM THE PASSING OF THE PROPOSAL/S
       WILL BE DISREGARDED BY THE COMPANY. HENCE,
       IF YOU HAVE OBTAINED BENEFIT OR EXPECT TO
       OBTAIN FUTURE BENEFIT YOU SHOULD NOT VOTE
       (OR VOTE "ABSTAIN") ON THE RELEVANT
       PROPOSAL ITEMS. BY DOING SO, YOU
       ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
       OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
       OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
       OR AGAINST) ON PROPOSALS (2a, 2b, 3, 4 AND
       5), YOU ACKNOWLEDGE THAT YOU HAVE NOT
       OBTAINED BENEFIT NEITHER EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S AND YOU COMPLY WITH THE VOTING
       EXCLUSION

2a     To re-elect Mr John Akehurst as a Director                Mgmt          For                            For

2b     To elect Ms Marie McDonald as a Director                  Mgmt          For                            For

3      Adoption of the Remuneration Report                       Mgmt          For                            For

4      Grant of Performance Rights to Managing                   Mgmt          For                            For
       Director

5      Approval of termination benefits for Dr                   Mgmt          For                            For
       Brian McNamee




--------------------------------------------------------------------------------------------------------------------------
 INCITEC PIVOT LTD                                                                           Agenda Number:  704853743
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q4887E101
    Meeting Type:  AGM
    Meeting Date:  19-Dec-2013
          Ticker:
            ISIN:  AU000000IPL1
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2 AND 3 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

1      Re-election of Mr John Marlay as a Director               Mgmt          For                            For

2      Approval of issue to Managing Director                    Mgmt          For                            For
       under the Incitec Pivot Performance Rights
       Plan : James Fazzino

3      Adoption of Remuneration Report (advisory                 Mgmt          For                            For
       only)

CMMT   09 DEC 13: PLEASE NOTE THAT THIS IS A                     Non-Voting
       REVISION DUE TO RECEIPT OF DIRECTOR NAME IN
       RESOLUTION 2. IF YOU HAVE ALREADY SENT IN
       YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY
       FORM UNLESS YOU DECIDE TO AMEND YOUR
       ORIGINAL INSTRUCTIONS. THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 NEWCREST MINING LTD, MELBOURNE VIC                                                          Agenda Number:  704741506
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q6651B114
    Meeting Type:  AGM
    Meeting Date:  24-Oct-2013
          Ticker:
            ISIN:  AU000000NCM7
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSAL 3 AND VOTES CAST BY ANY INDIVIDUAL
       OR RELATED PARTY WHO BENEFIT FROM THE
       PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       PROPOSAL (3), YOU ACKNOWLEDGE THAT YOU HAVE
       NOT OBTAINED BENEFIT NEITHER EXPECT TO
       OBTAIN BENEFIT BY THE PASSING OF THE
       RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
       VOTING EXCLUSION.

2.a    Election of Philip Aiken AM as a Director                 Mgmt          For                            For

2.b    Election of Peter Hay as a Director                       Mgmt          For                            For

2.c    Re-election of Richard Lee as a Director                  Mgmt          For                            For

2.d    Re-election of Tim Poole as a Director                    Mgmt          For                            For

2.e    Re-election of John Spark as a Director                   Mgmt          For                            For

3      Adoption of Remuneration Report                           Mgmt          For                            For




--------------------------------------------------------------------------------------------------------------------------
 ORICA LTD                                                                                   Agenda Number:  704885992
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q7160T109
    Meeting Type:  AGM
    Meeting Date:  30-Jan-2014
          Ticker:
            ISIN:  AU000000ORI1
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   12 DEC 2013: VOTING EXCLUSIONS APPLY TO                   Non-Voting
       THIS MEETING FOR PROPOSALS 3, 4 AND 5 AND
       VOTES CAST  BY ANY INDIVIDUAL OR RELATED
       PARTY WHO BENEFIT FROM THE PASSING OF THE
       PROPOSAL/S WILL BE DISREGARDED BY THE
       COMPANY. HENCE, IF YOU HAVE OBTAINED
       BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
       YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT  YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE   RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED        PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY    WITH THE VOTING EXCLUSION.

2.1    Re-election of Russell Caplan as a Director               Mgmt          For                            For

2.2    Re-election of Ian Cockerill as a Director                Mgmt          For                            For

2.3    Re-election of Lim Chee Onn as a Director                 Mgmt          For                            For

2.4    Election of Maxine Brenner as a Director                  Mgmt          For                            For

2.5    Election of Alberto Calderon as a Director                Mgmt          For                            For

2.6    Election of Gene Tilbrook as a Director                   Mgmt          For                            For

3      Adoption of the Remuneration Report                       Mgmt          For                            For

4      Grant of shares to Managing Director under                Mgmt          For                            For
       the Long Term Equity Incentive Plan: That
       approval be given to the issue to, or
       acquisition by or on behalf of the Managing
       Director, Mr Ian Smith, of up to 380,000
       fully paid ordinary shares in Orica Limited
       under Orica's Long Term Equity Incentive
       Plan, on the terms summarized in the
       Explanatory Notes

5      That the Company reinstate the partial                    Mgmt          For                            For
       takeover provisions as Rule 86 of the
       Constitution in the form set out in
       Attachment A in the Explanatory Notes with
       effect from 30 January 2014 for a period of
       three years

CMMT   20 DEC 13: PLEASE NOTE THAT THIS IS A                     Non-Voting
       REVISION DUE TO MODIFICATION IN VOTING
       EXCLUSION COMMENT, MODIFICATION OF COMMENT
       AND MODIFICATION OF TEXT IN RESOLUTION 4.
       IF YOU HAVE ALREADY SENT IN YOUR VOTES,
       PLEASE DO NOT RETURN THIS PROXY FORM UNLESS
       YOU DECIDE TO AMEND YOUR ORIGINAL
       INSTRUCTIONS. THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 QBE INSURANCE GROUP LTD, SYDNEY NSW                                                         Agenda Number:  704990034
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q78063114
    Meeting Type:  AGM
    Meeting Date:  02-Apr-2014
          Ticker:
            ISIN:  AU000000QBE9
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2 AND 3 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT (as referred in the company
       announcement) YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEM.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL. BY VOTING (FOR OR AGAINST) ON THE
       ABOVE MENTIONED PROPOSAL, YOU ACKNOWLEDGE
       THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER
       EXPECT TO OBTAIN BENEFIT BY THE PASSING OF
       THE RELEVANT PROPOSAL AND YOU COMPLY WITH
       THE VOTING EXCLUSION.

2      Adopt the Remuneration Report                             Mgmt          For                            For

3      Approve grant of Conditional Rights to                    Mgmt          For                            For
       Group Chief Executive Officer

4.a    To elect Mr W M Becker as a director of the               Mgmt          For                            For
       company

4.b    To elect Ms M Y Leung as a director of the                Mgmt          For                            For
       company




--------------------------------------------------------------------------------------------------------------------------
 RIO TINTO PLC, LONDON                                                                       Agenda Number:  705034483
--------------------------------------------------------------------------------------------------------------------------
        Security:  G75754104
    Meeting Type:  AGM
    Meeting Date:  15-Apr-2014
          Ticker:
            ISIN:  GB0007188757
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

1      Receipt of the 2013 annual report                         Mgmt          For                            For

2      Approval of the remuneration Policy Report                Mgmt          For                            For

3      Approval of the directors' report on                      Mgmt          For                            For
       remuneration and remuneration committee
       chairman's letter

4      Approval of the remuneration report                       Mgmt          For                            For

5      Approval of potential termination benefits                Mgmt          For                            For

6      To elect Anne Lauvergeon as a director                    Mgmt          For                            For

7      To elect Simon Thompson as a director                     Mgmt          For                            For

8      To re-elect Robert Brown as a director                    Mgmt          For                            For

9      To re-elect Jan du Plessis as a director                  Mgmt          For                            For

10     To re-elect Michael Fitzpatrick as a                      Mgmt          For                            For
       director

11     To re-elect Ann Godbehere as a director                   Mgmt          For                            For

12     To re-elect Richard Goodmanson as a                       Mgmt          For                            For
       director

13     To re-elect Lord Kerr as a director                       Mgmt          For                            For

14     To re-elect Chris Lynch as a director                     Mgmt          For                            For

15     To re-elect Paul Tellier as a director                    Mgmt          For                            For

16     To re-elect John Varley as a director                     Mgmt          For                            For

17     To re-elect Sam Walsh as a director                       Mgmt          For                            For

18     Re-appointment of auditors:                               Mgmt          For                            For
       PricewaterhouseCoopers LLP

19     Remuneration of auditors                                  Mgmt          For                            For

20     General authority to allot shares                         Mgmt          For                            For

21     Disapplication of pre-emption rights                      Mgmt          For                            For

22     Authority to purchase Rio Tinto plc shares                Mgmt          For                            For

23     Notice period for general meetings other                  Mgmt          For                            For
       than annual general meetings

24     Scrip dividend authority                                  Mgmt          For                            For

CMMT   PLEASE NOTE THAT RESOLUTIONS 1 TO 19 WILL                 Non-Voting
       BE VOTED ON BY RIO TINTO PLC AND RIO TINTO
       LIMITED SHAREHOLDERS AS A JOINT ELECTORATE
       AND RESOLUTIONS 20 TO 24 WILL BE VOTED ON
       BY RIO TINTO PLC SHAREHOLDERS ONLY.

CMMT   10 APR 2014: VOTING EXCLUSIONS APPLY TO                   Non-Voting
       THIS MEETING FOR PROPOSALS 2, 3, 4, 5 AND
       VOTES CAST BY ANY INDIVIDUAL OR RELATED
       PARTY WHO BENEFIT FROM THE PASSING OF THE
       PROPOSAL/S WILL BE DISREGARDED BY THE
       COMPANY. HENCE, IF YOU HAVE OBTAINED
       BENEFIT OR EXPECT TO OBTAIN FUTURE BENEFIT
       (AS REFERRED IN THE COMPANY ANNOUNCEMENT)
       YOU SHOULD NOT VOTE (OR VOTE "ABSTAIN") ON
       THE RELEVANT PROPOSAL ITEMS. BY DOING SO,
       YOU ACKNOWLEDGE THAT YOU HAVE OBTAINED
       BENEFIT OR EXPECT TO OBTAIN BENEFIT BY THE
       PASSING OF THE RELEVANT PROPOSAL/S. BY
       VOTING (FOR OR AGAINST) ON THE ABOVE
       MENTIONED PROPOSAL/S, YOU ACKNOWLEDGE THAT
       YOU HAVE NOT OBTAINED BENEFIT NEITHER
       EXPECT TO OBTAIN BENEFIT BY THE PASSING OF
       THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH
       THE VOTING EXCLUSION.

CMMT   10 APR 2014: PLEASE NOTE THAT THIS IS A                   Non-Voting
       REVISION DUE TO RECEIPT OF ADDITIONAL
       COMMENT. IF YOU HAVE ALREADY SENT IN YOUR
       VOTES, PLEASE DO NOT RETURN THIS PROXY FORM
       UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
       INSTRUCTIONS. THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 SINGAPORE TELECOMMUNICATIONS LTD, SINGAPORE                                                 Agenda Number:  704627782
--------------------------------------------------------------------------------------------------------------------------
        Security:  Y79985142
    Meeting Type:  AGM
    Meeting Date:  26-Jul-2013
          Ticker:
            ISIN:  AU000000SGT2
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED                 Non-Voting
       TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR
       ALL RESOLUTIONS. THANK YOU.

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSAL 6 AND VOTES CAST BY ANY INDIVIDUAL
       OR RELATED PARTY WHO BENEFIT FROM THE
       PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       PROPOSAL (6), YOU ACKNOWLEDGE THAT YOU HAVE
       NOT OBTAINED BENEFIT NEITHER EXPECT TO
       OBTAIN BENEFIT BY THE PASSING OF THE
       RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
       VOTING EXCLUSION.

1      To receive and adopt the Financial                        Mgmt          For                            For
       Statements, Directors' Report and Auditors'
       Report

2      To declare a final dividend of 10.0 cents                 Mgmt          For                            For
       per share

3      To re-elect Mr Simon Israel as Director                   Mgmt          For                            For

4      To re-elect Mr Peter Mason AM as Director                 Mgmt          For                            For

5      To re-elect Mr David Gonski AC as Director                Mgmt          For                            For

6      To approve payment of Directors' fees by                  Mgmt          For                            For
       the Company for the financial year ending
       31 March 2014

7      To re-appoint Auditors and authorise the                  Mgmt          For                            For
       Directors to fix their remuneration

8      To approve the proposed share issue mandate               Mgmt          For                            For

9      To authorise the Directors to grant awards                Mgmt          For                            For
       and allot/issue shares pursuant to the
       SingTel Performance Share Plan 2012




--------------------------------------------------------------------------------------------------------------------------
 SINGAPORE TELECOMMUNICATIONS LTD, SINGAPORE                                                 Agenda Number:  704629558
--------------------------------------------------------------------------------------------------------------------------
        Security:  Y79985142
    Meeting Type:  EGM
    Meeting Date:  26-Jul-2013
          Ticker:
            ISIN:  AU000000SGT2
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED                 Non-Voting
       TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR
       ALL RESOLUTIONS. THANK YOU.

1      To approve the proposed renewal of the                    Mgmt          For                            For
       Share Purchase Mandate

2      To approve the proposed participation by                  Mgmt          For                            For
       the Relevant Person specified in paragraph
       3.2 of the Circular to Shareholders and
       CUFS Holders dated 26 June 2013 in the
       SingTel Performance Share Plan 2012




--------------------------------------------------------------------------------------------------------------------------
 SP AUSNET                                                                                   Agenda Number:  704617490
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q8604X102
    Meeting Type:  AGM
    Meeting Date:  18-Jul-2013
          Ticker:
            ISIN:  AU000000SPN6
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSAL 3 AND VOTES CAST BY ANY INDIVIDUAL
       OR RELATED PARTY WHO BENEFIT FROM THE
       PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       PROPOSAL (3), YOU ACKNOWLEDGE THAT YOU HAVE
       NOT OBTAINED BENEFIT NEITHER EXPECT TO
       OBTAIN BENEFIT BY THE PASSING OF THE
       RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
       VOTING EXCLUSION.

CMMT   PLEASE NOTE THAT RESOLUTIONS 2 AND 3 ARE                  Non-Voting
       FOR SP AUSTRALIA NETWORKS (DISTRIBUTION)
       LTD AND SP AUSTRALIA NETWORKS
       (TRANSMISSION) LTD. THANK YOU.

2      Re-election of Mr Ng Kee Choe - Companies                 Mgmt          For                            For
       only

3      Remuneration Report - Companies only                      Mgmt          For                            For

CMMT   PLEASE NOTE THAT RESOLUTION"3"IS FOR SP                   Non-Voting
       AUSTRALIA NETWORKS (DISTRIBUTION) LTD, SP
       AUSTRALIA NETWORKS (TRANSMISSION) LTD AND
       SP AUSTRALIA NETWORKS (FINANCE) TRUST.
       THANK YOU.

4      Issue of Stapled Securities for Singapore                 Mgmt          For                            For
       law purposes - Companies and Trust

       PLEASE NOTE THAT THIS IS A REVISION DUE TO                Non-Voting
       MODIFICATION OF COMMENT. IF YOU HAVE
       ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
       RETURN THIS PROXY FORM UNLESS YOU DECIDE TO
       AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
       YOU.




--------------------------------------------------------------------------------------------------------------------------
 TATTS GROUP LTD                                                                             Agenda Number:  704748372
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q8852J102
    Meeting Type:  AGM
    Meeting Date:  31-Oct-2013
          Ticker:
            ISIN:  AU000000TTS5
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 1, 4.A AND 4.B AND VOTES CAST BY
       ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSALS WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSALS. BY VOTING (FOR OR AGAINST) ON
       PROPOSALS (1, 4.A AND 4.B), YOU ACKNOWLEDGE
       THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER
       EXPECT TO OBTAIN BENEFIT BY THE PASSING OF
       THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH
       THE VOTING EXCLUSION.

1      Approval of the Remuneration Report                       Mgmt          For                            For

2.a    Re-election of Director of the Company -                  Mgmt          For                            For
       Mrs Lyndsey Cattermole

2.b    Re-election of Director of the Company - Mr               Mgmt          For                            For
       Brian Jamieson

3      That the proportional takeover approval                   Mgmt          For                            For
       provisions set out in Annexure A to the
       Explanatory Memorandum be re-inserted into
       the Constitution as Article 4.5(e) and
       Schedule 5

4.a    Grant of 450,000 Rights to Chief Executive                Mgmt          For                            For
       Officer Mr Robbie Cooke

4.b    Grant of 60,074 Rights to Chief Executive                 Mgmt          For                            For
       Officer Mr Robbie Cooke




--------------------------------------------------------------------------------------------------------------------------
 WESTFIELD GROUP, SYDNEY NSW                                                                 Agenda Number:  705161420
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q97062105
    Meeting Type:  AGM
    Meeting Date:  29-May-2014
          Ticker:
            ISIN:  AU000000WDC7
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT (as referred in the company
       announcement) YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

2      THAT THE COMPANY'S REMUNERATION REPORT FOR                Mgmt          For                            For
       THE YEAR ENDED 31 DECEMBER 2013 BE APPROVED

3      THAT MR FRANK P. LOWY AC IS RE-ELECTED AS A               Mgmt          For                            For
       DIRECTOR OF THE COMPANY

4      THAT MR BRIAN M. SCHWARTZ AM IS RE-ELECTED                Mgmt          For                            For
       AS A DIRECTOR OF THE COMPANY

5      THAT MR STEVEN M. LOWY AM IS RE-ELECTED AS                Mgmt          For                            For
       A DIRECTOR OF THE COMPANY

6      THAT MS ILANA R. ATLAS IS RE-ELECTED AS A                 Mgmt          For                            For
       DIRECTOR OF THE COMPANY




--------------------------------------------------------------------------------------------------------------------------
 WESTFIELD GROUP, SYDNEY NSW                                                                 Agenda Number:  705173336
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q97062105
    Meeting Type:  SGM
    Meeting Date:  29-May-2014
          Ticker:
            ISIN:  AU000000WDC7
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

1      APPROVE THE CAPITAL REDUCTION                             Mgmt          For                            For

2      APPROVE THE CAPITAL CONVERSION RESOLUTION                 Mgmt          For                            For

3      APPROVE THE WESTFIELD TRUST CONSTITUTION                  Mgmt          For                            For
       AMENDMENTS

4      APPROVE THE WESTFIELD AMERICA TRUST                       Mgmt          For                            For
       CONSTITUTION AMENDMENTS

5      AUTHORIZE THE BOARD TO RATIFY AND EXECUTE                 Mgmt          For                            For
       APPROVED RESOLUTIONS

6      APPROVE THE WESTFIELD HOLDINGS CONSTITUTION               Mgmt          For                            For
       AMENDMENTS

7      APPROVE THE STAPLING DEED RESOLUTION                      Mgmt          For                            For

8      APPROVE THE CHANGE OF COMPANY NAME TO                     Mgmt          For                            For
       SCENTRE GROUP LIMITED

CMMT   18 APR 2014: PLEASE NOTE THAT THE MEETING                 Non-Voting
       TYPE WAS CHANGED FROM EGM TO SGM. IF YOU
       HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
       NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
       YOUR ORIGINAL INSTRUCTIONS. THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 WESTFIELD GROUP, SYDNEY NSW                                                                 Agenda Number:  705230148
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q97062105
    Meeting Type:  SCH
    Meeting Date:  29-May-2014
          Ticker:
            ISIN:  AU000000WDC7
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

1      THAT, PURSUANT TO, AND IN ACCORDANCE WITH                 Mgmt          For                            For
       SECTION 411 OF THE CORPORATIONS ACT 2001
       (CTH), THE SCHEME OF ARRANGEMENT PROPOSED
       BETWEEN WESTFIELD HOLDINGS AND THE HOLDERS
       OF ITS ORDINARY SHARES AS CONTAINED IN AND
       MORE PRECISELY DESCRIBED IN THE
       SECURITYHOLDER BOOKLET OF WHICH THE NOTICE
       CONVENING THIS MEETING FORMS PART IS
       APPROVED (WITH OR WITHOUT MODIFICATION AS
       APPROVED BY THE SUPREME COURT OF NEW SOUTH
       WALES)




--------------------------------------------------------------------------------------------------------------------------
 WESTPAC BANKING CORP, SYDNEY NSW                                                            Agenda Number:  704845176
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q97417101
    Meeting Type:  AGM
    Meeting Date:  13-Dec-2013
          Ticker:
            ISIN:  AU000000WBC1
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 2, 3, 4A AND 4B AND VOTES CAST BY
       ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSALS WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSALS. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSALS, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSALS AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

2      Remuneration Report                                       Mgmt          For                            For

3      Grant of equity to the Chief Executive                    Mgmt          For                            For
       Officer

4.a    Selective buy-back of Westpac Stapled                     Mgmt          For                            For
       Preferred Securities II: Buy-back on
       Mandatory Conversion Date

4.b    Selective buy-back of Westpac Stapled                     Mgmt          For                            For
       Preferred Securities II: Buy-back before
       Mandatory Conversion Date

5.a    Re-election of Elizabeth Bryan as a                       Mgmt          For                            For
       Director

5.b    Re-election of Peter Hawkins as a Director                Mgmt          For                            For

5.c    Election of Ewen Crouch as a Director                     Mgmt          For                            For

5.d    Election of Peter Marriott as a Director                  Mgmt          For                            For

6      PLEASE NOTE THAT THIS RESOLUTION IS A                     Shr           Against                        For
       SHAREHOLDER PROPOSAL: Election of David
       Barrow as a Director

CMMT   06 DEC 13: DELETION OF COMMENT                            Non-Voting

CMMT   06 DEC 13: PLEASE NOTE THAT THIS IS A                     Non-Voting
       REVISION DUE TO DELETION OF COMMENT. IF YOU
       HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
       NOT RETURN THIS PROXY FORM UNLESS YOU
       DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
       THANK YOU.




--------------------------------------------------------------------------------------------------------------------------
 WOODSIDE PETROLEUM LTD, PERTH WA                                                            Agenda Number:  705042719
--------------------------------------------------------------------------------------------------------------------------
        Security:  980228100
    Meeting Type:  AGM
    Meeting Date:  30-Apr-2014
          Ticker:
            ISIN:  AU000000WPL2
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 3 AND 4 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT (AS REFERRED IN THE COMPANY
       ANNOUNCEMENT) YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

2.a    Re-election of Mr Michael Chaney                          Mgmt          For                            For

2.b    Re-election of Mr David McEvoy                            Mgmt          For                            For

3      Remuneration Report                                       Mgmt          For                            For

4      Non-Executive Directors' Remuneration                     Mgmt          Against                        Against

5      Amendment to Constitution                                 Mgmt          For                            For




--------------------------------------------------------------------------------------------------------------------------
 WOOLWORTHS LTD, BAULKHAM HILLS NSW                                                          Agenda Number:  704806388
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q98418108
    Meeting Type:  AGM
    Meeting Date:  26-Nov-2013
          Ticker:
            ISIN:  AU000000WOW2
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 3, 4.a, 4.b, 5 AND VOTES CAST BY
       ANY INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       THE ABOVE MENTIONED PROPOSAL/S, YOU
       ACKNOWLEDGE THAT YOU HAVE NOT OBTAINED
       BENEFIT NEITHER EXPECT TO OBTAIN BENEFIT BY
       THE PASSING OF THE RELEVANT PROPOSAL/S AND
       YOU COMPLY WITH THE VOTING EXCLUSION.

2.a    To re-elect as a Director Ms Carla (Jayne)                Mgmt          For                            For
       Hrdlicka

2.b    To re-elect as a Director Mr Ian John                     Mgmt          For                            For
       Macfarlane

3      Approval of Woolworths Long Term Incentive                Mgmt          For                            For
       Plan

4.a    Long Term Incentive Plan Issues - Mr Grant                Mgmt          For                            For
       O'Brien

4.b    Long Term Incentive Plan Issues - Mr Tom                  Mgmt          For                            For
       Pockett

5      Adoption of Remuneration Report                           Mgmt          For                            For




--------------------------------------------------------------------------------------------------------------------------
 WORLEYPARSONS LTD                                                                           Agenda Number:  704721922
--------------------------------------------------------------------------------------------------------------------------
        Security:  Q9857K102
    Meeting Type:  AGM
    Meeting Date:  09-Oct-2013
          Ticker:
            ISIN:  AU000000WOR2
--------------------------------------------------------------------------------------------------------------------------

Prop.# Proposal                                                  Proposal      Proposal Vote                  For/Against
                                                                 Type                                         Management

CMMT   VOTING EXCLUSIONS APPLY TO THIS MEETING FOR               Non-Voting
       PROPOSALS 3, 4 AND 6 AND VOTES CAST BY ANY
       INDIVIDUAL OR RELATED PARTY WHO BENEFIT
       FROM THE PASSING OF THE PROPOSAL/S WILL BE
       DISREGARDED BY THE COMPANY. HENCE, IF YOU
       HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
       FUTURE BENEFIT YOU SHOULD NOT VOTE (OR VOTE
       "ABSTAIN") ON THE RELEVANT PROPOSAL ITEMS.
       BY DOING SO, YOU ACKNOWLEDGE THAT YOU HAVE
       OBTAINED BENEFIT OR EXPECT TO OBTAIN
       BENEFIT BY THE PASSING OF THE RELEVANT
       PROPOSAL/S. BY VOTING (FOR OR AGAINST) ON
       PROPOSALS (3, 4 AND 6), YOU ACKNOWLEDGE
       THAT YOU HAVE NOT OBTAINED BENEFIT NEITHER
       EXPECT TO OBTAIN BENEFIT BY THE PASSING OF
       THE RELEVANT PROPOSAL/S AND YOU COMPLY WITH
       THE VOTING EXCLUSION.

2(a)   To elect Mr John Grill as a director of the               Mgmt          For                            For
       Company

2(b)   To re-elect Mr Larry Benke as a director of               Mgmt          For                            For
       the Company

2(c)   To re-elect Mr John M Green as a director                 Mgmt          For                            For
       of the Company

2(d)   To re-elect Ms Catherine Livingstone as a                 Mgmt          For                            For
       director of the Company

2(e)   To re-elect Mr JB McNeil as a director of                 Mgmt          For                            For
       the Company

3      To adopt the Remuneration Report                          Mgmt          For                            For

4      To approve the grant of performance rights                Mgmt          For                            For
       to Mr Andrew Wood

5      To approve the renewal of the proportional                Mgmt          For                            For
       takeover provision

6      To approve potential termination benefits                 Mgmt          For                            For



* Management position unknown





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)         Aberdeen Australia Equity Fund, Inc.
By (Signature)       /s/ Christian Pittard
Name                 Christian Pittard
Title                President
Date                 08/08/2014