BEN DEF 14A DEF-14A Report March 15, 2011 | Alphaminr
FRANKLIN RESOURCES INC

BEN DEF 14A Report ended March 15, 2011

FRANKLIN RESOURCES INC
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TABLE OF CONTENTS
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS COVERPAGEPROXY STATEMENTIMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALSVOTING INFORMATIONPROPOSAL NO. 1 ELECTION OF DIRECTORSGENERALDIRECTORS AND NOMINEESCORPORATE GOVERNANCEINFORMATION ABOUT THE BOARD AND ITS COMMITTEESDIRECTOR FEESSECURITY OWNERSHIP OF PRINCIPAL STOCKHOLDERSSECURITY OWNERSHIP OF MANAGEMENTEXECUTIVE COMPENSATIONCOMPENSATION DISCUSSION AND ANALYSISCOMPENSATION COMMITTEE REPORTSUMMARY COMPENSATION TABLEGRANTS OF PLAN-BASED AWARDS (FISCAL YEAR 2010)OUTSTANDING EQUITY AWARDS AT 2010 FISCAL YEAR-ENDOPTION EXERCISES AND STOCK VESTED (FISCAL YEAR 2010)POTENTIAL PAYMENTS UPON TERMINATION OR CHANGE IN CONTROLCOMPENSATION COMMITTEE INTERLOCKS AND INSIDER PARTICIPATIONEQUITY COMPENSATION PLAN INFORMATIONREPORT OF THE AUDIT COMMITTEEFEES PAID TO INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMCERTAIN RELATIONSHIPS AND RELATED TRANSACTIONSSECTION 16(a) BENEFICIAL OWNERSHIP REPORTING COMPLIANCEPROPOSAL NO. 2 RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRMPROPOSAL NO. 3 APPROVAL OF AN AMENDMENT AND RESTATEMENT OF THE FRANKLIN RESOURCES, INC. 2002 UNIVERSAL STOCK INCENTIVE PLANPROPOSAL NO. 4 ADVISORY VOTE ON THE COMPENSATION OF THE COMPANYS EXECUTIVE OFFICERSPROPOSAL NO. 5 ADVISORY VOTE ON THE FREQUENCY WITH WHICH TO HOLD AN ADVISORY VOTE ON THE COMPENSATION OF THE COMPANYS EXECUTIVE OFFICERSADDITIONAL INFORMATIONSTOCKHOLDER PROPOSALS AND NOMINATIONS OF DIRECTORS AT 2012 ANNUAL MEETINGCONTACT THE BOARD OF DIRECTORSELECTRONIC ACCESS TO PROXY MATERIALS AND DIRECTIONSHOUSEHOLDING OF PROXY MATERIALSTHE ANNUAL REPORTANNUAL REPORT ON FORM 10-KAPPENDIX A: AUDIT COMMITTEE CHARTER A-1APPENDIX B: CORPORATE GOVERNANCE COMMITTEE CHARTER B-1APPENDIX C: FRANKLIN RESOURCES, INC. 2002 UNIVERSAL STOCK INCENTIVE PLAN, AS AMENDED AND RESTATED C-1