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: 811-08104
Touchstone Funds
Group Trust
(Exact name of registrant as specified in charter)
303 Broadway, Suite 1100
Cincinnati, Ohio 45202-4203
(Address of principal executive offices) (Zip code)
Jill T. McGruder
303 Broadway, Suite 1100
Cincinnati, Ohio 45202-4203
(Name and address of agent for service)
Registrant's telephone number, including area code: 800-638-8194
Date of fiscal year end: September 30
Date of reporting period: July 1, 2018 – June 30, 2019
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2018 TO JUNE 30, 2019
TFGT Active Bond Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Anti-Benchmark Intl Core Equity Fund
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AMBU A/S Agenda Number: 710222023
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Security: K03293147 Meeting Type: AGM
Ticker: Meeting Date: 12-Dec-2018
ISIN: DK0060946788
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 6, 7
AND 8.A TO 8.D AND 9. THANK YOU
2 ADOPTION OF AUDITED ANNUAL REPORT Mgmt For For
3 ADOPTION OF THE REMUNERATION REPORT Mgmt For For
4 APPROPRIATION OF PROFITS OR COVER OF LOSSES IN Mgmt For For
ACCORDANCE WITH THE ADOPTED ANNUAL REPORT: AMBU A/S
HAS REPORTED A NET PROFIT FOR THE YEAR OF DKK 337
MILLION. THE BOARD OF DIRECTORS PROPOSES THAT
DIVIDENDS OF DKK 0.40 FOR EACH SHARE OF DKK 0.50 BE
DIS-TRIBUTED ENTAILING THAT DIVIDENDS IN THE TOTAL
AMOUNT OF DKK 101 MILLION BE PAID OUT OF THE NET
PROFIT FOR THE YEAR, CORRESPONDING TO 30 % OF THE
CONSOLIDATED RESULTS FOR THE YEAR, WHEREAS THE
REMAINING PART OF THE NET PROFIT BE CARRIED FORWARD TO
NEXT YEAR
5 APPROVAL OF THE DIRECTORS' REMUNERATION FOR THE Mgmt For For
FINANCIAL YEAR 2018/19
6 RE-ELECTION OF JENS BAGER AS CHAIRMAN OF THE BOARD Mgmt Abstain Against
7 RE-ELECTION OF MIKAEL WORNING AS VICE-CHAIRMAN OF THE Mgmt For For
BOARD
8.A RE-ELECTION OF OLIVER JOHANSEN AS MEMBER OF THE BOARD Mgmt For For
8.B RE-ELECTION OF ALLAN SOGAARD LARSEN AS MEMBER OF THE Mgmt For For
BOARD
8.C RE-ELECTION OF CHRISTIAN SAGILD AS MEMBER OF THE BOARD Mgmt For For
8.D RE-ELECTION OF HENRIK EHLERS WULFF AS MEMBER OF THE Mgmt For For
BOARD
9 RE-ELECTION OF EY AS AUDITOR Mgmt For For
10.1 AUTHORISATION TO THE BOARD OF DIRECTORS TO ACQUIRE Mgmt Against Against
TREASURY SHARES
10.2 UPDATE OF THE REMUNERATION POLICY, INCLUDING THE Mgmt For For
OVERALL GUIDELINES FOR AN INCENTIVE PROGRAMME FOR THE
BOARD OF DIRECTORS AND EXECUTIVE BOARD
11 AUTHORISATION TO THE CHAIRMAN Mgmt For For
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EVOLUTION MINING LTD Agenda Number: 710083356
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Security: Q3647R147 Meeting Type: AGM
Ticker: Meeting Date: 22-Nov-2018
ISIN: AU000000EVN4
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR PROPOSALS Non-Voting
1, 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
(AS REFERRED IN THE COMPANY ANNOUNCEMENT) 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 RE-ELECTION OF MR GRAHAM FREESTONE AS DIRECTOR OF THE Mgmt Against Against
COMPANY
3 RE-ELECTION OF MR LAWRENCE (LAWRIE) CONWAY AS A Mgmt For For
DIRECTOR OF THE COMPANY
4 ISSUE OF PERFORMANCE RIGHTS TO MR JACOB (JAKE) KLEIN Mgmt For For
5 ISSUE OF PERFORMANCE RIGHTS TO MR LAWRENCE (LAWRIE) Mgmt For For
CONWAY
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MARINE HARVEST ASA Agenda Number: 710201029
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Security: R2326D113 Meeting Type: EGM
Ticker: Meeting Date: 04-Dec-2018
ISIN: NO0003054108
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT NEED TO BE Non-Voting
RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE
ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE
TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE
BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND
TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE
DAY AFTER THE MEETING.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
1 ELECTION OF CHAIRPERSON AND A PERSON TO COSIGN THE Mgmt For For
MINUTES TOGETHER WITH THE CHAIRPERSON
2 APPROVAL OF THE NOTICE AND THE PROPOSED AGENDA Mgmt For For
3 PROPOSAL FROM THE BOARD OF DIRECTORS TO CHANGE THE Mgmt For For
COMPANY NAME TO MOWI ASA
CMMT 14 NOV 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO CHANGE IN RECORD DATE FROM 30 NOV 2018 TO 03 DEC
2018. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
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SHIRE PLC Agenda Number: 710200205
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Security: G8124V108 Meeting Type: CRT
Ticker: Meeting Date: 05-Dec-2018
ISIN: JE00B2QKY057
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT ABSTAIN IS NOT A VALID VOTE OPTION Non-Voting
FOR THIS MEETING TYPE. PLEASE CHOOSE BETWEEN "FOR" AND
"AGAINST" ONLY. SHOULD YOU CHOOSE TO VOTE ABSTAIN FOR
THIS MEETING THEN YOUR VOTE WILL BE DISREGARDED BY THE
ISSUER OR ISSUERS AGENT
1 FOR THE PURPOSE OF CONSIDERING AND, IF THOUGHT FIT, Mgmt No vote
APPROVING (WITH OR WITHOUT MODIFICATION) A SCHEME OF
ARRANGEMENT PURSUANT TO ARTICLE 125 OF THE COMPANIES
(JERSEY) LAW 1991 (AS AMENDED) (THE "SCHEME") BETWEEN
THE COMPANY AND THE SCHEME SHAREHOLDERS
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SHIRE PLC Agenda Number: 710200192
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Security: G8124V108 Meeting Type: OGM
Ticker: Meeting Date: 05-Dec-2018
ISIN: JE00B2QKY057
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THAT FOR THE PURPOSE OF GIVING EFFECT TO THE SCHEME: Mgmt No vote
(A) THE DIRECTORS OF THE COMPANY BE AUTHORISED TO TAKE
ALL SUCH ACTION AS THEY MAY CONSIDER NECESSARY OR
APPROPRIATE FOR CARRYING THE SCHEME INTO EFFECT; (B)
THE ARTICLES OF ASSOCIATION OF THE COMPANY BE AMENDED
BY THE ADOPTION AND INCLUSION OF A NEW ARTICLE 154;
AND (C) CONDITIONAL UPON AND WITH EFFECT FROM THE
SANCTIONING OF THE SCHEME BY THE COURT, THE COMPANY,
OR SUCH OTHER PERSON AS MAY BE APPOINTED BY THE
COMPANY, BE APPOINTED AS AGENT OF THE SCHEME
SHAREHOLDERS FOR THE PURPOSES OF UNDERTAKING AND
CARRYING INTO EFFECT ANY AND ALL SUCH STEPS, ACTIONS,
MATTERS AND PROCEDURES AS MAY, IN THE OPINION OF THE
AGENT, BE CONSIDERED NECESSARY, DESIRABLE OR
APPROPRIATE PURSUANT TO JAPANESE LAW (INCLUDING, IN
PARTICULAR, UNDER ARTICLES 203 AND 204 OF THE JAPANESE
COMPANIES ACT (ACT NO. 86 2005) (KAISHA HOU)) IN
CONNECTION WITH THE ALLOTMENT, ISSUE AND SETTLEMENT OF
THE NEW TAKEDA SHARES PURSUANT TO THE SCHEME, IN EACH
CASE AS DESCRIBED IN THE NOTICE OF GENERAL MEETING
WHICH IS SET OUT IN THE SCHEME DOCUMENT
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UNIONE DI BANCHE ITALIANE S.P.A. Agenda Number: 710204203
--------------------------------------------------------------------------------------------------------------------------
Security: T9T591106 Meeting Type: OGM
Ticker: Meeting Date: 14-Dec-2018
ISIN: IT0003487029
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO APPOINT ONE MEMBER FOR THE INTEGRATION OF THE Mgmt For For
SURVEILLANCE COUNCIL. RESOLUTIONS RELATED THERETO:
ALBERTO CARRARA
CMMT 15 NOV 2018: PLEASE NOTE THAT THE ITALIAN LANGUAGE Non-Voting
AGENDA IS AVAILABLE BY CLICKING ON THE URL LINK:
HTTPS://MATERIALS.PROXYVOTE.COM/APPROVED/99999Z/198401
01/NPS_376054.PDF
CMMT 26 NOV 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT AND CHANGE IN TEXT OF
RESOLUTION 1. IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
CMMT 26 NOV 2018: PLEASE NOTE THAT THE BOARD DOES NOT MAKE Non-Voting
ANY RECOMMENDATION ON RESOLUTION 1. THANK YOU
TFGT Anti-Benchmark US Core Equity Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Arbitrage Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Credit Opportunities II Fund
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EDUCATION REALTY TRUST, INC. Agenda Number: 934868893
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Security: 28140H203 Meeting Type: Special
Ticker: EDR Meeting Date: 14-Sep-2018
ISIN: US28140H2031
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve merger of Education Realty Trust, Inc. with Mgmt For For
& into GSHGIF REIT, an affiliate of Greystar Real
Estate Partners, LLC ("REIT merger"), pursuant to
Agreement & Plan of Merger ("merger agreement"), among
Education Realty Trust, Inc., Education Realty
Operating Partnership, LP, Education Realty OP GP,
Inc., University Towers Operating Partnership, LP,
University Towers OP GP, LLC & certain other
affiliates of Greystar Real Estate Partners, LLC, as
it may amended from time to time ("merger proposal").
2. To approve, on a non-binding, advisory basis, the Mgmt For For
compensation that may be paid or become payable to the
named executive officers of Education Realty Trust,
Inc. that is based on or otherwise relates to the
mergers contemplated by the merger agreement (the
"merger related compensation proposal").
3. To approve any adjournment of the special meeting to a Mgmt For For
later date or time, if necessary or appropriate,
including for the purpose of soliciting additional
proxies if there are not sufficient votes at the time
of the special meeting to approve the REIT merger (the
"adjournment proposal").
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FINTECH ACQUISITION CORP. II Agenda Number: 934853169
--------------------------------------------------------------------------------------------------------------------------
Security: 31810G109 Meeting Type: Special
Ticker: FNTE Meeting Date: 20-Jul-2018
ISIN:
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To consider and vote upon a proposal to approve and Mgmt For For
adopt the Agreement and Plan of Merger, dated as of
December 19, 2017, as it may be amended (the "Merger
Agreement"), by and among the Company, FinTech II
Merger Sub Inc., FinTech II Merger Sub 2 LLC, Intermex
Holdings II, Inc. and SPC Intermex Representative LLC
and the merger contemplated thereby (the "Merger").
1a. Intention to Exercise Redemption Rights If you intend Mgmt For For
to exercise your redemption rights, please check For
box. Checking For box, however, is not sufficient to
exercise your redemption rights. You must comply with
the procedures set forth in the proxy
statement/prospectus under the heading "Special
Meeting of FinTech Stockholders-Redemption Rights and
Procedures."
1b. Stockholder Certification I hereby certify that I am Mgmt For For
not acting in concert, or as a "group" (as defined in
Section 13(d)(3) of the Securities Exchange Act of
1934, as amended), with any other stockholder with
respect to the shares of common stock of the Company
owned by me in connection with the proposed Merger.
2. To consider and vote upon a proposed amendment to the Mgmt For For
Company's existing charter to increase the Company's
authorized common stock.
3. To consider and vote upon a proposed amendment to the Mgmt For For
Company's existing charter to add an additional class
of directors to the Company's board of directors so
that there will be three classes of directors with
staggered terms of office, and to make certain related
changes.
4. To consider and vote upon a proposed amendment to the Mgmt For For
Company's existing charter to elect not to be governed
by Section 203 of the DGCL.
5. To consider and vote upon a proposed amendment to the Mgmt For For
Company's existing charter to adopt Delaware as the
exclusive forum for certain legal actions.
6. To consider and vote upon a proposed amendment to the Mgmt For For
Company's existing charter to provide for additional
changes to the Company's existing charter, principally
including changing the Company's corporate name from
"FinTech Acquisition Corp. II" to "International Money
Express, Inc." and removing provisions applicable only
to special purpose acquisition companies.
7. To consider and vote upon a proposal to approve, for Mgmt For For
purposes of complying with applicable NASDAQ Listing
Rules, the issuance of more than 20% of the Company's
issued and outstanding common stock and the resulting
change of control in connection with the Merger.
8. To consider and vote upon a proposal to adopt the Mgmt For For
International Money Express, Inc. 2018 Omnibus Equity
Compensation Plan.
9a. Election of Director: Walter T. Beach Mgmt For For
9b. Election of Director: Jeremy Kuiper Mgmt For For
9c. Election of Director: Shami Patel Mgmt For For
10. To consider and vote upon a proposal to approve the Mgmt For For
adjournment of the special meeting to a later date, if
necessary, to permit further solicitation and vote of
proxies if, based upon the tabulated vote at the time
of the special meeting, there are not sufficient votes
to approve one or more of the other proposals
submitted for stockholder approval at the special
meeting.
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GORES HOLDINGS II, INC. Agenda Number: 934884885
--------------------------------------------------------------------------------------------------------------------------
Security: 382867109 Meeting Type: Special
Ticker: GSHT Meeting Date: 16-Oct-2018
ISIN: US3828671095
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To consider and Mgmt For For
vote upon a proposal to adopt the Merger Agreement,
dated as of June 21, 2018, by and among the Company,
AM Merger Sub I, Inc., a Delaware corporation and a
direct, wholly-owned subsidiary of the Company ("First
Merger Sub"), AM Merger Sub II, LLC, a Delaware
limited liability company and a direct, wholly-owned
subsidiary of the Company ("Second Merger Sub"),
Greenlight Holding II Corporation ("Greenlight") and
PE Greenlight Holdings, LLC.
1a. Intention to Exercise Redemption Rights: If you intend Mgmt For For
to exercise your redemption rights please check "for"
box. Checking this box, however, is not sufficient to
exercise your redemption rights. You must comply with
the procedures set forth in the definitive proxy
statement under the section entitled "Special Meeting
in Lieu of 2018 Annual Meeting of Company Stockholders
- Redemption Rights."
1b. Stockholder Certification: I hereby certify that I am Mgmt For For
not acting in concert, or as a "group" (as defined in
Section 13(d) (3) of the Securities Exchange Act of
1934, as amended), with any other stockholder with
respect to the shares of Common Stock of the Company,
par value $0.001 per share (the "Common Stock"), owned
by me in connection with the proposed Business
Combination between the Company and Verra Mobility.
(For= I am Not, Against = I am)
2. The NASDAQ Proposal - To consider and vote upon a Mgmt For For
proposal to approve, for purposes of complying with
applicable NASDAQ listing rules, the issuance of more
than 20% of the Company's issued and outstanding
Common Stock in connection with the Business
Combination and the Private Placement.
3. The Charter Approval Proposal - To consider and act Mgmt For For
upon a proposal to adopt the Second Amended and
Restated Certificate of Incorporation in the form
attached to the proxy statement as Annex C.
4. The Governance Proposal - To consider and act upon, on Mgmt For For
a non- binding advisory basis, a separate proposal
with respect to certain governance provisions in the
Second Amended and Restated Certificate of
Incorporation in accordance with SEC requirements.
4a. Change the Stockholder Vote Required to Amend the Mgmt For For
Certificate of Incorporation of the Company - To amend
the Certificate of Incorporation of the Company to
change the stockholder vote required to amend certain
provisions of the post-combination company's proposed
certificate and bylaws.
4b. To amend the Certificate of Incorporation of the Mgmt For For
Company to elect to not be governed by Section 203 of
the General Corporation Law of the State of Delaware
(the "DGCL") and, instead, include a provision in our
certificate of incorporation that is substantially
similar to Section 203 of the DGCL, but excludes the
investment funds affiliated with The Gores Group and
Platinum Equity and their respective successors and
affiliates from the definition of "interested
stockholder," and to make certain related changes.
4c. Increase on Authorized Shares - To amend the Mgmt For For
Certificate of Incorporation of the Company to
increase the total number of authorized shares of all
classes of Common Stock.
4d. Corporate Opportunity - To amend the Certificate of Mgmt For For
Incorporation of the Company to provide that certain
transactions are not "corporate opportunities" and
that each of Platinum Equity and the investment funds
affiliated with Platinum Equity and their respective
successors and affiliates would not be subject to the
doctrine of corporate opportunity.
5. DIRECTOR
Mr. Randall Bort Mgmt For For
Mr. Jacob Kotzubei Mgmt For For
Mr. Bryan Kelln Mgmt For For
Mr. Jeffrey Rea Mgmt For For
Mr. David M. Roberts Mgmt For For
Mr. Jay L. Geldmacher Mgmt For For
Mr. John Rexford Mgmt For For
6. The Incentive Plan Proposal - To consider and vote Mgmt For For
upon a proposal to approve the Verra Mobility
Corporation 2018 Equity Incentive Plan (the "Incentive
Plan"), including the authorization of the initial
share reserve under the Incentive Plan.
7. The Adjournment Proposal - To consider and vote upon a Mgmt For For
proposal to approve the adjournment of the Special
Meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies in the
event that there are insufficient votes for, or
otherwise in connection with, the approval of the
Business Combination Proposal, the NASDAQ Proposal, or
the Charter Approval Proposals.
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GRAMERCY PROPERTY TRUST Agenda Number: 934854515
--------------------------------------------------------------------------------------------------------------------------
Security: 385002308 Meeting Type: Special
Ticker: GPT Meeting Date: 09-Aug-2018
ISIN: US3850023082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the merger of Gramercy Property Trust with Mgmt For For
and into BRE Glacier L.P., and the other transactions
contemplated by the Agreement and Plan of Merger,
among Gramercy Property Trust, GPT Operating
Partnership LP, BRE Glacier Parent L.P., BRE Glacier
L.P. and BRE Glacier Acquisition L.P., as described in
the Proxy Statement.
2. To approve, on a non-binding, advisory basis, the Mgmt For For
compensation that may be paid or become payable to our
named executive officers that is based on or otherwise
relates to the merger, as more particularly described
in the Proxy Statement.
3. To approve any adjournment of the special meeting for Mgmt For For
the purpose of soliciting additional proxies if there
are not sufficient votes at the special meeting to
approve the merger and the other transactions
contemplated by the merger agreement.
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GTY TECHNOLOGY HOLDINGS INC Agenda Number: 934888174
--------------------------------------------------------------------------------------------------------------------------
Security: G4182A102 Meeting Type: Special
Ticker: GTYH Meeting Date: 30-Oct-2018
ISIN: KYG4182A1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - To amend the Company's second Mgmt For For
amended and restated memorandum and articles of
association to extend the date by which the Company
has to consummate a business combination from November
1, 2018 to May 1, 2019.
2. The Adjournment Proposal - To approve the adjournment Mgmt For For
of the extraordinary general meeting to a later date
or dates, if necessary or appropriate, to permit
further solicitation and vote of proxies in the event
that there are insufficient votes for, or otherwise in
connection with, the approval of proposal 1.
--------------------------------------------------------------------------------------------------------------------------
GTY TECHNOLOGY HOLDINGS INC Agenda Number: 934888174
--------------------------------------------------------------------------------------------------------------------------
Security: G4182A110 Meeting Type: Special
Ticker: GTYHU Meeting Date: 30-Oct-2018
ISIN: KYG4182A1105
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Extension Proposal - To amend the Company's second Mgmt For For
amended and restated memorandum and articles of
association to extend the date by which the Company
has to consummate a business combination from November
1, 2018 to May 1, 2019.
2. The Adjournment Proposal - To approve the adjournment Mgmt For For
of the extraordinary general meeting to a later date
or dates, if necessary or appropriate, to permit
further solicitation and vote of proxies in the event
that there are insufficient votes for, or otherwise in
connection with, the approval of proposal 1.
--------------------------------------------------------------------------------------------------------------------------
HENNESSY CAPITAL ACQUIS. CORP III Agenda Number: 934884924
--------------------------------------------------------------------------------------------------------------------------
Security: 42588L105 Meeting Type: Special
Ticker: HCAC Meeting Date: 17-Oct-2018
ISIN: US42588L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To approve that Mgmt For For
certain Purchase Agreement, dated as of June 25, 2018
and amended as of July 12, 2018 (as may be further
amended from time to time, the "Purchase Agreement"),
by and between the Company and JFL-NRC-SES Partners,
LLC ("JFL Partners"), and the transactions
contemplated thereby (the "Business Combination"),
which provides for the acquisition by the Company of
all of the issued and outstanding membership interests
of NRC Group Holdings, LLC from JFL Partners.
1a. Intention to Exercise Redemption Rights: If you intend Mgmt For For
to exercise your redemption rights, please check "for"
box. Checking this box, however, is not sufficient to
exercise your redemption rights. You must comply with
the procedures set forth in the definitive proxy
statement under the heading "Special Meeting in Lieu
of 2018 Annual Meeting of Hennessy Capital
Stockholders - Redemption Rights."
1b. Shareholder Certification: I hereby certify that I am Mgmt For
not acting in concert, or as a "group" (as defined in
Section 13(d) (3) of the Securities Exchange Act of
1934, as amended), with any other stockholder with
respect to the shares of common stock of the Company
owned by me in connection with the proposed Business
Combination between the Company and NRC Group
Holdings, LLC. (For = I am not, Against = I am)
2. To approve the amendment of the Company's certificate Mgmt For For
of incorporation (the "existing charter") to increase
the Company's authorized preferred stock. Each of the
Charter Proposals is conditioned on the approval of
the Business Combination Proposal.
3. To approve the amendment of the Company's existing Mgmt For For
charter to provide for the classification of the
Company's board of directors into three classes of
directors with staggered three-year terms of office
and to make certain related changes. Each of the
Charter Proposals is conditioned on the approval of
the Business Combination Proposal.
4. To approve the amendment of the Company's existing Mgmt For For
charter to provide for the removal of directors with
or without cause by stockholders voting a majority of
the outstanding shares of Company common stock,
provided that at any time that JFL (as defined in the
accompanying proxy statement) beneficially owns, in
the aggregate, less than 50% of Company common stock,
directors may be removed from office only for cause
and only by the affirmative vote of holders of the
majority of the outstanding shares of Company common
stock.
5. To approve the amendment of the Company's existing Mgmt For For
charter to provide that, for so long as JFL
beneficially owns, in the aggregate, at least 50% of
the outstanding shares of Company common stock,
special meetings of the stockholders of the Company
shall also be promptly called by or at the direction
of the board or the chairman of the board upon the
written request of JFL. Each of the Charter Proposals
is conditioned on the approval of the Business
Combination Proposal.
6. To approve the amendment of the Company's existing Mgmt For For
charter to require an affirmative vote by the holders
of at least 66.67% of the outstanding shares of
Company common stock to amend, alter, change or repeal
or adopt certain provisions of the proposed charter
for so long as JFL beneficially owns, in the
aggregate, at least 10% of outstanding shares of
Company common stock. Each of the Charter Proposals is
conditioned on the approval of the Business
Combination Proposal.
7. To approve the amendment of the Company's existing Mgmt For For
charter to require an affirmative vote of at least
66.67% of the outstanding shares of Company common
stock to amend, alter or repeal the proposed amended
and restated bylaws of the Company for so long as JFL
beneficially owns, in the aggregate, at least 10% of
the outstanding shares of Company common stock. Each
of the Charter Proposals is conditioned on the
approval of the Business Combination Proposal.
8. To approve the amendment of the Company's existing Mgmt For For
charter to provide for certain changes to adopt
ownership qualifications, restrictions, requirements
and procedures to assist the Company in complying with
certain provisions of the Jones Act (as defined in the
accompanying proxy statement). Each of the Charter
Proposals is conditioned on the approval of the
Business Combination Proposal.
9. To approve the amendment of the Company's existing Mgmt For For
charter to provide for certain additional changes,
including changing the Company's name from "Hennessy
Capital Acquisition Corp. III" to "NRC Group Holdings
Corp.," which the Company's board of directors
believes are necessary to adequately address the
post-Business Combination needs of the Company. Each
of the Charter Proposals is conditioned on the
approval of the Business Combination Proposal.
10. DIRECTOR
James Baumgardner Mgmt For For
Christian Swinbank Mgmt For For
John Rapaport Mgmt For For
James F. O'Neil III Mgmt For For
11. Incentive Plan Proposal - To approve the NRC Group Mgmt For For
Holdings Corp. 2018 Equity and Incentive Compensation
Plan. The Incentive Plan Proposal is conditioned on
the approval of the Business Combination Proposal and
Proposal 2.
12. To approve (i) the issuance of shares of common stock Mgmt For For
to JFL Partners (ii) the issuance of up to 2,439,025
shares of Company common stock and up to 1,000,000
shares of Series A Convertible Preferred Stock, (iii)
the issuance by the Company of 1,951,220 shares of
Company common stock and 300,000 shares of Series A
Convertible Preferred Stock convertible into shares of
Company common stock to JFLCo or one or more of its
affiliated investment funds and (iv) the potential
change of control of the Company under the NYSE
American listing rules.
13. Adjournment Proposal - To adjourn the special meeting Mgmt For For
to a later date or dates, if necessary, to permit
further solicitation and vote of proxies if, based
upon the tabulated vote at the time of the special
meeting, there are not sufficient votes to approve the
Business Combination Proposal, the Charter Proposals,
the Director Election Proposal, the Incentive Plan
Proposal or the NYSE Proposal.
--------------------------------------------------------------------------------------------------------------------------
KAPSTONE PAPER & PACKAGING CORPORATION Agenda Number: 934863906
--------------------------------------------------------------------------------------------------------------------------
Security: 48562P103 Meeting Type: Special
Ticker: KS Meeting Date: 06-Sep-2018
ISIN: US48562P1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the Agreement and Plan of Merger, dated as Mgmt For For
of January 28, 2018, as it may be amended from time to
time, among the Company, WestRock Company, Whiskey
Holdco, Inc., Whiskey Merger Sub, Inc. and Kola Merger
Sub, Inc. (the "merger proposal").
2. Adjournment of the special meeting, if necessary or Mgmt For For
appropriate, to solicit additional proxies if there
are not sufficient votes to approve the merger
proposal.
3. Non-binding advisory approval of the compensation and Mgmt For For
benefits that may be paid, become payable or be
provided to the Company's named executive officers in
connection with the mergers.
--------------------------------------------------------------------------------------------------------------------------
KAYNE ANDERSON ACQUISITION CORP. Agenda Number: 934891397
--------------------------------------------------------------------------------------------------------------------------
Security: 48661U102 Meeting Type: Special
Ticker: KAAC Meeting Date: 06-Nov-2018
ISIN: US48661U1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To consider and Mgmt For For
vote upon a proposal to (a) approve and adopt the
Contribution Agreement; (b) approve such acquisition
and the other transactions contemplated by the
Contribution Agreement (the "business combination" and
such proposal, the "Business Combination Proposal"). A
copy of the Contribution Agreement is attached to the
accompanying proxy statement as Annex A. The Business
Combination Proposal is conditioned on the approval of
the Charter Proposals and the NASDAQ Proposal.
1a. Stockholder Certification I hereby certify that I am Mgmt For
not acting in concert, or as a "group" (as defined in
Section 13(d)(3) of the Securities Exchange Act of
1934, as amended), with any other stockholder with
respect to the Shares in connection with the proposed
business combination.
2. The Class C Charter Proposal - To consider and vote Mgmt For For
upon a proposal to approve and adopt amendments to
KAAC's amended and restated certificate of
incorporation (the "Charter") to create a new class of
capital stock designated as Class C Common Stock, par
value $0.0001 per share (the "Class C Common Stock"
and such proposal, the "Class C Charter Proposal").
The Class C Charter Proposal is conditioned on the
approval of the Combination Proposal, the other
Charter Proposals (as defined below) and the NASDAQ
Proposal (as defined below).
3. The Authorized Class A Share Charter Proposal - To Mgmt For For
consider and vote upon a proposal to approve and adopt
an amendment to the Charter to increase the number of
authorized shares of KAAC's Class A Common Stock, par
value $0.0001 per share, from 200,000,000 shares to
1,500,000,000 shares. The Authorized Class A Share
Charter Proposal is conditioned on the approval of the
Business Combination Proposal, the other Charter
Proposals and the NASDAQ Proposal. A copy of the
Second A&R Charter is attached to accompanying proxy
statement as Annex B.
4. The Authorized Preferred Share Charter Proposal - To Mgmt For For
consider and vote upon a proposal to approve and adopt
an amendment to the Charter to increase the number of
authorized shares of KAAC's preferred stock, par value
$0.0001 per share, from 1,000,000 shares to 50,000,000
shares. The Authorized Preferred Share Charter
Proposal is conditioned on the approval of the
Business Combination Proposal, the other Charter
Proposals and the NASDAQ Proposal. A copy of the
Second A&R Charter is attached to the accompanying
proxy statement as Annex B.
5. The Board Declassification Proposal - To consider and Mgmt For For
vote upon a proposal to approve and adopt amendments
to the Charter to declassify our board of directors
upon the closing of the business combination. The
Board Declassification Proposal is conditioned on the
approval of the Business Combination Proposal, the
other Charter Proposals and the NASDAQ Proposal. A
copy of the Second A&R Charter reflecting the proposed
amendment pursuant to the Board Declassification
Proposal is attached to the accompanying proxy
statement as Annex B.
6. To consider and vote upon a proposal to approve and Mgmt For For
adopt amendments to the Charter eliminating provisions
in the Charter relating to our initial business
combination that will no longer be applicable to us
following the closing of the business combination (the
"Additional Charter Proposal" and, together with the
Class C Charter Proposal, the Authorized Class A Share
Charter Proposal, the Authorized Preferred Share
Charter Proposal and the Board Declassification
Proposal, the "Charter Proposals").
7. The NASDAQ Proposal-To approve:(a) issuance of up to Mgmt For For
7,313,028 shares of Cl A Common Stock & 250,000,000
shares of Cl C Common Stock to Apache Contributor;(b)
future issuance of up to 250,000,000 shares of Cl A
Common Stock to Apache Contributor; (c)issuance of
3,182,140 warrants to Apache Contributor;(d) future
issuance of up to 37,500,000 shares of Cl A Common
Stock to Apache Contributor as earn-out
consideration;(e)issuance & sale of 57,234,023 shares
of Cl A Common Stock to certain qualified
institutional buyers and accredited investors.
8. The Director Election Proposal - To consider and vote Mgmt For For
upon a proposal to elect one director to serve as a
Class I director on our board of directors for a term
of three years expiring at the annual meeting of
stockholders to be held in 2021: D. Mark Leland
9. The Adjournment Proposal - To consider and vote upon a Mgmt For For
proposal to approve the adjournment of the Special
Meeting to a later date or dates, if necessary or
appropriate, to permit further solicitation and vote
of proxies in the event that there are insufficient
votes for, or otherwise in connection with, the
approval of the Business Combination Proposal, the
Charter Proposals, the NASDAQ Proposal or the Director
Election Proposal. The Adjournment Proposal is not
conditioned on the approval of any other Proposal.
--------------------------------------------------------------------------------------------------------------------------
LANDCADIA HOLDINGS, INC. Agenda Number: 934896599
--------------------------------------------------------------------------------------------------------------------------
Security: 51476W107 Meeting Type: Special
Ticker: LCA Meeting Date: 15-Nov-2018
ISIN: US51476W1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal: To approve and Mgmt For For
adopt the Agreement and Plan of Merger, dated as of
May 16, 2018 ("Merger Agreement"), by and among the
Company, Landcadia Merger Sub, Inc., a Delaware
corporation ("Merger Sub"), and Waitr Incorporated, a
Louisiana corporation ("Waitr"), pursuant to which,
subject to the satisfaction or waiver of certain
conditions set forth therein, Waitr will merge with
and into Merger Sub, with Merger Sub surviving the
merger in accordance with the Delaware General
Corporation Law.
2. The Nasdaq Proposal: To approve, for purposes of Mgmt For For
complying with applicable The Nasdaq Stock Market
listing rules, the issuance of more than 20% of the
Company's issued and outstanding common stock pursuant
to the business combination.
3. Charter Proposal A: To approve, upon the completion of Mgmt For For
the business combination and the conversion of the
Company's Class F common stock, par value $0.0001 per
share ("Class F Common stock"), into the Company's
Class A common stock, par value $0.0001 per share
("Class A common stock").
4. Charter Proposal B: To approve provisions providing Mgmt For For
that directors may only be removed by the affirmative
vote of holders of at least seventy-five percent (75%)
of the voting power of all the outstanding shares of
capital stock entitled to vote generally in the
election of directors.
5. Charter Proposal C: To approve provisions providing Mgmt For For
that (i) the affirmative vote of at least seventy-five
percent (75%) of the voting power of all the
outstanding shares of capital stock entitled to vote
generally in the election of directors will be
required for stockholders to adopt, amend, alter or
repeal the Company's bylaws and (ii) certain
provisions of our charter may only be amended or
repealed by the affirmative vote of at least
seventy-five percent (75%) of the outstanding shares
entitled to vote thereon.
6. Charter Proposal D: To approve certain additional Mgmt For For
changes, including changing the post-combination
company's corporate name from "Landcadia Holdings,
Inc." to "Waitr Holdings Inc." and eliminating certain
provisions specific to our status as a blank check
company, which the Company's Board of Directors (our
"Board") believes are necessary to adequately address
the needs of the post-combination company.
7. DIRECTOR
Joseph LeBlanc Mgmt For For
Steven L. Scheinthal Mgmt For For
Scott Fletcher Mgmt For For
William Gray Stream Mgmt For For
Christopher Meaux Mgmt For For
Tilman J. Fertitta Mgmt For For
Jonathan Green Mgmt For For
8. The Incentive Plan Proposal: To approve the Waitr Mgmt For For
Holdings Inc. 2018 Omnibus Incentive Plan, a copy of
which is attached to the proxy statement as Annex C
(the "Incentive Plan"), including the authorization of
the initial share reserve under the Incentive Plan and
also for purposes of complying with Section 162(m) of
the Internal Revenue Code of 1986, as amended.
9. The Adjournment Proposal: To adjourn the Special Mgmt For For
Meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies if
there are insufficient votes for, or otherwise in
connection with, the approval of the Business
Combination Proposal, the Nasdaq Proposal, the Charter
Proposals or the Incentive Plan Proposal.
--------------------------------------------------------------------------------------------------------------------------
LASALLE HOTEL PROPERTIES Agenda Number: 934862865
--------------------------------------------------------------------------------------------------------------------------
Security: 517942108 Meeting Type: Contested Special
Ticker: LHO Meeting Date: 06-Sep-2018
ISIN: US5179421087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the merger of LaSalle Hotel Properties with Mgmt Against Against
and into BRE Landmark L.P. and the other transactions
contemplated by the Agreement and Plan of Merger,
dated as of May 20, 2018 and as it may be amended from
time to time, among LaSalle Hotel Properties, LaSalle
Hotel Operating Partnership, L.P., BRE Landmark Parent
L.P., BRE Landmark L.P. and BRE Landmark Acquisition
L.P., as more particularly described in the Proxy
Statement.
2. To approve, on a non-binding, advisory basis, the Mgmt Against Against
compensation that may be paid or become payable to
LaSalle Hotel Properties' named executive officers
that is based on or otherwise relates to the merger,
as more particularly described in the Proxy Statement.
3. To approve any adjournment of the special meeting for Mgmt For For
the purpose of soliciting additional proxies if there
are not sufficient votes at the special meeting to
approve the merger and the other transactions
contemplated by the merger agreement.
--------------------------------------------------------------------------------------------------------------------------
LASALLE HOTEL PROPERTIES Agenda Number: 934893973
--------------------------------------------------------------------------------------------------------------------------
Security: 517942108 Meeting Type: Special
Ticker: LHO Meeting Date: 27-Nov-2018
ISIN: US5179421087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the merger of LaSalle Hotel Properties with Mgmt For For
and into Ping Merger Sub, LLC, which we refer to as
the company merger, and other transactions
contemplated by Agreement and Plan of Merger, dated as
of September 6, 2018, as amended on September 18,
2018, and as it may be amended from time to time,
which we refer to as the merger agreement, by & among
Pebblebrook Hotel Trust, Pebblebrook Hotel, L.P., Ping
Merger Sub, LLC, Ping Merger OP, LP, LaSalle Hotel
Properties and LaSalle Hotel Operating Partnership,
L.P., referred as the merger proposal.
2. To approve, on a non-binding, advisory basis, the Mgmt For For
compensation that may be paid or become payable to
LaSalle Hotel Properties' named executive officers
that is based on or otherwise relates to the company
merger, which we refer to as the LaSalle advisory
(non-binding) proposal on specified compensation.
3. To approve any adjournment of the LaSalle Hotel Mgmt For For
Properties special meeting for the purpose of
soliciting additional proxies if there are not
sufficient votes at the LaSalle Hotel Properties
special meeting to approve the merger proposal, which
we refer to as the LaSalle adjournment proposal.
--------------------------------------------------------------------------------------------------------------------------
LEISURE ACQUISITION CORP. Agenda Number: 934902037
--------------------------------------------------------------------------------------------------------------------------
Security: 52539T206 Meeting Type: Annual
Ticker: LACQU Meeting Date: 14-Dec-2018
ISIN: US52539T2069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Marc J. Falcone Mgmt For For
2. To ratify the selection by our Audit Committee of Mgmt For For
Marcum LLP to serve as the Company's independent
registered public accounting firm for the fiscal year
ending December 31, 2018.
--------------------------------------------------------------------------------------------------------------------------
MOSAIC ACQUISITION CORP. Agenda Number: 934910060
--------------------------------------------------------------------------------------------------------------------------
Security: G62848117 Meeting Type: Special
Ticker: MOSCU Meeting Date: 21-Dec-2018
ISIN: KYG628481171
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To consider and vote upon a proposal to approve by Mgmt For For
special resolution the change of Mosaic's jurisdiction
of incorporation by deregistering as an exempted
company in the Cayman Islands and continuing and
domesticating as a corporation incorporated under the
laws of the State of Delaware, which we refer to as
the "Domestication Proposal".
2. To consider and vote upon a proposal to approve by Mgmt For For
special resolution, assuming the Domestication
Proposal is approved and adopted, the material
differences between Mosaic's existing amended &
restated memorandum & articles of association and the
proposed new certificate of incorporation and bylaws
of Mosaic, "proposed certificate" and the "proposed
bylaws", respectively.
3. To consider and vote upon a proposal to approve by Mgmt For For
ordinary resolution the adjournment of the general
meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies if,
based upon the tabulated vote at the time of the
general meeting, any of the preceding proposals would
not be duly approved and adopted by Mosaic's
shareholders.
--------------------------------------------------------------------------------------------------------------------------
PINNACLE FOODS INC. Agenda Number: 934878995
--------------------------------------------------------------------------------------------------------------------------
Security: 72348P104 Meeting Type: Special
Ticker: PF Meeting Date: 23-Oct-2018
ISIN: US72348P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adopt the Agreement and Plan of Merger, dated as of Mgmt For For
June 26, 2018, as it may be amended from time to time
(the "merger agreement"), by and among Pinnacle Foods
Inc., a Delaware corporation, Conagra Brands Inc., a
Delaware corporation, and Patriot Merger Sub Inc., a
Delaware corporation.
2. Approve, on a non-binding, advisory basis, the Mgmt For For
compensation that may be paid or may become payable to
Pinnacle Foods Inc.'s named executive officers in
connection with, or following, the closing of the
merger contemplated by the merger agreement.
3. Approve adjournments of the Special Meeting, if Mgmt For For
necessary or appropriate, to solicit additional
proxies in favor of the proposal to adopt the merger
agreement at the time of the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
RITE AID CORPORATION Agenda Number: 934853195
--------------------------------------------------------------------------------------------------------------------------
Security: 767754104 Meeting Type: Special
Ticker: RAD Meeting Date: 09-Aug-2018
ISIN: US7677541044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The proposal to adopt the Agreement and Plan of Mgmt Against Against
Merger, dated as of February 18, 2018 (the "Merger
Agreement"), among Albertsons Companies, Inc., Ranch
Acquisition Corp., Ranch Acquisition II LLC and Rite
Aid Corporation ("Rite Aid"), as it may be amended
from time to time.
2. The proposal to approve, by means of a non-binding, Mgmt Against Against
advisory vote, compensation that will or may become
payable to Rite Aid's named executive officers in
connection with the merger contemplated by the Merger
Agreement.
3. The proposal to approve one or more adjournments of Mgmt For For
the Special Meeting to a later date or dates, if
necessary or appropriate, to solicit additional
proxies if there are insufficient votes to adopt the
Merger Agreement at the time of the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
RITE AID CORPORATION Agenda Number: 934883718
--------------------------------------------------------------------------------------------------------------------------
Security: 767754104 Meeting Type: Annual
Ticker: RAD Meeting Date: 30-Oct-2018
ISIN: US7677541044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Joseph B. Anderson, Jr. Mgmt For For
1b. Election of Director: Bruce G. Bodaken Mgmt For For
1c. Election of Director: Robert E. Knowling, Jr. Mgmt For For
1d. Election of Director: Kevin E. Lofton Mgmt For For
1e. Election of Director: Louis P. Miramontes Mgmt For For
1f. Election of Director: Arun Nayar Mgmt For For
1g. Election of Director: Michael N. Regan Mgmt For For
1h. Election of Director: John T. Standley Mgmt For For
1i. Election of Director: Marcy Syms Mgmt For For
2. Ratify the appointment of Deloitte & Touche LLP as our Mgmt For For
independent registered public accounting firm.
3. Approve, on an advisory basis, the compensation of our Mgmt For For
named executive officers as presented in the proxy
statement.
4. Consider a stockholder proposal, if properly presented Shr For Against
at the Annual Meeting, seeking to adopt a policy that
the chairman be an independent director.
5. Consider a stockholder proposal, if properly presented Shr For Against
at the Annual Meeting, seeking a sustainability
report.
6. Consider a stockholder proposal, if properly presented Shr For Against
at the Annual Meeting, seeking a report on governance
measures related to opioids.
--------------------------------------------------------------------------------------------------------------------------
RSP PERMIAN INC Agenda Number: 934846683
--------------------------------------------------------------------------------------------------------------------------
Security: 74978Q105 Meeting Type: Special
Ticker: RSPP Meeting Date: 17-Jul-2018
ISIN: US74978Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, dated March Mgmt For For
27, 2018, among RSP Permian, Inc., Concho Resources
Inc. and Green Merger Sub Inc. (as it may be amended
from time to time, the "Merger Agreement").
2. To approve, by a non-binding advisory vote, certain Mgmt For For
compensation that may be paid or become payable to RSP
Permian, Inc.'s named executive officers that is based
on or otherwise relates to the Merger Agreement.
--------------------------------------------------------------------------------------------------------------------------
SABAN CAPITAL ACQUISITION CORP. Agenda Number: 934873159
--------------------------------------------------------------------------------------------------------------------------
Security: 78516C106 Meeting Type: Special
Ticker: SCAC Meeting Date: 18-Sep-2018
ISIN: KY78516C1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life - Amend the Company's Mgmt For For
amended and restated memorandum and articles of
association to extend date that the Company has to
consummate a business and all closing conditions
contained in such definitive agreement (other than
regulatory conditions, including, without limitation,
those related to antitrust approval and the
effectiveness of any related registration statement,
and conditions that by their nature are to be
satisfied at the closing of such business combination)
have been satisfied or waived by December 31, 2018)
2. Extension of Trust Agreement - Amend the Investment Mgmt For For
Management Trust Agreement, by and between Company and
Continental Stock Transfer & Trust Company, to extend
date on which Continental must liquidate the Trust
Account established in connection with Company's
initial public offering, if Company has executed a
definitive agreement for an initial business
combination and all closing conditions contained in
such definitive agreement and to permit withdrawal of
funds from Trust Account to pay shareholders who
properly exercise their redemption rights.
3. Adjournment - Adjourn the Extraordinary General Mgmt For For
Meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies in the
event that there are insufficient votes for, or
otherwise in connection with, the approval of Proposal
1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SABAN CAPITAL ACQUISITION CORP. Agenda Number: 934873159
--------------------------------------------------------------------------------------------------------------------------
Security: 78516C205 Meeting Type: Special
Ticker: SCACU Meeting Date: 18-Sep-2018
ISIN: KY78516C2051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of Corporate Life - Amend the Company's Mgmt For For
amended and restated memorandum and articles of
association to extend date that the Company has to
consummate a business and all closing conditions
contained in such definitive agreement (other than
regulatory conditions, including, without limitation,
those related to antitrust approval and the
effectiveness of any related registration statement,
and conditions that by their nature are to be
satisfied at the closing of such business combination)
have been satisfied or waived by December 31, 2018)
2. Extension of Trust Agreement - Amend the Investment Mgmt For For
Management Trust Agreement, by and between Company and
Continental Stock Transfer & Trust Company, to extend
date on which Continental must liquidate the Trust
Account established in connection with Company's
initial public offering, if Company has executed a
definitive agreement for an initial business
combination and all closing conditions contained in
such definitive agreement and to permit withdrawal of
funds from Trust Account to pay shareholders who
properly exercise their redemption rights.
3. Adjournment - Adjourn the Extraordinary General Mgmt For For
Meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies in the
event that there are insufficient votes for, or
otherwise in connection with, the approval of Proposal
1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
SABAN CAPITAL ACQUISITION CORP. Agenda Number: 934909877
--------------------------------------------------------------------------------------------------------------------------
Security: 78516C106 Meeting Type: Annual
Ticker: SCAC Meeting Date: 20-Dec-2018
ISIN: KY78516C1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Haim Saban Mgmt For For
1.2 Election of Director: Adam Chesnoff Mgmt For For
2. Ratification of the appointment of KMPG LLP as the Mgmt For For
independent registered accounting firm for the fiscal
year ending December 31, 2018
--------------------------------------------------------------------------------------------------------------------------
SENTINEL ENERGY SERVICES INC Agenda Number: 934912381
--------------------------------------------------------------------------------------------------------------------------
Security: G8062D102 Meeting Type: Special
Ticker: STNL Meeting Date: 28-Dec-2018
ISIN: KYG8062D1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) The Domestication Proposal - to consider and vote upon Mgmt For For
a proposal to approve by special resolution that
pursuant to the power contained in Clause 8 of the
Company's Memorandum of Association and in the manner
required by Article 182 of the Company's Articles of
Association, the Company be registered by way of
continuation under the laws of Delaware, pursuant to
sections 206 and 207 of the Companies Law (as amended)
of the Cayman Islands and section 388 of the Delaware
General Corporation Law (the "domestication").
2) Organizational Documents Proposal A - to approve the Mgmt For For
provision in the Proposed Charter authorizing that
only the board of directors, chairperson of the board
of directors, or the chief executive officer may call
a meeting of stockholders.
3) Organizational Documents Proposal B - to approve the Mgmt For For
provision in the Proposed Charter providing that the
directors of Sentinel Delaware may only be removed for
cause.
4) Organizational Documents Proposal C - to approve the Mgmt For For
provision in the Proposed Charter removing the ability
of shareholders to act by written consent in lieu of a
meeting.
5) Organizational Documents Proposal D - to approve all Mgmt For For
other changes in connection with the replacement of
the current amended and restated memorandum and
articles of association of Sentinel with the Proposed
Organizational Documents of Sentinel Delaware as part
of the domestication, including, among other things,
(i) adopting Delaware as the exclusive forum for
certain stockholder litigation and (ii) granting a
waiver regarding corporate opportunities to Sentinel
Delaware's directors and officers.
6) The Public Accountant Proposal - to consider and vote Mgmt For For
upon a proposal to approve by ordinary resolution to
ratify the appointment of WithumSmith+Brown, PC
("Withum") as the Company's independent registered
public accounting firm for the Company's fiscal year
ending December 31, 2018.
7) The Adjournment Proposal - to consider and vote upon a Mgmt For For
proposal to approve by ordinary resolution the
adjournment of the general meeting to a later date or
dates, if necessary, to permit further solicitation
and vote of proxies if, based upon the tabulated vote
at the time of the general meeting, any of the
preceding proposals would not be duly approved and
adopted by our shareholders.
--------------------------------------------------------------------------------------------------------------------------
TPG PACE ENERGY HOLDINGS CORP Agenda Number: 934854123
--------------------------------------------------------------------------------------------------------------------------
Security: 872656103 Meeting Type: Special
Ticker: TPGE Meeting Date: 17-Jul-2018
ISIN: US8726561033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To consider and Mgmt For For
vote upon a proposal to approve and adopt each of the
agreements and the transactions contemplated thereby
(the "business combination" and such proposal, the
"Business Combination Proposal").
1a. Stockholder Certification. I hereby certify that I am Mgmt For
not acting in concert or as a "group" as defined in
Section 13(d) (3) of the Securities Exchange Act of
1934, as amended, with any other stockholder with
respect to the Shares in connection with the proposed
business combination. (FOR= I AM NOT, AGAINST = I
AM)
2. The Class B Charter Proposal-Proposal to create a new Mgmt For For
class of capital stock designated as Class B Common
Stock, par value $0.0001 per share ("Class B Common
Stock" and such proposal, the "Class B Charter
Proposal"). The Class B Charter Proposal is
conditioned on the approval of the Business
Combination Proposal and the NYSE Proposal. The full
text of our proposed second amended and restated
certificate of incorporation (the "Second A&R
Charter") reflecting the proposed amendments is
attached to the accompanying proxy statement as Annex
D.
3. The Authorized Share Charter Proposal-Proposal to Mgmt For For
increase the number of authorized shares of TPGE's
Class A Common Stock, par value $0.0001 per share
("Class A Common Stock"), from 200,000,000 shares to
1,300,000,000 shares (the "Authorized Share Charter
Proposal"). The Authorized Share Charter Proposal is
conditioned on the approval of the Business
Combination Proposal and the NYSE Proposal. The full
text of our proposed Second A&R Charter reflecting the
proposed amendments is attached to the accompanying
proxy statement as Annex D.
4. The Director Term Charter Proposal-Proposal to change Mgmt For For
the term of office of members of the Company's board
from a two (2) year term to a one (1) year term
("Director Term Charter Proposal"). The Director Term
Charter Proposal is conditioned on the approval of the
Business Combination Proposal, the Class B Charter
Proposal, the Authorized Share Charter Proposal and
the NYSE Proposal. The full text of our proposed
Second A&R Charter reflecting the proposed amendments
is attached to the accompanying proxy statement as
Annex D.
5. The Written Consent Charter Proposal -Proposal to Mgmt For For
provide for the ability of the Company's stockholders
to act by written consent if certain conditions are
met ("Written Consent Charter Proposal"). The Written
Consent Charter Proposal is conditioned on the
approval of the Business Combination Proposal, the
Class B Charter Proposal, the Authorized Share Charter
Proposal and the NYSE Proposal. The full text of our
proposed Second A&R Charter reflecting the proposed
amendments is attached to the accompanying proxy
statement as Annex D.
6. The Exclusive Forum Charter Proposal-Proposal to adopt Mgmt For For
Delaware as the exclusive forum for certain
stockholder litigation ("Exclusive Forum Charter
Proposal"). The Exclusive Forum Charter Proposal is
conditioned on the approval of the Business
Combination Proposal, the Class B Charter Proposal,
the Authorized Share Charter Proposal and the NYSE
Proposal. The full text of our proposed Second A&R
Charter reflecting the proposed amendments is attached
to the accompanying proxy statement as Annex D.
7. The Additional Charter Proposal-To eliminate Mgmt For For
provisions in the amended and restated certificate of
incorporation relating to the Company's initial
business combination that will no longer be applicable
to the Company following the closing of the business
combination, change the post-combination company's
name to "Magnolia Oil & Gas Corporation" and make
certain other changes that the board deems appropriate
for a public operating company ("Additional Charter
Proposal" and, together the "Charter Proposals").
8. To approve (a) issuance Class A and/or Class B Common Mgmt For For
Stock shares, to Karnes County Contributors, (b)
issuance of a number of Class A Common Stock shares
equal to number of Class B Common Stock shares issued
to Karnes County Contributors, (c) issuance and sale
of 35,500,000 Class A Common Stock shares to certain
qualified institutional buyers and accredited
investors, (d) issuance of up to 4,000,000 Class A
Common Stock shares to EnerVest, Ltd. (e) potential
change of control of the Company ("NYSE Proposal").
10. To consider and vote upon a proposal to approve and Mgmt For For
adopt the Magnolia Oil & Gas Corporation Long Term
Incentive Plan (the "LTIP") and material terms
thereunder (the "LTIP Proposal"). The LTIP Proposal is
conditioned on the approval of the Business
Combination Proposal, the Class B Charter Proposal,
the Authorized Share Charter Proposal and the NYSE
Proposal. The form of the LTIP is attached to the
accompanying proxy statement as Annex K.
11. The Adjournment Proposal -To approve the adjournment Mgmt For For
of the special meeting to a later date or dates, if
necessary or appropriate, to permit further
solicitation and vote of proxies in the event that
there are insufficient votes for, or otherwise in
connection with, the approval of the Business
Combination Proposal, the Charter Proposals, the NYSE
Proposal, the Director Election Proposal or the LTIP
Proposal ("Adjournment Proposal" and, together, the
"Proposals").
--------------------------------------------------------------------------------------------------------------------------
TWENTY-FIRST CENTURY FOX, INC. Agenda Number: 934883201
--------------------------------------------------------------------------------------------------------------------------
Security: 90130A200 Meeting Type: Annual
Ticker: FOX Meeting Date: 14-Nov-2018
ISIN: US90130A2006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: K. Rupert Murdoch AC Mgmt For For
1b. Election of Director: Lachlan K. Murdoch Mgmt For For
1c. Election of Director: Delphine Arnault Mgmt For For
1d. Election of Director: James W. Breyer Mgmt For For
1e. Election of Director: Chase Carey Mgmt For For
1f. Election of Director: David F. DeVoe Mgmt For For
1g. Election of Director: Sir Roderick I. Eddington Mgmt For For
1h. Election of Director: James R. Murdoch Mgmt For For
1i. Election of Director: Jacques Nasser AC Mgmt For For
1j. Election of Director: Robert S. Silberman Mgmt For For
1k. Election of Director: Tidjane Thiam Mgmt For For
2. Proposal to ratify the selection of Ernst & Young LLP Mgmt For For
as the Company's independent registered public
accounting firm for the fiscal year ending June 30,
2019.
3. Advisory Vote on Executive Compensation. Mgmt For For
4. Stockholder Proposal regarding Elimination of the Shr For Against
Company's Dual Class Capital Structure.
--------------------------------------------------------------------------------------------------------------------------
USG CORPORATION Agenda Number: 934871713
--------------------------------------------------------------------------------------------------------------------------
Security: 903293405 Meeting Type: Special
Ticker: USG Meeting Date: 26-Sep-2018
ISIN: US9032934054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adopt the Agreement and Plan of Merger, dated June 10, Mgmt For For
2018 ("merger agreement"), among USG Corporation
("Company"), Gebr. Knauf KG ("Knauf") and World Cup
Acquisition Corporation, a wholly-owned subsidiary of
Knauf ("Merger Sub"), pursuant to which Merger Sub
will merge into Company ("merger") with Company
continuing as a wholly-owned subsidiary of Knauf.
2. To approve, on a non-binding, advisory basis, the Mgmt For For
compensation payments that will or may be paid or
become payable to the Company's named executive
officers and that are based on or otherwise relate to
the merger and the agreements and understandings
pursuant to which such compensation will or may be
paid or become payable.
3. To approve the adjournment of the special meeting, if Mgmt For For
necessary or appropriate, including to solicit
additional proxies if there are insufficient votes at
the time of the special meeting to approve the
proposal to adopt the merger agreement or in the
absence of a quorum.
--------------------------------------------------------------------------------------------------------------------------
WEB.COM GROUP, INC. Agenda Number: 934875672
--------------------------------------------------------------------------------------------------------------------------
Security: 94733A104 Meeting Type: Special
Ticker: WEB Meeting Date: 10-Oct-2018
ISIN: US94733A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To vote for the adoption of the Amended and Restated Mgmt For For
Agreement and Plan of Merger, dated as of August 5,
2018, by and among Parker Private Holdings II, LLC
(Parent), Parker Private Merger Sub, Inc. and Web.com
Group, Inc., and approve the transactions contemplated
thereby, including the merger of Parker Private Merger
Sub, Inc., with Web.com Group, Inc. (the "Merger"),
with Web.com Group, Inc. continuing as the surviving
corporation and wholly-owned subsidiary of Parent (the
"Merger Proposal").
2. Approve, on an advisory basis, compensation that may Mgmt For For
be paid or become payable to Web.com's named executive
officers, in connection with the Merger.
3. Approve the adjournment or postponement of the Special Mgmt For For
Meeting, if necessary or appropriate, including to
solicit additional proxies if there are insufficient
votes to approve the Merger Proposal.
TFGT Emerging Markets Small Cap Fund
--------------------------------------------------------------------------------------------------------------------------
AFRICAN RAINBOW MINERALS LIMITED Agenda Number: 710166643
--------------------------------------------------------------------------------------------------------------------------
Security: S01680107 Meeting Type: AGM
Ticker: Meeting Date: 07-Dec-2018
ISIN: ZAE000054045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
120069 DUE TO SPLITTING OF RESOLUTIONS S.1. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU
1.O.1 RE-ELECTION OF DR M M M BAKANE-TUOANE Mgmt Against Against
2.O.2 RE-ELECTION OF MR A D BOTHA Mgmt For For
3.O.3 RE-ELECTION OF MR T A BOARDMAN Mgmt For For
4.O.4 RE-ELECTION OF MR W M GULE Mgmt Against Against
5.O.5 RE-ELECTION OF MR A K MADITSI Mgmt Against Against
6.O.6 ELECTION OF MS A M MUKHUBA Mgmt Against Against
7.O.7 RESOLVED THAT THE RE-APPOINTMENT OF ERNST & YOUNG INC. Mgmt For For
AS THE EXTERNAL AUDITOR OF THE COMPANY BE AND IS
HEREBY APPROVED AND THAT MR L I N TOMLINSON BE AND IS
HEREBY RE-APPOINTED AS THE DESIGNATED AUDITOR FOR THE
FINANCIAL YEAR ENDING 30 JUNE 2019, TO REMAIN IN
OFFICE UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL
MEETING
8.O81 TO ELECT THE FOLLOWING INDEPENDENT NON-EXECUTIVE Mgmt For For
DIRECTOR AS MEMBER OF THE AUDIT AND RISK COMMITTEE
(SUBJECT TO THEIR RE-ELECTION AS A DIRECTOR, IF
APPLICABLE): MR T A BOARDMAN
8.O82 TO ELECT THE FOLLOWING INDEPENDENT NON-EXECUTIVE Mgmt Against Against
DIRECTOR AS MEMBER OF THE AUDIT AND RISK COMMITTEE
(SUBJECT TO THEIR RE-ELECTION AS A DIRECTOR, IF
APPLICABLE): DR M M M BAKANE-TUOANE
8.O83 TO ELECT THE FOLLOWING INDEPENDENT NON-EXECUTIVE Mgmt For For
DIRECTOR AS MEMBER OF THE AUDIT AND RISK COMMITTEE
(SUBJECT TO THEIR RE-ELECTION AS A DIRECTOR, IF
APPLICABLE): MR A D BOTHA
8.O84 TO ELECT THE FOLLOWING INDEPENDENT NON-EXECUTIVE Mgmt Against Against
DIRECTOR AS MEMBER OF THE AUDIT AND RISK COMMITTEE
(SUBJECT TO THEIR RE-ELECTION AS A DIRECTOR, IF
APPLICABLE): MR A K MADITSI
8.O85 TO ELECT THE FOLLOWING INDEPENDENT NON-EXECUTIVE Mgmt For For
DIRECTOR AS MEMBER OF THE AUDIT AND RISK COMMITTEE
(SUBJECT TO THEIR RE-ELECTION AS A DIRECTOR, IF
APPLICABLE): MR J P MOLLER
8.O86 TO ELECT THE FOLLOWING INDEPENDENT NON-EXECUTIVE Mgmt Against Against
DIRECTOR AS MEMBER OF THE AUDIT AND RISK COMMITTEE
(SUBJECT TO THEIR RE-ELECTION AS A DIRECTOR, IF
APPLICABLE): DR R V SIMELANE
9.O.9 ADOPTION OF 2018 CONDITIONAL SHARE PLAN Mgmt For For
NB.10 NON-BINDING ADVISORY VOTE THE COMPANY'S REMUNERATION Mgmt For For
POLICY
NB.11 NON-BINDING ADVISORY VOTE THE COMPANY'S REMUNERATION Mgmt For For
IMPLEMENTATION REPORT
12O12 PLACING CONTROL OF THE AUTHORISED BUT UNISSUED COMPANY Mgmt For For
SHARES IN THE HANDS OF THE BOARD
13O13 GENERAL AUTHORITY TO ALLOT AND ISSUE SHARES FOR CASH Mgmt For For
141S1 TO INDIVIDUALLY AUTHORISE THE COMPANY TO PAY THE Mgmt For For
FOLLOWING REMUNERATION TO NON-EXECUTIVE DIRECTORS WITH
EFFECT FROM 1 JULY 2018: THE ANNUAL RETAINER FEES AS
OUTLINED ON PAGE 139 OF THE NOTICE OF ANNUAL GENERAL
MEETING
142S1 TO INDIVIDUALLY AUTHORISE THE COMPANY TO PAY THE Mgmt For For
FOLLOWING REMUNERATION TO NON-EXECUTIVE DIRECTORS WITH
EFFECT FROM 1 JULY 2018: THE FEES FOR ATTENDING BOARD
MEETINGS AS OUTLINED ON PAGE 139 OF THE NOTICE OF
ANNUAL GENERAL MEETING
15S.2 COMMITTEE MEETING ATTENDANCE FEES WITH EFFECT FROM 1 Mgmt For For
JULY 2018 AS OUTLINED ON PAGE 140 OF THE NOTICE OF
ANNUAL GENERAL MEETING
16S.3 FINANCIAL ASSISTANCE FOR SUBSCRIPTION FOR SECURITIES Mgmt For For
17S.4 FINANCIAL ASSISTANCE FOR RELATED OR INTER-RELATED Mgmt For For
COMPANIES
18S.5 ISSUE OF SHARES IN CONNECTION WITH THE 2018 Mgmt For For
CONDITIONAL SHARE PLAN
19S.6 GENERAL AUTHORITY TO REPURCHASE SHARES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
ALSEA, S.A.B. DE C.V. Agenda Number: 710293919
--------------------------------------------------------------------------------------------------------------------------
Security: P0212A104 Meeting Type: OGM
Ticker: Meeting Date: 17-Dec-2018
ISIN: MXP001391012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
I PROPOSAL, DISCUSSION AND, WHERE APPROPRIATE, APPROVAL Mgmt For For
IN ACCORDANCE WITH ARTICLE 47 OF THE LEY DEL MERCADO
DE VALORES, ON THE OPERATION AND OTHER RELATED ACTS,
WHICH WILL CONSTITUTE THE ACQUISITION OF SIGLA, S.A.
(SOCIEDAD ANONIMA CONSTITUTED UNDER THE LAWS OF THE
KINGDOM OF SPAIN) BY PART OF ALSEA, S.A.B. DE C.V.
THROUGH ITS SUBSIDIARY FOOD SERVICE PROJECT, S.L., AS
DESCRIBED IN THE DECLARATION OF INFORMATION BY
CORPORATE RESTRUCTURE THAT WILL BE MADE OF THE
KNOWLEDGE OF THE INVESTOR PUBLIC IN TERMS OF ARTICLE
104, FRACTION IV, OF THE LEY DEL MERCADO DE VALORES,
IN CONCORDANCE WITH ARTICLE 35 FRACTION I OF THE
DISPOSICIONES DE CARACTER GENERAL APLICABLES A LAS
EMISORAS DE VALORES AND OTHER PARTICIPANTS OF THE
SECURITIES MARKET
II GRANTING POWERS Mgmt For For
III DESIGNATION OF DELEGATES THAT FORMALIZE THE Mgmt For For
RESOLUTIONS TO BE ADOPTED
--------------------------------------------------------------------------------------------------------------------------
AVI LTD Agenda Number: 709995762
--------------------------------------------------------------------------------------------------------------------------
Security: S0808A101 Meeting Type: AGM
Ticker: Meeting Date: 01-Nov-2018
ISIN: ZAE000049433
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1 ADOPTION OF THE FINANCIAL STATEMENTS FOR THE YEAR Mgmt For For
ENDED 30 JUNE 2018
O.2 APPOINTMENT OF ERNST YOUNG INC. AS THE EXTERNAL Mgmt For For
AUDITORS OF THE COMPANY
O.3 RE-ELECTION OF MR A NUHN AS A DIRECTOR Mgmt For For
O.4 RE-ELECTION OF MR MJ BOSMAN AS A DIRECTOR Mgmt For For
O.5 RE-ELECTION OF MR A THEBYANE AS A DIRECTOR Mgmt For For
O.6 APPOINTMENT OF MR MJ BOSMAN AS A MEMBER AND CHAIRMAN Mgmt For For
OF THE AUDIT AND RISK COMMITTEE
O.7 APPOINTMENT OF MRS. NP DONGWANA AS A MEMBER OF THE Mgmt For For
AUDIT AND RISK COMMITTEE
O.8 APPOINTMENT OF MR JR HERSOV AS A MEMBER OF THE AUDIT Mgmt For For
AND RISK COMMITTEE
S.9 INCREASE IN FEES PAYABLE TO NON-EXECUTIVE DIRECTORS, Mgmt For For
EXCLUDING THE CHAIRMAN OF THE BOARD AND THE FOREIGN
NON-EXECUTIVE DIRECTOR: ADRIAAN NUHN
S.10 INCREASE IN FEES PAYABLE TO THE CHAIRMAN OF THE BOARD Mgmt For For
S.11 INCREASE IN FEES PAYABLE TO THE FOREIGN NON-EXECUTIVE Mgmt For For
DIRECTOR: ADRIAAN NUHN
S.12 INCREASE IN FEES PAYABLE TO MEMBERS OF THE Mgmt For For
REMUNERATION, NOMINATION AND APPOINTMENTS COMMITTEE
S.13 INCREASE IN FEES PAYABLE TO MEMBERS OF THE AUDIT AND Mgmt For For
RISK COMMITTEE
S.14 INCREASE IN FEES PAYABLE TO MEMBERS OF THE SOCIAL AND Mgmt For For
ETHICS COMMITTEE
S.15 INCREASE IN FEES PAYABLE TO CHAIRMAN OF THE Mgmt For For
REMUNERATION, NOMINATION AND APPOINTMENTS COMMITTEE
S.16 INCREASE IN FEES PAYABLE TO CHAIRMAN OF THE AUDIT AND Mgmt For For
RISK COMMITTEE
S.17 INCREASE IN FEES PAYABLE TO CHAIRMAN OF THE SOCIAL AND Mgmt For For
ETHICS COMMITTEE
S.18 GENERAL AUTHORITY TO BUY BACK SHARES Mgmt For For
S.19 FINANCIAL ASSISTANCE TO GROUP ENTITIES Mgmt For For
NB.20 TO ENDORSE THE REMUNERATION POLICY (NON-BINDING Mgmt For For
ADVISORY VOTE)
NB.21 TO ENDORSE THE IMPLEMENTATION REPORT (NON-BINDING Mgmt For For
ADVISORY VOTE)
CMMT 05 OCT 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO CHANGE IN NUMBERING OF ALL THE RESOLUTIONS AND
MODIFICATION OF TEXT IN RESOLUTION S.11, S.9 AND
DELETION OF COMMENT. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
CMMT 05 OCT 2018: DELETION OF COMMENT Non-Voting
--------------------------------------------------------------------------------------------------------------------------
BAJAJ ELECTRICALS LIMITED Agenda Number: 709766173
--------------------------------------------------------------------------------------------------------------------------
Security: Y05477164 Meeting Type: AGM
Ticker: Meeting Date: 09-Aug-2018
ISIN: INE193E01025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 ADOPTION OF THE AUDITED STANDALONE AND CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED
MARCH 31, 2018 AND THE REPORTS OF THE BOARD OF
DIRECTORS AND AUDITORS THEREON
2 DECLARATION OF DIVIDEND FOR THE YEAR ENDED MARCH 31, Mgmt For For
2018: DIVIDEND OF 175% (INR 3.50) ON 102037501 EQUITY
SHARES OF INR 2 EACH FOR FY 2017-18. THE AMOUNT OF
DIVIDEND AND TAX THEREON AGGREGATES TO INR 43.05 CRORE
(PREVIOUS YEAR INR 34.18 CRORE)
3 RE-APPOINTMENT OF SHRI ANANT BAJAJ, WHO RETIRES BY Mgmt For For
ROTATION
4 RATIFICATION OF THE APPOINTMENT OF MESSRS S R B C & Mgmt For For
CO. LLP, AS THE STATUTORY AUDITORS AND FIXING THEIR
REMUNERATION
5 RATIFICATION OF REMUNERATION PAYABLE TO COST AUDITORS Mgmt For For
6 APPROVAL FOR ISSUE OF REDEEMABLE NON-CONVERTIBLE Mgmt For For
DEBENTURES/COMMERCIAL PAPER ON PRIVATE PLACEMENT BASIS
7 PROMOTION AND RE-DESIGNATION OF SHRI ANANT BAJAJ AS Mgmt For For
THE MANAGING DIRECTOR OF THE COMPANY
8 MAINTENANCE OF STATUTORY REGISTERS AT A PLACE OTHER Mgmt For For
THAN THE REGISTERED OFFICE OF THE COMPANY
9 ADOPTION OF NEW ARTICLES OF ASSOCIATION OF THE COMPANY Mgmt Against Against
IN CONFORMITY WITH THE COMPANIES ACT, 2013: SECTION 14
--------------------------------------------------------------------------------------------------------------------------
CHOLAMANDALAM INVESTMENT AND FINANCE COMPANY LIMIT Agenda Number: 709707004
--------------------------------------------------------------------------------------------------------------------------
Security: Y1581A113 Meeting Type: AGM
Ticker: Meeting Date: 26-Jul-2018
ISIN: INE121A01016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF FINANCIAL STATEMENTS TOGETHER WITH THE Mgmt For For
BOARD'S REPORT AND AUDITOR'S REPORT THEREON FOR THE
FINANCIAL YEAR ENDED 31 MARCH, 2018
2 RESOLVED THAT THE INTERIM DIVIDEND OF 45% APPROVED BY Mgmt For For
THE BOARD OF DIRECTORS ON 30 JANUARY, 2018 ON THE
OUTSTANDING EQUITY SHARES OF INR 10/- EACH OF THE
COMPANY FOR THE YEAR ENDED 31 MARCH, 2018 AND PAID TO
THOSE EQUITY SHAREHOLDERS WHOSE NAME APPEARED IN THE
REGISTER OF MEMBERS AS ON 12 FEBRUARY, 2018 BEING THE
RECORD DATE FIXED FOR THIS PURPOSE BE AND IS HEREBY
CONFIRMED. RESOLVED FURTHER THAT A FINAL DIVIDEND OF
20% AS RECOMMENDED BY THE BOARD OF DIRECTORS BE AND IS
HEREBY DECLARED ON THE OUTSTANDING EQUITY SHARES OF
INR 10/- EACH OF THE COMPANY FOR THE YEAR ENDED 31
MARCH, 2018 AND BE PAID TO THOSE MEMBERS, IN CASE OF
SHARES HELD IN PHYSICAL FORM, WHOSE NAMES APPEAR IN
THE REGISTER OF MEMBERS AS ON 26 JULY, 2018 AND IN
CASE OF BENEFICIAL HOLDERS WHOSE SHARES ARE HELD IN
DEMATERIALISED FORM AS ON 26 JULY, 2018, AS PER THE
DETAILS FURNISHED BY THE DEPOSITORIES FOR THIS PURPOSE
3 RE-APPOINTMENT OF MR. N. SRINIVASAN, DIRECTOR RETIRING Mgmt For For
BY ROTATION
4 RATIFICATION OF APPOINTMENT OF M/S. S.R.BATLIBOI & Mgmt For For
ASSOCIATES LLP, CHARTERED ACCOUNTANTS AS STATUTORY
AUDITORS AND FIXING THEIR REMUNERATION
5 APPOINTMENT OF MR. ASHOK KUMAR BARAT AS AN INDEPENDENT Mgmt For For
DIRECTOR OF THE COMPANY
6 APPOINTMENT OF MR. M.M.MURUGAPPAN AS A DIRECTOR LIABLE Mgmt Against Against
TO RETIRE BY ROTATION
7 SPECIAL RESOLUTION FOR APPROVAL OF BORROWING POWERS OF Mgmt For For
THE COMPANY
8 SPECIAL RESOLUTION FOR ISSUE OF SECURITIES ON A Mgmt Against Against
PRIVATE PLACEMENT BASIS UNDER SECTION 42 OF THE
COMPANIES ACT, 2013
--------------------------------------------------------------------------------------------------------------------------
DINO POLSKA S.A. Agenda Number: 710152644
--------------------------------------------------------------------------------------------------------------------------
Security: X188AF102 Meeting Type: EGM
Ticker: Meeting Date: 28-Nov-2018
ISIN: PLDINPL00011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 OPEN THE SHAREHOLDER MEETING Non-Voting
2 ELECT THE CHAIRPERSON OF THE SHAREHOLDER MEETING Mgmt For For
3 ASSERT THAT THE SHAREHOLDER MEETING HAS BEEN CONVENED Mgmt For For
CORRECTLY AND IS CAPABLE OF ADOPTING RESOLUTIONS
4 ADOPT A RESOLUTION TO MERGE DINO POLSKA S.A. WITH ITS Mgmt For For
SUBSIDIARY POL-FOOD POLSKA SP. Z O.O. (WHERE DINO
POLSKA S.A. IS THE ACQUIRING COMPANY)
5 CLOSE THE SHAREHOLDER MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
GUANGZHOU R&F PROPERTIES CO., LTD. Agenda Number: 710170072
--------------------------------------------------------------------------------------------------------------------------
Security: Y2933F115 Meeting Type: EGM
Ticker: Meeting Date: 21-Dec-2018
ISIN: CNE100000569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 05 DEC 2018: PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/
1105/LTN20181105019.PDF;
1.A RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: ISSUER
1.B RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: CLASS OF SHARES TO BE ISSUED
1.C RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: NOMINAL VALUE PER SHARE
1.D RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: TIME OF ISSUANCE
1.E RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: METHOD OF ISSUANCE
1.F RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: TARGET INVESTORS
1.G RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: PRICING MECHANISM
1.H RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: METHOD OF SUBSCRIPTION
1.I RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: SIZE OF ISSUANCE
1.J RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: ACCUMULATED PROFITS
1.K RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: USE OF PROCEEDS
1.L RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: RANKING OF THE NEW H SHARES
1.M RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: PLACE OF LISTING
1.N RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: VALIDITY PERIOD OF THE
RESOLUTIONS
2 RESOLUTION OF AUTHORIZING THE BOARD OR ITS AUTHORIZED Mgmt Against Against
PERSON(S) TO HANDLE AT ITS SOLE DISCRETION ALL
RELEVANT MATTERS IN RELATION TO THE ISSUANCE OF NEW H
SHARES
3 RESOLUTION IN RELATION TO CONSEQUENTIAL AMENDMENTS TO Mgmt Against Against
THE ARTICLES OF ASSOCIATION ACCORDING TO THE ISSUANCE
OF NEW H SHARES
CMMT 05 DEC 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF URL LINK IN COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GUANGZHOU R&F PROPERTIES CO., LTD. Agenda Number: 710170084
--------------------------------------------------------------------------------------------------------------------------
Security: Y2933F115 Meeting Type: CLS
Ticker: Meeting Date: 21-Dec-2018
ISIN: CNE100000569
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 05 DEC 2018: PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/
1105/LTN20181105029.PDF;
1.A RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: ISSUER
1.B RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: CLASS OF SHARES TO BE ISSUED
1.C RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: NOMINAL VALUE PER SHARE
1.D RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: TIME OF ISSUANCE
1.E RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: METHOD OF ISSUANCE
1.F RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: TARGET INVESTORS
1.G RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: PRICING MECHANISM
1.H RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: METHOD OF SUBSCRIPTION
1.I RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: SIZE OF ISSUANCE
1.J RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: ACCUMULATED PROFITS
1.K RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: USE OF PROCEEDS
1.L RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: RANKING OF THE NEW H SHARES
1.M RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: PLACE OF LISTING
1.N RESOLUTION IN RELATION TO ISSUANCE OF NEW H SHARES Mgmt Against Against
UNDER SPECIFIC MANDATE: VALIDITY PERIOD OF THE
RESOLUTIONS
2 RESOLUTION OF AUTHORIZING THE BOARD OR ITS AUTHORIZED Mgmt Against Against
PERSON(S) TO HANDLE AT ITS SOLE DISCRETION ALL
RELEVANT MATTERS IN RELATION TO THE ISSUANCE OF NEW H
SHARES
CMMT 05 DEC 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF URL LINK IN COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
INDRAPRASTHA GAS LIMITED Agenda Number: 709906119
--------------------------------------------------------------------------------------------------------------------------
Security: Y39881126 Meeting Type: AGM
Ticker: Meeting Date: 26-Sep-2018
ISIN: INE203G01027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT THE (A) THE AUDITED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED MARCH 31, 2018 (B) THE AUDITED CONSOLIDATED
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR ENDED
MARCH 31, 2018; AND THE REPORTS OF THE BOARD OF
DIRECTORS AND THE STATUTORY AUDITOR AND THE COMMENTS
OF COMPTROLLER & AUDITOR GENERAL OF INDIA THEREON
2 TO DECLARE A DIVIDEND ON EQUITY SHARES FOR THE Mgmt For For
FINANCIAL YEAR ENDED MARCH 31, 2018
3 APPOINTMENT OF A DIRECTOR IN PLACE OF SHRI RAMESH Mgmt Against Against
SRINIVASAN, WHO RETIRES BY ROTATION AND BEING
ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT
4 APPROVAL OF REMUNERATION PAYABLE TO STATUTORY AUDITORS Mgmt For For
OF THE COMPANY: M/S WALKER CHANDIOK & CO LLP
5 APPOINTMENT OF SHRI S. BAIRAGI AS A DIRECTOR OF THE Mgmt Against Against
COMPANY
6 APPOINTMENT OF SHRI RAJIV SIKKA AS A DIRECTOR OF THE Mgmt Against Against
COMPANY, NOT LIABLE TO RETIRE BY ROTATION
7 APPOINTMENT OF SHRI RAJIV SIKKA AS DIRECTOR Mgmt Against Against
(COMMERCIAL) AND APPROVAL OF HIS REMUNERATION
8 RE-APPOINTMENT OF SHRI RAGHU NAYYAR AS AN INDEPENDENT Mgmt For For
DIRECTOR OF THE COMPANY
9 RE-APPOINTMENT OF DR. SUDHA SHARMA AS AN INDEPENDENT Mgmt Against Against
DIRECTOR OF THE COMPANY
10 RATIFICATION OF THE REMUNERATION PAYABLE TO COST Mgmt For For
AUDITORS OF THE COMPANY FOR THE FINANCIAL YEAR ENDING
31ST MARCH, 2018
11 APPROVAL OF MATERIAL RELATED PARTY TRANSACTIONS UNDER Mgmt For For
A CONTRACT ENTERED WITH GAIL (INDIA) LIMITED
--------------------------------------------------------------------------------------------------------------------------
IRB-BRASIL RESSEGUROS S.A. Agenda Number: 709869222
--------------------------------------------------------------------------------------------------------------------------
Security: P5876C106 Meeting Type: EGM
Ticker: Meeting Date: 19-Sep-2018
ISIN: BRIRBRACNOR4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND 'AGAINST' IN THE Non-Voting
SAME AGENDA ITEM ARE NOT ALLOWED. ONLY VOTES IN FAVOR
AND/OR ABSTAIN OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
1 TO APPROVE THE AGGREGATE COMPENSATION OF A Mgmt For For
SUPPLEMENTARY NATURE OF THE MANAGERS, FOR THE PERIOD
FROM MAY 2018 TO MAY 2021, WITH THE SOLE AND EXCLUSIVE
PURPOSE OF COVERING THE PROGRAM FOR OVERCOMING OF THE
BYLAWS EXECUTIVES OF THE COMPANY, WHICH WAS APPROVED
BY THE BOARD OF DIRECTORS ON JUNE 29, 2018. THE
AGGREGATE COMPENSATION OF A SUPPLEMENTARY NATURE THAT
IS PROPOSED IS IN ADDITION TO THE AGGREGATE
COMPENSATION OF THE MANAGERS THAT WAS APPROVED AT THE
ANNUAL GENERAL MEETING OF SHAREHOLDERS THAT WAS HELD
ON MARCH 14, 2018, WHICH HAD AS ITS PURPOSE TO COVER
THE COMPENSATION OF THE EXECUTIVES DURING THE CYCLE
FROM APRIL 2018 TO MARCH 2019, AND WILL ALSO BE
SUPPLEMENTARY TO THOSE THAT ARE APPROVED DURING THE
CYCLES FROM APRIL 2019 TO MARCH 2020 AND FROM APRIL
2020 TO MARCH 2021
--------------------------------------------------------------------------------------------------------------------------
JUBILANT FOODWORKS LIMITED Agenda Number: 709905547
--------------------------------------------------------------------------------------------------------------------------
Security: Y4493W108 Meeting Type: AGM
Ticker: Meeting Date: 27-Sep-2018
ISIN: INE797F01012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 ADOPTION OF FINANCIAL STATEMENTS (STANDALONE AND Mgmt For For
CONSOLIDATED) OF THE COMPANY AND REPORTS THEREON FOR
THE FINANCIAL YEAR ENDED MARCH 31, 2018
2 DECLARATION OF DIVIDEND ON EQUITY SHARES: DIVIDEND OF Mgmt For For
INR 5/- (I.E. 50%) PER EQUITY SHARE OF INR 10/- EACH
FOR FY 2018
3 RE-APPOINTMENT OF MR. HARI S. BHARTIA (DIN 00010499), Mgmt For For
WHO RETIRES BY ROTATION
4 RATIFY APPOINTMENT OF M/S. DELOITTE HASKINS & SELLS Mgmt For For
LLP, CHARTERED ACCOUNTANTS (ICAI REGISTRATION NO.
117366W/W-100018) AS STATUTORY AUDITORS AND FIXING
THEIR REMUNERATION
5 APPOINTMENT OF MR. ASHWANI WINDLASS (DIN 00042686) AS Mgmt For For
AN INDEPENDENT DIRECTOR
6 APPOINTMENT OF MR. ABHAY PRABHAKAR HAVALDAR (DIN Mgmt For For
00118280) AS AN INDEPENDENT DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
JUBILANT LIFE SCIENCES LIMITED Agenda Number: 709727145
--------------------------------------------------------------------------------------------------------------------------
Security: Y44787110 Meeting Type: OTH
Ticker: Meeting Date: 06-Aug-2018
ISIN: INE700A01033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 09 JUL 2018: PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT BEING HELD FOR
THIS COMPANY. THEREFORE, MEETING ATTENDANCE REQUESTS
ARE NOT VALID FOR THIS MEETING. IF YOU WISH TO VOTE,
YOU MUST RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. PLEASE ALSO NOTE THAT ABSTAIN IS NOT A
VALID VOTE OPTION AT POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL FOR JLL EMPLOYEES STOCK OPTION PLAN 2018 FOR Mgmt Against Against
EMPLOYEES OF THE COMPANY
2 APPROVAL OF JLL EMPLOYEES STOCK OPTION PLAN 2018 FOR Mgmt Against Against
EMPLOYEES OF THE HOLDING/ SUBSIDIARY COMPANIES OF THE
COMPANY
3 IMPLEMENTATION OF JLL EMPLOYEES STOCK OPTION PLAN 2018 Mgmt Against Against
THROUGH THE TRUST
4 AUTHORIZATION TO THE TRUST FOR SECONDARY ACQUISITION Mgmt Against Against
5 APPROVAL FOR PROVISION OF MONEY BY THE COMPANY TO THE Mgmt Against Against
TRUST
6 APPROVAL FOR ISSUE OF NON-CONVERTIBLE DEBENTURES Mgmt For For
CMMT 09 JUL 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF TEXT IN COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
JUBILANT LIFE SCIENCES LIMITED Agenda Number: 709905523
--------------------------------------------------------------------------------------------------------------------------
Security: Y44787110 Meeting Type: AGM
Ticker: Meeting Date: 26-Sep-2018
ISIN: INE700A01033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO CONSIDER AND ADOPT THE AUDITED FINANCIAL STATEMENTS Mgmt For For
(INCLUDING AUDITED CONSOLIDATED FINANCIAL STATEMENTS)
OF THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31,
2018 AND THE REPORTS OF THE BOARD OF DIRECTORS AND
AUDITORS THEREON
2 DECLARATION OF DIVDEND FOR THE YEAR ENDED MARCH 31, Mgmt For For
2018: INR 3 PER EQUITY SHARE OF INR 1 EACH
3 RE-APPOINTMENT OF MR. SHYAM S BHARTIA (DIN:00010484) Mgmt For For
WHO RETIRES BY ROTATION
4 RE-APPOINTMENT OF M/S B S R & CO. LLP, CHARTERED Mgmt For For
ACCOUNTANTS AS THE AUDITORS OF THE COMPANY
5 RE-APPOINTMENT OF MR. S SRIDHAR (DIN:00004272) AS AN Mgmt For For
INDEPENDENT DIRECTOR
6 RE-APPOINTMENT OF MS. SUDHA PILLAI (DIN:02263950) AS Mgmt For For
AN INDEPENDENT DIRECTOR
7 RE-APPOINTMENT OF DR. ASHOK MISRA (DIN:00006051) AS AN Mgmt For For
INDEPENDENT DIRECTOR
8 APPOINTMENT OF MR. RAJESH KUMAR SRIVASTAVA Mgmt For For
(DIN:02215055) AS A DIRECTOR LIABLE TO RETIRE BY
ROTATION
9 APPOINTMENT OF MR. RAJESH KUMAR SRIVASTAVA (DIN: Mgmt For For
02215055) AS A WHOLE-TIME DIRECTOR
10 APPROVAL OF REMUNERATION OF COST AUDITORS - M/S J.K Mgmt For For
KABRA & CO., COST ACCOUNTANTS FOR THE FINANCIAL YEAR
ENDING MARCH 31, 2019
--------------------------------------------------------------------------------------------------------------------------
JUMBO S.A. Agenda Number: 710051626
--------------------------------------------------------------------------------------------------------------------------
Security: X4114P111 Meeting Type: OGM
Ticker: Meeting Date: 07-Nov-2018
ISIN: GRS282183003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT 18 OCT 2018: PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting
NOT REACH QUORUM, THERE WILL BE AN A REPETITIVE
MEETING ON 19 NOV 2018 (AND B REPETITIVE MEETING ON 30
NOV 2018). ALSO, YOUR VOTING INSTRUCTIONS WILL NOT BE
CARRIED OVER TO THE SECOND CALL. ALL VOTES RECEIVED ON
THIS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THE REPETITIVE MEETING. THANK YOU
1. APPROVAL OF THE SEPARATE AND CONSOLIDATED ANNUAL Mgmt For For
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR FROM
01.07.2017 TO 30.06.2018, WHICH WERE PREPARED IN
ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING
STANDARDS, ALONG WITH THE RELEVANT BOARD OF DIRECTORS'
AND EXPLANATORY REPORT THAT INCLUDES THE INFORMATION
UNDER PARAGRAPHS 2(C), 6, 7 AND 8 OF ARTICLE OF 4, LAW
3556/2007, ARTICLE 43A PARAGRAPH 3, ARTICLE 107
PARAGRAPH 3 AND ARTICLE 136 PAR.2 OF LAW 2190/1920 AND
THE DECISION OF THE HELLENIC CAPITAL MARKET COMMISSION
7/448/11.10.2007 ARTICLE 2, THE CONSOLIDATED AND THE
SEPARATE FINANCIAL STATEMENTS AS AT 30.06.2018, THE
NOTES TO THE FINANCIAL STATEMENTS FOR THE RELEVANT
FISCAL YEAR AS PRESCRIBED BY THE INTERNATIONAL
FINANCIAL REPORTING STANDARDS AS WELL AS THE RELEVANT
INDEPENDENT AUDITOR'S REPORT. FINALLY, THE CORPORATE
GOVERNANCE STATEMENT ACCORDING TO LAW 3873/2010 AND
THE NON-FINANCIAL INFORMATION UNDER THE L.4403 /
07.07.2016 ARE ALSO INCLUDED
2.A. DECISION ON THE : APPROVAL OF THE DISTRIBUTION OF THE Mgmt For For
PROFITS FOR THE FISCAL YEAR 01.07.2017 TO 30.06.2018
OF THE COMPANY AND THE DISTRIBUTION OF DIVIDEND FROM
THE EARNINGS OF THE FISCAL YEAR FROM 1.7.2017 TO
30.06.2018
2.B. DECISION ON THE : PAYMENT OF FEES TO CERTAIN MEMBERS Mgmt For For
OF THE BOARD OF DIRECTORS FROM THE PROFITS OF THE
AFOREMENTIONED ACCOUNTING PERIOD IN THE MEANING OF
ARTICLE 24 OF C.L. 2190/1920
3. DISCHARGE THE MEMBERS OF THE BOARD OF DIRECTORS AND OF Mgmt For For
THE COMPANY'S CHARTERED ACCOUNTANTS FROM ALL LIABILITY
FOR COMPENSATION FOR THE MANAGEMENT OF THE FISCAL YEAR
OF 1.7.2017 - 30.6.2018, IN ACCORDANCE TO THE ARTICLE
35 OF THE L. 2190/1920
4. ELECTION OF AUDIT FIRM FOR AUDITING THE FINANCIAL Mgmt For For
STATEMENTS OF THE CURRENT FISCAL YEAR FROM 1.7.2018 TO
30.6.2019 AND DETERMINATION OF THEIR FEE
CMMT 18 OCT 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT IN COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
KAKAO M CORP. Agenda Number: 709514497
--------------------------------------------------------------------------------------------------------------------------
Security: Y97592102 Meeting Type: EGM
Ticker: Meeting Date: 05-Jul-2018
ISIN: KR7016170003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF MERGER Mgmt For For
CMMT 01 JUNE 2018: THIS EGM IS RELATED TO THE CORPORATE Non-Voting
EVENT OF MERGER AND ACQUISITION WITH REPURCHASE OFFER
CMMT 01 JUNE 2018: PLEASE NOTE THAT THIS MEETING MENTIONS Non-Voting
DISSENTER'S RIGHTS. IF YOU WISH TO EXPRESS DISSENT
PLEASE CONTACT YOUR GLOBAL CUSTODIAN CLIENT.
CMMT 01 JUNE 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
KRUNGTHAI CARD PUBLIC COMPANY LIMITED Agenda Number: 709500880
--------------------------------------------------------------------------------------------------------------------------
Security: Y4989A115 Meeting Type: EGM
Ticker: Meeting Date: 06-Jul-2018
ISIN: TH0689010013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO CONSIDER AND APPROVE THE CHANGE OF PAR VALUE OF THE Mgmt For For
COMPANY'S SHARES AND THE AMENDMENT TO CLAUSE 4. OF THE
MEMORANDUM OF ASSOCIATION OF THE COMPANY WITH RESPECT
TO THE REGISTERED CAPITAL OF THE COMPANY TO BE IN LINE
WITH THE CHANGE OF PAR VALUE OF THE COMPANY'S SHARES
2 TO CONSIDER AND APPROVE THE AMENDMENT TO THE FIRST Mgmt For For
PARAGRAPH OF THE ARTICLE 4., THE ARTICLE OF
ASSOCIATION OF THE COMPANY TO BE IN LINE WITH THE
CHANGE OF PAR VALUE OF THE COMPANY'S SHARES
3 OTHER BUSINESS (IF ANY) Mgmt Against Against
CMMT 18 MAY 2018: IN THE SITUATION WHERE THE CHAIRMAN OF Non-Voting
THE MEETING SUDDENLY CHANGE THE AGENDA AND/OR ADD NEW
AGENDA DURING THE MEETING, WE WILL VOTE THAT AGENDA AS
ABSTAIN.
CMMT 18 MAY 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
L&T FINANCE HOLDINGS LIMITED Agenda Number: 709812627
--------------------------------------------------------------------------------------------------------------------------
Security: Y5153Q109 Meeting Type: AGM
Ticker: Meeting Date: 28-Aug-2018
ISIN: INE498L01015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF FINANCIAL STATEMENTS FOR THE YEAR ENDED Mgmt For For
MARCH 31, 2018 TOGETHER WITH THE REPORTS OF THE BOARD
OF DIRECTORS AND AUDITORS THEREON
2 DECLARATION OF DIVIDEND ON EQUITY SHARES: THE DIVIDEND Mgmt For For
OF INR 1 PER EQUITY SHARE OF FACE VALUE OF INR 10
EACH
3 APPOINTMENT OF A DIRECTOR IN PLACE OF MR. DINANATH Mgmt For For
DUBHASHI (DIN: 03545900), WHO RETIRES BY ROTATION, AND
BEING ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT
4 APPOINTMENT OF DR. (MRS.) RAJANI R. GUPTE (DIN: Mgmt For For
03172965) AS AN INDEPENDENT DIRECTOR OF THE COMPANY
5 APPOINTMENT OF MR. PRABHAKAR B. (DIN: 02101808) AS A Mgmt For For
NON-EXECUTIVE DIRECTOR OF THE COMPANY
6 ISSUANCE OF NON-CONVERTIBLE DEBENTURES/BONDS ON A Mgmt For For
PRIVATE PLACEMENT BASIS
7 ISSUANCE OF CUMULATIVE COMPULSORILY REDEEMABLE Mgmt For For
NON-CONVERTIBLE PREFERENCE SHARES BY WAY OF PUBLIC
OFFER OR ON A PRIVATE PLACEMENT BASIS
--------------------------------------------------------------------------------------------------------------------------
LIVZON PHARMACEUTICAL GROUP INC. Agenda Number: 709761630
--------------------------------------------------------------------------------------------------------------------------
Security: Y52889105 Meeting Type: EGM
Ticker: Meeting Date: 05-Sep-2018
ISIN: CNE100001QV5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
717/LTN20180717848.PDF,
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
717/LTN20180717858.PDF,
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
817/LTN20180817926.PDF AND
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
817/LTN20180817966.PDF
1 TO CONSIDER AND APPROVE THE SUBSIDIARY SHARE OPTION Mgmt For For
SCHEME AND RELATED MATTERS
2 "THAT SUBJECT TO AND CONDITIONAL UPON THE PASSING OF Mgmt For For
RESOLUTION 1 ABOVE, THE GRANT OF 1,666,666 SUBSIDIARY
SHARE OPTIONS UNDER THE SUBSIDIARY SHARE OPTION SCHEME
TO MR. FU DAOTIAN TO SUBSCRIBE FOR 1,666,666 ORDINARY
SHARES IN LIVZON BIOLOGICS LIMITED BE AND IS HEREBY
APPROVED (THE "PROPOSED GRANT OF SUBSIDIARY SHARE
OPTIONS")."
3.A TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: BASIS FOR DETERMINING THE INCENTIVE
PARTICIPANTS AND THE SCOPE OF INCENTIVE PARTICIPANTS
3.B TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: SOURCE, NUMBER AND ALLOCATION OF THE
SHARE OPTIONS
3.C TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: VALIDITY PERIOD, DATE OF GRANT, VESTING
PERIOD, EXERCISE DATE AND LOCK-UP PERIOD OF THE SHARE
OPTIONS INCENTIVE SCHEME
3.D TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: EXERCISE PRICE OF THE SHARE OPTIONS AND
BASIS FOR DETERMINATION
3.E TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: CONDITIONS OF GRANT AND EXERCISE OF THE
SHARE OPTIONS
3.F TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: METHODS AND PROCEDURES FOR ADJUSTMENTS
FOR THE SHARE OPTIONS INCENTIVE SCHEME
3.G TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: ACCOUNTING TREATMENT OF THE SHARE OPTIONS
3.H TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: PROCEDURES FOR IMPLEMENTATION OF THE
SHARE OPTIONS INCENTIVE SCHEME
3.I TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: RESPECTIVE RIGHTS AND OBLIGATIONS OF THE
COMPANY AND THE INCENTIVE PARTICIPANTS
3.J TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: HANDLING UNUSUAL CHANGES OF THE COMPANY
AND THE INCENTIVE PARTICIPANTS
4 TO CONSIDER AND APPROVE THE ADMINISTRATIVE MEASURES Mgmt For For
FOR APPRAISAL SYSTEM OF THE 2018 SHARE OPTIONS
INCENTIVE SCHEME OF THE COMPANY
5 TO CONSIDER AND APPROVE AT THE GENERAL MEETING FOR Mgmt For For
GRANTING MANDATE TO THE BOARD OF DIRECTORS TO DEAL
WITH MATTERS REGARDING THE 2018 SHARE OPTIONS
INCENTIVE SCHEME
6 TO CONSIDER AND APPROVE THE INCREASE OF THE REGISTERED Mgmt For For
CAPITAL OF THE COMPANY
7 TO CONSIDER AND APPROVE THE AMENDMENTS TO THE ARTICLES Mgmt For For
OF ASSOCIATION OF THE COMPANY
CMMT 23 AUG 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF TEXT IN RESOLUTIONS 3.A TO 3.J. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
LIVZON PHARMACEUTICAL GROUP INC. Agenda Number: 709761642
--------------------------------------------------------------------------------------------------------------------------
Security: Y52889105 Meeting Type: CLS
Ticker: Meeting Date: 05-Sep-2018
ISIN: CNE100001QV5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
717/LTN20180717860.PDF,
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
717/LTN20180717854.PDF,
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
817/LTN20180817952.PDF AND
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
817/LTN20180817976.PDF
1.A TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: BASIS FOR DETERMINING THE INCENTIVE
PARTICIPANTS AND THE SCOPE OF INCENTIVE PARTICIPANTS
1.B TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: SOURCE, NUMBER AND ALLOCATION OF THE
SHARE OPTIONS
1.C TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: VALIDITY PERIOD, DATE OF GRANT, VESTING
PERIOD, EXERCISE DATE AND LOCK-UP PERIOD OF THE SHARE
OPTIONS INCENTIVE SCHEME
1.D TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: EXERCISE PRICE OF THE SHARE OPTIONS AND
BASIS FOR DETERMINATION
1.E TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: CONDITIONS OF GRANT AND EXERCISE OF THE
SHARE OPTIONS
1.F TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: METHODS AND PROCEDURES FOR ADJUSTMENTS
FOR THE SHARE OPTIONS INCENTIVE SCHEME
1.G TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: ACCOUNTING TREATMENT OF THE SHARE OPTIONS
1.H TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: PROCEDURES FOR IMPLEMENTATION OF THE
SHARE OPTIONS INCENTIVE SCHEME
1.I TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: RESPECTIVE RIGHTS AND OBLIGATIONS OF THE
COMPANY AND THE INCENTIVE PARTICIPANTS
1.J TO CONSIDER AND APPROVE THE 2018 SHARE OPTIONS Mgmt For For
INCENTIVE SCHEME OF THE COMPANY (REVISED DRAFT) AND
ITS SUMMARY: HANDLING UNUSUAL CHANGES OF THE COMPANY
AND THE INCENTIVE PARTICIPANTS
2 TO CONSIDER AND APPROVE THE ADMINISTRATIVE MEASURES Mgmt For For
FOR APPRAISAL SYSTEM OF THE 2018 SHARE OPTIONS
INCENTIVE SCHEME OF THE COMPANY
3 TO CONSIDER AND APPROVE AT THE GENERAL MEETING FOR Mgmt For For
GRANTING MANDATE TO THE BOARD OF DIRECTORS TO DEAL
WITH MATTERS REGARDING THE 2018 SHARE OPTIONS
INCENTIVE SCHEME
CMMT 23 AUG 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF TEXT IN RESOLUTIONS 1.A TO 1.J. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
MAANSHAN IRON & STEEL CO LTD Agenda Number: 709989113
--------------------------------------------------------------------------------------------------------------------------
Security: Y5361G109 Meeting Type: EGM
Ticker: Meeting Date: 21-Nov-2018
ISIN: CNE1000003R8
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
928/LTN201809281212.PDF AND
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
928/LTN201809281204.PDF
1 TO CONSIDER AND APPROVE THE SUPPLEMENTARY CONTINUING Mgmt For For
CONNECTED TRANSACTIONS AGREEMENT ENTERED INTO BETWEEN
THE COMPANY AND MAGANG (GROUP) HOLDING COMPANY
LIMITED, SO AS TO UPDATE THE 2018 PROPOSED ANNUAL CAPS
UNDER THE 2016- 2018 CONTINUING CONNECTED TRANSACTIONS
AGREEMENT ENTERED INTO BETWEEN THE COMPANY AND IT ON
10 SEPTEMBER 2015
2 TO CONSIDER AND APPROVE THE SUPPLEMENTARY ENERGY Mgmt For For
SAVING AND ENVIRONMENTAL PROTECTION AGREEMENT ENTERED
INTO BETWEEN THE COMPANY AND ANHUI XINCHUANG ENERGY
SAVING AND ENVIRONMENTAL PROTECTION SCIENCE &
TECHNOLOGY CO., LTD., SO AS TO UPDATE THE 2018
PROPOSED ANNUAL CAPS UNDER THE 2016-2018 ENERGY SAVING
AND ENVIRONMENTAL PROTECTION AGREEMENT ENTERED INTO
BETWEEN THE COMPANY AND IT ON 10 SEPTEMBER 2015
3 TO CONSIDER AND APPROVE THE TRANSACTIONS CONTEMPLATED Mgmt For For
UNDER THE 2019-2021 SALE AND PURCHASE OF ORE AGREEMENT
ENTERED INTO BETWEEN THE COMPANY AND MAGANG (GROUP)
HOLDING COMPANY LIMITED AND THE RELEVANT PROPOSED
ANNUAL CAPS
4 TO CONSIDER AND APPROVE THE TRANSACTIONS CONTEMPLATED Mgmt For For
UNDER THE 2019-2021 ENERGY SAVING AND ENVIRONMENTAL
PROTECTION AGREEMENT ENTERED INTO BETWEEN THE COMPANY
AND ANHUI XINCHUANG ENERGY SAVING AND ENVIRONMENTAL
PROTECTION SCIENCE & TECHNOLOGY CO., LTD. AND THE
RELEVANT PROPOSED ANNUAL CAPS
5 TO CONSIDER AND APPROVE THE TRANSACTIONS CONTEMPLATED Mgmt For For
UNDER THE 2019-2021 CONTINUING CONNECTED TRANSACTIONS
AGREEMENT ENTERED INTO BETWEEN THE COMPANY AND MAGANG
(GROUP) HOLDING COMPANY LIMITED AND THE RELEVANT
PROPOSED ANNUAL CAPS
6 TO CONSIDER AND APPROVE THE LOAN SERVICES TRANSACTIONS Mgmt Against Against
CONTEMPLATED UNDER THE 2019-2021 FINANCIAL SERVICES
AGREEMENT ENTERED INTO BETWEEN MAGANG GROUP FINANCE
CO. LTD. AND MAGANG (GROUP) HOLDING COMPANY LIMITED
AND THE RELEVANT PROPOSED ANNUAL CAPS
7 TO CONSIDER AND APPROVE THE SHARE TRANSFER AGREEMENT Mgmt For For
OF MA STEEL SCRAP STEEL CO., LTD
8 TO CONSIDER AND APPROVE THE CAPITAL INCREASE AGREEMENT Mgmt For For
OF ANHUI MA STEEL K. WAH NEW BUILDING MATERIALS CO.,
LTD
9 TO CONSIDER AND APPROVE THE CAPITAL INCREASE AGREEMENT Mgmt For For
OF ANHUI MA STEEL CHEMICAL ENERGY TECHNOLOGY CO., LTD
10 TO CONSIDER AND APPROVE THE TRANSACTIONS CONTEMPLATED Mgmt For For
UNDER THE 2019-2021 CONTINUING CONNECTED TRANSACTIONS
AGREEMENT ENTERED INTO BETWEEN THE COMPANY AND MA
STEEL SCRAP STEEL CO., LTD. AND THE RELEVANT PROPOSED
ANNUAL CAPS
11 TO CONSIDER AND APPROVE THE TRANSACTIONS CONTEMPLATED Mgmt For For
UNDER THE 2019-2021 CONTINUING CONNECTED TRANSACTIONS
AGREEMENT ENTERED INTO BETWEEN THE COMPANY AND ANHUI
MA STEEL K. WAH NEW BUILDING MATERIALS CO., LTD AND
THE RELEVANT PROPOSED ANNUAL CAPS
12 TO CONSIDER AND APPROVE THE TRANSACTIONS CONTEMPLATED Mgmt For For
UNDER THE 2019-2021 CONTINUING CONNECTED TRANSACTIONS
AGREEMENT ENTERED INTO BETWEEN THE COMPANY AND ANHUI
MA STEEL CHEMICAL ENERGY TECHNOLOGY CO., LTD. AND THE
RELEVANT PROPOSED ANNUAL CAPS
13 TO CONSIDER AND APPROVE THE COMPANY'S 2018 INTERIM Mgmt For For
PROFIT DISTRIBUTION PLAN
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF Non-Voting
"ABSTAIN" WILL BE TREATED THE SAME AS A "TAKE NO
ACTION" VOTE
--------------------------------------------------------------------------------------------------------------------------
MPHASIS LIMITED Agenda Number: 709885113
--------------------------------------------------------------------------------------------------------------------------
Security: Y6144V108 Meeting Type: OTH
Ticker: Meeting Date: 27-Sep-2018
ISIN: INE356A01018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT BEING HELD FOR
THIS COMPANY. THEREFORE, MEETING ATTENDANCE REQUESTS
ARE NOT VALID FOR THIS MEETING. IF YOU WISH TO VOTE,
YOU MUST RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. PLEASE ALSO NOTE THAT ABSTAIN IS NOT A
VALID VOTE OPTION AT POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL FOR BUY-BACK OF EQUITY SHARES OF THE COMPANY Mgmt For For
ON A PROPORTIONATE BASIS THROUGH "TENDER OFFER" ROUTE
UNDER THE SECURITIES AND EXCHANGE BOARD OF INDIA
(BUYBACK OF SECURITIES) REGULATIONS, 1998, BY MEANS OF
SPECIAL RESOLUTION, FOR AN AMOUNT NOT EXCEEDING
RS.9,882.75 MILLION (RUPEES NINE THOUSAND EIGHT
HUNDRED AND EIGHTY TWO MILLION AND SEVEN FIFTY
THOUSANDS)
--------------------------------------------------------------------------------------------------------------------------
MPHASIS LTD, BANGALORE Agenda Number: 709720862
--------------------------------------------------------------------------------------------------------------------------
Security: Y6144V108 Meeting Type: AGM
Ticker: Meeting Date: 07-Aug-2018
ISIN: INE356A01018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF STANDALONE AND CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
2 APPROVAL OF FINAL DIVIDEND ON EQUITY SHARES Mgmt For For
3 RE-APPOINTMENT OF MR. AMIT DALMIA, WHO RETIRES BY Mgmt For For
ROTATION
4 RE-APPOINTMENT OF MR. DAVID LAWRENCE JOHNSON, WHO Mgmt For For
RETIRES BY ROTATION
5 APPOINTMENT OF M/S. BSR & CO. LLP, CHARTERED Mgmt For For
ACCOUNTANTS AS THE STATUTORY AUDITORS AND FIXING THEIR
REMUNERATION
6 RE-APPOINTMENT OF MR. NARAYANAN KUMAR AS AN Mgmt For For
INDEPENDENT DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
MRV ENGENHARIA E PARTICIPACOES SA, BELO HORIZONTE Agenda Number: 710201257
--------------------------------------------------------------------------------------------------------------------------
Security: P6986W107 Meeting Type: EGM
Ticker: Meeting Date: 12-Dec-2018
ISIN: BRMRVEACNOR2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 TO APPROVE THE PARTIAL SPIN OFF OF THE COMPANY, WHICH Mgmt For For
WILL RESULT IN THE SEGREGATION OF THE SHARES OWNED BY
IT BY LOG COMMERCIAL PROPERTIES AND PARTICIPACOES SA,
A CORPORATION INCORPORATED AND EXISTING IN ACCORDANCE
WITH THE LAWS OF BRAZIL, HEADQUARTERED IN THE CITY OF
BELO HORIZONTE, MINAS GERAIS, AT PROFESSOR MARIO
WERNECK AVENUE, 621, 10 FLOOR, SET 02, REGISTERED WITH
CNPJ MF UNDER NUMBER 09.041.168.0001.10 LOG, WITH
VERSION OF THE SPUN OFF PORTION FOR LOG CORPORATE
OPERATION
2 TO APPROVE THE TERMS AND CONDITIONS OF PRIVATE Mgmt For For
INSTRUMENT OF THE PROTOCOL AND JUSTIFICATION OF
PARTIAL SPIN OFF OF MRV ENGENHARIA E PARTICIPACOES
S.A. WITH VERSION OF SPUN OFF PART FOR LOG COMMERCIAL
PROPERTIES E PARTICIPACOES S.A. ENTERED INTO NOVEMBER
9, 2018 BETWEEN THE ADMINISTRATION OF COMPANY AND LOG
3 TO CONFIRM THE PROCUREMENT OF APSIS CONSULTORIA E Mgmt For For
AVALIACOES LTDA., REGISTERED IN REGIONAL ACCOUNTING
COUNCIL OF RIO DE JANEIRO STATE, UNDER NUMBER 005112 O
9 AND IN CNPJ MF UNDER NUMBER 08.681.365.0001.30, WITH
HEAD OFFICE IN CITY OF RIO DE JANEIRO, STATE OF RIO DE
JANEIRO, AT RUA DO PASSEIO, NUMBER 62, 6TH FLOOR,
CENTRO, AS SPECIALIZED COMPANY RESPONSIBLE FOR
PREPARING THE APPRAISAL REPORT OF THE NET EQUITY PART
OF COMPANY TO BE POURED INTO LOG, VALUED AT BOOK
VALUE, BASED ON THE COMPANY'S QUARTERLY INFORMATION
RAISED ON SEPTEMBER 30, 2018 APPRAISAL REPORT, AND THE
PROCUREMENT OF APSIS CONSULTORIA EMPRESARIAL LTDA.,
ENROLLED WITH THE CNPJ MF UNDER NUMBER
27.281.922.0001.70, WITH HEAD OFFICE IN CITY OF RIO DE
JANEIRO, STATE OF RIO DE JANEIRO, AT RUA DO PASSEIO,
NUMBER 62, 6TH FLOOR, CENTRO, AS SPECIALIZED COMPANY
RESPONSIBLE FOR PREPARING THE REPORT FOR THE PURPOSES
OF ARTICLE 264 OF LAW NUMBER 6.404, OF DECEMBER 15,
1976, AS AMENDED CORPORATION LAW, THAT HAS BEEN
PREPARED FOR INFORMATIONAL PURPOSES ONLY REPORT 264
4 TO APPROVE THE APPRAISAL REPORT Mgmt For For
5 IF THE ABOVE MATTERS ARE APPROVED, AUTHORIZE AND Mgmt For For
RATIFY ALL ACTS OF THE ADMINISTRATORS OF COMPANY THAT
ARE NECESSARY TO CARRY OUT THE RESOLUTIONS PROPOSED
AND APPROVED BY THE SHAREHOLDERS OF COMPANY
6 TO APPROVE THE REDUCE OF SHARE CAPITAL OF COMPANY IN Mgmt For For
THE TOTAL AMOUNT OF BRL 1,000,093,319.77, GOING FROM
CURRENT BRL 5,079,863,175.07 TO BRL 4,079,769,855.30,
WITHOUT THE CANCELLATION OF SHARES, AS RESULT OF
CORPORATE OPERATION CAPITAL REDUCTION
7 TO APPROVE THE AMENDMENT OF MAIN PART OF ARTICLE 5 OF Mgmt For For
COMPANY'S BYLAW, FOR REFLECT THE CAPITAL REDUCTION
8 TO APPROVE THE RATIFICATION OF COMPANY BYLAW IN ORDER Mgmt For For
TO INCORPORATE THE CHANGE RESULTING FROM CAPITAL
REDUCTION
9 TO APPROVE THE PUBLICATION OF THE MINUTES OF THE Mgmt For For
EXTRAORDINARY GENERAL MEETING PURSUANT TO ARTICLE 130,
PARAGRAPH 2, OF THE BRAZILIAN CORPORATION LAW,
OMITTING THE NAMES OF THE SHAREHOLDERS
10 IN THE EVENTUALITY OF A SECOND CALL OF THIS MEETING, Mgmt For For
THE VOTING INSTRUCTIONS IN THIS VOTING LIST MAY ALSO
BE CONSIDERED VALID FOR THE PURPOSES OF HOLDING THE
MEETING ON SECOND CALL
CMMT 14 NOV 2018: PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT ALLOWED.
ONLY VOTES IN FAVOR AND/OR ABSTAIN OR AGAINST AND/ OR
ABSTAIN ARE ALLOWED. THANK YOU
CMMT 14 NOV 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION COMMENT. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
NATIONAL ALUMINIUM COMPANY LIMITED Agenda Number: 709820220
--------------------------------------------------------------------------------------------------------------------------
Security: Y6211M130 Meeting Type: AGM
Ticker: Meeting Date: 29-Aug-2018
ISIN: INE139A01034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 ADOPTION OF THE AUDITED FINANCIAL STATEMENTS Mgmt For For
(INCLUDING AUDITED CONSOLIDATED FINANCIAL STATEMENTS)
OF THE COMPANY FOR THE YEAR ENDED 31ST MARCH, 2018,
THE REPORTS OF THE BOARD OF DIRECTORS AND AUDITORS
THEREON
2 CONFIRMATION OF PAYMENT OF INTERIM DIVIDEND AND Mgmt For For
DECLARATION OF FINAL DIVIDEND ON EQUITY SHARES FOR THE
FINANCIAL YEAR ENDED 31ST MARCH, 2018: RE.1/- PER
EQUITY SHARE (20% ON FACE VALUE OF INR 5 EACH)
3 TO APPOINT A DIRECTOR IN PLACE OF SHRI B K THAKUR Mgmt For For
(DIN:07557093), WHO RETIRES BY ROTATION AND BEING
ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT
4 APPOINTMENT OF DR. K. RAJESWARA RAO, (DIN: 08071005) Mgmt For For
AS DIRECTOR OF THE COMPANY
5 APPOINTMENT OF SHRI ANIL KUMAR NAYAK (DIN: 08097669) Mgmt For For
AS DIRECTOR OF THE COMPANY
6 APPOINTMENT OF SHRI PRADIP KUMAR MISHRA, (DIN: Mgmt For For
06445517) AS DIRECTOR(COMMERCIAL) OF THE COMPANY
7 RATIFICATION OF THE REMUNERATION OF COST AUDITORS FOR Mgmt For For
THE FINANCIAL YEAR ENDING 31ST MARCH, 2019
--------------------------------------------------------------------------------------------------------------------------
NIIT TECHNOLOGIES LIMITED Agenda Number: 709905561
--------------------------------------------------------------------------------------------------------------------------
Security: Y62769107 Meeting Type: AGM
Ticker: Meeting Date: 28-Sep-2018
ISIN: INE591G01017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE, CONSIDER AND ADOPT: (A) THE AUDITED Mgmt For For
FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL
YEAR ENDED MARCH 31, 2018, TOGETHER WITH THE REPORTS
OF THE BOARD OF DIRECTORS AND AUDITORS THEREON; AND
(B) THE AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF
THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31,
2018 TOGETHER WITH REPORT OF THE AUDITORS THEREON
2 TO DECLARE DIVIDEND ON EQUITY SHARES OF THE COMPANY Mgmt For For
FOR THE FINANCIAL YEAR ENDED MARCH 31, 2018: FINAL
DIVIDEND OF INR 15.00 PER EQUITY SHARE HAS BEEN
RECOMMENDED BY THE BOARD OF DIRECTORS FOR THE YEAR
ENDED MARCH 31, 2018 PURSUANT TO THE PROVISIONS OF THE
COMPANIES ACT, 2013
3 TO APPOINT A DIRECTOR IN PLACE OF MR. RAJENDRA S PAWAR Mgmt Against Against
(DIN 00042516), WHO RETIRES BY ROTATION AND, BEING
ELIGIBLE, OFFERS HIMSELF FOR RE-APPOINTMENT
4 TO APPROVE APPOINTMENT OF MR. RAJENDRA S PAWAR, AS Mgmt For For
CHAIRMAN OF THE COMPANY
5 TO APPROVE THE APPOINTMENT OF MR. ARVIND THAKUR AS Mgmt For For
VICE-CHAIRMAN & MANAGING DIRECTOR OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
PICK'N PAY STORES LTD Agenda Number: 709702523
--------------------------------------------------------------------------------------------------------------------------
Security: S60947108 Meeting Type: AGM
Ticker: Meeting Date: 30-Jul-2018
ISIN: ZAE000005443
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1 APPOINTMENT OF THE EXTERNAL AUDITORS: RESOLVED THAT Mgmt For For
ERNST & YOUNG INC. ARE HEREBY APPOINTED AS THE
EXTERNAL AUDITORS OF THE COMPANY." THE AUDIT, RISK AND
COMPLIANCE COMMITTEE HAS RECOMMENDED THE REAPPOINTMENT
OF ERNST & YOUNG INC. AS EXTERNAL AUDITORS THE COMPANY
O.2.1 ELECTION OF HUGH HERMAN AS DIRECTOR Mgmt For For
O.2.2 ELECTION OF JEFF VAN ROOYEN AS DIRECTOR Mgmt For For
O.2.3 ELECTION OF DAVID ROBINS AS DIRECTOR Mgmt For For
O.2.4 ELECTION OF AUDREY MOTHUPI AS DIRECTOR Mgmt For For
O.3.1 APPOINTMENT OF JEFF VAN ROOYEN TO THE AUDIT, RISK AND Mgmt For For
COMPLIANCE COMMITTEE
O.3.2 APPOINTMENT OF HUGH HERMAN TO THE AUDIT, RISK AND Mgmt For For
COMPLIANCE COMMITTEE
O.3.3 APPOINTMENT OF AUDREY MOTHUPI TO THE AUDIT, RISK AND Mgmt For For
COMPLIANCE COMMITTEE
O.3.4 APPOINTMENT OF DAVID FRIEDLAND TO THE AUDIT, RISK AND Mgmt For For
COMPLIANCE COMMITTEE
NB.1 ENDORSEMENT OF REMUNERATION POLICY Mgmt For For
NB.2 ENDORSEMENT OF REMUNERATION IMPLEMENTATION REPORT Mgmt For For
S.1 DIRECTORS' FEES Mgmt For For
S.2.1 FINANCIAL ASSISTANCE TO RELATED OR INTER-RELATED Mgmt For For
COMPANIES
S.2.2 FINANCIAL ASSISTANCE TO PERSONS Mgmt For For
S.3 GENERAL APPROVAL TO REPURCHASE COMPANY SHARES Mgmt For For
O.4 DIRECTORS' AUTHORITY TO IMPLEMENT SPECIAL AND ORDINARY Mgmt For For
RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
RADICO KHAITAN LIMITED Agenda Number: 709820321
--------------------------------------------------------------------------------------------------------------------------
Security: Y7174A147 Meeting Type: AGM
Ticker: Meeting Date: 31-Aug-2018
ISIN: INE944F01028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 TO ADOPT THE STANDALONE AND CONSOLIDATED ANNUAL Mgmt For For
ACCOUNTS OF THE COMPANY INCLUDING REPORT OF BOARD OF
DIRECTORS AND AUDITORS
2 TO DECLARE DIVIDEND ON EQUITY SHARES @ RS. 1/- PER Mgmt For For
EQUITY SHARE OF FACE VALUE RS. 2/-
3 TO APPOINT A DIRECTOR IN PLACE OF MR. K.P. SINGH, WHO Mgmt Against Against
RETIRES BY ROTATION AND BEING ELIGIBLE, OFFERS HIMSELF
FOR RE-APPOINTMENT
4 TO APPROVE REMUNERATION OF MR. R. KRISHNAN, AS COST Mgmt For For
AUDITOR OF THE COMPANY
CMMT 13 AUG 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO CHANGE IN RECORD DATE FROM 29 AUG 2018 TO 24 AUG
2018. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
RBL BANK LIMITED Agenda Number: 709717156
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV16240 Meeting Type: AGM
Ticker: Meeting Date: 03-Aug-2018
ISIN: INE976G01028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 TO CONSIDER AND ADOPT THE AUDITED STANDALONE FINANCIAL Mgmt For For
STATEMENTS OF THE BANK FOR THE FINANCIAL YEAR ENDED
MARCH 31, 2018 TOGETHER WITH THE REPORTS OF THE BOARD
OF DIRECTORS AND THE AUDITORS THEREON
2 TO CONSIDER AND ADOPT THE AUDITED CONSOLIDATED Mgmt For For
FINANCIAL STATEMENTS OF THE BANK FOR THE FINANCIAL
YEAR ENDED MARCH 31, 2018 AND THE REPORT OF THE
AUDITORS THEREON
3 TO DECLARE DIVIDEND ON EQUITY SHARES Mgmt For For
4 TO APPOINT DIRECTOR IN PLACE OF MR. RAJEEV AHUJA (DIN Mgmt For For
00003545), WHO RETIRES BY ROTATION AND BEING ELIGIBLE,
OFFERS HIMSELF FOR RE-APPOINTMENT
5 TO APPOINT STATUTORY AUDITORS AND FIX THEIR Mgmt For For
REMUNERATION: RESOLVED THAT PURSUANT TO THE PROVISIONS
OF SECTION 139, 141, 142 AND OTHER APPLICABLE
PROVISIONS, IF ANY, OF THE COMPANIES ACT, 2013 READ
WITH THE RULES MADE THEREUNDER ("THE ACT"), AS AMENDED
FROM TIME TO TIME, THE APPLICABLE PROVISIONS OF THE
BANKING REGULATION ACT, 1949, (INCLUDING ANY STATUTORY
MODIFICATIONS OR RE-ENACTMENT THEREOF FOR THE TIME
BEING IN FORCE) AND THE RULES, CIRCULARS, DIRECTIONS
AND GUIDELINES ISSUED BY THE RESERVE BANK OF INDIA
("RBI"), FROM TIME TO TIME AND SUBJECT TO APPROVAL OF
RBI, M/S. B.S.R. & CO., LLP, CHARTERED ACCOUNTANTS
(FIRM REGISTRATION NO. 101248W/W-100022) OR SUCH OTHER
AUDITOR(S) AS MAY BE APPROVED BY RBI BE AND ARE HEREBY
APPOINTED AS THE STATUTORY AUDITORS OF THE BANK TO
HOLD OFFICE FOR TWO (2) YEARS FROM THE CONCLUSION OF
THIS ANNUAL GENERAL MEETING ("AGM") TILL THE
CONCLUSION OF THE SEVENTY SEVENTH AGM OF THE BANK TO
BE HELD IN THE YEAR 2020 AT SUCH REMUNERATION AS SHALL
BE RECOMMENDED/ APPROVED BY THE BOARD OF DIRECTORS OR
ANY COMMITTEE THEREOF PLUS APPLICABLE TAX(ES), AS
MAYBE APPLICABLE, AND REIMBURSEMENT OF ALL
OUT-OF-POCKET EXPENSES IN CONNECTION WITH THE AUDIT OF
ACCOUNTS OF THE BANK
6 INCREASE IN BORROWING POWERS Mgmt For For
7 ISSUE OF DEBT SECURITIES ON PRIVATE PLACEMENT BASIS Mgmt For For
8 REVISION IN REMUNERATION OF MR. RAJEEV AHUJA, Mgmt For For
EXECUTIVE DIRECTOR OF THE BANK
9 RE-APPOINTMENT OF MR. VISHWAVIR AHUJA AS MANAGING Mgmt Against Against
DIRECTOR & CHIEF EXECUTIVE OFFICER OF THE BANK AND
REVISION IN HIS REMUNERATION
10 APPOINTMENT OF MR. VIJAY MAHAJAN AS NON-EXECUTIVE Mgmt For For
DIRECTOR
11 APPOINTMENT OF MR. PRAKASH CHANDRA AS NON-EXECUTIVE Mgmt For For
PART-TIME CHAIRMAN OF THE BANK
--------------------------------------------------------------------------------------------------------------------------
SREI INFRASTRUCTURE FINANCE LIMITED Agenda Number: 709683494
--------------------------------------------------------------------------------------------------------------------------
Security: Y8133H116 Meeting Type: AGM
Ticker: Meeting Date: 21-Jul-2018
ISIN: INE872A01014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 ADOPTION OF - A. THE STANDALONE FINANCIAL STATEMENT OF Mgmt For For
THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31,
2018, AND THE REPORT OF THE DIRECTORS AND AUDITORS
THEREON. B. THE CONSOLIDATED FINANCIAL STATEMENT OF
THE COMPANY FOR THE FINANCIAL YEAR ENDED MARCH 31,
2018, AND THE REPORT OF THE AUDITORS THEREON
2 DECLARATION OF DIVIDEND FOR THE FINANCIAL YEAR ENDED Mgmt For For
MARCH 31, 2018: BOARD HAS RECOMMENDED A DIVIDEND OF
RS. 0.50 PER SHARE ON EQUITY SHARES OF THE COMPANY
3 APPOINTMENT OF A DIRECTOR IN PLACE OF MR. HEMANT Mgmt For For
KANORIA (HOLDING DIN 00193015) WHO RETIRES BY ROTATION
AND BEING ELIGIBLE, SEEKS RE-APPOINTMENT
4 RATIFICATION OF APPOINTMENT OF STATUTORY AUDITORS OF Mgmt For For
THE COMPANY, AND TO FIX THEIR REMUNERATION: HARIBHAKTI
& CO. LLP, CHARTERED ACCOUNTANTS
5 APPOINTMENT OF MR. MALAY MUKHERJEE (HOLDING DIN Mgmt For For
02272425) AS A NON-EXECUTIVE AND INDEPENDENT DIRECTOR
OF THE COMPANY
6 RE-DESIGNATION OF MR. RAM KRISHNA AGARWAL (HOLDING DIN Mgmt For For
00416964) AS A NON-EXECUTIVE AND INDEPENDENT DIRECTOR
OF THE COMPANY
7 ISSUANCE OF NON - CONVERTIBLE DEBT SECURITIES (NCDS) Mgmt For For
UPTO RS. 5,000 CRORES ON PRIVATE PLACEMENT BASIS
CMMT 27 JUN 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO CHANGE IN RECORD DATE FROM 20 JUL 2018 TO 13 JUL
2018. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
TRUWORTHS INTERNATIONAL LTD Agenda Number: 709962333
--------------------------------------------------------------------------------------------------------------------------
Security: S8793H130 Meeting Type: AGM
Ticker: Meeting Date: 24-Oct-2018
ISIN: ZAE000028296
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1 TO RECEIVE AND ADOPT THE ANNUAL FINANCIAL STATEMENTS, Mgmt For For
INCLUDING THE DIRECTORS' REPORT AND THE AUDIT
COMMITTEE REPORT, FOR THE PERIOD ENDED 1 JULY 2018
O.2.1 TO RE-ELECT BY SEPARATE RESOLUTIONS THE RETIRING Mgmt For For
DIRECTORS WHO ARE AVAILABLE FOR RE-ELECTION: MR MS
MARK
O.2.2 TO RE-ELECT BY SEPARATE RESOLUTIONS THE RETIRING Mgmt For For
DIRECTORS WHO ARE AVAILABLE FOR RE-ELECTION: MR AJ
TAYLOR
O.2.3 TO RE-ELECT BY SEPARATE RESOLUTIONS THE RETIRING Mgmt For For
DIRECTORS WHO ARE AVAILABLE FOR RE-ELECTION: MR DB
PFAFF
O.2.4 TO ELECT BY SEPARATE RESOLUTIONS THE FOLLOWING PERSONS Mgmt For For
WHO WERE APPOINTED TO THE BOARD AS NONEXECUTIVE
DIRECTORS OF THE COMPANY WITH EFFECT FROM 22 FEBRUARY
2018: MS M MAKANJEE
O.2.5 TO ELECT BY SEPARATE RESOLUTIONS THE FOLLOWING PERSONS Mgmt For For
WHO WERE APPOINTED TO THE BOARD AS NONEXECUTIVE
DIRECTORS OF THE COMPANY WITH EFFECT FROM 22 FEBRUARY
2018: MR JHW HAWINKELS
O.3 TO RENEW THE DIRECTORS' LIMITED AND CONDITIONAL Mgmt For For
GENERAL AUTHORITY OVER THE UN-ISSUED AND REPURCHASED
SHARES, INCLUDING THE AUTHORITY TO ISSUE OR DISPOSE OF
SUCH SHARES FOR CASH
S.4 TO GIVE A LIMITED AND CONDITIONAL GENERAL MANDATE FOR Mgmt For For
THE COMPANY OR ITS SUBSIDIARIES TO ACQUIRE THE
COMPANY'S SHARES
O.5 TO RE-ELECT ERNST YOUNG INC. AS AUDITOR IN RESPECT OF Mgmt For For
THE ANNUAL FINANCIAL STATEMENTS TO BE PREPARED FOR THE
PERIOD TO 30 JUNE 2019 AND TO AUTHORISE THE AUDIT
COMMITTEE TO AGREE THE TERMS AND FEES
S.6.1 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: NON-EXECUTIVE
CHAIRMAN
S.6.2 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: NON-EXECUTIVE
DIRECTORS
S.6.3 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: AUDIT
COMMITTEE CHAIRMAN
S.6.4 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: AUDIT
COMMITTEE MEMBER
S.6.5 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: REMUNERATION
COMMITTEE CHAIRMAN
S.6.6 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: REMUNERATION
COMMITTEE MEMBER
S.6.7 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: RISK
COMMITTEE MEMBER (NON-EXECUTIVE ONLY)
S.6.8 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: NON-EXECUTIVE
AND NOMINATION COMMITTEE CHAIRMAN
S.6.9 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: NON-EXECUTIVE
AND NOMINATION COMMITTEE MEMBER
S.610 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: SOCIAL AND
ETHICS COMMITTEE CHAIRMAN
S.611 TO APPROVE BY SEPARATE RESOLUTIONS THE PROPOSED FEES Mgmt For For
OF THE NON-EXECUTIVE DIRECTORS FOR THE 12-MONTH PERIOD
FROM 1 JANUARY 2019 TO 31 DECEMBER 2019: SOCIAL AND
ETHICS COMMITTEE MEMBER (NON-EXECUTIVE ONLY)
O.7.1 TO CONFIRM BY SEPARATE RESOLUTIONS THE APPOINTMENT OF Mgmt For For
THE FOLLOWING QUALIFYING INDEPENDENT NONEXECUTIVE
DIRECTORS TO THE COMPANY'S AUDIT COMMITTEE FOR THE
PERIOD UNTIL THE NEXT ANNUAL GENERAL MEETING (SUBJECT
WHERE NECESSARY TO THEIR RE-APPOINTMENT AS DIRECTORS
OF THE COMPANY): MR RJA SPARKS
O.7.2 TO CONFIRM BY SEPARATE RESOLUTIONS THE APPOINTMENT OF Mgmt For For
THE FOLLOWING QUALIFYING INDEPENDENT NONEXECUTIVE
DIRECTORS TO THE COMPANY'S AUDIT COMMITTEE FOR THE
PERIOD UNTIL THE NEXT ANNUAL GENERAL MEETING (SUBJECT
WHERE NECESSARY TO THEIR RE-APPOINTMENT AS DIRECTORS
OF THE COMPANY): MR MA THOMPSON
O.7.3 TO CONFIRM BY SEPARATE RESOLUTIONS THE APPOINTMENT OF Mgmt For For
THE FOLLOWING QUALIFYING INDEPENDENT NONEXECUTIVE
DIRECTORS TO THE COMPANY'S AUDIT COMMITTEE FOR THE
PERIOD UNTIL THE NEXT ANNUAL GENERAL MEETING (SUBJECT
WHERE NECESSARY TO THEIR RE-APPOINTMENT AS DIRECTORS
OF THE COMPANY): MR RG DOW
O.8.1 TO APPROVE BY WAY OF SEPARATE NON-BINDING ADVISORY Mgmt For For
VOTES THE GROUP'S REMUNERATION POLICY AND
IMPLEMENTATION REPORT AS SET OUT IN THE COMPANY'S 2018
INTEGRATED ANNUAL REPORT: REMUNERATION POLICY
O.8.2 TO APPROVE BY WAY OF SEPARATE NON-BINDING ADVISORY Mgmt For For
VOTES THE GROUP'S REMUNERATION POLICY AND
IMPLEMENTATION REPORT AS SET OUT IN THE COMPANY'S 2018
INTEGRATED ANNUAL REPORT: IMPLEMENTATION REPORT
O.9 TO CONSIDER THE REPORT OF THE SOCIAL AND ETHICS Mgmt For For
COMMITTEE FOR THE PERIOD ENDED 1 JULY 2018 AS
PUBLISHED ON THE COMPANY'S WEBSITE
O.101 TO CONFIRM BY SEPARATE RESOLUTIONS THE APPOINTMENT OF Mgmt For For
THE FOLLOWING QUALIFYING DIRECTORS TO THE COMPANY'S
SOCIAL AND ETHICS COMMITTEE FOR THE PERIOD UNTIL THE
NEXT ANNUAL GENERAL MEETING (SUBJECT WHERE NECESSARY
TO THEIR RE-APPOINTMENT AS DIRECTORS OF THE COMPANY):
MR MA THOMPSON
O.102 TO CONFIRM BY SEPARATE RESOLUTIONS THE APPOINTMENT OF Mgmt For For
THE FOLLOWING QUALIFYING DIRECTORS TO THE COMPANY'S
SOCIAL AND ETHICS COMMITTEE FOR THE PERIOD UNTIL THE
NEXT ANNUAL GENERAL MEETING (SUBJECT WHERE NECESSARY
TO THEIR RE-APPOINTMENT AS DIRECTORS OF THE COMPANY):
DR CT NDLOVU
O.103 TO CONFIRM BY SEPARATE RESOLUTIONS THE APPOINTMENT OF Mgmt For For
THE FOLLOWING QUALIFYING DIRECTORS TO THE COMPANY'S
SOCIAL AND ETHICS COMMITTEE FOR THE PERIOD UNTIL THE
NEXT ANNUAL GENERAL MEETING (SUBJECT WHERE NECESSARY
TO THEIR RE-APPOINTMENT AS DIRECTORS OF THE COMPANY):
MR DB PFAFF
S.11 TO APPROVE THE PROVISION OF FINANCIAL ASSISTANCE BY Mgmt For For
THE COMPANY, AS AUTHORISED BY THE BOARD, TO GROUP
ENTITIES IN ACCORDANCE WITH THE ACT
--------------------------------------------------------------------------------------------------------------------------
YICHANG HEC CHANGJIANG PHARMACEUTICAL CO., LTD Agenda Number: 709906094
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV33181 Meeting Type: EGM
Ticker: Meeting Date: 15-Oct-2018
ISIN: CNE1000023R6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
831/LTN201808311286.PDF AND
HTTP://WWW.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2018/0
831/LTN201808311320.PDF
1 TO CONSIDER AND APPROVE THE PROPOSED ISSUE OF THE H Mgmt For For
SHARE CONVERTIBLE BONDS AND THE ALLOTMENT AND ISSUE OF
THE CONVERSION SHARES, DETAILS OF WHICH ARE SET OUT IN
THE CIRCULAR, AND THE GRANTING OF AUTHORITY TO THE
BOARD OR ANY PERSON AUTHORISED BY THE BOARD TO DEAL
WITH ALL RELATED MATTERS, INCLUDING WITHOUT
LIMITATIONS, THOSE MATTERS SET OUT IN THE CIRCULAR
2 TO CONSIDER AND APPROVE THE APPOINTMENT OF MR. EDDY Mgmt For For
HUANG (AS SPECIFIED) AS A NON-EXECUTIVE DIRECTOR OF
THE COMPANY AND TO AUTHORISE THE BOARD TO DETERMINE
THE COMMENCEMENT DATE OF SUCH APPOINTMENT
3 TO CONSIDER AND APPROVE THE DISTRIBUTION OF INTERIM Mgmt For For
DIVIDENDS FOR THE SIX MONTHS ENDED 30 JUNE 2018
--------------------------------------------------------------------------------------------------------------------------
YICHANG HEC CHANGJIANG PHARMACEUTICAL CO., LTD Agenda Number: 709906599
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV33181 Meeting Type: CLS
Ticker: Meeting Date: 15-Oct-2018
ISIN: CNE1000023R6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
http://www.hkexnews.hk/listedco/listconews/SEHK/2018/0
831/LTN201808311362.pdf AND
http://www.hkexnews.hk/listedco/listconews/SEHK/2018/0
831/LTN201808311304.pdf
1 TO CONSIDER AND APPROVE THE PROPOSED ISSUE OF THE H Mgmt For For
SHARE CONVERTIBLE BONDS AND THE ALLOTMENT AND ISSUE OF
THE CONVERSION SHARES, DETAILS OF WHICH ARE SET OUT IN
THE CIRCULAR, AND THE GRANTING OF AUTHORITY TO THE
BOARD OR ANY PERSON AUTHORISED BY THE BOARD TO DEAL
WITH ALL RELATED MATTERS, INCLUDING WITHOUT
LIMITATIONS, THOSE MATTERS SET OUT IN THE CIRCULAR
TFGT High Yield
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Impact Bond Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Merger Arbitrage Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Mid Cap Fund
--------------------------------------------------------------------------------------------------------------------------
ARMSTRONG WORLD INDUSTRIES, INC. Agenda Number: 934828053
--------------------------------------------------------------------------------------------------------------------------
Security: 04247X102 Meeting Type: Annual
Ticker: AWI Meeting Date: 12-Jul-2018
ISIN: US04247X1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Stan A. Askren Mgmt For For
Victor D. Grizzle Mgmt For For
Tao Huang Mgmt For For
Larry S. McWilliams Mgmt For For
James C. Melville Mgmt For For
John J. Roberts Mgmt For For
Gregory P. Spivy Mgmt For For
Roy W. Templin Mgmt For For
Cherryl T. Thomas Mgmt For For
2. To ratify the selection of KPMG LLP as our independent Mgmt For For
registered public accounting firm for 2018.
3. To approve, on an advisory basis, our executive Mgmt For For
compensation program.
--------------------------------------------------------------------------------------------------------------------------
CINTAS CORPORATION Agenda Number: 934877929
--------------------------------------------------------------------------------------------------------------------------
Security: 172908105 Meeting Type: Annual
Ticker: CTAS Meeting Date: 30-Oct-2018
ISIN: US1729081059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gerald S. Adolph Mgmt For For
1b. Election of Director: John F. Barrett Mgmt For For
1c. Election of Director: Melanie W. Barstad Mgmt For For
1d. Election of Director: Robert E. Coletti Mgmt For For
1e. Election of Director: Scott D. Farmer Mgmt For For
1f. Election of Director: James J. Johnson Mgmt For For
1g. Election of Director: Joseph Scaminace Mgmt For For
1h. Election of Director: Ronald W. Tysoe Mgmt For For
2. To approve, on an advisory basis, named executive Mgmt For For
officer compensation.
3. To ratify Ernst & Young LLP as our independent Mgmt For For
registered public accounting firm for fiscal year
2019.
--------------------------------------------------------------------------------------------------------------------------
COPART, INC. Agenda Number: 934905261
--------------------------------------------------------------------------------------------------------------------------
Security: 217204106 Meeting Type: Annual
Ticker: CPRT Meeting Date: 17-Dec-2018
ISIN: US2172041061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Willis J. Johnson Mgmt For For
1.2 Election of Director: A. Jayson Adair Mgmt For For
1.3 Election of Director: Matt Blunt Mgmt For For
1.4 Election of Director: Steven D. Cohan Mgmt For For
1.5 Election of Director: Daniel J. Englander Mgmt For For
1.6 Election of Director: James E. Meeks Mgmt For For
1.7 Election of Director: Thomas N. Tryforos Mgmt For For
2. Advisory (non-binding) stockholder vote on executive Mgmt For For
compensation (say-on-pay vote).
3. To ratify a cash and equity director compensation Mgmt For For
program for our executive chairman and non-employee
directors
4. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for the
fiscal year ending July 31, 2019.
5. To approve adjournment of the meeting to a later date Mgmt For For
or dates, if necessary or desirable, to permit further
solicitation and vote of proxies, in the event that
there are not sufficient votes to approve one or more
of the above proposals.
--------------------------------------------------------------------------------------------------------------------------
DECKERS OUTDOOR CORPORATION Agenda Number: 934862170
--------------------------------------------------------------------------------------------------------------------------
Security: 243537107 Meeting Type: Annual
Ticker: DECK Meeting Date: 14-Sep-2018
ISIN: US2435371073
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John M. Gibbons Mgmt For For
Nelson C. Chan Mgmt For For
Cynthia (Cindy) L Davis Mgmt For For
Michael F. Devine III Mgmt For For
William L. McComb Mgmt For For
David Powers Mgmt For For
James Quinn Mgmt For For
Lauri M. Shanahan Mgmt For For
Brian A. Spaly Mgmt For For
Bonita C. Stewart Mgmt For For
2. To ratify the selection of KPMG LLP as our independent Mgmt For For
registered public accounting firm for fiscal year
2019.
3. To approve, on a non-binding advisory basis, the Mgmt For For
compensation of our Named Executive Officers, as
disclosed in the Compensation Discussion and Analysis
section of the Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
PAYCHEX, INC. Agenda Number: 934874365
--------------------------------------------------------------------------------------------------------------------------
Security: 704326107 Meeting Type: Annual
Ticker: PAYX Meeting Date: 11-Oct-2018
ISIN: US7043261079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: B. Thomas Golisano Mgmt For For
1b. Election of director: Thomas F. Bonadio Mgmt For For
1c. Election of director: Joseph G. Doody Mgmt For For
1d. Election of director: David J.S. Flaschen Mgmt For For
1e. Election of director: Pamela A. Joseph Mgmt For For
1f. Election of director: Martin Mucci Mgmt For For
1g. Election of director: Joseph M. Tucci Mgmt For For
1h. Election of director: Joseph M. Velli Mgmt For For
1i. Election of director: Kara Wilson Mgmt For For
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER Mgmt For For
COMPENSATION.
3. RATIFICATION OF SELECTION OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP TO SERVE AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM.
TFGT Mid Cap Value Fund
--------------------------------------------------------------------------------------------------------------------------
ENVISION HEALTHCARE CORPORATION Agenda Number: 934868374
--------------------------------------------------------------------------------------------------------------------------
Security: 29414D100 Meeting Type: Annual
Ticker: EVHC Meeting Date: 11-Sep-2018
ISIN: US29414D1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, dated as of Mgmt For For
June 10, 2018 (as it may be amended from time to time,
the "merger agreement"), by and among Envision
Healthcare Corporation, a Delaware corporation
("Envision" or the "Company"), Enterprise Parent
Holdings Inc., a Delaware corporation ("Parent") and
Enterprise Merger Sub Inc., an indirect wholly owned
subsidiary of Parent (the "Merger Sub"), pursuant to
which Merger Sub will be merged with and into the
Company (the "merger").
2. To approve, on an advisory (non-binding) basis, Mgmt For For
certain compensation that may be paid or become
payable to Envision's named executive officers in
connection with the merger.
3. To approve the adjournment of the annual meeting, if Mgmt For For
necessary or appropriate, including to solicit
additional proxies if there are insufficient votes at
the time of the annual meeting to approve the proposal
to adopt the merger agreement or in the absence of a
quorum.
4A. Election of Class II Director: John T. Gawaluck Mgmt For For
4B. Election of Class II Director: Joey A. Jacobs Mgmt For For
4C. Election of Class II Director: Kevin P. Lavender Mgmt For For
4D. Election of Class II Director: Leonard M. Riggs, Jr., Mgmt For For
M.D.
5. To amend Envision's Second Amended and Restated Mgmt For For
Certificate of Incorporation, dated December 1, 2016
to declassify the Board of Directors and to eliminate
the Series A-1 Mandatory Convertible Preferred Stock.
6. To approve, on an advisory (non-binding) basis, of the Mgmt Against Against
compensation of Envision's named executive officers.
7. To ratify the appointment of Deloitte & Touche LLP as Mgmt For For
Envision Healthcare Corporation's independent
registered public accounting firm for the year ending
December 31, 2018.
--------------------------------------------------------------------------------------------------------------------------
PARKER-HANNIFIN CORPORATION Agenda Number: 934879644
--------------------------------------------------------------------------------------------------------------------------
Security: 701094104 Meeting Type: Annual
Ticker: PH Meeting Date: 24-Oct-2018
ISIN: US7010941042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Lee C. Banks Mgmt For For
1b. Election of director: Robert G. Bohn Mgmt For For
1c. Election of director: Linda S. Harty Mgmt For For
1d. Election of director: Kevin A. Lobo Mgmt For For
1e. Election of director: Candy M. Obourn Mgmt For For
1f. Election of director: Joseph Scaminace Mgmt For For
1g. Election of director: Ake Svensson Mgmt For For
1h. Election of director: James R. Verrier Mgmt For For
1i. Election of director: James L. Wainscott Mgmt For For
1j. Election of director: Thomas L. Williams Mgmt For For
2. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as our independent registered public accounting
firm for the fiscal year ending June 30, 2019.
3. Approval of, on a non-binding, advisory basis, the Mgmt For For
compensation of our Named Executive Officers.
4. Approval of an amendment to our Code of Regulations to Mgmt For For
permit proxy access.
5. Amendment to our Code of Regulations to allow the Mgmt For For
Board to amend our Code of Regulations to the extent
permitted by Ohio law.
--------------------------------------------------------------------------------------------------------------------------
PATTERSON COMPANIES, INC. Agenda Number: 934861635
--------------------------------------------------------------------------------------------------------------------------
Security: 703395103 Meeting Type: Annual
Ticker: PDCO Meeting Date: 17-Sep-2018
ISIN: US7033951036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to term expiring in 2019: John D. Mgmt For For
Buck
1b. Election of Director to term expiring in 2019: Alex N. Mgmt For For
Blanco
1c. Election of Director to term expiring in 2019: Jody H. Mgmt For For
Feragen
1d. Election of Director to term expiring in 2019: Robert Mgmt For For
C. Frenzel
1e. Election of Director to term expiring in 2019: Francis Mgmt For For
(Fran) J. Malecha
1f. Election of Director to term expiring in 2019: Ellen Mgmt For For
A. Rudnick
1g. Election of Director to term expiring in 2019: Neil A. Mgmt For For
Schrimsher
1h. Election of Director to term expiring in 2019: Mark S. Mgmt For For
Walchirk
1i. Election of Director to term expiring in 2019: James Mgmt For For
W. Wiltz
2. Approval of amendment to 2015 Omnibus Incentive Plan. Mgmt For For
3. Advisory approval of executive compensation. Mgmt For For
4. To ratify the selection of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for the
fiscal year ending April 27, 2019.
--------------------------------------------------------------------------------------------------------------------------
PINNACLE FOODS INC. Agenda Number: 934878995
--------------------------------------------------------------------------------------------------------------------------
Security: 72348P104 Meeting Type: Special
Ticker: PF Meeting Date: 23-Oct-2018
ISIN: US72348P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adopt the Agreement and Plan of Merger, dated as of Mgmt For For
June 26, 2018, as it may be amended from time to time
(the "merger agreement"), by and among Pinnacle Foods
Inc., a Delaware corporation, Conagra Brands Inc., a
Delaware corporation, and Patriot Merger Sub Inc., a
Delaware corporation.
2. Approve, on a non-binding, advisory basis, the Mgmt For For
compensation that may be paid or may become payable to
Pinnacle Foods Inc.'s named executive officers in
connection with, or following, the closing of the
merger contemplated by the merger agreement.
3. Approve adjournments of the Special Meeting, if Mgmt For For
necessary or appropriate, to solicit additional
proxies in favor of the proposal to adopt the merger
agreement at the time of the Special Meeting.
--------------------------------------------------------------------------------------------------------------------------
QORVO, INC. Agenda Number: 934851052
--------------------------------------------------------------------------------------------------------------------------
Security: 74736K101 Meeting Type: Annual
Ticker: QRVO Meeting Date: 07-Aug-2018
ISIN: US74736K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Ralph G. Quinsey Mgmt For For
Robert A. Bruggeworth Mgmt For For
Daniel A. DiLeo Mgmt For For
Jeffery R. Gardner Mgmt For For
Charles Scott Gibson Mgmt For For
John R. Harding Mgmt For For
David H. Y. Ho Mgmt For For
Roderick D. Nelson Mgmt For For
Dr. Walden C. Rhines Mgmt For For
Susan L. Spradley Mgmt For For
Walter H. Wilkinson, Jr Mgmt For For
2. To approve, on an advisory basis, the compensation of Mgmt For For
our Named Executive Officers (as defined in the proxy
statement).
3. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for the
fiscal year ending March 30, 2019.
--------------------------------------------------------------------------------------------------------------------------
RPM INTERNATIONAL INC. Agenda Number: 934873438
--------------------------------------------------------------------------------------------------------------------------
Security: 749685103 Meeting Type: Annual
Ticker: RPM Meeting Date: 04-Oct-2018
ISIN: US7496851038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the amendment of the Amended and Restated Mgmt For For
Certificate of Incorporation.
2. Approve the amendment of the Amended and Restated Mgmt For For
By-Laws.
3. DIRECTOR
John P. Abizaid Mgmt For For
John M. Ballbach Mgmt For For
Bruce A. Carbonari Mgmt For For
Jenniffer D. Deckard Mgmt For For
Salvatore D. Fazzolari Mgmt For For
4. Approve the Company's executive compensation. Mgmt For For
5. Approve the amendment of the 2014 Omnibus Plan. Mgmt For For
6. Ratify the appointment of Deloitte & Touche LLP as the Mgmt For For
Company's independent registered public accounting
firm.
--------------------------------------------------------------------------------------------------------------------------
SIGNATURE BANK Agenda Number: 934876408
--------------------------------------------------------------------------------------------------------------------------
Security: 82669G104 Meeting Type: Special
Ticker: SBNY Meeting Date: 17-Oct-2018
ISIN: US82669G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the repurchase, from the Bank's Mgmt For For
stockholders from time to time in open market
transactions, of shares of the Bank's common stock in
an aggregate purchase amount of up to $500 million
under the Stock Repurchase Program.
--------------------------------------------------------------------------------------------------------------------------
THE HAIN CELESTIAL GROUP, INC. Agenda Number: 934895802
--------------------------------------------------------------------------------------------------------------------------
Security: 405217100 Meeting Type: Annual
Ticker: HAIN Meeting Date: 05-Dec-2018
ISIN: US4052171000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Celeste A. Clark Mgmt For For
1b. Election of Director: Andrew R. Heyer Mgmt For For
1c. Election of Director: R. Dean Hollis Mgmt For For
1d. Election of Director: Shervin J. Korangy Mgmt For For
1e. Election of Director: Roger Meltzer Mgmt For For
1f. Election of Director: Mark Schiller Mgmt For For
1g. Election of Director: Jack L. Sinclair Mgmt For For
1h. Election of Director: Glenn W. Welling Mgmt For For
1i. Election of Director: Dawn M. Zier Mgmt For For
2. To approve, on an advisory basis, named executive Mgmt Against Against
officer compensation for the fiscal year ended June
30, 2018.
3. To ratify the appointment of Ernst & Young LLP to act Mgmt For For
as registered independent accountants of the Company
for the fiscal year ending June 30, 2019.
TFGT Premium Yield Equity Fund
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 934891614
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102 Meeting Type: Annual
Ticker: CSCO Meeting Date: 12-Dec-2018
ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. Michele Burns Mgmt For For
1b. Election of Director: Michael D. Capellas Mgmt For For
1c. Election of Director: Mark Garrett Mgmt For For
1d. Election of Director: Dr. Kristina M. Johnson Mgmt For For
1e. Election of Director: Roderick C. McGeary Mgmt For For
1f. Election of Director: Charles H. Robbins Mgmt For For
1g. Election of Director: Arun Sarin Mgmt For For
1h. Election of Director: Brenton L. Saunders Mgmt For For
1i. Election of Director: Steven M. West Mgmt For For
2. Approval of amendment and restatement of the Employee Mgmt For For
Stock Purchase Plan.
3. Approval, on an advisory basis, of executive Mgmt Against Against
compensation.
4. Ratification of PricewaterhouseCoopers LLP as Cisco's Mgmt Against Against
independent registered public accounting firm for
fiscal 2019.
5. Approval to have Cisco's Board adopt a policy to have Shr For Against
an independent Board chairman.
6. Approval to have Cisco's Board adopt a proposal Shr Against For
relating to executive compensation metrics.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 934879909
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105 Meeting Type: Special
Ticker: CME Meeting Date: 29-Nov-2018
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve an amendment and restatement of our Mgmt For For
certificate of incorporation to eliminate all or some
of the Class B Election Rights.
--------------------------------------------------------------------------------------------------------------------------
KLA-TENCOR CORPORATION Agenda Number: 934879593
--------------------------------------------------------------------------------------------------------------------------
Security: 482480100 Meeting Type: Annual
Ticker: KLAC Meeting Date: 07-Nov-2018
ISIN: US4824801009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward W. Barnholt Mgmt Against Against
1b. Election of Director: Robert M. Calderoni Mgmt Against Against
1c. Election of Director: John T. Dickson Mgmt Against Against
1d. Election of Director: Emiko Higashi Mgmt For For
1e. Election of Director: Kevin J. Kennedy Mgmt For For
1f. Election of Director: Gary B. Moore Mgmt For For
1g. Election of Director: Kiran M. Patel Mgmt Against Against
1h. Election of Director: Ana G. Pinczuk Mgmt For For
1i. Election of Director: Robert A. Rango Mgmt For For
1j. Election of Director: Richard P. Wallace Mgmt Against Against
2. Ratification of the appointment of Mgmt Against Against
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm for the
fiscal year ending June 30, 2019.
3. Approval on a non-binding, advisory basis of our named Mgmt For For
executive officer compensation.
4. Adoption of our Amended and Restated 2004 Equity Mgmt For For
Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
THE WILLIAMS COMPANIES, INC. Agenda Number: 934858020
--------------------------------------------------------------------------------------------------------------------------
Security: 969457100 Meeting Type: Special
Ticker: WMB Meeting Date: 09-Aug-2018
ISIN: US9694571004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the adoption of an amendment to The Mgmt For For
Williams Companies, Inc. ("WMB") certificate of
incorporation (the "Charter Amendment") to increase
the number of authorized shares of capital stock from
990,000,000 shares to 1,500,000,000 shares, consisting
of 1,470,000,000 shares of WMB common stock, par value
$1.00 per share, and 30,000,000 shares of WMB
preferred stock, par value $1.00 per share (the
"Charter Amendment Proposal").
2. To approve, subject to and conditioned upon the Mgmt For For
effectiveness of the Charter Amendment, the issuance
of WMB common stock pursuant to the Agreement and Plan
of Merger, dated as of May 16, 2018 (the "Stock
Issuance Proposal").
3. To approve the adjournment of the special meeting from Mgmt For For
time to time, if necessary or appropriate, to solicit
additional proxies if there are insufficient votes at
the time of the special meeting to approve the Charter
Amendment Proposal or the Stock Issuance Proposal.
--------------------------------------------------------------------------------------------------------------------------
VODAFONE GROUP PLC Agenda Number: 934844386
--------------------------------------------------------------------------------------------------------------------------
Security: 92857W308 Meeting Type: Annual
Ticker: VOD Meeting Date: 27-Jul-2018
ISIN: US92857W3088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To receive the Company's accounts, the strategic Mgmt For For
report and reports of the Directors and the auditor
for the year ended 31 March 2018
2. To elect Michel Demare as a Director Mgmt For For
3. To elect Margherita Della Valle as a Director Mgmt For For
4. To re-elect Gerard Kleisterlee as a Director Mgmt For For
5. To re-elect Vittorio Colao as a Director Mgmt For For
6. To re-elect Nick Read as a Director Mgmt For For
7. To re-elect Sir Crispin Davis as a Director Mgmt For For
8. To re-elect Dame Clara Furse as a Director Mgmt For For
9. To re-elect Valerie Gooding as a Director Mgmt For For
10. To re-elect Renee James as a Director Mgmt For For
11. To re-elect Samuel Jonah as a Director Mgmt For For
12. To re-elect Maria Amparo Moraleda Martinez as a Mgmt For For
Director
13. To re-elect David Nish as a Director Mgmt For For
14. To declare a final dividend of 10.23 eurocents per Mgmt For For
ordinary share for the year ended 31 March 2018
15. To approve the Annual Report on Remuneration contained Mgmt For For
in the Remuneration Report of the Board for the year
ended 31 March 2018
16. To reappoint PricewaterhouseCoopers LLP as the Mgmt For For
Company's auditor until the end of the next general
meeting at which accounts are laid before the Company
17. To authorise the Audit and Risk Committee to determine Mgmt For For
the remuneration of the auditor
18. To authorise the Directors to allot shares Mgmt For For
19. To authorise the Directors to dis-apply pre-emption Mgmt For For
rights (Special Resolution)
20. To authorise the Directors to dis-apply pre-emption Mgmt For For
rights up to a further 5 per cent for the purposes of
financing an acquisition or other capital investment
(Special Resolution)
21. To authorise the Company to purchase its own shares Mgmt For For
(Special Resolution)
22. To authorise political donations and expenditure Mgmt For For
23. To authorise the Company to call general meetings Mgmt For For
(other than AGMs) on 14 clear days' notice (Special
Resolution)
24. To approve the updated rules of the Vodafone Group Mgmt For For
2008 Sharesave Plan
25. To adopt the new articles of association of the Mgmt For For
Company (Special Resolution)
--------------------------------------------------------------------------------------------------------------------------
WESTERN DIGITAL CORPORATION Agenda Number: 934880673
--------------------------------------------------------------------------------------------------------------------------
Security: 958102105 Meeting Type: Annual
Ticker: WDC Meeting Date: 07-Nov-2018
ISIN: US9581021055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Martin I. Cole Mgmt Against Against
1b. Election of Director: Kathleen A. Cote Mgmt For For
1c. Election of Director: Henry T. DeNero Mgmt For For
1d. Election of Director: Tunc Doluca Mgmt For For
1e. Election of Director: Michael D. Lambert Mgmt For For
1f. Election of Director: Len J. Lauer Mgmt Against Against
1g. Election of Director: Matthew E. Massengill Mgmt For For
1h. Election of Director: Stephen D. Milligan Mgmt For For
1i. Election of Director: Paula A. Price Mgmt For For
2. To approve on an advisory basis the named executive Mgmt For For
officer compensation disclosed in the Proxy Statement.
3. To approve an amendment and restatement of our 2017 Mgmt For For
Performance Incentive Plan that would, among other
things, increase by 6,000,000 the number of shares of
our common stock available for issuance under the
plan.
4. To approve an amendment and restatement of our 2005 Mgmt For For
Employee Stock Purchase Plan that would, among other
things, increase by 10,000,000 the number of shares of
our common stock available for issuance under the
plan.
5. To ratify the appointment of KPMG LLP as our Mgmt Against Against
independent registered public accounting firm for the
fiscal year ending June 28, 2019.
TFGT Sands Capital Select Growth Fund
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 934878553
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102 Meeting Type: Annual
Ticker: BABA Meeting Date: 31-Oct-2018
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to serve for a three year term: Mgmt For For
JOSEPH C. TSAI
1b. Election of Director to serve for a three year term: Mgmt For For
J. MICHAEL EVANS
1c. Election of Director to serve for a three year term: Mgmt For For
ERIC XIANDONG JING
1d. Election of Director to serve for a three year term: Mgmt For For
BORJE E. EKHOLM
2. Ratify the appointment of PricewaterhouseCoopers as Mgmt For For
the independent registered public accounting firm of
the Company.
--------------------------------------------------------------------------------------------------------------------------
PALO ALTO NETWORKS, INC. Agenda Number: 934891599
--------------------------------------------------------------------------------------------------------------------------
Security: 697435105 Meeting Type: Annual
Ticker: PANW Meeting Date: 07-Dec-2018
ISIN: US6974351057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: John M. Donovan Mgmt For For
1b. Election of Class I Director: Mary Pat McCarthy Mgmt For For
1c. Election of Class I Director: Nir Zuk Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for our
fiscal year ending July 31, 2019.
3. To approve, on an advisory basis, the compensation of Mgmt For For
our named executive officers.
4. To approve, on an advisory basis, the frequency of Mgmt 1 Year For
holding future advisory votes on executive
compensation.
TFGT Small Cap Fund
--------------------------------------------------------------------------------------------------------------------------
ARMSTRONG WORLD INDUSTRIES, INC. Agenda Number: 934828053
--------------------------------------------------------------------------------------------------------------------------
Security: 04247X102 Meeting Type: Annual
Ticker: AWI Meeting Date: 12-Jul-2018
ISIN: US04247X1028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Stan A. Askren Mgmt For For
Victor D. Grizzle Mgmt For For
Tao Huang Mgmt For For
Larry S. McWilliams Mgmt For For
James C. Melville Mgmt For For
John J. Roberts Mgmt For For
Gregory P. Spivy Mgmt For For
Roy W. Templin Mgmt For For
Cherryl T. Thomas Mgmt For For
2. To ratify the selection of KPMG LLP as our independent Mgmt For For
registered public accounting firm for 2018.
3. To approve, on an advisory basis, our executive Mgmt For For
compensation program.
--------------------------------------------------------------------------------------------------------------------------
MSG NETWORKS INC. Agenda Number: 934890888
--------------------------------------------------------------------------------------------------------------------------
Security: 553573106 Meeting Type: Annual
Ticker: MSGN Meeting Date: 14-Dec-2018
ISIN: US5535731062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Joseph J. Lhota Mgmt For For
Joel M. Litvin Mgmt For For
John L. Sykes Mgmt For For
2. Ratification of the appointment of our independent Mgmt For For
registered public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
USG CORPORATION Agenda Number: 934871713
--------------------------------------------------------------------------------------------------------------------------
Security: 903293405 Meeting Type: Special
Ticker: USG Meeting Date: 26-Sep-2018
ISIN: US9032934054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adopt the Agreement and Plan of Merger, dated June 10, Mgmt For For
2018 ("merger agreement"), among USG Corporation
("Company"), Gebr. Knauf KG ("Knauf") and World Cup
Acquisition Corporation, a wholly-owned subsidiary of
Knauf ("Merger Sub"), pursuant to which Merger Sub
will merge into Company ("merger") with Company
continuing as a wholly-owned subsidiary of Knauf.
2. To approve, on a non-binding, advisory basis, the Mgmt Against Against
compensation payments that will or may be paid or
become payable to the Company's named executive
officers and that are based on or otherwise relate to
the merger and the agreements and understandings
pursuant to which such compensation will or may be
paid or become payable.
3. To approve the adjournment of the special meeting, if Mgmt For For
necessary or appropriate, including to solicit
additional proxies if there are insufficient votes at
the time of the special meeting to approve the
proposal to adopt the merger agreement or in the
absence of a quorum.
TFGT Small Cap Value Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Ultra Short Duration Fixed Income Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
* Management position unknown
TFGT Active Bond Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Anti-Benchmark Intl Core Equity Fund
--------------------------------------------------------------------------------------------------------------------------
ABC-MART,INC. Agenda Number: 711194794
--------------------------------------------------------------------------------------------------------------------------
Security: J00056101 Meeting Type: AGM
Ticker: Meeting Date: 29-May-2019
ISIN: JP3152740001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Noguchi, Minoru
2.2 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Katsunuma, Kiyoshi
2.3 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Kojima, Jo
2.4 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Kikuchi, Takashi
2.5 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Hattori, Kiichiro
3.1 Appoint a Director who is Audit and Supervisory Mgmt Against Against
Committee Member Matsuoka, Tadashi
3.2 Appoint a Director who is Audit and Supervisory Mgmt For For
Committee Member Sugahara, Taio
3.3 Appoint a Director who is Audit and Supervisory Mgmt Against Against
Committee Member Toyoda, Ko
--------------------------------------------------------------------------------------------------------------------------
ADIDAS AG Agenda Number: 710780847
--------------------------------------------------------------------------------------------------------------------------
Security: D0066B185 Meeting Type: AGM
Ticker: Meeting Date: 09-May-2019
ISIN: DE000A1EWWW0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT AFTER THE CHANGE IN PARAGRAPH 21 OF Non-Voting
THE SECURITIES TRADE LAW (WPHG) ON 9 JULY 2015, THE
JUDGMENT OF OLG KOELN OF 6 JUNE 2012 WAS THUS REVIEWED
AND THE VOTING PROCESS WAS ALREADY CHANGED IN RELATION
TO THE GERMAN NAMED OFFICES. AS A RESULT, IT IS NOW
RESPONSIBLE FOR THE RESPONSIBILITY OF THE ENDINVESTORS
(WHO IS THE END OF THE END) AND NOT OF THE MEDIATOR TO
REVEAL THE APPLICABLE RIGHTS OF THE ECONOMIC OWNERS.
THEREFORE, DEPOTBANK INSTRUCTIONS WILL RETURN DIRECTLY
TO THE MARKET AND IT IS THE RESPONSIBILITY OF THE
ENDOWELIER TO ENSURE THAT THE REQUIRED ELEMENTS OF THE
REGISTRATION ARE COMPLETED AND TO CONTACT THE ISSUER
DIRECTLY, SHOULD KEEP MORE THAN 3 PER CENT OF THE
ENTIRE SHARE CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON Non-Voting
PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS
SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB
CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES
REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS Non-Voting
OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO
EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING
RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING
RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES
TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER
EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS
USUAL. THANK YOU
CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 24.04.2019. Non-Voting
FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH
TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE
1 PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL Non-Voting
STATEMENTS OF ADIDAS AG AND OF THE APPROVED
CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31,
2018, OF THE COMBINED MANAGEMENT REPORT OF ADIDAS AG
AND OF THE ADIDAS GROUP, OF THE EXPLANATORY REPORT OF
THE EXECUTIVE BOARD ON THE DISCLOSURES PURSUANT TO
SECTIONS 289A SECTION 1, 315A SECTION 1 GERMAN
COMMERCIAL CODE (HANDELSGESETZBUCH - HGB) AS WELL AS
OF THE SUPERVISORY BOARD REPORT FOR THE 2018 FINANCIAL
YEAR
2 RESOLUTION ON THE APPROPRIATION OF RETAINED EARNINGS: Mgmt For For
THE DISTRIBUTABLE PROFIT OF EUR 705,412,570.16 SHALL
BE APPROPRIATED AS FOLLOWS: PAYMENT OF A DIVIDEND OF
EUR 3.35 PER NO-PAR SHARE EUR 39,651,047.11 SHALL BE
CARRIED FORWARD EX-DIVIDEND DATE: MAY 10, 2019 PAYABLE
DATE: MAY 14, 2019
3 RESOLUTION ON THE RATIFICATION OF THE ACTIONS OF THE Mgmt For For
EXECUTIVE BOARD FOR THE 2018 FINANCIAL YEAR
4 RESOLUTION ON THE RATIFICATION OF THE ACTIONS OF THE Mgmt For For
SUPERVISORY BOARD FOR THE 2018 FINANCIAL YEAR
5.1 SUPERVISORY BOARD ELECTION: IAN GALLIENNE Mgmt Against Against
5.2 SUPERVISORY BOARD ELECTION: HERBERT KAUFFMANN Mgmt For For
5.3 SUPERVISORY BOARD ELECTION: IGOR LANDAU Mgmt Against Against
5.4 SUPERVISORY BOARD ELECTION: KATHRIN MENGES Mgmt Against Against
5.5 SUPERVISORY BOARD ELECTION: NASSEF SAWIRIS Mgmt Against Against
5.6 SUPERVISORY BOARD ELECTION: DR. THOMAS RABE Mgmt Against Against
5.7 SUPERVISORY BOARD ELECTION: BODO UEBBER Mgmt Against Against
5.8 SUPERVISORY BOARD ELECTION: JING ULRICH Mgmt Against Against
6 RESOLUTION ON THE CANCELATION OF THE AUTHORIZED Mgmt For For
CAPITAL PURSUANT TO SECTION 4 SECTION 3 OF THE
ARTICLES OF ASSOCIATION, ON THE CREATION OF A NEW
AUTHORIZED CAPITAL AGAINST CONTRIBUTIONS IN KIND
TOGETHER WITH THE AUTHORIZATION TO EXCLUDE
SUBSCRIPTION RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
7 RESOLUTION ON THE CANCELATION OF THE CONTINGENT Mgmt For For
CAPITAL PURSUANT TO SECTION 4 SECTION 6 OF THE
ARTICLES OF ASSOCIATION AS WELL AS ON THE CANCELATION
OF SECTION 4 SECTION 6 OF THE ARTICLES OF ASSOCIATION
8 APPOINTMENT OF THE AUDITOR AND GROUP AUDITOR FOR THE Mgmt For For
2019 FINANCIAL YEAR AS WELL AS OF THE AUDITOR FOR A
POSSIBLE AUDIT REVIEW OF THE FIRST HALF YEAR REPORT OF
THE 2019 FINANCIAL YEAR: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS APPOINTED
AS AUDITOR AND GROUP AUDITOR FOR THE 2019 FINANCIAL
YEAR AND AS AUDITOR FOR A POSSIBLE AUDIT REVIEW OF THE
FIRST HALF YEAR REPORT FOR THE 2019FINANCIAL YEAR
--------------------------------------------------------------------------------------------------------------------------
AEGON NV Agenda Number: 710898098
--------------------------------------------------------------------------------------------------------------------------
Security: N00927298 Meeting Type: AGM
Ticker: Meeting Date: 17-May-2019
ISIN: NL0000303709
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 OPENING Non-Voting
2 2018 BUSINESS OVERVIEW Non-Voting
3.1 REPORTS OF THE BOARDS FOR 2018 Non-Voting
3.2 REMUNERATION REPORT 2018 Non-Voting
3.3 ANNUAL ACCOUNTS 2018 AND REPORT INDEPENDENT AUDITOR Non-Voting
3.4 ADOPTION OF THE ANNUAL ACCOUNTS 2018 Mgmt For For
3.5 APPROVAL OF THE FINAL DIVIDEND 2018: AEGON'S DIVIDEND Mgmt For For
POLICY IS INCLUDED IN THE ANNUAL REPORT 2018 ON PAGE
403. IT IS PROPOSED THAT THE FINAL DIVIDEND FOR 2018
WILL AMOUNT TO EUR 0.15 PER COMMON SHARE AND EUR
0.00375 PER COMMON SHARE B. THIS PROPOSAL RESULTS IN A
TOTAL DIVIDEND FOR THE FINANCIAL YEAR 2018 OF EUR 0.29
PER COMMON SHARE AND EUR 0.00725 PER COMMON SHARE B,
TAKING INTO ACCOUNT THE INTERIM DIVIDEND OF EUR 0.14
PER COMMON SHARE AND EUR 0.0035 PER COMMON SHARE B,
PAID IN SEPTEMBER 2018. THE FINAL DIVIDEND WILL BE
PAID IN CASH OR STOCK AT THE ELECTION OF THE
SHAREHOLDER. THE VALUE OF THE DIVIDEND IN COMMON
SHARES WILL BE APPROXIMATELY EQUAL TO THE CASH
DIVIDEND
4 APPOINTMENT OF PRICEWATERHOUSECOOPERS AS INDEPENDENT Mgmt For For
AUDITOR FOR THE ANNUAL ACCOUNTS 2019 AND 2020
5.1 RELEASE FROM LIABILITY FOR THE MEMBERS OF THE Mgmt For For
EXECUTIVE BOARD FOR THEIR DUTIES PERFORMED DURING 2018
5.2 RELEASE FROM LIABILITY FOR THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD FOR THEIR DUTIES PERFORMED DURING
2018
6.1 ADOPTION OF THE REMUNERATION POLICY FOR MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD
7.1 REAPPOINTMENT OF BEN J. NOTEBOOM AS A MEMBER OF THE Mgmt For For
SUPERVISORY BOARD FOR ANOTHER TERM OF FOUR YEARS AS OF
MAY 17, 2019 (I.E. UNTIL THE END OF THE AGM TO BE HELD
IN 2023)
8.1 REAPPOINTMENT OF ALEXANDER R. WYNAENDTS AS A MEMBER OF Mgmt For For
THE EXECUTIVE BOARD FOR ANOTHER TERM OF FOUR YEARS AS
OF MAY 17, 2019 (I.E. UNTIL THE END OF THE AGM TO BE
HELD IN 2023)
9.1 AUTHORIZATION OF THE EXECUTIVE BOARD TO ISSUE COMMON Mgmt For For
SHARES WITH OR WITHOUT PRE-EMPTIVE RIGHTS
9.2 AUTHORIZATION OF THE EXECUTIVE BOARD TO ISSUE COMMON Mgmt For For
SHARES IN CONNECTION WITH A RIGHTS-ISSUE
9.3 AUTHORIZATION OF THE EXECUTIVE BOARD TO ACQUIRE SHARES Mgmt For For
IN THE COMPANY
10 OTHER BUSINESS Non-Voting
11 CLOSE MEETING Non-Voting
CMMT 10 APR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF NON VOTABLE RESOLUTIONS 10 AND 11. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
AIB GROUP PLC Agenda Number: 710794151
--------------------------------------------------------------------------------------------------------------------------
Security: G0R4HJ106 Meeting Type: AGM
Ticker: Meeting Date: 24-Apr-2019
ISIN: IE00BF0L3536
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR Mgmt For For
THE YEAR, TOGETHER WITH THE REPORTS OF THE DIRECTORS
AND AUDITOR THEREON
2 TO DECLARE A FINAL DIVIDEND: DIVIDEND OF EUR 0.17 PER Mgmt For For
ORDINARY SHARE
3 TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF Mgmt For For
THE AUDITOR
4 TO CONSIDER THE CONTINUATION IN OFFICE OF DELOITTE AS Mgmt For For
AUDITOR
5.A TO RE-APPOINT MR THOMAS (TOM) FOLEY Mgmt For For
5.B TO RE-APPOINT MR PETER HAGAN Mgmt For For
5.C TO APPOINT DR COLIN HUNT Mgmt For For
5.D TO APPOINT MS SANDY KINNEY PRITCHARD Mgmt For For
5.E TO RE-APPOINT MS CAROLAN LENNON Mgmt For For
5.F TO RE-APPOINT MR BRENDAN MCDONAGH Mgmt For For
5.G TO RE-APPOINT MS HELEN NORMOYLE Mgmt For For
5.H TO RE-APPOINT MR JAMES (JIM) O'HARA Mgmt For For
5.I TO APPOINT MR TOMAS O'MIDHEACH Mgmt For For
5.J TO RE-APPOINT MR RICHARD PYM Mgmt For For
5.K TO RE-APPOINT MS CATHERINE WOODS Mgmt For For
6 TO CONSIDER THE DIRECTORS REMUNERATION REPORT Mgmt For For
7 TO CONSIDER THE REMUNERATION POLICY Mgmt For For
8 TO AUTHORISE THE DIRECTORS TO ALLOT RELEVANT Mgmt For For
SECURITIES
CMMT PLEASE NOTE THAT RESOLUTION 9.A AND 9.B ARE SUBJECT TO Non-Voting
THE PASSING OF RESOLUTION 8
9.A TO EMPOWER THE DIRECTORS TO DISAPPLY PRE-EMPTION Mgmt For For
RIGHTS
9.B ADDITIONAL AUTHORITY TO EMPOWER THE DIRECTORS TO Mgmt For For
DISAPPLY PRE-EMPTION RIGHTS FOR AN ACQUISITION OR
OTHER SPECIFIED CAPITAL EVENT
10 TO AUTHORISE PURCHASE BY THE COMPANY OF ITS OWN SHARES Mgmt For For
CMMT PLEASE NOTE THAT RESOLUTION 11 IS SUBJECT TO THE Non-Voting
PASSING OF RESOLUTION 10
11 TO DETERMINE THE PRICE RANGE AT WHICH TREASURY SHARES Mgmt For For
MAY BE REISSUED OFF MARKET
12 TO AUTHORISE THE DIRECTORS TO CALL CERTAIN GENERAL Mgmt For For
MEETINGS ON 14 DAYS' NOTICE
13 TO APPROVE THE CANCELLATION OF THE SUBSCRIBER SHARES Mgmt For For
FROM THE AUTHORISED SHARE CAPITAL
14 TO APPROVE THE AMENDMENT OF THE ARTICLES OF Mgmt For For
ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
AIR FRANCE - KLM Agenda Number: 711193146
--------------------------------------------------------------------------------------------------------------------------
Security: F01699135 Meeting Type: MIX
Ticker: Meeting Date: 28-May-2019
ISIN: FR0000031122
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID Non-Voting
VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF
"ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD Non-Voting
SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS:
VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL
CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL
CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
CMMT IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED Non-Voting
DURING THE MEETING, YOUR VOTE WILL DEFAULT TO
'ABSTAIN'. SHARES CAN ALTERNATIVELY BE PASSED TO THE
CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH
ITEM RAISED. SHOULD YOU WISH TO PASS CONTROL OF YOUR
SHARES IN THIS WAY, PLEASE CONTACT YOUR BROADRIDGE
CLIENT SERVICE REPRESENTATIVE. THANK YOU
O.1 APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS AND Mgmt For For
OPERATIONS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2018
O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS AND Mgmt For For
OPERATIONS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2018
O.3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 Mgmt For For
DECEMBER 2018
O.4 APPROVAL OF REGULATED AGREEMENTS REFERRED TO IN Mgmt For For
ARTICLE L.225-38 OF THE FRENCH COMMERCIAL CODE
O.5 APPROVAL OF A REGULATED COMMITMENT REFERRED TO IN Mgmt Against Against
ARTICLE L.225-42-1 OF THE FRENCH COMMERCIAL CODE
RELATING TO SEVERANCE PAY OF MR. BENJAMIN SMITH AS
CHIEF EXECUTIVE OFFICER
O.6 APPOINTMENT OF MS. ASTRID PANOSYAN AS DIRECTOR FOR A Mgmt Against Against
PERIOD OF FOUR YEARS
O.7 RENEWAL OF THE TERM OF OFFICE OF MR. JEAN-DOMINIQUE Mgmt Against Against
COMOLLI AS DIRECTOR FOR A PERIOD OF FOUR YEARS
O.8 RENEWAL OF THE TERM OF OFFICE OF MR. JAAP DE HOOP Mgmt Against Against
SCHEFFER AS DIRECTOR FOR A PERIOD OF FOUR YEARS
O.9 APPOINTMENT OF MR. CEES 'T HART AS DIRECTOR FOR A Mgmt Against Against
PERIOD OF FOUR YEARS
O.10 RATIFICATION OF THE CO-OPTATION OF MR. BENJAMIN SMITH Mgmt For For
AS DIRECTOR AS A REPLACEMENT FOR MR. JANAILLAC
O.11 APPOINTMENT OF MR. BENJAMIN SMITH AS DIRECTOR FOR A Mgmt For For
PERIOD OF FOUR YEARS
O.12 VOTE ON THE COMPENSATION ELEMENTS PAID OR AWARDED FOR Mgmt For For
THE FINANCIAL YEAR 2018 TO MR. JEAN-MARC JANAILLAC,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER UNTIL 15 MAY 2018
O.13 VOTE ON THE COMPENSATION ELEMENTS PAID OR AWARDED FOR Mgmt For For
THE FINANCIAL YEAR 2018 TO MRS. ANNE -MARIE COUDERC,
CHAIRWOMAN OF THE BOARD OF DIRECTORS AS OF 15 MAY 2018
O.14 VOTE ON THE COMPENSATION ELEMENTS PAID OR AWARDED FOR Mgmt For For
THE FINANCIAL YEAR 2018 TO MR. FREDERIC GAGEY, CHIEF
EXECUTIVE OFFICER FROM MAY 15 TO 17 SEPTEMBER 2018
O.15 VOTE ON THE COMPENSATION ELEMENTS PAID OR AWARDED FOR Mgmt Against Against
THE FINANCIAL YEAR 2018 TO MR. BENJAMIN SMITH, CHIEF
EXECUTIVE OFFICER AS OF 17 SEPTEMBER 2018
O.16 APPROVAL OF THE ELEMENTS OF THE COMPENSATION POLICY OF Mgmt For For
THE CHAIRWOMAN OF THE BOARD OF DIRECTORS FOR THE
FINANCIAL YEAR 2019
O.17 APPROVAL OF THE ELEMENTS OF THE COMPENSATION POLICY OF Mgmt For For
THE CHIEF EXECUTIVE OFFICER FOR THE FINANCIAL YEAR
2019
O.18 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS Mgmt For For
TO TRADE IN THE COMPANY'S SHARES
E.19 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt For For
ISSUE COMMON SHARES OF THE COMPANY/ AND TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY TO BE ISSUED OR GRANTING ENTITLEMENT TO
THE ALLOTMENT OF DEBT SECURITIES, WITH RETENTION OF
THE SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT
WITHIN THE LIMIT OF A NOMINAL AMOUNT OF 214 MILLION
EUROS, FOR A PERIOD OF 26 MONTHS (USABLE OUTSIDE
PUBLIC OFFERING PERIODS)
E.20 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt For For
ISSUE COMMON SHARES OF THE COMPANY / AND TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY TO BE ISSUED OR GRANTING ENTITLEMENT TO
THE ALLOTMENT OF DEBT SECURITIES, BY WAY OF PUBLIC
OFFER, WITH CANCELATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT BUT WITH COMPULSORY
PRIORITY SUBSCRIPTION PERIOD WITHIN THE LIMIT OF A
NOMINAL AMOUNT OF 64 MILLION EUROS, FOR A PERIOD OF 26
MONTHS (USABLE OUTSIDE PUBLIC OFFERING PERIODS)
E.21 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt For For
ISSUE TRANSFERABLE SECURITIES GRANTING ACCESS TO
EQUITY SECURITIES TO BE ISSUED AND TO AUTHORISE
ISSUANCE OF ANY TRANSFERABLE SECURITIES GRANTING
ACCESS BY ANY MEANS TO THE ALLOCATION OF EQUITY
SECURITIES OF THE COMPANY BY COMPANIES IN WHICH IT
HOLDS, DIRECTLY OR INDIRECTLY, MORE THAN HALF OF THE
SHARE CAPITAL, BY WAY OF PUBLIC OFFER, WITH
CANCELATION OF THE SHAREHOLDERS' PRE-EMPTIVE
SUBSCRIPTION RIGHT AND OPTIONAL PRIORITY SUBSCRIPTION
PERIOD WITHIN THE LIMIT OF A NOMINAL AMOUNT OF 43
MILLION EUROS FOR A PERIOD OF 26 MONTHS (USABLE
OUTSIDE PUBLIC OFFERING PERIODS)
E.22 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt For For
ISSUE COMMON SHARES OF THE COMPANY /AND TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY TO BE ISSUED GRANTING ENTITLEMENT TO
THE ALLOTMENT OF DEBT SECURITIES, WITHOUT THE
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT BY
PRIVATE PLACEMENT REFERRED TO IN SECTION II OF ARTICLE
L.411-2 OF THE FRENCH MONETARY AND FINANCIAL CODE,
WITHIN THE LIMIT OF A NOMINAL AMOUNT OF 43 MILLION
EUROS FOR A PERIOD OF 26 MONTHS (USABLE OUTSIDE PUBLIC
OFFERING PERIODS)
E.23 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt For For
INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN THE
EVENT OF CAPITAL INCREASE WITH OR WITHOUT THE
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT WITHIN
THE LIMIT OF 15% OF THE INITIAL ISSUE AMOUNT, FOR A
PERIOD OF 26 MONTHS (USABLE OUTSIDE PUBLIC OFFERING
PERIODS)
E.24 DELEGATION OF POWER TO THE BOARD OF DIRECTORS TO Mgmt For For
INCREASE THE SHARE CAPITAL WITHIN THE LIMIT OF A
NOMINAL AMOUNT OF 43 MILLION EUROS IN ORDER TO
REMUNERATE CONTRIBUTIONS IN-KIND GRANTED TO THE
COMPANY AND CONSISTING OF EQUITY SECURITIES OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO THE
CAPITAL, FOR A PERIOD OF 26 MONTHS (USABLE OUTSIDE
PUBLIC OFFERING PERIODS)
E.25 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt For For
INCREASE THE SHARE CAPITAL THROUGH CAPITALIZATION OF
RESERVES, BENEFITS, ISSUE PREMIUMS OR OTHER AMOUNTS
WHOSE CAPITALIZATION WOULD BE ACCEPTED WITHIN THE
LIMIT OF A NOMINAL AMOUNT OF 214 MILLION EUROS, FOR A
PERIOD OF 26 MONTHS (USABLE OUTSIDE PUBLIC OFFERING
PERIODS)
E.26 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt Against Against
ISSUE COMMON SHARES OF THE COMPANY /AND TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY TO BE ISSUED OR GRANTING ENTITLEMENT TO
THE ALLOTMENT OF DEBT SECURITIES, WITH RETENTION OF
THE SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT
WITHIN THE LIMIT OF A NOMINAL AMOUNT OF 107 MILLION
EUROS, FOR A PERIOD OF 26 MONTHS (USABLE DURING PUBLIC
OFFERING PERIODS)
E.27 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt Against Against
ISSUE COMMON SHARES OF THE COMPANY /AND TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY TO BE ISSUED OR GRANTING ENTITLEMENT TO
THE ALLOTMENT OF DEBT SECURITIES, BY WAY OF PUBLIC
OFFER, WITH CANCELATION OF THE SHAREHOLDERS'
PRE-EMPTIVE SUBSCRIPTION RIGHT BUT WITH COMPULSORY
PRIORITY SUBSCRIPTION PERIOD WITHIN THE LIMIT OF A
NOMINAL AMOUNT OF 32 MILLION EUROS, FOR A PERIOD OF 26
MONTHS (USABLE DURING PUBLIC OFFERING PERIODS)
E.28 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt Against Against
ISSUE TRANSFERABLE SECURITIES GRANTING ACCESS TO
EQUITY SECURITIES TO BE ISSUED AND TO AUTHORISE THE
ISSUANCE OF ANY TRANSFERABLE SECURITIES GRANTING
ACCESS BY ANY MEANS TO THE ALLOCATION OF EQUITY
SECURITIES OF THE COMPANY BY THE COMPANIES IN WHICH IT
HOLDS, DIRECTLY OR INDIRECTLY, MORE THAN A HALF OF THE
SHARE CAPITAL, BY WAY OF PUBLIC OFFER, WITH
CANCELATION OF THE SHAREHOLDERS' PRE-EMPTIVE
SUBSCRIPTION RIGHT AND OPTIONAL PRIORITY SUBSCRIPTION
PERIOD WITHIN THE LIMIT OF A NOMINAL AMOUNT OF 21
MILLION EUROS, FOR A PERIOD OF 26 MONTHS (USABLE
DURING PUBLIC OFFERING PERIOD)
E.29 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt Against Against
ISSUE COMMON SHARES OF THE COMPANY /AND TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY TO BE ISSUED OR GRANTING ENTITLEMENT TO
THE ALLOTMENT OF DEBT SECURITIES, WITHOUT
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT, BY
PRIVATE PLACEMENT REFERRED TO IN SECTION II OF ARTICLE
L.411-2 OF THE FRENCH MONETARY AND FINANCIAL CODE,
WITHIN THE LIMIT OF A NOMINAL AMOUNT OF 21 MILLION
EUROS, FOR A PERIOD OF 26 MONTHS (USABLE DURING PUBLIC
OFFERING PERIOD)
E.30 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt Against Against
INCREASE THE NUMBER OF SECURITIES TO BE ISSUED IN THE
EVENT OF A CAPITAL INCREASE WITH OR WITHOUT
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT WITHIN
THE LIMIT OF 15% OF THE INITIAL ISSUE AMOUNT, FOR A
PERIOD OF 26 MONTHS (USABLE DURING PUBLIC OFFERING
PERIOD)
E.31 DELEGATION OF POWERS TO THE BOARD OF DIRECTORS TO Mgmt Against Against
INCREASE THE SHARE CAPITAL WITHIN THE LIMIT OF A
NOMINAL AMOUNT OF 21 MILLION EUROS OF THE COMPANY IN
ORDER TO REMUNERATE CONTRIBUTIONS IN-KIND GRANTED TO
THE COMPANY AND CONSISTING OF EQUITY SECURITIES OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO THE
CAPITAL, FOR A PERIOD OF 26 MONTHS (USABLE DURING
PUBLIC OFFERING PERIOD)
E.32 DELEGATION OF AUTHORITY TO THE BOARD OF DIRECTORS TO Mgmt Against Against
INCREASE THE SHARE CAPITAL THROUGH CAPITALIZATION OF
RESERVES, BENEFITS, ISSUE PREMIUMS OR OTHER AMOUNTS
WHOSE CAPITALIZATION WOULD BE ACCEPTED WITHIN THE
LIMIT OF A NOMINAL AMOUNT OF 107 MILLION EUROS, FOR A
PERIOD OF 26 MONTHS (USABLE DURING PUBLIC OFFERING
PERIOD)
E.33 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt Against Against
DIRECTORS IN ORDER TO DETERMINE THE ISSUE PRICE OF
COMMON SHARES OF THE COMPANY AND/OR TRANSFERABLE
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OF THE COMPANY AND/OR GRANTING ENTITLEMENT TO THE
ALLOTMENT OF DEBT SECURITIES OF THE COMPANY WITHIN THE
LIMIT OF 10 % OF THE CAPITAL PER ANNUM WITHIN THE
CONTEXT OF A CAPITAL INCREASE WITH CANCELATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT
E.34 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS Mgmt Against Against
TO PROCEED WITH ALLOCATION OF FREE EXISTING SHARES OF
THE COMPANY TO SALARIED EMPLOYEES AND CORPORATE
OFFICERS OF THE COMPANY AND COMPANIES OF THE GROUP,
SUBJECT TO PERFORMANCE CONDITIONS (EXCEPT ALLOCATION
TO ALL EMPLOYEES), WITHIN THE LIMIT OF 2.5% OF THE
SHARE CAPITAL, FOR A PERIOD OF 38 MONTHS
E.35 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO PROCEED WITH CAPITAL INCREASES RESERVED
TO MEMBERS OF A COMPANY OR GROUP SAVINGS PLAN WITH
CANCELATION OF THE SHAREHOLDERS' PRE-EMPTIVE
SUBSCRIPTION RIGHT WITHIN THE LIMIT OF 2% OF THE SHARE
CAPITAL, VALID FOR A PERIOD OF 26 MONTHS
E.36 AMENDMENT TO ARTICLES 9.2, 9.5, 9.6.1, 9.6.2, 10, 11, Mgmt Against Against
13, 14 AND 15 OF THE BY-LAWS RELATING TO STATUTORY
THRESHOLD CROSSING NOTIFICATIONS AND THE NATIONALITY
OF THE CAPITAL
E.37 POWERS FOR FORMALITIES Mgmt For For
CMMT PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING Non-Voting
INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL
URL LINK:
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0506/201905061901590.pdf
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
208987 DUE TO CHANGE IN RESOLUTION O.6 AND O.8. ALL
VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS
MEETING NOTICE. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
AMARIN CORPORATION PLC Agenda Number: 935013196
--------------------------------------------------------------------------------------------------------------------------
Security: 023111206 Meeting Type: Annual
Ticker: AMRN Meeting Date: 20-May-2019
ISIN: US0231112063
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Mr. Jan van Heek as a director. Mgmt For For
2. To re-elect Ms. Kristine Peterson as a director. Mgmt For For
3. To hold an advisory (non-binding) vote to approve the Mgmt For For
compensation of the Company's "named executive
officers" as described in full in the "Executive
Compensation Discussion and Analysis" section, the
tabular disclosure regarding such compensation, and
the accompanying narrative disclosure on pages 25 to
55 of the accompanying Proxy Statement.
4. To appoint Ernst & Young LLP as auditors of the Mgmt For For
Company to hold office until the conclusion of the
next general meeting at which accounts are laid before
the Company and to authorize the Audit Committee of
the Board of Directors of the Company to fix the
auditors' remuneration as described in full on pages 9
to 10 of the accompanying Proxy Statement.
5. To generally and unconditionally reauthorize the Board Mgmt Against Against
of Directors of the Company to exercise all powers of
the Company to allot shares in the Company or grant
rights to subscribe for or to convert any security
into shares of the Company up to an aggregate nominal
amount of GBP 148,000,000 (being the aggregate nominal
amount of GBP 125,000,000 in respect of ordinary
shares and GBP 23,000,000 in respect of preference
shares) as described in full on pages 11 to 12 of the
accompanying Proxy Statement.
6. To, subject to the passing of Resolution No. 5, Mgmt Against Against
disapply statutory pre-emption rights otherwise
applicable to shares in the Company allotted by the
Board of Directors, up to an aggregate nominal amount
of GBP 148,000,000 (being the aggregate nominal amount
of GBP 125,000,000 in respect of ordinary shares and
GBP 23,000,000 in respect of preference shares) as
described in full on pages 13 to 14 of the
accompanying Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
ASICS CORPORATION Agenda Number: 710595503
--------------------------------------------------------------------------------------------------------------------------
Security: J03234150 Meeting Type: AGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: JP3118000003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Oyama, Motoi Mgmt Against Against
2.2 Appoint a Director Hirota, Yasuhito Mgmt Against Against
2.3 Appoint a Director Nakano, Hokuto Mgmt Against Against
2.4 Appoint a Director Nishiwaki, Tsuyoshi Mgmt Against Against
2.5 Appoint a Director Matsushita, Naoki Mgmt Against Against
2.6 Appoint a Director Senda, Shinji Mgmt Against Against
2.7 Appoint a Director Shoda, Ryoji Mgmt Against Against
2.8 Appoint a Director Tanaka, Katsuro Mgmt For For
2.9 Appoint a Director Hanai, Takeshi Mgmt Against Against
2.10 Appoint a Director Kashiwaki, Hitoshi Mgmt For For
2.11 Appoint a Director Sumi, Kazuo Mgmt For For
3 Appoint a Substitute Corporate Auditor Onishi, Mgmt For For
Hirofumi
4 Approve Details of the Restricted-Share Compensation Mgmt For For
to be received by Directors (Excluding Outside
Directors)
--------------------------------------------------------------------------------------------------------------------------
ASM PACIFIC TECHNOLOGY LTD Agenda Number: 710824120
--------------------------------------------------------------------------------------------------------------------------
Security: G0535Q133 Meeting Type: AGM
Ticker: Meeting Date: 07-May-2019
ISIN: KYG0535Q1331
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0329/LTN20190329858.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0329/LTN20190329839.PDF
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND
THE REPORTS OF THE DIRECTORS AND OF THE INDEPENDENT
AUDITOR FOR THE YEAR ENDED 31 DECEMBER 2018
2 TO DECLARE A FINAL DIVIDEND OF HKD 1.40 PER SHARE FOR Mgmt For For
THE YEAR ENDED 31 DECEMBER 2018
3 TO RE-APPOINT DELOITTE TOUCHE TOHMATSU AS THE AUDITORS Mgmt For For
AND TO AUTHORIZE THE BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION
4 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO BUY BACK Mgmt For For
SHARES UP TO A MAXIMUM OF 5% OF THE ISSUED CAPITAL OF
THE COMPANY AS AT THE DATE OF PASSING OF THE
RESOLUTION
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO ISSUE, Mgmt For For
ALLOT AND DEAL WITH ADDITIONAL SHARES UP TO A MAXIMUM
OF 5% OF THE ISSUED SHARE CAPITAL OF THE COMPANY AS
AT THE DATE OF PASSING OF THE RESOLUTION
6 THAT CONDITIONAL UPON THE PASSING OF ORDINARY Mgmt For For
RESOLUTIONS 4 AND 5 AS SET OUT IN THE NOTICE CONVENING
THIS MEETING, THE GENERAL MANDATE GRANTED TO THE
DIRECTORS OF THE COMPANY PURSUANT TO RESOLUTION 5 OF
THIS NOTICE TO EXERCISE THE POWERS OF THE COMPANY TO
ISSUE, ALLOT AND DEAL WITH ADDITIONAL SHARES IN THE
SHARE CAPITAL OF THE COMPANY BE AND IS HEREBY EXTENDED
BY THE ADDITION THERETO THE NOMINAL AMOUNT OF SHARE
CAPITAL OF THE COMPANY TO BE BOUGHT BACK BY THE
COMPANY UNDER THE AUTHORITY GRANTED PURSUANT TO
RESOLUTION 4 OF THIS NOTICE, PROVIDED THAT SUCH
NOMINAL AMOUNT OF SHARE CAPITAL IN AGGREGATE SHALL NOT
EXCEED 5% OF THE TOTAL ISSUED SHARE CAPITAL OF THE
COMPANY AS AT THE DATE OF PASSING OF THIS RESOLUTION
7 TO RE-ELECT MR. CHARLES DEAN DEL PRADO AS DIRECTOR Mgmt Against Against
8 TO RE-ELECT MR. PETRUS ANTONIUS MARIA VAN BOMMEL AS Mgmt Against Against
DIRECTOR
9 TO RE-ELECT MISS ORASA LIVASIRI AS DIRECTOR Mgmt Against Against
10 TO RE-ELECT MR. WONG HON YEE AS DIRECTOR Mgmt For For
11 TO RE-ELECT MR. TANG KOON HUNG, ERIC AS DIRECTOR Mgmt For For
12 TO AUTHORIZE THE BOARD OF DIRECTORS TO FIX THE Mgmt For For
DIRECTORS' REMUNERATION
13 TO APPROVE THE EMPLOYEE SHARE INCENTIVE SCHEME OF THE Mgmt Against Against
COMPANY AND TO AUTHORIZE THE GRANT OF THE SCHEME
MANDATE
--------------------------------------------------------------------------------------------------------------------------
ATLANTIA S.P.A. Agenda Number: 710817959
--------------------------------------------------------------------------------------------------------------------------
Security: T05404107 Meeting Type: OGM
Ticker: Meeting Date: 18-Apr-2019
ISIN: IT0003506190
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
183291 DUE TO RECEIPT OF SLATES FOR BOARD OF
DIRECTORS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON
THIS MEETING NOTICE. THANK YOU
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE AGENDA IS Non-Voting
AVAILABLE BY CLICKING ON THE URL LINK:
HTTPS://MATERIALS.PROXYVOTE.COM/APPROVED/99999Z/198401
01/NPS_384543.PDF
1 FINANCIAL STATEMENTS OF ATLANTIA S.P.A. FOR THE YEAR Mgmt For For
ENDED ON 31 DECEMBER 2018. REPORTS OF THE BOARD OF
DIRECTORS, THE BOARD OF STATUTORY AUDITORS, AND THE
INDEPENDENT AUDITORS. ALLOCATION OF NET PROFITS AND
DISTRIBUTION OF AVAILABLE RESERVES. SUBMISSION OF
CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED
ON 31 DECEMBER 2018. RELATED AND CONSEQUENT
RESOLUTIONS
2 PROPOSAL TO SUPPLEMENT THE CONSIDERATIONS PAID FOR THE Mgmt For For
INDEPENDENT AUDITORS' ENGAGEMENT FOR YEARS 2018-2020.
RELATED AND CONSEQUENT RESOLUTIONS
3 AUTHORISATION, IN ACCORDANCE WITH AND FOR THE PURPOSES Mgmt For For
OF ARTICLES 2357 ET SEQ. OF THE ITALIAN CIVIL CODE,
132 OF THE LEGISLATIVE DECREE NO. 58 DATED 24 FEBRUARY
1998 (THE ''CONSOLIDATED FINANCE ACT''), AND 144-BIS
OF THE CONSOB REGULATION ADOPTED WITH RESOLUTION NO.
11971/1999 (AS SUBSEQUENTLY AMENDED) TO PURCHASE AND
SELL TREASURY SHARES, SUBJECT TO THE PRIOR REVOCATION
OF THE AUTHORISATION GRANTED BY THE ORDINARY GENERAL
MEETING OF 20 APRIL 2018. RELATED AND CONSEQUENT
RESOLUTIONS
4.A APPOINTMENT OF THE BOARD OF DIRECTORS AND Mgmt For For
DETERMINATION OF RELEVANT REMUNERATION: DETERMINATION
OF THE NUMBER OF MEMBERS OF THE BOARD OF DIRECTORS
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 SLATES TO BE Non-Voting
ELECTED AS BROAD OF DIRECTORS THERE IS ONLY 1 SLATE
AVAILABLE TO BE FILLED AT THE MEETING. THE STANDING
INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND, IF
YOU CHOOSE TO INSTRUCT, YOU ARE REQUIRED TO VOTE FOR
ONLY 1 SLATE OF THE 2 SLATES OF BROAD OF DIRECTORS
4.B.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr No vote
PROPOSAL: APPOINTMENT OF THE BOARD OF DIRECTORS AND
DETERMINATION OF RELEVANT REMUNERATION: APPOINTMENT OF
DIRECTORS FOR YEARS 2019-2021: LIST PRESENTED BY
SINTONIA S.P.A. REPRESENTING THE 30.25 PCT OF THE
STOCK CAPITAL: - MARA ANNA RITA CAVERNI; - MARCO
EMILIO ANGELO PATUANO; - CARLO BERTAZZO; - GIOVANNI
CASTELLUCCI; - FABIO CERCHIAI; - ANDREA BOITANI; -
RICCARDO BRUNO; - CRISTINA DE BENEDETTI; - GIOIA
GHEZZI; - ANNA CHIARA INVERNIZZI; - CARLO MALACARNE; -
FERDINANDO NELLI FEROCI; - ELISABETTA DE BERNARDI DI
VALSERRA; - ANDREA PEZZANGORA; - VALENTINA MARTINELLI
4.B.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For
PROPOSAL: APPOINTMENT OF THE BOARD OF DIRECTORS AND
DETERMINATION OF RELEVANT REMUNERATION: APPOINTMENT OF
DIRECTORS FOR YEARS 2019-2021: LIST PRESENTED BY
AMUNDI LUXEMBOURG SA - EUROPEAN EQUITY MARKET PLUS;
ANIMA SGRS S.P.A. FUND MANAGER OF: ANIMA GEO ITALIA,
ANIMA ITALIA, ANIMA SELEZIONE EUROPA, ANIMA ALTO
POTENZIALE EUROPA AND ANIMA EUROPA; ARCA FONDI S.G.R.
S.P.A. FUND MANAGER OF ARCA AZIONI ITALIA; EURIZON
CAPITAL SGR S.P.A. FUND MANAGER OF: EURIZON AZIONI
AREA EURO, EURIZON PROGETTO ITALIA 70, EURIZON AZIONI
ITALIA, EURIZON PIR ITALIA AZIONI AND EURIZON PROGETTO
ITALIA 40; EURIZON CAPITAL FUND S.A. FUND MANAGER OF:
EURIZON FUND - EQUITY ITALY, EURIZON FUND - EQUITY
EUROPE LTE, EURIZON FUND - EQUITY EURO LTE E EURIZON
FUND - EQUITY ITALY SMART VOLATILITY; FIDELITY FUNDS -
SICAV; FIDEURAM ASSET MANAGEMENT (IRELAND) -
FONDITALIA EQUITY ITALY; FIDERURAM INVESTIMENTI SGR
S.P.A. FUND MANAGER OF: FIDEURAM ITALIA, PIANO AZIONI
ITALIA, PIANO BILANCIATO ITALIA 50 AND PIANO
BILANCIATO ITALIA 30, INTERFUND SICAV - INTERFUND
EQUITY ITALY; GENERALI INVESTMENTS LUXEMBOURG S.A.
FUND MANAGER OF: GSMART PIR EVOLUZ ITALIA, GSMART PIR
VALORE ITALIA AND GENERALI DIV GLO ASS ALL; GENERALI
INVESTMENTS PARTNERS S.P.A. FUND MANAGER OF GIP
ALLEANZA OBBL; KAIROS PARTNERS SGR S.P.A. AS
MANAGEMENT COMPANY OF KAIROS INTERNATIONAL SICAV -
SECTOR: ITALIA, RISORGIMENTO E TARGET ITALY ALPHA;
LEGAL AND GENERAL ASSURANCE (PENSIONS MANAGEMENT)
LIMITED; MAKURIA LUXEMBOURG II SARL; MEDIOLANUM
GESTIONE FONDI SGR S.P.A. FUND MANAGER OF MEDIOLANUM
FLESSIBILE FUTURO ITALIA AND MEDIOLANUM INTERNATIONAL
FUNDS LIMITED - CHALLENGE FUNDS - CHALLENGE ITALIAN
EQUITY REPRESENTING THE 1.214 PCT OF THE STOCK
CAPITAL: - DARIO FRIGERIO; - GIUSEPPE GUIZZI; - LICIA
SONCINI
4.C APPOINTMENT OF THE BOARD OF DIRECTORS AND Mgmt Against Against
DETERMINATION OF RELEVANT REMUNERATION: APPOINTMENT OF
THE CHAIRMAN OF THE BOARD OF DIRECTORS: FABIO CERCHIAI
4.D APPOINTMENT OF THE BOARD OF DIRECTORS AND Mgmt For For
DETERMINATION OF RELEVANT REMUNERATION: DETERMINATION
OF THE REMUNERATION TO BE PAID TO MEMBERS OF THE BOARD
OF DIRECTORS
5 RESOLUTION ON THE FIRST SECTION OF THE REMUNERATION Mgmt Against Against
REPORT IN ACCORDANCE WITH ARTICLE 123-TER OF THE
CONSOLIDATED FINANCE ACT
CMMT 30 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO RECEIPT OF CHAIRMAN NAME FOR RESOLUTION 4.C . IF
YOU HAVE ALREADY SENT IN YOUR VOTES FOR MID: 202570
PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BANDAI NAMCO HOLDINGS INC. Agenda Number: 711241872
--------------------------------------------------------------------------------------------------------------------------
Security: Y0606D102 Meeting Type: AGM
Ticker: Meeting Date: 24-Jun-2019
ISIN: JP3778630008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Taguchi, Mitsuaki Mgmt For For
2.2 Appoint a Director Otsu, Shuji Mgmt Against Against
2.3 Appoint a Director Asako, Yuji Mgmt Against Against
2.4 Appoint a Director Kawaguchi, Masaru Mgmt Against Against
2.5 Appoint a Director Miyakawa, Yasuo Mgmt Against Against
2.6 Appoint a Director Hagiwara, Hitoshi Mgmt Against Against
2.7 Appoint a Director Kawashiro, Kazumi Mgmt Against Against
2.8 Appoint a Director Asanuma, Makoto Mgmt Against Against
2.9 Appoint a Director Matsuda, Yuzuru Mgmt For For
2.10 Appoint a Director Kuwabara, Satoko Mgmt For For
2.11 Appoint a Director Noma, Mikiharu Mgmt For For
2.12 Appoint a Director Kawana, Koichi Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
BEZEQ THE ISRAEL TELECOMMUNICATION CORP. LTD. Agenda Number: 710398555
--------------------------------------------------------------------------------------------------------------------------
Security: M2012Q100 Meeting Type: MIX
Ticker: Meeting Date: 03-Feb-2019
ISIN: IL0002300114
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AS A CONDITION OF VOTING, ISRAELI MARKET REGULATIONS Non-Voting
REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A) A
PERSONAL INTEREST IN THIS COMPANY B) ARE A CONTROLLING
SHAREHOLDER IN THIS COMPANY C) ARE A SENIOR OFFICER OF
THIS COMPANY D) THAT YOU ARE AN INSTITUTIONAL CLIENT,
JOINT INVESTMENT FUND MANAGER OR TRUST FUND. BY VOTING
THROUGH THE PROXY EDGE PLATFORM YOU ARE CONFIRMING THE
ANSWER FOR A, B AND C TO BE NO AND THE ANSWER FOR D TO
BE YES. SHOULD THIS NOT BE THE CASE PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY
LODGE YOUR VOTE INSTRUCTIONS ACCORDINGLY
1 COMPOSITION OF THE BOARD OF DIRECTORS: DETERMINATION Mgmt For For
OF COMPANY BOARD COMPOSITION AS OF FEBRUARY 4TH 2019
UNTIL THE NEXT ANNUAL MEETING, TO INCLUDE 9 BOARD
MEMBERS: 3 EXTERNAL DIRECTORS (SERVING AND NOT UP TO
ELECTION IN THIS MEETING) 2 INDEPENDENT DIRECTORS 1
DIRECTOR FROM AMONGST THE EMPLOYEES 3 ORDINARY
DIRECTORS
2.1 APPOINTMENT OF MR. SHLOMO RODAV AS AN ORDINARY Mgmt Against Against
DIRECTOR
2.2 APPOINTMENT OF MR. DORON TURGEMAN AS AN ORDINARY Mgmt Against Against
DIRECTOR
2.3 APPOINTMENT OF MR. AMI BARLEV AS AN ORDINARY DIRECTOR Mgmt For For
3 APPOINTMENT OF MR. RAMI NOMKIN AS A DIRECTOR ON BEHALF Mgmt For For
OF THE EMPLOYEES
4.1 APPOINTMENT OF MR. DAVID GRANOT AS AN INDEPENDENT Mgmt For For
DIRECTOR
4.2 APPOINTMENT OF MR. DOV KOTLER AS AN INDEPENDENT Mgmt Against Against
DIRECTOR
5 APPOINTMENT OF AUDITORS AND AUTHORITY OF THE COMPANY'S Mgmt Against Against
BOARD OF DIRECTORS TO SET THE AUDITORS' FEES: KPMG
AUDITING FIRM, SOMEKH CHAIKIN & CO
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH Non-Voting
QUORUM, THERE WILL BE A SECOND CALL ON 30 APRIL 2019.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN
VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
6 DISCUSSION ON THE COMPANY'S FINANCIAL STATEMENTS AND Non-Voting
DIRECTORS' REPORT FOR 2018, TO PUBLISHED IN MARCH 2019
CMMT 10 JAN 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO CHANGE IN NUMBERING OF ALL RESOLUTIONS AND ADDITION
OF RESOLUTION 6. IF YOU HAVE ALREADY SENT IN YOUR
VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CARREFOUR SA Agenda Number: 711152316
--------------------------------------------------------------------------------------------------------------------------
Security: F13923119 Meeting Type: MIX
Ticker: Meeting Date: 14-Jun-2019
ISIN: FR0000120172
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID Non-Voting
VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF
"ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD Non-Voting
SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS:
VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL
CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL
CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
CMMT IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED Non-Voting
DURING THE MEETING, YOUR VOTE WILL DEFAULT TO
'ABSTAIN'. SHARES CAN ALTERNATIVELY BE PASSED TO THE
CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH
ITEM RAISED. SHOULD YOU WISH TO PASS CONTROL OF YOUR
SHARES IN THIS WAY, PLEASE CONTACT YOUR BROADRIDGE
CLIENT SERVICE REPRESENTATIVE. THANK YOU
O.1 APPROVAL OF THE CORPORATE FINANCIAL STATEMENTS FOR THE Mgmt For For
FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR Mgmt For For
THE FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.3 ALLOCATION OF INCOME, SETTING OF THE DIVIDEND, OPTION Mgmt For For
FOR DIVIDEND PAYMENT IN SHARES
O.4 RATIFICATION OF TRANSFERRING THE REGISTERED OFFICE Mgmt For For
O.5 RATIFICATION OF THE CO-OPTATION OF MRS. CLAUDIA Mgmt For For
ALMEIDA E SILVA AS DIRECTOR, AS A REPLACEMENT FOR MRS.
AMELIE OUDEA-CASTERA
O.6 RATIFICATION OF THE CO-OPTATION OF MR. ALEXANDRE Mgmt Against Against
ARNAULT AS DIRECTOR, AS A REPLACEMENT FOR MR. BERNARD
ARNAULT
O.7 RENEWAL OF THE TERM OF OFFICE OF MR. THIERRY BRETON AS Mgmt Against Against
DIRECTOR
O.8 RENEWAL OF THE TERM OF OFFICE OF MRS. FLAVIA BUARQUE Mgmt Against Against
DE ALMEIDA AS DIRECTOR
O.9 RENEWAL OF THE TERM OF OFFICE OF MR. ABILIO DINIZ AS Mgmt Against Against
DIRECTOR
O.10 RENEWAL OF THE TERM OF OFFICE OF MR. CHARLES Mgmt Against Against
EDELSTENNE AS DIRECTOR
O.11 SETTING THE ANNUAL AMOUNT OF ATTENDANCE FEES TO BE Mgmt For For
ALLOCATED TO DIRECTORS
O.12 APPROVAL OF THE REGULATED AGREEMENTS AND COMMITMENTS Mgmt For For
REFERRED TO IN ARTICLES L. 225-38 AND FOLLOWING OF THE
FRENCH COMMERCIAL CODE
O.13 APPROVAL OF THE COMMITMENTS MADE FOR THE BENEFIT OF Mgmt Against Against
MR. ALEXANDRE BOMPARD, CHAIRMAN AND CHIEF EXECUTIVE
OFFICER, PURSUANT TO THE PROVISIONS OF ARTICLE L.
225-42-1 OF THE FRENCH COMMERCIAL CODE
O.14 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL Mgmt Against Against
ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS
OF ANY KIND PAID OR ALLOCATED TO MR. ALEXANDRE
BOMPARD, CHAIRMAN AND CHIEF EXECUTIVE OFFICER, FOR THE
FINANCIAL YEAR 2018
O.15 APPROVAL OF THE PRINCIPLES AND CRITERIA FOR Mgmt Against Against
DETERMINING, DISTRIBUTING AND ALLOCATING FIXED,
VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL
COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO
MR. ALEXANDRE BOMPARD IN HIS CAPACITY AS CHAIRMAN AND
CHIEF EXECUTIVE OFFICER FOR THE FINANCIAL YEAR 2019
O.16 AUTHORIZATION GRANTED FOR A PERIOD OF 18 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO TRADE IN THE SHARES OF THE
COMPANY
E.17 ADDITION OF A PREAMBLE BEFORE ARTICLE 1 OF THE BYLAWS Mgmt For For
TO ADOPT A PURPOSE OF THE COMPANY
E.18 AUTHORIZATION GRANTED FOR A PERIOD OF 18 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO REDUCE THE CAPITAL BY CANCELLING
SHARES
E.19 DELEGATION OF AUTHORITY FOR A TERM OF 26 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE SHARES AND EQUITY
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES AS WELL AS TRANSFERABLE SECURITIES GRANTING
ACCESS TO EQUITY SECURITIES TO BE ISSUED, WITH
RETENTION OF THE SHAREHOLDERS' PRE-EMPTIVE
SUBSCRIPTION RIGHT, FOR A MAXIMUM NOMINAL AMOUNT OF
500 MILLION EUROS
E.20 DELEGATION OF AUTHORITY FOR A TERM OF 26 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE SHARES AND EQUITY
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES AND TRANSFERABLE SECURITIES GRANTING ACCESS
TO EQUITY SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT,
IN THE CONTEXT OF A PUBLIC OFFERING OR TO REMUNERATE
SECURITIES CONTRIBUTED TO A PUBLIC EXCHANGE OFFER
INITIATED BY THE COMPANY, FOR A MAXIMUM NOMINAL AMOUNT
OF 175 MILLION EUROS
E.21 DELEGATION OF AUTHORITY FOR A TERM OF 26 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE SHARES AND EQUITY
SECURITIES GRANTING ACCESS TO OTHER EQUITY SECURITIES
OR GRANTING ENTITLEMENT TO THE ALLOCATION OF DEBT
SECURITIES AND TRANSFERABLE SECURITIES GRANTING ACCESS
TO EQUITY SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT,
THROUGH PRIVATE PLACEMENT PURSUANT TO ARTICLE L.411-2
SECTION II OF THE FRENCH MONETARY AND FINANCIAL CODE
AND FOR A MAXIMUM NOMINAL AMOUNT OF 175 MILLION EUROS
E.22 DELEGATION OF AUTHORITY FOR A PERIOD OF 26 MONTHS TO Mgmt For For
THE BOARD OF DIRECTORS TO INCREASE THE NUMBER OF
SECURITIES TO BE ISSUED IN THE EVENT OF A CAPITAL
INCREASE WITH OR WITHOUT PRE-EMPTIVE SUBSCRIPTION
RIGHT, UP TO A LIMIT OF 15 % OF THE INITIAL CAPITAL
INCREASE
E.23 DELEGATION OF POWERS FOR A PERIOD OF 26 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE, WITHIN A LIMIT OF 10% OF
THE CAPITAL, SHARES AND EQUITY SECURITIES GRANTING
ACCESS TO OTHER EQUITY SECURITIES OR GRANTING
ENTITLEMENT TO THE ALLOCATION OF DEBT SECURITIES AS
WELL AS TRANSFERABLE SECURITIES GRANTING ACCESS TO
EQUITY SECURITIES TO BE ISSUED TO REMUNERATE
CONTRIBUTIONS IN KIND GRANTED TO THE COMPANY
E.24 DELEGATION OF AUTHORITY FOR A PERIOD OF 26 MONTHS TO Mgmt For For
THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL
BY INCORPORATION OF PREMIUMS, RESERVES OR PROFITS, FOR
A MAXIMUM NOMINAL AMOUNT OF 500 MILLION EUROS
E.25 AUTHORIZATION GRANTED FOR A PERIOD OF 38 MONTHS TO THE Mgmt Against Against
BOARD OF DIRECTORS TO GRANT FREE EXISTING SHARES OR
SHARES TO BE ISSUED FOR THE BENEFIT OF EMPLOYEES AND
CORPORATE OFFICERS OF THE COMPANY AND ITS
SUBSIDIARIES, ENTAILING A WAIVER BY SHAREHOLDERS OF
THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT TO THE SHARES TO
BE ISSUED DUE TO THE ALLOCATION OF FREE SHARES, WITHIN
THE LIMIT OF 0.8% OF THE SHARE CAPITAL
E.26 DELEGATION OF AUTHORITY FOR A PERIOD OF 26 MONTHS TO Mgmt For For
THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL,
WITH CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION
RIGHT, FOR THE BENEFIT OF MEMBERS OF A COMPANY SAVINGS
PLAN, FOR A MAXIMUM NOMINAL AMOUNT OF 35 MILLION EUROS
E.27 POWERS FOR FORMALITIES Mgmt For For
CMMT 24 MAY 2019: PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0508/201905081901665.pdf AND
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0524/201905241902370.pdf; PLEASE NOTE THAT
THIS IS A REVISION DUE TO ADDITION OF URL LINK. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CENTRICA PLC Agenda Number: 710901376
--------------------------------------------------------------------------------------------------------------------------
Security: G2018Z143 Meeting Type: AGM
Ticker: Meeting Date: 13-May-2019
ISIN: GB00B033F229
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ACCOUNTS AND THE REPORTS OF THE Mgmt For For
DIRECTORS AND THE AUDITORS FOR THE YEAR ENDED 31
DECEMBER 2018
2 TO APPROVE THE DIRECTORS' ANNUAL REMUNERATION REPORT Mgmt For For
FOR THE YEAR ENDED 31 DECEMBER 2018 AS SET OUT ON
PAGES 94 TO 103 OF THE ANNUAL REPORT AND ACCOUNTS 2018
3 THAT A FINAL CASH DIVIDEND OF 8.4 PENCE PER ORDINARY Mgmt For For
SHARE FOR THE YEAR ENDED 31 DECEMBER 2018 BE PAID ON
27 JUNE 2019 TO SHAREHOLDERS ON THE REGISTER OF
SHAREHOLDERS AT THE CLOSE OF BUSINESS ON 10 MAY 2019
4 ELECTION OF DIRECTOR: CHARLES BERRY Mgmt For For
5 ELECTION OF DIRECTOR: RICHARD HOOKWAY Mgmt For For
6 ELECTION OF DIRECTOR: PAM KAUR Mgmt For For
7 ELECTION OF DIRECTOR: KEVIN O'BYRNE Mgmt For For
8 ELECTION OF DIRECTOR: CHRIS O'SHEA Mgmt For For
9 ELECTION OF DIRECTOR: SARWJIT SAMBHI Mgmt For For
10 RE-ELECTION OF DIRECTOR: IAIN CONN Mgmt For For
11 RE-ELECTION OF DIRECTOR: JOAN GILLMAN Mgmt For For
12 RE-ELECTION OF DIRECTOR: STEPHEN HESTER Mgmt For For
13 RE-ELECTION OF DIRECTOR: CARLOS PASCUAL Mgmt For For
14 RE-ELECTION OF DIRECTOR: STEVE PUSEY Mgmt For For
15 RE-ELECTION OF DIRECTOR: SCOTT WHEWAY Mgmt For For
16 THAT DELOITTE LLP BE RE-APPOINTED AS AUDITORS OF THE Mgmt For For
COMPANY, TO HOLD OFFICE UNTIL THE CONCLUSION OF THE
NEXT GENERAL MEETING AT WHICH ACCOUNTS ARE LAID
17 THAT THE DIRECTORS BE AUTHORISED TO DETERMINE THE Mgmt For For
AUDITORS' REMUNERATION
18 POLITICAL DONATIONS Mgmt For For
19 AUTHORITY TO ALLOT SHARES Mgmt For For
20 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS: THAT, Mgmt For For
SUBJECT TO THE PASSING OF RESOLUTION 19, THE DIRECTORS
BE AUTHORISED TO ALLOT EQUITY SECURITIES (AS DEFINED
IN THE ACT) FOR CASH UNDER THE AUTHORITY GIVEN BY THAT
RESOLUTION AND/OR TO SELL ORDINARY SHARES HELD BY THE
COMPANY AS TREASURY SHARES FOR CASH AS IF SECTION 561
OF THE ACT DID NOT APPLY TO ANY SUCH ALLOTMENT OR
SALE, SUCH AUTHORITY TO BE LIMITED: A. TO THE
ALLOTMENT OF EQUITY SECURITIES AND SALE OF TREASURY
SHARES IN CONNECTION WITH AN OFFER OF, OR INVITATION
TO APPLY FOR, EQUITY SECURITIES (BUT IN THE CASE OF
THE AUTHORITY GRANTED UNDER PARAGRAPH (B) OF
RESOLUTION 19, BY WAY OF A RIGHTS ISSUE ONLY): (I) TO
ORDINARY SHAREHOLDERS IN PROPORTION (AS NEARLY AS MAY
BE PRACTICABLE) TO THEIR EXISTING HOLDINGS; AND (II)
TO HOLDERS OF OTHER EQUITY SECURITIES, AS REQUIRED BY
THE RIGHTS OF THOSE SECURITIES, OR AS THE DIRECTORS
OTHERWISE CONSIDER NECESSARY, AND SO THAT THE
DIRECTORS MAY IMPOSE ANY LIMITS OR RESTRICTIONS AND
MAKE ANY ARRANGEMENTS WHICH THEY CONSIDER NECESSARY OR
APPROPRIATE TO DEAL WITH TREASURY SHARES, FRACTIONAL
ENTITLEMENTS, RECORD DATES, LEGAL, REGULATORY OR
PRACTICAL PROBLEMS IN, OR UNDER THE LAWS OF, ANY
TERRITORY OR ANY OTHER MATTER; AND B. IN THE CASE OF
THE AUTHORITY GRANTED UNDER PARAGRAPH (A) OF
RESOLUTION 19 AND/OR IN THE CASE OF ANY SALE OF
TREASURY SHARES, TO THE ALLOTMENT OF EQUITY SECURITIES
OR SALE OF TREASURY SHARES (OTHERWISE THAN UNDER
PARAGRAPH (A) OF THIS RESOLUTION) UP TO A NOMINAL
AMOUNT OF GBP 17,583,753, SUCH AUTHORITY TO APPLY
UNTIL THE CONCLUSION OF THE 2020 AGM (OR, IF EARLIER,
UNTIL THE CLOSE OF BUSINESS ON 31 JULY 2020), SAVE
THAT, IN EACH CASE, DURING THIS PERIOD THE COMPANY MAY
MAKE OFFERS, AND ENTER INTO AGREEMENTS, WHICH WOULD,
OR MIGHT, REQUIRE EQUITY SECURITIES TO BE ALLOTTED
(AND TREASURY SHARES TO BE SOLD) AFTER THE AUTHORITY
EXPIRES AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES
(AND SELL TREASURY SHARES) UNDER ANY SUCH OFFER OR
AGREEMENT AS IF THE AUTHORITY HAD NOT EXPIRED
21 THAT, SUBJECT TO THE PASSING OF RESOLUTION 19, THE Mgmt For For
DIRECTORS BE AUTHORISED, IN ADDITION TO ANY AUTHORITY
GRANTED UNDER RESOLUTION 20, TO ALLOT EQUITY
SECURITIES (AS DEFINED IN THE ACT) FOR CASH UNDER THE
AUTHORITY GIVEN BY THAT RESOLUTION AND/OR TO SELL
ORDINARY SHARES HELD BY THE COMPANY AS TREASURY SHARES
FOR CASH AS IF SECTION 561 OF THE ACT DID NOT APPLY TO
ANY SUCH ALLOTMENT OR SALE, SUCH AUTHORITY TO BE: A.
LIMITED TO THE ALLOTMENT OF EQUITY SECURITIES OR SALE
OF TREASURY SHARES UP TO A NOMINAL AMOUNT OF GBP
17,583,753 (BEING APPROXIMATELY 5% OF THE ISSUED SHARE
CAPITAL AS AT 11 MARCH 2019); AND B. USED ONLY FOR THE
PURPOSES OF FINANCING (OR REFINANCING, IF THE
AUTHORITY IS TO BE USED WITHIN SIX MONTHS AFTER THE
ORIGINAL TRANSACTION) A TRANSACTION WHICH THE
DIRECTORS DETERMINE TO BE AN ACQUISITION OR OTHER
CAPITAL INVESTMENT OF A KIND CONTEMPLATED BY THE
STATEMENT OF PRINCIPLES ON DISAPPLYING PRE-EMPTION
RIGHTS MOST RECENTLY PUBLISHED BY THE PRE-EMPTION
GROUP PRIOR TO THE DATE OF THIS NOTICE, SUCH AUTHORITY
TO APPLY UNTIL THE CONCLUSION OF THE 2020 AGM (OR, IF
EARLIER, UNTIL THE CLOSE OF BUSINESS ON 31 JULY 2020),
SAVE THAT, IN EACH CASE, DURING THIS PERIOD THE
COMPANY MAY MAKE OFFERS, AND ENTER INTO AGREEMENTS,
WHICH WOULD, OR MIGHT, REQUIRE EQUITY SECURITIES TO BE
ALLOTTED (AND TREASURY SHARES TO BE SOLD) AFTER THE
AUTHORITY EXPIRES AND THE DIRECTORS MAY ALLOT EQUITY
SECURITIES (AND SELL TREASURY SHARES) UNDER ANY SUCH
OFFER OR AGREEMENT AS IF THE AUTHORITY HAD NOT EXPIRED
22 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For
23 ADOPTION OF NEW ARTICLES OF ASSOCIATION Mgmt For For
24 THAT A GENERAL MEETING OF THE COMPANY OTHER THAN AN Mgmt For For
AGM MAY BE CALLED ON NOT LESS THAN 14 CLEAR DAYS'
NOTICE
--------------------------------------------------------------------------------------------------------------------------
CHOCOLADEFABRIKEN LINDT & SPRUENGLI AG Agenda Number: 710883136
--------------------------------------------------------------------------------------------------------------------------
Security: H49983176 Meeting Type: AGM
Ticker: Meeting Date: 02-May-2019
ISIN: CH0010570759
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON AGENDA AND Non-Voting
MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT
YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A MARKET
REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES
ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT
THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE
PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST
THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT
ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED
FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING
RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING
YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
1 APPROVAL OF THE STATUTORY FINANCIAL STATEMENTS OF Mgmt For For
CHOCOLADENFABRIKEN LINDT + SPRUENGLI AG AND THE
CONSOLIDATED FINANCIAL STATEMENTS OF LINDT + SPRUENGLI
GROUP FOR THE FINANCIAL YEAR 2018, ACKNOWLEDGING THE
AUDITORS REPORTS
2 ADVISORY VOTE ON THE COMPENSATION REPORT 2018 Mgmt For For
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF DIRECTORS AND Mgmt For For
THE GROUP MANAGEMENT
4.1 APPROPRIATION OF THE AVAILABLE EARNINGS 2018: CHF 640 Mgmt For For
PER REGISTERED SHARE AND CHF 64 PER PARTICIPATION
CERTIFICATE
4.2 DISTRIBUTION FROM THE RESERVES FROM CAPITAL Mgmt For For
CONTRIBUTIONS: CHF 360 PER REGISTERED SHARE AND CHF 36
PER PARTICIPATION CERTIFICATE FROM CAPITAL
CONTRIBUTION RESERVES
5 REDUCTION OF THE SHARE AND PARTICIPATION CAPITAL Mgmt For For
6.1.1 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTORS: MR. Mgmt For For
ERNST TANNER AS MEMBER AND CHAIRMAN OF THE BOARD OF
DIRECTORS
6.1.2 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTORS: MR. Mgmt For For
ANTONIO BULGHERONI AS MEMBER OF THE BOARD OF DIRECTORS
6.1.3 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTORS: MR. Mgmt For For
DR. RUDOLF K. SPRUENGLI AS MEMBER OF THE BOARD OF
DIRECTORS
6.1.4 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTORS: MS. Mgmt For For
DKFM. ELISABETH GUERTLER AS MEMBER OF THE BOARD OF
DIRECTORS
6.1.5 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTORS: MR. Mgmt For For
DR. THOMAS RINDERKNECHT AS MEMBER OF THE BOARD OF
DIRECTORS
6.1.6 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTORS: MR. Mgmt For For
SILVIO DENZ AS MEMBER OF THE BOARD OF DIRECTORS
6.2.1 ELECTION OF THE MEMBERS OF THE COMPENSATION COMMITTEE: Mgmt Against Against
MR. DR. RUDOLF K. SPRUENGLI AS MEMBER OF THE
COMPENSATION COMMITTEE
6.2.2 ELECTION OF THE MEMBERS OF THE COMPENSATION COMMITTEE: Mgmt Against Against
MR. ANTONIO BULGHERONI AS MEMBER OF THE COMPENSATION
COMMITTEE
6.2.3 ELECTION OF THE MEMBERS OF THE COMPENSATION COMMITTEE: Mgmt For For
MR. SILVIO DENZ AS MEMBER OF THE COMPENSATION
COMMITTEE
6.3 ELECTION OF DR. PATRICK SCHLEIFFER AS INDEPENDENT Mgmt For For
PROXY
6.4 ELECTION OF PRICEWATERHOUSECOOPERS AG, ZURICH, AS Mgmt For For
AUDITOR
7.1 APPROVAL OF THE MAXIMUM AGGREGATE COMPENSATION AMOUNT Mgmt For For
FOR THE BOARD OF DIRECTORS FOR THE TERM OF OFFICE
2019/2020
7.2 APPROVAL OF THE MAXIMUM AGGREGATE COMPENSATION AMOUNT Mgmt For For
FOR THE GROUP MANAGEMENT FOR THE FINANCIAL YEAR 2020
8 ADJUSTMENT OF THE CONDITIONAL PARTICIPATION CAPITAL Mgmt For For
CMMT 16 APR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF TEXT OF RESOLUTION 6. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CINEWORLD GROUP PLC Agenda Number: 710931608
--------------------------------------------------------------------------------------------------------------------------
Security: G219AH100 Meeting Type: AGM
Ticker: Meeting Date: 15-May-2019
ISIN: GB00B15FWH70
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE REPORT OF DIRECTORS AND THE Mgmt For For
AUDITED ACCOUNTS OF THE COMPANY FOR THE YEAR ENDED 31
DEC 18
2 TO RECEIVE AND APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT FOR THE YEAR ENDED 31 DECEMBER 2018
3 TO DECLARE A FINAL DIVIDEND OF 10.15 CENTS PER Mgmt For For
ORDINARY 1P SHARE IN RESPECT OF THE YEAR ENDED 31 DEC
18
4 TO RE-ELECT ANTHONY BLOOM AS A DIRECTOR OF THE COMPANY Mgmt For For
5 TO RE-ELECT ALICJA KORNASIEWICZ AS A DIRECTOR OF THE Mgmt For For
COMPANY
6 TO RE-ELECT NISAN COHEN AS A DIRECTOR OF THE COMPANY Mgmt For For
7 TO RE-ELECT ISRAEL GREIDINGER AS A DIRECTOR OF THE Mgmt For For
COMPANY
8 TO RE-ELECT MOSHE 'MOOKY' GREIDINGER AS A DIRECTOR OF Mgmt For For
THE COMPANY
9 TO ELECT RENANA TEPERBERG AS A DIRECTOR OF THE COMPANY Mgmt For For
10 TO ELECT CAMELA GALANO AS A DIRECTOR OF THE COMPANY Mgmt For For
11 TO RE-ELECT DEAN MOORE AS A DIRECTOR OF THE COMPANY Mgmt For For
12 TO RE-ELECT SCOTT ROSENBLUM AS A DIRECTOR OF THE Mgmt For For
COMPANY
13 TO RE-ELECT ARNI SAMUELSSON AS A DIRECTOR OF THE Mgmt For For
COMPANY
14 TO RE-ELECT ERIC 'RICK' SENAT AS A DIRECTOR OF THE Mgmt For For
COMPANY
15 TO RE-APPOINT KPMG LLP AS AUDITORS OF THE COMPANY Mgmt For For
16 TO AUTHORISE THE DIRECTORS TO SET THE REMUNERATION OF Mgmt For For
THE AUDITORS
17 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
18 TO GIVE THE DIRECTORS GENERAL AUTHORITY TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS
19 TO GIVE THE DIRECTORS ADDITIONAL AUTHORITY TO DISAPPLY Mgmt For For
PRE-EMPTION RIGHTS FOR THE PURPOSES OF ACQUISITIONS OR
SPECIFIED CAPITAL INVESTMENTS
20 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES Mgmt For For
21 TO APPROVE SHORTER NOTICE PERIODS FOR CERTAIN GENERAL Mgmt For For
MEETINGS
--------------------------------------------------------------------------------------------------------------------------
COBHAM PLC Agenda Number: 710804471
--------------------------------------------------------------------------------------------------------------------------
Security: G41440143 Meeting Type: AGM
Ticker: Meeting Date: 25-Apr-2019
ISIN: GB00B07KD360
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS 2018 Mgmt For For
2 TO APPROVE THE DIRECTORS' REMUNERATION REPORT Mgmt For For
3 TO ELECT MARION BLAKEY A DIRECTOR (MEMBER OF THE AUDIT Mgmt For For
COMMITTEE)
4 TO RE-ELECT MICHAEL WAREING A DIRECTOR (MEMBER OF THE Mgmt For For
NOMINATION COMMITTEE, MEMBER OF THE BOARD RISK
COMMITTEE, CHAIR)
5 TO RE-ELECT JOHN MCADAM A DIRECTOR (MEMBER OF THE Mgmt For For
AUDIT COMMITTEE, MEMBER OF THE REMUNERATION COMMITTEE,
MEMBER OF THE NOMINATION COMMITTEE)
6 TO RE-ELECT ALISON WOOD A DIRECTOR (MEMBER OF THE Mgmt For For
AUDIT COMMITTEE, MEMBER OF THE NOMINATION COMMITTEE,
MEMBER OF THE BOARD RISK COMMITTEE, MEMBER OF THE
REMUNERATION COMMITTEE, CHAIR)
7 TO RE-ELECT RENE MEDORI A DIRECTOR (MEMBER OF THE Mgmt For For
AUDIT COMMITTEE, MEMBER OF THE NOMINATION COMMITTEE,
MEMBER OF THE BOARD RISK COMMITTEE, CHAIR)
8 RE-ELECT NORTON SCHWARTZ A DIRECTOR (MEMBER OF THE Mgmt For For
AUDIT COMMITTEE, MEMBER OF THE BOARD RISK COMMITTEE,
MEMBER OF THE REMUNERATION COMMITTEE)
9 TO RE-ELECT DAVID LOCKWOOD A DIRECTOR Mgmt For For
10 TO RE-ELECT DAVID MELLORS A DIRECTOR Mgmt For For
11 TO APPOINT EY AS AUDITOR Mgmt For For
12 TO AUTHORISE THE AUDIT COMMITTEE TO DETERMINE THE Mgmt For For
AUDITORS' REMUNERATION
13 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES Mgmt For For
14 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES AND GRANT Mgmt For For
RIGHTS
15 GENERAL AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
CMMT PLEASE NOTE THAT RESOLUTION 16 IS SUBJECT TO THE Non-Voting
PASSING OF RESOLUTION 14. THANK YOU
16 ADDITIONAL DISAPPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
17 TO AUTHORISE THE CALLING OF GENERAL MEETINGS (OTHER Mgmt For For
THAN ANNUAL GENERAL MEETINGS) ON NOT LESS THAN 14
CLEAR DAYS' NOTICE
CMMT 28 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT OF RESOLUTION 1. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
COMPASS GROUP PLC Agenda Number: 710342192
--------------------------------------------------------------------------------------------------------------------------
Security: G23296208 Meeting Type: AGM
Ticker: Meeting Date: 07-Feb-2019
ISIN: GB00BD6K4575
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RECEIVE AND ADOPT THE DIRECTORS' ANNUAL REPORT AND Mgmt For For
ACCOUNTS AND THE AUDITOR'S REPORT THEREON
2 RECEIVE AND ADOPT THE DIRECTORS' REMUNERATION REPORT Mgmt For For
3 DECLARE A FINAL DIVIDEND ON THE ORDINARY SHARES: 25.4 Mgmt For For
PENCE PER ORDINARY SHARE
4 TO ELECT JOHN BRYANT AS A DIRECTOR Mgmt For For
5 TO ELECT ANNE-FRANCOISE NESMES AS A DIRECTOR Mgmt For For
6 RE-ELECT DOMINIC BLAKEMORE AS A DIRECTOR Mgmt For For
7 RE-ELECT GARY GREEN AS A DIRECTOR Mgmt For For
8 RE-ELECT CAROL ARROWSMITH AS A DIRECTOR Mgmt For For
9 RE-ELECT JOHN BASON AS A DIRECTOR Mgmt For For
10 RE-ELECT STEFAN BOMHARD AS A DIRECTOR Mgmt For For
11 RE-ELECT NELSON SILVA AS A DIRECTOR Mgmt For For
12 RE-ELECT IREENA VITTAL AS A DIRECTOR Mgmt For For
13 RE-ELECT PAUL WALSH AS A DIRECTOR Mgmt For For
14 RE-APPOINT KPMG LLP AS AUDITOR Mgmt For For
15 AUTHORISE THE AUDIT COMMITTEE TO AGREE THE AUDITOR'S Mgmt For For
REMUNERATION
16 DONATIONS TO EU POLITICAL ORGANISATIONS Mgmt For For
17 TO APPROVE PAYMENT OF THE FULL FEE PAYABLE TO Mgmt For For
NON-EXECUTIVE DIRECTORS ('NED') IN RESPECT OF EACH NED
ROLE THEY PERFORM WITHOUT REGARD TO THE ANNUAL CAP OF
125,000 GBP
18 AUTHORITY TO ALLOT SHARES Mgmt For For
19 AUTHORITY TO ALLOT SHARES FOR CASH Mgmt For For
20 ADDITIONAL AUTHORITY TO ALLOT SHARES FOR CASH IN Mgmt For For
LIMITED CIRCUMSTANCES
21 AUTHORITY TO PURCHASE SHARES Mgmt For For
22 REDUCE GENERAL MEETING NOTICE PERIODS Mgmt For For
CMMT 19 DEC 2018: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT OF RESOLUTION 3. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
DAIRY FARM INTERNATIONAL HOLDINGS LTD (BERMUDAS) Agenda Number: 710889431
--------------------------------------------------------------------------------------------------------------------------
Security: G2624N153 Meeting Type: AGM
Ticker: Meeting Date: 08-May-2019
ISIN: BMG2624N1535
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE FINANCIAL STATEMENTS FOR 2018 AND TO Mgmt Against Against
DECLARE A FINAL DIVIDEND
2 TO RE-ELECT GEORGE J. HO AS A DIRECTOR Mgmt Against Against
3 TO RE-ELECT ADAM KESWICK AS A DIRECTOR Mgmt Against Against
4 TO RE-ELECT DR DELMAN LEE AS A DIRECTOR Mgmt For For
5 TO RE-ELECT LORD SASSOON AS A DIRECTOR Mgmt Against Against
6 TO FIX THE DIRECTORS' FEES Mgmt For For
7 TO RE-APPOINT THE AUDITORS AND TO AUTHORISE THE Mgmt For For
DIRECTORS TO FIX THEIR REMUNERATION
8 TO RENEW THE GENERAL MANDATE TO THE DIRECTORS TO ISSUE Mgmt For For
NEW SHARES
--------------------------------------------------------------------------------------------------------------------------
DAITO TRUST CONSTRUCTION CO.,LTD. Agenda Number: 711230312
--------------------------------------------------------------------------------------------------------------------------
Security: J11151107 Meeting Type: AGM
Ticker: Meeting Date: 25-Jun-2019
ISIN: JP3486800000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Kobayashi, Katsuma Mgmt For For
2.2 Appoint a Director Kawai, Shuji Mgmt Against Against
2.3 Appoint a Director Takeuchi, Kei Mgmt Against Against
2.4 Appoint a Director Uchida, Kanitsu Mgmt Against Against
2.5 Appoint a Director Saito, Kazuhiko Mgmt Against Against
2.6 Appoint a Director Nakagawa, Takeshi Mgmt Against Against
2.7 Appoint a Director Sato, Koji Mgmt Against Against
2.8 Appoint a Director Nakagami, Fumiaki Mgmt Against Against
2.9 Appoint a Director Yamaguchi, Toshiaki Mgmt For For
2.10 Appoint a Director Sasaki, Mami Mgmt For For
2.11 Appoint a Director Shoda, Takashi Mgmt For For
3 Approve Details of the Stock Compensation to be Mgmt For For
received by Directors
--------------------------------------------------------------------------------------------------------------------------
DON QUIJOTE HOLDINGS CO.,LTD. Agenda Number: 710428372
--------------------------------------------------------------------------------------------------------------------------
Security: J1235L108 Meeting Type: EGM
Ticker: Meeting Date: 31-Jan-2019
ISIN: JP3639650005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Change Official Company Name to Pan Mgmt For For
Pacific International Holdings Corporation
2 Appoint a Director except as Supervisory Committee Mgmt Against Against
Members Yasuda, Takao
--------------------------------------------------------------------------------------------------------------------------
EASYJET PLC Agenda Number: 710400893
--------------------------------------------------------------------------------------------------------------------------
Security: G3030S109 Meeting Type: AGM
Ticker: Meeting Date: 07-Feb-2019
ISIN: GB00B7KR2P84
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE ANNUAL REPORT AND ACCOUNTS FOR THE YEAR Mgmt For For
ENDED 30 SEPTEMBER 2018
2 TO APPROVE THE ANNUAL STATEMENT BY THE CHAIRMAN OF THE Mgmt For For
REMUNERATION COMMITTEE AND THE ANNUAL REPORT ON
REMUNERATION
3 TO DECLARE AN ORDINARY DIVIDEND Mgmt For For
4 TO RE-ELECT JOHN BARTON AS A DIRECTOR Mgmt For For
5 TO RE-ELECT JOHAN LUNDGREN AS A DIRECTOR Mgmt For For
6 TO RE-ELECT ANDREW FINDLAY AS A DIRECTOR Mgmt For For
7 TO RE-ELECT CHARLES GURASSA AS A DIRECTOR Mgmt For For
8 TO RE-ELECT DR. ANDREAS BIERWIRTH AS A DIRECTOR Mgmt For For
9 TO RE-ELECT MOYA GREENE AS A DIRECTOR Mgmt For For
10 TO RE-ELECT ANDY MARTIN AS A DIRECTOR Mgmt For For
11 TO ELECT JULIE SOUTHERN AS A DIRECTOR Mgmt For For
12 TO ELECT DR. ANASTASSIA LAUTERBACH AS A DIRECTOR Mgmt For For
13 TO ELECT NICK LEEDER AS A DIRECTOR Mgmt For For
14 TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS AUDITORS Mgmt For For
OF THE COMPANY
15 TO AUTHORISE THE AUDIT COMMITTEE FOR AND ON BEHALF OF Mgmt For For
THE DIRECTORS TO DETERMINE THE AUDITORS REMUNERATION
16 TO AUTHORISE THE COMPANY AND ITS SUBSIDIARIES TO MAKE Mgmt For For
POLITICAL DONATIONS AND INCUR POLITICAL EXPENDITURE
17 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
18 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS Mgmt For For
19 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES Mgmt For For
20 TO AUTHORISE THE COMPANY TO CALL GENERAL MEETINGS Mgmt For For
OTHER THAN ANNUAL GENERAL MEETINGS ON NOT LESS THAN 14
CLEAR DAYS' NOTICE
--------------------------------------------------------------------------------------------------------------------------
ELISA OYJ Agenda Number: 710516684
--------------------------------------------------------------------------------------------------------------------------
Security: X1949T102 Meeting Type: AGM
Ticker: Meeting Date: 03-Apr-2019
ISIN: FI0009007884
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT A POA IS NEEDED TO APPOINT OWN REPRESENTATIVE BUT IS Non-Voting
NOT NEEDED IF A FINNISH SUB/BANK IS APPOINTED EXCEPT
IF THE SHAREHOLDER IS FINNISH THEN A POA WOULD STILL
BE REQUIRED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
158513 DUE TO RESOLUTIONS 10 TO 12 ARE SHAREHOLDER
PROPOSALS WITH NO MANAGEMENT RECOMMENDATION. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
1 OPENING OF THE MEETING Non-Voting
2 CALLING THE MEETING TO ORDER Non-Voting
3 ELECTION OF PERSONS TO SCRUTINIZE THE MINUTES AND TO Non-Voting
SUPERVISE THE COUNTING OF VOTES
4 RECORDING THE LEGALITY OF THE MEETING Non-Voting
5 RECORDING THE ATTENDANCE AT THE MEETING AND ADOPTION Non-Voting
OF THE LIST OF VOTES
6 PRESENTATION OF THE FINANCIAL STATEMENTS, THE REPORT Non-Voting
OF THE BOARD OF DIRECTORS AND THE AUDITOR'S REPORT FOR
THE YEAR 2018: REVIEW BY THE CEO
7 ADOPTION OF THE FINANCIAL STATEMENTS Mgmt For For
8 RESOLUTION ON THE USE OF THE PROFIT SHOWN ON THE Mgmt For For
BALANCE SHEET AND THE PAYMENT OF DIVIDEND: THE BOARD
OF DIRECTORS PROPOSES TO THE GENERAL MEETING THAT THE
PROFIT FOR THE FINANCIAL PERIOD 2018 SHALL BE ADDED TO
THE ACCRUED EARNINGS AND THAT A DIVIDEND OF EUR 1.75
PER SHARE BE PAID BASED ON THE ADOPTED BALANCE SHEET
OF 31 DECEMBER 2018. THE DIVIDEND WILL BE PAID TO THE
SHAREHOLDERS REGISTERED IN THE REGISTER OF
SHAREHOLDERS HELD BY EUROCLEAR FINLAND LTD ON THE
DIVIDEND PAYMENT RECORD DATE OF 5 APRIL 2019. THE
BOARD OF DIRECTORS PROPOSES THAT THE DIVIDEND BE PAID
ON 16 APRIL 2019
9 RESOLUTION ON THE DISCHARGE OF THE MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS AND THE CEO FROM LIABILITY
CMMT PLEASE NOTE THAT RESOLUTIONS 10 TO 12 ARE PROPOSED BY Non-Voting
SHAREHOLDERS' NOMINATION BOARD AND BOARD DOES NOT MAKE
ANY RECOMMENDATION ON THIS PROPOSAL. THE STANDING
INSTRUCTIONS ARE DISABLED FOR THIS MEETING
10 RESOLUTION ON THE REMUNERATION OF THE MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS AND ON THE GROUNDS FOR
REIMBURSEMENT OF TRAVEL EXPENSES
11 RESOLUTION ON THE NUMBER OF MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS: THE SHAREHOLDERS' NOMINATION BOARD PROPOSES
TO THE GENERAL MEETING THAT THE NUMBER OF MEMBERS OF
THE BOARD OF DIRECTORS REMAIN AT SEVEN (7)
12 ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS: THE Mgmt Against Against
SHAREHOLDERS' NOMINATION BOARD PROPOSES TO THE GENERAL
MEETING THAT MS CLARISSE BERGGARDH, MR PETTERI
KOPONEN, MS LEENA NIEMISTO, MS SEIJA TURUNEN, MR ANSSI
VANJOKI AND MR ANTTI VASARA BE RE-ELECTED AS MEMBERS
OF THE BOARD. THE SHAREHOLDERS' NOMINATION BOARD
FURTHER PROPOSES THAT MR KIM IGNATIUS IS ELECTED AS A
NEW MEMBER OF THE BOARD. THE CURRENT CHAIRMAN OF THE
BOARD, MR RAIMO LIND HAS ANNOUNCED THAT HE WILL NOT BE
AVAILABLE FOR RE-ELECTION IN THE 2019 ANNUAL GENERAL
MEETING. THE SHAREHOLDERS' NOMINATION BOARD PROPOSES
TO THE GENERAL MEETING THAT MR ANSSI VANJOKI BE
ELECTED AS THE CHAIRMAN OF THE BOARD AND MR PETTERI
KOPONEN BE ELECTED AS THE DEPUTY CHAIRMAN. ALL THE
PROPOSED BOARD MEMBERS ARE CONSIDERED TO BE
INDEPENDENT OF THE COMPANY AND OF ITS SIGNIFICANT
SHAREHOLDERS. THE TERM OF THE MEMBERS OF THE BOARD OF
DIRECTORS ENDS AT THE CLOSE OF THE ANNUAL GENERAL
MEETING IN 2020
13 RESOLUTION ON THE REMUNERATION OF THE AUDITOR AND ON Mgmt For For
THE GROUNDS FOR REIMBURSEMENT OF TRAVEL EXPENSES
14 ELECTION OF AUDITOR: THE BOARD OF DIRECTORS PROPOSES, Mgmt For For
BASED ON THE RECOMMENDATION OF THE BOARD'S AUDIT
COMMITTEE, TO THE GENERAL MEETING, THAT KPMG OY AB,
AUTHORIZED PUBLIC ACCOUNTANTS ORGANIZATION, BE
RE-ELECTED AS THE COMPANY'S AUDITOR FOR THE FINANCIAL
PERIOD 2019. KPMG OY AB HAS INFORMED THAT THE AUDITOR
WITH PRINCIPAL RESPONSIBILITY BE MR TONI AALTONEN,
AUTHORIZED PUBLIC ACCOUNTANT
15 AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE Mgmt For For
REPURCHASE OF THE COMPANY'S OWN SHARES
16 CLOSING OF THE MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ENDESA SA Agenda Number: 710701067
--------------------------------------------------------------------------------------------------------------------------
Security: E41222113 Meeting Type: OGM
Ticker: Meeting Date: 12-Apr-2019
ISIN: ES0130670112
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVE CONSOLIDATED AND STANDALONE FINANCIAL Mgmt For For
STATEMENTS
2 APPROVE CONSOLIDATED AND STANDALONE MANAGEMENT REPORTS Mgmt For For
3 APPROVE NON-FINANCIAL INFORMATION REPORT Mgmt For For
4 APPROVE DISCHARGE OF BOARD Mgmt For For
5 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For
6 APPOINT KPMG AUDITORS AS AUDITOR Mgmt For For
7 ELECT JUAN SANCHEZ-CALERO GUILARTE AS DIRECTOR Mgmt For For
8 REELECT HELENA REVOREDO DELVECCHIO AS DIRECTOR Mgmt For For
9 REELECT IGNACIO GARRALDA RUIZ DE VELASCO AS DIRECTOR Mgmt For For
10 REELECT FRANCISCO DE LACERDA AS DIRECTOR Mgmt For For
11 REELECT ALBERTO DE PAOLI AS DIRECTOR Mgmt For For
12 APPROVE REMUNERATION REPORT Mgmt For For
13 APPROVE REMUNERATION POLICY Mgmt For For
14 APPROVE CASH-BASED LONG-TERM INCENTIVE PLAN Mgmt For For
15 AUTHORIZE BOARD TO RATIFY AND EXECUTE APPROVED Mgmt For For
RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
EZAKI GLICO CO.,LTD. Agenda Number: 711270265
--------------------------------------------------------------------------------------------------------------------------
Security: J13314109 Meeting Type: AGM
Ticker: Meeting Date: 25-Jun-2019
ISIN: JP3161200005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Change Fiscal Year End to 31st Mgmt For For
December
2.1 Appoint a Director Ezaki, Katsuhisa Mgmt For For
2.2 Appoint a Director Ezaki, Etsuro Mgmt Against Against
2.3 Appoint a Director Kuriki, Takashi Mgmt Against Against
2.4 Appoint a Director Masuda, Tetsuo Mgmt For For
2.5 Appoint a Director Kato, Takatoshi Mgmt For For
2.6 Appoint a Director Oishi, Kanoko Mgmt For For
2.7 Appoint a Director Hara, Joji Mgmt Against Against
3.1 Appoint a Corporate Auditor Onuki, Akira Mgmt For For
3.2 Appoint a Corporate Auditor Iwai, Shintaro Mgmt For For
3.3 Appoint a Corporate Auditor Kudo, Minoru Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
FAMILYMART UNY HOLDINGS CO.,LTD. Agenda Number: 711130978
--------------------------------------------------------------------------------------------------------------------------
Security: J1340R107 Meeting Type: AGM
Ticker: Meeting Date: 28-May-2019
ISIN: JP3802600001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Amend Articles to: Change Official Company Name to Mgmt For For
FamilyMart Co.,Ltd., Amend Business Lines, Increase
the Board of Corporate Auditors Size to 6
2.1 Appoint a Director Takayanagi, Koji Mgmt Against Against
2.2 Appoint a Director Sawada, Takashi Mgmt For For
2.3 Appoint a Director Kato, Toshio Mgmt Against Against
2.4 Appoint a Director Nakade, Kunihiro Mgmt Against Against
2.5 Appoint a Director Kubo, Isao Mgmt Against Against
2.6 Appoint a Director Tsukamoto, Naoyoshi Mgmt Against Against
2.7 Appoint a Director Inoue, Atsushi Mgmt Against Against
2.8 Appoint a Director Takahashi, Jun Mgmt Against Against
2.9 Appoint a Director Nishiwaki, Mikio Mgmt Against Against
2.10 Appoint a Director Izawa, Tadashi Mgmt For For
2.11 Appoint a Director Takaoka, Mika Mgmt For For
2.12 Appoint a Director Sekine, Chikako Mgmt For For
3.1 Appoint a Corporate Auditor Tateoka, Shintaro Mgmt For For
3.2 Appoint a Corporate Auditor Sato, Katsuji Mgmt For For
3.3 Appoint a Corporate Auditor Uchijima, Ichiro Mgmt For For
3.4 Appoint a Corporate Auditor Shirata, Yoshiko Mgmt For For
4 Approve Details of the Compensation to be received by Mgmt For For
Corporate Officers
--------------------------------------------------------------------------------------------------------------------------
FUJI MEDIA HOLDINGS,INC. Agenda Number: 711270518
--------------------------------------------------------------------------------------------------------------------------
Security: J15477102 Meeting Type: AGM
Ticker: Meeting Date: 26-Jun-2019
ISIN: JP3819400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Miyauchi, Masaki Mgmt Against Against
2.2 Appoint a Director Kanemitsu, Osamu Mgmt Against Against
2.3 Appoint a Director Wagai, Takashi Mgmt Against Against
2.4 Appoint a Director Habara, Tsuyoshi Mgmt Against Against
2.5 Appoint a Director Hieda, Hisashi Mgmt Against Against
2.6 Appoint a Director Endo, Ryunosuke Mgmt Against Against
2.7 Appoint a Director Kishimoto, Ichiro Mgmt Against Against
2.8 Appoint a Director Matsumura, Kazutoshi Mgmt Against Against
2.9 Appoint a Director Ishihara, Takashi Mgmt Against Against
2.10 Appoint a Director Kiyohara, Takehiko Mgmt Against Against
2.11 Appoint a Director Shimatani, Yoshishige Mgmt Against Against
2.12 Appoint a Director Miki, Akihiro Mgmt Against Against
2.13 Appoint a Director Terasaki, Kazuo Mgmt Against Against
2.14 Appoint a Director Shimizu, Kenji Mgmt Against Against
2.15 Appoint a Director Yoshimoto, Osamu Mgmt Against Against
2.16 Appoint a Director Ogawa, Shinichi Mgmt Against Against
2.17 Appoint a Director Fukui, Sumio Mgmt Against Against
2.18 Appoint a Director Uchida, Masaru Mgmt Against Against
3 Appoint a Corporate Auditor Mogi, Yuzaburo Mgmt For For
4 Appoint a Substitute Corporate Auditor Iizuka, Mgmt Against Against
Hirohiko
--------------------------------------------------------------------------------------------------------------------------
GENMAB A/S Agenda Number: 710595541
--------------------------------------------------------------------------------------------------------------------------
Security: K3967W102 Meeting Type: AGM
Ticker: Meeting Date: 29-Mar-2019
ISIN: DK0010272202
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 4.A TO
4.F AND 5. THANK YOU
1 REPORT BY THE BOARD OF DIRECTORS ON THE COMPANY'S Non-Voting
ACTIVITIES DURING THE YEAR
2 ADOPTION OF THE AUDITED ANNUAL REPORT AND DISCHARGE OF Mgmt For For
THE BOARD OF DIRECTORS AND THE EXECUTIVE MANAGEMENT
3 DECISION AS TO THE DISTRIBUTION OF PROFIT ACCORDING TO Mgmt For For
THE ADOPTED ANNUAL REPORT
4.A RE-ELECTION OF MATS PETTERSSON AS A BOARD OF DIRECTOR Mgmt For For
4.B RE-ELECTION OF DEIRDRE P. CONNELLY AS A BOARD OF Mgmt For For
DIRECTOR
4.C RE-ELECTION OF PERNILLE ERENBJERG AS A BOARD OF Mgmt For For
DIRECTOR
4.D RE-ELECTION OF ROLF HOFFMANN AS A BOARD OF DIRECTOR Mgmt For For
4.E RE-ELECTION OF DR. PAOLO PAOLETTI AS A BOARD OF Mgmt For For
DIRECTOR
4.F RE-ELECTION OF DR. ANDERS GERSEL PEDERSEN AS A BOARD Mgmt For For
OF DIRECTOR
5 RE-ELECTION OF PRICEWATERHOUSECOOPERS STATSAUTORISERET Mgmt For For
REVISIONSPARTNERSELSKAB AS A AUDITOR
6.A PROPOSALS FROM THE BOARD OF DIRECTORS: AMENDMENT OF Mgmt Against Against
THE REMUNERATION PRINCIPLES FOR THE BOARD OF DIRECTORS
AND THE EXECUTIVE MANAGEMENT
6.B PROPOSALS FROM THE BOARD OF DIRECTORS: APPROVAL OF THE Mgmt Against Against
BOARD OF DIRECTORS' REMUNERATION FOR 2019
6.C PROPOSALS FROM THE BOARD OF DIRECTORS: AMENDMENT OF Mgmt For For
ARTICLE 5 (AUTHORIZATION TO ISSUE WARRANTS)
6.D PROPOSALS FROM THE BOARD OF DIRECTORS: AUTHORIZATION Mgmt For For
OF THE BOARD OF DIRECTORS TO ACQUIRE TREASURY SHARES
7 AUTHORIZATION OF THE CHAIRMAN OF THE GENERAL MEETING Mgmt For For
TO REGISTER RESOLUTIONS PASSED BY THE GENERAL MEETING
8 MISCELLANEOUS Non-Voting
--------------------------------------------------------------------------------------------------------------------------
GETLINK SE Agenda Number: 710593977
--------------------------------------------------------------------------------------------------------------------------
Security: F477AL114 Meeting Type: MIX
Ticker: Meeting Date: 18-Apr-2019
ISIN: FR0010533075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD Non-Voting
SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS:
VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL
CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL
CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
CMMT IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED Non-Voting
DURING THE MEETING, YOUR VOTE WILL DEFAULT TO
'ABSTAIN'. SHARES CAN ALTERNATIVELY BE PASSED TO THE
CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH
ITEM RAISED. SHOULD YOU WISH TO PASS CONTROL OF YOUR
SHARES IN THIS WAY, PLEASE CONTACT YOUR BROADRIDGE
CLIENT SERVICE REPRESENTATIVE. THANK YOU
O.1 REVIEW AND APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2018
O.2 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 Mgmt For For
DECEMBER 2018 - DISTRIBUTION OF THE DIVIDENDS
O.3 REVIEW AND APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2018
O.4 APPROVAL OF THE STATUTORY AUDITORS' SPECIAL REPORT ON Mgmt For For
THE REGULATED AGREEMENTS AND COMMITMENTS REFERRED TO
IN ARTICLES L. 225-38 AND FOLLOWING OF THE FRENCH
COMMERCIAL CODE
O.5 AUTHORIZATION GRANTED FOR 18 MONTHS TO THE BOARD OF Mgmt For For
DIRECTORS TO ALLOW THE COMPANY TO REPURCHASE AND TRADE
IN ITS OWN SHARES
O.6 RENEWAL OF THE TERM OF OFFICE OF KPMG SA AS PRINCIPAL Mgmt For For
STATUTORY AUDITOR
O.7 RENEWAL OF THE TERM OF OFFICE OF MAZARS AS PRINCIPAL Mgmt For For
STATUTORY AUDITOR
O.8 ACKNOWLEDGMENT OF THE END OF THE TERM OF OFFICE OF Mgmt For For
KPMG AUDIT IS AS DEPUTY STATUTORY AUDITOR
O.9 ACKNOWLEDGMENT OF THE END OF THE TERM OF OFFICE OF MR. Mgmt For For
HERVE HELIAS AS DEPUTY STATUTORY AUDITOR
O.10 APPROVAL OF THE COMPENSATION DUE OR AWARDED FOR THE Mgmt For For
FINANCIAL YEAR ENDED 31 DECEMBER 2018 TO MR. JACQUES
GOUNON, CHAIRMAN AND CHIEF EXECUTIVE OFFICER
O.11 APPROVAL OF THE COMPENSATION DUE OR AWARDED FOR THE Mgmt For For
FINANCIAL YEAR ENDED 31 DECEMBER 2018 TO MR. FRANCOIS
GAUTHEY, DEPUTY CHIEF EXECUTIVE OFFICER
O.12 APPROVAL OF THE COMPENSATION POLICY APPLICABLE TO THE Mgmt For For
CHAIRMAN AND CHIEF EXECUTIVE OFFICER
O.13 APPROVAL OF THE COMPENSATION POLICY APPLICABLE TO THE Mgmt For For
DEPUTY CHIEF EXECUTIVE OFFICER
E.14 RENEWAL OF THE DELEGATION OF AUTHORITY GRANTED FOR 26 Mgmt For For
MONTHS TO THE BOARD OF DIRECTORS TO ISSUE COMMON
SHARES OF THE COMPANY OR TRANSFERABLE SECURITIES
GRANTING ACCESS TO COMMON SHARES OF THE COMPANY OR
GROUP COMPANIES OF THE COMPANY, WITH RETENTION OF THE
SHAREHOLDERS' PRE-EMPTIVE SUBSCRIPTION RIGHT
E.15 DELEGATION OF AUTHORITY GRANTED FOR 26 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO ISSUE COMMON SHARES OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO THE
CAPITAL, WITHIN THE LIMIT OF 10% OF THE SHARE CAPITAL
AS COMPENSATION FOR CONTRIBUTIONS IN KIND RELATING TO
EQUITY SECURITIES OR TRANSFERABLE SECURITIES GRANTING
ACCESS TO THE CAPITAL
E.16 OVERALL LIMITATION OF ISSUE AUTHORIZATIONS WITH OR Mgmt For For
WITHOUT CANCELLATION OF THE PRE-EMPTIVE SUBSCRIPTION
RIGHT
E.17 DELEGATION OF AUTHORITY GRANTED FOR 12 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS, TO PROCEED WITH A FREE COLLECTIVE
ALLOTMENT OF SHARES TO ALL NON-EXECUTIVE EMPLOYEES OF
THE COMPANY AND COMPANIES DIRECTLY OR INDIRECTLY
RELATED TO IT WITHIN THE MEANING OF ARTICLE L.
225-197-2 OF THE FRENCH COMMERCIAL CODE
E.18 LONG-TERM INCENTIVE PROGRAM FOR EXECUTIVE MANAGERS AND Mgmt For For
EXECUTIVE CORPORATE OFFICERS: CREATION OF PREFERRED
SHARES CONVERTIBLE INTO COMMON SHARES AFTER A PERIOD
OF THREE YEARS, SUBJECT TO PERFORMANCE CONDITIONS
E.19 DELEGATION OF AUTHORITY GRANTED FOR 12 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS, IN ORDER TO ALLOT FREE PREFERENCE
SHARES TO CERTAIN EXECUTIVE CORPORATE OFFICERS OF THE
COMPANY AND CERTAIN EXECUTIVES OF THE COMPANY AND ITS
SUBSIDIARIES, ENTAILING THE WAIVER BY SHAREHOLDERS OF
THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT
E.20 AUTHORIZATION GRANTED FOR 18 MONTHS TO THE BOARD OF Mgmt For For
DIRECTORS TO REDUCE THE CAPITAL BY CANCELLING SHARES
E.21 DELEGATION OF AUTHORITY GRANTED FOR 26 MONTHS TO THE Mgmt For For
BOARD OF DIRECTORS TO PROCEED WITH CAPITAL INCREASES
WITH CANCELLATION OF THE SHAREHOLDERS' PRE-EMPTIVE
SUBSCRIPTION RIGHT BY ISSUING COMMON SHARES OR
TRANSFERABLE SECURITIES GRANTING ACCESS TO THE
COMPANY'S CAPITAL, RESERVED FOR EMPLOYEES WHO ARE
MEMBERS OF A COMPANY SAVINGS PLAN
E.22 AMENDMENT TO ARTICLE 26 OF THE BYLAWS Mgmt For For
E.23 AMENDMENT TO THE COMPANY'S BY-LAWS - CROSSINGS OF Mgmt Against Against
STATUTORY THRESHOLDS
E.24 DELETION OF HISTORICAL REFERENCES OF THE BYLAWS Mgmt For For
E.25 POWERS Mgmt For For
CMMT 27 MAR 2019: PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0227/201902271900383.pdf AND
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0327/201903271900778.pdf; PLEASE NOTE THAT
THIS IS A REVISION DUE TO ADDITION OF URL LINK. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
GLANBIA PLC Agenda Number: 710777179
--------------------------------------------------------------------------------------------------------------------------
Security: G39021103 Meeting Type: AGM
Ticker: Meeting Date: 24-Apr-2019
ISIN: IE0000669501
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO REVIEW THE COMPANY'S AFFAIRS AND RECEIVE AND Mgmt For For
CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED
29 DECEMBER 2018 TOGETHER WITH THE REPORTS OF THE
DIRECTORS AND THE AUDITOR THEREON
2 TO DECLARE A FINAL DIVIDEND OF 14.49 CENT PER SHARE ON Mgmt For For
THE ORDINARY SHARES FOR THE YEAR ENDED 29 DECEMBER
2018
3.A TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: PATSY AHERN
3.B TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: JER DOHENY
3.C TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: MARK GARVEY
3.D TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: VINCENT GORMAN
3.E TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: BRENDAN HAYES
3.F TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: MARTIN KEANE
3.G TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: JOHN MURPHY
3.H TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: PATRICK MURPHY
3.I TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: EAMON POWER
3.J TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: SIOBHAN TALBOT
3.K TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: PATRICK COVENEY
3.L TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: DONARD GAYNOR
3.M TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt Against Against
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: PAUL HARAN
3.N TO RE-ELECT THE FOLLOWING DIRECTOR WHO, IN ACCORDANCE Mgmt For For
WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE
CODE, RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR
RE-ELECTION: DAN O'CONNOR
4 TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF Mgmt For For
THE AUDITOR FOR THE 2019 FINANCIAL YEAR
5 TO RECEIVE AND CONSIDER THE REMUNERATION COMMITTEE Mgmt Against Against
REPORT FOR THE YEAR ENDED 29 DECEMBER 2018 (EXCLUDING
THE PART CONTAINING THE DIRECTOR'S 2018-2020
REMUNERATION POLICY) WHICH IS SET OUT ON PAGES 80 TO
101 OF THE ANNUAL REPORT
6 AUTHORISATION TO ALLOT RELEVANT SECURITIES Mgmt For For
7 ROUTINE DIS-APPLICATION OF PRE-EMPTION RIGHTS Mgmt For For
8 DIS-APPLICATION OF PRE-EMPTION RIGHTS FOR AN Mgmt For For
ADDITIONAL 5% FOR SPECIFIC TRANSACTIONS
9 APPROVAL TO CALL EXTRAORDINARY GENERAL MEETINGS ON 14 Mgmt For For
DAYS' NOTICE
--------------------------------------------------------------------------------------------------------------------------
GW PHARMACEUTICALS PLC Agenda Number: 935015013
--------------------------------------------------------------------------------------------------------------------------
Security: 36197T103 Meeting Type: Annual
Ticker: GWPH Meeting Date: 13-Jun-2019
ISIN: US36197T1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 To re-elect James Noble as a Director Mgmt For For
O2 To re-elect Thomas Lynch as a Director Mgmt For For
O3 To approve the Directors' Remuneration Report Mgmt For For
O4 To approve the compensation of the Company's named Mgmt For For
executive officers
O5 To approve the Directors' Remuneration Policy Mgmt For For
O6 To determine the frequency for approval of the Mgmt 1 Year For
compensation of the Company's named executive officers
O7 To ratify the appointment of Deloitte and Touche LLP Mgmt For For
as the Company's US public accounting firm
O8 To re-appoint Deloitte LLP as the UK Auditor Mgmt For For
O9 To authorise the Audit Committee to determine the Mgmt For For
Auditors' remuneration
O10 To receive, consider and adopt the Directors' and Mgmt For For
Auditors' Reports and Statement of Accounts for the
15-month period ended 31 December 2018 and note that
the Directors do not recommend the payment of a
dividend
O11 To authorise the Directors to allot shares pursuant to Mgmt For For
Section 551 of the Companies Act 2006 (the "2006 Act")
such authority to be valid up to 13 June 2020
S12 Subject to the passing of Resolution 11, to authorise Mgmt Against Against
the Directors to allot equity securities, under
Section 570 of the 2006 Act as if Section 561(1) of
the 2006 Act did not apply to such allotment
--------------------------------------------------------------------------------------------------------------------------
H & M HENNES & MAURITZ AB Agenda Number: 711031675
--------------------------------------------------------------------------------------------------------------------------
Security: W41422101 Meeting Type: AGM
Ticker: Meeting Date: 07-May-2019
ISIN: SE0000106270
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS AN AGAINST Non-Voting
VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF
PARTICIPANTS TO PASS A RESOLUTION.
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
158519 DUE TO RESOLUTION 16 PROPOSED BY SHAREHOLDERS.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE
NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED
AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL
BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR
TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU
1 OPENING OF THE AGM Non-Voting
2 ELECTION OF A CHAIRMAN FOR THE AGM: LAWYER SVEN UNGER Non-Voting
3 ADDRESS BY CEO KARL-JOHAN PERSSON Non-Voting
4 ESTABLISHMENT AND APPROVAL OF VOTING LIST Non-Voting
5 APPROVAL OF THE AGENDA Non-Voting
6 ELECTION OF PEOPLE TO CHECK THE MINUTES Non-Voting
7 EXAMINATION OF WHETHER THE MEETING WAS DULY CONVENED Non-Voting
8.A PRESENTATION OF THE ANNUAL ACCOUNTS AND AUDITORS' Non-Voting
REPORT AS WELL AS THE CONSOLIDATED ACCOUNTS AND
CONSOLIDATED AUDITORS' REPORT, AND AUDITORS' STATEMENT
ON WHETHER THE GUIDELINES FOR REMUNERATION TO SENIOR
EXECUTIVES APPLICABLE SINCE THE LAST AGM HAVE BEEN
FOLLOWED
8.B STATEMENT BY THE COMPANY'S AUDITOR AND THE CHAIRMAN OF Non-Voting
THE AUDITING COMMITTEE
8.C STATEMENT BY THE CHAIRMAN OF THE BOARD ON THE WORK OF Non-Voting
THE BOARD
8.D STATEMENT BY THE CHAIRMAN OF THE NOMINATION COMMITTEE Non-Voting
ON THE WORK OF THE NOMINATION COMMITTEE
9.A RESOLUTION: ADOPTION OF THE INCOME STATEMENT AND Mgmt For For
BALANCE SHEET AS WELL AS THE CONSOLIDATED INCOME
STATEMENT AND CONSOLIDATED BALANCE SHEET
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 CANDIDATES TO BE Non-Voting
ELECTED AS DIRECTORS, THERE ARE ONLY 1 VACANCIES
AVAILABLE TO BE FILLED AT THE MEETING. THE STANDING
INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND, IF
YOU CHOOSE, YOU ARE REQUIRED TO VOTE FOR ONLY 1 OF THE
2 DIRECTORS. THANK YOU
9.B.1 RESOLUTION: DISPOSAL OF THE COMPANY'S EARNINGS IN Mgmt For For
ACCORDANCE WITH THE ADOPTED BALANCE SHEETS, AND RECORD
DATE
9.B.2 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr No vote
PROPOSAL: THE SHAREHOLDER CLEAN CLOTHES CAMPAIGN
INTERNATIONAL OFFICE PROPOSES THAT THE ANNUAL GENERAL
MEETING CALLS UPON THE BOARD OF THE COMPANY TO PAY NO
DIVIDEND FOR THIS FINANCIAL YEAR AND THAT THE
COMPANY'S EARNINGS ARE INSTEAD TRANSFERRED INTO A
"LIVING WAGE FUND" AIMED AT FINANCING THE COMPANY'S
EFFORTS TO INCREASE WAGES OF WORKERS IN H&M'S SUPPLY
CHAIN: SEK 9.75 PER SHARE
9.C RESOLUTION: DISCHARGE OF THE MEMBERS OF THE BOARD AND Mgmt For For
CEO FROM LIABILITY TO THE COMPANY
CMMT PLEASE NOTE THAT RESOLUTIONS 10 TO 14 ARE PROPOSED BY Non-Voting
SHAREHOLDERS' NOMINATION BOARD AND BOARD DOES NOT MAKE
ANY RECOMMENDATION ON THESE PROPOSALS. THE STANDING
INSTRUCTIONS ARE DISABLED FOR THIS MEETING
10 ESTABLISHMENT OF THE NUMBER OF BOARD MEMBERS AND Mgmt For For
AUDITORS: THE NOMINATION COMMITTEE PROPOSES EIGHT
BOARD MEMBERS WITH NO DEPUTIES. THE NOMINATION
COMMITTEE PROPOSES THAT ONE AUDITOR BE ELECTED
11 ESTABLISHMENT OF FEES TO THE BOARD AND AUDITORS Mgmt For For
12.1 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: STINA BERGFORS
12.2 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: ANDERS DAHLVIG
12.3 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: LENA PATRIKSSON KELLER
12.4 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: STEFAN PERSSON
12.5 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt Against Against
MEMBER: CHRISTIAN SIEVERT
12.6 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: ERICA WIKING HAGER
12.7 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: NIKLAS ZENNSTROM
12.8 ELECTION OF THE NOMINATION COMMITTEE PROPOSES BOARD Mgmt For For
MEMBER: DANICA KRAGIC JENSFELT
12.9 ELECTION OF THE NOMINATION COMMITTEE PROPOSES CHAIRMAN Mgmt For For
OF THE BOARD: STEFAN PERSSON
13 ELECTION OF AUDITOR: THE NOMINATION COMMITTEE PROPOSES Mgmt For For
THAT THE REGISTERED ACCOUNTING FIRM ERNST & YOUNG AB
BE ELECTED AS AUDITOR OF THE COMPANY FOR THE PERIOD
UNTIL THE CONCLUSION OF THE 2020 ANNUAL GENERAL
MEETING, AS RECOMMENDED BY THE AUDITING COMMITTEE.
ERNST & YOUNG AB HAS NOTIFIED THAT IF THE AGM APPROVES
THE PROPOSAL, AUTHORISED PUBLIC ACCOUNTANT ASA
LUNDVALL WILL BE THE AUDITOR-IN-CHARGE
14 ELECTION OF MEMBERS OF THE NOMINATION COMMITTEE AND Mgmt Against Against
ESTABLISHMENT OF PRINCIPLES FOR THE NOMINATION
COMMITTEE
CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 OPTIONS TO Non-Voting
INDICATE A PREFERENCE ON THIS RESOLUTION, ONLY ONE CAN
BE SELECTED. THE STANDING INSTRUCTIONS FOR THIS
MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE
REQUIRED TO VOTE FOR ONLY 1 OF THE 2 OPTIONS BELOW,
YOUR OTHER VOTES MUST BE EITHER AGAINST OR ABSTAIN
THANK YOU
15.A RESOLUTION ON GUIDELINES FOR REMUNERATION TO SENIOR Mgmt For For
EXECUTIVES
15.B PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For
PROPOSAL: THE SHAREHOLDERS FONDAZIONE FINANZA ETICA
AND MEESCHART ASSET MANAGEMENT PROPOSE THAT H&M GIVES
A FULL ACCOUNT OF THE SUSTAINABILITY TARGETS THAT MUST
BE ACHIEVED IN ORDER FOR SENIOR EXECUTIVES TO BE PAID
VARIABLE REMUNERATION AND THAT H&M REPORTS ANNUALLY ON
THE PERFORMANCE OF SENIOR EXECUTIVES RELATIVE TO THESE
TARGETS
16 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against
PROPOSAL: RESOLUTION PROPOSED BY THE SHAREHOLDER BERNT
COLLIN THAT A GENERAL ANALYSIS BE CARRIED OUT FOR SEK
5 MILLION TO CHART WHICH IMPROVEMENT ACTIVITIES NEED
TO BE BETTER, AS WELL AS WHICH IMPROVEMENT ACTIVITIES
ARE FAILING TO HIT THE MARK
17 CLOSING OF THE AGM Non-Voting
--------------------------------------------------------------------------------------------------------------------------
H. LUNDBECK A/S Agenda Number: 710595630
--------------------------------------------------------------------------------------------------------------------------
Security: K4406L129 Meeting Type: AGM
Ticker: Meeting Date: 26-Mar-2019
ISIN: DK0010287234
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 4.1 TO
4.6 AND 6. THANK YOU
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 REPORT OF THE BOARD OF DIRECTORS ON THE COMPANY'S Non-Voting
ACTIVITIES DURING THE PAST YEAR
2 PRESENTATION AND APPROVAL OF THE ANNUAL REPORT Mgmt For For
3 RESOLUTION ON THE APPROPRIATION OF PROFIT OR LOSS AS Mgmt For For
RECORDED IN THE ADOPTED ANNUAL REPORT: DKK 12.00 PER
SHARE
4.1 RE-ELECTION OF LARS SOREN RASMUSSEN AS A MEMBER TO THE Mgmt For For
BOARD OF DIRECTORS
4.2 RE-ELECTION OF LENE SKOLE-SORENSEN AS A MEMBER TO THE Mgmt Abstain Against
BOARD OF DIRECTORS
4.3 RE-ELECTION OF LARS ERIK HOLMQVIST AS A MEMBER TO THE Mgmt Abstain Against
BOARD OF DIRECTORS
4.4 RE-ELECTION OF JEFFREY BERKOWITZ AS A MEMBER TO THE Mgmt For For
BOARD OF DIRECTORS
4.5 RE-ELECTION OF HENRIK ANDERSEN AS A MEMBER TO THE Mgmt For For
BOARD OF DIRECTORS
4.6 RE-ELECTION OF JEREMY MAX LEVIN AS A MEMBER TO THE Mgmt For For
BOARD OF DIRECTORS
5 APPROVAL OF REMUNERATION FOR THE BOARD OF DIRECTORS Mgmt For For
FOR THE CURRENT FINANCIAL YEAR
6 ELECTION OF ONE OR TWO STATE-AUTHORISED PUBLIC Mgmt For For
ACCOUNTANTS. THE BOARD OF DIRECTORS PROPOSES THAT
DELOITTE STATSAUTORISERET REVISIONSPARTNERSELSKAB
SHOULD BE RE-ELECTED
7.1 PROPOSAL FROM THE BOARD OF DIRECTORS TO AUTHORIZE THE Mgmt For For
BOARD OF DIRECTORS TO ALLOW THE COMPANY TO ACQUIRE OWN
SHARES
7.2 PROPOSAL FROM THE BOARD OF DIRECTORS TO ADOPT AMENDED Mgmt Against Against
REMUNERATION GUIDELINES FOR THE BOARD OF DIRECTORS AND
EXECUTIVE MANAGEMENT
7.3 PROPOSAL FROM THE BOARD OF DIRECTORS TO REMOVE THE AGE Mgmt For For
LIMIT FOR MEMBERS OF THE BOARD OF DIRECTORS AND
THEREBY AMEND ARTICLE 5.1 OF THE COMPANY'S ARTICLES OF
ASSOCIATION
7.4 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: PROPOSAL FROM THE SHAREHOLDER KRITISKE
AKTIONAERER (AN ASSOCIATION) THAT IF THE RETURN ON
EQUITY IN THE COMPANY EXCEEDS 7% THEN THE COMPANY MUST
REDUCE THE PRICES ON THE MEDICINE SOLD BY THE COMPANY
7.5 PROPOSAL FROM THE BOARD OF DIRECTORS TO AUTHORISE THE Mgmt For For
CHAIRMAN OF THE MEETING TO FILE FOR REGISTRATION OF
THE RESOLUTIONS PASSED AT THE GENERAL MEETING WITH THE
DANISH BUSINESS AUTHORITY
8 ANY OTHER BUSINESS Non-Voting
--------------------------------------------------------------------------------------------------------------------------
HOSHIZAKI CORPORATION Agenda Number: 711151299
--------------------------------------------------------------------------------------------------------------------------
Security: J23254105 Meeting Type: EGM
Ticker: Meeting Date: 30-May-2019
ISIN: JP3845770001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Non-votable Reporting item: the Annual Business Non-Voting
Reports, the Consolidated Financial Statements, the
Audit Reports and the Financial Statements
--------------------------------------------------------------------------------------------------------------------------
ICA GRUPPEN AB Agenda Number: 710674195
--------------------------------------------------------------------------------------------------------------------------
Security: W4241E105 Meeting Type: AGM
Ticker: Meeting Date: 11-Apr-2019
ISIN: SE0000652216
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 OPENING OF THE MEETING Non-Voting
2 ELECTION OF A CHAIRMAN FOR THE MEETING: CLAES-GORAN Non-Voting
SYLVEN
3 PREPARATION AND APPROVAL OF THE VOTING LIST Non-Voting
4 APPROVAL OF THE AGENDA Non-Voting
5 ELECTION OF A SECRETARY AND TWO MINUTES-CHECKERS TO Non-Voting
ATTEST THE MINUTES JOINTLY WITH THE CHAIRMAN
6 DETERMINATION OF WHETHER THE MEETING HAS BEEN DULY Non-Voting
CONVENED
7 REPORT ON THE OPERATIONS OF THE COMPANY Non-Voting
8 REPORT ON THE WORK AND FUNCTION OF THE BOARD AND ITS Non-Voting
COMMITTEES
9 PRESENTATION OF THE ANNUAL ACCOUNTS AND AUDITOR'S Non-Voting
REPORT, AND OF THE CONSOLIDATED ACCOUNTS AND AUDITOR'S
REPORT ON THE CONSOLIDATED ACCOUNTS
10 RESOLUTION ON ADOPTION OF THE INCOME STATEMENT AND Mgmt For For
BALANCE SHEET AND OF THE CONSOLIDATED INCOME STATEMENT
AND BALANCE SHEET
11 RESOLUTION ON DISPOSITION OF THE COMPANY'S PROFITS IN Mgmt For For
ACCORDANCE WITH THE ADOPTED BALANCE SHEET: DIVIDEND OF
ELEVEN KRONOR AND FIFTY ORE (SEK 11.50) PER SHARE
12 RESOLUTION ON DISCHARGE OF THE MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS AND THE CEO FROM LIABILITY
13 REPORT ON THE WORK OF THE NOMINATION COMMITTEE Non-Voting
CMMT PLEASE NOTE THAT RESOLUTIONS 14 TO 18 ARE PROPOSED BY Non-Voting
NOMINATION COMMITTEE AND BOARD DOES NOT MAKE ANY
RECOMMENDATION ON THESE PROPOSALS. THE STANDING
INSTRUCTIONS ARE DISABLED FOR THIS MEETING
14 RESOLUTION ON THE NUMBER OF BOARD MEMBERS AND Mgmt For For
AUDITORS: THE NOMINATION COMMITTEE PROPOSES TEN (10)
AGM-ELECTED REGULAR BOARD MEMBERS AND ONE (1)
CHARTERED ACCOUNTING FIRM AS AUDITOR
15 RESOLUTION ON DIRECTORS' AND AUDITOR'S FEES Mgmt For For
16 ELECTION OF BOARD MEMBERS AND THE CHAIRMAN OF THE Mgmt Against Against
BOARD: CECILIA DAUN WENNBORG, ANDREA GISLE JOOSEN,
FREDRIK HAGGLUND, JEANETTE JAGER, MAGNUS MOBERG,
FREDRIK PERSSON, CLAES- GORAN SYLVEN AND ANETTE
WIOTTI. GORAN BLOMBERG AND BENGT KJELL HAVE DECLINED
RE-ELECTION. THE NOMINATION COMMITTEE PROPOSES THAT
LENNART EVRELL AND BO SANDSTROM BE ELECTED AS NEW
BOARD MEMBERS. THE NOMINATION COMMITTEE PROPOSES THAT
CLAES-GORAN SYLVEN BE RE-ELECTED AS CHAIRMAN OF THE
BOARD
17 ELECTION OF AUDITOR: THE NOMINATION COMMITTEE PROPOSES Mgmt For For
THAT THE CHARTERED ACCOUNTING FIRM KPMG AB BE
RE-ELECTED AS AUDITOR FOR THE PERIOD UNTIL THE
CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING, AS
RECOMMENDED AND PREFERRED BY THE AUDIT COMMITTEE. KPMG
AB HAS NOTIFIED THAT, UPON THIS RESOLUTION BEING
SUPPORTED, IT WILL APPOINT AUTHORISED PUBLIC
ACCOUNTANT THOMAS FORSLUND AS CHIEF AUDITOR
18 RESOLUTION ON THE NOMINATION COMMITTEE Mgmt For For
19 RESOLUTION ON ADOPTION OF PRINCIPLES FOR REMUNERATION Mgmt Against Against
AND OTHER TERMS OF EMPLOYMENT FOR THE MEMBERS OF THE
ICA GRUPPEN MANAGEMENT TEAM
20 CONCLUSION OF THE MEETING Non-Voting
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS AN AGAINST Non-Voting
VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF
PARTICIPANTS TO PASS A RESOLUTION.
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
--------------------------------------------------------------------------------------------------------------------------
IDEMITSU KOSAN CO.,LTD. Agenda Number: 711256467
--------------------------------------------------------------------------------------------------------------------------
Security: J2388K103 Meeting Type: AGM
Ticker: Meeting Date: 27-Jun-2019
ISIN: JP3142500002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Tsukioka, Takashi Mgmt Against Against
1.2 Appoint a Director Kameoka, Tsuyoshi Mgmt Against Against
1.3 Appoint a Director Kito, Shunichi Mgmt For For
1.4 Appoint a Director Okada, Tomonori Mgmt Against Against
1.5 Appoint a Director Matsushita, Takashi Mgmt Against Against
1.6 Appoint a Director Shindome, Katsuaki Mgmt Against Against
1.7 Appoint a Director Idemitsu, Masakazu Mgmt Against Against
1.8 Appoint a Director Kubohara, Kazunari Mgmt Against Against
1.9 Appoint a Director Kikkawa, Takeo Mgmt For For
1.10 Appoint a Director Mackenzie Clugston Mgmt For For
1.11 Appoint a Director Otsuka, Norio Mgmt Against Against
1.12 Appoint a Director Yasuda, Yuko Mgmt For For
1.13 Appoint a Director Koshiba, Mitsunobu Mgmt Against Against
2 Appoint a Substitute Corporate Auditor Kai, Junko Mgmt For For
3 Approve Details of the Performance-based Stock Mgmt For For
Compensation to be received by Directors, etc.
--------------------------------------------------------------------------------------------------------------------------
INGENICO GROUP SA Agenda Number: 711064561
--------------------------------------------------------------------------------------------------------------------------
Security: F5276G104 Meeting Type: MIX
Ticker: Meeting Date: 11-Jun-2019
ISIN: FR0000125346
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID Non-Voting
VOTE OPTIONS ARE "FOR" AND "AGAINST" A VOTE OF
"ABSTAIN" WILL BE TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD Non-Voting
SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS:
VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL
CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL
CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
CMMT IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED Non-Voting
DURING THE MEETING, YOUR VOTE WILL DEFAULT TO
'ABSTAIN'. SHARES CAN ALTERNATIVELY BE PASSED TO THE
CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH
ITEM RAISED. SHOULD YOU WISH TO PASS CONTROL OF YOUR
SHARES IN THIS WAY, PLEASE CONTACT YOUR BROADRIDGE
CLIENT SERVICE REPRESENTATIVE. THANK YOU
CMMT 22 MAY 2019: PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0429/201904291901479.pdf AND
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0522/201905221902132.pdf; PLEASE NOTE THAT
THIS IS A REVISION DUE TO ADDITION OF URL LINK. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
O.1 APPROVAL OF THE CORPORATE ANNUAL FINANCIAL STATEMENTS Mgmt For For
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018 -
APPROVAL OF NON-DEDUCTIBLE EXPENSE AND COSTS
O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR Mgmt For For
THE FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR ENDED 31 Mgmt For For
DECEMBER 2018 AND SETTING OF THE DIVIDEND
O.4 OPTION FOR THE PAYMENT OF THE DIVIDEND IN CASH OR IN Mgmt For For
SHARES
O.5 SPECIAL REPORT OF THE STATUTORY AUDITORS ON THE Mgmt For For
AGREEMENTS REFERRED TO IN ARTICLE L. 225-38 AND
FOLLOWING OF THE COMMERCIAL CODE AND APPROVAL OF THESE
AGREEMENTS
O.6 SPECIAL REPORT OF THE STATUTORY AUDITORS ON THE Mgmt For For
AGREEMENTS AND COMMITMENTS REFERRED TO IN ARTICLE L.
225-42-1 OF THE FRENCH COMMERCIAL CODE - APPROVAL OF
THE COMMITMENTS MADE FOR THE BENEFIT OF MR. NICOLAS
HUSS, CHIEF EXECUTIVE OFFICER
O.7 RATIFICATION OF THE APPOINTMENT OF MR. NICOLAS HUSS AS Mgmt For For
DIRECTOR AS A REPLACEMENT FOR MR. PHILIPPE LAZARE
O.8 RENEWAL OF THE TERM OF OFFICE OF MR. NICOLAS HUSS AS Mgmt For For
DIRECTOR
O.9 RENEWAL OF THE TERM OF OFFICE OF MRS. DIAA ELYAACOUBI Mgmt For For
AS DIRECTOR
O.10 RENEWAL OF THE TERM OF OFFICE OF MRS. SOPHIE STABILE Mgmt For For
AS DIRECTOR
O.11 APPOINTMENT OF MRS. AGNES AUDIER AS DIRECTOR Mgmt For For
O.12 APPOINTMENT OF MRS. NAZAN SOMER OZELGIN AS DIRECTOR Mgmt For For
O.13 APPOINTMENT OF MR. MICHAEL STOLLARZ AS DIRECTOR Mgmt For For
O.14 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL Mgmt For For
ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS
OF ANY KIND PAID OR AWARDED FOR THE PREVIOUS FINANCIAL
YEAR TO MR. PHILIPPE LAZARE, CHAIRMAN AND CHIEF
EXECUTIVE OFFICER UNTIL 05 NOVEMBER 2018
O.15 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL Mgmt For For
ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS
OF ANY KIND PAID OR AWARDED FOR THE PREVIOUS FINANCIAL
YEAR TO MR. NICOLAS HUSS, CHIEF EXECUTIVE OFFICER
SINCE 05 NOVEMBER 2018
O.16 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL Mgmt For For
ELEMENTS MAKING UP THE TOTAL COMPENSATION AND BENEFITS
OF ANY KIND PAID OR AWARDED FOR THE PREVIOUS FINANCIAL
YEAR TO MR. BERNARD BOURIGEAUD, CHAIRMAN OF THE BOARD
OF DIRECTORS SINCE 05 NOVEMBER 2018
O.17 APPROVAL OF THE PRINCIPLES AND CRITERIA FOR Mgmt For For
DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED,
VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL
COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO
THE CHIEF EXECUTIVE OFFICER
O.18 APPROVAL OF THE PRINCIPLES AND CRITERIA FOR Mgmt For For
DETERMINING, DISTRIBUTING AND ALLOCATING THE FIXED,
VARIABLE AND EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL
COMPENSATION AND BENEFITS OF ANY KIND ATTRIBUTABLE TO
THE CHAIRMAN OF THE BOARD OF DIRECTORS
O.19 ATTENDANCE FEES AMOUNT ALLOCATED TO THE MEMBERS OF THE Mgmt For For
BOARD
O.20 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS Mgmt For For
FOR THE COMPANY TO BUY BACK ITS OWN SHARES PURSUANT TO
THE PROVISION OF ARTICLE L. 225-209 OF THE FRENCH
COMMERCIAL CODE
E.21 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY CAPITALIZATION OF
RESERVES, PROFITS AND/OR PREMIUMS
E.22 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE CAPITAL BY ISSUING COMMON
SHARES AND/OR TRANSFERABLE SECURITIES GRANTING ACCESS
TO THE CAPITAL WITH CANCELLATION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT FOR THE BENEFIT OF MEMBERS OF A
COMPANY SAVINGS PLAN PURSUANT TO ARTICLES L. 3332-18
AND FOLLOWING OF THE FRENCH LABOUR CODE
E.23 DELEGATION OF AUTHORITY TO BE GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO ISSUE COMMON SHARES WITH CANCELLATION OF
THE PRE-EMPTIVE SUBSCRIPTION RIGHT FOR THE BENEFIT OF
EMPLOYEES AND OFFICERS OF THE FOREIGN COMPANIES OF THE
GROUP, OUTSIDE OF A COMPANY SAVINGS PLAN
E.24 AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS Mgmt For For
TO ALLOT FREE SHARES TO EMPLOYEES AND/OR CERTAIN
CORPORATE OFFICERS OF THE COMPANY OR COMPANIES OR
RELATED ECONOMIC INTEREST GROUPINGS, WAIVER BY
SHAREHOLDERS OF THEIR PRE-EMPTIVE SUBSCRIPTION RIGHT,
DURATION OF THE AUTHORIZATION, CEILING, DURATION OF
THE ACQUISITION PERIOD, PARTICULARLY IN THE EVENT OF
INVALIDITY
E.25 AMENDMENT TO ARTICLE 13 OF THE BYLAWS - STATUTORY AGE Mgmt For For
LIMIT FOR THE EXERCISE OF DUTIES OF THE CHAIRMAN OF
THE BOARD OF DIRECTORS
E.26 AMENDMENT TO ARTICLES 12 AND 13 OF THE BYLAWS - Mgmt For For
APPOINTMENT OF A VICE-CHAIRMAN
E.27 AMENDMENT TO ARTICLE 12 OF THE BYLAWS TO CANCEL THE Mgmt For For
STATUTORY OBLIGATION FOR DIRECTORS TO HOLD SHARES OF
THE COMPANY
E.28 POWERS TO CARRY OUT FORMALITIES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JARDINE MATHESON HOLDINGS LTD Agenda Number: 710889429
--------------------------------------------------------------------------------------------------------------------------
Security: G50736100 Meeting Type: AGM
Ticker: Meeting Date: 09-May-2019
ISIN: BMG507361001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS Mgmt Against Against
2 RE-ELECT MARK GREENBERG AS DIRECTOR Mgmt Against Against
3 ELECT STUART GULLIVER AS DIRECTOR Mgmt Against Against
4 ELECT JULIAN HUI AS DIRECTOR Mgmt For For
5 RE-ELECT JEREMY PARR AS DIRECTOR Mgmt Against Against
6 RE-ELECT LORD SASSOON AS DIRECTOR Mgmt Against Against
7 RE-ELECT MICHAEL WU AS DIRECTOR Mgmt For For
8 APPROVE DIRECTORS' FEES Mgmt For For
9 RATIFY AUDITORS AND AUTHORISE THEIR REMUNERATION Mgmt For For
10 AUTHORISE ISSUE OF EQUITY Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
JARDINE STRATEGIC HOLDINGS LTD (BERMUDAS) Agenda Number: 710881156
--------------------------------------------------------------------------------------------------------------------------
Security: G50764102 Meeting Type: AGM
Ticker: Meeting Date: 09-May-2019
ISIN: BMG507641022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE FINANCIAL STATEMENTS FOR 2018 AND TO Mgmt Against Against
DECLARE A FINAL DIVIDEND
2 TO RE-ELECT ANTHONY NIGHTINGALE AS A DIRECTOR Mgmt Against Against
3 TO RE-ELECT LORD POWELL OF BAYSWATER AS A DIRECTOR Mgmt For For
4 TO RE-ELECT PERCY WEATHERALL AS A DIRECTOR Mgmt Against Against
5 TO FIX THE DIRECTORS' FEES Mgmt For For
6 TO RE-APPOINT THE AUDITORS AND TO AUTHORISE THE Mgmt For For
DIRECTORS TO FIX THEIR REMUNERATION
7 TO RENEW THE GENERAL MANDATE TO THE DIRECTORS TO ISSUE Mgmt For For
NEW SHARES
--------------------------------------------------------------------------------------------------------------------------
K'S HOLDINGS CORPORATION Agenda Number: 711271027
--------------------------------------------------------------------------------------------------------------------------
Security: J3672R101 Meeting Type: AGM
Ticker: Meeting Date: 26-Jun-2019
ISIN: JP3277150003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Transition to a Company with Mgmt For For
Supervisory Committee, Adopt Reduction of Liability
System for Directors and Non-Executive Directors
3.1 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Yamada, Yasushi
3.2 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Hiramoto, Tadashi
3.3 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Suzuki, Kazuyoshi
3.4 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Osaka, Naoto
3.5 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Mizuno, Keiichi
3.6 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Yoshihara, Yuji
3.7 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Yuasa, Tomoyuki
4.1 Appoint a Director who is Audit and Supervisory Mgmt Against Against
Committee Member Suzuki, Hiroshi
4.2 Appoint a Director who is Audit and Supervisory Mgmt Against Against
Committee Member Onose, Masuo
4.3 Appoint a Director who is Audit and Supervisory Mgmt For For
Committee Member Takahashi, Hisako
4.4 Appoint a Director who is Audit and Supervisory Mgmt Against Against
Committee Member Bundo, Hiroyuki
5 Approve Details of the Compensation to be received by Mgmt For For
Directors (Excluding Directors who are Audit and
Supervisory Committee Members)
6 Approve Details of the Compensation to be received by Mgmt For For
Directors who are Audit and Supervisory Committee
Members
7 Approve Details of Compensation as Stock-Linked Mgmt For For
Compensation Type Stock Options for Directors
(Excluding Outside Directors and Directors who are
Audit and Supervisory Committee Members)
8 Approve Details of Compensation as Stock Options for Mgmt For For
Directors (Excluding Outside Directors and Directors
who are Audit and Supervisory Committee Members)
9 Approve Delegation of Authority to the Board of Mgmt For For
Directors to Determine Details of Share Acquisition
Rights Issued as Stock Options for Directors of the
Company's Subsidiaries and Employees of the Company
and the Company's Subsidiaries
--------------------------------------------------------------------------------------------------------------------------
KDDI CORPORATION Agenda Number: 711222454
--------------------------------------------------------------------------------------------------------------------------
Security: J31843105 Meeting Type: AGM
Ticker: Meeting Date: 19-Jun-2019
ISIN: JP3496400007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Tanaka, Takashi Mgmt Against Against
2.2 Appoint a Director Morozumi, Hirofumi Mgmt Against Against
2.3 Appoint a Director Takahashi, Makoto Mgmt For For
2.4 Appoint a Director Uchida, Yoshiaki Mgmt Against Against
2.5 Appoint a Director Shoji, Takashi Mgmt Against Against
2.6 Appoint a Director Muramoto, Shinichi Mgmt Against Against
2.7 Appoint a Director Mori, Keiichi Mgmt Against Against
2.8 Appoint a Director Morita, Kei Mgmt Against Against
2.9 Appoint a Director Amamiya, Toshitake Mgmt Against Against
2.10 Appoint a Director Yamaguchi, Goro Mgmt Against Against
2.11 Appoint a Director Yamamoto, Keiji Mgmt Against Against
2.12 Appoint a Director Nemoto, Yoshiaki Mgmt For For
2.13 Appoint a Director Oyagi, Shigeo Mgmt For For
2.14 Appoint a Director Kano, Riyo Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KERRY GROUP PLC Agenda Number: 710823104
--------------------------------------------------------------------------------------------------------------------------
Security: G52416107 Meeting Type: AGM
Ticker: Meeting Date: 02-May-2019
ISIN: IE0004906560
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS Mgmt For For
2 APPROVE FINAL DIVIDEND Mgmt For For
3.A ELECT MARGUERITE LARKIN AS DIRECTOR Mgmt For For
3.B ELECT CHRISTOPHER ROGERS AS DIRECTOR Mgmt For For
4.A RE-ELECT GERRY BEHAN AS DIRECTOR Mgmt For For
4.B RE-ELECT DR HUGH BRADY AS DIRECTOR Mgmt For For
4.C RE-ELECT GERARD CULLIGAN AS DIRECTOR Mgmt For For
4.D RE-ELECT DR KARIN DORREPAAL AS DIRECTOR Mgmt For For
4.E RE-ELECT JOAN GARAHY AS DIRECTOR Mgmt For For
4.F RE-ELECT JAMES KENNY AS DIRECTOR Mgmt For For
4.G RE-ELECT TOM MORAN AS DIRECTOR Mgmt For For
4.H RE-ELECT CON MURPHY AS DIRECTOR Mgmt For For
4.I RE-ELECT EDMOND SCANLON AS DIRECTOR Mgmt For For
4.J RE-ELECT PHILIP TOOMEY AS DIRECTOR Mgmt For For
5 AUTHORISE BOARD TO FIX REMUNERATION OF AUDITORS Mgmt For For
6 APPROVE REMUNERATION REPORT Mgmt For For
7 AUTHORISE ISSUE OF EQUITY Mgmt For For
8 AUTHORISE ISSUE OF EQUITY WITHOUT PRE-EMPTIVE RIGHTS Mgmt For For
9 AUTHORISE ISSUE OF EQUITY WITHOUT PRE-EMPTIVE RIGHTS Mgmt For For
IN CONNECTION WITH AN ACQUISITION OR SPECIFIED CAPITAL
INVESTMENT
10 AUTHORISE MARKET PURCHASE OF A ORDINARY SHARES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE AHOLD DELHAIZE N.V. Agenda Number: 710593650
--------------------------------------------------------------------------------------------------------------------------
Security: N0074E105 Meeting Type: AGM
Ticker: Meeting Date: 10-Apr-2019
ISIN: NL0011794037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 OPENING Non-Voting
2 REPORT OF THE MANAGEMENT BOARD FOR THE FINANCIAL YEAR Non-Voting
2018
3 EXPLANATION OF POLICY ON ADDITIONS TO RESERVES AND Non-Voting
DIVIDENDS
4 EXPLANATION OF THE IMPLEMENTATION OF THE MANAGEMENT Non-Voting
BOARD REMUNERATION POLICY
5 PROPOSAL TO ADOPT THE 2018 FINANCIAL STATEMENTS Mgmt For For
6 PROPOSAL TO DETERMINE THE DIVIDEND OVER FINANCIAL YEAR Mgmt For For
2018: EUR 0.70 EUROCENTS PER COMMON SHARE
7 PROPOSAL FOR DISCHARGE OF LIABILITIES OF THE MEMBERS Mgmt For For
OF THE MANAGEMENT BOARD
8 PROPOSAL FOR DISCHARGE OF LIABILITIES OF THE MEMBERS Mgmt For For
OF THE SUPERVISORY BOARD
9 PROPOSAL TO APPOINT MS. K.C. DOYLE AS MEMBER OF THE Mgmt For For
SUPERVISORY BOARD
10 PROPOSAL TO APPOINT MR. P. AGNEFJALL AS MEMBER OF THE Mgmt For For
SUPERVISORY BOARD
11 PROPOSAL TO RE-APPOINT MR. F.W.H. MULLER AS MEMBER OF Mgmt For For
THE MANAGEMENT BOARD
12 PROPOSAL TO AMEND THE MANAGEMENT BOARD REMUNERATION Mgmt For For
POLICY
13 PROPOSAL TO APPOINT PRICEWATERHOUSECOOPERS ACCOUNTANTS Mgmt For For
N.V. AS EXTERNAL AUDITOR FOR FINANCIAL YEAR 2019
14 AUTHORIZATION TO ISSUE SHARES Mgmt For For
15 AUTHORIZATION TO RESTRICT OR EXCLUDE PRE-EMPTIVE Mgmt For For
RIGHTS
16 AUTHORIZATION TO ACQUIRE COMMON SHARES Mgmt For For
17 AUTHORIZATION TO ACQUIRE THE CUMULATIVE PREFERRED Mgmt For For
FINANCING SHARES
18 CANCELLATION OF SHARES Mgmt For For
19 CLOSING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
LAWSON,INC. Agenda Number: 711032259
--------------------------------------------------------------------------------------------------------------------------
Security: J3871L103 Meeting Type: AGM
Ticker: Meeting Date: 21-May-2019
ISIN: JP3982100004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Takemasu, Sadanobu Mgmt For For
2.2 Appoint a Director Imada, Katsuyuki Mgmt Against Against
2.3 Appoint a Director Nakaniwa, Satoshi Mgmt Against Against
2.4 Appoint a Director Osono, Emi Mgmt For For
2.5 Appoint a Director Kyoya, Yutaka Mgmt Against Against
2.6 Appoint a Director Hayashi, Keiko Mgmt For For
2.7 Appoint a Director Nishio, Kazunori Mgmt Against Against
2.8 Appoint a Director Iwamura, Miki Mgmt For For
3.1 Appoint a Corporate Auditor Tsujiyama, Eiko Mgmt For For
3.2 Appoint a Corporate Auditor Gomi, Yuko Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LION CORPORATION Agenda Number: 710591769
--------------------------------------------------------------------------------------------------------------------------
Security: J38933107 Meeting Type: AGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: JP3965400009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Hama, Itsuo Mgmt Against Against
1.2 Appoint a Director Kikukawa, Masazumi Mgmt For For
1.3 Appoint a Director Kobayashi, Kenjiro Mgmt Against Against
1.4 Appoint a Director Sakakibara, Takeo Mgmt Against Against
1.5 Appoint a Director Kume, Yugo Mgmt Against Against
1.6 Appoint a Director Noritake, Fumitomo Mgmt Against Against
1.7 Appoint a Director Uchida, Kazunari Mgmt For For
1.8 Appoint a Director Shiraishi, Takashi Mgmt For For
1.9 Appoint a Director Sugaya, Takako Mgmt For For
2.1 Appoint a Corporate Auditor Nikkawa, Toshiyuki Mgmt For For
2.2 Appoint a Corporate Auditor Kamao, Yoshiaki Mgmt For For
2.3 Appoint a Corporate Auditor Yamaguchi, Takao Mgmt For For
2.4 Appoint a Corporate Auditor Takemoto, Setsuko Mgmt For For
3 Appoint a Substitute Corporate Auditor Sunaga, Akemi Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
METRO AG Agenda Number: 710398707
--------------------------------------------------------------------------------------------------------------------------
Security: D5S17Q116 Meeting Type: AGM
Ticker: Meeting Date: 15-Feb-2019
ISIN: DE000BFB0019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS Non-Voting
OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO
EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING
RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING
RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES
TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER
EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS
USUAL. THANK YOU
CMMT PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING Non-Voting
IS 25 JAN 2019, WHEREAS THE MEETING HAS BEEN SETUP
USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. THIS IS
DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN
CONCURRENCE WITH THE GERMAN LAW. THANK YOU
CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 31.01.2019. Non-Voting
FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH
TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE
1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY REPORTS FOR Non-Voting
FISCAL 2017/18
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF EUR 0.70 Mgmt For For
PER ORDINARY SHARE AND EUR 0.70 PER PREFERENCE SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR FISCAL Mgmt For For
2017/18
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR FISCAL Mgmt For For
2017/18
5 RATIFY KPMG AG AS AUDITORS FOR FISCAL 2018/19 Mgmt For For
6.1 ELECT FREDY RAAS TO THE SUPERVISORY BOARD Mgmt For For
6.2 ELECT EVA-LOTTA SJOESTEDT TO THE SUPERVISORY BOARD Mgmt For For
6.3 ELECT ALEXANDRA SOTO TO THE SUPERVISORY BOARD Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MICRO FOCUS INTERNATIONAL PLC Agenda Number: 710602409
--------------------------------------------------------------------------------------------------------------------------
Security: G6117L186 Meeting Type: AGM
Ticker: Meeting Date: 29-Mar-2019
ISIN: GB00BD8YWM01
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE AUDITED FINANCIAL STATEMENTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND AUDITORS FOR THE PERIOD
ENDED 31 OCTOBER 2018
2 TO DECLARE A FINAL DIVIDEND OF 58.33 CENTS PER Mgmt For For
ORDINARY SHARE
3 TO APPROVE THE REMUNERATION REPORT OF THE DIRECTORS Mgmt Against Against
FOR THE PERIOD ENDED 31 OCTOBER 2018
4 TO RE-ELECT KEVIN LOOSEMORE AS A DIRECTOR Mgmt For For
5 TO ELECT STEPHEN MURDOCH AS A DIRECTOR Mgmt For For
6 TO ELECT BRIAN MCARTHUR-MUSCROFT AS A DIRECTOR Mgmt For For
7 TO RE-ELECT KAREN SLATFORD AS A DIRECTOR Mgmt For For
8 TO RE-ELECT RICHARD ATKINS AS A DIRECTOR Mgmt For For
9 TO RE-ELECT AMANDA BROWN AS A DIRECTOR Mgmt For For
10 TO RE-ELECT SILKE SCHEIBER AS A DIRECTOR Mgmt For For
11 TO RE-ELECT DARREN ROOS AS A DIRECTOR Mgmt For For
12 TO ELECT LAWTON FITT AS A DIRECTOR Mgmt For For
13 TO APPROVE THE RE-APPOINTMENT OF KPMG LLP AS AUDITORS Mgmt For For
OF THE COMPANY
14 TO AUTHORISE THE DIRECTORS TO DETERMINE THE Mgmt For For
REMUNERATION OF THE AUDITORS OF THE COMPANY
15 TO AUTHORISE THE DIRECTORS TO ALLOT ORDINARY SHARES Mgmt For For
16 TO EMPOWER THE DIRECTORS TO ALLOT ORDINARY SHARES FOR Mgmt For For
CASH ON A NON PRE-EMPTIVE BASIS
17 TO EMPOWER THE DIRECTORS TO ALLOT ORDINARY SHARES FOR Mgmt For For
CASH ON A NON PRE-EMPTIVE BASIS FOR PURPOSES OF
ACQUISITIONS OR SPECIFIED CAPITAL INVESTMENTS
18 TO AUTHORISE THE COMPANY TO PURCHASE ITS OWN SHARES Mgmt For For
19 TO AUTHORISE THE COMPANY TO HOLD GENERAL MEETINGS ON Mgmt For For
14 CLEAR DAYS NOTICE
--------------------------------------------------------------------------------------------------------------------------
MICRO FOCUS INTERNATIONAL PLC Agenda Number: 710861736
--------------------------------------------------------------------------------------------------------------------------
Security: G6117L186 Meeting Type: OGM
Ticker: Meeting Date: 29-Apr-2019
ISIN: GB00BD8YWM01
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO AMEND THE ARTICLES OF ASSOCIATION OF THE COMPANY IN Mgmt For For
CONNECTION WITH THE B SHARE SCHEME AND SHARE CAPITAL
CONSOLIDATION AND TO AUTHORISE THE DIRECTORS TO EFFECT
THE B SHARE SCHEME AND SHARE CAPITAL CONSOLIDATION
CMMT 03 APR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT OF RESOLUTION 1. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
MOWI ASA Agenda Number: 711144028
--------------------------------------------------------------------------------------------------------------------------
Security: R4S04H101 Meeting Type: AGM
Ticker: Meeting Date: 29-May-2019
ISIN: NO0003054108
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT NEED TO BE Non-Voting
RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE
ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE
TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE
BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND
TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE
DAY AFTER THE MEETING.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
1 ELECTION OF A CHAIRPERSON AND A PERSON TO COUNTERSIGN Mgmt For For
THE MINUTES TOGETHER WITH THE CHAIRPERSON
2 APPROVAL OF THE NOTICE AND THE PROPOSED AGENDA Mgmt For For
3 BRIEFING ON THE BUSINESS Non-Voting
4 APPROVAL OF THE FINANCIAL STATEMENTS AND THE BOARD OF Mgmt For For
DIRECTORS REPORT FOR 2018 FOR MOWI ASA AND THE MOWI
GROUP, INCLUDING ALLOCATION OF THE RESULT OF THE YEAR
5 THE BOARDS STATEMENT REGARDING CORPORATE GOVERNANCE Non-Voting
6 THE BOARDS STATEMENT REGARDING THE REMUNERATION OF Mgmt For For
SENIOR EXECUTIVES
7 APPROVAL OF THE GUIDELINES FOR ALLOCATION OF OPTIONS Mgmt For For
8 DETERMINATION OF THE REMUNERATION OF THE BOARD MEMBERS Mgmt For For
9 DETERMINATION OF THE REMUNERATION OF THE MEMBERS OF Mgmt For For
THE NOMINATION COMMITTEE
10 DETERMINATION OF THE REMUNERATION OF THE COMPANY'S Mgmt For For
AUDITOR FOR 2018
11.A ELECTION OF NEW BOARD OF DIRECTOR: OLE-EIRIK LEROY Mgmt Against Against
11.B ELECTION OF NEW BOARD OF DIRECTOR: LISBETH K. NAERO Mgmt For For
11.C ELECTION OF NEW BOARD OF DIRECTOR: KRISTIAN MELHUUS Mgmt Against Against
12.A ELECTION OF NEW MEMBER TO THE NOMINATION COMMITTEE: Mgmt For For
ROBIN BAKKEN
12.B ELECTION OF NEW MEMBER TO THE NOMINATION COMMITTEE: Mgmt For For
ANN KRISTIN BRAUTASET
12.C ELECTION OF NEW MEMBER TO THE NOMINATION COMMITTEE: Mgmt For For
MERETE HAUGLI
13 AUTHORISATION TO THE BOARD TO DISTRIBUTE DIVIDENDS Mgmt For For
14 AUTHORISATION TO THE BOARD TO PURCHASE THE COMPANY'S Mgmt For For
OWN SHARES
15.A AUTHORISATION TO THE BOARD TO ISSUE NEW SHARES Mgmt For For
15.B AUTHORISATION TO THE BOARD TO ISSUE CONVERTIBLE LOANS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NESTE OYJ Agenda Number: 710541687
--------------------------------------------------------------------------------------------------------------------------
Security: X5688A109 Meeting Type: AGM
Ticker: Meeting Date: 02-Apr-2019
ISIN: FI0009013296
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT A POA IS NEEDED TO APPOINT OWN REPRESENTATIVE BUT IS Non-Voting
NOT NEEDED IF A FINNISH SUB/BANK IS APPOINTED EXCEPT
IF THE SHAREHOLDER IS FINNISH THEN A POA WOULD STILL
BE REQUIRED.
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
160956 DUE TO CHANGE IN BOARD RECOMMENDATION TO NONE
FOR RESOLUTIONS 10 TO 12. ALL VOTES RECEIVED ON THE
PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED
TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU
1 OPENING OF THE MEETING Non-Voting
2 CALLING THE MEETING TO ORDER Non-Voting
3 ELECTION OF THE EXAMINERS OF THE MINUTES AND THE Non-Voting
SUPERVISORS FOR COUNTING OF VOTES
4 ESTABLISHING THE LEGALITY OF THE MEETING Non-Voting
5 RECORDING THE ATTENDANCE AT THE MEETING AND THE VOTING Non-Voting
LIST
6 PRESENTATION OF THE FINANCIAL STATEMENTS FOR 2018, Non-Voting
INCLUDING ALSO THE CONSOLIDATED FINANCIAL STATEMENTS,
THE REVIEW BY THE BOARD OF DIRECTORS, AND THE AUDITORS
REPORT
7 ADOPTION OF THE FINANCIAL STATEMENTS, INCLUDING ALSO Mgmt For For
THE ADOPTION OF THE CONSOLIDATED FINANCIAL STATEMENTS
8 USE OF THE PROFIT SHOWN IN THE BALANCE SHEET AND Mgmt For For
DECIDING ON THE PAYMENT OF DIVIDEND: EUR 2.28 PER
SHARE
9 DISCHARGING THE MEMBERS OF THE BOARD OF DIRECTORS AND Mgmt For For
THE PRESIDENT AND CEOS FROM LIABILITY
CMMT PLEASE NOTE THAT RESOLUTIONS 10 TO 12 IS PROPOSED BY Non-Voting
SHAREHOLDERS' NOMINATION BOARD AND BOARD DOES NOT MAKE
ANY RECOMMENDATION ON THIS PROPOSAL. THE STANDING
INSTRUCTIONS ARE DISABLED FOR THIS MEETING
10 DECIDING THE REMUNERATION OF THE MEMBERS OF THE BOARD Mgmt For For
OF DIRECTORS
11 DECIDING THE NUMBER OF MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS: BOARD SHALL HAVE EIGHT MEMBERS
12 ELECTION OF THE CHAIR, THE VICE CHAIR, AND THE MEMBERS Mgmt Against Against
OF THE BOARD OF DIRECTORS: THE SHAREHOLDERS'
NOMINATION BOARD PROPOSES THAT MR. MATTI KAHKONEN
SHALL BE RE -ELECTED AS THE CHAIR OF THE BOARD OF
DIRECTORS. IN ADDITION, THE CURRENT BOARD MEMBERS MS.
ELLY (ELIZABETH) BURGHOUT, MS. MARTINA FLOEL, MR.
JEAN-BAPTISTE RENARD, MR. JARI ROSENDAL, MR. WILLEM
SCHOEBER, AND MR. MARCO WIREN ARE PROPOSED TO BE
RE-ELECTED FOR A FURTHER TERM OF OFFICE. THE
NOMINATION BOARD FURTHER PROPOSES THAT MR. WIREN SHALL
BE ELECTED AS THE VICE CHAIR OF THE BOARD. THE
SHAREHOLDERS' NOMINATION BOARD FURTHER PROPOSES THAT
MS. SONAT BURMAN-OLSSON SHALL BE ELECTED AS A NEW
MEMBER. ALL OF THOSE CONCERNED HAVE GIVEN THEIR
CONSENT TO SERVING ON THE BOARD AND ARE CONSIDERED TO
BE INDEPENDENT OF THE COMPANY'S MAJOR SHAREHOLDERS.
ALL ARE INDEPENDENT OF THE COMPANY EXCEPT FOR MR. JARI
ROSENDAL WHO IS THE PRESIDENT AND CEO OF KEMIRA
CORPORATION AND HAS AN INTERLOCKING CONTROL
RELATIONSHIP AS MS. KAISA HIETALA, A MEMBER OF NESTE'S
EXECUTIVE BOARD, IS ALSO A MEMBER OF KEMIRA'S BOARD OF
DIRECTORS. MS. LAURA RAUTIO WILL LEAVE NESTE'S BOARD
OF DIRECTORS AFTER SERVING EIGHT YEARS IN THE BOARD
13 DECIDING THE REMUNERATION OF THE AUDITOR Mgmt For For
14 ELECTION OF THE AUDITOR: PRICEWATERHOUSECOOPERS OY Mgmt For For
15 SHARE ISSUE WITHOUT PAYMENT (SHARE SPLIT) Mgmt For For
16 AUTHORIZING THE BOARD OF DIRECTORS TO DECIDE ON THE Mgmt For For
CONVEYANCE OF TREASURY SHARES
17 CLOSING OF THE MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
NEXT PLC Agenda Number: 710946368
--------------------------------------------------------------------------------------------------------------------------
Security: G6500M106 Meeting Type: AGM
Ticker: Meeting Date: 16-May-2019
ISIN: GB0032089863
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE ACCOUNTS AND REPORTS Mgmt For For
2 TO APPROVE THE REMUNERATION REPORT Mgmt For For
3 TO DECLARE A FINAL DIVIDEND OF 110P PER SHARE Mgmt For For
4 TO ELECT TRISTIA HARRISON AS A DIRECTOR Mgmt For For
5 TO RE-ELECT JONATHAN BEWES AS A DIRECTOR Mgmt For For
6 TO RE-ELECT AMANDA JAMES AS A DIRECTOR Mgmt For For
7 TO RE-ELECT RICHARD PAPP AS A DIRECTOR Mgmt For For
8 TO RE-ELECT MICHAEL RONEY AS A DIRECTOR Mgmt For For
9 TO RE-ELECT FRANCIS SALWAY AS A DIRECTOR Mgmt For For
10 TO RE-ELECT JANE SHIELDS AS A DIRECTOR Mgmt For For
11 TO RE-ELECT DAME DIANNE THOMPSON AS A DIRECTOR Mgmt For For
12 TO RE-ELECT LORD WOLFSON AS A DIRECTOR Mgmt For For
13 TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS AUDITOR Mgmt For For
AND AUTHORISE THE DIRECTORS TO SET REMUNERATION
14 DIRECTORS AUTHORITY TO ALLOT SHARES Mgmt For For
15 AUTHORITY TO DISAPPLY GENERAL PRE-EMPTION RIGHTS Mgmt For For
16 AUTHORITY TO DISAPPLY ADDITIONAL PRE-EMPTION RIGHTS Mgmt For For
17 AUTHORITY FOR ON-MARKET PURCHASE OF OWN SHARES Mgmt For For
18 AUTHORITY FOR OFF-MARKET PURCHASE OF OWN SHARES Mgmt For For
19 NOTICE PERIOD FOR GENERAL MEETINGS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NH FOODS LTD. Agenda Number: 711237897
--------------------------------------------------------------------------------------------------------------------------
Security: J4929Q102 Meeting Type: AGM
Ticker: Meeting Date: 25-Jun-2019
ISIN: JP3743000006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Appoint a Director Hata, Yoshihide Mgmt For For
1.2 Appoint a Director Inoue, Katsumi Mgmt Against Against
1.3 Appoint a Director Kito, Tetsuhiro Mgmt Against Against
1.4 Appoint a Director Takamatsu, Hajime Mgmt Against Against
1.5 Appoint a Director Ikawa, Nobuhisa Mgmt Against Against
1.6 Appoint a Director Kono, Yasuko Mgmt For For
1.7 Appoint a Director Miyagai, Sadanori Mgmt Against Against
1.8 Appoint a Director Iwasaki, Atsushi Mgmt Against Against
1.9 Appoint a Director Arase, Hideo Mgmt Against Against
2.1 Appoint a Corporate Auditor Nishihara, Koichi Mgmt For For
2.2 Appoint a Corporate Auditor Shiba, Akihiko Mgmt For For
2.3 Appoint a Corporate Auditor Tazawa, Nobuyuki Mgmt For For
2.4 Appoint a Corporate Auditor Kitaguchi, Masayuki Mgmt For For
2.5 Appoint a Corporate Auditor Yamasaki, Tokushi Mgmt For For
3 Appoint a Substitute Corporate Auditor Nishiyama, Mgmt For For
Shigeru
--------------------------------------------------------------------------------------------------------------------------
NIHON KOHDEN CORPORATION Agenda Number: 711247367
--------------------------------------------------------------------------------------------------------------------------
Security: J50538115 Meeting Type: AGM
Ticker: Meeting Date: 26-Jun-2019
ISIN: JP3706800004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Ogino, Hirokazu
2.2 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Tamura, Takashi
2.3 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Hasegawa, Tadashi
2.4 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Yanagihara, Kazuteru
2.5 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Hirose, Fumio
2.6 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Tanaka, Eiichi
2.7 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Yoshitake, Yasuhiro
2.8 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Yamauchi, Masaya
2.9 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Obara, Minoru
--------------------------------------------------------------------------------------------------------------------------
NIPPON TELEGRAPH AND TELEPHONE CORPORATION Agenda Number: 711197790
--------------------------------------------------------------------------------------------------------------------------
Security: J59396101 Meeting Type: AGM
Ticker: Meeting Date: 25-Jun-2019
ISIN: JP3735400008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Oka, Atsuko Mgmt Against Against
2.2 Appoint a Director Sakamura, Ken Mgmt For For
2.3 Appoint a Director Takegawa, Keiko Mgmt For For
3.1 Appoint a Corporate Auditor Ide, Akiko Mgmt For For
3.2 Appoint a Corporate Auditor Maezawa, Takao Mgmt For For
3.3 Appoint a Corporate Auditor Iida, Takashi Mgmt For For
3.4 Appoint a Corporate Auditor Kanda, Hideki Mgmt For For
3.5 Appoint a Corporate Auditor Kashima, Kaoru Mgmt For For
4 Shareholder Proposal: Remove a Director Shimada, Akira Shr Against For
--------------------------------------------------------------------------------------------------------------------------
NITORI HOLDINGS CO.,LTD. Agenda Number: 710993444
--------------------------------------------------------------------------------------------------------------------------
Security: J58214131 Meeting Type: AGM
Ticker: Meeting Date: 16-May-2019
ISIN: JP3756100008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Nitori, Akio
1.2 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Shirai, Toshiyuki
1.3 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Sudo, Fumihiro
1.4 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Matsumoto, Fumiaki
1.5 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Takeda, Masanori
1.6 Appoint a Director who is not Audit and Supervisory Mgmt For For
Committee Member Ando, Takaharu
1.7 Appoint a Director who is not Audit and Supervisory Mgmt Against Against
Committee Member Sakakibara, Sadayuki
--------------------------------------------------------------------------------------------------------------------------
NOKIA CORP Agenda Number: 710897060
--------------------------------------------------------------------------------------------------------------------------
Security: X61873133 Meeting Type: AGM
Ticker: Meeting Date: 21-May-2019
ISIN: FI0009000681
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT A POA IS NEEDED TO APPOINT OWN REPRESENTATIVE BUT IS Non-Voting
NOT NEEDED IF A FINNISH SUB/BANK IS APPOINTED EXCEPT
IF THE SHAREHOLDER IS FINNISH THEN A POA WOULD STILL
BE REQUIRED.
1 OPENING OF THE MEETING Non-Voting
2 MATTERS OF ORDER FOR THE MEETING Non-Voting
3 ELECTION OF A PERSON TO CONFIRM THE MINUTES AND A Non-Voting
PERSON TO VERIFY THE COUNTING OF VOTES
4 RECORDING THE LEGAL CONVENING OF THE MEETING AND Non-Voting
QUORUM
5 RECORDING THE ATTENDANCE AT THE MEETING AND ADOPTION Non-Voting
OF THE LIST OF VOTES
6 PRESENTATION OF THE ANNUAL ACCOUNTS, THE REVIEW BY THE Non-Voting
BOARD OF DIRECTORS AND THE AUDITOR'S REPORT FOR THE
YEAR 2018: REVIEW BY THE PRESIDENT AND CEO
7 ADOPTION OF THE ANNUAL ACCOUNTS Mgmt For For
8 RESOLUTION ON THE USE OF THE PROFIT SHOWN ON THE Mgmt For For
BALANCE SHEET AND AUTHORIZATION TO THE BOARD OF
DIRECTORS TO RESOLVE ON THE DISTRIBUTION OF
DISTRIBUTABLE FUNDS: EUR 0.20 PER SHARE
9 RESOLUTION ON THE DISCHARGE OF THE MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS AND THE PRESIDENT AND CEO FROM
LIABILITY
10 RESOLUTION ON THE REMUNERATION TO THE MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS
CMMT PLEASE NOTE THAT RESOLUTION 11 AND 12 ARE PROPOSED BY Non-Voting
THE BOARD CORPORATE GOVERNANCE AND NOMINATION
COMMITTEE AND BOARD DOES NOT MAKE ANY RECOMMENDATION
ON THESE PROPOSALS. THE STANDING INSTRUCTIONS ARE
DISABLED FOR THIS MEETING
11 RESOLUTION ON THE NUMBER OF MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS: TEN (10)
12 ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS: LOUIS Mgmt Against Against
R. HUGHES HAS INFORMED THAT HE WILL NO LONGER BE
AVAILABLE TO SERVE ON THE NOKIA BOARD OF DIRECTORS
AFTER THE ANNUAL GENERAL MEETING. ACCORDINGLY, THE
BOARD, ON THE RECOMMENDATION OF THE BOARD'S CORPORATE
GOVERNANCE AND NOMINATION COMMITTEE, PROPOSES TO THE
ANNUAL GENERAL MEETING THAT THE FOLLOWING CURRENT
NOKIA BOARD MEMBERS BE RE-ELECTED AS MEMBERS OF THE
BOARD FOR A TERM ENDING AT THE CLOSE OF THE NEXT
ANNUAL GENERAL MEETING: SARI BALDAUF, BRUCE BROWN,
JEANETTE HORAN, EDWARD KOZEL, ELIZABETH NELSON,
OLIVIER PIOU, RISTO SIILASMAA, CARLA SMITS-NUSTELING
AND KARI STADIGH. IN ADDITION, IT IS PROPOSED THAT
SOREN SKOU, CEO OF A.P. MOLLER MAERSK A/S, BE ELECTED
AS A MEMBER OF THE BOARD OF DIRECTORS FOR THE SAME
TERM
13 ELECTION OF AUDITOR FOR THE FINANCIAL YEAR 2019: Mgmt For For
PRICEWATERHOUSECOOPERS OY
14 ELECTION OF AUDITOR FOR THE FINANCIAL YEAR 2020: Mgmt For For
DELOITTE OY
15 RESOLUTION ON THE REMUNERATION OF THE AUDITOR Mgmt For For
16 AUTHORIZATION TO THE BOARD OF DIRECTORS TO RESOLVE TO Mgmt For For
REPURCHASE THE COMPANY'S OWN SHARES
17 AUTHORIZATION TO THE BOARD OF DIRECTORS TO RESOLVE TO Mgmt For For
ISSUE SHARES AND SPECIAL RIGHTS ENTITLING TO SHARES
18 CLOSING OF THE MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
NORSK HYDRO ASA Agenda Number: 710959543
--------------------------------------------------------------------------------------------------------------------------
Security: R61115102 Meeting Type: AGM
Ticker: Meeting Date: 07-May-2019
ISIN: NO0005052605
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT NEED TO BE Non-Voting
RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE
ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE
TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE
BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND
TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE
DAY AFTER THE MEETING.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
1 APPROVAL OF THE NOTICE AND THE AGENDA Mgmt For For
2 ELECTION OF ONE PERSON TO COUNTERSIGN THE MINUTES Mgmt For For
3 APPROVAL OF THE FINANCIAL STATEMENTS AND THE BOARD OF Mgmt For For
DIRECTOR'S REPORT FOR THE FINANCIAL YEAR 2018 FOR
NORSK HYDRO ASA AND THE GROUP, INCLUDING DISTRIBUTION
OF DIVIDEND: NOK 1.25 PERSHARE
4 AUDITOR'S REMUNERATION Mgmt For For
5 STATEMENT ON CORPORATE GOVERNANCE IN ACCORDANCE WITH Non-Voting
SECTION 3-3B OF THE NORWEGIAN ACCOUNTING ACT
6.1 THE BOARD OF DIRECTOR'S STATEMENT ON REMUNERATION FOR Mgmt For For
EXECUTIVE MANAGEMENT: ADVISORY VOTE RELATED TO THE
BOARD OF DIRECTOR'S GUIDELINES ON STIPULATION OF
SALARY AND OTHER REMUNERATION FOR EXECUTIVE MANAGEMENT
6.2 THE BOARD OF DIRECTOR'S STATEMENT ON REMUNERATION FOR Mgmt Against Against
EXECUTIVE MANAGEMENT: APPROVAL OF THE BOARD OF
DIRECTORS' PROPOSAL RELATED TO GUIDELINES FOR
REMUNERATION LINKED TO THE DEVELOPMENT OF THE
COMPANY'S SHARE PRICE
7 EXTRAORDINARY ELECTION OF MEMBER TO THE NOMINATION Mgmt For For
COMMITTEE: MORTEN STROMGREN
8.1 REMUNERATION FOR THE MEMBER OF THE CORPORATE ASSEMBLY Mgmt For For
AND THE NOMINATION COMMITTEE: CORPORATE ASSEMBLY
8.2 REMUNERATION FOR THE MEMBER OF THE CORPORATE ASSEMBLY Mgmt For For
AND THE NOMINATION COMMITTEE: NOMINATION COMMITTEE
--------------------------------------------------------------------------------------------------------------------------
NOVO NORDISK A/S Agenda Number: 710584803
--------------------------------------------------------------------------------------------------------------------------
Security: K72807132 Meeting Type: AGM
Ticker: Meeting Date: 21-Mar-2019
ISIN: DK0060534915
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
2 ADOPTION OF THE STATUTORY ANNUAL REPORT 2018 Mgmt For For
3.1 APPROVAL OF ACTUAL REMUNERATION OF THE BOARD OF Mgmt For For
DIRECTORS FOR 2018
3.2 APPROVAL OF THE REMUNERATION LEVEL OF THE BOARD OF Mgmt For For
DIRECTORS FOR 2019
4 RESOLUTION TO DISTRIBUTE THE PROFIT: THE BOARD OF Mgmt For For
DIRECTORS PROPOSES THAT THE FINAL DIVIDEND FOR 2018 IS
DKK 5.15 FOR EACH NOVO NORDISK A OR B SHARE OF DKK
0.20. THE TOTAL DIVIDEND FOR 2018 OF DKK 8.15 INCLUDES
BOTH THE INTERIM DIVIDEND OF DKK 3.00 FOR EACH NOVO
NORDISK A AND B SHARE OF DKK 0.20 WHICH WAS PAID IN
AUGUST 2018 AND THE FINAL DIVIDEND OF DKK 5.15 FOR
EACH NOVO NORDISK A AND B SHARE OF DKK 0.20 TO BE PAID
IN MARCH 2019. THE TOTAL DIVIDEND INCREASED BY 4%
COMPARED TO THE 2017 TOTAL DIVIDEND OF DKK 7.85 FOR
EACH NOVO NORDISK A AND B SHARE OF DKK 0.20. THE TOTAL
DIVIDEND FOR 2018 CORRESPONDS TO A PAY-OUT RATIO OF
50.6%
5.1 ELECTION OF HELGE LUND AS CHAIRMAN Mgmt For For
5.2 ELECTION OF JEPPE CHRISTIANSEN AS VICE CHAIRMAN Mgmt For For
5.3.A ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
BRIAN DANIELS
5.3.B ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
LAURENCE DEBROUX
5.3.C ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
ANDREAS FIBIG
5.3.D ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
SYLVIE GREGOIRE
5.3.E ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
LIZ HEWITT
5.3.F ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
KASIM KUTAY
5.3.G ELECTION OF OTHER MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
MARTIN MACKAY
6 RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS AS AUDITOR Mgmt For For
7.1 PROPOSALS FROM THE BOARD OF DIRECTORS: REDUCTION OF Mgmt For For
THE COMPANY'S B SHARE CAPITAL FROM DKK 382,512,800 TO
DKK 372,512,800
7.2 PROPOSALS FROM THE BOARD OF DIRECTORS: AUTHORISATION Mgmt For For
TO THE BOARD OF DIRECTORS TO ALLOW THE COMPANY TO
REPURCHASE OWN SHARES
7.3.A PROPOSAL FROM THE BOARD OF DIRECTORS: AUTHORISATION TO Mgmt Against Against
THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL:
WITHOUT PRE-EMPTIVE RIGHTS FOR THE BENEFIT OF
EMPLOYEES
7.3.B PROPOSAL FROM THE BOARD OF DIRECTORS: AUTHORISATION TO Mgmt For For
THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL:
WITH PRE-EMPTIVE RIGHTS FOR EXISTING SHAREHOLDERS
7.3.C PROPOSAL FROM THE BOARD OF DIRECTORS: AUTHORISATION TO Mgmt For For
THE BOARD OF DIRECTORS TO INCREASE THE SHARE CAPITAL:
WITHOUT PRE-EMPTIVE RIGHTS FOR EXISTING SHAREHOLDERS
7.4 PROPOSALS FROM THE BOARD OF DIRECTORS: APPROVAL OF Mgmt For For
CHANGES TO THE REMUNERATION PRINCIPLES
8.1 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: REDUCTION OF PRICE OF INSULIN AND OTHER
PRODUCTS IF RETURN ON EQUITY EXCEEDS 7
CMMT 26 FEB 2019: PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION
NUMBERS 5.1, 5.2, 5.3.A TO 5.3.G AND 6. THANK YOU
CMMT 26 FEB 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT IN COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN
UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
NTT DOCOMO,INC. Agenda Number: 711226476
--------------------------------------------------------------------------------------------------------------------------
Security: J59399121 Meeting Type: AGM
Ticker: Meeting Date: 18-Jun-2019
ISIN: JP3165650007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Tsubouchi, Koji Mgmt Against Against
2.2 Appoint a Director Fujiwara, Michio Mgmt Against Against
2.3 Appoint a Director Tateishi, Mayumi Mgmt Against Against
2.4 Appoint a Director Kuroda, Katsumi Mgmt Against Against
3.1 Appoint a Corporate Auditor Sagae, Hironobu Mgmt Against Against
3.2 Appoint a Corporate Auditor Kajikawa, Mikio Mgmt Against Against
3.3 Appoint a Corporate Auditor Nakata, Katsumi Mgmt Against Against
3.4 Appoint a Corporate Auditor Tsujiyama, Eiko Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
OLYMPUS CORPORATION Agenda Number: 711251746
--------------------------------------------------------------------------------------------------------------------------
Security: J61240107 Meeting Type: AGM
Ticker: Meeting Date: 25-Jun-2019
ISIN: JP3201200007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Adopt Reduction of Liability System Mgmt For For
for Directors and Executive Officers, Transition to a
Company with Three Committees
3.1 Appoint a Director Takeuchi, Yasuo Mgmt For For
3.2 Appoint a Director Sasa, Hiroyuki Mgmt For For
3.3 Appoint a Director Stefan Kaufmann Mgmt Against Against
3.4 Appoint a Director Koga, Nobuyuki Mgmt Against Against
3.5 Appoint a Director Shimizu, Masashi Mgmt Against Against
3.6 Appoint a Director Fujita, Sumitaka Mgmt For For
3.7 Appoint a Director Katayama, Takayuki Mgmt For For
3.8 Appoint a Director Kaminaga, Susumu Mgmt For For
3.9 Appoint a Director Kikawa, Michijiro Mgmt For For
3.10 Appoint a Director Iwamura, Tetsuo Mgmt For For
3.11 Appoint a Director Masuda, Yasumasa Mgmt For For
3.12 Appoint a Director Natori, Katsuya Mgmt Against Against
3.13 Appoint a Director Iwasaki, Atsushi Mgmt Against Against
3.14 Appoint a Director D. Robert Hale Mgmt Against Against
3.15 Appoint a Director Jim C. Beasley Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ORION OYJ Agenda Number: 710576969
--------------------------------------------------------------------------------------------------------------------------
Security: X6002Y112 Meeting Type: AGM
Ticker: Meeting Date: 26-Mar-2019
ISIN: FI0009014377
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT A POA IS NEEDED TO APPOINT OWN REPRESENTATIVE BUT IS Non-Voting
NOT NEEDED IF A FINNISH SUB/BANK IS APPOINTED EXCEPT
IF THE SHAREHOLDER IS FINNISH THEN A POA WOULD STILL
BE REQUIRED.
1 OPENING OF THE MEETING Non-Voting
2 MATTERS OF ORDER FOR THE MEETING Non-Voting
3 ELECTION OF THE PERSON TO CONFIRM THE MINUTES AND THE Non-Voting
PERSONS TO VERIFY THE COUNTING OF VOTES
4 RECORDING THE LEGAL CONVENING OF THE MEETING AND Non-Voting
QUORUM
5 RECORDING THE ATTENDANCE AT THE MEETING AND THE LIST Non-Voting
OF VOTES
6 PRESENTATION OF THE FINANCIAL STATEMENTS 2018, THE Non-Voting
REPORT OF THE BOARD OF DIRECTORS AND THE AUDITOR'S
REPORT: REVIEW BY THE PRESIDENT AND CEO
7 ADOPTION OF THE FINANCIAL STATEMENTS Mgmt For For
8 DECISION ON THE USE OF THE PROFITS SHOWN ON THE Mgmt For For
BALANCE SHEET AND THE PAYMENT OF THE DIVIDEND: THE
BOARD OF DIRECTORS PROPOSES THAT A DIVIDEND OF EUR
1.50 PER SHARE BE PAID ON THE BASIS OF THE BALANCE
SHEET CONFIRMED FOR THE FINANCIAL YEAR THAT ENDED ON
31 DECEMBER 2018
9 DECISION ON THE DISCHARGE OF THE MEMBERS OF THE BOARD Mgmt For For
OF DIRECTORS AND THE PRESIDENT AND CEO FROM LIABILITY
CMMT PLEASE NOTE THAT RESOLUTION 10 TO 12 IS PROPOSED BY Non-Voting
THE COMPANY'S NOMINATION COMMITTEE AND BOARD DOES NOT
MAKE ANY RECOMMENDATION ON THIS PROPOSAL. THE STANDING
INSTRUCTIONS ARE DISABLED FOR THIS MEETING
10 DECISION ON THE REMUNERATION OF THE MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS
11 DECISION ON THE NUMBER OF MEMBERS OF THE BOARD OF Mgmt For For
DIRECTORS: SEVEN
12 ELECTION OF THE MEMBERS AND THE CHAIRMAN OF THE BOARD Mgmt Against Against
OF DIRECTORS: IN ACCORDANCE WITH THE RECOMMENDATION BY
THE NOMINATION COMMITTEE, THE BOARD OF DIRECTORS
PROPOSES TO THE ANNUAL GENERAL MEETING THAT OF THE
PRESENT BOARD MEMBERS, ARI LEHTORANTA, TIMO MAASILTA,
HILPI RAUTELIN, EIJA RONKAINEN, MIKAEL SILVENNOINEN
AND HEIKKI WESTERLUND WOULD BE RE-ELECTED AND M.SC.
(ECON.) PIA KALSTA WOULD BE ELECTED AS A NEW MEMBER
FOR THE NEXT TERM OF OFFICE. HEIKKI WESTERLUND WOULD
BE RE-ELECTED AS CHAIRMAN. OF THE PRESENT MEMBERS,
SIRPA JALKANEN HAS SERVED AS A MEMBER OF THE BOARD OF
DIRECTORS FOR 10 CONSECUTIVE YEARS. THEREFORE SHE IS
NO LONGER PROPOSED FOR RE-ELECTION
13 DECISION ON THE REMUNERATION OF THE AUDITOR Mgmt For For
14 ELECTION OF THE AUDITOR: IN ACCORDANCE WITH THE Mgmt For For
RECOMMENDATION BY THE BOARD'S AUDIT COMMITTEE, THE
BOARD OF DIRECTORS PROPOSES TO THE ANNUAL GENERAL
MEETING THAT AUTHORISED PUBLIC ACCOUNTANTS KPMG OY AB
BE ELECTED AS THE COMPANY'S AUDITOR
15 AUTHORISING THE BOARD OF DIRECTORS TO DECIDE TO Mgmt For For
ACQUIRE THE COMPANY'S OWN SHARES
16 AUTHORISING THE BOARD OF DIRECTORS TO DECIDE ON A Mgmt For For
SHARE ISSUE
17 CLOSING OF THE MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
ORKLA ASA Agenda Number: 710881411
--------------------------------------------------------------------------------------------------------------------------
Security: R67787102 Meeting Type: AGM
Ticker: Meeting Date: 25-Apr-2019
ISIN: NO0003733800
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT SHARES HELD IN AN OMNIBUS/NOMINEE ACCOUNT NEED TO BE Non-Voting
RE-REGISTERED IN THE BENEFICIAL OWNERS NAME TO BE
ALLOWED TO VOTE AT MEETINGS. SHARES WILL BE
TEMPORARILY TRANSFERRED TO A SEPARATE ACCOUNT IN THE
BENEFICIAL OWNER'S NAME ON THE PROXY DEADLINE AND
TRANSFERRED BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE
DAY AFTER THE MEETING.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
1 ELECT CHAIRMAN OF MEETING Mgmt For For
2 ACCEPT FINANCIAL STATEMENTS AND STATUTORY REPORTS; Mgmt For For
APPROVE ALLOCATION OF INCOME AND DIVIDENDS OF NOK 2.60
PER SHARE
3.1 RECEIVE INFORMATION ON REMUNERATION POLICY AND OTHER Non-Voting
TERMS OF EMPLOYMENT FOR EXECUTIVE MANAGEMENT
3.2 APPROVE REMUNERATION POLICY AND OTHER TERMS OF Mgmt For For
EMPLOYMENT FOR EXECUTIVE MANAGEMENT (ADVISORY)
3.3 APPROVE GUIDELINES FOR INCENTIVE-BASED COMPENSATION Mgmt Against Against
FOR EXECUTIVE MANAGEMENT (BINDING)
4 DISCUSS COMPANY'S CORPORATE GOVERNANCE STATEMENT Non-Voting
5 APPROVE NOK 17.5 MILLION REDUCTION IN SHARE CAPITAL Mgmt For For
VIA SHARE CANCELLATION
6.II AUTHORISATION TO ACQUIRE TREASURY SHARES TO BE Mgmt For For
UTILISED TO FULFIL EXISTING EMPLOYEE INCENTIVE
PROGRAMMES AND INCENTIVE PROGRAMMES ADOPTED BY THE
GENERAL MEETING IN ACCORDANCE WITH ITEM 3.3 OF THE
AGENDA
6.III AUTHORISATION TO ACQUIRE TREASURY SHARES TO BE Mgmt For For
UTILISED TO ACQUIRE SHARES FOR CANCELLATION
7.1 REELECT STEIN HAGEN AS DIRECTOR Mgmt Against Against
7.2 REELECT GRACE SKAUGEN AS DIRECTOR Mgmt For For
7.3 REELECT INGRID BLANK AS DIRECTOR Mgmt For For
7.4 REELECT LARS DAHLGREN AS DIRECTOR Mgmt For For
7.5 REELECT NILS SELTE AS DIRECTOR Mgmt Against Against
7.6 REELECT LISELOTT KILAAS AS DIRECTOR Mgmt For For
7.7 REELECT PETER AGNEFJALL AS DIRECTOR Mgmt For For
7.8 REELECT CAROLINE KJOS AS DEPUTY DIRECTOR Mgmt For For
8.1 ELECT STEIN ERIK HAGEN AS BOARD CHAIRMAN Mgmt For For
8.2 ELECT GRACE SKAUGEN AS VICE CHAIRMAN Mgmt For For
9 ELECT NILS-HENRIK PETTERSSON AS MEMBER OF NOMINATING Mgmt For For
COMMITTEE
10 APPROVE REMUNERATION OF DIRECTORS: REMUNERATION OF Mgmt For For
MEMBERSAND DEPUTY MEMBER OF THE BOARD OF DIRECTOR
11 APPROVE REMUNERATION OF NOMINATING COMMITTEE Mgmt For For
12 APPROVE REMUNERATION OF AUDITORS Mgmt For For
CMMT 18 APR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO RECEIPT OF UPDATED AGENDA FOR RESOLUTIONS 6.A, 6.B
AND 10 AND CHANGE IN NUMBERING OF RESOLUTIONS. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
OSRAM LICHT AG Agenda Number: 710478012
--------------------------------------------------------------------------------------------------------------------------
Security: D5963B113 Meeting Type: AGM
Ticker: Meeting Date: 19-Feb-2019
ISIN: DE000LED4000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
147455 DUE TO AGENDA WAS CHANGED. ALL VOTES RECEIVED
ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU
WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH Non-Voting
21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND
THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE
JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES.
AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE
END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY
VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN
THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO
MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO
ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE
ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE
TOTAL SHARE CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON Non-Voting
PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS
SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB
CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES
REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS Non-Voting
OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO
EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING
RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING
RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES
TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER
EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS
USUAL. THANK YOU
CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 04.02.2019. Non-Voting
FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH
TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE
1 PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL Non-Voting
STATEMENTS, THE APPROVED CONSOLIDATED FINANCIAL
STATEMENTS, THE COMBINED MANAGEMENT REPORT FOR OSRAM
LICHT AG AND THE GROUP FOR FISCAL YEAR 2017/2018, THE
SUPERVISORY BOARD REPORT, AND THE CORPORATE GOVERNANCE
REPORT FOR FISCAL YEAR 2017/2018
2 RESOLUTION ON THE APPROPRIATION OF OSRAM LICHT AG'S Mgmt For For
NET PROFIT, INCLUDING AN AMENDED RESOLUTION PROPOSAL
DUE TO CHANGE IN THE NUMBER OF DIVIDEND-BEARING
SHARES, WHICH PROVIDES FOR AN UNCHANGED DIVIDEND OF
EUR 1.11 PER SHARE
3.1 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE MANAGING BOARD FOR FISCAL YEAR
2017/2018: DR. OLAF BERLIEN
3.2 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE MANAGING BOARD FOR FISCAL YEAR
2017/2018: INGO BANK
3.3 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE MANAGING BOARD FOR FISCAL YEAR
2017/2018: DR. STEFAN KAMPMANN
4.1 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: PETER BAUER
4.2 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: MICHAEL KNUTH
4.3 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: DR. ROLAND BUSCH
4.4 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: DR. CHRISTINE BORTENLANGER
4.5 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: DR. WERNER BRANDT
4.6 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: PROF. DR. LOTHAR FREY
4.7 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: DR. MARGARETE HAASE
4.8 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: FRANK H. LAKERVELD
4.9 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: ARUNJAI MITTAL
4.10 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: ALEXANDER MULLER
4.11 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: ULRIKE SALB
4.12 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: IRENE SCHULZ
4.13 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: IRENE WEININGER
4.14 RESOLUTION ON THE APPROVAL OF THE ACTIONS OF THE Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR FISCAL YEAR
2017/2018: THOMAS WETZEL
5 RESOLUTION ON THE APPOINTMENT OF THE AUDITOR OF THE Mgmt For For
ANNUAL FINANCIAL STATEMENTS AND CONSOLIDATED FINANCIAL
STATEMENTS AS WELL AS THE AUDITOR TO REVIEW THE
INTERIM REPORT: ERNST & YOUNG GMBH
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, STUTTGART
6 RESOLUTION ON A BY-ELECTION TO THE SUPERVISORY BOARD: Mgmt For For
MR. ARUNJAI MITTAL
--------------------------------------------------------------------------------------------------------------------------
OTSUKA CORPORATION Agenda Number: 710609275
--------------------------------------------------------------------------------------------------------------------------
Security: J6243L115 Meeting Type: AGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: JP3188200004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Otsuka, Yuji Mgmt For For
2.2 Appoint a Director Katakura, Kazuyuki Mgmt Against Against
2.3 Appoint a Director Takahashi, Toshiyasu Mgmt Against Against
2.4 Appoint a Director Saito, Hironobu Mgmt Against Against
2.5 Appoint a Director Tsurumi, Hironobu Mgmt Against Against
2.6 Appoint a Director Yano, Katsuhiro Mgmt Against Against
2.7 Appoint a Director Sakurai, Minoru Mgmt Against Against
2.8 Appoint a Director Moriya, Norihiko Mgmt Against Against
2.9 Appoint a Director Hirose, Mitsuya Mgmt Against Against
2.10 Appoint a Director Wakamatsu, Yasuhiro Mgmt Against Against
2.11 Appoint a Director Makino, Jiro Mgmt For For
2.12 Appoint a Director Saito, Tetsuo Mgmt For For
3 Appoint a Corporate Auditor Minai, Naoto Mgmt For For
4 Approve Provision of Retirement Allowance for Retiring Mgmt Against Against
Directors
--------------------------------------------------------------------------------------------------------------------------
PADDY POWER BETFAIR PLC Agenda Number: 710812884
--------------------------------------------------------------------------------------------------------------------------
Security: G68673113 Meeting Type: AGM
Ticker: Meeting Date: 15-May-2019
ISIN: IE00BWT6H894
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 FOLLOWING A REVIEW OF THE COMPANY'S AFFAIRS, TO Mgmt For For
RECEIVE AND CONSIDER THE COMPANY'S FINANCIAL
STATEMENTS AND THE REPORTS OF THE DIRECTORS AND
AUDITOR THEREON
2 TO DECLARE A FINAL DIVIDEND FOR THE YEAR ENDED 31 Mgmt For For
DECEMBER 2018 OF 133 PENCE PER ORDINARY SHARE
3 TO RECEIVE AND CONSIDER THE DIRECTORS' REMUNERATION Mgmt For For
REPORT
4 TO ELECT JONATHAN HILL AS A DIRECTOR OF THE COMPANY Mgmt For For
5.A TO RE-ELECT JAN BOLZ Mgmt For For
5.B TO RE-ELECT ZILLAH BYNG-THORNE Mgmt For For
5.C TO RE-ELECT MICHAEL CAWLEY Mgmt For For
5.D TO RE-ELECT IAN DYSON Mgmt For For
5.E TO RE-ELECT PETER JACKSON Mgmt For For
5.F TO RE-ELECT GARY MCGANN Mgmt For For
5.G TO RE-ELECT PETER RIGBY Mgmt For For
5.H TO RE-ELECT EMER TIMMONS Mgmt For For
6 TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF Mgmt For For
THE EXTERNAL AUDITOR FOR THE YEAR ENDING 31 DEC 2019
7 TO MAINTAIN THE EXISTING AUTHORITY TO CONVENE AN Mgmt For For
EXTRAORDINARY GENERAL MEETING ON 14 CLEAR DAYS' NOTICE
8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For
9 TO DISAPPLY STATUTORY PRE-EMPTION RIGHTS Mgmt For For
10 TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES OF Mgmt For For
ITS OWN SHARES
11 TO DETERMINE THE PRICE RANGE AT WHICH TREASURY SHARES Mgmt For For
MAY BE REISSUED OFF-MARKET
12 TO AUTHORISE THE COMPANY TO CHANGE ITS NAME TO FLUTTER Mgmt For For
ENTERTAINMENT PLC
--------------------------------------------------------------------------------------------------------------------------
PANDORA A/S Agenda Number: 710573280
--------------------------------------------------------------------------------------------------------------------------
Security: K7681L102 Meeting Type: AGM
Ticker: Meeting Date: 13-Mar-2019
ISIN: DK0060252690
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 THE BOARD OF DIRECTORS REPORT ON THE COMPANY'S Non-Voting
ACTIVITIES DURING THE PAST FINANCIAL YEAR
2 ADOPTION OF THE AUDITED ANNUAL REPORT 2018 Mgmt For For
3 APPROVAL OF REMUNERATION TO THE BOARD OF DIRECTORS FOR Mgmt For For
2019
4 PROPOSED DISTRIBUTION OF PROFIT AS RECORDED IN THE Mgmt For For
ADOPTED ANNUAL REPORT, INCLUDING THE PROPOSED AMOUNT
OF ANY DIVIDEND TO BE DISTRIBUTED OR PROPOSAL TO COVER
ANY LOSS: DKK 9.00 PER SHARE OF DKK 1 BE PAID ON THE
PROFIT FOR THE YEAR AVAILABLE FOR DISTRIBUTION
ACCORDING TO THE 2018 ANNUAL REPORT
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 5.1 TO
5.8 AND 6.A. THANK YOU
5.1 REELECTION OF PEDER TUBORGH TO THE BOARD OF DIRECTORS Mgmt For For
5.2 REELECTION OF CHRISTIAN FRIGAST TO THE BOARD OF Mgmt For For
DIRECTORS
5.3 REELECTION OF ANDREA DAWN ALVEY TO THE BOARD OF Mgmt For For
DIRECTORS
5.4 REELECTION OF RONICA WANG TO THE BOARD OF DIRECTORS Mgmt For For
5.5 REELECTION OF PER BANK TO THE BOARD OF DIRECTORS Mgmt For For
5.6 REELECTION OF BIRGITTA STYMNE GORANSSON TO THE BOARD Mgmt Abstain Against
OF DIRECTORS
5.7 ELECTION OF SIR JOHN PEACE TO THE BOARD OF DIRECTORS Mgmt For For
5.8 ELECTION OF ISABELLE PARIZE TO THE BOARD OF DIRECTORS Mgmt For For
6.A REELECTION OF ERNST AND YOUNG PS AS THE COMPANY'S Mgmt For For
AUDITOR
7 RESOLUTION ON THE DISCHARGE FROM LIABILITY OF THE Mgmt For For
BOARD OF DIRECTORS AND THE EXECUTIVE MANAGEMENT
8.1 THE BOARD OF DIRECTORS HAS SUBMITTED THE FOLLOWING Mgmt For For
PROPOSAL: REDUCTION OF THE COMPANY'S SHARE CAPITAL
8.2 THE BOARD OF DIRECTORS HAS SUBMITTED THE FOLLOWING Mgmt For For
PROPOSAL: LANGUAGE OF COMPANY ANNOUNCEMENTS
8.3 THE BOARD OF DIRECTORS HAS SUBMITTED THE FOLLOWING Mgmt For For
PROPOSAL: LANGUAGE OF INTERNAL DOCUMENTS RELATING TO
THE COMPANY'S GENERAL MEETINGS
8.4 THE BOARD OF DIRECTORS HAS SUBMITTED THE FOLLOWING Mgmt For For
PROPOSAL: AUTHORITY TO THE BOARD OF DIRECTORS TO LET
THE COMPANY BUY BACK TREASURY SHARES
8.5 THE BOARD OF DIRECTORS HAS SUBMITTED THE FOLLOWING Mgmt For For
PROPOSAL: AUTHORITY TO THE BOARD OF DIRECTORS TO
DISTRIBUTE EXTRAORDINARY DIVIDEND: DKK 9 PER SHARE
8.6 THE BOARD OF DIRECTORS HAS SUBMITTED THE FOLLOWING Mgmt For For
PROPOSAL: AUTHORITY TO THE CHAIRMAN OF THE ANNUAL
GENERAL MEETING
9 ANY OTHER BUSINESS Non-Voting
CMMT 20 FEB 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF RESOLUTION 8.5. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
PCCW LIMITED Agenda Number: 710825449
--------------------------------------------------------------------------------------------------------------------------
Security: Y6802P120 Meeting Type: AGM
Ticker: Meeting Date: 09-May-2019
ISIN: HK0008011667
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE AUDITED FINANCIAL STATEMENTS Mgmt For For
OF THE COMPANY AND THE REPORTS OF THE DIRECTORS AND
THE INDEPENDENT AUDITOR FOR THE YEAR ENDED DECEMBER
31, 2018
2 TO DECLARE A FINAL DIVIDEND OF 22.33 HK CENTS PER Mgmt For For
ORDINARY SHARE IN RESPECT OF THE YEAR ENDED DECEMBER
31, 2018
3.A TO RE-ELECT MR LI TZAR KAI, RICHARD AS A DIRECTOR OF Mgmt Against Against
THE COMPANY
3.B TO RE-ELECT MR ZHU KEBING AS A DIRECTOR OF THE COMPANY Mgmt Against Against
3.C TO RE-ELECT MR WEI ZHE, DAVID AS A DIRECTOR OF THE Mgmt Against Against
COMPANY
3.D TO RE-ELECT MS FRANCES WAIKWUN WONG AS A DIRECTOR OF Mgmt For For
THE COMPANY
3.E TO RE-ELECT MR LARS ERIC NILS RODERT AS A DIRECTOR OF Mgmt For For
THE COMPANY
3.F TO AUTHORIZE THE COMPANY'S DIRECTORS TO FIX THEIR Mgmt For For
REMUNERATION
4 TO RE-APPOINT MESSRS PRICEWATERHOUSECOOPERS AS THE Mgmt For For
COMPANY'S AUDITOR AND AUTHORIZE THE COMPANY'S
DIRECTORS TO FIX THEIR REMUNERATION
5 TO GRANT A GENERAL MANDATE TO THE COMPANY'S DIRECTORS Mgmt Against Against
TO ISSUE NEW SHARES OF THE COMPANY
6 TO GRANT A GENERAL MANDATE TO THE COMPANY'S DIRECTORS Mgmt For For
TO BUY-BACK THE COMPANY'S OWN SECURITIES
7 TO EXTEND THE GENERAL MANDATE GRANTED TO THE COMPANY'S Mgmt Against Against
DIRECTORS PURSUANT TO ORDINARY RESOLUTION NO. 5
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0401/LTN201904012089.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0401/LTN201904012109.PDF
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF Non-Voting
'ABSTAIN' WILL BE TREATED THE SAME AS A 'TAKE NO
ACTION' VOTE
--------------------------------------------------------------------------------------------------------------------------
PEARSON PLC Agenda Number: 710800194
--------------------------------------------------------------------------------------------------------------------------
Security: G69651100 Meeting Type: AGM
Ticker: Meeting Date: 26-Apr-2019
ISIN: GB0006776081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RECEIPT OF FINANCIAL STATEMENTS AND REPORTS Mgmt For For
2 TO DECLARE A FINAL DIVIDEND FOR THE YEAR ENDED 31 Mgmt For For
DECEMBER 2018 ON THE COMPANY'S ORDINARY SHARES OF 13
PENCE PER SHARE AS RECOMMENDED BY THE DIRECTORS
3 TO RE ELECT ELIZABETH CORLEY AS A DIRECTOR Mgmt For For
4 TO RE ELECT VIVIENNE COX AS A DIRECTOR Mgmt For For
5 TO RE ELECT JOHN FALLON AS A DIRECTOR Mgmt For For
6 TO RE ELECT JOSH LEWIS AS A DIRECTOR Mgmt For For
7 TO RE ELECT LINDA LORIMER AS A DIRECTOR Mgmt For For
8 TO RE ELECT MICHAEL LYNTON AS A DIRECTOR Mgmt For For
9 TO RE ELECT TIM SCORE AS A DIRECTOR Mgmt For For
10 TO RE ELECT SIDNEY TAUREL AS A DIRECTOR Mgmt For For
11 TO RE ELECT LINCOLN WALLEN AS A DIRECTOR Mgmt For For
12 TO RE ELECT CORAM WILLIAMS AS A DIRECTOR Mgmt For For
13 APPROVAL OF ANNUAL REMUNERATION REPORT Mgmt For For
14 REAPPOINTMENT OF AUDITORS: PRICEWATERHOUSECOOPERS LLP Mgmt For For
15 REMUNERATION OF AUDITORS Mgmt For For
16 ALLOTMENT OF SHARES Mgmt For For
17 WAIVER OF PRE-EMPTION RIGHTS Mgmt For For
18 WAIVER OF PRE-EMPTION RIGHTS ADDITIONAL PERCENTAGE Mgmt For For
19 AUTHORITY TO PURCHASE OWN SHARES Mgmt For For
20 NOTICE OF MEETINGS Mgmt For For
CMMT 27 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF RESOLUTION 14. IF YOU HAVE ALREADY
SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
PRADA SPA, MILAN Agenda Number: 710797018
--------------------------------------------------------------------------------------------------------------------------
Security: T7733C101 Meeting Type: AGM
Ticker: Meeting Date: 30-Apr-2019
ISIN: IT0003874101
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0326/LTN20190326632.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0326/LTN20190326654.PDF
1 TO APPROVE THE AUDITED SEPARATE FINANCIAL STATEMENTS Mgmt For For
WHICH SHOW A NET INCOME OF EURO 708,548,197 AND THE
AUDITED CONSOLIDATED FINANCIAL STATEMENTS OF THE
COMPANY FOR THE YEAR ENDED DECEMBER 31, 2018 TOGETHER
WITH THE REPORTS OF THE BOARD OF DIRECTORS, THE BOARD
OF STATUTORY AUDITORS AND THE INDEPENDENT AUDITORS
2 TO APPROVE THE ALLOCATION OF THE NET INCOME OF THE Mgmt For For
COMPANY, FOR THE YEAR ENDED DECEMBER 31, 2018, AS
FOLLOWS: (I) EURO 153,529,440 TO SHAREHOLDERS AS FINAL
DIVIDEND, IN PARTICULAR TO DECLARE AND DISTRIBUTE A
FINAL DIVIDEND OF EURO 0.06 PER SHARE, AND (II) EURO
555,018,757 TO RETAINED EARNINGS OF THE COMPANY
3 TO APPOINT DELOITTE & TOUCHE S.P.A. AS THE AUDITOR Mgmt For For
("REVISORE LEGALE DEICONTI") OF THE COMPANY FOR A TERM
OF THREE FINANCIAL YEARS (FINANCIAL YEAR ENDING
DECEMBER 31, 2019 TO FINANCIAL YEAR ENDING DECEMBER
31, 2021), ENDING ON THE DATE OF THE SHAREHOLDERS'
GENERAL MEETING TO BE CALLED TO APPROVE THE FINANCIAL
STATEMENTS FOR THE LAST YEAR OF THE AUDITOR'S
APPOINTMENT BEING THE YEAR ENDING DECEMBER 31, 2021
AND TO APPROVE ITS REMUNERATION OF EURO 620,500, FOR
EACH FINANCIAL YEAR OF ITS THREE-YEAR TERM, FOR THE
PROVISION TO THE COMPANY OF THE AUDIT OF THE SEPARATE
FINANCIAL STATEMENTS AND THE CONSOLIDATED FINANCIAL
STATEMENTS, WHICH IS INCLUDED IN THE OVERALL ANNUAL
REMUNERATION OF EURO 1,704,365 FOR DELOITTE & TOUCHE
S.P.A. AND ITS NETWORK IN RESPECT OF PROVISION OF
AUDIT SERVICES TO THE PRADA GROUP AS A WHOLE. THE
AUDITOR'S ANNUAL REMUNERATION SHALL BE SUBJECT TO
ADJUSTMENT IN ACCORDANCE WITH CHANGES IN RELEVANT
APPLICABLE LAWS OR IN THE REQUIREMENTS FOR THE AUDIT
SERVICES AS WELL AS THE ANNUAL ADJUSTMENT LINKED TO
THE CHANGES IN CPI - CONSUMER PRICE INDEX
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF Non-Voting
'ABSTAIN' WILL BE TREATED THE SAME AS A 'TAKE NO
ACTION' VOTE
CMMT 27 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT OF RESOLUTION 2. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
PSP SWISS PROPERTY AG Agenda Number: 710754513
--------------------------------------------------------------------------------------------------------------------------
Security: H64687124 Meeting Type: AGM
Ticker: Meeting Date: 04-Apr-2019
ISIN: CH0018294154
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ANNUAL ACTIVITY REPORT, FINANCIAL STATEMENTS AND Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS 2018, AUDITORS'
REPORTS
2 ADVISORY VOTE ON THE COMPENSATION REPORT 2018 Mgmt For For
3 APPROPRIATION OF RETAINED EARNINGS 2018 AND THE Mgmt For For
STATUTORY AND REGULATIVE-DECIDED RETAINED EARNINGS,
DIVIDEND PAYMENT: DIVIDEND OF CHF 3.50 GROSS PER SHARE
4 DISCHARGE OF THE MEMBERS OF THE BOARD OF DIRECTORS AND Mgmt For For
OF THE EXECUTIVE BOARD
5.1 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MR. Mgmt Against Against
LUCIANO GABRIEL (CURRENT)
5.2 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MS. Mgmt For For
CORINNE DENZLER (CURRENT)
5.3 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MR. Mgmt Against Against
ADRIAN DUDLE (CURRENT)
5.4 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MR. Mgmt For For
PETER FORSTMOSER (CURRENT)
5.5 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MR. Mgmt Against Against
NATHAN HETZ (CURRENT)
5.6 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MR. Mgmt Against Against
JOSEF STADLER (CURRENT)
5.7 ELECTION OF THE MEMBER OF THE BOARD OF DIRECTOR: MR. Mgmt Against Against
AVIRAM WERTHEIM (CURRENT)
6 ELECTION OF MR. LUCIANO GABRIEL (CURRENT) AS CHAIRMAN Mgmt Against Against
OF THE BOARD OF DIRECTORS
7.1 ELECTION OF THE MEMBER OF THE COMPENSATION COMMITTEE: Mgmt For For
MR. PETER FORSTMOSER (CURRENT)
7.2 ELECTION OF THE MEMBER OF THE COMPENSATION COMMITTEE: Mgmt Against Against
MR. ADRIAN DUDLE (CURRENT)
7.3 ELECTION OF THE MEMBER OF THE COMPENSATION COMMITTEE: Mgmt Against Against
MR. NATHAN HETZ (CURRENT)
7.4 ELECTION OF THE MEMBER OF THE COMPENSATION COMMITTEE: Mgmt Against Against
MR. JOSEF STADLER (CURRENT)
8 APPROVAL OF THE MAXIMUM TOTAL AMOUNT OF COMPENSATIONS Mgmt For For
FOR THE BOARD OF DIRECTORS UNTIL THE ANNUAL GENERAL
MEETING 2020
9 APPROVAL OF THE MAXIMUM TOTAL AMOUNT OF COMPENSATIONS Mgmt For For
FOR THE EXECUTIVE BOARD FOR THE 2020 BUSINESS YEAR
10 ELECTION OF ERNST AND YOUNG AG, ZURICH, (CURRENT) AS Mgmt For For
STATUTORY AUDITORS
11 ELECTION OF PROXY VOTING SERVICES GMBH, ZURICH, Mgmt For For
(CURRENT) AS INDEPENDENT SHAREHOLDER REPRESENTATIVE
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON AGENDA AND Non-Voting
MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT
YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A MARKET
REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES
ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT
THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE
PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST
THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT
ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED
FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING
RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING
YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
--------------------------------------------------------------------------------------------------------------------------
PUMA SE Agenda Number: 710702209
--------------------------------------------------------------------------------------------------------------------------
Security: D62318148 Meeting Type: AGM
Ticker: Meeting Date: 18-Apr-2019
ISIN: DE0006969603
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS Non-Voting
OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO
EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING
RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING
RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES
TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER
EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS
USUAL. THANK YOU
CMMT PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING Non-Voting
IS 28 MAR 19 , WHEREAS THE MEETING HAS BEEN SETUP
USING THE ACTUAL RECORD DATE - 1 BUSINESS DAY. THIS IS
DONE TO ENSURE THAT ALL POSITIONS REPORTED ARE IN
CONCURRENCE WITH THE GERMAN LAW. THANK YOU
CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 03.04.2019. Non-Voting
FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH
TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE
1 PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL Non-Voting
STATEMENTS OF PUMA SE AND THE APPROVED CONSOLIDATED
FINANCIAL STATEMENTS FOR 31 DECEMBER 2018, THE
COMBINED MANAGEMENT REPORT FOR PUMA SE AND THE PUMA
GROUP (INCLUDING THE EXPLANATORY REPORT OF THE
MANAGEMENT BOARD TO DISCLOSURES REQUIRED UNDER THE
TAKEOVER LAW) AND THE REPORT OF THE SUPERVISORY BOARD
FOR THE 2018 FINANCIAL YEAR
2 RESOLUTION ON THE APPROPRIATION OF RETAINED EARNINGS: Mgmt For For
EUR 3.50 PER DIVIDEND-BEARING SHARE
3 RESOLUTION ON THE DISCHARGE OF THE MANAGING DIRECTORS Mgmt For For
FOR THE 2018 FINANCIAL YEAR
4 RESOLUTION ON THE DISCHARGE OF THE MEMBERS OF THE Mgmt For For
ADMINISTRATIVE BOARD FOR THE 2018 FINANCIAL YEAR
5 RESOLUTION ON THE DISCHARGE OF THE MEMBERS OF THE Mgmt For For
MANAGEMENT BOARD FOR THE 2018 FINANCIAL YEAR
6 RESOLUTION ON THE DISCHARGE OF THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD FOR THE 2018 FINANCIAL YEAR
7 APPOINTMENT OF THE ANNUAL AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE FINANCIAL YEAR 2019: DELOITTE GMBH,
MUNICH
8.1 NEW ELECTIONS TO THE SUPERVISORY BOARD: MS. HELOISE Mgmt Against Against
TEMPLE-BOYER
8.2 NEW ELECTIONS TO THE SUPERVISORY BOARD: MS. FIONA MAY Mgmt For For
OLY
9 RESOLUTION ON A SHARE CAPITAL INCREASE FROM COMPANY Mgmt For For
RESERVES AND AMENDMENT TO THE ARTICLES OF ASSOCIATION
10 RESOLUTION ON A RE-DIVISION OF THE SHARE CAPITAL Mgmt For For
(SHARE SPLIT) AND AMENDMENT TO THE ARTICLES OF
ASSOCIATION
11 RESOLUTION ON THE ADJUSTMENT OF THE SUPERVISORY Mgmt Against Against
BOARD'S SUCCESS-ORIENTATED REMUNERATION
12 AMENDMENT TO SECTION 13 AND SECTION 16 OF THE ARTICLES Mgmt For For
OF ASSOCIATION
--------------------------------------------------------------------------------------------------------------------------
RED ELECTRICA CORPORACION, S.A. Agenda Number: 710577416
--------------------------------------------------------------------------------------------------------------------------
Security: E42807110 Meeting Type: OGM
Ticker: Meeting Date: 21-Mar-2019
ISIN: ES0173093024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE ANNUAL Mgmt For For
ACCOUNTS (STATEMENT OF FINANCIAL POSITION, INCOME
STATEMENT, STATEMENT OF CHANGES IN EQUITY, STATEMENT
OF RECOGNISED INCOME AND EXPENSE, STATEMENT OF CASH
FLOWS AND NOTES TO THE FINANCIAL STATEMENTS) AND
MANAGEMENT REPORT OF RED ELECTRICA CORPORACION, S.A.
FOR THE YEAR ENDED 31 DECEMBER 2018
2 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Mgmt For For
CONSOLIDATED ANNUAL ACCOUNTS (CONSOLIDATED STATEMENT
OF FINANCIAL POSITION, CONSOLIDATED INCOME STATEMENT,
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME,
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY,
CONSOLIDATED STATEMENT OF CASH FLOWS AND NOTES TO THE
CONSOLIDATED FINANCIAL STATEMENTS) AND CONSOLIDATED
MANAGEMENT REPORT OF THE CONSOLIDATED GROUP OF RED
ELECTRICA CORPORACION, S.A. AND SUBSIDIARIES FOR THE
YEAR ENDED 31 DECEMBER 2018
3 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Mgmt For For
PROPOSED ALLOCATION OF THE PROFIT OF RED ELECTRICA
CORPORACION, S.A. FOR THE YEAR ENDED 31 DECEMBER 2018
4 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE REPORT Mgmt For For
ON NON-FINANCIAL INFORMATION OF THE CONSOLIDATED GROUP
OF RED ELECTRICA CORPORACION, S.A. FOR THE 2018
FINANCIAL YEAR, IN ACCORDANCE WITH THE TERMS OF LAW
11/2018 OF 28 DECEMBER 2018 AMENDING THE COMMERCIAL
CODE, THE RECAST TEXT OF THE SPANISH COMPANIES ACT,
APPROVED BY LEGISLATIVE ROYAL DECREE 1/2010 OF 2 JULY
2010, AND LAW 22/2015 OF 20 JULY 2015 ON THE AUDITING
OF ACCOUNTS, ON MATTERS OF NON-FINANCIAL INFORMATION
AND DIVERSITY
5 EXAMINATION AND APPROVAL, IF APPLICABLE, OF THE Mgmt For For
MANAGEMENT PERFORMANCE OF THE BOARD OF DIRECTORS OF
RED ELECTRICA CORPORACION, S.A. DURING THE 2018
FINANCIAL YEAR
6.1 RATIFICATION AND APPOINTMENT AS A DIRECTOR, IN THE Mgmt For For
CATEGORY OF "OTHER EXTERNAL", OF MR. JORDI SEVILLA
SEGURA
6.2 RATIFICATION AND APPOINTMENT AS A PROPRIETARY DIRECTOR Mgmt For For
OF MS. MARIA TERESA COSTA CAMPI
6.3 RATIFICATION AND APPOINTMENT AS A PROPRIETARY DIRECTOR Mgmt For For
OF MR. ANTONIO GOMEZ EXPOSITO
6.4 APPOINTMENT AS AN INDEPENDENT DIRECTOR OF MR. JOSE Mgmt For For
JUAN RUIZ GOMEZ
7.1 AMENDMENT OF ARTICLE 20 ("BOARD OF DIRECTORS") OF THE Mgmt For For
ARTICLES OF ASSOCIATION IN RELATION TO THE
REMUNERATION OF THE BOARD OF DIRECTORS OF THE COMPANY
7.2 APPROVAL OF THE POLICY ON REMUNERATION OF THE Mgmt For For
DIRECTORS OF RED ELECTRICA CORPORACION, S.A
7.3 APPROVAL OF THE ANNUAL REPORT ON REMUNERATION OF THE Mgmt For For
DIRECTORS OF RED ELECTRICA CORPORACION, S.A
7.4 APPROVAL OF THE REMUNERATION OF THE BOARD OF DIRECTORS Mgmt For For
OF RED ELECTRICA CORPORACION, S.A. FOR THE 2019
FINANCIAL YEAR
8 REAPPOINTMENT OF THE STATUTORY AUDITOR OF THE PARENT Mgmt For For
COMPANY AND OF THE CONSOLIDATED GROUP: KPMG AUDITORES,
S.L.
9 DELEGATION FOR FULL IMPLEMENTATION OF RESOLUTIONS Mgmt For For
ADOPTED AT THE GENERAL SHAREHOLDERS MEETING
10 REPORT TO THE GENERAL MEETING OF SHAREHOLDERS ON THE Non-Voting
ANNUAL CORPORATE GOVERNANCE REPORT OF RED ELECTRICA
CORPORACION, S.A.
11 REPORT TO THE GENERAL MEETING OF SHAREHOLDERS ON THE Non-Voting
AMENDMENT OF THE REGULATION OF THE BOARD OF DIRECTORS
OF RED ELECTRICA CORPORACION, S.A
CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES NOT REACH Non-Voting
QUORUM, THERE WILL BE A SECOND CALL ON 22 MAR 2019.
CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN
VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ROYAL UNIBREW A/S Agenda Number: 710810121
--------------------------------------------------------------------------------------------------------------------------
Security: K8390X122 Meeting Type: AGM
Ticker: Meeting Date: 25-Apr-2019
ISIN: DK0060634707
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS "7.A
TO 7.H AND 8". THANK YOU
2 ADOPTION OF THE AUDITED ANNUAL REPORT FOR 2018 Mgmt For For
3 DISCHARGE OF LIABILITY FOR THE BOARD OF DIRECTORS AND Mgmt For For
EXECUTIVE BOARD
4 DISTRIBUTION OF PROFIT FOR THE YEAR, INCLUDING Mgmt For For
RESOLUTION OF DIVIDEND
5 APPROVAL OF REMUNERATION OF THE BOARD OF DIRECTORS FOR Mgmt For For
2019
6.1 PROPOSAL SUBMITTED BY THE BOARD OF DIRECTORS OR Mgmt For For
SHAREHOLDERS: CAPITAL REDUCTION - CANCELLATION OF
TREASURY SHARES
6.2 PROPOSAL SUBMITTED BY THE BOARD OF DIRECTORS OR Mgmt Against Against
SHAREHOLDERS: AUTHORISATION TO INCREASE THE SHARE
CAPITAL
6.3 PROPOSAL SUBMITTED BY THE BOARD OF DIRECTORS OR Mgmt For For
SHAREHOLDERS: AUTHORISATION TO ACQUIRE TREASURY SHARES
6.4 PROPOSAL SUBMITTED BY THE BOARD OF DIRECTORS OR Mgmt For For
SHAREHOLDERS: APPROVAL OF REMUNERATION POLICY
6.5 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: PROPOSAL SUBMITTED BY THE BOARD OF DIRECTORS
OR SHAREHOLDERS: AMENDMENT OF ARTICLE 9, SUB-ARTICLE
2, OF ARTICLES OF ASSOCIATION
7.A RE-ELECTION OF WALTHER THYGESEN AS MEMBER OF THE Mgmt For For
BOARD OF DIRECTOR
7.B RE-ELECTION OF JAIS VALEUR AS MEMBER OF THE BOARD OF Mgmt For For
DIRECTOR
7.C RE-ELECTION OF KARSTEN MATTIAS SLOTTE AS MEMBER OF Mgmt For For
THE BOARD OF DIRECTOR
7.D RE-ELECTION OF LARS VESTERGAARD AS MEMBER OF THE Mgmt For For
BOARD OF DIRECTOR
7.E RE-ELECTION OF FLORIS VAN WOERKOM AS MEMBER OF THE Mgmt For For
BOARD OF DIRECTOR
7.F RE-ELECTION OF CHRISTIAN SAGILD AS MEMBER OF THE Mgmt For For
BOARD OF DIRECTOR
7.G NEW ELECTION OF CATHARINA STACKELBERG-HAMMAREN AS Mgmt For For
MEMBER OF THE BOARD OF DIRECTOR
7.H NEW ELECTION OF HEIDI KLEINBACH-SAUTER AS MEMBER OF Mgmt For For
THE BOARD OF DIRECTOR
8 APPOINTMENT OF KPMG P/S AS THE COMPANY'S AUDITOR Mgmt Abstain Against
--------------------------------------------------------------------------------------------------------------------------
SBM OFFSHORE NV Agenda Number: 710597444
--------------------------------------------------------------------------------------------------------------------------
Security: N7752F148 Meeting Type: AGM
Ticker: Meeting Date: 10-Apr-2019
ISIN: NL0000360618
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 OPENING Non-Voting
2 REPORT OF THE MANAGEMENT BOARD FOR THE FINANCIAL YEAR Non-Voting
2018
3 REPORT OF THE SUPERVISORY BOARD AND OF ITS COMMITTEES Non-Voting
FOR THE FINANCIAL YEAR 2018
4 REMUNERATION REPORT 2018 Non-Voting
5.1 FINANCIAL STATEMENTS 2018: INFORMATION BY Non-Voting
PRICEWATERHOUSECOOPERS ACCOUNTANTS N.V. ON THE AUDIT
AT SBM OFFSHORE N.V
5.2 FINANCIAL STATEMENTS 2018: ADOPTION OF THE FINANCIAL Mgmt For For
STATEMENTS
5.3 FINANCIAL STATEMENTS 2018: DIVIDEND DISTRIBUTION Mgmt For For
PROPOSAL: USD 0.37 PER SHARE
5.4 FINANCIAL STATEMENTS 2018: DIVIDEND POLICY AMENDMENT Non-Voting
6.1 DISCHARGE OF THE MANAGEMENT BOARD MEMBERS FOR THEIR Mgmt For For
MANAGEMENT DURING THE FINANCIAL YEAR 2018
6.2 DISCHARGE OF THE SUPERVISORY BOARD MEMBERS FOR THEIR Mgmt Against Against
SUPERVISION DURING THE FINANCIAL YEAR 2018
7 CORPORATE GOVERNANCE: SUMMARY OF THE CORPORATE Non-Voting
GOVERNANCE POLICY
8.1 AUTHORISATION TO ISSUE ORDINARY SHARES AND TO RESTRICT Mgmt For For
OR TO EXCLUDE PRE-EMPTION RIGHTS: DESIGNATION OF THE
MANAGEMENT BOARD AS THE CORPORATE BODY AUTHORISED -
SUBJECT TO THE APPROVAL OF THE SUPERVISORY BOARD - TO
ISSUE ORDINARY SHARES AND TO GRANT RIGHTS TO SUBSCRIBE
FOR ORDINARY SHARES AS PROVIDED FOR IN ARTICLE 4 OF
THE COMPANY'S ARTICLES OF ASSOCIATION FOR A PERIOD OF
18 MONTHS UP TO 10% OF THE COMPANY'S ISSUED ORDINARY
SHARES AS PER THE 2019 AGM
8.2 AUTHORISATION TO ISSUE ORDINARY SHARES AND TO RESTRICT Mgmt For For
OR TO EXCLUDE PRE-EMPTION RIGHTS: DESIGNATION OF THE
MANAGEMENT BOARD AS THE CORPORATE BODY AUTHORISED -
SUBJECT TO THE APPROVAL OF THE SUPERVISORY BOARD - TO
RESTRICT OR TO EXCLUDE PRE-EMPTION RIGHTS AS PROVIDED
FOR IN ARTICLE 6 OF THE COMPANY'S ARTICLES OF
ASSOCIATION FOR A PERIOD OF 18 MONTHS
9.1 REPURCHASE AND CANCELLATION OF ORDINARY SHARES: Mgmt For For
AUTHORISATION TO REPURCHASE ORDINARY SHARES:
AUTHORISATION OF THE MANAGEMENT BOARD - SUBJECT TO THE
APPROVAL OF THE SUPERVISORY BOARD - TO REPURCHASE THE
COMPANY'S OWN ORDINARY SHARES AS SPECIFIED IN ARTICLE
7 OF THE COMPANY'S ARTICLES OF ASSOCIATION FOR A
PERIOD OF 18 MONTHS
9.2 REPURCHASE AND CANCELLATION OF ORDINARY SHARES: Mgmt For For
CANCELLATION OF ORDINARY SHARES HELD BY THE COMPANY
10.1 COMPOSITION OF THE MANAGEMENT BOARD: RE-APPOINTMENT MR Mgmt For For
P.C. BARRIL AS MEMBER OF THE MANAGEMENT BOARD AND
CHIEF OPERATING OFFICER
10.2 COMPOSITION OF THE MANAGEMENT BOARD: RE-APPOINTMENT MR Mgmt For For
E. LAGENDIJK AS MEMBER OF THE MANAGEMENT BOARD AND
CHIEF GOVERNANCE AND COMPLIANCE OFFICER
11.1 COMPOSITION OF THE SUPERVISORY BOARD: RE-APPOINTMENT Mgmt For For
MRS L.B.L.E MULLIEZ AS A MEMBER OF THE SUPERVISORY
BOARD
11.2 COMPOSITION OF THE SUPERVISORY BOARD: RE-APPOINTMENT Mgmt For For
MRS C.D. RICHARD AS A MEMBER OF THE SUPERVISORY BOARD
11.3 COMPOSITION OF THE SUPERVISORY BOARD: RE-APPOINTMENT Mgmt For For
MR S. HEPKEMA AS A MEMBER OF THE SUPERVISORY BOARD
12 COMMUNICATIONS AND QUESTIONS Non-Voting
13 CLOSING Non-Voting
CMMT 04 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT OF RESOLUTION 5.3. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
SCOR SE Agenda Number: 710869629
--------------------------------------------------------------------------------------------------------------------------
Security: F15561677 Meeting Type: MIX
Ticker: Meeting Date: 26-Apr-2019
ISIN: FR0010411983
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD Non-Voting
SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS:
VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL
CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS
REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL
SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL
CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE
CONTACT YOUR CLIENT REPRESENTATIVE
CMMT IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE PRESENTED Non-Voting
DURING THE MEETING, YOUR VOTE WILL DEFAULT TO
'ABSTAIN'. SHARES CAN ALTERNATIVELY BE PASSED TO THE
CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH
ITEM RAISED. SHOULD YOU WISH TO PASS CONTROL OF YOUR
SHARES IN THIS WAY, PLEASE CONTACT YOUR BROADRIDGE
CLIENT SERVICE REPRESENTATIVE. THANK YOU
CMMT 08 APR 2019: PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE
MATERIAL URL LINK:
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0320/201903201900622.pdf AND
https://www.journal-officiel.gouv.fr/publications/balo
/pdf/2019/0408/201904081900929.pdf; PLEASE NOTE THAT
THIS IS A REVISION DUE TO ADDITION OF THE URL LINK. IF
YOU HAVE ALREADY SENT IN YOUR VOTES FOR MID: 208591
PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU
O.1 APPROVAL OF THE REPORTS AND THE STATUTORY FINANCIAL Mgmt For For
STATEMENTS FOR THE FISCAL YEAR ENDED ON DECEMBER 31,
2018
O.2 ALLOCATION OF THE INCOME AND DETERMINATION OF THE Mgmt For For
DIVIDEND FOR THE FISCAL YEAR ENDED ON DECEMBER 31,
2018
O.3 APPROVAL OF THE REPORTS AND THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS FOR THE FISCAL YEAR ENDED ON DECEMBER 31,
2018
O.4 APPROVAL OF THE FIXED, VARIABLE AND EXCEPTIONAL ITEMS Mgmt Against Against
COMPRISING THE TOTAL REMUNERATION AND THE ADVANTAGES
OF ANY KIND PAID OR ALLOCATED TO MR. DENIS KESSLER,
CHAIRMAN AND CHIEF EXECUTIVE OFFICER FOR THE FISCAL
YEAR ENDED ON DECEMBER 31, 2018, PURSUANT TO ARTICLE
L.225-100 II OF THE FRENCH COMMERCIAL CODE
O.5 APPROVAL OF THE PRINCIPLES AND THE CRITERIA FOR THE Mgmt Against Against
DETERMINATION, THE ALLOCATION AND THE AWARD OF THE
FIXED, VARIABLE AND EXCEPTIONAL ITEMS COMPRISING THE
TOTAL REMUNERATION AND THE ADVANTAGES OF ANY KIND
ATTRIBUTABLE TO MR. DENIS KESSLER FOR HIS MANDATE AS
CHAIRMAN AND CHIEF EXECUTIVE OFFICER FOR THE FISCAL
YEAR2019, IN ACCORDANCE WITH ARTICLE L.225-37-2 OF THE
FRENCH COMMERCIAL CODE
O.6 RENEWAL OF MR. JEAN-MARC RABY'S MANDATE AS DIRECTOR OF Mgmt For For
THE COMPANY
O.7 RENEWAL OF MR. AUGUSTIN DE ROMANET'S MANDATE AS Mgmt For For
DIRECTOR OF THE COMPANY
O.8 RENEWAL OF MRS. KORY SORENSON'S MANDATE AS DIRECTOR OF Mgmt For For
THE COMPANY
O.9 RENEWAL OF MRS. FIELDS WICKER-MIURIN'S MANDATE AS Mgmt For For
DIRECTOR OF THE COMPANY
O.10 APPOINTMENT OF MR. FABRICE BREGIER AS DIRECTOR OF THE Mgmt For For
COMPANY
O.11 AMENDMENT OF THE MAXIMUM AMOUNT ALLOCATED TO Mgmt For For
ATTENDANCE FEES FOR THE ONGOING FISCAL YEAR AND THE
SUBSEQUENT FISCAL YEARS
O.12 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS FOR Mgmt For For
THE PURPOSE OF BUYING ORDINARY SHARES OF THE COMPANY
E.13 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS IN ORDER TO TAKE DECISIONS WITH RESPECT TO
CAPITAL INCREASE BY CAPITALIZATION OF RETAINED
EARNINGS, RESERVES OR SHARE PREMIUM
E.14 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF DECIDING THE ISSUANCE OF
SHARES AND/OR SECURITIES GRANTING ACCESS IMMEDIATELY
OR AT TERM TO ORDINARY SHARES TO BE ISSUED, WITH
PREFERENTIAL SUBSCRIPTION RIGHTS
E.15 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF DECIDING THE ISSUANCE, IN
THE FRAMEWORK OF A PUBLIC OFFERING, OF SHARES AND/OR
SECURITIES GRANTING ACCESS IMMEDIATELY OR AT TERM TO
ORDINARY SHARES TO BE ISSUED, WITH CANCELLATION OF
PREFERENTIAL SUBSCRIPTION RIGHTS AND WITH COMPULSORY
PRIORITY PERIOD
E.16 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF DECIDING THE ISSUANCE, IN
THE FRAMEWORK OF AN OFFER REFERRED TO IN PARAGRAPH II
OF ARTICLE L.411-2 OF THE FRENCH MONETARY AND
FINANCIAL CODE, OF SHARES AND/OR SECURITIES GRANTING
ACCESS IMMEDIATELY OR AT TERM TO ORDINARY SHARES TO BE
ISSUED, WITH CANCELLATION OF PREFERENTIAL SUBSCRIPTION
RIGHTS
E.17 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF DECIDING THE ISSUANCE, IN
CONSIDERATION FOR SECURITIES CONTRIBUTED TO THE
COMPANY IN THE FRAMEWORK OF ANY EXCHANGE TENDER OFFER
INITIATED BY THE COMPANY, OF SHARES AND/OR SECURITIES
GRANTING ACCESS IMMEDIATELY OR AT TERM TO ORDINARY
SHARES TO BE ISSUED, WITH CANCELLATION OF PREFERENTIAL
SUBSCRIPTION RIGHTS
E.18 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF ISSUING SHARES AND/OR
SECURITIES GRANTING ACCESS IMMEDIATELY OR AT TERM TO
ORDINARY SHARES TO BE ISSUED, AS CONSIDERATION FOR
SECURITIES CONTRIBUTED TO THE COMPANY IN THE FRAMEWORK
OF CONTRIBUTIONS IN KIND LIMITED TO 10% OF ITS SHARE
CAPITAL WITHOUT PREFERENTIAL SUBSCRIPTION RIGHTS
E.19 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS FOR Mgmt For For
THE PURPOSE OF INCREASING THE NUMBER OF SHARES IN THE
EVENT OF A SHARE CAPITAL INCREASE WITH OR WITHOUT
PREFERENTIAL SUBSCRIPTION RIGHTS
E.20 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF ISSUING WARRANTS FOR THE
ISSUANCE OF ORDINARY SHARES OF THE COMPANY, WITH
CANCELLATION OF SHAREHOLDERS' PREFERENTIAL
SUBSCRIPTION RIGHTS TO THE BENEFIT OF CATEGORIES OF
ENTITIES MEETING SPECIFIC CHARACTERISTICS, WITH A VIEW
TO IMPLEMENTING A CONTINGENT CAPITAL PROGRAM
E.21 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS FOR THE PURPOSE OF ISSUING WARRANTS FOR THE
ISSUANCE OF ORDINARY SHARES OF THE COMPANY, WITH
CANCELLATION OF SHAREHOLDERS' PREFERENTIAL
SUBSCRIPTION RIGHTS TO THE BENEFIT OF CATEGORIES OF
ENTITIES MEETING SPECIFIC CHARACTERISTICS, WITH A VIEW
TO IMPLEMENTING AN ANCILLARY OWN FUNDS PROGRAM
E.22 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS FOR Mgmt For For
THE PURPOSE OF REDUCING THE SHARE CAPITAL BY
CANCELLATION OF TREASURY SHARES
E.23 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS FOR Mgmt For For
THE PURPOSE OF GRANTING OPTIONS TO SUBSCRIBE FOR
AND/OR PURCHASE SHARES WITH EXPRESS WAIVER OF
PREFERENTIAL SUBSCRIPTION RIGHTS IN FAVOR OF SALARIED
EMPLOYEES AND EXECUTIVE CORPORATE OFFICERS (DIRIGEANTS
MANDATAIRES SOCIAUX)
E.24 AUTHORIZATION GRANTED TO THE BOARD OF DIRECTORS FOR Mgmt For For
THE PURPOSE OF ALLOCATING FREE EXISTING ORDINARY
SHARES OF THE COMPANY IN FAVOR OF SALARIED EMPLOYEES
AND EXECUTIVE CORPORATE OFFICERS (DIRIGEANTS
MANDATAIRES SOCIAUX)
E.25 DELEGATION OF AUTHORITY GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS IN ORDER TO CARRY OUT AN INCREASE IN SHARE
CAPITAL BY THE ISSUANCE OF SHARES RESERVED TO MEMBERS
OF SAVINGS PLANS (PLANS D'EPARGNE), WITH CANCELLATION
OF PREFERENTIAL SUBSCRIPTION RIGHTS TO THE BENEFIT OF
SUCH MEMBERS
E.26 AGGREGATE CEILING OF THE SHARE CAPITAL INCREASES Mgmt For For
E.27 AMENDMENT OF SECTION III OF ARTICLE 10 Mgmt For For
(ADMINISTRATION) OF THE COMPANY'S ARTICLES OF
ASSOCIATION, RELATING TO THE APPOINTMENT OF A SECOND
DIRECTOR REPRESENTING EMPLOYEES
E.28 POWER OF ATTORNEY TO CARRY OUT FORMALITIES Mgmt For For
O.A PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr Against For
PROPOSAL: DISMISSAL OF DIRECTOR MR DENIS KESSLER
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
196981 DUE TO ADDITION OF RESOLUTION A. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
SES S.A. Agenda Number: 710660538
--------------------------------------------------------------------------------------------------------------------------
Security: L8300G135 Meeting Type: AGM
Ticker: Meeting Date: 04-Apr-2019
ISIN: LU0088087324
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ATTENDANCE LIST, QUORUM AND ADOPTION OF THE AGENDA Non-Voting
2 APPOINT ONE SECRETARY AND TWO MEETING SCRUTINEERS Non-Voting
3 RECEIVE BOARD'S REPORT Non-Voting
4 RECEIVE EXPLANATIONS ON MAIN DEVELOPMENTS DURING 2018 Non-Voting
AND PERSPECTIVES
5 RECEIVE INFORMATION ON 2018 FINANCIAL RESULTS Non-Voting
6 RECEIVE AUDITOR'S REPORTS Non-Voting
7 APPROVE CONSOLIDATED AND INDIVIDUAL FINANCIAL Mgmt For For
STATEMENTS
8 APPROVE ALLOCATION OF INCOME Mgmt For For
9 APPROVE DISCHARGE OF DIRECTORS Mgmt For For
10 APPROVE AUDITORS AND AUTHORIZE BOARD TO FIX THEIR Mgmt For For
REMUNERATION
11 APPROVE SHARE REPURCHASE Mgmt For For
12 FIX NUMBER OF DIRECTORS Mgmt For For
13.A1 ELECT ROMAIN BAUSCH AS DIRECTOR Mgmt Against Against
13.A2 ELECT VICTOR CASIER AS DIRECTOR Mgmt For For
13.A3 ELECT TSEGA GEBREYES AS DIRECTOR Mgmt For For
13.A4 ELECT FRANCOIS TESCH AS DIRECTOR Mgmt Against Against
13.B1 ELECT FRANCOISE THOMA AS DIRECTOR Mgmt Against Against
14 APPROVE REMUNERATION OF DIRECTORS Mgmt For For
15 TRANSACT OTHER BUSINESS Non-Voting
--------------------------------------------------------------------------------------------------------------------------
SHIMAMURA CO.,LTD. Agenda Number: 711042589
--------------------------------------------------------------------------------------------------------------------------
Security: J72208101 Meeting Type: AGM
Ticker: Meeting Date: 17-May-2019
ISIN: JP3358200008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Kitajima, Tsuneyoshi Mgmt For For
2.2 Appoint a Director Seki, Shintaro Mgmt Against Against
2.3 Appoint a Director Suzuki, Makoto Mgmt Against Against
2.4 Appoint a Director Saito, Tsuyoki Mgmt Against Against
2.5 Appoint a Director Takahashi, Iichiro Mgmt Against Against
2.6 Appoint a Director Matsui, Tamae Mgmt For For
2.7 Appoint a Director Suzuki, Yutaka Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SIGNIFY N.V. Agenda Number: 710812454
--------------------------------------------------------------------------------------------------------------------------
Security: N8063K107 Meeting Type: AGM
Ticker: Meeting Date: 14-May-2019
ISIN: NL0011821392
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 PRESENTATION BY CEO ERIC RONDOLAT Non-Voting
2 IMPLEMENTATION OF THE REMUNERATION POLICY IN 2018 Non-Voting
3 EXPLANATION OF THE POLICY ON ADDITIONS TO RESERVES AND Non-Voting
DIVIDENDS
4 PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS FOR THE Mgmt For For
FINANCIAL YEAR 2018
5 PROPOSAL TO ADOPT A CASH DIVIDEND OF EUR 1.30 PER Mgmt For For
ORDINARY SHARE FROM THE 2018 NET INCOME
6.A PROPOSAL TO DISCHARGE THE MEMBERS OF THE BOARD OF Mgmt For For
MANAGEMENT IN RESPECT OF THEIR DUTIES PERFORMED IN
2018
6.B PROPOSAL TO DISCHARGE THE MEMBERS OF THE SUPERVISORY Mgmt For For
BOARD IN RESPECT OF THEIR DUTIES PERFORMED IN 2018
7.A PROPOSAL TO AUTHORIZE THE BOARD OF MANAGEMENT TO ISSUE Mgmt For For
SHARES OR GRANT RIGHTS TO ACQUIRE SHARES
7.B PROPOSAL TO AUTHORIZE THE BOARD OF MANAGEMENT TO Mgmt For For
RESTRICT OR EXCLUDE PRE-EMPTIVE RIGHTS
8 PROPOSAL TO AUTHORIZE THE BOARD OF MANAGEMENT TO Mgmt For For
ACQUIRE SHARES IN THE COMPANY
9 PROPOSAL TO CANCEL SHARES IN ONE OR MORE TRANCHES AS Mgmt For For
TO BE DETERMINED BY THE BOARD OF MANAGEMENT
10 ANY OTHER BUSINESS Non-Voting
--------------------------------------------------------------------------------------------------------------------------
SKYLARK HOLDINGS CO.,LTD. Agenda Number: 710670680
--------------------------------------------------------------------------------------------------------------------------
Security: J75605121 Meeting Type: AGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: JP3396210001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Tani, Makoto Mgmt For For
1.2 Appoint a Director Kanaya, Minoru Mgmt Against Against
1.3 Appoint a Director Kitamura, Atsushi Mgmt Against Against
1.4 Appoint a Director Wada, Yukihiro Mgmt Against Against
1.5 Appoint a Director Sakita, Haruyoshi Mgmt Against Against
1.6 Appoint a Director Nishijo, Atsushi Mgmt For For
1.7 Appoint a Director Tahara, Fumio Mgmt For For
1.8 Appoint a Director Sano, Ayako Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SUMITOMO DAINIPPON PHARMA CO.,LTD. Agenda Number: 711242533
--------------------------------------------------------------------------------------------------------------------------
Security: J10542116 Meeting Type: AGM
Ticker: Meeting Date: 20-Jun-2019
ISIN: JP3495000006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Tada, Masayo Mgmt Against Against
2.2 Appoint a Director Nomura, Hiroshi Mgmt For For
2.3 Appoint a Director Odagiri, Hitoshi Mgmt Against Against
2.4 Appoint a Director Kimura, Toru Mgmt Against Against
2.5 Appoint a Director Tamura, Nobuhiko Mgmt Against Against
2.6 Appoint a Director Atomi, Yutaka Mgmt Against Against
2.7 Appoint a Director Arai, Saeko Mgmt For For
2.8 Appoint a Director Endo, Nobuhiro Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
SUN ART RETAIL GROUP LTD Agenda Number: 710942548
--------------------------------------------------------------------------------------------------------------------------
Security: Y8184B109 Meeting Type: AGM
Ticker: Meeting Date: 17-May-2019
ISIN: HK0000083920
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0411/LTN20190411412.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0411/LTN20190411448.PDF
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF Non-Voting
'ABSTAIN' WILL BE TREATED THE SAME AS A 'TAKE NO
ACTION' VOTE
1 TO RECEIVE THE AUDITED CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS OF THE COMPANY AND THE REPORTS OF THE
DIRECTORS (THE "DIRECTORS" ) AND AUDITORS FOR THE YEAR
ENDED 31 DECEMBER 2018
2 TO DECLARE A FINAL DIVIDEND OF HKD 0.14 PER SHARE FOR Mgmt For For
THE YEAR ENDED 31 DECEMBER 2018
3.A TO RE-ELECT MRS. KAREN YIFEN CHANG AS AN INDEPENDENT Mgmt For For
NON-EXECUTIVE DIRECTOR
3.B TO RE-ELECT MR. DESMOND MURRAY AS AN INDEPENDENT Mgmt For For
NON-EXECUTIVE DIRECTOR
3.C TO ELECT MR. EDGARD, MICHEL, MARIE, BONTE AS A Mgmt Against Against
NON-EXECUTIVE DIRECTOR
3.D TO AUTHORIZE THE BOARD OF DIRECTORS (THE "BOARD") TO Mgmt For For
FIX THE RESPECTIVE DIRECTORS' REMUNERATION
4 TO RE-APPOINT KPMG AS AUDITORS AND TO AUTHORIZE THE Mgmt For For
BOARD TO FIX THEIR REMUNERATION
5 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO BUY BACK Mgmt For For
SHARES OF THE COMPANY NOT EXCEEDING 10% OF THE TOTAL
NUMBER OF ISSUED SHARES OF THE COMPANY AS AT THE DATE
OF PASSING OF THIS RESOLUTION
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO ISSUE, Mgmt Against Against
ALLOT AND DEAL WITH ADDITIONAL SHARES OF THE COMPANY
NOT EXCEEDING 20% OF THE TOTAL NUMBER OF ISSUED SHARES
OF THE COMPANY AS AT THE DATE OF PASSING OF THIS
RESOLUTION
7 TO EXTEND THE GENERAL MANDATE GRANTED TO THE DIRECTORS Mgmt Against Against
TO ISSUE, ALLOT AND DEAL WITH ADDITIONAL SHARES IN THE
CAPITAL OF THE COMPANY BY THE AGGREGATE NUMBER OF THE
SHARES BOUGHT BACK BY THE COMPANY
8 TO APPROVE THE PROPOSED AMENDMENTS TO THE ARTICLES OF Mgmt For For
ASSOCIATION OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
SUNRISE COMMUNICATIONS GROUP AG Agenda Number: 710701081
--------------------------------------------------------------------------------------------------------------------------
Security: H83659104 Meeting Type: AGM
Ticker: Meeting Date: 10-Apr-2019
ISIN: CH0267291224
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE OPERATIONAL AND FINANCIAL REVIEW, THE Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS AND THE STATUTORY
FINANCIAL STATEMENTS FOR 2018
2.1 APPROPRIATION OF RESULTS Mgmt For For
2.2 DISTRIBUTION FROM CAPITAL CONTRIBUTION RESERVES: Mgmt For For
DIVIDEND OF CHF 4.20 PER SHARE
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF DIRECTORS AND Mgmt For For
THE EXECUTIVE LEADERSHIP TEAM
4.1.1 RE-ELECTION OF MR. PETER SCHOPFER AS A MEMBER OF THE Mgmt For For
BOARD OF DIRECTORS
4.1.2 RE-ELECTION OF MR. JESPER OVESEN AS A MEMBER OF THE Mgmt For For
BOARD OF DIRECTORS
4.1.3 RE-ELECTION OF MS. ROBIN BIENENSTOCK AS A MEMBER OF Mgmt For For
THE BOARD OF DIRECTORS
4.1.4 RE-ELECTION OF MS. INGRID DELTENRE AS A MEMBER OF THE Mgmt For For
BOARD OF DIRECTORS
4.1.5 RE-ELECTION OF MR. MICHAEL KRAMMER AS A MEMBER OF THE Mgmt For For
BOARD OF DIRECTORS
4.1.6 RE-ELECTION OF MR. CHRISTOPH VILANEK AS A MEMBER OF Mgmt Against Against
THE BOARD OF DIRECTORS
4.1.7 RE-ELECTION OF MR. PETER KURER AS A MEMBER OF THE Mgmt For For
BOARD OF DIRECTORS
4.1.8 ELECTION OF MR. INGO ARNOLD AS A MEMBER OF THE BOARD Mgmt For For
OF DIRECTORS
4.1.9 RE-ELECTION OF MR. PETER KURER AS CHAIRMAN OF THE Mgmt For For
BOARD OF DIRECTORS
4.2.1 RE-ELECTION OF MR. PETER SCHOPFER AS A MEMBER OF THE Mgmt For For
COMPENSATION COMMITTEE
4.2.2 RE-ELECTION OF MR. PETER KURER AS A MEMBER OF THE Mgmt For For
COMPENSATION COMMITTEE
4.2.3 RE-ELECTION OF MR. CHRISTOPH VILANEK AS A MEMBER OF Mgmt Against Against
THE COMPENSATION COMMITTEE
4.2.4 RE-ELECTION OF MR. MICHAEL KRAMMER AS A MEMBER OF THE Mgmt For For
COMPENSATION COMMITTEE
4.2.5 RE-ELECTION OF MS. INGRID DELTENRE AS A MEMBER OF THE Mgmt For For
COMPENSATION COMMITTEE
4.2.6 RE-ELECTION OF MR. PETER SCHOPFER AS CHAIRMAN OF THE Mgmt For For
COMPENSATION COMMITTEE
5 ELECTION OF THE INDEPENDENT PROXY: THE BOARD OF Mgmt For For
DIRECTORS PROPOSES THAT ANWALTSKANZLEI KELLER KLG,
ZURICH, BE ELECTED AS THE INDEPENDENT PROXY UNTIL THE
CLOSING OF THE FOLLOWING ANNUAL GENERAL MEETING
6 RE-ELECTION OF THE AUDITOR: THE BOARD OF DIRECTORS Mgmt For For
PROPOSES THAT ERNST & YOUNG AG, ZURICH, BE RE-ELECTED
AS AUDITOR FOR THE 2019 FINANCIAL YEAR
7.1 CONSULTATIVE VOTE ON THE COMPENSATION REPORT FOR THE Mgmt For For
2018 FINANCIAL YEAR
7.2 APPROVAL OF THE MAXIMUM AGGREGATE COMPENSATION FOR THE Mgmt For For
MEMBERS OF THE BOARD OF DIRECTORS FOR THE PERIOD UNTIL
THE FOLLOWING ANNUAL GENERAL MEETING
7.3 APPROVAL OF THE MAXIMUM AGGREGATE COMPENSATION FOR THE Mgmt Against Against
MEMBERS OF THE EXECUTIVE LEADERSHIP TEAM FOR THE 2020
FINANCIAL YEAR
7.4 APPROVAL OF THE INCREASED MAXIMUM AGGREGATE Mgmt Against Against
COMPENSATION FOR THE MEMBERS OF THE EXECUTIVE
LEADERSHIP TEAM FOR THE 2019 FINANCIAL YEAR
8.1 REDUCTION AND RENEWAL OF AUTHORIZED SHARE CAPITAL Mgmt For For
PURSUANT TO ARTICLE 3A
8.2 RENEWAL OF AUTHORIZED SHARE CAPITAL FOR EMPLOYEE Mgmt Against Against
PARTICIPATION PURSUANT TO ARTICLE 3B
8.3 AMENDMENT TO THE GENERAL COMPENSATION PRINCIPLES: Mgmt Against Against
ARTICLE 20
8.4 CHANGE OF THE REGISTERED OFFICE: THE BOARD OF Mgmt For For
DIRECTORS PROPOSES TO MOVE THE REGISTERED OFFICE OF
THE COMPANY FROM ZURICH TO OPFIKON: ARTICLE 1
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON AGENDA AND Non-Voting
MEETING ATTENDANCE REQUESTS ONLY. PLEASE ENSURE THAT
YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION OF
SHARES IN PART 1 OF THE MEETING. IT IS A MARKET
REQUIREMENT FOR MEETINGS OF THIS TYPE THAT THE SHARES
ARE REGISTERED AND MOVED TO A REGISTERED LOCATION AT
THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL
SUB-CUSTODIANS MAY VARY. UPON RECEIPT OF THE VOTE
INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE
PLACED ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND
RE-REGISTRATION FOLLOWING A TRADE. THEREFORE WHILST
THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT
ARE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED
FOR SETTLEMENT. DEREGISTRATION CAN AFFECT THE VOTING
RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGARDING
YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT
REPRESENTATIVE
--------------------------------------------------------------------------------------------------------------------------
SUZUKI MOTOR CORPORATION Agenda Number: 711270885
--------------------------------------------------------------------------------------------------------------------------
Security: J78529138 Meeting Type: AGM
Ticker: Meeting Date: 27-Jun-2019
ISIN: JP3397200001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Suzuki, Osamu Mgmt Against Against
2.2 Appoint a Director Harayama, Yasuhito Mgmt Against Against
2.3 Appoint a Director Suzuki, Toshihiro Mgmt Against Against
2.4 Appoint a Director Honda, Osamu Mgmt Against Against
2.5 Appoint a Director Nagao, Masahiko Mgmt Against Against
2.6 Appoint a Director Hasuike, Toshiaki Mgmt Against Against
2.7 Appoint a Director Iguchi, Masakazu Mgmt For For
2.8 Appoint a Director Tanino, Sakutaro Mgmt For For
3.1 Appoint a Corporate Auditor Sugimoto, Toyokazu Mgmt For For
3.2 Appoint a Corporate Auditor Kasai, Masato Mgmt For For
3.3 Appoint a Corporate Auditor Nagano, Norihisa Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SWIRE PROPERTIES LTD Agenda Number: 710916238
--------------------------------------------------------------------------------------------------------------------------
Security: Y83191109 Meeting Type: AGM
Ticker: Meeting Date: 14-May-2019
ISIN: HK0000063609
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE HONG KONG MARKET THAT A VOTE OF Non-Voting
"ABSTAIN" WILL BE TREATED THE SAME AS A "TAKE NO
ACTION" VOTE.
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0408/LTN20190408431.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0408/LTN20190408419.PDF
1.A TO RE-ELECT MERLIN BINGHAM SWIRE AS A DIRECTOR Mgmt Against Against
1.B TO RE-ELECT GUY MARTIN COUTTS BRADLEY AS A DIRECTOR Mgmt For For
1.C TO RE-ELECT SPENCER THEODORE FUNG AS A DIRECTOR Mgmt For For
1.D TO ELECT NICHOLAS ADAM HODNETT FENWICK AS A DIRECTOR Mgmt Against Against
2 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS AUDITORS AND Mgmt For For
TO AUTHORISE THE DIRECTORS TO FIX THEIR REMUNERATION
3 TO GRANT A GENERAL MANDATE TO THE DIRECTORS FOR SHARE Mgmt For For
BUY-BACK
4 TO GRANT A GENERAL MANDATE TO THE DIRECTORS TO ISSUE Mgmt Against Against
AND DISPOSE OF ADDITIONAL SHARES IN THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
TELEFON AB L.M.ERICSSON Agenda Number: 710581554
--------------------------------------------------------------------------------------------------------------------------
Security: W26049119 Meeting Type: AGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: SE0000108656
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AN ABSTAIN VOTE CAN HAVE THE SAME EFFECT AS AN AGAINST Non-Voting
VOTE IF THE MEETING REQUIRE APPROVAL FROM MAJORITY OF
PARTICIPANTS TO PASS A RESOLUTION.
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 ELECTION OF THE CHAIR OF THE ANNUAL GENERAL MEETING: Non-Voting
ADVOKAT SVEN UNGER
2 PREPARATION AND APPROVAL OF THE VOTING LIST Non-Voting
3 APPROVAL OF THE AGENDA OF THE ANNUAL GENERAL MEETING Non-Voting
4 DETERMINATION WHETHER THE ANNUAL GENERAL MEETING HAS Non-Voting
BEEN PROPERLY CONVENED
5 ELECTION OF TWO PERSONS APPROVING THE MINUTES Non-Voting
6 PRESENTATION OF THE ANNUAL REPORT, THE AUDITOR'S Non-Voting
REPORT, THE CONSOLIDATED ACCOUNTS, THE AUDITOR'S
REPORT ON THE CONSOLIDATED ACCOUNTS AND THE AUDITOR'S
REPORT WHETHER THE GUIDELINES FOR REMUNERATION TO
GROUP MANAGEMENT HAVE BEEN COMPLIED WITH, AS WELL AS
THE AUDITOR'S PRESENTATION OF THE AUDIT WORK WITH
RESPECT TO 2018
7 THE PRESIDENT'S SPEECH. QUESTIONS FROM THE Non-Voting
SHAREHOLDERS TO THE BOARD OF DIRECTORS AND THE
MANAGEMENT
8.1 RESOLUTION WITH RESPECT TO: ADOPTION OF THE INCOME Mgmt For For
STATEMENT AND THE BALANCE SHEET, THE CONSOLIDATED
INCOME STATEMENT AND THE CONSOLIDATED BALANCE SHEET
8.2 RESOLUTION WITH RESPECT TO: DISCHARGE OF LIABILITY FOR Mgmt For For
THE MEMBERS OF THE BOARD OF DIRECTORS AND THE
PRESIDENT
8.3 RESOLUTION WITH RESPECT TO: THE APPROPRIATION OF THE Mgmt For For
RESULTS IN ACCORDANCE WITH THE APPROVED BALANCE SHEET
AND DETERMINATION OF THE RECORD DATE FOR DIVIDEND(SEK
1 PER SHARE)
9 DETERMINATION OF THE NUMBER OF BOARD MEMBERS AND Mgmt For For
DEPUTIES OF THE BOARD OF DIRECTORS TO BE ELECTED BY
THE ANNUAL GENERAL MEETING: ACCORDING TO THE ARTICLES
OF ASSOCIATION, THE BOARD OF DIRECTORS SHALL CONSIST
OF NO LESS THAN FIVE AND NO MORE THAN TWELVE BOARD
MEMBERS, WITH NO MORE THAN SIX DEPUTIES. THE
NOMINATION COMMITTEE PROPOSES THAT THE NUMBER OF BOARD
MEMBERS ELECTED BY THE ANNUAL GENERAL MEETING OF
SHAREHOLDERS SHALL BE TEN AND THAT NO DEPUTIES BE
ELECTED
CMMT PLEASE NOTE THAT RESOLUTIONS 10 TO 12, 14 AND 15 ARE Non-Voting
PROPOSED BY NOMINATION COMMITTEE AND BOARD DOES NOT
MAKE ANY RECOMMENDATION ON THESE PROPOSALS. THE
STANDING INSTRUCTIONS ARE DISABLED FOR THIS MEETING
10 DETERMINATION OF THE FEES PAYABLE TO MEMBERS OF THE Mgmt For For
BOARD OF DIRECTORS ELECTED BY THE ANNUAL GENERAL
MEETING AND MEMBERS OF THE COMMITTEES OF THE BOARD OF
DIRECTORS ELECTED BY THE ANNUAL GENERAL MEETING
11.1 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt For For
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: JON FREDRIK BAKSAAS
11.2 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt Against Against
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: JAN CARLSON
11.3 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt For For
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: NORA DENZEL
11.4 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt For For
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: BORJE EKHOLM
11.5 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt For For
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: ERIC A. ELZVIK
11.6 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt For For
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: KURT JOFS
11.7 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt Against Against
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: RONNIE LETEN
11.8 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt For For
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: KRISTIN S. RINNE
11.9 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt Against Against
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: HELENA STJERNHOLM
11.10 ELECTION OF THE MEMBER AND DEPUTIES OF THE BOARD OF Mgmt Against Against
DIRECTORS THE NOMINATION COMMITTEES PROPOSAL FOR BOARD
MEMBER: JACOB WALLENBERG
12 ELECTION OF THE CHAIR OF THE BOARD OF DIRECTORS THE Mgmt For For
NOMINATION COMMITTEES PROPOSAL: THE NOMINATION
COMMITTEE PROPOSES THAT RONNIE LETEN BE RE-ELECTED
CHAIR OF THE BOARD OF DIRECTOR
13 DETERMINATION OF THE NUMBER OF AUDITORS: ACCORDING TO Mgmt For For
THE ARTICLES OF ASSOCIATION, THE COMPANY SHALL HAVE NO
LESS THAN ONE AND NO MORE THAN THREE REGISTERED PUBLIC
ACCOUNTING FIRMS AS AUDITOR. THE NOMINATION COMMITTEE
PROPOSES THAT THE COMPANY SHOULD HAVE ONE REGISTERED
PUBLIC ACCOUNTING FIRM AS AUDITOR
14 DETERMINATION OF THE FEES PAYABLE TO THE AUDITORS Mgmt For For
15 ELECTION OF AUDITORS: IN ACCORDANCE WITH THE Mgmt For For
RECOMMENDATION OF THE AUDIT AND COMPLIANCE COMMITTEE,
THE NOMINATION COMMITTEE PROPOSES THAT
PRICEWATERHOUSECOOPERS AB BE APPOINTED AUDITOR FOR THE
PERIOD AS OF THE END OF THE ANNUAL GENERAL MEETING
2019 UNTIL THE END OF THE ANNUAL GENERAL MEETING 2020
(RE-ELECTION)
16 RESOLUTION ON THE GUIDELINES FOR REMUNERATION TO GROUP Mgmt For For
MANAGEMENT
17.1 LONG-TERM VARIABLE COMPENSATION PROGRAM 2019 ("LTV Mgmt Against Against
2019"): RESOLUTION ON IMPLEMENTATION OF LONG-TERM
VARIABLE COMPENSATION PROGRAM 2019 ("LTV 2019")
17.2 LONG-TERM VARIABLE COMPENSATION PROGRAM 2019 ("LTV Mgmt Against Against
2019"): TRANSFER OF TREASURY STOCK FOR THE LTV 2019
17.3 LONG-TERM VARIABLE COMPENSATION PROGRAM 2019 ("LTV Mgmt Against Against
2019"): EQUITY SWAP AGREEMENT WITH THIRD PARTY IN
RELATION TO THE LTV 2019
18.1 RESOLUTION ON TRANSFER OF TREASURY STOCK TO EMPLOYEES Mgmt Against Against
IN RELATION TO THE RESOLUTION ON THE LONG-TERM
VARIABLE COMPENSATION PROGRAM 2018 ("LTV 2019"):
TRANSFER OF TREASURY STOCK FOR THE LTV 2018
18.2 RESOLUTION ON TRANSFER OF TREASURY STOCK TO EMPLOYEES Mgmt Against Against
IN RELATION TO THE RESOLUTION ON THE LONG-TERM
VARIABLE COMPENSATION PROGRAM 2018 ("LTV 2019"):
EQUITY SWAP AGREEMENT WITH THIRD PARTY IN RELATION TO
THE LTV 2018
19 RESOLUTION ON TRANSFER OF TREASURY STOCK IN RELATION Mgmt For For
TO THE RESOLUTIONS ON THE LONG-TERM VARIABLE
COMPENSATION PROGRAMS 2015, 2016 AND 2017
20 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For
PROPOSAL: RESOLUTION ON PROPOSAL FROM THE SHAREHOLDER
EINAR HELLBOM THAT THE ANNUAL GENERAL MEETING RESOLVE
TO DELEGATE TO THE BOARD TO PRESENT A PROPOSAL ON
EQUAL VOTING RIGHTS FOR ALL SHARES AT THE ANNUAL
GENERAL MEETING 2020
21 CLOSING OF THE ANNUAL GENERAL MEETING Non-Voting
--------------------------------------------------------------------------------------------------------------------------
TEVA PHARMACEUTICAL INDUSTRIES LTD Agenda Number: 711021927
--------------------------------------------------------------------------------------------------------------------------
Security: M8769Q102 Meeting Type: AGM
Ticker: Meeting Date: 11-Jun-2019
ISIN: IL0006290147
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT AS A CONDITION OF VOTING, ISRAELI MARKET REGULATIONS Non-Voting
REQUIRE THAT YOU DISCLOSE WHETHER YOU HAVE A) A
PERSONAL INTEREST IN THIS COMPANY B) ARE A CONTROLLING
SHAREHOLDER IN THIS COMPANY C) ARE A SENIOR OFFICER OF
THIS COMPANY D) THAT YOU ARE AN INSTITUTIONAL CLIENT,
JOINT INVESTMENT FUND MANAGER OR TRUST FUND. BY VOTING
THROUGH THE PROXY EDGE PLATFORM YOU ARE CONFIRMING THE
ANSWER FOR A, B AND C TO BE NO AND THE ANSWER FOR D TO
BE YES. SHOULD THIS NOT BE THE CASE PLEASE CONTACT
YOUR CLIENT SERVICE REPRESENTATIVE SO THAT WE MAY
LODGE YOUR VOTE INSTRUCTIONS ACCORDINGLY
1.1 THE APPOINTMENT OF THE FOLLOWING DIRECTOR UNTIL THE Mgmt For For
2022 ANNUAL SHAREHOLDERS' MEETING: AMIR ELSTEIN
1.2 THE APPOINTMENT OF THE FOLLOWING DIRECTOR UNTIL THE Mgmt For For
2022 ANNUAL SHAREHOLDERS' MEETING: ROBERTO A. MIGNONE
1.3 THE APPOINTMENT OF THE FOLLOWING DIRECTOR UNTIL THE Mgmt For For
2022 ANNUAL SHAREHOLDERS' MEETING: DR. PERRY D. NISEN
2 APPROVAL, ON A NON-BINDING ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION FOR COMPANY NAMED EXECUTIVE OFFICERS
3 APPROVAL OF AN AMENDED COMPENSATION POLICY WITH Mgmt For For
RESPECT TO THE TERMS OF OFFICE AND EMPLOYMENT OF
COMPANY D AND O
4 APPROVAL OF THE COMPENSATION TO NON-EMPLOYEE DIRECTORS Mgmt Against Against
5 APPROVAL OF THE COMPENSATION TO NON-EMPLOYEE BOARD Mgmt Against Against
CHAIRMAN
6 APPOINTMENT OF KESSELMAN AND KESSELMAN (PWC Mgmt For For
INTERNATIONAL) AS COMPANY AUDITING ACCOUNTANT UNTIL
THE 2020 ANNUAL SHAREHOLDER'S MEETING
7 PRESENTATION OF COMPANY ANNUAL CONSOLIDATED FINANCIAL Non-Voting
STATEMENTS FOR THE YEAR ENDED DECEMBER 31ST 2018
--------------------------------------------------------------------------------------------------------------------------
THE KANSAI ELECTRIC POWER COMPANY,INCORPORATED Agenda Number: 711242153
--------------------------------------------------------------------------------------------------------------------------
Security: J30169106 Meeting Type: AGM
Ticker: Meeting Date: 21-Jun-2019
ISIN: JP3228600007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
The 6th to 26th Items of Business are proposals from Non-Voting
shareholders. The Board of Directors objects to all
proposals from the 6th to 26th Items of Business. For
details, please find meeting materials.
1 Approve Appropriation of Surplus Mgmt For For
2 Approve Absorption-Type Company Split Agreement Mgmt For For
3 Amend Articles to: Amend Business Lines Mgmt For For
4.1 Appoint a Director Yagi, Makoto Mgmt Against Against
4.2 Appoint a Director Iwane, Shigeki Mgmt For For
4.3 Appoint a Director Doi, Yoshihiro Mgmt Against Against
4.4 Appoint a Director Morimoto, Takashi Mgmt Against Against
4.5 Appoint a Director Misono, Toyokazu Mgmt Against Against
4.6 Appoint a Director Inada, Koji Mgmt Against Against
4.7 Appoint a Director Morinaka, Ikuo Mgmt Against Against
4.8 Appoint a Director Shimamoto, Yasuji Mgmt Against Against
4.9 Appoint a Director Matsumura, Takao Mgmt Against Against
4.10 Appoint a Director Inoue, Noriyuki Mgmt For For
4.11 Appoint a Director Okihara, Takamune Mgmt Against Against
4.12 Appoint a Director Kobayashi, Tetsuya Mgmt For For
4.13 Appoint a Director Makimura, Hisako Mgmt For For
5.1 Appoint a Corporate Auditor Yashima, Yasuhiro Mgmt For For
5.2 Appoint a Corporate Auditor Sugimoto, Yasushi Mgmt For For
5.3 Appoint a Corporate Auditor Higuchi, Yukishige Mgmt For For
5.4 Appoint a Corporate Auditor Toichi, Tsutomu Mgmt For For
5.5 Appoint a Corporate Auditor Otsubo, Fumio Mgmt For For
5.6 Appoint a Corporate Auditor Sasaki, Shigeo Mgmt For For
5.7 Appoint a Corporate Auditor Kaga, Atsuko Mgmt For For
6 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(1)
7 Shareholder Proposal: Amend Articles of Incorporation Shr For Against
(2)
8 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(3)
9 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(4)
10 Shareholder Proposal: Approve Appropriation of Surplus Shr Against For
11 Shareholder Proposal: Remove a Director Iwane, Shigeki Shr Against For
12 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(1)
13 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(2)
14 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(3)
15 Shareholder Proposal: Amend Articles of Incorporation Shr For Against
(4)
16 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(5)
17 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(6)
18 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(1)
19 Shareholder Proposal: Amend Articles of Incorporation Shr For Against
(2)
20 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(3)
21 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(4)
22 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(1)
23 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(2)
24 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(3)
25 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
(4)
26 Shareholder Proposal: Amend Articles of Incorporation Shr Against For
--------------------------------------------------------------------------------------------------------------------------
UCB SA Agenda Number: 710789009
--------------------------------------------------------------------------------------------------------------------------
Security: B93562120 Meeting Type: MIX
Ticker: Meeting Date: 25-Apr-2019
ISIN: BE0003739530
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF BENEFICIAL OWNER Non-Voting
INFORMATION FOR ALL VOTED ACCOUNTS. IF AN ACCOUNT HAS
MULTIPLE BENEFICIAL OWNERS, YOU WILL NEED TO PROVIDE
THE BREAKDOWN OF EACH BENEFICIAL OWNER NAME, ADDRESS
AND SHARE POSITION TO YOUR CLIENT SERVICE
REPRESENTATIVE. THIS INFORMATION IS REQUIRED IN ORDER
FOR YOUR VOTE TO BE LODGED
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) MAY BE REQUIRED
IN ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS
IN THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
O.1 REPORT OF THE BOARD OF DIRECTORS ON THE ANNUAL Non-Voting
ACCOUNTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.2 REPORT OF THE STATUTORY AUDITOR ON THE ANNUAL ACCOUNTS Non-Voting
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.3 COMMUNICATION OF THE CONSOLIDATED ANNUAL ACCOUNTS OF Non-Voting
THE UCB GROUP RELATING TO THE FINANCIAL YEAR ENDED 31
DECEMBER 2018
O.4 THE GENERAL MEETING APPROVES THE ANNUAL ACCOUNTS OF Mgmt For For
UCB SA/NV FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2018 AND THE APPROPRIATION OF THE RESULTS REFLECTED
THEREIN, INCLUDING THE APPROVAL OF A GROSS DIVIDEND OF
EUR 1,21 PER SHARE
O.5 THE GENERAL MEETING APPROVES THE REMUNERATION REPORT Mgmt For For
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.6 THE GENERAL MEETING GRANTS DISCHARGE TO THE DIRECTORS Mgmt For For
FOR THE PERFORMANCE OF THEIR DUTIES DURING THE
FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.7 THE GENERAL MEETING GRANTS DISCHARGE TO THE STATUTORY Mgmt For For
AUDITOR FOR THE PERFORMANCE OF HIS DUTIES DURING THE
FINANCIAL YEAR ENDED 31 DECEMBER 2018
O.8.1 THE GENERAL MEETING RENEWS THE APPOINTMENT OF MRS. Mgmt For For
EVELYN DU MONCEAU AS DIRECTOR FOR THE STATUTORY TERM
OF FOUR YEARS UNTIL THE CLOSE OF THE ANNUAL GENERAL
MEETING OF 2023
O.8.2 THE GENERAL MEETING RENEWS THE APPOINTMENT OF MR. Mgmt For For
CYRIL JANSSEN AS DIRECTOR FOR THE STATUTORY TERM OF
FOUR YEARS UNTIL THE CLOSE OF THE ANNUAL GENERAL
MEETING OF 2023
O8.3A THE GENERAL MEETING RENEWS THE APPOINTMENT OF MRS. Mgmt For For
ALICE DAUTRY AS DIRECTOR FOR THE STATUTORY TERM OF
FOUR YEARS UNTIL THE CLOSE OF THE ANNUAL GENERAL
MEETING OF 2023
O8.3B THE GENERAL MEETING ACKNOWLEDGES THAT, FROM THE Mgmt For For
INFORMATION MADE AVAILABLE TO THE COMPANY, MRS. ALICE
DAUTRY QUALIFIES AS AN INDEPENDENT DIRECTOR ACCORDING
TO THE INDEPENDENCE CRITERIA PROVIDED FOR BY ARTICLE
526TER OF THE BELGIAN COMPANIES CODE AND THE
APPLICABLE CORPORATE GOVERNANCE RULES AND APPOINTS HER
AS INDEPENDENT DIRECTOR
O8.4A THE GENERAL MEETING APPOINTS MRS. JAN BERGER AS Mgmt For For
DIRECTOR FOR THE STATUTORY TERM OF FOUR YEARS UNTIL
THE CLOSE OF THE ANNUAL GENERAL MEETING OF 2023
O8.4B THE GENERAL MEETING ACKNOWLEDGES THAT, FROM THE Mgmt For For
INFORMATION MADE AVAILABLE TO THE COMPANY, MRS. JAN
BERGER QUALIFIES AS AN INDEPENDENT DIRECTOR ACCORDING
TO THE INDEPENDENCE CRITERIA PROVIDED FOR BY ARTICLE
526TER OF THE BELGIAN COMPANIES CODE AND THE
APPLICABLE CORPORATE GOVERNANCE RULES AND APPOINTS HER
AS INDEPENDENT DIRECTOR
O.9 REMUNERATION FOR MEMBERS OF THE BOARD OF DIRECTORS AND Mgmt For For
OF THE BOARD COMMITTEES
S.10 LONG TERM INCENTIVE PLANS - PROGRAM OF FREE ALLOCATION Mgmt For For
OF SHARES
S11.1 CHANGE OF CONTROL PROVISIONS - ART. 556 BELGIAN Mgmt For For
COMPANIES CODE: EMTN PROGRAM - RENEWAL
S11.2 CHANGE OF CONTROL PROVISIONS - ART. 556 BELGIAN Mgmt Against Against
COMPANIES CODE: LTI PLANS OF THE UCB GROUP
CMMT 28 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO CHANGE IN NUMBERING AND CHANGE IN MEETING TYPE. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
UNIONE DI BANCHE ITALIANE S.P.A. Agenda Number: 710877501
--------------------------------------------------------------------------------------------------------------------------
Security: T9T591106 Meeting Type: OGM
Ticker: Meeting Date: 12-Apr-2019
ISIN: IT0003487029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE ITALIAN LANGUAGE AGENDA IS Non-Voting
AVAILABLE BY CLICKING ON THE URL LINK:
HTTPS://MATERIALS.PROXYVOTE.COM/APPROVED/99999Z/198401
01/NPS_383857.PDF
1 APPROVE ALLOCATION OF INCOME AND DIVIDEND DISTRIBUTION Mgmt For For
2 ELECT DIRECTORS (BUNDLED) Mgmt Against Against
3 APPROVE REMUNERATION POLICY Mgmt For For
4 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For
PROPOSAL: SHAREHOLDER PROPOSAL SUBMITTED BY FONDAZIONE
CASSA DI RISPARMIO DI CUNEO, FONDAZIONE BANCA DEL
MONTE DI LOMBARDIA, MAR.BEA SRL, AND MATTEO ZANETTI:
APPROVE REMUNERATION OF DIRECTORS AND MEMBERS OF THE
MANAGEMENT CONTROL COMMITTEE
5 APPROVE SHORT TERM INCENTIVE BONUS PLAN FOR KEY Mgmt For For
PERSONNEL
6 APPROVE SEVERANCE PAYMENTS POLICY Mgmt For For
7 APPROVE FIXED-VARIABLE COMPENSATION RATIO Mgmt For For
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
174681 DUE TO CHANGE IN VOTING STATUS FOR RESOLUTION
4. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE
DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED.
THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON
THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE
NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED
AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL
BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR
TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS
POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
VESTAS WIND SYSTEMS A/S Agenda Number: 710591721
--------------------------------------------------------------------------------------------------------------------------
Security: K9773J128 Meeting Type: AGM
Ticker: Meeting Date: 03-Apr-2019
ISIN: DK0010268606
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE MAJORITY OF MEETINGS THE VOTES ARE CAST WITH Non-Voting
THE REGISTRAR WHO WILL FOLLOW CLIENT INSTRUCTIONS. IN
A SMALL PERCENTAGE OF MEETINGS THERE IS NO REGISTRAR
AND CLIENTS VOTES MAY BE CAST BY THE CHAIRMAN OF THE
BOARD OR A BOARD MEMBER AS PROXY. CLIENTS CAN ONLY
EXPECT THEM TO ACCEPT PRO-MANAGEMENT VOTES. THE ONLY
WAY TO GUARANTEE THAT ABSTAIN AND/OR AGAINST VOTES ARE
REPRESENTED AT THE MEETING IS TO SEND YOUR OWN
REPRESENTATIVE OR ATTEND THE MEETING IN PERSON. THE
SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR
AN ADDED FEE IF REQUESTED. THANK YOU
CMMT PLEASE BE ADVISED THAT SPLIT AND PARTIAL VOTING IS NOT Non-Voting
AUTHORISED FOR A BENEFICIAL OWNER IN THE DANISH
MARKET. PLEASE CONTACT YOUR GLOBAL CUSTODIAN FOR
FURTHER INFORMATION.
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS "4.2.A
TO 4.2.H AND 6". THANK YOU
1 THE BOARD OF DIRECTORS' REPORT Non-Voting
2 PRESENTATION AND ADOPTION OF THE ANNUAL REPORT Mgmt For For
3 RESOLUTION FOR THE ALLOCATION OF THE RESULT OF THE Mgmt For For
YEAR: DIVIDEND OF DKK 7.44 PER SHARE
4.1 THE BOARD OF DIRECTORS PROPOSES THAT EIGHT MEMBERS ARE Mgmt For For
ELECTED TO THE BOARD OF DIRECTORS
4.2.A RE-ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: BERT Mgmt For For
NORDBERG
4.2.B ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: BRUCE Mgmt For For
GRANT
4.2.C RE-ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
CARSTEN BJERG
4.2.D ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: EVA Mgmt For For
MERETE SOFELDE BERNEKE
4.2.E ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: HELLE Mgmt For For
THORNING-SCHMIDT
4.2.F RE-ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: Mgmt For For
HENRIK ANDERSEN
4.2.G RE-ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: JENS Mgmt For For
HESSELBERG LUND
4.2.H RE-ELECTION OF MEMBER TO THE BOARD OF DIRECTORS: LARS Mgmt For For
JOSEFSSON
5.1 FINAL APPROVAL OF THE REMUNERATION OF THE BOARD OF Mgmt For For
DIRECTORS FOR 2018
5.2 APPROVAL OF THE LEVEL OF REMUNERATION OF THE BOARD OF Mgmt For For
DIRECTORS FOR 2019
6 RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
STATSAUTORISERET REVISIONSPARTNERSELSKAB AS AUDITOR
7.1 PROPOSAL FROM THE BOARD OF DIRECTORS: REDUCTION OF THE Mgmt For For
COMPANY'S SHARE CAPITAL - AMENDMENT OF ARTICLE 2(1) OF
THE ARTICLES OF ASSOCIATION - THE COMPANY'S SHARE
CAPITAL IS REDUCED FROM NOMINALLY DKK 205,696,003 TO
NOMINALLY DKK 198,901,963 THROUGH CANCELLATION OF
TREASURY SHARES
7.2 PROPOSAL FROM THE BOARD OF DIRECTORS: RENEWAL OF THE Mgmt For For
AUTHORISATION TO ACQUIRE TREASURY SHARES -
AUTHORISATION TO ACQUIRE TREASURY SHARES ON AN ONGOING
BASIS UNTIL 31 DECEMBER 2020
8 AUTHORISATION OF THE CHAIRMAN OF THE GENERAL MEETING Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VONOVIA SE Agenda Number: 710930771
--------------------------------------------------------------------------------------------------------------------------
Security: D9581T100 Meeting Type: AGM
Ticker: Meeting Date: 16-May-2019
ISIN: DE000A1ML7J1
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO PARAGRAPH Non-Voting
21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND
THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE
JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW
CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES.
AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE
END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE
INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY
VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN
THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO
MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO
ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE
ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE
TOTAL SHARE CAPITAL
CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED ON Non-Voting
PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS
SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB
CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR
ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES
REPRESENTATIVE
CMMT ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS Non-Voting
OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO
EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING
RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING
RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES
TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER
EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS
USUAL. THANK YOU
CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 01.05.2019. Non-Voting
FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH
TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE
1 PRESENTATION OF THE ADOPTED ANNUAL FINANCIAL Non-Voting
STATEMENTS OF VONOVIA SE AND THE APPROVED CONSOLIDATED
FINANCIAL STATEMENTS AS AT 31 DECEMBER 2018, OF THE
COMBINED MANAGEMENT REPORT FOR VONOVIA SE AND THE
GROUP, INCLUDING THE EXPLANATORY REPORT ON DISCLOSURES
PURSUANT TO SECTION 289A AND SECTION 315A OF THE
GERMAN COMMERCIAL CODE (HGB), AND OF THE REPORT OF THE
SUPERVISORY BOARD FOR THE 2018 FINANCIAL YEAR
2 RESOLUTION ON THE ALLOCATION OF NET PROFIT OF VONOVIA Mgmt For For
SE FOR THE 2018 FINANCIAL YEAR: EUR 1.44 PER SHARE
3 RESOLUTION REGARDING FORMAL APPROVAL OF THE ACTIONS OF Mgmt For For
THE MEMBERS OF THE MANAGEMENT BOARD IN THE 2018
FINANCIAL YEAR
4 RESOLUTION REGARDING FORMAL APPROVAL OF THE ACTIONS OF Mgmt For For
THE MEMBERS OF THE SUPERVISORY BOARD IN THE 2018
FINANCIAL YEAR
5 ELECTION OF THE AUDITORS OF THE ANNUAL FINANCIAL Mgmt For For
STATEMENTS AND THE CONSOLIDATED FINANCIAL STATEMENTS
FOR THE 2019 FINANCIAL YEAR AND OF THE POTENTIAL
REVIEW OF THE INTERIM FINANCIAL REPORTS FOR THE 2019
FINANCIAL YEAR AND THE INTERIM FINANCIAL REPORT FOR
THE FIRST QUARTER OF THE 2020 FINANCIAL YEAR: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN
--------------------------------------------------------------------------------------------------------------------------
WH GROUP LTD Agenda Number: 711025898
--------------------------------------------------------------------------------------------------------------------------
Security: G96007102 Meeting Type: AGM
Ticker: Meeting Date: 28-May-2019
ISIN: KYG960071028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0423/LTN20190423680.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0423/LTN20190423714.PDF
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For
CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND
ITS SUBSIDIARIES AND THE REPORTS OF THE DIRECTORS AND
AUDITOR FOR THE YEAR ENDED DECEMBER 31, 2018
2.A TO RE-ELECT MR. WAN HONGJIAN AS AN EXECUTIVE DIRECTOR Mgmt Against Against
OF THE COMPANY
2.B TO RE-ELECT MR. GUO LIJUN AS AN EXECUTIVE DIRECTOR OF Mgmt Against Against
THE COMPANY
2.C TO RE-ELECT MR. SULLIVAN KENNETH MARC AS AN EXECUTIVE Mgmt Against Against
DIRECTOR OF THE COMPANY
2.D TO RE-ELECT MR. MA XIANGJIE AS AN EXECUTIVE DIRECTOR Mgmt Against Against
OF THE COMPANY
2.E TO RE-ELECT MR. LEE CONWAY KONG WAI AS AN INDEPENDENT Mgmt Against Against
NON-EXECUTIVE DIRECTOR OF THE COMPANY
3 TO AUTHORIZE THE BOARD OF DIRECTORS OF THE COMPANY TO Mgmt For For
FIX THE REMUNERATION OF ALL DIRECTORS OF THE COMPANY
4 TO RE-APPOINT ERNST & YOUNG AS THE AUDITOR OF THE Mgmt For For
COMPANY, TO HOLD OFFICE UNTIL THE CONCLUSION OF THE
NEXT ANNUAL GENERAL MEETING, AND TO AUTHORIZE THE
BOARD OF DIRECTORS OF THE COMPANY TO FIX THEIR
REMUNERATION
5 TO DECLARE A FINAL DIVIDEND OF HKD 0.15 PER SHARE OF Mgmt For For
THE COMPANY FOR THE YEAR ENDED DECEMBER 31, 2018
6 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO Mgmt For For
REPURCHASE SHARES OF THE COMPANY NOT EXCEEDING 10% OF
THE TOTAL ISSUED SHARES OF THE COMPANY AS AT THE DATE
OF PASSING OF THIS RESOLUTION
7 TO GIVE A GENERAL MANDATE TO THE DIRECTORS TO ISSUE, Mgmt Against Against
ALLOT AND DEAL WITH ADDITIONAL SHARES OF THE COMPANY
NOT EXCEEDING 10% OF THE TOTAL ISSUED SHARES OF THE
COMPANY AS AT THE DATE OF PASSING OF THIS RESOLUTION
8 TO EXTEND THE GENERAL MANDATE GRANTED TO THE DIRECTORS Mgmt Against Against
TO ISSUE, ALLOT AND DEAL WITH ADDITIONAL SHARES OF THE
COMPANY BY THE TOTAL NUMBER OF SHARES REPURCHASED BY
THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
YAMADA DENKI CO.,LTD. Agenda Number: 711252091
--------------------------------------------------------------------------------------------------------------------------
Security: J95534103 Meeting Type: AGM
Ticker: Meeting Date: 27-Jun-2019
ISIN: JP3939000000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1 Approve Appropriation of Surplus Mgmt For For
2 Appoint a Corporate Auditor Takahashi, Masamitsu Mgmt For For
3 Approve Details of the Restricted-Share Compensation Mgmt For For
to be received by Directors
--------------------------------------------------------------------------------------------------------------------------
YAMATO HOLDINGS CO.,LTD. Agenda Number: 711247571
--------------------------------------------------------------------------------------------------------------------------
Security: J96612114 Meeting Type: AGM
Ticker: Meeting Date: 25-Jun-2019
ISIN: JP3940000007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
Please reference meeting materials. Non-Voting
1.1 Appoint a Director Yamauchi, Masaki Mgmt For For
1.2 Appoint a Director Nagao, Yutaka Mgmt For For
1.3 Appoint a Director Kanda, Haruo Mgmt For For
1.4 Appoint a Director Shibasaki, Kenichi Mgmt For For
1.5 Appoint a Director Mori, Masakatsu Mgmt For For
1.6 Appoint a Director Tokuno, Mariko Mgmt For For
1.7 Appoint a Director Kobayashi, Yoichi Mgmt For For
1.8 Appoint a Director Sugata, Shiro Mgmt Against Against
2 Appoint a Corporate Auditor Kawasaki, Yoshihiro Mgmt For For
3 Appoint a Substitute Corporate Auditor Yokose, Mgmt For For
Motoharu
--------------------------------------------------------------------------------------------------------------------------
YAMAZAKI BAKING CO.,LTD. Agenda Number: 710667099
--------------------------------------------------------------------------------------------------------------------------
Security: 984632109 Meeting Type: AGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: JP3935600001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Corporate Auditor Omoto, Kazuhiro Mgmt For For
2.2 Appoint a Corporate Auditor Matsuda, Michihiro Mgmt Against Against
2.3 Appoint a Corporate Auditor Saito, Masao Mgmt Against Against
2.4 Appoint a Corporate Auditor Baba, Kumao Mgmt For For
3 Approve Provision of Retirement Allowance for Retiring Mgmt Against Against
Corporate Auditors
--------------------------------------------------------------------------------------------------------------------------
YUE YUEN INDUSTRIAL (HOLDINGS) LTD Agenda Number: 711041981
--------------------------------------------------------------------------------------------------------------------------
Security: G98803144 Meeting Type: AGM
Ticker: Meeting Date: 31-May-2019
ISIN: BMG988031446
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0425/LTN201904251206.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0425/LTN201904251222.PDF
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED FINANCIAL Mgmt For For
STATEMENTS AND THE REPORTS OF THE DIRECTORS AND
AUDITORS FOR THE YEAR ENDED DECEMBER 31, 2018
2 TO DECLARE A FINAL DIVIDEND OF HKD 1.10 PER SHARE OF Mgmt For For
THE COMPANY FOR THE YEAR ENDED DECEMBER 31, 2018
3.I TO RE-ELECT CHAN LU MIN AS AN EXECUTIVE DIRECTOR Mgmt Against Against
3.II TO RE-ELECT TSAI MING-LUN, MING AS AN EXECUTIVE Mgmt Against Against
DIRECTOR
3.III TO RE-ELECT LIU GEORGE HONG-CHIH AS AN EXECUTIVE Mgmt Against Against
DIRECTOR
3.IV TO RE-ELECT HO LAI HONG AS AN INDEPENDENT Mgmt For For
NON-EXECUTIVE DIRECTOR
3.V TO AUTHORIZE THE BOARD OF DIRECTORS OF THE COMPANY TO Mgmt For For
FIX THE REMUNERATION OF THE DIRECTORS
4 TO RE-APPOINT DELOITTE TOUCHE TOHMATSU AS THE AUDITORS Mgmt For For
OF THE COMPANY AND TO AUTHORIZE THE BOARD OF DIRECTORS
TO FIX THEIR REMUNERATION
5.A TO GRANT A GENERAL MANDATE TO THE DIRECTORS TO ISSUE, Mgmt Against Against
ALLOT AND DEAL WITH ADDITIONAL SHARES NOT EXCEEDING
10% OF THE NUMBER OF THE SHARES OF THE COMPANY IN
ISSUE AS AT THE DATE OF PASSING THIS RESOLUTION
5.B TO GRANT A GENERAL MANDATE TO THE DIRECTORS TO Mgmt For For
REPURCHASE THE COMPANY'S OWN SHARES NOT EXCEEDING 10%
OF THE NUMBER OF THE SHARES OF THE COMPANY IN ISSUE AS
AT THE DATE OF PASSING THIS RESOLUTION
5.C TO EXTEND THE GENERAL MANDATE TO ISSUE, ALLOT AND DEAL Mgmt Against Against
WITH ADDITIONAL SHARES OF THE COMPANY UNDER RESOLUTION
NUMBER 5A TO INCLUDE THE NUMBER OF SHARES REPURCHASED
PURSUANT TO THE GENERAL MANDATE TO REPURCHASE SHARES
UNDER RESOLUTION NUMBER 5B
5.D TO APPROVE AND ADOPT THE SHARE OPTION SCHEME Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
ZALANDO SE Agenda Number: 710962146
--------------------------------------------------------------------------------------------------------------------------
Security: D98423102 Meeting Type: AGM
Ticker: Meeting Date: 22-May-2019
ISIN: DE000ZAL1111
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ACCORDING TO GERMAN LAW, IN CASE OF SPECIFIC CONFLICTS Non-Voting
OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE
AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO
EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING
RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING
RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT
COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS
NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES
TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD
PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR
CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION
REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER
EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS
USUAL. THANK YOU
CMMT PLEASE NOTE THAT THE TRUE RECORD DATE FOR THIS MEETING Non-Voting
IS 01 MAY 19, WHEREAS THE MEETING HAS BEEN SETUP USING
THE ACTUAL RECORD DATE - 1 BUSINESS DAY. THIS IS DONE
TO ENSURE THAT ALL POSITIONS REPORTED ARE IN
CONCURRENCE WITH THE GERMAN LAW. THANK YOU
CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL 07.05.2019. Non-Voting
FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND
DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE
MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH
TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A
MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE
COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE
REFLECTED IN THE BALLOT ON PROXYEDGE
1 PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL Non-Voting
REPORT FOR THE 2018 FINANCIAL YEAR WITH THE REPORT OF
THE SUPERVISORY BOARD, THE GROUP FINANCIAL STATEMENTS
AND GROUP ANNUAL REPORT AS WELL AS THE REPORT BY THE
BOARD OF MDS PURSUANT TO SECTIONS 289A(1) AND 315A(1)
OF THE GERMAN COMMERCIAL CODE
2 RESOLUTION ON THE APPROPRIATION OF THE DISTRIBUTABLE Mgmt For For
PROFIT: THE DISTRIBUTABLE PROFIT IN THE AMOUNT OF EUR
163,677,775.42 SHALL BE APPROPRIATED AS FOLLOWS: THE
ENTIRE AMOUNT SHALL BE CARRIED FORWARD
3 RATIFICATION OF THE ACTS OF THE BOARD OF MDS Mgmt For For
4 RATIFICATION OF THE ACTS OF THE SUPERVISORY BOARD Mgmt For For
5.1 APPOINTMENT OF AUDITORS THE FOLLOWING ACCOUNTANTS Mgmt For For
SHALL BE APPOINTED AS: AUDITORS AND GROUP AUDITORS FOR
THE 2019 FINANCIAL YEAR, FOR THE REVIEW OF THE INTERIM
HALF-YEAR FINANCIAL STATEMENTS AND THE INTERIM ANNUAL
REPORT FOR THE FIRST HALF-YEAR OF THE 2019 FINANCIAL
YEAR AND FOR THE REVIEW OF ANY ADDITIONAL INTERIM
FINANCIAL INFORMATION FOR THE 2019 FINANCIAL YEAR:
ERNST AND YOUNG GMBH, BERLIN
5.2 APPOINTMENT OF AUDITORS THE FOLLOWING ACCOUNTANTS Mgmt For For
SHALL BE APPOINTED AS: AUDITORS FOR THE REVIEW OF ANY
ADDITIONAL INTERIM FINANCIAL INFORMATION FOR THE 2020
FINANCIAL YEAR UNTIL THE AGM OF THAT YEAR: ERNST AND
YOUNG GMBH, BERLIN
6.1 ELECTIONS TO THE SUPERVISORY BOARD: KELLY BENNETT Mgmt For For
6.2 ELECTIONS TO THE SUPERVISORY BOARD: JOERGEN MADSEN Mgmt For For
LINDEMANN
6.3 ELECTIONS TO THE SUPERVISORY BOARD: ANDERS HOLCH Mgmt For For
POVLSEN
6.4 ELECTIONS TO THE SUPERVISORY BOARD: MARIELLA Mgmt For For
ROEHM-KOTTMANN
6.5 ELECTIONS TO THE SUPERVISORY BOARD: ALEXANDER SAMWER Mgmt For For
6.6 ELECTIONS TO THE SUPERVISORY BOARD: CRISTINA STENBECK Mgmt For For
7 RESOLUTION ON THE AUTHORIZATION TO GRANT STOCK OPTION, Mgmt For For
THE CREATION OF CONTINGENT CAPITAL 2019, AND THE
CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION
THE BOARD OF MDS SHALL BE AUTHORIZED TO GRANT STOCK
OPTIONS FOR UP TO 1,522,269 BEARER NO-PAR SHARES (LTI
2018) ON OR BEFORE 31 DECEMBER 2019 TO THE MEMBERS OF
THE BOARD OF MDS ROBERT GENTZ, DAVID SCHRADER AND
RUBIN RITTER (UP TO 750, 000 STOCK OPTIONS EACH). THE
COMPANY'S SHARE CAPITAL SHALL BE INCREASED BY UP TO
EUR 1,522,269 THROUGH THE ISSUE OF UP TO 1,522,269 NEW
REGISTERED SHARES (CONTINGENT CAPITAL 2019), INSOFAR
AS CONVERSION AND/OR OPTION RIGHTS ARE EXERCISED
TFGT Anti-Benchmark US Core Equity Fund
--------------------------------------------------------------------------------------------------------------------------
ACTIVISION BLIZZARD, INC. Agenda Number: 935013893
--------------------------------------------------------------------------------------------------------------------------
Security: 00507V109 Meeting Type: Annual
Ticker: ATVI Meeting Date: 20-Jun-2019
ISIN: US00507V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reveta Bowers Mgmt For For
1b. Election of Director: Robert Corti Mgmt For For
1c. Election of Director: Hendrik Hartong III Mgmt For For
1d. Election of Director: Brian Kelly Mgmt For For
1e. Election of Director: Robert Kotick Mgmt For For
1f. Election of Director: Barry Meyer Mgmt For For
1g. Election of Director: Robert Morgado Mgmt For For
1h. Election of Director: Peter Nolan Mgmt For For
1i. Election of Director: Casey Wasserman Mgmt For For
1j. Election of Director: Elaine Wynn Mgmt For For
2. To provide advisory approval of our executive Mgmt For For
compensation.
3. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as our independent registered public accounting
firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
ADVANCE AUTO PARTS, INC. Agenda Number: 935013994
--------------------------------------------------------------------------------------------------------------------------
Security: 00751Y106 Meeting Type: Annual
Ticker: AAP Meeting Date: 15-May-2019
ISIN: US00751Y1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: John F. Bergstrom Mgmt For For
1b. Election of Director: Brad W. Buss Mgmt For For
1c. Election of Director: John F. Ferraro Mgmt For For
1d. Election of Director: Thomas R. Greco Mgmt For For
1e. Election of Director: Jeffrey J. Jones II Mgmt For For
1f. Election of Director: Adriana Karaboutis Mgmt For For
1g. Election of Director: Eugene I. Lee, Jr. Mgmt For For
1h. Election of Director: Sharon L. McCollam Mgmt For For
1i. Election of Director: Douglas A. Pertz Mgmt For For
1j. Election of Director: Jeffrey C. Smith Mgmt For For
1k. Election of Director: Nigel Travis Mgmt For For
2. Approve, by advisory vote, the compensation of our Mgmt For For
named executive officers.
3. Ratify the appointment of Deloitte & Touche LLP Mgmt For For
(Deloitte) as our independent registered public
accounting firm for 2019.
4. Advisory vote on the stockholder proposal on the Shr Against For
ability of stockholders to act by written consent if
presented at the annual meeting.
--------------------------------------------------------------------------------------------------------------------------
AGNC INVESTMENT CORP. Agenda Number: 934936141
--------------------------------------------------------------------------------------------------------------------------
Security: 00123Q104 Meeting Type: Annual
Ticker: AGNC Meeting Date: 18-Apr-2019
ISIN: US00123Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Gary D. Kain Mgmt For For
1.2 Election of Director: Donna J. Blank Mgmt For For
1.3 Election of Director: Morris A. Davis Mgmt For For
1.4 Election of Director: Larry K. Harvey Mgmt Abstain Against
1.5 Election of Director: Prue B. Larocca Mgmt For For
1.6 Election of Director: Paul E. Mullings Mgmt For For
2. Advisory vote to approve the compensation of our named Mgmt Against Against
executive officers.
3. Ratification of appointment of Ernst & Young LLP as Mgmt For For
our independent public accountant for the year ending
December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
ALNYLAM PHARMACEUTICALS, INC. Agenda Number: 934964140
--------------------------------------------------------------------------------------------------------------------------
Security: 02043Q107 Meeting Type: Annual
Ticker: ALNY Meeting Date: 25-Apr-2019
ISIN: US02043Q1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Director: Margaret A. Hamburg, Mgmt For For
M.D.
1b. Election of Class III Director: Steven M. Paul, M.D. Mgmt For For
1c. Election of Class III Director: Colleen F. Reitan Mgmt For For
1d. Election of Class III Director: Amy W. Schulman Mgmt For For
2. To approve an Amendment to our Restated Certificate of Mgmt For For
Incorporation to permit the holders of at least a
majority of our common stock to call special meetings
of the stockholders.
3. To approve an Amendment to our Restated Certificate of Mgmt For For
Incorporation to increase the number of authorized
shares of common stock thereunder.
4. To approve an Amendment to our 2018 Stock Incentive Mgmt For For
Plan.
5. To approve, in a non-binding advisory vote, the Mgmt For For
compensation of Alnylam's named executive officers.
6. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP, an independent registered public accounting firm,
as Alnylam's independent auditors for the fiscal year
ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN TOWER CORPORATION Agenda Number: 934978860
--------------------------------------------------------------------------------------------------------------------------
Security: 03027X100 Meeting Type: Annual
Ticker: AMT Meeting Date: 21-May-2019
ISIN: US03027X1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Raymond P. Dolan Mgmt For For
1b. Election of Director: Robert D. Hormats Mgmt For For
1c. Election of Director: Gustavo Lara Cantu Mgmt For For
1d. Election of Director: Grace D. Lieblein Mgmt For For
1e. Election of Director: Craig Macnab Mgmt For For
1f. Election of Director: JoAnn A. Reed Mgmt For For
1g. Election of Director: Pamela D.A. Reeve Mgmt For For
1h. Election of Director: David E. Sharbutt Mgmt For For
1i. Election of Director: James D. Taiclet Mgmt For For
1j. Election of Director: Samme L. Thompson Mgmt For For
2. To ratify the selection of Deloitte & Touche LLP as Mgmt For For
the Company's independent registered public accounting
firm for 2019.
3. To approve, on an advisory basis, the Company's Mgmt For For
executive compensation.
4. To adopt a policy requiring an independent Board Shr For Against
Chairman.
5. To require periodic reports on political contributions Shr For Against
and expenditures.
--------------------------------------------------------------------------------------------------------------------------
ANNALY CAPITAL MANAGEMENT, INC. Agenda Number: 934966132
--------------------------------------------------------------------------------------------------------------------------
Security: 035710409 Meeting Type: Annual
Ticker: NLY Meeting Date: 22-May-2019
ISIN: US0357104092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin G. Keyes Mgmt For For
1b. Election of Director: Thomas Hamilton Mgmt For For
1c. Election of Director: Kathy Hopinkah Hannan Mgmt For For
1d. Election of Director: Vicki Williams Mgmt For For
2. Advisory approval of the company's executive Mgmt For For
compensation.
3. Approval of an amendment of our charter to increase Mgmt For For
the number of authorized shares of capital stock to
3,000,000,000 shares.
4. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public accounting firm
for 2019.
--------------------------------------------------------------------------------------------------------------------------
AQUA AMERICA, INC. Agenda Number: 934947726
--------------------------------------------------------------------------------------------------------------------------
Security: 03836W103 Meeting Type: Annual
Ticker: WTR Meeting Date: 02-May-2019
ISIN: US03836W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Elizabeth B. Amato Mgmt For For
Nicholas DeBenedictis Mgmt For For
Christopher H. Franklin Mgmt For For
Daniel J. Hilferty Mgmt For For
Ellen T. Ruff Mgmt For For
Lee C. Stewart Mgmt For For
Christopher Womack Mgmt For For
2. To consider and take action on the ratification of the Mgmt For For
appointment of PricewaterhouseCoopers LLP as the
independent registered public accounting firm for the
Company for the 2019 fiscal year.
3. To approve an advisory vote on the compensation paid Mgmt For For
to the Company's named executive officers for 2018.
4. To approve the Amended and Restated Omnibus Equity Mgmt For For
Compensation Plan.
--------------------------------------------------------------------------------------------------------------------------
ATHENAHEALTH INC Agenda Number: 934917305
--------------------------------------------------------------------------------------------------------------------------
Security: 04685W103 Meeting Type: Special
Ticker: ATHN Meeting Date: 07-Feb-2019
ISIN: US04685W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, dated as of Mgmt For For
November 11, 2018 (the merger agreement), among May
Holding Corp., May Merger Sub Inc. and athenahealth
(the merger).
2. To approve, on a non-binding advisory basis, specified Mgmt For For
compensation that may be paid or become payable to the
named executive officers of athenahealth in connection
with the merger and contemplated by the merger
agreement.
3. To approve the adjournment of the special meeting to a Mgmt For For
later date or time if necessary or appropriate,
including to solicit additional proxies in favor of
the proposal to adopt the merger agreement if there
are insufficient votes at the time of the special
meeting to adopt the merger agreement.
--------------------------------------------------------------------------------------------------------------------------
AXALTA COATING SYSTEMS LTD. Agenda Number: 934951270
--------------------------------------------------------------------------------------------------------------------------
Security: G0750C108 Meeting Type: Annual
Ticker: AXTA Meeting Date: 01-May-2019
ISIN: BMG0750C1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Deborah J. Kissire Mgmt For For
Elizabeth C. Lempres Mgmt For For
2. Appointment of PricewaterhouseCoopers LLP as the Mgmt Against Against
Company's independent registered public accounting
firm and auditor until the conclusion of the 2020
Annual General Meeting of Members and delegation of
authority to the Board, acting through the Audit
Committee, to set the terms and remuneration thereof.
3. Non-binding advisory vote to approve the compensation Mgmt For For
paid to our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
BAKER HUGHES, A GE COMPANY Agenda Number: 934959276
--------------------------------------------------------------------------------------------------------------------------
Security: 05722G100 Meeting Type: Annual
Ticker: BHGE Meeting Date: 10-May-2019
ISIN: US05722G1004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
W. Geoffrey Beattie Mgmt For For
Gregory D. Brenneman Mgmt For For
Clarence P. Cazalot,Jr. Mgmt For For
Gregory L. Ebel Mgmt For For
Lynn L. Elsenhans Mgmt For For
Jamie S. Miller Mgmt Withheld Against
James J. Mulva Mgmt For For
John G. Rice Mgmt Withheld Against
Lorenzo Simonelli Mgmt For For
2. An advisory vote related to the Company's executive Mgmt For For
compensation program
3. The ratification of KPMG LLP as the Company's Mgmt For For
independent registered public accounting firm for
fiscal year 2019
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 934939654
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108 Meeting Type: Contested Special
Ticker: BMY Meeting Date: 12-Apr-2019
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Stock Issuance Proposal: To approve the issuance of Mgmt For For
shares of Bristol-Myers Squibb Company common stock to
stockholders of Celgene Corporation in the merger
between Celgene Corporation and Burgundy Merger Sub,
Inc., a wholly-owned subsidiary of Bristol-Myers
Squibb Company, pursuant to the terms and conditions
of the Agreement and Plan of Merger, dated as of
January 2, 2019, as it may be amended from time to
time, among Bristol-Myers Squibb Company, Burgundy
Merger Sub, Inc. and Celgene Corporation.
2. Adjournment Proposal: To approve the adjournment from Mgmt For For
time to time of the special meeting of the
stockholders of Bristol- Myers Squibb Company if
necessary to solicit additional proxies if there are
not sufficient votes at the time of the special
meeting, or any adjournment or postponement thereof,
to approve the Stock Issuance Proposal.
--------------------------------------------------------------------------------------------------------------------------
BRISTOL-MYERS SQUIBB COMPANY Agenda Number: 935021458
--------------------------------------------------------------------------------------------------------------------------
Security: 110122108 Meeting Type: Annual
Ticker: BMY Meeting Date: 29-May-2019
ISIN: US1101221083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter J. Arduini Mgmt For For
1B. Election of Director: Robert Bertolini Mgmt For For
1C. Election of Director: Giovanni Caforio, M.D. Mgmt For For
1D. Election of Director: Matthew W. Emmens Mgmt For For
1E. Election of Director: Michael Grobstein Mgmt For For
1F. Election of Director: Alan J. Lacy Mgmt For For
1G. Election of Director: Dinesh C. Paliwal Mgmt For For
1H. Election of Director: Theodore R. Samuels Mgmt For For
1I. Election of Director: Vicki L. Sato, Ph.D. Mgmt For For
1J. Election of Director: Gerald L. Storch Mgmt For For
1K. Election of Director: Karen H. Vousden, Ph.D. Mgmt For For
2. Advisory vote to approve the compensation of our Named Mgmt For For
Executive Officers
3. Ratification of the appointment of an independent Mgmt For For
registered public accounting firm
4. Shareholder Proposal on Right to Act by Written Shr For Against
Consent
--------------------------------------------------------------------------------------------------------------------------
BUNGE LIMITED Agenda Number: 934985752
--------------------------------------------------------------------------------------------------------------------------
Security: G16962105 Meeting Type: Annual
Ticker: BG Meeting Date: 23-May-2019
ISIN: BMG169621056
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Vinita Bali Mgmt For For
1b. Election of Director: Carol M. Browner Mgmt For For
1c. Election of Director: Andrew Ferrier Mgmt For For
1d. Election of Director: Paul Fribourg Mgmt For For
1e. Election of Director: J. Erik Fyrwald Mgmt For For
1f. Election of Director: Gregory A. Heckman Mgmt For For
1g. Election of Director: Kathleen Hyle Mgmt For For
1h. Election of Director: John E. McGlade Mgmt For For
1i. Election of Director: Henry W. Winship Mgmt For For
1j. Election of Director: Mark N. Zenuk Mgmt For For
2. To appoint Deloitte & Touche LLP as Bunge Limited's Mgmt For For
independent auditors for the fiscal year ending
December 31, 2019 and to authorize the audit committee
of the Board of Directors to determine the independent
auditors' fees.
3. Advisory vote to approve executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CBOE GLOBAL MARKETS, INC. Agenda Number: 934976525
--------------------------------------------------------------------------------------------------------------------------
Security: 12503M108 Meeting Type: Annual
Ticker: CBOE Meeting Date: 16-May-2019
ISIN: US12503M1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Edward T. Tilly Mgmt For For
1b. Election of Director: Eugene S. Sunshine Mgmt For For
1c. Election of Director: Frank E. English, Jr. Mgmt For For
1d. Election of Director: William M. Farrow III Mgmt For For
1e. Election of Director: Edward J. Fitzpatrick Mgmt For For
1f. Election of Director: Janet P. Froetscher Mgmt For For
1g. Election of Director: Jill R. Goodman Mgmt For For
1h. Election of Director: Roderick A. Palmore Mgmt For For
1i. Election of Director: James E. Parisi Mgmt For For
1j. Election of Director: Joseph P. Ratterman Mgmt For For
1k. Election of Director: Michael L. Richter Mgmt For For
1l. Election of Director: Jill E. Sommers Mgmt For For
1m. Election of Director: Carole E. Stone Mgmt For For
2. Advisory proposal to approve the Company's executive Mgmt For For
compensation.
3. Ratification of the appointment of the independent Mgmt For For
registered public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
CHIPOTLE MEXICAN GRILL, INC. Agenda Number: 934970458
--------------------------------------------------------------------------------------------------------------------------
Security: 169656105 Meeting Type: Annual
Ticker: CMG Meeting Date: 21-May-2019
ISIN: US1696561059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Al Baldocchi Mgmt For For
Paul Cappuccio Mgmt For For
Steve Ells Mgmt For For
Patricia Fili-Krushel Mgmt For For
Neil Flanzraich Mgmt For For
Robin Hickenlooper Mgmt For For
Scott Maw Mgmt For For
Ali Namvar Mgmt For For
Brian Niccol Mgmt For For
Matthew Paull Mgmt For For
2. An advisory vote to approve the compensation of our Mgmt Against Against
executive officers as disclosed in the proxy statement
("say-on-pay").
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public accounting firm
for the year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 934959480
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105 Meeting Type: Annual
Ticker: CME Meeting Date: 08-May-2019
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Equity Director: Terrence A. Duffy Mgmt For For
1b. Election of Equity Director: Timothy S. Bitsberger Mgmt For For
1c. Election of Equity Director: Charles P. Carey Mgmt For For
1d. Election of Equity Director: Dennis H. Chookaszian Mgmt For For
1e. Election of Equity Director: Ana Dutra Mgmt For For
1f. Election of Equity Director: Martin J. Gepsman Mgmt For For
1g. Election of Equity Director: Larry G. Gerdes Mgmt For For
1h. Election of Equity Director: Daniel R. Glickman Mgmt For For
1i. Election of Equity Director: Daniel G. Kaye Mgmt For For
1j. Election of Equity Director: Phyllis M. Lockett Mgmt For For
1k. Election of Equity Director: Deborah J. Lucas Mgmt For For
1l. Election of Equity Director: Alex J. Pollock Mgmt For For
1m. Election of Equity Director: Terry L. Savage Mgmt For For
1n. Election of Equity Director: William R. Shepard Mgmt For For
1o. Election of Equity Director: Howard J. Siegel Mgmt For For
1p. Election of Equity Director: Michael A. Spencer Mgmt For For
1q. Election of Equity Director: Dennis A. Suskind Mgmt For For
2. Ratification of the appointment of Ernst & Young as Mgmt For For
our independent registered public accounting firm for
2019.
3. Advisory vote on the compensation of our named Mgmt For For
executive officers.
--------------------------------------------------------------------------------------------------------------------------
CMS ENERGY CORPORATION Agenda Number: 934945594
--------------------------------------------------------------------------------------------------------------------------
Security: 125896100 Meeting Type: Annual
Ticker: CMS Meeting Date: 03-May-2019
ISIN: US1258961002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jon E. Barfield Mgmt For For
1b. Election of Director: Deborah H. Butler Mgmt For For
1c. Election of Director: Kurt L. Darrow Mgmt For For
1d. Election of Director: Stephen E. Ewing Mgmt For For
1e. Election of Director: William D. Harvey Mgmt For For
1f. Election of Director: Patricia K. Poppe Mgmt For For
1g. Election of Director: John G. Russell Mgmt For For
1h. Election of Director: Suzanne F. Shank Mgmt For For
1i. Election of Director: Myrna M. Soto Mgmt For For
1j. Election of Director: John G. Sznewajs Mgmt For For
1k. Election of Director: Laura H. Wright Mgmt For For
2. Approve, on an advisory basis, the Company's executive Mgmt For For
compensation.
3. Ratify the appointment of independent registered Mgmt For For
public accounting firm (PricewaterhouseCoopers LLP).
4. Shareholder Proposal - Political Contributions Shr Against For
Disclosure.
--------------------------------------------------------------------------------------------------------------------------
COCA-COLA EUROPEAN PARTNERS Agenda Number: 934997226
--------------------------------------------------------------------------------------------------------------------------
Security: G25839104 Meeting Type: Annual
Ticker: CCEP Meeting Date: 29-May-2019
ISIN: GB00BDCPN049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receipt of the Report and Accounts Mgmt For For
2. Approval of the Directors' Remuneration Report Mgmt For For
3. Election of Nathalie Gaveau as a director of the Mgmt For For
Company
4. Election of Dagmar Kollmann as a director of the Mgmt For For
Company
5. Election of Mark Price as a director of the Company Mgmt For For
6. Re-election of Jose Ignacio Comenge Sanchez-Real as a Mgmt For For
director of the Company
7. Re-election of Francisco Crespo Benitez as a director Mgmt For For
of the Company
8. Re-election of Irial Finan as a director of the Mgmt Against Against
Company
9. Re-election of Damian Gammell as a director of the Mgmt For For
Company
10. Re-election of Alvaro Gomez-Trenor Aguilar as a Mgmt For For
director of the Company
11. Re-election of Alfonso Libano Daurella as a director Mgmt For For
of the Company
12. Re-election of Mario Rotllant Sola as a director of Mgmt Against Against
the Company
13. Reappointment of the Auditor Mgmt For For
14. Remuneration of the Auditor Mgmt For For
15. Political Donations Mgmt For For
16. Authority to allot new shares Mgmt For For
17. Waiver of mandatory offer provisions set out in Rule 9 Mgmt Against Against
of the Takeover Code
18. Authority to disapply pre-emption rights Mgmt For For
19. Authority to purchase own shares on market Mgmt For For
20. Authority to purchase own shares off market Mgmt For For
21. Notice period for general meetings other than annual Mgmt For For
general meetings
22. Amendment of the Articles of Association Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
CONSOLIDATED EDISON, INC. Agenda Number: 934966182
--------------------------------------------------------------------------------------------------------------------------
Security: 209115104 Meeting Type: Annual
Ticker: ED Meeting Date: 20-May-2019
ISIN: US2091151041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: George Campbell, Jr. Mgmt For For
1b. Election of Director: Ellen V. Futter Mgmt For For
1c. Election of Director: John F. Killian Mgmt For For
1d. Election of Director: John McAvoy Mgmt For For
1e. Election of Director: William J. Mulrow Mgmt For For
1f. Election of Director: Armando J. Olivera Mgmt For For
1g. Election of Director: Michael W. Ranger Mgmt For For
1h. Election of Director: Linda S. Sanford Mgmt For For
1i. Election of Director: Deirdre Stanley Mgmt For For
1j. Election of Director: L. Frederick Sutherland Mgmt For For
2. Ratification of appointment of independent Mgmt For For
accountants.
3. Advisory vote to approve named executive officer Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
CROWN CASTLE INTERNATIONAL CORP Agenda Number: 934969330
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101 Meeting Type: Annual
Ticker: CCI Meeting Date: 16-May-2019
ISIN: US22822V1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. Robert Bartolo Mgmt For For
1b. Election of Director: Jay A. Brown Mgmt For For
1c. Election of Director: Cindy Christy Mgmt For For
1d. Election of Director: Ari Q. Fitzgerald Mgmt For For
1e. Election of Director: Robert E. Garrison II Mgmt For For
1f. Election of Director: Andrea J. Goldsmith Mgmt For For
1g. Election of Director: Lee W. Hogan Mgmt For For
1h. Election of Director: Edward C. Hutcheson, Jr. Mgmt For For
1i. Election of Director: J. Landis Martin Mgmt For For
1j. Election of Director: Robert F. McKenzie Mgmt For For
1k. Election of Director: Anthony J. Melone Mgmt For For
1l. Election of Director: W. Benjamin Moreland Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants for fiscal
year 2019.
3. The non-binding, advisory vote to approve the Mgmt For For
compensation of the Company's named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
DENTSPLY SIRONA INC. Agenda Number: 934983227
--------------------------------------------------------------------------------------------------------------------------
Security: 24906P109 Meeting Type: Annual
Ticker: XRAY Meeting Date: 22-May-2019
ISIN: US24906P1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael C. Alfano Mgmt For For
1b. Election of Director: Eric K. Brandt Mgmt For For
1c. Election of Director: Donald M. Casey, Jr. Mgmt For For
1d. Election of Director: Willie A. Deese Mgmt For For
1e. Election of Director: Betsy D. Holden Mgmt For For
1f. Election of Director: Arthur D. Kowaloff Mgmt For For
1g. Election of Director: Harry M. Kraemer, Jr. Mgmt For For
1h. Election of Director: Gregory T. Lucier Mgmt For For
1i. Election of Director: Francis J. Lunger Mgmt For For
1j. Election of Director: Leslie F. Varon Mgmt For For
2. Ratification of the appointment of Mgmt Against Against
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants for 2019.
3. Approval, by non-binding vote, of the Company's Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 934998052
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107 Meeting Type: Annual
Ticker: DXCM Meeting Date: 30-May-2019
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Steven R. Altman Mgmt For For
1b. Election of Director: Barbara E. Kahn Mgmt For For
1c. Election of Director: Jay S. Skyler Mgmt Against Against
2. To ratify the selection by the audit committee of our Mgmt For For
Board of Directors of Ernst & Young LLP as our
independent registered public accounting firm for the
fiscal year ending December 31, 2019.
3. Advisory resolution to approve executive compensation. Mgmt For For
4. To amend our Amended and Restated 2015 Equity Mgmt For For
Incentive Plan to increase the number of authorized
shares by an additional 2,200,000 shares and make
certain administrative changes to such Amended and
Restated 2015 Equity Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
DOLLAR TREE, INC. Agenda Number: 935001812
--------------------------------------------------------------------------------------------------------------------------
Security: 256746108 Meeting Type: Annual
Ticker: DLTR Meeting Date: 13-Jun-2019
ISIN: US2567461080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Arnold S. Barron Mgmt For For
1b. Election of Director: Gregory M. Bridgeford Mgmt For For
1c. Election of Director: Thomas W. Dickson Mgmt For For
1d. Election of Director: Conrad M. Hall Mgmt For For
1e. Election of Director: Lemuel E. Lewis Mgmt For For
1f. Election of Director: Jeffrey G. Naylor Mgmt For For
1g. Election of Director: Gary M. Philbin Mgmt For For
1h. Election of Director: Bob Sasser Mgmt For For
1i. Election of Director: Thomas A. Saunders III Mgmt For For
1j. Election of Director: Stephanie P. Stahl Mgmt For For
1k. Election of Director: Carrie A. Wheeler Mgmt For For
1l. Election of Director: Thomas E. Whiddon Mgmt For For
1m. Election of Director: Carl P. Zeithaml Mgmt For For
2. To Approve, on an Advisory Basis, the Compensation of Mgmt For For
the Company's Named Executive Officers
3. To Ratify the Selection of KPMG LLP as the Company's Mgmt For For
Independent Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
DOMINION ENERGY, INC. Agenda Number: 934957501
--------------------------------------------------------------------------------------------------------------------------
Security: 25746U109 Meeting Type: Annual
Ticker: D Meeting Date: 07-May-2019
ISIN: US25746U1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James A. Bennett Mgmt For For
1b. Election of Director: Helen E. Dragas Mgmt For For
1c. Election of Director: James O. Ellis, Jr. Mgmt For For
1d. Election of Director: Thomas F. Farrell, II Mgmt For For
1e. Election of Director: D. Maybank Hagood Mgmt For For
1f. Election of Director: John W. Harris Mgmt For For
1g. Election of Director: Ronald W. Jibson Mgmt For For
1h. Election of Director: Mark J. Kington Mgmt For For
1i. Election of Director: Joseph M. Rigby Mgmt For For
1j. Election of Director: Pamela J. Royal, M.D. Mgmt For For
1k. Election of Director: Robert H. Spilman, Jr. Mgmt For For
1l. Election of Director: Susan N. Story Mgmt For For
1m. Election of Director: Michael E. Szymanczyk Mgmt For For
2. Ratification of Appointment of Independent Auditor Mgmt For For
3. Advisory Vote on Approval of Executive Compensation Mgmt For For
(Say on Pay)
4. Management's Proposal to Amend the Company's Articles Mgmt For For
of Incorporation to Increase the Number of Authorized
Shares of Common Stock
5. Shareholder Proposal Regarding a Policy to Require an Shr For Against
Independent Board Chair
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA, INC. Agenda Number: 934940239
--------------------------------------------------------------------------------------------------------------------------
Security: 25754A201 Meeting Type: Annual
Ticker: DPZ Meeting Date: 23-Apr-2019
ISIN: US25754A2015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David A. Brandon Mgmt For For
Richard E. Allison, Jr. Mgmt For For
C. Andrew Ballard Mgmt For For
Andrew B. Balson Mgmt For For
Corie S. Barry Mgmt For For
Diana F. Cantor Mgmt For For
Richard L. Federico Mgmt For For
James A. Goldman Mgmt For For
Patricia E. Lopez Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the independent
registered public accountants for the Company for the
2019 fiscal year.
3. Advisory vote to approve the compensation of the named Mgmt For For
executive officers of the Company.
--------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 934940176
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107 Meeting Type: Annual
Ticker: EIX Meeting Date: 25-Apr-2019
ISIN: US2810201077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Michael C. Camunez Mgmt For For
1c. Election of Director: Vanessa C.L. Chang Mgmt For For
1d. Election of Director: James T. Morris Mgmt For For
1e. Election of Director: Timothy T. O'Toole Mgmt For For
1f. Election of Director: Pedro J. Pizarro Mgmt For For
1g. Election of Director: Linda G. Stuntz Mgmt For For
1h. Election of Director: William P. Sullivan Mgmt For For
1i. Election of Director: Ellen O. Tauscher Mgmt For For
1j. Election of Director: Peter J. Taylor Mgmt For For
1k. Election of Director: Keith Trent Mgmt For For
1l. Election of Director: Brett White Mgmt Abstain Against
2. Ratification of the Appointment of the Independent Mgmt For For
Registered Public Accounting Firm.
3. Advisory Vote to Approve the Company's Executive Mgmt Against Against
Compensation.
4. Shareholder Proposal Regarding Proxy Access. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
EQUIFAX INC. Agenda Number: 934951383
--------------------------------------------------------------------------------------------------------------------------
Security: 294429105 Meeting Type: Annual
Ticker: EFX Meeting Date: 02-May-2019
ISIN: US2944291051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark W. Begor Mgmt For For
1b. Election of Director: Mark L. Feidler Mgmt For For
1c. Election of Director: G. Thomas Hough Mgmt For For
1d. Election of Director: Robert D. Marcus Mgmt For For
1e. Election of Director: Siri S. Marshall Mgmt For For
1f. Election of Director: Scott A. McGregor Mgmt For For
1g. Election of Director: John A. McKinley Mgmt For For
1h. Election of Director: Robert W. Selander Mgmt For For
1i. Election of Director: Elane B. Stock Mgmt For For
1j. Election of Director: Heather H. Wilson Mgmt For For
2. Advisory vote to approve named executive officer Mgmt For For
compensation.
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
EQUINIX, INC. Agenda Number: 935002270
--------------------------------------------------------------------------------------------------------------------------
Security: 29444U700 Meeting Type: Annual
Ticker: EQIX Meeting Date: 30-May-2019
ISIN: US29444U7000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Thomas Bartlett Mgmt For For
Nanci Caldwell Mgmt For For
Gary Hromadko Mgmt For For
Scott Kriens Mgmt Withheld Against
William Luby Mgmt For For
Irving Lyons, III Mgmt For For
Charles Meyers Mgmt For For
Christopher Paisley Mgmt For For
Peter Van Camp Mgmt For For
2. To approve, by a non-binding advisory vote, the Mgmt For For
compensation of Equinix's named executive officers.
3. To approve the Equinix French Sub-plan under Equinix's Mgmt For For
2000 Equity Incentive Plan.
4. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as Equinix's independent registered public
accounting firm for the fiscal year ending December
31, 2019.
5. Stockholder proposal related to political Shr For Against
contributions.
--------------------------------------------------------------------------------------------------------------------------
ETSY, INC. Agenda Number: 934998987
--------------------------------------------------------------------------------------------------------------------------
Security: 29786A106 Meeting Type: Annual
Ticker: ETSY Meeting Date: 04-Jun-2019
ISIN: US29786A1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: Jonathan D. Klein Mgmt Abstain Against
1b. Election of Class I Director: Margaret M. Smyth Mgmt Abstain Against
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our independent
registered public accounting firm for the fiscal year
ending December 31, 2019.
3. Advisory vote to approve executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
EVEREST RE GROUP, LTD. Agenda Number: 934995323
--------------------------------------------------------------------------------------------------------------------------
Security: G3223R108 Meeting Type: Annual
Ticker: RE Meeting Date: 15-May-2019
ISIN: BMG3223R1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Dominic J. Addesso Mgmt For For
1.2 Election of Director: John J. Amore Mgmt For For
1.3 Election of Director: William F. Galtney, Jr. Mgmt Against Against
1.4 Election of Director: John A. Graf Mgmt For For
1.5 Election of Director: Gerri Losquadro Mgmt For For
1.6 Election of Director: Roger M. Singer Mgmt For For
1.7 Election of Director: Joseph V. Taranto Mgmt For For
1.8 Election of Director: John A. Weber Mgmt For For
2. To appoint PricewaterhouseCoopers LLP as the Company's Mgmt For For
registered public accounting firm to act as the
Company's auditor for the year ending December 31,
2019, and authorize the Company's Board of Directors,
acting by the Audit Committee, to set the fees for the
registered public accounting firm.
3. Advisory vote to approve 2018 executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
EVERSOURCE ENERGY Agenda Number: 934948069
--------------------------------------------------------------------------------------------------------------------------
Security: 30040W108 Meeting Type: Annual
Ticker: ES Meeting Date: 01-May-2019
ISIN: US30040W1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Trustee: Cotton M. Cleveland Mgmt For For
1b. Election of Trustee: Sanford Cloud, Jr. Mgmt For For
1c. Election of Trustee: James S. DiStasio Mgmt For For
1d. Election of Trustee: Francis A. Doyle Mgmt For For
1e. Election of Trustee: Linda Dorcena Forry Mgmt For For
1f. Election of Trustee: James J. Judge Mgmt For For
1g. Election of Trustee: John Y. Kim Mgmt For For
1h. Election of Trustee: Kenneth R. Leibler Mgmt For For
1i. Election of Trustee: William C. Van Faasen Mgmt For For
1j. Election of Trustee: Frederica M. Williams Mgmt For For
2. Consider an advisory proposal approving the Mgmt For For
compensation of our Named Executive Officers.
3. Ratify the selection of Deloitte & Touche LLP as the Mgmt For For
independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
EXELIXIS, INC. Agenda Number: 934986540
--------------------------------------------------------------------------------------------------------------------------
Security: 30161Q104 Meeting Type: Annual
Ticker: EXEL Meeting Date: 22-May-2019
ISIN: US30161Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class II Director to hold office until the Mgmt For For
2022 Annual Meeting of stockholder: Carl B. Feldbaum,
Esq.
1.2 Election of Class II Director to hold office until the Mgmt For For
2022 Annual Meeting of stockholder: Maria C. Freire,
Ph.D.
1.3 Election of Class II Director to hold office until the Mgmt For For
2022 Annual Meeting of stockholder: Alan M. Garber,
M.D., Ph.D.
1.4 Election of Class II Director to hold office until the Mgmt For For
2022 Annual Meeting of stockholder: Vincent T.
Marchesi, M.D., Ph.D.
1.5 Election of Class II Director to hold office until the Mgmt For For
2022 Annual Meeting of stockholder: Julie Anne Smith
2. To ratify the selection by the Audit Committee of the Mgmt For For
Board of Directors of Ernst & Young LLP as Exelixis'
independent registered public accounting firm for the
fiscal year ending January 3, 2020.
3. To approve the proposal of Exelixis' Board of Mgmt For For
Directors to amend Exelixis' Amended and Restated
Certificate of Incorporation to declassify the Board
of Directors to provide for annual elections by the
2020 Annual Meeting of Stockholders.
4. To approve, on an advisory basis, the compensation of Mgmt For For
Exelixis' named executive officers, as disclosed in
the accompanying Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
EXTRA SPACE STORAGE INC. Agenda Number: 934974040
--------------------------------------------------------------------------------------------------------------------------
Security: 30225T102 Meeting Type: Annual
Ticker: EXR Meeting Date: 22-May-2019
ISIN: US30225T1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Kenneth M. Woolley Mgmt For For
1.2 Election of Director: Joseph D. Margolis Mgmt For For
1.3 Election of Director: Roger B. Porter Mgmt For For
1.4 Election of Director: Joseph J. Bonner Mgmt For For
1.5 Election of Director: Ashley Dreier Mgmt For For
1.6 Election of Director: Spencer F. Kirk Mgmt For For
1.7 Election of Director: Dennis J. Letham Mgmt For For
1.8 Election of Director: Diane Olmstead Mgmt For For
2. Ratification of the appointment of Ernst & Young LLP Mgmt Against Against
as the Company's Independent Registered Public
Accounting Firm.
3. Advisory vote on the compensation of the Company's Mgmt For For
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
FOOT LOCKER, INC. Agenda Number: 934982465
--------------------------------------------------------------------------------------------------------------------------
Security: 344849104 Meeting Type: Annual
Ticker: FL Meeting Date: 22-May-2019
ISIN: US3448491049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director to Serve for One-Year Terms: Mgmt For For
Maxine Clark
1b. Election of Director to Serve for One-Year Terms: Alan Mgmt For For
D. Feldman
1c. Election of Director to Serve for One-Year Terms: Mgmt For For
Richard A. Johnson
1d. Election of Director to Serve for One-Year Terms: Mgmt For For
Guillermo G. Marmol
1e. Election of Director to Serve for One-Year Terms: Mgmt For For
Matthew M. McKenna
1f. Election of Director to Serve for One-Year Terms: Mgmt For For
Steven Oakland
1g. Election of Director to Serve for One-Year Terms: Mgmt For For
Ulice Payne, Jr.
1h. Election of Director to Serve for One-Year Terms: Mgmt For For
Cheryl Nido Turpin
1i. Election of Director to Serve for One-Year Terms: Mgmt For For
Kimberly Underhill
1j. Election of Director to Serve for One-Year Terms: Dona Mgmt For For
D. Young
2. Advisory Approval of the Company's Executive Mgmt For For
Compensation.
3. Ratification of the Appointment of Independent Mgmt For For
Registered Public Accounting Firm.
--------------------------------------------------------------------------------------------------------------------------
GAP INC. Agenda Number: 934978288
--------------------------------------------------------------------------------------------------------------------------
Security: 364760108 Meeting Type: Annual
Ticker: GPS Meeting Date: 21-May-2019
ISIN: US3647601083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Amy Bohutinsky Mgmt For For
1b. Election of Director: John J. Fisher Mgmt For For
1c. Election of Director: Robert J. Fisher Mgmt Against Against
1d. Election of Director: William S. Fisher Mgmt For For
1e. Election of Director: Tracy Gardner Mgmt For For
1f. Election of Director: Isabella D. Goren Mgmt For For
1g. Election of Director: Bob L. Martin Mgmt For For
1h. Election of Director: Jorge P. Montoya Mgmt For For
1i. Election of Director: Chris O'Neill Mgmt For For
1j. Election of Director: Arthur Peck Mgmt For For
1k. Election of Director: Lexi Reese Mgmt For For
1l. Election of Director: Mayo A. Shattuck III Mgmt For For
2. Ratification of the selection of Deloitte & Touche LLP Mgmt For For
as our independent registered public accounting firm
for the fiscal year ending on February 1, 2020.
3. Approval, on an advisory basis, of the overall Mgmt Against Against
compensation of the named executive officers.
4. Approval of the amendment and restatement of The Gap, Mgmt Against Against
Inc. 2016 Long-Term Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
GENERAL ELECTRIC COMPANY Agenda Number: 934946192
--------------------------------------------------------------------------------------------------------------------------
Security: 369604103 Meeting Type: Annual
Ticker: GE Meeting Date: 08-May-2019
ISIN: US3696041033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Election of Director: Sebastien Bazin Mgmt For For
2. Election of Director: H. Lawrence Culp, Jr. Mgmt For For
3. Election of Director: Francisco D'Souza Mgmt For For
4. Election of Director: Edward Garden Mgmt For For
5. Election of Director: Thomas Horton Mgmt For For
6. Election of Director: Risa Lavizzo-Mourey Mgmt For For
7. Election of Director: Catherine Lesjak Mgmt For For
8. Election of Director: Paula Rosput Reynolds Mgmt For For
9 Election of Director: Leslie Seidman Mgmt For For
10. Election of Director: James Tisch Mgmt For For
11. Advisory Approval of Our Named Executives' Mgmt Against Against
Compensation
12. Approval of a Reduction of Minimum Number of Directors Mgmt For For
from 10 to 7
13. Ratification of KPMG as Independent Auditor for 2019 Mgmt For For
14. Require the Chairman of the Board to be Independent Shr For Against
15. Adopt Cumulative Voting for Director Elections Shr Against For
--------------------------------------------------------------------------------------------------------------------------
GENERAL MOTORS COMPANY Agenda Number: 934998951
--------------------------------------------------------------------------------------------------------------------------
Security: 37045V100 Meeting Type: Annual
Ticker: GM Meeting Date: 04-Jun-2019
ISIN: US37045V1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary T. Barra Mgmt For For
1b. Election of Director: Wesley G. Bush Mgmt For For
1c. Election of Director: Linda R. Gooden Mgmt For For
1d. Election of Director: Joseph Jimenez Mgmt For For
1e. Election of Director: Jane L. Mendillo Mgmt For For
1f. Election of Director: Judith A. Miscik Mgmt For For
1g. Election of Director: Patricia F. Russo Mgmt For For
1h. Election of Director: Thomas M. Schoewe Mgmt For For
1i. Election of Director: Theodore M. Solso Mgmt For For
1j. Election of Director: Carol M. Stephenson Mgmt For For
1k. Election of Director: Devin N. Wenig Mgmt For For
2. Advisory Approval of the Company's Executive Mgmt For For
Compensation
3. Ratification of the Selection of Ernst & Young LLP as Mgmt For For
GM's Independent Registered Public Accounting Firm for
2019
4. Shareholder Proposal Regarding Independent Board Shr For Against
Chairman
5. Shareholder Proposal Regarding Report on Lobbying Shr For Against
Communications and Activities
--------------------------------------------------------------------------------------------------------------------------
GRUBHUB INC. Agenda Number: 934978985
--------------------------------------------------------------------------------------------------------------------------
Security: 400110102 Meeting Type: Annual
Ticker: GRUB Meeting Date: 21-May-2019
ISIN: US4001101025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David Fisher Mgmt Withheld Against
David Habiger Mgmt Withheld Against
Linda Johnson Rice Mgmt Withheld Against
2. Ratification of the appointment of Crowe LLP as Mgmt For For
Grubhub Inc.'s independent registered accounting firm
for the fiscal year ending December 31, 2019.
3. Advisory vote to approve named executive officer Mgmt For For
compensation.
4. Approval of an Amendment to the Grubhub Inc. 2015 Mgmt For For
Long-Term Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
HASBRO, INC. Agenda Number: 934964936
--------------------------------------------------------------------------------------------------------------------------
Security: 418056107 Meeting Type: Annual
Ticker: HAS Meeting Date: 16-May-2019
ISIN: US4180561072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director For Term Expiring in 2020: Mgmt For For
Kenneth A. Bronfin
1b. Election of Director For Term Expiring in 2020: Mgmt For For
Michael R. Burns
1c. Election of Director For Term Expiring in 2020: Hope Mgmt For For
F. Cochran
1d. Election of Director For Term Expiring in 2020: Mgmt For For
Crispin H. Davis
1e. Election of Director For Term Expiring in 2020: John Mgmt For For
A. Frascotti
1f. Election of Director For Term Expiring in 2020: Lisa Mgmt For For
Gersh
1g. Election of Director For Term Expiring in 2020: Brian Mgmt For For
D. Goldner
1h. Election of Director For Term Expiring in 2020: Alan Mgmt For For
G. Hassenfeld
1i. Election of Director For Term Expiring in 2020: Tracy Mgmt For For
A. Leinbach
1j. Election of Director For Term Expiring in 2020: Edward Mgmt For For
M. Philip
1k. Election of Director For Term Expiring in 2020: Mgmt For For
Richard S. Stoddart
1l. Election of Director For Term Expiring in 2020: Mary Mgmt For For
Beth West
1m. Election of Director For Term Expiring in 2020: Linda Mgmt For For
K. Zecher
2. The adoption, on an advisory basis, of a resolution Mgmt For For
approving the compensation of the Named Executive
Officers of Hasbro, Inc., as described in the
"Compensation Discussion and Analysis" and "Executive
Compensation" sections of the 2019 Proxy Statement.
3. Ratification of the selection of KPMG LLP as Hasbro, Mgmt For For
Inc.'s independent registered public accounting firm
for fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
HCP, INC. Agenda Number: 934942283
--------------------------------------------------------------------------------------------------------------------------
Security: 40414L109 Meeting Type: Annual
Ticker: HCP Meeting Date: 25-Apr-2019
ISIN: US40414L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Brian G. Cartwright Mgmt For For
1b. Election of Director: Christine N. Garvey Mgmt For For
1c. Election of Director: R. Kent Griffin, Jr. Mgmt For For
1d. Election of Director: David B. Henry Mgmt For For
1e. Election of Director: Thomas M. Herzog Mgmt For For
1f. Election of Director: Lydia H. Kennard Mgmt For For
1g. Election of Director: Katherine M. Sandstrom Mgmt For For
2. Approval, on an advisory basis, of 2018 executive Mgmt For For
compensation.
3. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as HCP's independent registered public accounting
firm for the year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
HELMERICH & PAYNE, INC. Agenda Number: 934921405
--------------------------------------------------------------------------------------------------------------------------
Security: 423452101 Meeting Type: Annual
Ticker: HP Meeting Date: 05-Mar-2019
ISIN: US4234521015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Delaney M. Bellinger Mgmt Against Against
1b. Election of Director: Kevin G. Cramton Mgmt For For
1c. Election of Director: Randy A. Foutch Mgmt Against Against
1d. Election of Director: Hans Helmerich Mgmt For For
1e. Election of Director: John W. Lindsay Mgmt For For
1f. Election of Director: Jose R. Mas Mgmt For For
1g. Election of Director: Thomas A. Petrie Mgmt For For
1h. Election of Director: Donald F. Robillard, Jr. Mgmt For For
1i. Election of Director: Edward B. Rust, Jr. Mgmt For For
1j. Election of Director: John D. Zeglis Mgmt For For
2. Ratification of Ernst & Young LLP as auditors for Mgmt For For
2019.
3. Advisory vote on executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HUMANA INC. Agenda Number: 934935694
--------------------------------------------------------------------------------------------------------------------------
Security: 444859102 Meeting Type: Annual
Ticker: HUM Meeting Date: 18-Apr-2019
ISIN: US4448591028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: Kurt J. Hilzinger Mgmt For For
1b) Election of Director: Frank J. Bisignano Mgmt For For
1c) Election of Director: Bruce D. Broussard Mgmt For For
1d) Election of Director: Frank A. D'Amelio Mgmt For For
1e) Election of Director: Karen B. DeSalvo, M.D. Mgmt For For
1f) Election of Director: W. Roy Dunbar Mgmt For For
1g) Election of Director: David A. Jones, Jr. Mgmt For For
1h) Election of Director: William J. McDonald Mgmt For For
1i) Election of Director: James J. O'Brien Mgmt For For
1j) Election of Director: Marissa T. Peterson Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm.
3. The approval of the compensation of the named Mgmt Against Against
executive officers as disclosed in the 2019 proxy
statement.
4. The approval of the Amended and Restated Humana Inc. Mgmt For For
Stock Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
KELLOGG COMPANY Agenda Number: 934939375
--------------------------------------------------------------------------------------------------------------------------
Security: 487836108 Meeting Type: Annual
Ticker: K Meeting Date: 26-Apr-2019
ISIN: US4878361082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for term expires 2022: Rod Gillum Mgmt For For
1b. Election of Director for term expires 2022: Mary Mgmt For For
Laschinger
1c. Election of Director for term expires 2022: Erica Mann Mgmt For For
1d. Election of Director for term expires 2022: Carolyn Mgmt For For
Tastad
2. Advisory resolution to approve executive compensation. Mgmt For For
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Kellogg's independent
registered public accounting firm for fiscal year
2019.
4. Shareowner proposal, if properly presented at the Shr For
meeting, to repeal classified board.
--------------------------------------------------------------------------------------------------------------------------
KIMBERLY-CLARK CORPORATION Agenda Number: 934939298
--------------------------------------------------------------------------------------------------------------------------
Security: 494368103 Meeting Type: Annual
Ticker: KMB Meeting Date: 02-May-2019
ISIN: US4943681035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Abelardo E. Bru Mgmt For For
1b. Election of Director: Robert W. Decherd Mgmt For For
1c. Election of Director: Thomas J. Falk Mgmt For For
1d. Election of Director: Fabian T. Garcia Mgmt For For
1e. Election of Director: Michael D. Hsu Mgmt For For
1f. Election of Director: Mae C. Jemison, M.D. Mgmt For For
1g. Election of Director: Nancy J. Karch Mgmt For For
1h. Election of Director: S. Todd Maclin Mgmt For For
1i. Election of Director: Sherilyn S. McCoy Mgmt For For
1j. Election of Director: Christa S. Quarles Mgmt For For
1k. Election of Director: Ian C. Read Mgmt For For
1l. Election of Director: Marc J. Shapiro Mgmt For For
1m. Election of Director: Dunia A. Shive Mgmt For For
1n. Election of Director: Michael D. White Mgmt For For
2. Ratification of Auditor Mgmt For For
3. Advisory Vote to Approve Named Executive Officer Mgmt For For
Compensation
--------------------------------------------------------------------------------------------------------------------------
L BRANDS, INC. Agenda Number: 935015265
--------------------------------------------------------------------------------------------------------------------------
Security: 501797104 Meeting Type: Annual
Ticker: LB Meeting Date: 16-May-2019
ISIN: US5017971046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Patricia S. Bellinger Mgmt For For
1.2 Election of Director: Sarah E. Nash Mgmt For For
1.3 Election of Director: Anne Sheehan Mgmt For For
1.4 Election of Director: Leslie H. Wexner Mgmt For For
2. Ratification of the appointment of independent Mgmt For For
registered public accountants
3. Advisory vote to approve named executive officer Mgmt For For
compensation
4. Stockholder proposal to remove supermajority voting Shr For For
requirements
--------------------------------------------------------------------------------------------------------------------------
LULULEMON ATHLETICA INC. Agenda Number: 934996438
--------------------------------------------------------------------------------------------------------------------------
Security: 550021109 Meeting Type: Annual
Ticker: LULU Meeting Date: 05-Jun-2019
ISIN: US5500211090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class III Nominee: Kathryn Henry Mgmt For For
1b. Election of Class III Nominee: Jon McNeill Mgmt For For
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the Company's independent registered public
accounting firm for the fiscal year ending February 2,
2020.
3. To approve, on an advisory basis, the compensation of Mgmt For For
the Company's named executive officers.
--------------------------------------------------------------------------------------------------------------------------
MACY'S INC. Agenda Number: 934971703
--------------------------------------------------------------------------------------------------------------------------
Security: 55616P104 Meeting Type: Annual
Ticker: M Meeting Date: 17-May-2019
ISIN: US55616P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David P. Abney Mgmt For For
1b. Election of Director: Francis S. Blake Mgmt For For
1c. Election of Director: John A. Bryant Mgmt For For
1d. Election of Director: Deirdre P. Connelly Mgmt For For
1e. Election of Director: Jeff Gennette Mgmt For For
1f. Election of Director: Leslie D. Hale Mgmt For For
1g. Election of Director: William H. Lenehan Mgmt For For
1h. Election of Director: Sara Levinson Mgmt For For
1i. Election of Director: Joyce M. Roche Mgmt For For
1j. Election of Director: Paul C. Varga Mgmt For For
1k. Election of Director: Marna C. Whittington Mgmt For For
2. Ratification of the appointment of KPMG LLP as Macy's Mgmt For For
independent registered public accounting firm for the
fiscal year ending February 1, 2020.
3. Advisory vote to approve named executive officer Mgmt For For
compensation.
4. Shareholder proposal on political disclosure. Shr For Against
5. Shareholder proposal on recruitment and forced labor. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
MARKETAXESS HOLDINGS INC. Agenda Number: 934996832
--------------------------------------------------------------------------------------------------------------------------
Security: 57060D108 Meeting Type: Annual
Ticker: MKTX Meeting Date: 05-Jun-2019
ISIN: US57060D1081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard M. McVey Mgmt For For
1b. Election of Director: Nancy Altobello Mgmt For For
1c. Election of Director: Steven L. Begleiter Mgmt For For
1d. Election of Director: Stephen P. Casper Mgmt For For
1e. Election of Director: Jane Chwick Mgmt For For
1f. Election of Director: Christopher R. Concannon Mgmt For For
1g. Election of Director: William F. Cruger Mgmt For For
1h. Election of Director: Richard G. Ketchum Mgmt For For
1i. Election of Director: Emily H. Portney Mgmt For For
1j. Election of Director: John Steinhardt Mgmt For For
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the Company's independent registered public
accounting firm for the year ending December 31, 2019.
3. To approve, on an advisory basis, the compensation of Mgmt Against Against
the Company's named executive officers as disclosed in
the 2019 Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
MCDONALD'S CORPORATION Agenda Number: 934980473
--------------------------------------------------------------------------------------------------------------------------
Security: 580135101 Meeting Type: Annual
Ticker: MCD Meeting Date: 23-May-2019
ISIN: US5801351017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd Dean Mgmt For For
1b. Election of Director: Stephen Easterbrook Mgmt For For
1c. Election of Director: Robert Eckert Mgmt For For
1d. Election of Director: Margaret Georgiadis Mgmt For For
1e. Election of Director: Enrique Hernandez, Jr. Mgmt For For
1f. Election of Director: Richard Lenny Mgmt For For
1g. Election of Director: John Mulligan Mgmt For For
1h. Election of Director: Sheila Penrose Mgmt For For
1i. Election of Director: John Rogers, Jr. Mgmt For For
1j. Election of Director: Paul Walsh Mgmt For For
1k. Election of Director: Miles White Mgmt For For
2. Advisory vote to approve executive compensation. Mgmt For For
3. Advisory vote to approve the appointment of Ernst & Mgmt For For
Young LLP as independent auditor for 2019.
4. Vote to approve an amendment to the Company's Mgmt For For
Certificate of Incorporation to lower the authorized
range of the number of Directors on the Board to 7 to
15 Directors.
5. Advisory vote on a shareholder proposal requesting the Shr For Against
ability for shareholders to act by written consent, if
properly presented.
--------------------------------------------------------------------------------------------------------------------------
MOLINA HEALTHCARE, INC. Agenda Number: 934945936
--------------------------------------------------------------------------------------------------------------------------
Security: 60855R100 Meeting Type: Annual
Ticker: MOH Meeting Date: 08-May-2019
ISIN: US60855R1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Class II Director: Barbara L. Brasier Mgmt For For
1B. Election of Class II Director: Steven J. Orlando Mgmt For For
1C. Election of Class II Director: Richard C. Zoretic Mgmt For For
2. To consider and approve, on a non-binding, advisory Mgmt For For
basis, the compensation of our named executive
officers.
3. To adopt amendments to the Company's Certificate of Mgmt For For
Incorporation, as amended, to phase out and eliminate
the classified Board of Directors to provide for the
annual election of all directors.
4. To approve the Molina Healthcare, Inc. 2019 Equity Mgmt For For
Incentive Plan.
5. To approve the Molina Healthcare, Inc. 2019 Employee Mgmt For For
Stock Purchase Plan.
6. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
MOLSON COORS BREWING CO. Agenda Number: 934975927
--------------------------------------------------------------------------------------------------------------------------
Security: 60871R209 Meeting Type: Annual
Ticker: TAP Meeting Date: 22-May-2019
ISIN: US60871R2094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Roger G. Eaton Mgmt For For
Charles M. Herington Mgmt For For
H. Sanford Riley Mgmt For For
2. To approve, on an advisory basis, the compensation of Mgmt For For
our named executive officers (Say-on-Pay).
--------------------------------------------------------------------------------------------------------------------------
NATIONAL INSTRUMENTS CORPORATION Agenda Number: 934953680
--------------------------------------------------------------------------------------------------------------------------
Security: 636518102 Meeting Type: Annual
Ticker: NATI Meeting Date: 14-May-2019
ISIN: US6365181022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
James E. Cashman, III Mgmt Withheld Against
Liam K. Griffin Mgmt Withheld Against
2. To increase the number of shares reserved under the Mgmt For For
Company's 1994 Employee Stock Purchase Plan by
3,000,000 shares.
3. To ratify the appointment of Ernst & Young LLP as Mgmt For For
National Instruments Corporation's independent
registered public accounting firm for the fiscal year
ending December 31, 2019.
4. To approve an advisory (non-binding) proposal Mgmt For For
concerning our executive compensation program.
--------------------------------------------------------------------------------------------------------------------------
NEKTAR THERAPEUTICS Agenda Number: 935006634
--------------------------------------------------------------------------------------------------------------------------
Security: 640268108 Meeting Type: Annual
Ticker: NKTR Meeting Date: 12-Jun-2019
ISIN: US6402681083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: R. Scott Greer Mgmt For For
1b. Election of Director: Lutz Lingnau Mgmt For For
2. To ratify the selection of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for the
fiscal year ending December 31, 2019.
3. To approve a non-binding advisory resolution regarding Mgmt For For
our executive compensation (a "say-on-pay" vote).
--------------------------------------------------------------------------------------------------------------------------
NEUROCRINE BIOSCIENCES, INC. Agenda Number: 935010152
--------------------------------------------------------------------------------------------------------------------------
Security: 64125C109 Meeting Type: Annual
Ticker: NBIX Meeting Date: 22-May-2019
ISIN: US64125C1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Richard F. Pops Mgmt Withheld Against
Stephen A. Sherwin, M.D Mgmt For For
2. Advisory vote to approve the compensation paid to the Mgmt For For
Company's named executive officers.
3. To approve an amendment to the Company's 2011 Equity Mgmt Against Against
Incentive Plan to increase the number of shares of
common stock reserved for issuance thereunder from
19,000,000 to 21,000,000.
4. To ratify the appointment of Ernst & Young LLP as the Mgmt For For
Company's independent registered public accounting
firm for the fiscal year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
NEWELL BRANDS INC. Agenda Number: 934983126
--------------------------------------------------------------------------------------------------------------------------
Security: 651229106 Meeting Type: Annual
Ticker: NWL Meeting Date: 07-May-2019
ISIN: US6512291062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bridget Ryan Berman Mgmt For For
1b. Election of Director: Patrick D. Campbell Mgmt For For
1c. Election of Director: James R. Craigie Mgmt For For
1d. Election of Director: Debra A. Crew Mgmt For For
1e. Election of Director: Brett M. Icahn Mgmt For For
1f. Election of Director: Gerardo I. Lopez Mgmt For For
1g. Election of Director: Courtney R. Mather Mgmt For For
1h. Election of Director: Michael B. Polk Mgmt For For
1i. Election of Director: Judith A. Sprieser Mgmt For For
1j. Election of Director: Robert A. Steele Mgmt For For
1k. Election of Director: Steven J. Strobel Mgmt For For
1l. Election of Director: Michael A. Todman Mgmt For For
2. Ratify the appointment of PricewaterhouseCoopers LLP Mgmt For For
as the Company's independent registered public
accounting firm for the fiscal year ending December
31, 2019.
3. Advisory resolution to approve executive compensation. Mgmt Against Against
4. Board proposal to amend the Company's Restated Mgmt For For
Certificate of Incorporation to allow stockholder
action by written consent.
5. Shareholder proposal modifying proxy access. Shr For Against
6. Shareholder proposal to prepare a diversity report. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
NEWMONT MINING CORPORATION Agenda Number: 934949287
--------------------------------------------------------------------------------------------------------------------------
Security: 651639106 Meeting Type: Special
Ticker: NEM Meeting Date: 11-Apr-2019
ISIN: US6516391066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve an amendment and restatement of the Newmont Mgmt For For
Restated Certificate of Incorporation to increase
Newmont's authorized shares of common stock from
750,000,000 shares to 1,280,000,000 shares.
2. To approve the issuance of shares of Newmont common Mgmt For For
stock to Goldcorp shareholders in connection with the
arrangement agreement, dated as of January 14, 2019,
as amended.
3. To approve adjournment or postponement of the Newmont Mgmt For For
special meeting, if necessary or appropriate, to
solicit additional proxies if there are not sufficient
votes to approve Proposal 1 or Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
NEWMONT MINING CORPORATION Agenda Number: 935004298
--------------------------------------------------------------------------------------------------------------------------
Security: 651639106 Meeting Type: Annual
Ticker: NEM Meeting Date: 04-Jun-2019
ISIN: US6516391066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: G. H. Boyce Mgmt For For
1b. Election of Director: B. R. Brook Mgmt For For
1c. Election of Director: J. K. Bucknor Mgmt For For
1d. Election of Director: J. A. Carrabba Mgmt For For
1e. Election of Director: N. Doyle Mgmt For For
1f. Election of Director: G. J. Goldberg Mgmt For For
1g. Election of Director: V. M. Hagen Mgmt For For
1h. Election of Director: S. E. Hickok Mgmt For For
1i. Election of Director: R. Medori Mgmt For For
1j. Election of Director: J. Nelson Mgmt For For
1k. Election of Director: J. M. Quintana Mgmt For For
1l. Election of Director: M. P. Zhang Mgmt For For
2. Approve, on an Advisory Basis, Named Executive Officer Mgmt For For
Compensation.
3. Ratify Appointment of Independent Registered Public Mgmt For For
Accounting Firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
NEXTERA ENERGY, INC. Agenda Number: 934983710
--------------------------------------------------------------------------------------------------------------------------
Security: 65339F101 Meeting Type: Annual
Ticker: NEE Meeting Date: 23-May-2019
ISIN: US65339F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Sherry S. Barrat Mgmt For For
1b. Election of Director: James L. Camaren Mgmt For For
1c. Election of Director: Kenneth B. Dunn Mgmt For For
1d. Election of Director: Naren K. Gursahaney Mgmt For For
1e. Election of Director: Kirk S. Hachigian Mgmt For For
1f. Election of Director: Toni Jennings Mgmt For For
1g. Election of Director: Amy B. Lane Mgmt For For
1h. Election of Director: James L. Robo Mgmt For For
1i. Election of Director: Rudy E. Schupp Mgmt For For
1j. Election of Director: John L. Skolds Mgmt For For
1k. Election of Director: William H. Swanson Mgmt For For
1l. Election of Director: Hansel E. Tookes, II Mgmt For For
1m. Election of Director: Darryl L. Wilson Mgmt For For
2. Ratification of appointment of Deloitte & Touche LLP Mgmt For For
as NextEra Energy's independent registered public
accounting firm for 2019
3. Approval, by non-binding advisory vote, of NextEra Mgmt For For
Energy's compensation of its named executive officers
as disclosed in the proxy statement
4. A proposal by the Comptroller of the State of New Shr For Against
York, Thomas P. DiNapoli, entitled "Political
Contributions Disclosure" to request semiannual
reports disclosing political contribution policies and
expenditures
--------------------------------------------------------------------------------------------------------------------------
NIELSEN HOLDINGS PLC Agenda Number: 934978175
--------------------------------------------------------------------------------------------------------------------------
Security: G6518L108 Meeting Type: Annual
Ticker: NLSN Meeting Date: 21-May-2019
ISIN: GB00BWFY5505
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James A. Attwood, Jr. Mgmt For For
1b. Election of Director: Guerrino De Luca Mgmt For For
1c. Election of Director: Karen M. Hoguet Mgmt For For
1d. Election of Director: David Kenny Mgmt For For
1e. Election of Director: Harish Manwani Mgmt For For
1f. Election of Director: Robert C. Pozen Mgmt For For
1g. Election of Director: David Rawlinson Mgmt For For
1h. Election of Director: Javier G. Teruel Mgmt For For
1i. Election of Director: Lauren Zalaznick Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for the
year ending December 31, 2019.
3. To reappoint Ernst & Young LLP as our UK statutory Mgmt For For
auditor to audit our UK statutory annual accounts for
the year ending December 31, 2019.
4. To authorize the Audit Committee to determine the Mgmt For For
compensation of our UK statutory auditor.
5. To approve on a non-binding, advisory basis the Mgmt For For
compensation of our named executive officers as
disclosed in the proxy statement.
6. To approve on a non-binding, advisory basis the Mgmt For For
Directors' Compensation Report for the year ended
December 31, 2018.
7. To approve the Nielsen 2019 Stock Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NORDSTROM, INC. Agenda Number: 934980562
--------------------------------------------------------------------------------------------------------------------------
Security: 655664100 Meeting Type: Annual
Ticker: JWN Meeting Date: 23-May-2019
ISIN: US6556641008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Shellye L. Archambeau Mgmt For For
1b. Election of Director: Stacy Brown-Philpot Mgmt For For
1c. Election of Director: Tanya L. Domier Mgmt For For
1d. Election of Director: Kirsten A.Green Mgmt For For
1e. Election of Director: Glenda G. McNeal Mgmt For For
1f. Election of Director: Erik B. Nordstrom Mgmt For For
1g. Election of Director: Peter E. Nordstrom Mgmt For For
1h. Election of Director: Brad D. Smith Mgmt For For
1i. Election of Director: Gordon A. Smith Mgmt For For
1j. Election of Director: Bradley D. Tilden Mgmt For For
1k. Election of Director: B. Kevin Turner Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM.
3. ADVISORY VOTE REGARDING EXECUTIVE COMPENSATION. Mgmt For For
4. APPROVE THE NORDSTROM, INC. 2019 EQUITY INCENTIVE Mgmt For For
PLAN.
--------------------------------------------------------------------------------------------------------------------------
PG&E CORPORATION Agenda Number: 935044052
--------------------------------------------------------------------------------------------------------------------------
Security: 69331C108 Meeting Type: Annual
Ticker: PCG Meeting Date: 21-Jun-2019
ISIN: US69331C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard R. Barrera Mgmt For For
1b. Election of Director: Jeffrey L. Bleich Mgmt For For
1c. Election of Director: Nora Mead Brownell Mgmt For For
1d. Election of Director: Frederick W. Buckman Mgmt For For
1e. Election of Director: Cheryl F. Campbell Mgmt For For
1f. Election of Director: Fred J. Fowler Mgmt For For
1g. Election of Director: William D. Johnson Mgmt For For
1h. Election of Director: Michael J. Leffell Mgmt For For
1i. Election of Director: Kenneth Liang Mgmt For For
1j. Election of Director: Dominique Mielle Mgmt For For
1k. Election of Director: Meridee A. Moore Mgmt For For
1l. Election of Director: Eric D. Mullins Mgmt For For
1m. Election of Director: Kristine M. Schmidt Mgmt For For
1n. Election of Director: Alejandro D. Wolff Mgmt For For
2. To approve an amendment to the corporation's Restated Mgmt For For
Articles of Incorporation to increase the maximum size
of the corporation's board
3. To ratify the Audit Committee's appointment of Mgmt For For
Deloitte & Touche LLP as the independent registered
public accounting firm for 2019
4. To provide an advisory vote on the corporation's Mgmt For For
executive compensation
5. Shareholder proposal: Corporation structure reform Shr Against For
6. Shareholder proposal: Improve shareholder proxy access Shr For Against
--------------------------------------------------------------------------------------------------------------------------
PUBLIC SERVICE ENTERPRISE GROUP INC. Agenda Number: 934944427
--------------------------------------------------------------------------------------------------------------------------
Security: 744573106 Meeting Type: Annual
Ticker: PEG Meeting Date: 16-Apr-2019
ISIN: US7445731067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Willie A. Deese Mgmt For For
1b. Election of Director: William V. Hickey Mgmt For For
1c. Election of Director: Ralph Izzo Mgmt For For
1d. Election of Director: Shirley Ann Jackson Mgmt For For
1e. Election of Director: David Lilley Mgmt For For
1f. Election of Director: Barry H. Ostrowsky Mgmt For For
1g. Election of Director: Laura A. Sugg Mgmt For For
1h. Election of Director: Richard J. Swift Mgmt For For
1i. Election of Director: Susan Tomasky Mgmt For For
1j. Election of Director: Alfred W. Zollar Mgmt For For
2. Advisory vote on the approval of executive Mgmt For For
compensation.
3. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as Independent Auditor for the year 2019.
--------------------------------------------------------------------------------------------------------------------------
PUBLIC STORAGE Agenda Number: 934940708
--------------------------------------------------------------------------------------------------------------------------
Security: 74460D109 Meeting Type: Annual
Ticker: PSA Meeting Date: 24-Apr-2019
ISIN: US74460D1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Trustee: Ronald L. Havner, Jr. Mgmt For For
1B. Election of Trustee: Tamara Hughes Gustavson Mgmt For For
1C. Election of Trustee: Uri P. Harkham Mgmt For For
1D. Election of Trustee: Leslie S. Heisz Mgmt For For
1E. Election of Trustee: B. Wayne Hughes, Jr. Mgmt For For
1F. Election of Trustee: Avedick B. Poladian Mgmt For For
1G. Election of Trustee: Gary E. Pruitt Mgmt For For
1H. Election of Trustee: John Reyes Mgmt For For
1I. Election of Trustee: Joseph D. Russell, Jr. Mgmt For For
1J. Election of Trustee: Ronald P. Spogli Mgmt For For
1K. Election of Trustee: Daniel C. Staton Mgmt For For
2. Advisory vote to approve executive compensation. Mgmt Against Against
3. Ratification of appointment of Ernst & Young LLP as Mgmt For For
the Company's independent registered public accounting
firm for the fiscal year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
REALTY INCOME CORPORATION Agenda Number: 934951903
--------------------------------------------------------------------------------------------------------------------------
Security: 756109104 Meeting Type: Annual
Ticker: O Meeting Date: 14-May-2019
ISIN: US7561091049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kathleen R. Allen Mgmt For For
1b. Election of Director: A. Larry Chapman Mgmt For For
1c. Election of Director: Reginald H. Gilyard Mgmt For For
1d. Election of Director: Priya Cherian Huskins Mgmt For For
1e. Election of Director: Gerardo I. Lopez Mgmt For For
1f. Election of Director: Michael D. McKee Mgmt For For
1g. Election of Director: Gregory T. McLaughlin Mgmt For For
1h. Election of Director: Ronald L. Merriman Mgmt For For
1i. Election of Director: Sumit Roy Mgmt For For
2. Ratification of the appointment of KPMG LLP as the Mgmt For For
Independent Registered Public Accounting Firm for the
Fiscal Year Ending December 31, 2019.
3. Advisory vote to approve the compensation of our named Mgmt For For
executive officers.
4. Amendment of the Charter to increase the number of Mgmt For For
authorized shares of common stock.
5. Advisory vote to ratify an amendment to the Bylaws to Mgmt Against Against
permit stockholders to propose binding amendments to
the company's Bylaws.
--------------------------------------------------------------------------------------------------------------------------
SAREPTA THERAPEUTICS INC. Agenda Number: 935007181
--------------------------------------------------------------------------------------------------------------------------
Security: 803607100 Meeting Type: Annual
Ticker: SRPT Meeting Date: 06-Jun-2019
ISIN: US8036071004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Richard J. Barry Mgmt For For
1B Election of Director: M. Kathleen Behrens, Ph.D. Mgmt For For
1C Election of Director: Claude Nicaise, M.D. Mgmt For For
2. ADVISORY VOTE TO APPROVE, ON A NON-BINDING BASIS, Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
3. APPROVAL OF AN AMENDMENT TO THE AMENDED AND RESTATED Mgmt For For
2013 EMPLOYEE STOCK PURCHASE PLAN (THE "2013 ESPP") TO
INCREASE THE NUMBER OF SHARES OF COMMON STOCK
AUTHORIZED FOR ISSUANCE UNDER THE 2013 ESPP BY 500,000
SHARES TO 1,100,000, AND TO EXTEND THE 2013 ESPP'S
TERM UNTIL APRIL 22, 2029.
4. RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2019.
--------------------------------------------------------------------------------------------------------------------------
SEMPRA ENERGY Agenda Number: 934957018
--------------------------------------------------------------------------------------------------------------------------
Security: 816851109 Meeting Type: Annual
Ticker: SRE Meeting Date: 09-May-2019
ISIN: US8168511090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Alan L. Boeckmann Mgmt For For
1B. Election of Director: Kathleen L. Brown Mgmt For For
1C. Election of Director: Andres Conesa Mgmt For For
1D. Election of Director: Maria Contreras-Sweet Mgmt For For
1E. Election of Director: Pablo A. Ferrero Mgmt For For
1F. Election of Director: William D. Jones Mgmt For For
1G. Election of Director: Jeffrey W. Martin Mgmt For For
1H. Election of Director: Michael N. Mears Mgmt For For
1I. Election of Director: William C. Rusnack Mgmt For For
1J. Election of Director: Lynn Schenk Mgmt For For
1K. Election of Director: Jack T. Taylor Mgmt For For
1L. Election of Director: Cynthia L. Walker Mgmt For For
1M. Election of Director: James C. Yardley Mgmt For For
2. Ratification of Independent Registered Public Mgmt For For
Accounting Firm.
3. Advisory Approval of Our Executive Compensation. Mgmt For For
4. Approval of Our 2019 Long-Term Incentive Plan. Mgmt For For
5. Shareholder Proposal Requiring an Independent Board Shr For Against
Chairman.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 935014275
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101 Meeting Type: Annual
Ticker: TSLA Meeting Date: 11-Jun-2019
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Class III Director: Ira Ehrenpreis Mgmt Against Against
1.2 Election of Class III Director: Kathleen Mgmt For For
Wilson-Thompson
2. Tesla proposal to approve the Tesla, Inc. 2019 Equity Mgmt Against Against
Incentive Plan
3. Tesla proposal to approve the Tesla, Inc. 2019 Mgmt For For
Employee Stock Purchase Plan
4. Tesla proposal to approve and adopt amendments to Mgmt For For
certificate of incorporation and bylaws to eliminate
applicable supermajority voting requirements
5. Tesla proposal to approve amendment to certificate of Mgmt For For
incorporation to reduce director terms from three
years to two years
6. Tesla proposal to ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as Tesla's independent
registered public accounting firm for the fiscal year
ending December 31, 2019
7. Stockholder proposal regarding a public policy Shr For Against
committee
8. Stockholder proposal regarding simple majority voting Shr For Against
provisions in governing documents
--------------------------------------------------------------------------------------------------------------------------
THE HERSHEY COMPANY Agenda Number: 934975698
--------------------------------------------------------------------------------------------------------------------------
Security: 427866108 Meeting Type: Annual
Ticker: HSY Meeting Date: 21-May-2019
ISIN: US4278661081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
P. M. Arway Mgmt For For
J. W. Brown Mgmt For For
M. G. Buck Mgmt For For
C. A. Davis Mgmt For For
M. K. Haben Mgmt For For
J. C. Katzman Mgmt For For
M. D. Koken Mgmt For For
R. M. Malcolm Mgmt For For
A. J. Palmer Mgmt For For
J. R. Perez Mgmt For For
W. L. Schoppert Mgmt For For
D. L. Shedlarz Mgmt For For
2. Ratify the appointment of Ernst & Young LLP as Mgmt For For
independent auditors for 2019.
3. Approve named executive officer compensation on a Mgmt For For
non-binding advisory basis.
--------------------------------------------------------------------------------------------------------------------------
THE KROGER CO. Agenda Number: 935024101
--------------------------------------------------------------------------------------------------------------------------
Security: 501044101 Meeting Type: Annual
Ticker: KR Meeting Date: 27-Jun-2019
ISIN: US5010441013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora A. Aufreiter Mgmt For For
1b. Election of Director: Anne Gates Mgmt For For
1c. Election of Director: Susan J. Kropf Mgmt For For
1d. Election of Director: W. Rodney McMullen Mgmt For For
1e. Election of Director: Jorge P. Montoya Mgmt For For
1f. Election of Director: Clyde R. Moore Mgmt For For
1g. Election of Director: James A. Runde Mgmt For For
1h. Election of Director: Ronald L. Sargent Mgmt For For
1i. Election of Director: Bobby S. Shackouls Mgmt For For
1j. Election of Director: Mark S. Sutton Mgmt For For
1k. Election of Director: Ashok Vemuri Mgmt For For
2. Approval, on an advisory basis, of Kroger's executive Mgmt For For
compensation.
3. Approval of Kroger's 2019 Long-Term Incentive Plan. Mgmt For For
4. Approval of an amendment to Kroger's Regulations to Mgmt For For
permit Board amendments in accordance with Ohio law.
5. Ratification of PricewaterhouseCoopers LLP, as Mgmt For For
auditors.
6. A shareholder proposal, if properly presented, to Shr For Against
issue a report assessing the environmental impacts of
using unrecyclable packaging for private label brands.
7. A shareholder proposal, if properly presented, to Shr For Against
adopt a policy and amend the bylaws as necessary to
require the Chair of the Board to be independent.
--------------------------------------------------------------------------------------------------------------------------
THE MIDDLEBY CORPORATION Agenda Number: 934994371
--------------------------------------------------------------------------------------------------------------------------
Security: 596278101 Meeting Type: Annual
Ticker: MIDD Meeting Date: 29-May-2019
ISIN: US5962781010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Sarah Palisi Chapin Mgmt For For
Timothy J. FitzGerald Mgmt For For
Cathy L. McCarthy Mgmt For For
John R. Miller III Mgmt For For
Gordon O'Brien Mgmt For For
Nassem Ziyad Mgmt For For
2. Ratification of the selection of Ernst & Young LLP as Mgmt For For
the Company's independent public accountants for the
current fiscal year ending December 28, 2019.
3. Approval, by an advisory vote, of the 2018 Mgmt Against Against
compensation of the Company's named executive
officers, as disclosed pursuant to the compensation
disclosure rules of the Securities and Exchange
Commission ("SEC").
4. Stockholder proposal regarding ESG reporting. Shr Abstain Against
--------------------------------------------------------------------------------------------------------------------------
TIFFANY & CO. Agenda Number: 934999105
--------------------------------------------------------------------------------------------------------------------------
Security: 886547108 Meeting Type: Annual
Ticker: TIF Meeting Date: 04-Jun-2019
ISIN: US8865471085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alessandro Bogliolo Mgmt For For
1b. Election of Director: Rose Marie Bravo Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Roger N. Farah Mgmt For For
1e. Election of Director: Jane Hertzmark Hudis Mgmt For For
1f. Election of Director: Abby F. Kohnstamm Mgmt For For
1g. Election of Director: James E. Lillie Mgmt For For
1h. Election of Director: William A. Shutzer Mgmt For For
1i. Election of Director: Robert S. Singer Mgmt For For
1j. Election of Director: Francesco Trapani Mgmt For For
1k. Election of Director: Annie Young-Scrivner Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm to audit
the Company's consolidated financial statements for
Fiscal 2019.
3. Approval, on an advisory basis, of the compensation Mgmt For For
paid to the Company's named executive officers in
Fiscal 2018.
--------------------------------------------------------------------------------------------------------------------------
TWITTER, INC. Agenda Number: 934978567
--------------------------------------------------------------------------------------------------------------------------
Security: 90184L102 Meeting Type: Annual
Ticker: TWTR Meeting Date: 20-May-2019
ISIN: US90184L1026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jack Dorsey Mgmt For For
1b. Election of Director: Patrick Pichette Mgmt For For
1c. Election of Director: Robert Zoellick Mgmt For For
2. To approve, on an advisory basis, the compensation of Mgmt For For
our named executive officers.
3. Ratification of the appointment of Mgmt Against Against
PricewaterhouseCoopers LLP as our independent
registered public accounting firm for our fiscal year
ending December 31, 2019.
4. A stockholder proposal regarding simple majority vote. Shr For Against
5. A stockholder proposal regarding a report on our Shr For Against
content enforcement policies.
6. A stockholder proposal regarding board qualifications. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
TYSON FOODS, INC. Agenda Number: 934915541
--------------------------------------------------------------------------------------------------------------------------
Security: 902494103 Meeting Type: Annual
Ticker: TSN Meeting Date: 07-Feb-2019
ISIN: US9024941034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a) Election of Director: John Tyson Mgmt For For
1b) Election of Director: Gaurdie E. Banister Jr. Mgmt For For
1c) Election of Director: Dean Banks Mgmt For For
1d) Election of Director: Mike Beebe Mgmt For For
1e) Election of Director: Mikel A. Durham Mgmt For For
1f. Election of Director: Kevin M. McNamara Mgmt For For
1g) Election of Director: Cheryl S. Miller Mgmt For For
1h) Election of Director: Jeffrey K. Schomburger Mgmt For For
1i) Election of Director: Robert Thurber Mgmt For For
1j) Election of Director: Barbara A. Tyson Mgmt For For
1k) Election of Director: Noel White Mgmt For For
2) To ratify the selection of PricewaterhouseCoopers LLP Mgmt For For
as the independent registered public accounting firm
for the fiscal year ending September 28, 2019.
3) Shareholder proposal to request a report disclosing Shr For Against
the policy and procedures, expenditures, and other
activities related to lobbying and grassroots lobbying
communications.
4) Shareholder proposal to require the preparation of a Shr For Against
report on the company's due diligence process
assessing and mitigating human rights impacts.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 935004666
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303 Meeting Type: Annual
Ticker: ULTA Meeting Date: 05-Jun-2019
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Sally E. Blount Mgmt For For
Mary N. Dillon Mgmt For For
Charles Heilbronn Mgmt For For
Michael R. MacDonald Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for our
fiscal year 2019, ending February 1, 2020
3. To vote on an advisory resolution to approve the Mgmt For For
Company's executive compensation
--------------------------------------------------------------------------------------------------------------------------
UNIVERSAL HEALTH SERVICES, INC. Agenda Number: 934973858
--------------------------------------------------------------------------------------------------------------------------
Security: 913903100 Meeting Type: Annual
Ticker: UHS Meeting Date: 15-May-2019
ISIN: US9139031002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Robert H. Hotz Mgmt Withheld Against
2. Proposal to ratify the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm for the
fiscal year ending December 31, 2019.
3. Stockholder proposal regarding proxy access if Shr For Against
properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
VENTAS, INC. Agenda Number: 934953983
--------------------------------------------------------------------------------------------------------------------------
Security: 92276F100 Meeting Type: Annual
Ticker: VTR Meeting Date: 14-May-2019
ISIN: US92276F1003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Melody C. Barnes Mgmt For For
1B. Election of Director: Debra A. Cafaro Mgmt For For
1C. Election of Director: Jay M. Gellert Mgmt For For
1D. Election of Director: Richard I. Gilchrist Mgmt For For
1E. Election of Director: Matthew J. Lustig Mgmt For For
1F. Election of Director: Roxanne M. Martino Mgmt For For
1G. Election of Director: Walter C. Rakowich Mgmt For For
1H. Election of Director: Robert D. Reed Mgmt For For
1I. Election of Director: James D. Shelton Mgmt For For
2. Ratification of the selection of KPMG LLP as the Mgmt For For
independent registered public accounting firm for
fiscal year 2019.
3. Advisory vote to approve our executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 934943261
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104 Meeting Type: Annual
Ticker: VZ Meeting Date: 02-May-2019
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Shellye L. Archambeau Mgmt For For
1b. Election of Director: Mark T. Bertolini Mgmt For For
1c. Election of Director: Vittorio Colao Mgmt For For
1d. Election of Director: Melanie L. Healey Mgmt For For
1e. Election of Director: Clarence Otis, Jr. Mgmt For For
1f. Election of Director: Daniel H. Schulman Mgmt For For
1g. Election of Director: Rodney E. Slater Mgmt For For
1h. Election of Director: Kathryn A. Tesija Mgmt For For
1i. Election of Director: Hans E. Vestberg Mgmt For For
1j. Election of Director: Gregory G. Weaver Mgmt For For
2. Ratification of Appointment of Independent Registered Mgmt For For
Public Accounting Firm
3. Advisory Vote to Approve Executive Compensation Mgmt For For
4. Nonqualified Savings Plan Earnings Shr For Against
5. Independent Chair Shr For Against
6. Report on Online Child Exploitation Shr For Against
7. Cybersecurity and Data Privacy Shr For Against
8. Severance Approval Policy Shr For Against
--------------------------------------------------------------------------------------------------------------------------
W.W. GRAINGER, INC. Agenda Number: 934941798
--------------------------------------------------------------------------------------------------------------------------
Security: 384802104 Meeting Type: Annual
Ticker: GWW Meeting Date: 24-Apr-2019
ISIN: US3848021040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rodney C. Adkins Mgmt For For
Brian P. Anderson Mgmt For For
V. Ann Hailey Mgmt For For
Stuart L. Levenick Mgmt For For
D.G. Macpherson Mgmt For For
Neil S. Novich Mgmt For For
Beatriz R. Perez Mgmt For For
Michael J. Roberts Mgmt For For
E. Scott Santi Mgmt For For
James D. Slavik Mgmt For For
Lucas E. Watson Mgmt For For
2. Proposal to ratify the appointment of Ernst & Young Mgmt For For
LLP as independent auditor for the year ending
December 31, 2019.
3. Say on Pay: Advisory proposal to approve compensation Mgmt For For
of the Company's Named Executive Officers.
--------------------------------------------------------------------------------------------------------------------------
WYNN RESORTS, LIMITED Agenda Number: 934957068
--------------------------------------------------------------------------------------------------------------------------
Security: 983134107 Meeting Type: Annual
Ticker: WYNN Meeting Date: 07-May-2019
ISIN: US9831341071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jay L. Johnson Mgmt For For
Margaret J. Myers Mgmt For For
Winifred M. Webb Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for
2019.
3. To approve, on a non-binding advisory basis, the Mgmt For For
compensation of our named executive officers as
described in the proxy statement.
4. To vote on a shareholder proposal requesting a Shr For Against
political contributions report, if properly presented
at the Annual Meeting.
--------------------------------------------------------------------------------------------------------------------------
YUM CHINA HOLDINGS, INC. Agenda Number: 934963819
--------------------------------------------------------------------------------------------------------------------------
Security: 98850P109 Meeting Type: Annual
Ticker: YUMC Meeting Date: 10-May-2019
ISIN: US98850P1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Fred Hu Mgmt For For
1b. Election of Director: Joey Wat Mgmt For For
1c. Election of Director: Muktesh "Micky" Pant Mgmt For For
1d. Election of Director: Peter A. Bassi Mgmt For For
1e. Election of Director: Christian L. Campbell Mgmt For For
1f. Election of Director: Ed Yiu-Cheong Chan Mgmt For For
1g. Election of Director: Edouard Ettedgui Mgmt For For
1h. Election of Director: Cyril Han Mgmt For For
1i. Election of Director: Louis T. Hsieh Mgmt For For
1j. Election of Director: Ruby Lu Mgmt For For
1k. Election of Director: Zili Shao Mgmt For For
1l. Election of Director: William Wang Mgmt For For
2. Ratification of Independent Auditor Mgmt For For
3. Advisory Vote to Approve Executive Compensation Mgmt For For
TFGT Arbitrage Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Credit Opportunities II Fund
--------------------------------------------------------------------------------------------------------------------------
ALTUS MIDSTREAM COMPANY Agenda Number: 934979052
--------------------------------------------------------------------------------------------------------------------------
Security: 02215L100 Meeting Type: Annual
Ticker: ALTM Meeting Date: 30-May-2019
ISIN: US02215L1008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Mark Borer Mgmt For For
Robert W. Bourne Mgmt For For
Clay Bretches Mgmt For For
Staci L. Burns Mgmt For For
C. Doug Johnson Mgmt For For
D. Mark Leland Mgmt For For
Kevin S. McCarthy Mgmt For For
W. Mark Meyer Mgmt For For
Robert S. Purgason Mgmt For For
Ben C. Rodgers Mgmt For For
Jon W. Sauer Mgmt For For
2. Ratification of Ernst & Young LLP as the Company's Mgmt For For
Independent Auditors.
3. Approval of the Company's Omnibus Compensation Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
APPTIO, INC. Agenda Number: 934912862
--------------------------------------------------------------------------------------------------------------------------
Security: 03835C108 Meeting Type: Special
Ticker: APTI Meeting Date: 08-Jan-2019
ISIN: US03835C1080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, dated as of Mgmt For For
November 9, 2018, by and among Apptio, Inc., Bellevue
Parent, LLC and Bellevue Merger Sub, Inc. (the "merger
agreement").
2. To approve any proposal to adjourn the special meeting Mgmt For For
to a later date or dates, if necessary or appropriate,
to solicit additional proxies if there are
insufficient votes at the time of the Special Meeting
to approve the proposal to adopt the merger agreement.
--------------------------------------------------------------------------------------------------------------------------
ARRIS INTERNATIONAL PLC Agenda Number: 934916620
--------------------------------------------------------------------------------------------------------------------------
Security: G0551A103 Meeting Type: Special
Ticker: ARRS Meeting Date: 01-Feb-2019
ISIN: GB00BZ04Y379
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
C1. Approve (with or without modification) a scheme of Mgmt For For
arrangement (the "Scheme") to be made between ARRIS
International plc ("ARRIS") and the holders of the
Scheme Shares (as defined in the Scheme).
G1. Authorize, for the purpose of giving effect to the Mgmt For For
scheme of arrangement (the "Scheme") between ARRIS
International plc ("ARRIS") and the holders of the
Scheme Shares (as defined in the Scheme), the
directors of ARRIS to take all such action as they may
consider necessary or appropriate for carrying the
Scheme into effect and to amend the articles of
association of ARRIS.
G2. Approve, on an advisory, non-binding basis, the Mgmt For For
compensation to be paid or become payable to ARRIS's
named executive officers in connection with the
proposed acquisition by CommScope Holding Company,
Inc. of all of the issued and to be issued ordinary
shares of ARRIS pursuant to the terms of a Bid Conduct
Agreement and the Scheme, and the agreements and
understandings pursuant to which such compensation may
be paid or become payable.
--------------------------------------------------------------------------------------------------------------------------
ATHENAHEALTH INC Agenda Number: 934917305
--------------------------------------------------------------------------------------------------------------------------
Security: 04685W103 Meeting Type: Special
Ticker: ATHN Meeting Date: 07-Feb-2019
ISIN: US04685W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger, dated as of Mgmt For For
November 11, 2018 (the merger agreement), among May
Holding Corp., May Merger Sub Inc. and athenahealth
(the merger).
2. To approve, on a non-binding advisory basis, specified Mgmt For For
compensation that may be paid or become payable to the
named executive officers of athenahealth in connection
with the merger and contemplated by the merger
agreement.
3. To approve the adjournment of the special meeting to a Mgmt For For
later date or time if necessary or appropriate,
including to solicit additional proxies in favor of
the proposal to adopt the merger agreement if there
are insufficient votes at the time of the special
meeting to adopt the merger agreement.
--------------------------------------------------------------------------------------------------------------------------
CHURCHILL CAPITAL CORP Agenda Number: 935016938
--------------------------------------------------------------------------------------------------------------------------
Security: 17142R103 Meeting Type: Special
Ticker: CCC Meeting Date: 13-May-2019
ISIN: US17142R1032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To consider and vote upon a proposal to approve the Mgmt For For
business combination described in Churchill's proxy
statement, including (a) Agreement and Plan of Merger,
dated as of January 14, 2019 (as amended by Amendment
No. 1 to the Agreement and Plan of Merger, dated
February 26, 2019, and Amendment No. 2 to the
Agreement and Plan of Merger, dated March 29, 2019,
the "Merger Agreement"), by and among Churchill,
Clarivate Analytics Plc ("Clarivate"), CCC Merger Sub,
Inc.
2a. To approve the following material differences between Mgmt For For
the constitutional documents of Clarivate that will be
in effect upon the closing of the transactions and
Churchill's current amended and restated certificate
of incorporation: The name of the new public entity
will be "Clarivate Analytics Plc" as opposed to
"Churchill Capital Corp".
2b. To approve the following material differences between Mgmt For For
the constitutional documents of Clarivate that will be
in effect upon the closing of the transactions and
Churchill's current amended and restated certificate
of incorporation: Clarivate will have no limit on the
number of shares which Clarivate is authorized to
issue, as opposed to Churchill having 220,000,000
authorized shares of common stock and 1,000,000
authorized shares of preferred stock.
2c. To approve the following material differences between Mgmt For For
the constitutional documents of Clarivate that will be
in effect upon the closing of the transactions and
Churchill's current amended and restated certificate
of incorporation: Clarivate's constitutional documents
will not include the various provisions applicable
only to special purpose acquisition corporations that
Churchill's amended and restated certificate of
incorporation contains
3. To adjourn the special meeting to a later date or Mgmt For For
dates, if n necessary, to permit further solicitation
and vote of proxies if Churchill is unable to
consummate the business combination.
--------------------------------------------------------------------------------------------------------------------------
CHURCHILL CAPITAL CORP Agenda Number: 935016938
--------------------------------------------------------------------------------------------------------------------------
Security: 17142R111 Meeting Type: Special
Ticker: CCCWS Meeting Date: 13-May-2019
ISIN: US17142R1115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To consider and vote upon a proposal to approve the Mgmt For For
business combination described in Churchill's proxy
statement, including (a) Agreement and Plan of Merger,
dated as of January 14, 2019 (as amended by Amendment
No. 1 to the Agreement and Plan of Merger, dated
February 26, 2019, and Amendment No. 2 to the
Agreement and Plan of Merger, dated March 29, 2019,
the "Merger Agreement"), by and among Churchill,
Clarivate Analytics Plc ("Clarivate"), CCC Merger Sub,
Inc.
2a. To approve the following material differences between Mgmt For For
the constitutional documents of Clarivate that will be
in effect upon the closing of the transactions and
Churchill's current amended and restated certificate
of incorporation: The name of the new public entity
will be "Clarivate Analytics Plc" as opposed to
"Churchill Capital Corp".
2b. To approve the following material differences between Mgmt For For
the constitutional documents of Clarivate that will be
in effect upon the closing of the transactions and
Churchill's current amended and restated certificate
of incorporation: Clarivate will have no limit on the
number of shares which Clarivate is authorized to
issue, as opposed to Churchill having 220,000,000
authorized shares of common stock and 1,000,000
authorized shares of preferred stock.
2c. To approve the following material differences between Mgmt For For
the constitutional documents of Clarivate that will be
in effect upon the closing of the transactions and
Churchill's current amended and restated certificate
of incorporation: Clarivate's constitutional documents
will not include the various provisions applicable
only to special purpose acquisition corporations that
Churchill's amended and restated certificate of
incorporation contains
3. To adjourn the special meeting to a later date or Mgmt For For
dates, if n necessary, to permit further solicitation
and vote of proxies if Churchill is unable to
consummate the business combination.
--------------------------------------------------------------------------------------------------------------------------
FEDERAL STREET ACQUISITION CORP. Agenda Number: 934888198
--------------------------------------------------------------------------------------------------------------------------
Security: 31421V107 Meeting Type: Special
Ticker: FSAC Meeting Date: 03-Jan-2019
ISIN: US31421V1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - To approve and Mgmt For For
adopt the Amended and Restated Agreement and Plan of
Merger, dated December 19, 2018 by and among the
Company, Agiliti, Inc. ("Agiliti"), Umpire SPAC Merger
Sub, Inc., Umpire Cash Merger Sub, Inc., Agiliti
Holdco, Inc. (f/k/a UHS Holdco Inc.,"Agiliti Holdco"),
solely in their capacities as Majority Stockholders,
IPC/UHS, L.P. ("IPC/UHS") and IPC/UHS Co-Investment
Partners, L.P. (together, "IPC"), solely in its
capacity as the Stockholders' Representative, IPC/UHS.
2. The NASDAQ Proposal - To approve, for purposes of Mgmt For For
complying with applicable listing rules of The NASDAQ
Stock Market LLC, the issuance and sale of securities
in a private placement transaction that exceeds 20% of
the number of shares of the Company's common stock
outstanding prior to the transaction and the related
change of control.
3. The Charter Proposal - To approve the following Mgmt For For
material differences between the constitutional
documents of Agiliti that will be in effect upon the
closing of the Business Combination and the Company's
current amended and restated certificate of
incorporation
4. The Incentive Plan Proposal - To approve the Agiliti, Mgmt For For
Inc. 2018 Omnibus Incentive Plan, which is an
incentive compensation plan for employees of Agiliti
and its subsidiaries, including Agiliti Health, Inc.
(f/k/a Universal Hospital Services, Inc.), a wholly
owned subsidiary of Agiliti Holdco.
5. The Adjournment Proposal - To adjourn the special Mgmt For For
meeting to a later date or dates, if necessary, to
permit further solicitation and vote of proxies if
there are insufficient votes for, or otherwise in
connection with, the approval of the Business
Combination Proposal and the other proposals set forth
above or the Company's public stockholders have
elected to redeem an amount of Company Class A common
stock such that the Minimum Cash Condition (as defined
in the A&R Merger Agreement) would not be satisfied.
--------------------------------------------------------------------------------------------------------------------------
GIGCAPITAL, INC. Agenda Number: 935020228
--------------------------------------------------------------------------------------------------------------------------
Security: 37518N205 Meeting Type: Special
Ticker: GIGU Meeting Date: 05-Jun-2019
ISIN: US37518N2053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to amend the Company's Amended and Restated Mgmt No vote
Certificate of Incorporation to extend the date by
which the Company must consummate the Kaleyra Business
Combination from June 12, 2019 to December 12, 2019.
1a. You may exercise your redemption rights by marking the Mgmt No vote
"FOR" box below. If you exercise your redemption
rights, then you will be exchanging your public shares
of the common stock of the Company for cash and you
will no longer own such public shares. YOU WILL ONLY
BE ENTITLED TO RECEIVE CASH FOR THOSE PUBLIC SHARES IF
YOU TENDER SUCH SHARES TO THE COMPANY'S DULY APPOINTED
AGENT AT LEAST TWO BUSINESS DAYS PRIOR TO THE SPECIAL
MEETING.
--------------------------------------------------------------------------------------------------------------------------
GTY TECHNOLOGY HOLDINGS INC Agenda Number: 934925198
--------------------------------------------------------------------------------------------------------------------------
Security: G4182A102 Meeting Type: Special
Ticker: GTYH Meeting Date: 14-Feb-2019
ISIN: KYG4182A1022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 The GTY Merger Proposal - to approve by special Mgmt For For
resolution and adopt: an Agreement and Plan of Merger
("GTY Agreement") with GTY GovTech, Inc., ("New GTY"),
and GTY Technology Merger Sub, Inc., ("GTY Merger
Sub"), which, among other things, provides for the
merger of GTY Merger Sub with and into GTY (the "GTY
Merger"), with GTY surviving the GTY Merger as a
direct, wholly- owned subsidiary of New GTY (the "GTY
Merger") (the transactions contemplated by the GTY
Agreement, the "GTY Transaction") (we refer to this as
the "GTY merger proposal").
2 The Business Combination Proposal - to consider and Mgmt For For
vote upon a proposal to approve by ordinary resolution
and adopt: Please see the Proxy Statement for the
Proposal language.
3 To approve the provision in the Proposed Charter Mgmt For For
changing the authorized share capital.
4 Organizational Documents Proposal B - to approve the Mgmt For For
provision in the Proposed Bylaws providing that
directors will be elected if "for" votes exceed
"against" votes in uncontested elections and by
plurality vote in contested elections, rather than by
an affirmative vote of a majority of the issued and
outstanding shares entitled to vote and actually cast
thereon as required under the Existing Organizational
Documents.
5 Organizational Documents Proposal C - to approve the Mgmt For For
provision in the Proposed Bylaws providing that a
director may only be removed for cause by the
affirmative vote of a majority of the shares entitled
to vote at an election of directors and only at a
shareholder meeting called for the purpose of removing
such director, rather than by an affirmative vote of a
majority of the issued and outstanding shares entitled
to vote and actually cast thereon or by the vote of
all other directors as required under the Existing
Organizational Documents;
6 Organizational Documents Proposal D - to approve the Mgmt For For
provisions in the Proposed Bylaws providing for
certain advance notice procedures that shareholders
must comply with in order to bring business before a
shareholder meeting or to nominate candidates for
election as directors.
7 Organizational Documents Proposal E - to approve the Mgmt For For
provision in the Proposed Charter providing that the
Business Litigation Session of the Superior Court for
Suffolk County, Massachusetts and the United States
District Court for the District of Massachusetts
sitting in Boston, Massachusetts will be the sole and
exclusive forum for certain shareholder litigation.
8 Organizational Documents Proposal F - to approve the Mgmt For For
provision in the Proposed Charter providing that
amendments to the Proposed Charter will generally
require the affirmative vote of a majority of shares
generally entitled to vote on such matter or action by
the board of directors pursuant to Subsection (c) of
Section 10.03 of the Massachusetts Business
Corporation Act ("MBCA"), rather than two-thirds of
the issued and outstanding shares entitled to vote and
actually cast thereon as generally required under the
Existing Organizational Documents.
9 Organizational Documents Proposal G - to approve the Mgmt For For
provision in the Proposed Bylaws providing that the
Proposed Bylaws may generally be amended by a majority
vote of the directors or by a majority vote of
shareholders at a shareholder meeting called for such
purpose, rather than by two-thirds of the issued and
outstanding shares entitled to vote and actually cast
thereon as generally required under the Existing
Organizational Documents.
10 Organizational Documents Proposal H - to approve the Mgmt For For
provision in the Proposed Bylaws providing that,
subject to certain exceptions, shareholders who hold
an aggregate of at least 40% of all votes entitled to
be cast may call a special meeting of shareholders,
rather than not less than 30% in par value of issued
shares that carry the right to vote at general
meetings as required under the Existing Organizational
Documents.
11 To approve all other differences between the Existing Mgmt For For
Organizational Documents of GTY and the Proposed
Charter of New GTY as a result of the GTY Merger,
including, among other things, (i) the name of the new
public entity will be "GTY Technology Holdings Inc.",
and (ii) the lack of certain provisions related to
GTY's status as a blank check company that are not
applicable to New GTY, all of which GTY's board of
directors believe are necessary to adequately address
the needs of New GTY after the business combination.
12 To approve by ordinary resolution, assuming the GTY Mgmt For For
merger proposal, business combination proposal and the
organizational documents proposals are approved and
adopted, the issuance of shares of New GTY common
stock to the Bonfire Holders, the CityBase Holders,
the eCivis Holders, the OpenCounter Holders, the
Questica Holders and the Sherpa Holders and certain
institutional and accredited investors, in each case
as described in the accompanying proxy
statement/prospectus (we refer to this proposal as the
"stock issuance proposal").
13 To approve by ordinary resolution, assuming the GTY Mgmt For For
merger proposal, business combination proposal, the
organizational documents proposals and the stock
issuance proposal are approved and adopted, the GTY
Technology Holdings Inc. 2019 Omnibus Incentive Plan,
a copy of which is attached to the accompanying proxy
statement/prospectus as Annex K (we refer to this
proposal as the "incentive plan proposal" and,
collectively the "condition precedent proposals").
14 The Adjournment Proposal - to consider and vote upon a Mgmt For For
proposal to approve by ordinary resolution the
adjournment of the general meeting to a later date or
dates, if necessary, to permit further solicitation
and vote of proxies if, based upon the tabulated vote
at the time of the general meeting, any of the
condition precedent proposals would not be duly
approved and adopted by our shareholders or we
determine that one or more of the closing conditions
under the Transaction Documents is not satisfied or
waived ("adjournment proposal").
14a Shareholder Certification I hereby certify that I am Mgmt For
not acting in concert or as a "group" as defined in
Section 13(d)(3) of the Securities Exchange Act of
1934, as amended, with any other shareholder with
respect to the Shares in connection with the proposed
business combination.
--------------------------------------------------------------------------------------------------------------------------
GTY TECHNOLOGY HOLDINGS INC Agenda Number: 934925213
--------------------------------------------------------------------------------------------------------------------------
Security: G4182A110 Meeting Type: Special
Ticker: GTYHU Meeting Date: 14-Feb-2019
ISIN: KYG4182A1105
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 The GTY Merger Proposal - to approve by special Mgmt For For
resolution and adopt: an Agreement and Plan of Merger
("GTY Agreement") with GTY GovTech, Inc., ("New GTY"),
and GTY Technology Merger Sub, Inc., ("GTY Merger
Sub"), which, among other things, provides for the
merger of GTY Merger Sub with and into GTY (the "GTY
Merger"), with GTY surviving the GTY Merger as a
direct, wholly- owned subsidiary of New GTY (the "GTY
Merger") (the transactions contemplated by the GTY
Agreement, the "GTY Transaction") (we refer to this as
the "GTY merger proposal").
2 The Business Combination Proposal - to consider and Mgmt For For
vote upon a proposal to approve by ordinary resolution
and adopt: Please see the Proxy Statement for the
Proposal language.
3 To approve the provision in the Proposed Charter Mgmt For For
changing the authorized share capital.
4 Organizational Documents Proposal B - to approve the Mgmt For For
provision in the Proposed Bylaws providing that
directors will be elected if "for" votes exceed
"against" votes in uncontested elections and by
plurality vote in contested elections, rather than by
an affirmative vote of a majority of the issued and
outstanding shares entitled to vote and actually cast
thereon as required under the Existing Organizational
Documents.
5 Organizational Documents Proposal C - to approve the Mgmt For For
provision in the Proposed Bylaws providing that a
director may only be removed for cause by the
affirmative vote of a majority of the shares entitled
to vote at an election of directors and only at a
shareholder meeting called for the purpose of removing
such director, rather than by an affirmative vote of a
majority of the issued and outstanding shares entitled
to vote and actually cast thereon or by the vote of
all other directors as required under the Existing
Organizational Documents;
6 Organizational Documents Proposal D - to approve the Mgmt For For
provisions in the Proposed Bylaws providing for
certain advance notice procedures that shareholders
must comply with in order to bring business before a
shareholder meeting or to nominate candidates for
election as directors.
7 Organizational Documents Proposal E - to approve the Mgmt For For
provision in the Proposed Charter providing that the
Business Litigation Session of the Superior Court for
Suffolk County, Massachusetts and the United States
District Court for the District of Massachusetts
sitting in Boston, Massachusetts will be the sole and
exclusive forum for certain shareholder litigation.
8 Organizational Documents Proposal F - to approve the Mgmt For For
provision in the Proposed Charter providing that
amendments to the Proposed Charter will generally
require the affirmative vote of a majority of shares
generally entitled to vote on such matter or action by
the board of directors pursuant to Subsection (c) of
Section 10.03 of the Massachusetts Business
Corporation Act ("MBCA"), rather than two-thirds of
the issued and outstanding shares entitled to vote and
actually cast thereon as generally required under the
Existing Organizational Documents.
9 Organizational Documents Proposal G - to approve the Mgmt For For
provision in the Proposed Bylaws providing that the
Proposed Bylaws may generally be amended by a majority
vote of the directors or by a majority vote of
shareholders at a shareholder meeting called for such
purpose, rather than by two-thirds of the issued and
outstanding shares entitled to vote and actually cast
thereon as generally required under the Existing
Organizational Documents.
10 Organizational Documents Proposal H - to approve the Mgmt For For
provision in the Proposed Bylaws providing that,
subject to certain exceptions, shareholders who hold
an aggregate of at least 40% of all votes entitled to
be cast may call a special meeting of shareholders,
rather than not less than 30% in par value of issued
shares that carry the right to vote at general
meetings as required under the Existing Organizational
Documents.
11 To approve all other differences between the Existing Mgmt For For
Organizational Documents of GTY and the Proposed
Charter of New GTY as a result of the GTY Merger,
including, among other things, (i) the name of the new
public entity will be "GTY Technology Holdings Inc.",
and (ii) the lack of certain provisions related to
GTY's status as a blank check company that are not
applicable to New GTY, all of which GTY's board of
directors believe are necessary to adequately address
the needs of New GTY after the business combination.
12 To approve by ordinary resolution, assuming the GTY Mgmt For For
merger proposal, business combination proposal and the
organizational documents proposals are approved and
adopted, the issuance of shares of New GTY common
stock to the Bonfire Holders, the CityBase Holders,
the eCivis Holders, the OpenCounter Holders, the
Questica Holders and the Sherpa Holders and certain
institutional and accredited investors, in each case
as described in the accompanying proxy
statement/prospectus (we refer to this proposal as the
"stock issuance proposal").
13 To approve by ordinary resolution, assuming the GTY Mgmt For For
merger proposal, business combination proposal, the
organizational documents proposals and the stock
issuance proposal are approved and adopted, the GTY
Technology Holdings Inc. 2019 Omnibus Incentive Plan,
a copy of which is attached to the accompanying proxy
statement/prospectus as Annex K (we refer to this
proposal as the "incentive plan proposal" and,
collectively the "condition precedent proposals").
14 The Adjournment Proposal - to consider and vote upon a Mgmt For For
proposal to approve by ordinary resolution the
adjournment of the general meeting to a later date or
dates, if necessary, to permit further solicitation
and vote of proxies if, based upon the tabulated vote
at the time of the general meeting, any of the
condition precedent proposals would not be duly
approved and adopted by our shareholders or we
determine that one or more of the closing conditions
under the Transaction Documents is not satisfied or
waived ("adjournment proposal").
14a Shareholder Certification I hereby certify that I am Mgmt For
not acting in concert or as a "group" as defined in
Section 13(d)(3) of the Securities Exchange Act of
1934, as amended, with any other shareholder with
respect to the Shares in connection with the proposed
business combination.
W1. Warrant Holder Proposal No. 1 - The Warrant Amendment Mgmt For For
Proposal - - to consider and vote upon a proposal to
approve by ordinary resolution and adopt an amendment
to the Warrant Agreement, dated as of October 26, 2016
(the "Warrant Agreement"), between GTY and Continental
Stock Transfer & Trust Company.
W2. Warrant Holder Proposal No. 2 - The Warrant Holder Mgmt For For
Adjournment Proposal - to consider and vote upon a
proposal to approve by ordinary resolution the
adjournment of the warrant holder meeting to a later
date or dates, if necessary, to permit further
solicitation and vote of proxies if, based upon the
tabulated vote at the time of the warrant holder
meeting, there are not sufficient votes to approve the
warrant amendment proposal (the "warrant holder
adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
GTY TECHNOLOGY HOLDINGS INC Agenda Number: 934925201
--------------------------------------------------------------------------------------------------------------------------
Security: G4182A128 Meeting Type: Special
Ticker: GTYHW Meeting Date: 14-Feb-2019
ISIN: KYG4182A1287
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
W1. Warrant Holder Proposal No. 1 - The Warrant Amendment Mgmt For For
Proposal - - to consider and vote upon a proposal to
approve by ordinary resolution and adopt an amendment
to the Warrant Agreement, dated as of October 26, 2016
(the "Warrant Agreement"), between GTY and Continental
Stock Transfer & Trust Company.
W2. Warrant Holder Proposal No. 2 - The Warrant Holder Mgmt For For
Adjournment Proposal - to consider and vote upon a
proposal to approve by ordinary resolution the
adjournment of the warrant holder meeting to a later
date or dates, if necessary, to permit further
solicitation and vote of proxies if, based upon the
tabulated vote at the time of the warrant holder
meeting, there are not sufficient votes to approve the
warrant amendment proposal (the "warrant holder
adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
HAYMAKER ACQUISITION CORP. Agenda Number: 934931014
--------------------------------------------------------------------------------------------------------------------------
Security: 420870107 Meeting Type: Special
Ticker: HYAC Meeting Date: 06-Mar-2019
ISIN: US4208701072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal: To consider and Mgmt For For
vote upon a proposal to adopt and approve the Business
Combination Agreement, (as amended on January 7, 2019,
by Amendment No. 1 to Business Combination Agreement,
and as it may be further amended from time to time,
the "Transaction Agreement"), by and among Haymaker,
OneSpaWorld Holdings Limited, an international
business company incorporated under the laws of the
Commonwealth of The Bahamas ("OneSpaWorld"), the
sellers identified therein.
2A. Shareholding Limits for Certain Shareholders of Mgmt For For
OneSpaWorld: The OneSpaWorld Memorandum and Articles
of Association will provide that shareholders will be
prohibited from beneficially owning OneSpaWorld's
common shares, par value 0.0001 per share (the
"OneSpaWorld Shares"), exceeding 9.99% of the issued
and outstanding OneSpaWorld Shares without the consent
of the OneSpaWorld board of directors.
2B. Shareholder Approval of Certain Matters: The Mgmt For For
OneSpaWorld Memorandum and Articles of Association
will provide for supermajority voting requirements
with respect to certain significant transactions. At
least two-thirds of the outstanding OneSpaWorld Shares
will be required to approve any merger or sale of all
or substantially all of OneSpaWorld's assets (unless
the OneSpaWorld board of directors has approved such
transaction in advance, in which case a majority of
the shares entitled to vote shall be required).
3. The Lock-Up Amendment Proposal: To ratify the entry Mgmt For For
into the OSW Lock-Up Agreement (as defined in the
accompanying proxy statement) by Haymaker Sponsor,
LLC, and the directors and officers of Haymaker that,
among other things, modifies the lock-up period such
parties were subject to under the lock-up agreements
entered into at the closing of Haymaker's initial
public offering.
4. The Adjournment Proposal: To consider and vote upon a Mgmt For For
proposal to adjourn the Special Meeting to a later
date or dates, if necessary, to permit further
solicitation and vote of proxies if there are
insufficient votes for, or otherwise in connection
with, the approval of the Business Combination
Proposal, the Charter Proposal or the Lock-Up
Amendment Proposal.
--------------------------------------------------------------------------------------------------------------------------
MAGNOLIA OIL & GAS CORPORATION Agenda Number: 935001153
--------------------------------------------------------------------------------------------------------------------------
Security: 559663109 Meeting Type: Annual
Ticker: MGY Meeting Date: 07-Jun-2019
ISIN: US5596631094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen I. Chazen Mgmt No vote
1b. Election of Director: Arcilia C. Acosta Mgmt No vote
1c. Election of Director: Angela M. Busch Mgmt No vote
1d. Election of Director: Edward P. Djerejian Mgmt No vote
1e. Election of Director: James R. Larson Mgmt No vote
1f. Election of Director: Michael G. MacDougall Mgmt No vote
1g. Election of Director: Dan F. Smith Mgmt No vote
1h. Election of Director: John B. Walker Mgmt No vote
2. Advisory, non-binding resolution regarding the Mgmt No vote
compensation of our named executive officers for 2018
("say-on-pay vote")
3. Advisory, non-binding resolution regarding the Mgmt No vote
frequency of future say-on-pay votes
4. Ratification of appointment of KPMG LLP as our Mgmt No vote
independent registered public accounting firm for the
2019 fiscal year
--------------------------------------------------------------------------------------------------------------------------
NRC GROUP HOLDINGS CORP. Agenda Number: 934997808
--------------------------------------------------------------------------------------------------------------------------
Security: 629375106 Meeting Type: Annual
Ticker: NRCG Meeting Date: 30-May-2019
ISIN: US6293751060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael J. Bayer Mgmt No vote
Donald Glickman Mgmt No vote
Glenn M. Shor Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
ONE MADISON CORPORATION Agenda Number: 935023452
--------------------------------------------------------------------------------------------------------------------------
Security: G6772P100 Meeting Type: Special
Ticker: OMAD Meeting Date: 28-May-2019
ISIN: KYG6772P1000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) Business Combination Proposal: To approve by ordinary Mgmt No vote
resolution transactions contemplated by the Stock
Purchase Agreement, as amended, by and among One
Madison, Rack Holdings L.P., a Delaware limited
partnership ("Seller"), and Rack Holdings Inc., a
Delaware corporation ("Rack Holdings"), owner of all
of issued and outstanding equity interests of Ranpak
Corporation, pursuant to which One Madison will
acquire all of issued and outstanding equity interests
of Rack Holdings from Seller, on the terms and subject
to conditions set forth therein.
2) THE NYSE Proposal: To approve, for purposes of Mgmt No vote
complying with applicable listing rules of New York
Stock Exchange, issuance by One Madison of Class A
ordinary shares, par value $0.0001 per share, and
Class C ordinary shares, par value $0.0001 per share,
to certain accredited investors, including certain
directors, officers and substantial security holders
of One Madison, in each case in a private placement,
the proceeds of which will be used to finance the
business combination and related transactions & costs
& expenses incurred in connection.
3) The Domestication Proposal. To approve by special Mgmt No vote
resolution the change of One Madison's jurisdiction of
incorporation from the Cayman Islands to the State of
Delaware by deregistering as an exempted company in
the Cayman Islands and domesticating and continuing as
a corporation incorporated under the laws of the State
of Delaware (the "domestication").
4) To approve (i) the change of our name from "One Mgmt No vote
Madison Corporation" to "Ranpak Holdings Corp.", (ii)
adopting Delaware as the exclusive forum for certain
stockholder litigation, (iii) upon the closing of the
business combination (the "closing"), making One
Madison's corporate existence perpetual and (iv) upon
the closing, providing for the ineffectiveness of
certain provisions in our existing organizational
documents relating to our status as a blank check
company that will no longer be applicable to us
following the closing;
5) To approve provisions providing that One Madison's Mgmt No vote
board of directors will be divided into three classes
following the business combination, with each class
generally serving for a term of three years and with
only one class of directors being elected in each
year.
6) To approve provisions providing that the directors of Mgmt No vote
One Madison may only be removed for cause.
7) To approve advance notice procedures with regard to Mgmt No vote
the nomination by shareholders of candidates for
election as directors.
8) To approve provisions removing the ability of Mgmt No vote
shareholders to call a special meeting of
shareholders.
9) To approve provisions removing the ability of Mgmt No vote
shareholders to act by written consent in lieu of a
meeting.
10) To approve the amendment and restatement of the Mgmt No vote
existing organizational documents by the deletion of
the existing organizational documents in their
entirety and the substitution of the proposed
organizational documents in their place to (among
other matters) reflect the changes proposals 4 through
10.
11) The Incentive Plan Proposal. To approve by ordinary Mgmt No vote
resolution the One Madison Corporation 2019 Omnibus
Incentive Plan.
12) The Adjournment Proposal. To approve by ordinary Mgmt No vote
resolution the adjournment of the general meeting to a
later date or dates, if necessary or appropriate, to
permit further solicitation and vote of proxies in the
event that there are insufficient votes for, or
otherwise in connection with, the approval of the
Business Combination Proposal or the NYSE Proposal.
--------------------------------------------------------------------------------------------------------------------------
PANDORA MEDIA, INC. Agenda Number: 934916733
--------------------------------------------------------------------------------------------------------------------------
Security: 698354107 Meeting Type: Special
Ticker: P Meeting Date: 29-Jan-2019
ISIN: US6983541078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To adopt the Agreement and Plan of Merger and Mgmt For For
Reorganization (the "merger agreement"), dated as of
September 23, 2018 (as such agreement may be amended
from time to time), by and among Pandora, Sirius XM
Holdings Inc., White Oaks Acquisition Corp., Sirius XM
Radio Inc., Billboard Holding Company, Inc., and
Billboard Acquisition Sub, Inc., pursuant to which
through a series of transactions Sirius XM will
acquire Pandora (the "merger agreement proposal").
2. To approve, on a non-binding advisory basis, certain Mgmt For For
compensation that may be paid or become payable to
Pandora's named executive officers that is based on or
otherwise relates to the transactions contemplated by
the merger agreement.
3. To approve one or more adjournments or postponements Mgmt For For
of the Pandora special meeting, if necessary or
appropriate, including to solicit additional proxies
in the event there are not sufficient votes at the
time of the Pandora special meeting to approve the
merger agreement proposal.
--------------------------------------------------------------------------------------------------------------------------
PENSARE ACQUISITION CORP Agenda Number: 934919741
--------------------------------------------------------------------------------------------------------------------------
Security: 70957E105 Meeting Type: Special
Ticker: WRLS Meeting Date: 28-Jan-2019
ISIN: US70957E1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment: Amend Pensare's Amended and Mgmt For For
Restated Certificate of Incorporation to extend the
date by which the Company has to consummate a business
combination (the "Extension") for an additional three
months, from February 1, 2019 to May 1, 2019, and
permit holders of public shares to redeem their shares
for their pro rata portion of the trust account.
2. DIRECTOR
U. Bertram Ellis, Jr. Mgmt For For
Karl Krapek Mgmt For For
Dennis Lockhart Mgmt For For
Dr. Klaas Baks Mgmt For For
3. Ratification of Selection of Independent Registered Mgmt For For
Public Accounting Firm: To ratify the selection by our
Audit Committee of Marcum LLP to serve as the
Company's independent registered public accounting
firm for the fiscal year ending March 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
PENSARE ACQUISITION CORP Agenda Number: 934985207
--------------------------------------------------------------------------------------------------------------------------
Security: 70957E105 Meeting Type: Special
Ticker: WRLS Meeting Date: 29-Apr-2019
ISIN: US70957E1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Charter Amendment: To amend Pensare's Amended and Mgmt For For
Restated Certificate of Incorporation to extend the
date by which the Company has to consummate a business
combination (the "Extension") for an additional three
months, from May 1, 2019 to August 1, 2019, and permit
holders of public shares to redeem their shares for
their pro rata portion of the trust account.
2. Adjournment of the Meeting: To direct the chairman of Mgmt For For
the special meeting to adjourn the special meeting to
a later date or dates, if necessary, to permit further
solicitation and vote of proxies if, based upon the
tabulated vote at the time of the special meeting,
there are not sufficient votes to approve any of the
foregoing proposal.
--------------------------------------------------------------------------------------------------------------------------
PLATINUM EAGLE ACQUISITION CORP. Agenda Number: 934930947
--------------------------------------------------------------------------------------------------------------------------
Security: G7126L126 Meeting Type: Special
Ticker: EAGLU Meeting Date: 06-Mar-2019
ISIN: KYG7126L1260
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The Business Combination Proposal - to consider and Mgmt For For
vote upon a proposal to approve by ordinary resolution
(i) agreement and plan of merger, as may be amended
from time to time ("Target Merger Agreement"), by and
among the Company, Topaz Holdings LLC, a Delaware
limited liability company (f/k/a Topaz Holdings Corp.)
and a wholly-owned subsidiary of the Company (the
transactions contemplated by the Merger Agreements,
the "business combination")
1a. Shareholder Certification I hereby certify that I am Mgmt For
not acting in concert or as a "group" as defined in
Section 13(d)(3) of the Securities Exchange Act of
1934, as amended, with any other shareholder with
respect to the Shares in connection with the proposed
business combination.
2. The Domestication Proposal - to consider and vote upon Mgmt For For
a proposal to approve by special resolution, assuming
the business combination proposal is approved and
adopted, the change of Platinum Eagle's jurisdiction
of incorporation from the Cayman Islands to the State
of Delaware by deregistering as an exempted company in
the Cayman Islands and continuing and domesticating as
a corporation incorporated under the laws of the State
of Delaware.
3. Organizational Documents Proposal A - to approve the Mgmt For For
provision in the Proposed Charter changing the
authorized share capital from $40,100 divided into
380,000,000 Class A ordinary shares, par value $0.0001
per share ("Class A ordinary shares"), 20,000,000
Class B ordinary shares, par value $0.0001 per share
("Class B ordinary shares"), and 1,000,000 preferred
shares, par value $0.0001 per share ("preferred
shares"), to authorized capital stock of 401,000,000
shares, consisting of (x) 400,000,000 shares of common
stock, par value $0.0001 per share.
4. Organizational Documents Proposal B - to approve the Mgmt For For
provision in the Proposed Bylaws authorizing that only
the board of directors, chairperson of the board of
directors or the chief executive officer may call a
meeting of stockholders.
5. Organizational Documents Proposal C - to approve all Mgmt For For
other material differences between the Existing
Organizational Documents, (i) changing post-business
combination corporate name from "Platinum Eagle
Acquisition Corp." to "Target Hospitality Corp." and
making Target Hospitality's corporate existence
perpetual, (ii) adopting Delaware as the exclusive
forum for certain stockholder litigation, (iii)
granting a waiver regarding corporate opportunities to
Target Hospitality's non-employee directors.
6. The Stock Issuance Proposal - to consider and vote Mgmt For For
upon a proposal to approve by ordinary resolution,
assuming the business combination proposal, the
domestication proposal and the organizational
documents proposals are approved and adopted, for the
purposes of complying with applicable listing rules of
The Nasdaq Stock Market, the issuance of (x) shares of
Target Hospitality common stock to (i) Algeco Seller
pursuant to the terms of the Target Merger Agreement,
(ii) Arrow Seller pursuant to the terms of the Signor
Merger Agreement.
7. The Incentive Award Plan Proposal - to consider and Mgmt For For
vote upon a proposal to approve by ordinary
resolution, assuming the business combination
proposal, the domestication proposal, the
organizational documents proposals and stock issuance
proposal are approved and adopted, the Target
Hospitality Corp. 2019 Incentive Award Plan.
8. The Adjournment Proposal - to consider and vote upon a Mgmt For For
proposal to approve by ordinary resolution the
adjournment of the general meeting to a later date or
dates, if necessary, to permit further solicitation
and vote of proxies if, based upon the tabulated vote
at the time of the general meeting, any of the
condition precedent proposals would not be duly
approved and adopted by our shareholders or we
determine that one or more of the closing conditions
under the Merger Agreements is not satisfied or
waived.
--------------------------------------------------------------------------------------------------------------------------
SENTINEL ENERGY SERVICES INC Agenda Number: 934921936
--------------------------------------------------------------------------------------------------------------------------
Security: 81728P105 Meeting Type: Special
Ticker: STNL Meeting Date: 14-Feb-2019
ISIN: US81728P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Transaction agreement and plan of merger, Mgmt For For
("Transaction Agreement"), by and among Sentinel,
Strike Capital, LLC, a Texas limited liability company
("Strike"), OEP Secondary Fund (Strike), LLC
("Blocker"), One Equity Partners Secondary Fund, L.P.
("Blocker Seller"), the other equityholders of Strike
party thereto (collectively, the "Unit Sellers" and
together with the Blocker Seller, the "Sellers"),
OEP-Strike Seller Representative, LLC (the "Seller
Representative") and a wholly- owned subsidiary of
Sentinel ("Blocker Merger Sub")
1a. Stockholder Certification: I hereby certify that I am Mgmt For
not acting in concert or as a "group" as defined in
Section 13(d)(3) of the Securities Exchange Act of
1934, as amended, with any other stockholder with
respect to the Shares in connection with the proposed
business combination (For = I am not, Against = I am)
2. To approve the provision in the Proposed Charter Mgmt For For
increasing the authorized capital stock from
221,000,000 shares, consisting of 200,000,000 shares
of Sentinel Class A common stock, par value $0.0001
per share ("Sentinel Class A common stock"),
20,000,000 shares of Sentinel Class B common stock,
par value $0.0001 per share ("Sentinel Class B common
stock"), and 1,000,000 shares of preferred stock, par
value $0.0001 per share ("preferred stock")
3. To approve the provision in the Proposed Charter Mgmt For For
providing that each member of StrikeCo's board of
directors will be elected annually at each annual
meeting of stockholders (or special meeting in lieu
thereof) following the Closing.
4. To approve all other changes in connection with Mgmt For For
amending the Existing Charter, including, among other
things, (1) changing the post-business combination
corporate name from "Sentinel Energy Services Inc." to
"Strike, Inc." and making StrikeCo's corporate
existence perpetual and (2) removing certain
provisions related to our status as a blank check
company that will no longer apply upon consummation of
the business combination
5. To consider and vote upon a proposal to approve, Mgmt For For
assuming the business combination proposal and the
charter proposals are approved and adopted, for the
purposes of complying with the applicable listing
rules of The Nasdaq Stock Market ("Nasdaq"), the
issuance of (x) shares of StrikeCo Class A common
stock.
6. Election of Director: Jon A. Marshall. (To serve as a Mgmt For For
Class I director on StrikeCo's board of directors for
a term of three years expiring at the AGM to be held
in 2021 if Charter Proposal B is not approved and our
board of directors remains classified. Assuming
charter proposal B is approved and our board of
directors is declassified, such nominee, if elected,
will serve on our board of directors for a term
expiring at the 2019 AGM). (Only holders of shares of
Sentinel Class B common stock have the right to vote
on this proposal).
7. To consider and vote upon a proposal to approve, Mgmt Abstain Against
assuming the business combination proposal, the
charter proposals and the stock issuance proposal are
approved and adopted, the Strike, Inc. 2019 Equity and
Incentive Compensation Plan, a copy of which is
attached to the accompanying proxy statement as Annex
D.
8. To consider and vote upon a proposal to approve the Mgmt For For
adjournment of the special meeting to a later date or
dates, if necessary, to permit further solicitation
and vote of proxies if, based upon the tabulated vote
at the time of the special meeting, any of the
condition precedent proposals would not be duly
approved and adopted by our stockholders or we
determine that one or more of the closing conditions
under the Transaction Agreement is not satisfied or
waived.
--------------------------------------------------------------------------------------------------------------------------
TARGET HOSPITALITY CORP. Agenda Number: 935022703
--------------------------------------------------------------------------------------------------------------------------
Security: 87615L107 Meeting Type: Annual
Ticker: TH Meeting Date: 21-May-2019
ISIN: US87615L1070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Eli Baker Mgmt No vote
Martin L. Jimmerson Mgmt No vote
Jeff Sagansky Mgmt No vote
2. Ratify the appointment of Ernst & Young LLP as our Mgmt No vote
independent registered public accounting firm for the
fiscal year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
TRIBUNE MEDIA COMPANY Agenda Number: 934951787
--------------------------------------------------------------------------------------------------------------------------
Security: 896047503 Meeting Type: Annual
Ticker: TRCO Meeting Date: 01-May-2019
ISIN: US8960475031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ross Levinsohn Mgmt For For
1b. Election of Director: Peter E. Murphy Mgmt For For
2. Advisory vote approving executive compensation. Mgmt For For
3. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as independent registered
public accounting firm for the 2019 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
VERRA MOBILITY CORPORATION Agenda Number: 935027450
--------------------------------------------------------------------------------------------------------------------------
Security: 92511U102 Meeting Type: Annual
Ticker: VRRM Meeting Date: 25-Jun-2019
ISIN: US92511U1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Douglas Davis Mgmt No vote
Cynthia Russo Mgmt No vote
2. Ratify the Appointment of independent auditors Mgmt No vote
--------------------------------------------------------------------------------------------------------------------------
WAITR HOLDINGS INC. Agenda Number: 935007523
--------------------------------------------------------------------------------------------------------------------------
Security: 930752100 Meeting Type: Annual
Ticker: WTRH Meeting Date: 05-Jun-2019
ISIN: US9307521008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Pouyan Salehi Mgmt No vote
Steven L. Scheinthal Mgmt No vote
2. To ratify the appointment of Moss Adams LLP as the Mgmt No vote
Company's independent registered public accounting
firm for the fiscal year ending December 31, 2019.
TFGT Emerging Markets Small Cap Fund
--------------------------------------------------------------------------------------------------------------------------
ARCELIK AS, ISTANBUL Agenda Number: 710553389
--------------------------------------------------------------------------------------------------------------------------
Security: M1490L104 Meeting Type: OGM
Ticker: Meeting Date: 19-Mar-2019
ISIN: TRAARCLK91H5
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: POWER OF Non-Voting
ATTORNEY (POA) REQUIREMENTS VARY BY CUSTODIAN. GLOBAL
CUSTODIANS MAY HAVE A POA IN PLACE WHICH WOULD
ELIMINATE THE NEED FOR THE INDIVIDUAL BENEFICIAL OWNER
POA. IN THE ABSENCE OF THIS ARRANGEMENT, AN INDIVIDUAL
BENEFICIAL OWNER POA MAY BE REQUIRED. IF YOU HAVE ANY
QUESTIONS PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE. THANK YOU.
CMMT TO ATTEND A MEETING, THE ATTENDEE(S) MUST PRESENT A Non-Voting
POA ISSUED BY THE BENEFICIAL OWNER, NOTARISED BY A
TURKISH NOTARY.
CMMT PLEASE VOTE EITHER '' FOR'' OR ''AGAINST'' ON THE Non-Voting
AGENDA ITEMS. ''ABSTAIN'' IS NOT RECOGNIZED IN THE
TURKISH MARKET AND IS CONSIDERED AS ''AGAINST''. THANK
YOU.
1 OPENING AND ELECTION OF THE CHAIRMAN OF THE MEETING Mgmt For For
2 READING, DISCUSSING AND APPROVING THE 2018 ANNUAL Mgmt For For
REPORT PREPARED BY THE COMPANY BOARD OF DIRECTORS
3 READING THE SUMMARY OF INDEPENDENT AUDIT REPORT FOR Mgmt For For
2018 ACCOUNTING PERIOD
4 READING, DISCUSSING AND APPROVING THE FINANCIAL Mgmt For For
STATEMENTS RELATED TO THE 2018 ACCOUNTING PERIOD
5 ACQUITTAL OF EACH MEMBER OF THE BOARD OF DIRECTORS IN Mgmt For For
RELATION TO THE ACTIVITIES OF COMPANY IN 2018
6 ACCEPTANCE, ACCEPTANCE AFTER AMENDMENT OR REFUSAL OF Mgmt For For
THE OFFER OF THE BOARD OF DIRECTORS IN ACCORDANCE WITH
THE COMPANY'S PROFIT DISTRIBUTION POLICY REGARDING THE
DISTRIBUTION OF THE PROFITS OF 2018
7 DETERMINING THE NUMBER AND DUTY TERM OF THE MEMBERS OF Mgmt For For
THE BOARD OF DIRECTORS, MAKING ELECTIONS IN ACCORDANCE
WITH THE DETERMINED NUMBER OF MEMBERS, SELECTING THE
INDEPENDENT MEMBERS OF THE BOARD OF DIRECTORS
8 INFORMING AND APPROVAL OF THE SHAREHOLDERS ABOUT THE Mgmt For For
REMUNERATION POLICY FOR THE MEMBERS OF THE BOARD OF
DIRECTORS AND TOP MANAGERS AND THE PAYMENTS MADE
WITHIN THE SCOPE OF THE POLICY IN ACCORDANCE WITH THE
CORPORATE GOVERNANCE PRINCIPLES
9 DETERMINING ANNUAL GROSS SALARIES OF THE MEMBERS OF Mgmt For For
THE BOARD OF DIRECTORS
10 APPROVAL OF THE INDEPENDENT AUDITING INSTITUTION Mgmt For For
SELECTED BY THE BOARD OF DIRECTORS IN ACCORDANCE WITH
THE TURKISH COMMERCIAL CODE AND THE CAPITAL MARKETS
BOARD REGULATIONS
11 INFORMING THE SHAREHOLDERS ABOUT THE DONATIONS MADE BY Mgmt Against Against
THE COMPANY IN 2018 AND DETERMINING AN UPPER LIMIT FOR
DONATIONS TO BE MADE IN 2019
12 INFORMING THE SHAREHOLDERS ABOUT THE COLLATERALS, Mgmt For For
PLEDGES, MORTGAGES AND SURETY GRANTED IN FAVOR OF
THIRD PARTIES AND THE INCOME AND BENEFITS OBTAINED IN
2018 BY THE COMPANY AND SUBSIDIARIES IN ACCORDANCE
WITH CAPITAL MARKETS BOARD REGULATIONS
13 AUTHORISING THE SHAREHOLDERS HOLDING MANAGEMENT Mgmt Against Against
CAPACITY, THE MEMBERS OF THE BOARD OF DIRECTORS, TOP
MANAGERS AND THEIR SPOUSES AND RELATIVES BY BLOOD AND
MARRIAGE UP TO THE SECOND DEGREE WITHIN THE FRAMEWORK
OF THE ARTICLES 395TH AND 396TH OF TURKISH COMMERCIAL
CODE AND INFORMING SHAREHOLDERS ABOUT TRANSACTIONS
PERFORMED WITHIN THE SCOPE DURING 2018 AS PER THE
CORPORATE GOVERNANCE COMMUNIQUE OF CAPITAL MARKETS
BOARD
14 WISHES AND OPINIONS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BAJAJ ELECTRICALS LTD Agenda Number: 710456218
--------------------------------------------------------------------------------------------------------------------------
Security: Y05477164 Meeting Type: CRT
Ticker: Meeting Date: 21-Feb-2019
ISIN: INE193E01025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 RESOLUTION FOR APPROVAL OF THE SCHEME OF ARRANGEMENT Mgmt For For
BETWEEN HIND LAMPS LIMITED AND BAJAJ ELECTRICALS
LIMITED AND THEIR RESPECTIVE SHAREHOLDERS AND
CREDITORS UNDER SECTIONS 230-232 AND OTHER APPLICABLE
PROVISIONS OF THE COMPANIES ACT, 2013
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED TO VOTE 'IN Non-Voting
FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS
NOT A VOTING OPTION ON THIS MEETING
--------------------------------------------------------------------------------------------------------------------------
BAJAJ ELECTRICALS LTD Agenda Number: 710581819
--------------------------------------------------------------------------------------------------------------------------
Security: Y05477164 Meeting Type: OTH
Ticker: Meeting Date: 26-Mar-2019
ISIN: INE193E01025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT BEING HELD FOR
THIS COMPANY. THEREFORE, MEETING ATTENDANCE REQUESTS
ARE NOT VALID FOR THIS MEETING. IF YOU WISH TO VOTE,
YOU MUST RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. PLEASE ALSO NOTE THAT ABSTAIN IS NOT A
VALID VOTE OPTION AT POSTAL BALLOT MEETINGS. THANK YOU
1 RE-APPOINTMENT OF SHRI HARSH VARDHAN GOENKA AS AN Mgmt For For
INDEPENDENT DIRECTOR
2 RE-APPOINTMENT OF DR. (SMT.) INDU SHAHANI AS AN Mgmt For For
INDEPENDENT DIRECTOR
3 RE-APPOINTMENT OF DR. RAJENDRA PRASAD SINGH AS AN Mgmt For For
INDEPENDENT DIRECTOR
4 APPROVAL FOR GIVING LOAN OR GUARANTEE OR PROVIDING Mgmt For For
SECURITY IN CONNECTION WITH LOAN AVAILED BY ANY OF
COMPANY'S SUBSIDIARY OR OTHER PERSON SPECIFIED UNDER
SECTION 185 OF THE COMPANIES ACT, 2013
--------------------------------------------------------------------------------------------------------------------------
CHAILEASE HOLDING COMPANY LIMITED Agenda Number: 711025812
--------------------------------------------------------------------------------------------------------------------------
Security: G20288109 Meeting Type: AGM
Ticker: Meeting Date: 24-May-2019
ISIN: KYG202881093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ACCEPT 2018 BUSINESS REPORT AND FINANCIAL Mgmt For For
STATEMENTS.
2 TO APPROVE THE PROPOSAL FOR DISTRIBUTION OF 2018 Mgmt For For
PROFITS. PROPOSED CASH DIVIDEND: TWD 4.2 PER SHARE.
PROPOSED STOCK DIVIDEND: TWD 0.3 PER SHARE.
3 ISSUANCE OF NEW SHARES VIA CAPITALIZATION OF RETAINED Mgmt For For
EARNINGS.
4 AMENDMENT TO THE PROCESSING PROCEDURES FOR THE Mgmt For For
ACQUISITION AND DISPOSAL OF ASSETS.
5 AMENDMENT TO THE OPERATIONAL PROCEDURES FOR LOANING Mgmt For For
FUNDS TO OTHERS.
6 AMENDMENT TO THE OPERATIONAL PROCEDURES FOR Mgmt For For
ENDORSEMENTS/GUARANTEES FOR OTHERS.
7 AMENDMENT TO THE PROCEDURES FOR ENGAGING IN Mgmt For For
DERIVATIVES TRADING.
8 AMENDMENT TO THE MEMORANDUM N ARTICLES OF ASSOCIATION. Mgmt For For
9 AMENDMENT TO THE RULES AND PROCEDURES OF SHAREHOLDERS' Mgmt For For
MEETING.
10 PROPOSAL OF RELEASING THE NON-COMPETITION RESTRICTIONS Mgmt For For
ON DIRECTORS-MS. HSIU TZE CHENG
11 PROPOSAL OF RELEASING THE NON-COMPETITION RESTRICTIONS Mgmt For For
ON DIRECTORS-MR. KING WAI ALFRED WONG
12 PROPOSAL OF RELEASING THE NON-COMPETITION RESTRICTIONS Mgmt For For
ON DIRECTORS-MR. CHIH YANG CHEN
13 PROPOSAL OF RELEASING THE NON-COMPETITION RESTRICTIONS Mgmt For For
ON DIRECTORS-MR. STEVEN JEREMY GOODMAN
--------------------------------------------------------------------------------------------------------------------------
COM2US CORPORATION Agenda Number: 710675147
--------------------------------------------------------------------------------------------------------------------------
Security: Y1695S109 Meeting Type: AGM
Ticker: Meeting Date: 22-Mar-2019
ISIN: KR7078340007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF INSIDE DIRECTOR: SONG BYEONG JUN Mgmt Against Against
3.2 ELECTION OF OUTSIDE DIRECTOR: BAK IN HYEOK Mgmt For For
4 ELECTION OF AUDITOR: GIL GI CHEOL Mgmt For For
5 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt Against Against
6 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DOUZONE BIZON CO.LTD Agenda Number: 710589500
--------------------------------------------------------------------------------------------------------------------------
Security: Y2197R102 Meeting Type: AGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: KR7012510004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt Against Against
3 ELECTION OF INSIDE DIRECTOR: GIM JONG IL Mgmt For For
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt Against Against
5 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
FILA KOREA CO LTD, SEOUL Agenda Number: 710589485
--------------------------------------------------------------------------------------------------------------------------
Security: Y2484W103 Meeting Type: AGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: KR7081660003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 ELECTION OF INSIDE DIRECTOR: YUN GEUN CHANG Mgmt For For
3 ELECTION OF OUTSIDE DIRECTOR: GIM SEOK Mgmt For For
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt Against Against
5 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
HEG LTD Agenda Number: 710387831
--------------------------------------------------------------------------------------------------------------------------
Security: Y3119F119 Meeting Type: OTH
Ticker: Meeting Date: 27-Jan-2019
ISIN: INE545A01016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT BEING HELD FOR
THIS COMPANY. THEREFORE, MEETING ATTENDANCE REQUESTS
ARE NOT VALID FOR THIS MEETING. IF YOU WISH TO VOTE,
YOU MUST RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. PLEASE ALSO NOTE THAT ABSTAIN IS NOT A
VALID VOTE OPTION AT POSTAL BALLOT MEETINGS. THANK YOU
1 APPROVAL FOR BUY-BACK OF EQUITY SHARES OF THE COMPANY Mgmt For For
2 APPROVAL FOR INVESTMENTS/LOANS/GUARANTEES/SECURITIES Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
HYUNDAIMARINE&FIREINSURANCECO. LTD., SEOUL Agenda Number: 710596745
--------------------------------------------------------------------------------------------------------------------------
Security: Y3842K104 Meeting Type: AGM
Ticker: Meeting Date: 22-Mar-2019
ISIN: KR7001450006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF INSIDE DIRECTOR: JEONG MONG YUN Mgmt For For
3.2 ELECTION OF INSIDE DIRECTOR: I CHEOL YEONG Mgmt For For
3.3 ELECTION OF INSIDE DIRECTOR: BAK CHAN JONG Mgmt Against Against
3.4 ELECTION OF OUTSIDE DIRECTOR: JIN YOUNG HO Mgmt For For
4 ELECTION OF OUTSIDE DIRECTOR WHO IS AN AUDIT COMMITTEE Mgmt For For
MEMBER: KIM TAE JIN
5 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
IRB BRASIL RESSEGUROS SA Agenda Number: 710544378
--------------------------------------------------------------------------------------------------------------------------
Security: P5876C106 Meeting Type: EGM
Ticker: Meeting Date: 14-Mar-2019
ISIN: BRIRBRACNOR4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 TO SET THE LIMIT OF THE ANNUAL GLOBAL COMPENSATION OF Mgmt For For
THE MANAGEMENT OF THE COMPANY, INCLUDING THE OFFICERS,
DIRECTORS AND MEMBERS OF THE FISCAL COUNCIL, FOR THE
PERIOD RANGING FROM APRIL 2019 TO MARCH 2020
2 TO RESOLVE ON LONG TERM INCENTIVE PROGRAM WITH LOCKED Mgmt For For
SHARES FOR STATUTORY OFFICERS OF IRB BRASIL RE
CMMT 13 FEB 2019: PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT ALLOWED.
ONLY VOTES IN FAVOR AND/OR ABSTAIN OR AGAINST AND/ OR
ABSTAIN ARE ALLOWED. THANK YOU
CMMT 13 FEB 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
IRB BRASIL RESSEGUROS SA Agenda Number: 710595882
--------------------------------------------------------------------------------------------------------------------------
Security: P5876C106 Meeting Type: AGM
Ticker: Meeting Date: 14-Mar-2019
ISIN: BRIRBRACNOR4
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 TO RECEIVE, DISCUSS AND VOTE THE AUDITED FINANCIAL Mgmt For For
STATEMENTS OF THE FISCAL YEAR ENDED ON DECEMBER 31,
2018, THAT INCLUDE THE MANAGEMENT REPORT, THE
INDEPENDENT AUDITORS OPINION AS WELL AS THE OPINION
FROM THE AUDITING COMMITTEE, THE FISCAL COUNCIL AND
THE BOARD OF DIRECTORS OF THE COMPANY
2 TO DECIDE ON THE PROPOSAL FOR THE ALLOCATION OF THE Mgmt For For
NET INCOME FOR THE FISCAL YEAR ENDED DECEMBER 31,
2018, INCLUDING THE PROPOSAL FOR RETAINING PART OF THE
NET INCOME BASED ON CAPITAL BUDGET AND FOR THE
DISTRIBUTION OF DIVIDENDS TO THE SHAREHOLDERS OF THE
COMPANY
CMMT PLEASE NOTE THAT THE SHAREHOLDERS THAT VOTE IN FAVOR Non-Voting
IN RESOLUTION 3 CAN NOT VOTE IN FAVOR FOR THE
CANDIDATE APPOINTED BY MINORITY COMMON SHARES I.E. ON
RESOLUTION 10. THANK YOU
3 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For
PROPOSAL: ELECTION OF MEMBERS OF THE BOARD OF
DIRECTORS PER SLATE. INDICATION OF ALL MEMBERS TO
COMPOSE THE SLATE. OTAVIO LADEIRA DE MEDEIROS,
PRINCIPAL. CHARLES CARVALHO GUEDES, SUBSTITUTE. PEDRO
DUARTE GUIMARAES, PRINCIPAL. LUIZA DAMASIO RIBEIRO DO
ROSARIO, SUBSTITUTE. ALEXSANDRO BROEDEL LOPES,
PRINCIPAL. OSVALDO DO NASCIMENTO SUBSTITUTE. VINICIUS
JOSE DE ALMEIDA ALBERNAZ, PRINCIPAL. IVAN LUIZ GONTIJO
JUNIOR, SUBSTITUTE. WERNER ROMERA SUFFERT, PRINCIPAL.
RAFAEL AUGUSTO SPERENDIO, SUBSTITUTE. MARCOS BASTOS
ROCHA, PRINCIPAL. JOSE OCTAVIO VIANELLO DE MELLO,
SUBSTITUTE. ROBERTO DAGNONI, PRINCIPAL. MARCO ANTONIO
ROSADO FRANCA, SUBSTITUTE. MARIA ELENA BIDINO,
PRINCIPAL. SHAREHOLDERS THAT VOTE IN FAVOR IN THIS
ITEM CAN NOT VOTE IN FAVOR FOR THE CANDIDATE APPOINTED
BY MINORITY COMMON SHARES
4 IN THE EVENT THAT ONE OF THE CANDIDATES WHO IS ON THE Mgmt Against Against
SLATE CHOSEN CEASES TO BE PART OF THAT SLATE, CAN THE
VOTES CORRESPONDING TO YOUR SHARES CONTINUE TO BE
CONFERRED ON THE CHOSEN SLATE
CMMT FOR THE PROPOSAL 5 REGARDING THE ADOPTION OF Non-Voting
CUMULATIVE VOTING, PLEASE BE ADVISED THAT YOU CAN ONLY
VOTE FOR OR ABSTAIN. AN AGAINST VOTE ON THIS PROPOSAL
REQUIRES PERCENTAGES TO BE ALLOCATED AMONGST THE
DIRECTORS IN PROPOSAL 6.1 TO 6.8. IN THIS CASE PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE IN ORDER TO
ALLOCATE PERCENTAGES AMONGST THE DIRECTORS
5 IN THE EVENT OF THE ADOPTION OF THE CUMULATIVE VOTING Mgmt Abstain Against
PROCESS, SHOULD THE VOTES CORRESPONDING TO YOUR SHARES
BE DISTRIBUTED IN EQUAL PERCENTAGES ACROSS THE MEMBERS
OF THE SLATE THAT YOU HAVE CHOSEN. PLEASE NOTE THAT IF
INVESTOR CHOOSES FOR, THE PERCENTAGES DO NOT NEED TO
BE PROVIDED, IF INVESTOR CHOOSES AGAINST, IT IS
MANDATORY TO INFORM THE PERCENTAGES ACCORDING TO WHICH
THE VOTES SHOULD BE DISTRIBUTED, OTHERWISE THE ENTIRE
VOTE WILL BE REJECTED DUE TO LACK OF INFORMATION, IF
INVESTOR CHOOSES ABSTEIN, THE PERCENTAGES DO NOT NEED
TO BE PROVIDED, HOWEVER IN CASE CUMULATIVE VOTING IS
ADOPTED THE INVESTOR WILL NOT PARTICIPATE ON THIS
MATTER OF THE MEETING
6.1 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. OTAVIO LADEIRA DE MEDEIROS, PRINCIPAL.
CHARLES CARVALHO GUEDES, SUBSTITUTE
6.2 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. PEDRO DUARTE GUIMARAES, PRINCIPAL. LUIZA
DAMASIO RIBEIRO DO ROSARIO, SUBSTITUTE
6.3 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. ALEXSANDRO BROEDEL LOPES, PRINCIPAL.
OSVALDO DO NASCIMENTO SUBSTITUTE
6.4 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. VINICIUS JOSE DE ALMEIDA ALBERNAZ,
PRINCIPAL. IVAN LUIZ GONTIJO JUNIOR, SUBSTITUTE
6.5 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. WERNER ROMERA SUFFERT, PRINCIPAL. RAFAEL
AUGUSTO SPERENDIO, SUBSTITUTE
6.6 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. MARCOS BASTOS ROCHA, PRINCIPAL. JOSE
OCTAVIO VIANELLO DE MELLO, SUBSTITUTE
6.7 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. ROBERTO DAGNONI, PRINCIPAL. MARCO ANTONIO
ROSADO FRANCA, SUBSTITUTE
6.8 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. MARIA ELENA BIDINO, PRINCIPAL
CMMT PLEASE NOTE THAT THE SHAREHOLDERS THAT VOTE IN FAVOR Non-Voting
ON RESOLUTION 7 CAN NOT VOTE IN FAVOR FOR THE
CANDIDATE APPOINTED BY MINORITY COMMON SHARES I.E. ON
RESOLUTION 11. THANK YOU
7 ELECTION OF A MEMBER OF THE FISCAL COUNCIL. INDICATION Shr Abstain
OF EACH SLATE OF CANDIDATES AND OF ALL THE NAMES THAT
ARE ON IT. PEDRO BRAMONT, PRINCIPAL. PEDRO KIEFER
BRAGA, SUBSTITUTE. LISCIO FABIO DE BRASIL CAMARGO,
PRINCIPAL. PAULA BICUDO DE CASTRO MAGALHAES,
SUBSTITUTE. REGINALDO JOSE CAMILO, PRINCIPAL. RODRIGO
ANDRADE DE MORAIS, SUBSTITUTE. SHAREHOLDERS THAT VOTE
IN FAVOR IN THIS ITEM CAN NOT VOTE IN FAVOR FOR THE
CANDIDATE APPOINTED BY MINORITY COMMON SHARES
8 IF ONE OF THE CANDIDATES WHO IS PART OF THE SLATE Mgmt Abstain Against
CEASES TO BE PART OF IT IN ORDER TO ACCOMMODATE THE
SEPARATE ELECTION THAT IS DEALT WITH IN ARTICLE 161, 4
AND ARTICLE 240 OF LAW 6,404 OF 1976, CAN THE VOTES
CORRESPONDING TO YOUR SHARES CONTINUE TO BE CONFERRED
ON THE CHOSEN SLATE
9 DO YOU WISH TO REQUEST THE ADOPTION OF THE CUMULATIVE Mgmt Abstain Against
VOTING PROCESS FOR THE ELECTION OF THE BOARD OF
DIRECTORS, UNDER THE TERMS OF ARTICLE 141 OF LAW 6,404
OF 1976
CMMT PLEASE NOTE THAT THE SHAREHOLDERS THAT VOTE IN FAVOR Non-Voting
ON RESOLUTION 10 CAN NOT VOTE IN FAVOR FOR THE
CANDIDATES APPOINTED BY CONTROLLER SHAREHOLDERS I.E.
ON RESOLUTION 3. THANK YOU
10 SEPARATE ELECTION OF A MEMBER OF THE BOARD OF Shr No vote
DIRECTORS BY MINORITY SHAREHOLDERS WHO HOLD SHARES
WITH VOTING RIGHTS. SHAREHOLDERS THAT VOTE IN FAVOR IN
THIS ITEM CAN NOT VOTE IN FAVOR FOR THE CANDIDATES
APPOINTED BY CONTROLLER SHAREHOLDERS
CMMT 01 MAR 2019: PLEASE NOTE THAT THE SHAREHOLDERS THAT Non-Voting
VOTE IN FAVOR ON RESOLUTION 11 CAN NOT VOTE IN FAVOR
FOR THE CANDIDATES APPOINTED BY CONTROLLER
SHAREHOLDERS I.E. ON RESOLUTION 7. THANK YOU
11 PLEASE NOTE THAT THIS RESOLUTION IS A SHAREHOLDER Shr For
PROPOSAL: SEPARATE ELECTION OF A MEMBER OF THE FISCAL
COUNCIL BY MINORITY SHAREHOLDERS HOLDING SHARES OF
VOTING RIGHTS. THE SHAREHOLDER MUST COMPLETE THIS
FIELD SHOULD HE HAVE LEFT THE GENERAL ELECTION FIELD
BLANK. GABRIELA SOARES PEDERCINI, PRINCIPAL. ALEXANDRE
PEDERCINI ISSA, SUBSTITUTE. SHAREHOLDERS THAT VOTE IN
FAVOR IN THIS ITEM CAN NOT VOTE IN FAVOR FOR THE
CANDIDATES APPOINTED BY CONTROLLER SHAREHOLDERS
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
164889 DUE TO RECEIPT OF ADDITIONAL NAMES UNDER
RESOLUTION 7 AND RESOLUTION 11. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE
DEADLINE EXTENSIONS ARE GRANTED. THEREFORE PLEASE
REINSTRUCT ON THIS MEETING NOTICE ON THE NEW JOB. IF
HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN
THE MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE
INTENTIONS ON THE ORIGINAL MEETING WILL BE APPLICABLE.
PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF ON
THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS
NEW AMENDED MEETING. THANK YOU.
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND 'AGAINST' IN THE Non-Voting
SAME AGENDA ITEM ARE NOT ALLOWED. ONLY VOTES IN FAVOR
AND/OR ABSTAIN OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
CMMT 01 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO MODIFICATION OF THE TEXT IN COMMENT. IF YOU HAVE
ALREADY SENT IN YOUR VOTES FOR MID: 172019 PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
KGINICIS CO LTD, SEONGNAM Agenda Number: 710672507
--------------------------------------------------------------------------------------------------------------------------
Security: Y4083K100 Meeting Type: AGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: KR7035600006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF INSIDE DIRECTOR: GWAK JEONG HYEON Mgmt Against Against
3.2 ELECTION OF INSIDE DIRECTOR: YU SEUNG YONG Mgmt Against Against
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
5 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KIWOOM SECURITIES CO LTD, SEOUL Agenda Number: 710687027
--------------------------------------------------------------------------------------------------------------------------
Security: Y4801C109 Meeting Type: AGM
Ticker: Meeting Date: 26-Mar-2019
ISIN: KR7039490008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt For For
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF INSIDE DIRECTOR: YUN SU YEONG Mgmt For For
3.2 ELECTION OF OUTSIDE DIRECTOR: GIM JAE CHEOL Mgmt For For
3.3 ELECTION OF OUTSIDE DIRECTOR: GIM DAE SIK Mgmt For For
4 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS AN OUTSIDE Mgmt For For
DIRECTOR: GIM DAE SIK
5 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
KOH YOUNG TECHNOLOGY INC, SEOUL Agenda Number: 710542336
--------------------------------------------------------------------------------------------------------------------------
Security: Y4810R105 Meeting Type: AGM
Ticker: Meeting Date: 14-Mar-2019
ISIN: KR7098460009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENT Mgmt Against Against
2 APPROVAL OF PARTIAL AMENDMENT TO ARTICLES OF Mgmt Against Against
INCORPORATION
3.1 ELECTION OF INSIDE DIRECTOR: JUNG JAE CHEOL Mgmt Against Against
3.2 ELECTION OF INSIDE DIRECTOR: JEON JUNG YEOL Mgmt Against Against
3.3 ELECTION OF OUTSIDE DIRECTOR: KIM YOUNG SOO Mgmt For For
4 ELECTION OF EXECUTIVE AUDITOR: LEE JONG KI Mgmt For For
5 APPROVAL OF LIMIT OF REMUNERATION FOR DIRECTORS Mgmt Against Against
6 APPROVAL OF LIMIT OF REMUNERATION FOR AUDITORS Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
KOREA PETRO CHEMICAL IND CO.LTD, SEOUL Agenda Number: 710552666
--------------------------------------------------------------------------------------------------------------------------
Security: Y4S99J105 Meeting Type: AGM
Ticker: Meeting Date: 15-Mar-2019
ISIN: KR7006650006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ELECTION OF INSIDE DIRECTOR: I SUN GYU Mgmt For For
2 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
3 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt Against Against
4 AMENDMENT OF ARTICLES ON RETIREMENT ALLOWANCE FOR Mgmt For For
DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
KRUNGTHAI CARD PUBLIC COMPANY LTD Agenda Number: 710551210
--------------------------------------------------------------------------------------------------------------------------
Security: Y498B4116 Meeting Type: AGM
Ticker: Meeting Date: 05-Apr-2019
ISIN: TH0689010Z18
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IN THE SITUATION WHERE THE CHAIRMAN OF THE MEETING Non-Voting
SUDDENLY CHANGE THE AGENDA AND/OR ADD NEW AGENDA
DURING THE MEETING, WE WILL VOTE THAT AGENDA AS
ABSTAIN
1 TO ACKNOWLEDGE THE RESULTS OF OPERATIONS OF THE Mgmt For For
COMPANY FOR THE YEAR 2018
2 TO CONSIDER AND APPROVE THE STATEMENT OF FINANCIAL Mgmt For For
POSITION AND STATEMENT OF COMPREHENSIVE INCOME (THE
BALANCE SHEET AND PROFIT AND LOSS STATEMENTS) OF THE
COMPANY FOR THE FISCAL YEAR ENDED 31 DECEMBER 2018 AND
ACKNOWLEDGE THE REPORT OF THE AUDITOR
3 TO CONSIDER AND APPROVE THE DIVIDEND PAYMENT OF THE Mgmt For For
YEAR 2018 AND TO CONSIDER THE APPROPRIATION OF PROFIT
AS LEGAL RESERVE
4.A TO CONSIDER AND ELECT MR. RATHIAN SRIMONGKOL AS Mgmt Against Against
DIRECTOR
4.B TO CONSIDER AND ELECT MRS. PRARALEE RATANAPRASARTPORN Mgmt Against Against
AS NEW DIRECTOR
4.C TO CONSIDER AND ELECT MR. KOSOL CHAMCHUEN AS NEW Mgmt Against Against
DIRECTOR
5 TO CONSIDER AND APPROVE THE PAYMENT OF THE DIRECTORS' Mgmt Against Against
REMUNERATION
6 TO CONSIDER AND APPROVE THE APPOINTMENT OF THE Mgmt For For
COMPANY'S AUDITORS AND DETERMINATION OF AUDIT FEE FOR
THE YEAR 2019: DELOITTE TOUCHE TOHMATSU JAIYOS AUDIT
CO., LTD
7 OTHER BUSINESS (IF ANY) Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
MEDY-TOX INC Agenda Number: 710679107
--------------------------------------------------------------------------------------------------------------------------
Security: Y59079106 Meeting Type: AGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: KR7086900008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3 ELECTION OF INSIDE DIRECTOR: YANG GI HYUK Mgmt Against Against
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt Against Against
5 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MODETOUR NETWORK INC, SEOUL Agenda Number: 710610747
--------------------------------------------------------------------------------------------------------------------------
Security: Y60818104 Meeting Type: AGM
Ticker: Meeting Date: 22-Mar-2019
ISIN: KR7080160005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 ELECTION OF INSIDE DIRECTOR: U JONG UNG Mgmt Against Against
3 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
4 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt For For
5.1 APPROVAL OF PARTIAL AMENDMENT TO ARTICLES OF Mgmt For For
INCORPORATION
5.2 AMENDMENT OF ARTICLES OF INCORP. ELECTRONIC SECURITIES Mgmt For For
5.3 AMENDMENT OF ARTICLES OF INCORP. CLARIFICATION OF Mgmt For For
TERMS
--------------------------------------------------------------------------------------------------------------------------
MRV ENGENHARIA E PARTICIPACOES SA Agenda Number: 710549520
--------------------------------------------------------------------------------------------------------------------------
Security: P6986W107 Meeting Type: EGM
Ticker: Meeting Date: 15-Mar-2019
ISIN: BRMRVEACNOR2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 TO DELIBERATE ON THE PROPOSED REVISION OF THE Mgmt For For
COMPANY'S ORGANIZATIONAL STRUCTURE AND THE CONSEQUENT
AMENDMENT OF THE BYLAWS ARTICLES THAT ARE RELATED TO
THE SUBJECT
2.1 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt For For
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE SINAI
WAISBERG.
2.2 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt Against Against
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE LEONARDO
GUIMARAES CORREA
2.3 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt For For
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE BETANIA
TANURE DE BARROS
2.4 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt For For
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE RUBENS MENIN
TEIXEIRA DE SOUZA
2.5 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt Against Against
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE MARCOS
ALBERTO CABALEIRO FERNANDEZ
2.6 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt For For
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE RAFAEL
NAZARETH MENIN TEIXEIRA DE SOUZA
2.7 ELECTION OF A MEMBER OF THE BOARD OF DIRECTORS, THE Mgmt For For
SHAREHOLDER CAN INDICATE AS MANY CANDIDATES AS THERE
ARE VACANCIES TO BE FILLED IN THE GENERAL ELECTION.
POSITIONS LIMIT TO BE COMPLETED, 07. NOTE ANTONIO
KANDIR
CMMT FOR THE PROPOSAL 3 REGARDING THE ADOPTION OF Non-Voting
CUMULATIVE VOTING, PLEASE BE ADVISED THAT YOU CAN ONLY
VOTE FOR OR ABSTAIN. AN AGAINST VOTE ON THIS PROPOSAL
REQUIRES PERCENTAGES TO BE ALLOCATED AMONGST THE
DIRECTORS IN PROPOSAL 4.1 TO 4.7. IN THIS CASE PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE IN ORDER TO
ALLOCATE PERCENTAGES AMONGST THE DIRECTORS
3 IN THE EVENT OF THE ADOPTION OF THE CUMULATIVE VOTING Mgmt Abstain Against
PROCESS, SHOULD THE VOTES CORRESPONDING TO YOUR SHARES
BE DISTRIBUTED IN EQUAL PERCENTAGES ACROSS THE MEMBERS
OF THE SLATE THAT YOU HAVE CHOSEN
4.1 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE SINAI WAISBERG
4.2 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE LEONARDO GUIMARAES CORREA
4.3 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE BETANIA TANURE DE BARROS
4.4 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE RUBENS MENIN TEIXEIRA DE SOUZA
4.5 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE MARCOS ALBERTO CABALEIRO FERNANDEZ
4.6 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE RAFAEL NAZARETH MENIN TEIXEIRA DE
SOUZA
4.7 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. NOTE ANTONIO KANDIR
5 TO SET THE GLOBAL REMUNERATION OF THE COMPANY Mgmt Against Against
DIRECTORS FOR THE FISCAL YEAR OF 2019
6 TO DELIBERATE ON THE REDUCTION OF THE NUMBER OF SEATS Mgmt For For
IN THE BOARD OF DIRECTORS FROM EIGHT TO SEVEN
7 TO DELIBERATE ON THE AMENDMENT OF ARTICLE 23 OF THE Mgmt For For
BYLAWS, IN ORDER TO ADAPT IT TO THE REQUIREMENTS OF
THE NOVO MERCADO REGULATION, REGARDING THE COMPOSITION
OF THE STATUTORY AUDIT COMMITTEE CAE
8 TO DELIBERATE ON THE AMENDMENT AND CONSOLIDATION OF Mgmt For For
THE COMPANY'S BYLAWS, AS A RESULT OF THE PROPOSED
CHANGES
9 TO DELIBERATE ON THE PROPOSAL TO MODIFY ITEM 10 OF Mgmt For For
COMPANY'S STOCK OPTION PLAN II, WITH THE ADDITION OF
THE HYPOTHESIS OF EXTINCTION OF THE LABOR CONTRACT BY
COMMON AGREEMENT AND THE RESPECTIVE RULE OF EXERCISE
OF THE OPTIONS ALREADY GRANTED
10 DO YOU AUTHORIZE THE PUBLICATION OF THE MINUTES OF THE Mgmt For For
GENERAL MEETING OMITTING THE SHAREHOLDERS NAME,
ACCORDING TO PARAGRAPH 2ND OF ARTICLE 130 FROM LAW N.
6,404, FROM 1976
CMMT 18 FEB 2019: PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT ALLOWED.
ONLY VOTES IN FAVOR AND/OR ABSTAIN OR AGAINST AND/ OR
ABSTAIN ARE ALLOWED. THANK YOU
CMMT 19 FEB 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT AND CHANGE IN NUMBERING. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE
AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
MUANGTHAI CAPITAL PUBLIC COMPANY LTD Agenda Number: 710593561
--------------------------------------------------------------------------------------------------------------------------
Security: Y613G3109 Meeting Type: AGM
Ticker: Meeting Date: 18-Apr-2019
ISIN: TH6068010Y10
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO CONSIDER AND CERTIFY THE MINUTE OF ANNUAL GENERAL Mgmt For For
MEETING OF SHAREHOLDERS 2018
2 TO CONSIDER AND APPROVE THE COMPANY'S OPERATIONS OF Mgmt For For
2018
3 TO CONSIDER AND APPROVE FINANCIAL STATEMENT FOR THE Mgmt For For
YEAR ENDED DECEMBER 31, 2018
4 TO CONSIDER AND APPROVE THE ALLOCATION OF PROFIT AND Mgmt For For
THE DIVIDEND PAYMENT FOR THE FISCAL YEAR OF 2018
5.1 TO CONSIDER AND APPROVE THE APPOINTMENT OF THE Mgmt For For
COMPANY'S DIRECTOR TO REPLACE THE DIRECTOR WHO IS
RETIRED BY ROTATION: ADM. APICHET PENGSRITONG
5.2 TO CONSIDER AND APPROVE THE APPOINTMENT OF THE Mgmt For For
COMPANY'S DIRECTOR TO REPLACE THE DIRECTOR WHO IS
RETIRED BY ROTATION: MR. CHUCHAT PETAUMPAI
5.3 TO CONSIDER AND APPROVE THE APPOINTMENT OF THE Mgmt For For
COMPANY'S DIRECTOR TO REPLACE THE DIRECTOR WHO IS
RETIRED BY ROTATION: MRS. DAONAPA PETAMPAI
6 TO CONSIDER AND APPROVE THE DIRECTORS' REMUNERATION Mgmt Against Against
FOR THE FISCAL YEAR OF 2019
7 TO CONSIDER AND APPROVE THE APPOINTMENT OF THE Mgmt For For
COMPANY'S AUDITORS AND FIXING THEIR REMUNERATION FOR
THE FISCAL YEAR OF 2019: EY OFFICE LIMITED
8 TO CONSIDER AND APPROVE THE ISSUANCE AND OFFERING THE Mgmt Against Against
DEBENTURES
9 TO CONSIDER APPOINTING A NEW DIRECTOR: SUKSIT PETAMPAI Mgmt For For
10 OTHERS (IF ANY) Mgmt Against Against
CMMT 27 FEB 2019: IN THE SITUATION WHERE THE CHAIRMAN OF Non-Voting
THE MEETING SUDDENLY CHANGE THE AGENDA AND/OR ADD NEW
AGENDA DURING THE MEETING, WE WILL VOTE THAT AGENDA AS
ABSTAIN.
CMMT 27 MAR 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT, MODIFICATION OF THE TEXT OF
RESOLUTION 7 AND RECEIPT OF DIRECTOR NAME FOR
RESOLUTION 9. IF YOU HAVE ALREADY SENT IN YOUR VOTES,
PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
NOTRE DAME INTERMEDICA PARTICIPACOES SA Agenda Number: 710601178
--------------------------------------------------------------------------------------------------------------------------
Security: P7S227106 Meeting Type: AGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: BRGNDIACNOR2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 ANALYSIS OF THE MANAGEMENT REPORT, THE MANAGERS Mgmt For For
ACCOUNTS, THE FINANCIAL STATEMENTS OF THE COMPANY AND
THE OPINION OF THE INDEPENDENT AUDITORS FOR THE FISCAL
YEAR ENDED DECEMBER 31, 2018
2 APPROVAL OF ALLOCATION OF THE RESULT OF FISCAL YEAR Mgmt For For
ENDED DECEMBER 31, 2018, INCLUDING DISTRIBUTION OF
DIVIDENDS
3 DO YOU WISH TO REQUEST THE ADOPTION OF THE CUMULATIVE Mgmt Abstain Against
VOTING PROCESS FOR THE ELECTION OF THE BOARD OF
DIRECTORS, UNDER THE TERMS OF ARTICLE 141 OF LAW 6,404
OF 1976
4 DO YOU WISH TO REQUEST THE SEPARATE ELECTION OF A Mgmt Abstain Against
MEMBER OF THE BOARD OF DIRECTORS, UNDER THE TERMS OF
ARTICLE 141, 4, I OF LAW 6,404 OF 1976
5 ELECTION OF MEMBERS OF THE BOARD OF DIRECTORS PER Mgmt Against Against
SLATE. INDICATION OF ALL MEMBERS TO COMPOSE THE SLATE:
CHRISTOPHER RILEY GORDON, PRINCIPAL. T. DEVIN O
REILLY, PRINCIPAL. WAYNE SCOTT DE VEYDT, PRINCIPAL.
MICHEL DAVID FREUND, PRINCIPAL. IRLAU MACHADO FILHO,
PRINCIPAL. LEONARDO PORCINCULA GOMES PEREIRA,
INDEPENDENT MEMBER. JOSE LUIZ TEIXEIRA ROSSI,
INDEPENDENT MEMBER
6 IN THE EVENT THAT ONE OF THE CANDIDATES WHO IS ON THE Mgmt Against Against
SLATE CHOSEN CEASES TO BE PART OF THAT SLATE, CAN THE
VOTES CORRESPONDING TO YOUR SHARES CONTINUE TO BE
CONFERRED ON THE CHOSEN SLATE
CMMT FOR THE PROPOSAL 7 REGARDING THE ADOPTION OF Non-Voting
CUMULATIVE VOTING, PLEASE BE ADVISED THAT YOU CAN ONLY
VOTE FOR OR ABSTAIN. AN AGAINST VOTE ON THIS PROPOSAL
REQUIRES PERCENTAGES TO BE ALLOCATED AMONGST THE
DIRECTORS IN PROPOSAL 8.1 TO 8.7. IN THIS CASE PLEASE
CONTACT YOUR CLIENT SERVICE REPRESENTATIVE IN ORDER TO
ALLOCATE PERCENTAGES AMONGST THE DIRECTORS
7 IN THE EVENT OF THE ADOPTION OF THE CUMULATIVE VOTING Mgmt Abstain Against
PROCESS, SHOULD THE VOTES CORRESPONDING TO YOUR SHARES
BE DISTRIBUTED IN EQUAL PERCENTAGES ACROSS THE MEMBERS
OF THE SLATE THAT YOU HAVE CHOSEN. PLEASE NOTE THAT IF
INVESTOR CHOOSES FOR, THE PERCENTAGES DO NOT NEED TO
BE PROVIDED, IF INVESTOR CHOOSES AGAINST, IT IS
MANDATORY TO INFORM THE PERCENTAGES ACCORDING TO WHICH
THE VOTES SHOULD BE DISTRIBUTED, OTHERWISE THE ENTIRE
VOTE WILL BE REJECTED DUE TO LACK OF INFORMATION, IF
INVESTOR CHOOSES ABSTAIN, THE PERCENTAGES DO NOT NEED
TO BE PROVIDED, HOWEVER IN CASE CUMULATIVE VOTING IS
ADOPTED THE INVESTOR WILL NOT PARTICIPATE ON THIS
MATTER OF THE MEETING
8.1 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. CHRISTOPHER RILEY GORDON, PRINCIPAL
8.2 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. T. DEVIN O REILLY, PRINCIPAL
8.3 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. WAYNE SCOTT DE VEYDT, PRINCIPAL
8.4 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. MICHEL DAVID FREUND, PRINCIPAL
8.5 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. IRLAU MACHADO FILHO, PRINCIPAL
8.6 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. LEONARDO PORCINCULA GOMES PEREIRA,
INDEPENDENT MEMBER
8.7 VISUALIZATION OF ALL THE CANDIDATES THAT COMPOSE THE Mgmt Abstain Against
SLATE TO INDICATE THE PERCENTAGE OF THE VOTES TO BE
ATTRIBUTED. JOSE LUIZ TEIXEIRA ROSSI, INDEPENDENT
MEMBER
9 APPROVAL OF THE GLOBAL REMUNERATION OF THE COMPANY'S Mgmt Against Against
MANAGERS FOR FISCAL YEAR 2019
10 DO YOU WISH TO REQUEST THE INSTATEMENT OF THE FISCAL Mgmt Abstain Against
COUNCIL, UNDER THE TERMS OF ARTICLE 161 OF LAW 6,404
OF 1976
11 IN THE EVENTUALITY OF A SECOND CALL OF THIS MEETING, Mgmt Against Against
THE VOTING INSTRUCTIONS IN THIS VOTING LIST MAY ALSO
BE CONSIDERED VALID FOR THE PURPOSES OF HOLDING THE
MEETING ON SECOND CALL
CMMT PLEASE NOTE THAT VOTES 'IN FAVOR' AND 'AGAINST' IN THE Non-Voting
SAME AGENDA ITEM ARE NOT ALLOWED. ONLY VOTES IN FAVOR
AND/OR ABSTAIN OR AGAINST AND/ OR ABSTAIN ARE ALLOWED.
THANK YOU
--------------------------------------------------------------------------------------------------------------------------
NOTRE DAME INTERMEDICA PARTICIPACOES SA Agenda Number: 710594222
--------------------------------------------------------------------------------------------------------------------------
Security: P7S227106 Meeting Type: EGM
Ticker: Meeting Date: 28-Mar-2019
ISIN: BRGNDIACNOR2
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A BENEFICIAL Non-Voting
OWNER SIGNED POWER OF ATTORNEY (POA) IS REQUIRED IN
ORDER TO LODGE AND EXECUTE YOUR VOTING INSTRUCTIONS IN
THIS MARKET. ABSENCE OF A POA, MAY CAUSE YOUR
INSTRUCTIONS TO BE REJECTED. IF YOU HAVE ANY
QUESTIONS, PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE
1 RATIFICATION OF ELECTION OF THE INDEPENDENT MEMBER OF Mgmt For For
THE BOARD OF DIRECTORS
2 APPROVAL OF THE COMPANY'S THIRD STOCK OPTION PLAN Mgmt For For
3 AMENDMENT TO THE CAPUT OF ARTICLE 5, CAPUT OF ARTICLE Mgmt Against Against
6 AND PARAGRAPH 5 OF ARTICLE 15 OF THE COMPANY'S
BYLAWS, AND CONSOLIDATION THEREOF
4 IN THE EVENTUALITY OF A SECOND CALL OF THIS MEETING, Mgmt For For
THE VOTING INSTRUCTIONS IN THIS VOTING LIST MAY ALSO
BE CONSIDERED VALID FOR THE PURPOSES OF HOLDING THE
MEETING ON SECOND CALL
CMMT 28 FEB 2019: PLEASE NOTE THAT VOTES 'IN FAVOR' AND Non-Voting
'AGAINST' IN THE SAME AGENDA ITEM ARE NOT ALLOWED.
ONLY VOTES IN FAVOR AND/OR ABSTAIN OR AGAINST AND/ OR
ABSTAIN ARE ALLOWED. THANK YOU
CMMT 28 FEB 2019: PLEASE NOTE THAT THIS IS A REVISION DUE Non-Voting
TO ADDITION OF COMMENT. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE
TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU
--------------------------------------------------------------------------------------------------------------------------
ORION CORP. Agenda Number: 710710713
--------------------------------------------------------------------------------------------------------------------------
Security: Y6S90M128 Meeting Type: AGM
Ticker: Meeting Date: 29-Mar-2019
ISIN: KR7271560005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2.1 ELECTION OF OUTSIDE DIRECTOR: GIM EUN HO Mgmt Against Against
2.2 ELECTION OF OUTSIDE DIRECTOR: GIM HONG IL Mgmt For For
3.1 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS AN OUTSIDE Mgmt Against Against
DIRECTOR: GIM EUN HO
3.2 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS AN OUTSIDE Mgmt For For
DIRECTOR: GIM HONG IL
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
5 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
PHILLIPS CARBON BLACK LIMITED Agenda Number: 710495626
--------------------------------------------------------------------------------------------------------------------------
Security: Y6971C140 Meeting Type: OTH
Ticker: Meeting Date: 08-Mar-2019
ISIN: INE602A01023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS A POSTAL MEETING Non-Voting
ANNOUNCEMENT. A PHYSICAL MEETING IS NOT BEING HELD FOR
THIS COMPANY. THEREFORE, MEETING ATTENDANCE REQUESTS
ARE NOT VALID FOR THIS MEETING. IF YOU WISH TO VOTE,
YOU MUST RETURN YOUR INSTRUCTIONS BY THE INDICATED
CUTOFF DATE. PLEASE ALSO NOTE THAT ABSTAIN IS NOT A
VALID VOTE OPTION AT POSTAL BALLOT MEETINGS. THANK YOU
1 RE-APPOINTMENT OF MR. O P MALHOTRA AS AN INDEPENDENT Mgmt Against Against
DIRECTOR OF THE COMPANY
2 RE-APPOINTMENT OF MR. K S B SANYAL AS AN INDEPENDENT Mgmt Against Against
DIRECTOR OF THE COMPANY
3 RE-APPOINTMENT OF MR. PARAS KUMAR CHOWDHARY AS AN Mgmt Against Against
INDEPENDENT DIRECTOR OF THE COMPANY
4 RE-APPOINTMENT OF MR. PRADIP ROY AS AN INDEPENDENT Mgmt For For
DIRECTOR OF THE COMPANY
5 MEDICAL EXPENSES FOR THE CHAIRMAN AND HIS SPOUSE: MR. Mgmt Against Against
SANJIV GOENKA (DIN 00074796)
6 PAYMENT OF COMMISSION TO THE NON- EXECUTIVE DIRECTORS Mgmt Against Against
OF THE COMPANY
7 RE-APPOINTMENT OF MR. KAUSHIK ROY AS THE MANAGING Mgmt For For
DIRECTOR OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
PT WIJAYA KARYA (PERSERO) TBK Agenda Number: 710609744
--------------------------------------------------------------------------------------------------------------------------
Security: Y7148V102 Meeting Type: EGM
Ticker: Meeting Date: 25-Mar-2019
ISIN: ID1000107600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF THE CHANGES OF THE COMPANY'S MANAGEMENT Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
SAPPI LTD Agenda Number: 710339171
--------------------------------------------------------------------------------------------------------------------------
Security: S73544108 Meeting Type: AGM
Ticker: Meeting Date: 06-Feb-2019
ISIN: ZAE000006284
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O.1 RECEIPT AND ACCEPTANCE OF 2018 GROUP ANNUAL FINANCIAL Mgmt For For
STATEMENTS, INCLUDING DIRECTORS' REPORT, AUDITORS'
REPORT AND AUDIT AND RISK COMMITTEE REPORT
O.2 APPROVAL AND CONFIRMATION OF APPOINTMENT OF MRS ZN Mgmt For For
MALINGA AS A DIRECTOR OF SAPPI
O.3.1 RE-ELECTION OF MR SR BINNIE AS A DIRECTOR RETIRING BY Mgmt For For
ROTATION IN TERMS OF SAPPI'S MEMORANDUM OF
INCORPORATION
O.3.2 RE-ELECTION OF MR RJAM RENDERS AS A DIRECTOR RETIRING Mgmt For For
BY ROTATION IN TERMS OF SAPPI'S MEMORANDUM OF
INCORPORATION
O.3.3 RE-ELECTION OF MRS KR OSAR AS A DIRECTOR RETIRING BY Mgmt For For
ROTATION IN TERMS OF SAPPI'S MEMORANDUM OF
INCORPORATION
O.4.1 ELECTION OF MR NP MAGEZA AS MEMBER AND CHAIRMAN OF THE Mgmt For For
AUDIT AND RISK COMMITTEE
O.4.2 ELECTION OF MR MA FALLON AS A MEMBER OF THE AUDIT AND Mgmt For For
RISK COMMITTEE
O.4.3 ELECTION OF MRS ZN MALINGA AS A MEMBER OF THE AUDIT Mgmt For For
AND RISK COMMITTEE
O.4.4 ELECTION OF MRS KR OSAR AS A MEMBER OF THE AUDIT AND Mgmt For For
RISK COMMITTEE
O.4.5 ELECTION OF MR RJAM RENDERS AS A MEMBER OF THE AUDIT Mgmt For For
AND RISK COMMITTEE
O.5 RE-APPOINTMENT OF KPMG INC. AS AUDITORS OF SAPPI FOR Mgmt For For
THE YEAR ENDING SEPTEMBER 2019 AND UNTIL THE NEXT
ANNUAL GENERAL MEETING OF SAPPI
O.6.1 THE PLACING OF ALL ORDINARY SHARES REQUIRED FOR THE Mgmt For For
PURPOSE OF CARRYING OUT THE TERMS OF THE SAPPI LIMITED
PERFORMANCE SHARE INCENTIVE PLAN (THE PLAN) UNDER THE
CONTROL OF THE DIRECTORS TO ALLOT AND ISSUE IN TERMS
OF THE PLAN
O.6.2 THE AUTHORITY FOR ANY SUBSIDIARY OF SAPPI TO SELL AND Mgmt For For
TO TRANSFER TO THE SAPPI LIMITED SHARE INCENTIVE
SCHEME AND THE SAPPI LIMITED PERFORMANCE SHARE
INCENTIVE PLAN (COLLECTIVELY THE SCHEMES) SUCH SHARES
AS MAY BE REQUIRED FOR THE PURPOSES OF THE SCHEMES
NB.7 NON-BINDING ENDORSEMENT OF REMUNERATION POLICY Mgmt For For
NB.8 NON-BINDING ENDORSEMENT OF REMUNERATION IMPLEMENTATION Mgmt For For
REPORT
S.1 INCREASE IN NON-EXECUTIVE DIRECTORS' FEES Mgmt For For
S.2 AUTHORITY FOR LOANS OR OTHER FINANCIAL ASSISTANCE TO Mgmt For For
RELATED OR INTER-RELATED COMPANIES OR CORPORATIONS
O.9 AUTHORITY FOR DIRECTORS TO SIGN ALL DOCUMENTS AND DO Mgmt For For
ALL SUCH THINGS NECESSARY TO IMPLEMENT THE ABOVE
RESOLUTIONS
--------------------------------------------------------------------------------------------------------------------------
SHINSEGAE INTERNATIONAL CO., LTD. Agenda Number: 710588875
--------------------------------------------------------------------------------------------------------------------------
Security: Y7754C109 Meeting Type: AGM
Ticker: Meeting Date: 18-Mar-2019
ISIN: KR7031430002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF INSIDE DIRECTOR: O YONG JIN Mgmt Against Against
3.2 ELECTION OF OUTSIDE DIRECTOR: JEONG JIN YEONG Mgmt For For
3.3 ELECTION OF OUTSIDE DIRECTOR: GU HUI GWON Mgmt For For
3.4 ELECTION OF OUTSIDE DIRECTOR: GIM DONG HUN Mgmt For For
4.1 ELECTION OF AUDIT COMMITTEE MEMBER: JEONG JIN YEONG Mgmt For For
4.2 ELECTION OF AUDIT COMMITTEE MEMBER: GU HUI GWON Mgmt For For
4.3 ELECTION OF AUDIT COMMITTEE MEMBER: GIM DONG HUN Mgmt For For
5 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SILICON WORKS CO LTD, DAEJEON Agenda Number: 710596808
--------------------------------------------------------------------------------------------------------------------------
Security: Y7935F104 Meeting Type: AGM
Ticker: Meeting Date: 15-Mar-2019
ISIN: KR7108320003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3.1 ELECTION OF A NON-PERMANENT DIRECTOR: JEONG YEON CHAE Mgmt For For
3.2 ELECTION OF OUTSIDE DIRECTOR: WEE GYEONG WOO Mgmt For For
4 ELECTION OF AUDIT COMMITTEE MEMBER WHO IS AN OUTSIDE Mgmt For For
DIRECTOR: WEE GYEONG WOO
5 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
6 AMENDMENT OF ARTICLES ON RETIREMENT ALLOWANCE FOR Mgmt Against Against
DIRECTOR
--------------------------------------------------------------------------------------------------------------------------
SOULBRAIN CO LTD, SEONGNAM Agenda Number: 710582342
--------------------------------------------------------------------------------------------------------------------------
Security: Y8076W112 Meeting Type: AGM
Ticker: Meeting Date: 26-Mar-2019
ISIN: KR7036830008
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3 ELECTION OF AUDITOR: BAK DEOK HYEON Mgmt For For
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
5 APPROVAL OF REMUNERATION FOR AUDITOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TCI CO LTD Agenda Number: 710960988
--------------------------------------------------------------------------------------------------------------------------
Security: Y8T4HC102 Meeting Type: AGM
Ticker: Meeting Date: 16-May-2019
ISIN: TW0008436007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ADOPTION OF THE 2018 BUSINESS REPORT AND FINANCIAL Mgmt For For
STATEMENTS.
2 ADOPTION OF THE PROPOSAL FOR DISTRIBUTION OF 2018 Mgmt For For
PROFITS. PROPOSED CASH DIVIDEND: TWD7 PER SHARE.
3 PROPOSAL FOR THE 1ST NEW SHARE ISSUANCE OF RESTRICTED Mgmt For For
STOCK AWARDS IN 2019.
4 PROPOSAL FOR THE 2018 NEW SHARE ISSUE THROUGH Mgmt For For
CAPITALIZATION OF RETAINED EARNINGS TRANSFERRED TO
CAPITAL. PROPOSED STOCK DIVIDEND: TWD1.5 PER SHARE.
5 AMENDMENT TO THE OPERATIONAL PROCEDURES FOR Mgmt For For
ACQUISITION OR DISPOSAL OF ASSETS.
6 AMENDMENT TO THE RULES OF PROCEDURE FOR SHAREHOLDERS Mgmt For For
MEETINGS.
--------------------------------------------------------------------------------------------------------------------------
TEKFEN HOLDING AS Agenda Number: 710583483
--------------------------------------------------------------------------------------------------------------------------
Security: M8788F103 Meeting Type: OGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: TRETKHO00012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: POWER OF Non-Voting
ATTORNEY (POA) REQUIREMENTS VARY BY CUSTODIAN. GLOBAL
CUSTODIANS MAY HAVE A POA IN PLACE WHICH WOULD
ELIMINATE THE NEED FOR THE INDIVIDUAL BENEFICIAL OWNER
POA. IN THE ABSENCE OF THIS ARRANGEMENT, AN INDIVIDUAL
BENEFICIAL OWNER POA MAY BE REQUIRED. IF YOU HAVE ANY
QUESTIONS PLEASE CONTACT YOUR CLIENT SERVICE
REPRESENTATIVE. THANK YOU.
CMMT TO ATTEND A MEETING, THE ATTENDEE(S) MUST PRESENT A Non-Voting
POA ISSUED BY THE BENEFICIAL OWNER, NOTARISED BY A
TURKISH NOTARY.
CMMT PLEASE VOTE EITHER '' FOR'' OR ''AGAINST'' ON THE Non-Voting
AGENDA ITEMS. ''ABSTAIN'' IS NOT RECOGNIZED IN THE
TURKISH MARKET AND IS CONSIDERED AS ''AGAINST''. THANK
YOU.
1 OPENING, AND ELECTION OF THE CHAIRMAN FOR THE MEETING Mgmt For For
2 READING, DISCUSSION AND APPROVAL OF THE 2018 ANNUAL Mgmt For For
REPORT PREPARED BY THE COMPANY'S BOARD OF DIRECTORS
3 READING, DISCUSSION AND APPROVAL OF THE INDEPENDENT Mgmt For For
AUDIT REPORT SUMMARY AND FINANCIAL STATEMENTS FOR THE
2018 FISCAL YEAR
4 RELEASE OF EACH MEMBER OF THE BOARD OF DIRECTORS FROM Mgmt For For
LIABILITY FOR THE COMPANY'S ACTIVITIES FOR THE YEAR
2018
5 DISCUSSION AND RESOLUTION OF THE PROPOSAL OF THE BOARD Mgmt For For
OF DIRECTORS REGARDING THE DISTRIBUTION OF THE PROFIT
FOR THE 2018 FISCAL YEAR
6 RESOLUTION OF THE NUMBER OF THE MEMBERS OF THE BOARD Mgmt For For
OF DIRECTORS AND THEIR TERMS OF OFFICE, AND THE
MONTHLY SALARIES TO BE PAID
7 ELECTION OF THE MEMBERS OF THE BOARD OF DIRECTORS Mgmt Against Against
8 APPROVAL OF THE INDEPENDENT AUDIT FIRM DETERMINED IN Mgmt For For
ACCORDANCE WITH CMB REGULATIONS TO THE APPROVAL OF THE
GENERAL ASSEMBLY PURSUANT TO ARTICLE 399 OF THE
TURKISH COMMERCIAL CODE
9 INFORMING THE GENERAL ASSEMBLY ABOUT THE COLLATERALS, Mgmt For For
PLEDGES, MORTGAGES AND INCOME OR BENEFITS GRANTED TO
THIRD PARTIES IN THE ACCOUNTING PERIOD OF
01.01.2018-31.12.2018
10 INFORMING THE GENERAL ASSEMBLY ABOUT THE DONATIONS Mgmt For For
MADE IN THE FISCAL YEAR OF 2018, DETERMINING THE UPPER
LIMIT FOR THE DONATIONS TO BE MADE IN THE YEAR 2019
11 AUTHORIZING THE MEMBERS OF THE BOARD OF DIRECTORS TO Mgmt Against Against
PERFORM THE WORKS OF THE COMPANY THEMSELVES OR ON
BEHALF OF OTHERS, GIVING THEM PERMISSIONS TO PERFORM
TRANSACTIONS TO BE PARTNERS IN THE COMPANIES THAT
PERFORM SIMILAR WORKS AND TO PERFORM OTHER
TRANSACTIONS UNDER ARTICLES 395 AND 396 OF THE TURKISH
COMMERCIAL CODE, AND, IF ANY, BRIEFING ABOUT THE
MEMBERS OF THE BOARD OF DIRECTORS AND THE PERSONS
LISTED IN THE CMBS CORPORATE GOVERNANCE PRINCIPLES
ARTICLE 1.3.6 AND THE TRANSACTIONS CARRIED OUT IN THIS
CONTEXT IN THE YEAR 2018
12 WISHES AND OPINIONS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TISCO FINANCIAL GROUP PUBLIC COMPANY LTD Agenda Number: 710799682
--------------------------------------------------------------------------------------------------------------------------
Security: Y8843E171 Meeting Type: AGM
Ticker: Meeting Date: 22-Apr-2019
ISIN: TH0999010Z11
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVE MINUTES OF PREVIOUS MEETING Mgmt For For
2 APPROVE BOARD OF DIRECTORS' BUSINESS ACTIVITIES Mgmt For For
3 APPROVE FINANCIAL STATEMENTS Mgmt For For
4 APPROVE ALLOCATION OF INCOME AND DIVIDEND PAYMENT Mgmt For For
5.1 FIX NUMBER OF DIRECTORS AT 12 Mgmt For For
5.2 ELECT PLIU MANGKORNKANOK AS DIRECTOR Mgmt For For
5.3 ELECT HON KIT SHING (ALEXANDER H. SHING) AS DIRECTOR Mgmt For For
5.4 ELECT SUTHAS RUANGMANAMONGKOL AS DIRECTOR Mgmt For For
5.5 ELECT ANGKARAT PRIEBJRIVAT AS DIRECTOR Mgmt Against Against
5.6 ELECT PRANEE TINAKORN AS DIRECTOR Mgmt Against Against
5.7 ELECT TEERANA BHONGMAKAPAT AS DIRECTOR Mgmt For For
5.8 ELECT SATHIT AUNGMANEE AS DIRECTOR Mgmt For For
5.9 ELECT CHARATPONG CHOTIGAVANICH AS DIRECTOR Mgmt For For
5.10 ELECT KULPATRA SIRODOM AS DIRECTOR Mgmt For For
5.11 ELECT CHI-HAO SUN (HOWARD SUN ) AS DIRECTOR Mgmt For For
5.12 ELECT SATOSHI YOSHITAKE AS DIRECTOR Mgmt For For
5.13 ELECT SAKCHAI PEECHAPAT AS DIRECTOR Mgmt For For
6 APPROVE REMUNERATION OF DIRECTORS Mgmt For For
7 APPROVE EY OFFICE LIMITED AS AUDITORS AND AUTHORIZE Mgmt For For
BOARD TO FIX THEIR REMUNERATION
8 OTHER BUSINESS Mgmt Against Against
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID Non-Voting
172496 DUE TO ADDITION OF RESOLUTION 5.1. ALL VOTES
RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING
NOTICE. THANK YOU.
CMMT IN THE SITUATION WHERE THE CHAIRMAN OF THE MEETING Non-Voting
SUDDENLY CHANGE THE AGENDA AND/OR ADD NEW AGENDA
DURING THE MEETING, WE WILL VOTE THAT AGENDA AS
ABSTAIN.
--------------------------------------------------------------------------------------------------------------------------
VALUE ADDED TECHNOLOGY CO., LTD. Agenda Number: 710687041
--------------------------------------------------------------------------------------------------------------------------
Security: Y9347V107 Meeting Type: AGM
Ticker: Meeting Date: 27-Mar-2019
ISIN: KR7043150002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORP Mgmt For For
3.1 ELECTION OF INSIDE DIRECTOR GIM SEON BEOM Mgmt For For
3.2 ELECTION OF INSIDE DIRECTOR JEON DONG HYO Mgmt For For
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
YICHANG HEC CHANGJIANG PHARMACEUTICAL CO LTD Agenda Number: 710399280
--------------------------------------------------------------------------------------------------------------------------
Security: Y9828F100 Meeting Type: CLS
Ticker: Meeting Date: 21-Feb-2019
ISIN: CNE1000023R6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
http://www3.hkexnews.hk/listedco/listconews/sehk/2019/
0107/ltn20190107766.pdf AND
http://www3.hkexnews.hk/listedco/listconews/sehk/2019/
0107/ltn20190107793.pdf
1 TO CONSIDER AND APPROVE (I) THE GRANT OF A CONDITIONAL Mgmt For For
GENERAL MANDATE TO THE DIRECTORS TO REPURCHASE H
SHARES IN ISSUE ON THE STOCK EXCHANGE WITH AN
AGGREGATE NOMINAL VALUE OF NOT EXCEEDING 10% OF THE
AGGREGATE NOMINAL VALUE OF H SHARES IN ISSUE AS AT THE
DATE OF PASSING OF SUCH SPECIAL RESOLUTION; AND (II)
THE AUTHORIZATION TO THE DIRECTORS TO DO ALL SUCH
DEEDS, ACTS, MATTERS AND THINGS NECESSARY OR DESIRABLE
FOR THE PURPOSE OF OR IN CONNECTION WITH THE EXERCISE
OF THE GENERAL MANDATE TO REPURCHASE H SHARES,
INCLUDING, AMONG OTHERS, TO AMEND THE ARTICLES OF
ASSOCIATION AND TO CANCEL THE H SHARES REPURCHASED
UPON THE EXERCISE OF SUCH GENERAL MANDATE
--------------------------------------------------------------------------------------------------------------------------
YICHANG HEC CHANGJIANG PHARMACEUTICAL CO LTD Agenda Number: 710399937
--------------------------------------------------------------------------------------------------------------------------
Security: Y9828F100 Meeting Type: EGM
Ticker: Meeting Date: 21-Feb-2019
ISIN: CNE1000023R6
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND PROXY FORM ARE Non-Voting
AVAILABLE BY CLICKING ON THE URL LINKS:
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0107/LTN20190107763.PDF AND
HTTP://WWW3.HKEXNEWS.HK/LISTEDCO/LISTCONEWS/SEHK/2019/
0107/LTN20190107781.PDF
1 TO CONSIDER AND APPROVE (I) THE GRANT OF A CONDITIONAL Mgmt For For
GENERAL MANDATE TO THE DIRECTORS TO REPURCHASE H
SHARES IN ISSUE ON THE STOCK EXCHANGE WITH AN
AGGREGATE NOMINAL VALUE OF NOT EXCEEDING 10% OF THE
AGGREGATE NOMINAL VALUE OF H SHARES IN ISSUE AS AT THE
DATE OF PASSING OF SUCH SPECIAL RESOLUTION; AND (II)
THE AUTHORIZATION TO THE DIRECTORS TO DO ALL SUCH
DEEDS, ACTS, MATTERS AND THINGS NECESSARY OR DESIRABLE
FOR THE PURPOSE OF OR IN CONNECTION WITH THE EXERCISE
OF THE GENERAL MANDATE TO REPURCHASE H SHARES,
INCLUDING, AMONG OTHERS, TO AMEND THE ARTICLES OF
ASSOCIATION AND TO CANCEL THE H SHARES REPURCHASED
UPON THE EXERCISE OF SUCH GENERAL MANDATE
--------------------------------------------------------------------------------------------------------------------------
YOUNGONE CORP Agenda Number: 710668572
--------------------------------------------------------------------------------------------------------------------------
Security: Y9849C102 Meeting Type: AGM
Ticker: Meeting Date: 22-Mar-2019
ISIN: KR7111770004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 APPROVAL OF FINANCIAL STATEMENTS Mgmt Against Against
2 AMENDMENT OF ARTICLES OF INCORPORATION Mgmt For For
3 ELECTION OF OUTSIDE DIRECTOR: MARK FASOLD Mgmt For For
4 APPROVAL OF REMUNERATION FOR DIRECTOR Mgmt For For
TFGT High Yield
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Impact Bond Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Merger Arbitrage Fund
--------------------------------------------------------------------------------------------------------------------------
The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Mid Cap Fund
--------------------------------------------------------------------------------------------------------------------------
ALLEGHANY CORPORATION Agenda Number: 934951698
--------------------------------------------------------------------------------------------------------------------------
Security: 017175100 Meeting Type: Annual
Ticker: Y Meeting Date: 26-Apr-2019
ISIN: US0171751003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Karen Brenner Mgmt For For
1.2 Election of Director: John G. Foos Mgmt For For
1.3 Election of Director: Lauren M. Tyler Mgmt For For
2. Ratification of Independent Registered Public Mgmt For For
Accounting Firm: Ratification of selection of Ernst &
Young LLP as Alleghany Corporation's independent
registered public accounting firm for fiscal 2019.
3. Say-on-Pay: Advisory vote to approve the compensation Mgmt For For
of the named executive officers of Alleghany
Corporation.
--------------------------------------------------------------------------------------------------------------------------
AMPHENOL CORPORATION Agenda Number: 935003474
--------------------------------------------------------------------------------------------------------------------------
Security: 032095101 Meeting Type: Annual
Ticker: APH Meeting Date: 22-May-2019
ISIN: US0320951017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Stanley L. Clark Mgmt For For
1.2 Election of Director: John D. Craig Mgmt For For
1.3 Election of Director: David P. Falck Mgmt For For
1.4 Election of Director: Edward G. Jepsen Mgmt For For
1.5 Election of Director: Robert A. Livingston Mgmt For For
1.6 Election of Director: Martin H. Loeffler Mgmt For For
1.7 Election of Director: R. Adam Norwitt Mgmt For For
1.8 Election of Director: Diana G. Reardon Mgmt For For
1.9 Election of Director: Anne Clarke Wolff Mgmt For For
2. Ratification of Deloitte & Touche LLP as independent Mgmt For For
accountants of the Company.
3. Advisory vote to approve compensation of named Mgmt For For
executive officers.
4. Stockholder Proposal: Special Shareholder Meeting Shr Against For
Improvement.
5. Stockholder Proposal: Recruitment and Forced Labor Shr For Against
Proposal.
--------------------------------------------------------------------------------------------------------------------------
AXALTA COATING SYSTEMS LTD. Agenda Number: 934951270
--------------------------------------------------------------------------------------------------------------------------
Security: G0750C108 Meeting Type: Annual
Ticker: AXTA Meeting Date: 01-May-2019
ISIN: BMG0750C1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Deborah J. Kissire Mgmt For For
Elizabeth C. Lempres Mgmt For For
2. Appointment of PricewaterhouseCoopers LLP as the Mgmt For For
Company's independent registered public accounting
firm and auditor until the conclusion of the 2020
Annual General Meeting of Members and delegation of
authority to the Board, acting through the Audit
Committee, to set the terms and remuneration thereof.
3. Non-binding advisory vote to approve the compensation Mgmt For For
paid to our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
BALL CORPORATION Agenda Number: 934942562
--------------------------------------------------------------------------------------------------------------------------
Security: 058498106 Meeting Type: Annual
Ticker: BLL Meeting Date: 24-Apr-2019
ISIN: US0584981064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Daniel J. Heinrich Mgmt Withheld Against
Georgia R. Nelson Mgmt Withheld Against
Cynthia A. Niekamp Mgmt Withheld Against
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the independent registered public accounting
firm for the Corporation for 2019.
3. To approve, by non-binding vote, the compensation paid Mgmt For For
to the named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CARMAX, INC. Agenda Number: 935018805
--------------------------------------------------------------------------------------------------------------------------
Security: 143130102 Meeting Type: Annual
Ticker: KMX Meeting Date: 25-Jun-2019
ISIN: US1431301027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director for a one-year term: Peter J. Mgmt For For
Bensen
1b. Election of Director for a one-year term: Ronald E. Mgmt For For
Blaylock
1c. Election of Director for a one-year term: Sona Chawla Mgmt For For
1d. Election of Director for a one-year term: Thomas J. Mgmt For For
Folliard
1e. Election of Director for a one-year term: Shira Mgmt For For
Goodman
1f. Election of Director for a one-year term: Robert J. Mgmt For For
Hombach
1g. Election of Director for a one-year term: David W. Mgmt For For
McCreight
1h. Election of Director for a one-year term: William D. Mgmt For For
Nash
1i. Election of Director for a one-year term: Pietro Mgmt For For
Satriano
1j. Election of Director for a one-year term: Marcella Mgmt For For
Shinder
1k. Election of Director for a one-year term: Mitchell D. Mgmt For For
Steenrod
2. To ratify the appointment of KPMG LLP as independent Mgmt For For
registered public accounting firm.
3. To approve, in an advisory (non-binding) vote, the Mgmt For For
compensation of our named executive officers.
4. To approve the CarMax, Inc. 2002 Stock Incentive Plan, Mgmt For For
as amended and restated.
5. To vote on a shareholder proposal regarding a report Shr For Against
on political contributions, if properly presented at
the meeting.
--------------------------------------------------------------------------------------------------------------------------
CITRIX SYSTEMS, INC. Agenda Number: 935003981
--------------------------------------------------------------------------------------------------------------------------
Security: 177376100 Meeting Type: Annual
Ticker: CTXS Meeting Date: 04-Jun-2019
ISIN: US1773761002
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert M. Calderoni Mgmt For For
1b. Election of Director: Nanci E. Caldwell Mgmt For For
1c. Election of Director: Jesse A. Cohn Mgmt For For
1d. Election of Director: Robert D. Daleo Mgmt For For
1e. Election of Director: Murray J. Demo Mgmt For For
1f. Election of Director: Ajei S. Gopal Mgmt For For
1g. Election of Director: David J. Henshall Mgmt For For
1h. Election of Director: Thomas E. Hogan Mgmt For For
1i. Election of Director: Moira A. Kilcoyne Mgmt For For
1j. Election of Director: Peter J. Sacripanti Mgmt For For
2. Approval of an amendment to the Company's Amended and Mgmt For For
Restated 2014 Equity Incentive Plan
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent registered public
accounting firm for 2019
4. Advisory vote to approve the compensation of the Mgmt For For
Company's named executive officers
--------------------------------------------------------------------------------------------------------------------------
DOLLAR TREE, INC. Agenda Number: 935001812
--------------------------------------------------------------------------------------------------------------------------
Security: 256746108 Meeting Type: Annual
Ticker: DLTR Meeting Date: 13-Jun-2019
ISIN: US2567461080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Arnold S. Barron Mgmt For For
1b. Election of Director: Gregory M. Bridgeford Mgmt For For
1c. Election of Director: Thomas W. Dickson Mgmt For For
1d. Election of Director: Conrad M. Hall Mgmt For For
1e. Election of Director: Lemuel E. Lewis Mgmt For For
1f. Election of Director: Jeffrey G. Naylor Mgmt For For
1g. Election of Director: Gary M. Philbin Mgmt For For
1h. Election of Director: Bob Sasser Mgmt For For
1i. Election of Director: Thomas A. Saunders III Mgmt For For
1j. Election of Director: Stephanie P. Stahl Mgmt For For
1k. Election of Director: Carrie A. Wheeler Mgmt For For
1l. Election of Director: Thomas E. Whiddon Mgmt For For
1m. Election of Director: Carl P. Zeithaml Mgmt For For
2. To Approve, on an Advisory Basis, the Compensation of Mgmt For For
the Company's Named Executive Officers
3. To Ratify the Selection of KPMG LLP as the Company's Mgmt For For
Independent Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
ENERGIZER HOLDINGS, INC. Agenda Number: 934912533
--------------------------------------------------------------------------------------------------------------------------
Security: 29272W109 Meeting Type: Annual
Ticker: ENR Meeting Date: 28-Jan-2019
ISIN: US29272W1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Bill G. Armstrong Mgmt For For
1B. Election of Director: Alan R. Hoskins Mgmt For For
1C. Election of Director: Kevin J. Hunt Mgmt For For
1D. Election of Director: James C. Johnson Mgmt For For
1E. Election of Director: W. Patrick McGinnis Mgmt For For
1F. Election of Director: Patrick J. Moore Mgmt For For
1G. Election of Director: J. Patrick Mulcahy Mgmt For For
1H. Election of Director: Nneka L. Rimmer Mgmt For For
1I. Election of Director: Robert V. Vitale Mgmt For For
2. Advisory, non-binding vote on executive compensation. Mgmt For For
3. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the Company's independent registered public
accounting firm for fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
ENTEGRIS, INC. Agenda Number: 934965495
--------------------------------------------------------------------------------------------------------------------------
Security: 29362U104 Meeting Type: Special
Ticker: ENTG Meeting Date: 26-Apr-2019
ISIN: US29362U1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the Agreement and Plan of Merger (the Mgmt No vote
"merger agreement"), dated as of January 27, 2019 (as
it may be amended from time to time), by and between
Versum Materials, Inc. ("Versum"), and Entegris, Inc.
("Entegris"), pursuant to which Versum will merge with
and into Entegris, with Entegris surviving the merger
(the "Entegris merger agreement proposal").
2. Adoption of the amended and restated certificate of Mgmt No vote
incorporation of Entegris (the "Entegris charter
proposal").
3. Approval, on an advisory (non-binding) basis, of the Mgmt No vote
executive officer compensation that will or may be
paid to Entegris's named executive officers in
connection with the transactions contemplated by the
merger agreement (the "Entegris compensation
proposal").
4. Approval of the adjournment of the special meeting of Mgmt No vote
the stockholders of Entegris (the "Entegris special
meeting") to solicit additional proxies if there are
not sufficient votes at the time of the Entegris
special meeting to approve the Entegris merger
agreement proposal and the Entegris charter proposal
or to ensure that any supplement or amendment to the
accompanying joint proxy statement/prospectus is
timely provided to Entegris stockholders (the
"Entegris adjournment proposal").
--------------------------------------------------------------------------------------------------------------------------
ENTEGRIS, INC. Agenda Number: 934959036
--------------------------------------------------------------------------------------------------------------------------
Security: 29362U104 Meeting Type: Annual
Ticker: ENTG Meeting Date: 30-Apr-2019
ISIN: US29362U1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael A. Bradley Mgmt For For
1b. Election of Director: R. Nicholas Burns Mgmt For For
1c. Election of Director: James F. Gentilcore Mgmt For For
1d. Election of Director: James P. Lederer Mgmt For For
1e. Election of Director: Bertrand Loy Mgmt For For
1f. Election of Director: Paul L. H. Olson Mgmt For For
1g. Election of Director: Azita Saleki-Gerhardt Mgmt For For
1h. Election of Director: Brian F. Sullivan Mgmt For For
2. Ratify Appointment of KPMG LLP as Entegris, Inc.'s Mgmt For For
Independent Registered Public Accounting Firm for
2019.
3. Approval, by non-binding vote, of the compensation Mgmt For For
paid to Entegris, Inc.'s named executive officers
(advisory vote).
--------------------------------------------------------------------------------------------------------------------------
HASBRO, INC. Agenda Number: 934964936
--------------------------------------------------------------------------------------------------------------------------
Security: 418056107 Meeting Type: Annual
Ticker: HAS Meeting Date: 16-May-2019
ISIN: US4180561072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director For Term Expiring in 2020: Mgmt For For
Kenneth A. Bronfin
1b. Election of Director For Term Expiring in 2020: Mgmt For For
Michael R. Burns
1c. Election of Director For Term Expiring in 2020: Hope Mgmt For For
F. Cochran
1d. Election of Director For Term Expiring in 2020: Mgmt For For
Crispin H. Davis
1e. Election of Director For Term Expiring in 2020: John Mgmt For For
A. Frascotti
1f. Election of Director For Term Expiring in 2020: Lisa Mgmt For For
Gersh
1g. Election of Director For Term Expiring in 2020: Brian Mgmt For For
D. Goldner
1h. Election of Director For Term Expiring in 2020: Alan Mgmt For For
G. Hassenfeld
1i. Election of Director For Term Expiring in 2020: Tracy Mgmt For For
A. Leinbach
1j. Election of Director For Term Expiring in 2020: Edward Mgmt For For
M. Philip
1k. Election of Director For Term Expiring in 2020: Mgmt For For
Richard S. Stoddart
1l. Election of Director For Term Expiring in 2020: Mary Mgmt For For
Beth West
1m. Election of Director For Term Expiring in 2020: Linda Mgmt For For
K. Zecher
2. The adoption, on an advisory basis, of a resolution Mgmt For For
approving the compensation of the Named Executive
Officers of Hasbro, Inc., as described in the
"Compensation Discussion and Analysis" and "Executive
Compensation" sections of the 2019 Proxy Statement.
3. Ratification of the selection of KPMG LLP as Hasbro, Mgmt For For
Inc.'s independent registered public accounting firm
for fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
M&T BANK CORPORATION Agenda Number: 934942170
--------------------------------------------------------------------------------------------------------------------------
Security: 55261F104 Meeting Type: Annual
Ticker: MTB Meeting Date: 16-Apr-2019
ISIN: US55261F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Brent D. Baird Mgmt For For
C. Angela Bontempo Mgmt For For
Robert T. Brady Mgmt For For
T.J. Cunningham III Mgmt For For
Gary N. Geisel Mgmt For For
Richard S. Gold Mgmt For For
Richard A. Grossi Mgmt For For
John D. Hawke, Jr. Mgmt For For
Rene F. Jones Mgmt For For
Richard H. Ledgett, Jr. Mgmt For For
Newton P.S. Merrill Mgmt For For
Kevin J. Pearson Mgmt For For
Melinda R. Rich Mgmt For For
Robert E. Sadler, Jr. Mgmt For For
Denis J. Salamone Mgmt For For
John R. Scannell Mgmt For For
David S. Scharfstein Mgmt For For
Herbert L. Washington Mgmt For For
2. TO APPROVE THE M&T BANK CORPORATION 2019 EQUITY Mgmt For For
INCENTIVE COMPENSATION PLAN.
3. TO APPROVE THE COMPENSATION OF M&T BANK CORPORATION'S Mgmt For For
NAMED EXECUTIVE OFFICERS.
4. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF M&T BANK CORPORATION FOR THE YEAR ENDING
DECEMBER 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
NEWMARKET CORPORATION Agenda Number: 934936975
--------------------------------------------------------------------------------------------------------------------------
Security: 651587107 Meeting Type: Annual
Ticker: NEU Meeting Date: 25-Apr-2019
ISIN: US6515871076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Phyllis L. Cothran Mgmt For For
1B Election of Director: Mark M. Gambill Mgmt For For
1C Election of Director: Bruce C. Gottwald Mgmt For For
1D Election of Director: Thomas E. Gottwald Mgmt For For
1E Election of Director: Patrick D. Hanley Mgmt For For
1F Election of Director: H. Hiter Harris, III Mgmt For For
1G Election of Director: James E. Rogers Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the independent
registered public accounting firm for the Corporation
for the fiscal year ending December 31, 2019.
3. Approval, on an advisory basis, of the compensation of Mgmt For For
the named executive officers of NewMarket Corporation.
--------------------------------------------------------------------------------------------------------------------------
OLD DOMINION FREIGHT LINE, INC. Agenda Number: 934988645
--------------------------------------------------------------------------------------------------------------------------
Security: 679580100 Meeting Type: Annual
Ticker: ODFL Meeting Date: 15-May-2019
ISIN: US6795801009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Earl E. Congdon Mgmt For For
David S. Congdon Mgmt For For
Sherry A. Aaholm Mgmt For For
John R. Congdon, Jr. Mgmt For For
Bradley R. Gabosch Mgmt For For
Greg C. Gantt Mgmt For For
Patrick D. Hanley Mgmt For For
John D. Kasarda Mgmt For For
Leo H. Suggs Mgmt For For
D. Michael Wray Mgmt For For
2. Approval, on an advisory basis, of the compensation of Mgmt For For
the Company's named executive officers.
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent registered public
accounting firm for the year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
PENSKE AUTOMOTIVE GROUP, INC. Agenda Number: 934957094
--------------------------------------------------------------------------------------------------------------------------
Security: 70959W103 Meeting Type: Annual
Ticker: PAG Meeting Date: 09-May-2019
ISIN: US70959W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John D. Barr Mgmt Withheld Against
Lisa Davis Mgmt For For
Wolfgang Durheimer Mgmt For For
Michael R. Eisenson Mgmt For For
Robert H. Kurnick, Jr. Mgmt For For
Kimberly J. McWaters Mgmt Withheld Against
Roger S. Penske Mgmt For For
Roger S. Penske, Jr. Mgmt For For
Sandra E. Pierce Mgmt For For
Greg C. Smith Mgmt Withheld Against
Ronald G. Steinhart Mgmt Withheld Against
H. Brian Thompson Mgmt For For
Masashi Yamanaka Mgmt For For
2. Ratification of the selection of Deloitte & Touche LLP Mgmt For For
as the Company's independent auditing firm for the
year ending December 31, 2019.
3. Approval, by non-binding vote, of executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
POST HOLDINGS, INC. Agenda Number: 934910604
--------------------------------------------------------------------------------------------------------------------------
Security: 737446104 Meeting Type: Annual
Ticker: POST Meeting Date: 24-Jan-2019
ISIN: US7374461041
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Gregory L. Curl Mgmt For For
Ellen F. Harshman Mgmt For For
David P. Skarie Mgmt For For
2. Ratification of PricewaterhouseCoopers LLP as the Mgmt For For
Company's Independent Registered Public Accounting
Firm for the fiscal year ending September 30, 2019.
3. Advisory approval of the Company's executive Mgmt For For
compensation.
4. Advisory approval on the frequency of the advisory Mgmt 1 Year For
approval of the Company's executive compensation.
5. Approval of the Post Holdings, Inc. 2019 Long-Term Mgmt For For
Incentive Plan.
--------------------------------------------------------------------------------------------------------------------------
SENSATA TECHNOLOGIES HOLDING PLC Agenda Number: 935022525
--------------------------------------------------------------------------------------------------------------------------
Security: G8060N102 Meeting Type: Annual
Ticker: ST Meeting Date: 28-May-2019
ISIN: GB00BFMBMT84
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul B. Edgerley Mgmt For For
1b. Election of Director: Martha N. Sullivan Mgmt For For
1c. Election of Director: John P. Absmeier Mgmt For For
1d. Election of Director: James E. Heppelmann Mgmt For For
1e. Election of Director: Charles W. Peffer Mgmt For For
1f. Election of Director: Constance E. Skidmore Mgmt For For
1g. Election of Director: Andrew C. Teich Mgmt For For
1h. Election of Director: Thomas Wroe Jr. Mgmt For For
1i. Election of Director: Stephen M. Zide Mgmt For For
2. Advisory resolution to approve executive compensation. Mgmt For For
3. Ordinary resolution to ratify the appointment of Ernst Mgmt For For
& Young LLP as the Company's independent registered
public accounting firm.
4. Advisory vote on Director Compensation Report. Mgmt For For
5. Ordinary resolution on Director Compensation Policy. Mgmt For For
6. Ordinary resolution to reappoint Ernst & Young LLP as Mgmt For For
the Company's U.K. statutory auditor.
7. Ordinary resolution to authorize the Audit Committee, Mgmt For For
for and on behalf of the Board, to determine the
Company's U.K. statutory auditor's reimbursement.
8. Ordinary resolution to receive the Company's 2018 Mgmt For For
Annual Report and Accounts.
9. Special resolution to approve the form of share Mgmt For For
repurchase contracts and repurchase counterparties.
10. Ordinary resolution to authorize the Board of Mgmt For For
Directors to issue equity securities.
11. Special resolution to authorize the Board of Directors Mgmt Against Against
to issue equity securities without pre-emptive rights.
12. Ordinary resolution to authorize the Board of Mgmt For For
Directors to issue shares under equity incentive
plans.
13. Special resolution to authorize the Board of Directors Mgmt For For
to issue equity securities under our incentive plans
without pre-emptive rights.
--------------------------------------------------------------------------------------------------------------------------
SKYWORKS SOLUTIONS, INC. Agenda Number: 934961930
--------------------------------------------------------------------------------------------------------------------------
Security: 83088M102 Meeting Type: Annual
Ticker: SWKS Meeting Date: 08-May-2019
ISIN: US83088M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: David J. Aldrich Mgmt For For
1.2 Election of Director: Kevin L. Beebe Mgmt For For
1.3 Election of Director: Timothy R. Furey Mgmt For For
1.4 Election of Director: Liam K. Griffin Mgmt For For
1.5 Election of Director: Balakrishnan S. Iyer Mgmt For For
1.6 Election of Director: Christine King Mgmt For For
1.7 Election of Director: David P. McGlade Mgmt For For
1.8 Election of Director: Robert A. Schriesheim Mgmt For For
1.9 Election of Director: Kimberly S. Stevenson Mgmt For For
2. To ratify the selection by the Company's Audit Mgmt For For
Committee of KPMG LLP as the independent registered
public accounting firm for the Company for fiscal year
2019.
3. To approve, on an advisory basis, the compensation of Mgmt Against Against
the Company's named executive officers, as described
in the Company's Proxy Statement.
4. To approve a stockholder proposal regarding Shr For
supermajority voting provisions.
--------------------------------------------------------------------------------------------------------------------------
STORE CAPITAL CORPORATION Agenda Number: 934993002
--------------------------------------------------------------------------------------------------------------------------
Security: 862121100 Meeting Type: Annual
Ticker: STOR Meeting Date: 30-May-2019
ISIN: US8621211007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Joseph M. Donovan Mgmt For For
Mary Fedewa Mgmt For For
Morton H. Fleischer Mgmt For For
William F. Hipp Mgmt For For
Catherine D. Rice Mgmt For For
Einar A. Seadler Mgmt For For
Rajath Shourie Mgmt For For
Quentin P. Smith, Jr. Mgmt For For
Christopher H. Volk Mgmt For For
2. To approve an amendment to the Company's bylaws to Mgmt For For
allow stockholders to amend the bylaws by a majority
vote of the outstanding shares entitled to be cast on
the matter pursuant to a proposal submitted by an
eligible stockholder.
3. To approve, on an advisory basis, the compensation of Mgmt For For
the Company's named executive officers.
4. To ratify the selection of Ernst & Young LLP as the Mgmt For For
Company's independent registered public accounting
firm for the fiscal year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
T. ROWE PRICE GROUP, INC. Agenda Number: 934937991
--------------------------------------------------------------------------------------------------------------------------
Security: 74144T108 Meeting Type: Annual
Ticker: TROW Meeting Date: 25-Apr-2019
ISIN: US74144T1088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mark S. Bartlett Mgmt For For
1b. Election of Director: Mary K. Bush Mgmt For For
1c. Election of Director: Dr. Freeman A. Hrabowski, III Mgmt For For
1d. Election of Director: Robert F. MacLellan Mgmt For For
1e. Election of Director: Olympia J. Snowe Mgmt For For
1f. Election of Director: William J. Stromberg Mgmt For For
1g. Election of Director: Richard R. Verma Mgmt For For
1h. Election of Director: Sandra S. Wijnberg Mgmt For For
1i. Election of Director: Alan D. Wilson Mgmt For For
2. To approve, by a non-binding advisory vote, the Mgmt For For
compensation paid by the Company to its Named
Executive Officers.
3. Ratification of the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
TIFFANY & CO. Agenda Number: 934999105
--------------------------------------------------------------------------------------------------------------------------
Security: 886547108 Meeting Type: Annual
Ticker: TIF Meeting Date: 04-Jun-2019
ISIN: US8865471085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alessandro Bogliolo Mgmt For For
1b. Election of Director: Rose Marie Bravo Mgmt For For
1c. Election of Director: Hafize Gaye Erkan Mgmt For For
1d. Election of Director: Roger N. Farah Mgmt For For
1e. Election of Director: Jane Hertzmark Hudis Mgmt For For
1f. Election of Director: Abby F. Kohnstamm Mgmt For For
1g. Election of Director: James E. Lillie Mgmt For For
1h. Election of Director: William A. Shutzer Mgmt For For
1i. Election of Director: Robert S. Singer Mgmt For For
1j. Election of Director: Francesco Trapani Mgmt For For
1k. Election of Director: Annie Young-Scrivner Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm to audit
the Company's consolidated financial statements for
Fiscal 2019.
3. Approval, on an advisory basis, of the compensation Mgmt For For
paid to the Company's named executive officers in
Fiscal 2018.
--------------------------------------------------------------------------------------------------------------------------
VULCAN MATERIALS COMPANY Agenda Number: 934951357
--------------------------------------------------------------------------------------------------------------------------
Security: 929160109 Meeting Type: Annual
Ticker: VMC Meeting Date: 10-May-2019
ISIN: US9291601097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kathleen L. Quirk Mgmt For For
1b. Election of Director: David P. Steiner Mgmt For For
1c. Election of Director: Lee J. Styslinger, III Mgmt For For
2. Approval, on an advisory basis, of the compensation of Mgmt For For
our named executive officers.
3. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as our independent registered public accounting
firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
WHIRLPOOL CORPORATION Agenda Number: 934931165
--------------------------------------------------------------------------------------------------------------------------
Security: 963320106 Meeting Type: Annual
Ticker: WHR Meeting Date: 16-Apr-2019
ISIN: US9633201069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Samuel R. Allen Mgmt For For
1b. Election of Director: Marc R. Bitzer Mgmt For For
1c. Election of Director: Greg Creed Mgmt For For
1d. Election of Director: Gary T. DiCamillo Mgmt For For
1e. Election of Director: Diane M. Dietz Mgmt For For
1f. Election of Director: Gerri T. Elliott Mgmt For For
1g. Election of Director: Michael F. Johnston Mgmt For For
1h. Election of Director: John D. Liu Mgmt For For
1i. Election of Director: James M. Loree Mgmt For For
1j. Election of Director: Harish Manwani Mgmt For For
1k. Election of Director: William D. Perez Mgmt For For
1l. Election of Director: Larry O. Spencer Mgmt For For
1m. Election of Director: Michael D. White Mgmt For For
2. Advisory vote to approve Whirlpool's executive Mgmt For For
compensation.
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as Whirlpool's independent registered public
accounting firm for 2019.
TFGT Mid Cap Value Fund
--------------------------------------------------------------------------------------------------------------------------
AERCAP HOLDINGS N.V. Agenda Number: 934949390
--------------------------------------------------------------------------------------------------------------------------
Security: N00985106 Meeting Type: Annual
Ticker: AER Meeting Date: 24-Apr-2019
ISIN: NL0000687663
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
4 Adoption of the annual accounts for the 2018 financial Mgmt For For
year.
6 Release of liability of the directors with respect to Mgmt For For
their management during the 2018 financial year.
7a Appointment of Ms. Stacey L. Cartwright as Mgmt For For
non-executive director for a period of four years.
7b Appointment of Ms. Rita Forst as non-executive Mgmt For For
director for a period of four years.
8 Appointment of Mr. Peter L. Juhas as the person Mgmt For For
referred to in article 16, paragraph 8 of the
Company's articles of association.
9 Appointment of PricewaterhouseCoopers Accountants N.V. Mgmt For For
for the audit of the Company's annual accounts for the
2019 financial year.
10a Authorization of the Board of Directors to issue Mgmt For For
shares and to grant rights to subscribe for shares.
10b Authorization of the Board of Directors to limit or Mgmt For For
exclude pre- emptive rights in relation to agenda item
10(a).
10c Authorization of the Board of Directors to issue Mgmt Against Against
additional shares and to grant additional rights to
subscribe for shares.
10d Authorization of the Board of Directors to limit or Mgmt Against Against
exclude pre- emptive rights in relation to agenda item
10(c).
11a Authorization of the Board of Directors to repurchase Mgmt For For
shares.
11b Conditional authorization of the Board of Directors to Mgmt For For
repurchase additional shares.
12 Reduction of capital through cancellation of shares. Mgmt For For
13a Amendment to the articles of association. Mgmt For For
13b Designation of each of the Company's directors and Mgmt For For
each (candidate) civil law notary and lawyer at
NautaDutilh N.V. to implement the amendment to the
articles of association.
--------------------------------------------------------------------------------------------------------------------------
AERCAP HOLDINGS N.V. Agenda Number: 934975890
--------------------------------------------------------------------------------------------------------------------------
Security: N00985106 Meeting Type: Annual
Ticker: AER Meeting Date: 24-Apr-2019
ISIN: NL0000687663
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
4 Adoption of the annual accounts for the 2018 financial Mgmt For For
year.
6 Release of liability of the directors with respect to Mgmt For For
their management during the 2018 financial year.
7a Appointment of Ms. Stacey L. Cartwright as Mgmt For For
non-executive director for a period of four years.
7b Appointment of Ms. Rita Forst as non-executive Mgmt For For
director for a period of four years.
8 Appointment of Mr. Peter L. Juhas as the person Mgmt For For
referred to in article 16, paragraph 8 of the
Company's articles of association.
9 Appointment of PricewaterhouseCoopers Accountants N.V. Mgmt For For
for the audit of the Company's annual accounts for the
2019 financial year.
10a Authorization of the Board of Directors to issue Mgmt For For
shares and to grant rights to subscribe for shares.
10b Authorization of the Board of Directors to limit or Mgmt For For
exclude pre- emptive rights in relation to agenda item
10(a).
10c Authorization of the Board of Directors to issue Mgmt Against Against
additional shares and to grant additional rights to
subscribe for shares.
10d Authorization of the Board of Directors to limit or Mgmt Against Against
exclude pre- emptive rights in relation to agenda item
10(c).
11a Authorization of the Board of Directors to repurchase Mgmt For For
shares.
11b Conditional authorization of the Board of Directors to Mgmt For For
repurchase additional shares.
12 Reduction of capital through cancellation of shares. Mgmt For For
13a Amendment to the articles of association. Mgmt For For
13b Designation of each of the Company's directors and Mgmt For For
each (candidate) civil law notary and lawyer at
NautaDutilh N.V. to implement the amendment to the
articles of association.
--------------------------------------------------------------------------------------------------------------------------
AGNC INVESTMENT CORP. Agenda Number: 934936141
--------------------------------------------------------------------------------------------------------------------------
Security: 00123Q104 Meeting Type: Annual
Ticker: AGNC Meeting Date: 18-Apr-2019
ISIN: US00123Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Gary D. Kain Mgmt For For
1.2 Election of Director: Donna J. Blank Mgmt For For
1.3 Election of Director: Morris A. Davis Mgmt For For
1.4 Election of Director: Larry K. Harvey Mgmt Abstain Against
1.5 Election of Director: Prue B. Larocca Mgmt For For
1.6 Election of Director: Paul E. Mullings Mgmt For For
2. Advisory vote to approve the compensation of our named Mgmt Against Against
executive officers.
3. Ratification of appointment of Ernst & Young LLP as Mgmt For For
our independent public accountant for the year ending
December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
ALEXANDRIA REAL ESTATE EQUITIES, INC. Agenda Number: 934983188
--------------------------------------------------------------------------------------------------------------------------
Security: 015271109 Meeting Type: Annual
Ticker: ARE Meeting Date: 09-May-2019
ISIN: US0152711091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Joel S. Marcus Mgmt For For
1.2 Election of Director: Steven R. Hash Mgmt For For
1.3 Election of Director: John L. Atkins, III Mgmt Against Against
1.4 Election of Director: James P. Cain Mgmt Against Against
1.5 Election of Director: Maria C. Freire Mgmt Against Against
1.6 Election of Director: Richard H. Klein Mgmt For For
1.7 Election of Director: James H. Richardson Mgmt For For
1.8 Election of Director: Michael A. Woronoff Mgmt For For
2. To cast a non-binding, advisory vote on a resolution Mgmt For For
to approve the compensation of the Company's named
executive officers, as more particularly defined in
the accompanying proxy statement.
3. To ratify the appointment of Ernst & Young LLP as the Mgmt For For
Company's independent registered public accountants
for the fiscal year ending December 31, 2019, as more
particularly described in the accompanying proxy
statement.
--------------------------------------------------------------------------------------------------------------------------
ALLEGHENY TECHNOLOGIES INCORPORATED Agenda Number: 934957791
--------------------------------------------------------------------------------------------------------------------------
Security: 01741R102 Meeting Type: Annual
Ticker: ATI Meeting Date: 09-May-2019
ISIN: US01741R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Leroy M. Ball, Jr. Mgmt For For
1.2 Election of Director: Carolyn Corvi Mgmt For For
1.3 Election of Director: Robert S. Wetherbee Mgmt For For
2. Advisory vote to approve the compensation of the Mgmt For For
Company's named executive officers.
3. Ratification of the selection of Ernst & Young LLP as Mgmt For For
independent auditors for 2019.
--------------------------------------------------------------------------------------------------------------------------
AMERICAN CAMPUS COMMUNITIES, INC. Agenda Number: 934963958
--------------------------------------------------------------------------------------------------------------------------
Security: 024835100 Meeting Type: Annual
Ticker: ACC Meeting Date: 01-May-2019
ISIN: US0248351001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: William C. Bayless, Jr. Mgmt For For
1b. Election of Director: G. Steven Dawson Mgmt For For
1c. Election of Director: Cydney C. Donnell Mgmt For For
1d. Election of Director: Mary C. Egan Mgmt For For
1e. Election of Director: Edward Lowenthal Mgmt For For
1f. Election of Director: Oliver Luck Mgmt For For
1g. Election of Director: C. Patrick Oles, Jr. Mgmt For For
1h. Election of Director: John T. Rippel Mgmt For For
2. Ratification of Ernst & Young as our independent Mgmt For For
auditors for 2019
3. To provide a non-binding advisory vote approving the Mgmt For For
Company's executive compensation program
--------------------------------------------------------------------------------------------------------------------------
AMERIPRISE FINANCIAL, INC. Agenda Number: 934943069
--------------------------------------------------------------------------------------------------------------------------
Security: 03076C106 Meeting Type: Annual
Ticker: AMP Meeting Date: 24-Apr-2019
ISIN: US03076C1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James M. Cracchiolo Mgmt For For
1b. Election of Director: Dianne Neal Blixt Mgmt For For
1c. Election of Director: Amy DiGeso Mgmt For For
1d. Election of Director: Lon R. Greenberg Mgmt For For
1e. Election of Director: Jeffrey Noddle Mgmt For For
1f. Election of Director: Robert F. Sharpe, Jr. Mgmt For For
1g. Election of Director: W. Edward Walter III Mgmt For For
1h. Election of Director: Christopher J. Williams Mgmt For For
2. To approve the compensation of the named executive Mgmt Against Against
officers by a nonbinding advisory vote.
3. To ratify the Audit Committee's selection of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
AMERISOURCEBERGEN CORPORATION Agenda Number: 934920720
--------------------------------------------------------------------------------------------------------------------------
Security: 03073E105 Meeting Type: Annual
Ticker: ABC Meeting Date: 28-Feb-2019
ISIN: US03073E1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Ornella Barra Mgmt For For
1.2 Election of Director: Steven H. Collis Mgmt For For
1.3 Election of Director: D. Mark Durcan Mgmt For For
1.4 Election of Director: Richard W. Gochnauer Mgmt For For
1.5 Election of Director: Lon R. Greenberg Mgmt For For
1.6 Election of Director: Jane E. Henney, M.D. Mgmt For For
1.7 Election of Director: Kathleen W. Hyle Mgmt For For
1.8 Election of Director: Michael J. Long Mgmt For For
1.9 Election of Director: Henry W. McGee Mgmt For For
2. Ratification of Ernst & Young LLP as independent Mgmt For For
registered public accounting firm for fiscal year
2019.
3. Advisory vote to approve the compensation of named Mgmt For For
executive officers.
4. Stockholder proposal, if properly presented, to permit Shr For Against
stockholders to act by written consent.
5. Stockholder proposal, if properly presented, to urge Shr Against For
the Board to adopt a policy that no financial
performance metric be adjusted to exclude legal or
compliance costs in determining executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
APERGY CORPORATION Agenda Number: 934957878
--------------------------------------------------------------------------------------------------------------------------
Security: 03755L104 Meeting Type: Annual
Ticker: APY Meeting Date: 09-May-2019
ISIN: US03755L1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Mamatha Chamarthi Mgmt For For
1B Election of Director: Stephen Todd Mgmt For For
2. Ratification of the Appointment of Mgmt For For
PricewaterhouseCoopers LLP as Our Independent
Registered Public Accounting Firm for 2019
--------------------------------------------------------------------------------------------------------------------------
ARAMARK Agenda Number: 934914652
--------------------------------------------------------------------------------------------------------------------------
Security: 03852U106 Meeting Type: Annual
Ticker: ARMK Meeting Date: 30-Jan-2019
ISIN: US03852U1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Eric J. Foss Mgmt For For
1b. Election of Director: Pierre-Olivier Beckers-Vieujant Mgmt For For
1c. Election of Director: Lisa G. Bisaccia Mgmt For For
1d. Election of Director: Calvin Darden Mgmt For For
1e. Election of Director: Richard W. Dreiling Mgmt For For
1f. Election of Director: Irene M. Esteves Mgmt For For
1g. Election of Director: Daniel J. Heinrich Mgmt For For
1h. Election of Director: Patricia B. Morrison Mgmt For For
1i. Election of Director: John A. Quelch Mgmt For For
1j. Election of Director: Stephen I. Sadove Mgmt For For
2. To ratify the appointment of KPMG LLP as Aramark's Mgmt For For
independent registered public accounting firm for the
fiscal year ending September 27, 2019.
3. To approve, in a non-binding advisory vote, the Mgmt Against Against
compensation paid to the named executive officers
--------------------------------------------------------------------------------------------------------------------------
BERRY GLOBAL GROUP, INC. Agenda Number: 934924312
--------------------------------------------------------------------------------------------------------------------------
Security: 08579W103 Meeting Type: Annual
Ticker: BERY Meeting Date: 06-Mar-2019
ISIN: US08579W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Idalene F. Kesner Mgmt For For
1b. Election of Director: Carl J. Rickertsen Mgmt For For
1c. Election of Director: Thomas E. Salmon Mgmt For For
1d. Election of Director: Paula A. Sneed Mgmt For For
1e. Election of Director: Robert A. Steele Mgmt For For
1f. Election of Director: Stephen E. Sterrett Mgmt For For
1g. Election of Director: Scott B. Ullem Mgmt For For
2. To ratify the selection of Ernst & Young LLP as Mgmt For For
Berry's independent registered public accountants for
the fiscal year ending September 28, 2019.
3. To approve, on an advisory, non-binding basis, our Mgmt For For
executive compensation.
4. To vote on an advisory, non-binding basis, on whether Mgmt 1 Year Against
the advisory, non-binding vote on executive
compensation should occur every one, two or three
years.
5. To approve an amendment to Berry's Certificate of Mgmt For For
Incorporation to enable stockholders who hold at least
25% of our outstanding common stock to call special
stockholder meetings.
6. To consider a stockholder proposal requesting the Shr For Against
Board to take steps necessary to give stockholders who
hold at least 15% of our outstanding common stock the
right to call a special stockholder meeting.
--------------------------------------------------------------------------------------------------------------------------
BORGWARNER INC. Agenda Number: 934942055
--------------------------------------------------------------------------------------------------------------------------
Security: 099724106 Meeting Type: Annual
Ticker: BWA Meeting Date: 24-Apr-2019
ISIN: US0997241064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Jan Carlson Mgmt Abstain Against
1B. Election of Director: Dennis C. Cuneo Mgmt For For
1C. Election of Director: Michael S. Hanley Mgmt For For
1D. Election of Director: Frederic B. Lissalde Mgmt For For
1E. Election of Director: Paul A. Mascarenas Mgmt For For
1F. Election of Director: John R. McKernan, Jr. Mgmt For For
1G. Election of Director: Deborah D. McWhinney Mgmt For For
1H. Election of Director: Alexis P. Michas Mgmt For For
1I. Election of Director: Vicki L. Sato Mgmt For For
2. Advisory approval of the compensation of our named Mgmt For For
executive officers.
3. Ratify the selection of PricewaterhouseCoopers LLP as Mgmt For For
Independent Registered Public Accounting firm for the
Company for 2019.
4. Stockholder proposal to require an independent Board Shr Against For
Chairman.
--------------------------------------------------------------------------------------------------------------------------
BRIXMOR PROPERTY GROUP INC Agenda Number: 934948146
--------------------------------------------------------------------------------------------------------------------------
Security: 11120U105 Meeting Type: Annual
Ticker: BRX Meeting Date: 15-May-2019
ISIN: US11120U1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: James M. Taylor Jr. Mgmt For For
1.2 Election of Director: John G. Schreiber Mgmt For For
1.3 Election of Director: Michael Berman Mgmt For For
1.4 Election of Director: Julie Bowerman Mgmt For For
1.5 Election of Director: Sheryl M. Crosland Mgmt For For
1.6 Election of Director: Thomas W. Dickson Mgmt For For
1.7 Election of Director: Daniel B. Hurwitz Mgmt For For
1.8 Election of Director: William D. Rahm Mgmt For For
1.9 Election of Director: Gabrielle Sulzberger Mgmt For For
2. To ratify the appointment of Deloitte & Touche LLP as Mgmt For For
our independent registered public accounting firm for
2019.
3. To approve, on a non-binding advisory basis, the Mgmt For For
compensation paid to our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CARTER'S INC. Agenda Number: 934993331
--------------------------------------------------------------------------------------------------------------------------
Security: 146229109 Meeting Type: Annual
Ticker: CRI Meeting Date: 16-May-2019
ISIN: US1462291097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a Election of Director: Amy Woods Brinkley Mgmt For For
1b Election of Director: Giuseppina Buonfantino Mgmt For For
1c Election of Director: Michael D. Casey Mgmt For For
1d Election of Director: A. Bruce Cleverly Mgmt For For
1e Election of Director: Jevin S. Eagle Mgmt For For
1f Election of Director: Mark P. Hipp Mgmt For For
1g Election of Director: William J. Montgoris Mgmt For For
1h Election of Director: David Pulver Mgmt For For
1i Election of Director: Thomas E. Whiddon Mgmt For For
2 Advisory approval of executive compensation. Mgmt For For
3 Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm for
fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
CHARLES RIVER LABORATORIES INTL., INC. Agenda Number: 934978579
--------------------------------------------------------------------------------------------------------------------------
Security: 159864107 Meeting Type: Annual
Ticker: CRL Meeting Date: 21-May-2019
ISIN: US1598641074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: James C. Foster Mgmt For For
1B. Election of Director: Robert J. Bertolini Mgmt For For
1C. Election of Director: Stephen D. Chubb Mgmt For For
1D. Election of Director: Deborah T. Kochevar Mgmt For For
1E. Election of Director: Martin W. MacKay Mgmt For For
1F. Election of Director: Jean-Paul Mangeolle Mgmt For For
1G. Election of Director: George E. Massaro Mgmt For For
1H. Election of Director: George M. Milne, Jr. Mgmt For For
1I. Election of Director: C. Richard Reese Mgmt For For
1J. Election of Director: Richard F. Wallman Mgmt For For
2. Say on Pay - An advisory vote to approve our executive Mgmt For For
compensation.
3. Proposal to ratify the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our independent
registered public accountants for the fiscal year
ending December 28, 2019.
--------------------------------------------------------------------------------------------------------------------------
CIMAREX ENERGY CO. Agenda Number: 934949186
--------------------------------------------------------------------------------------------------------------------------
Security: 171798101 Meeting Type: Annual
Ticker: XEC Meeting Date: 08-May-2019
ISIN: US1717981013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Class II director: Hans Helmerich Mgmt For For
1B Election of Class II director: Harold R. Logan, Jr. Mgmt For For
1C Election of Class II director: Monroe W. Robertson Mgmt For For
2. Advisory vote to approve executive compensation Mgmt Against Against
3. Approve 2019 Equity Incentive Plan Mgmt For For
4. Ratify the appointment of KPMG LLP as our independent Mgmt For For
auditors for 2019
--------------------------------------------------------------------------------------------------------------------------
CLEAN HARBORS, INC. Agenda Number: 935002294
--------------------------------------------------------------------------------------------------------------------------
Security: 184496107 Meeting Type: Annual
Ticker: CLH Meeting Date: 05-Jun-2019
ISIN: US1844961078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Andrea Robertson Mgmt For For
Lauren C. States Mgmt For For
2. To approve an advisory vote on the Company's executive Mgmt For For
compensation.
3. To approve the Company's 2019 CEO Annual Incentive Mgmt For For
Bonus Plan.
4. To ratify the selection by the Audit Committee of the Mgmt For For
Company's Board of Directors of Deloitte & Touche LLP
as the Company's independent registered public
accounting firm for the current fiscal year.
--------------------------------------------------------------------------------------------------------------------------
CONDUENT INCORPORATED Agenda Number: 934980461
--------------------------------------------------------------------------------------------------------------------------
Security: 206787103 Meeting Type: Annual
Ticker: CNDT Meeting Date: 21-May-2019
ISIN: US2067871036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Nicholas Graziano Mgmt For For
1.2 Election of Director: Joie Gregor Mgmt For For
1.3 Election of Director: Scott Letier Mgmt For For
1.4 Election of Director: Jesse A. Lynn Mgmt For For
1.5 Election of Director: Courtney Mather Mgmt For For
1.6 Election of Director: Michael A. Nutter Mgmt For For
1.7 Election of Director: William G. Parrett Mgmt For For
1.8 Election of Director: Ashok Vemuri Mgmt For For
1.9 Election of Director: Virginia M. Wilson Mgmt For For
2. Ratify the appointment of PricewaterhouseCoopers LLP Mgmt For For
as our independent registered public accounting firm.
3. Approve, on an advisory basis, the 2018 compensation Mgmt For For
of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
DARLING INGREDIENTS INC. Agenda Number: 934957450
--------------------------------------------------------------------------------------------------------------------------
Security: 237266101 Meeting Type: Annual
Ticker: DAR Meeting Date: 07-May-2019
ISIN: US2372661015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Randall C. Stuewe Mgmt For For
1b. Election of Director: Charles Adair Mgmt For For
1c. Election of Director: D. Eugene Ewing Mgmt For For
1d. Election of Director: Linda Goodspeed Mgmt For For
1e. Election of Director: Dirk Kloosterboer Mgmt For For
1f. Election of Director: Mary R. Korby Mgmt For For
1g. Election of Director: Cynthia Pharr Lee Mgmt For For
1h. Election of Director: Charles Macaluso Mgmt For For
1i. Election of Director: Gary W. Mize Mgmt For For
1j. Election of Director: Michael E. Rescoe Mgmt For For
1k. Election of Director: Nicole M. Ringenberg Mgmt For For
2. Proposal to ratify the selection of KPMG LLP as the Mgmt For For
Company's independent registered public accounting
firm for the fiscal year ending December 28, 2019.
3. Advisory vote to approve executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DENTSPLY SIRONA INC. Agenda Number: 934983227
--------------------------------------------------------------------------------------------------------------------------
Security: 24906P109 Meeting Type: Annual
Ticker: XRAY Meeting Date: 22-May-2019
ISIN: US24906P1093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael C. Alfano Mgmt For For
1b. Election of Director: Eric K. Brandt Mgmt For For
1c. Election of Director: Donald M. Casey, Jr. Mgmt For For
1d. Election of Director: Willie A. Deese Mgmt For For
1e. Election of Director: Betsy D. Holden Mgmt For For
1f. Election of Director: Arthur D. Kowaloff Mgmt For For
1g. Election of Director: Harry M. Kraemer, Jr. Mgmt For For
1h. Election of Director: Gregory T. Lucier Mgmt For For
1i. Election of Director: Francis J. Lunger Mgmt For For
1j. Election of Director: Leslie F. Varon Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants for 2019.
3. Approval, by non-binding vote, of the Company's Mgmt For For
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
DIAMONDBACK ENERGY, INC. Agenda Number: 935010847
--------------------------------------------------------------------------------------------------------------------------
Security: 25278X109 Meeting Type: Annual
Ticker: FANG Meeting Date: 06-Jun-2019
ISIN: US25278X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Steven E. West Mgmt For For
1B Election of Director: Travis D. Stice Mgmt For For
1C Election of Director: Michael L. Hollis Mgmt For For
1D Election of Director: Michael P. Cross Mgmt For For
1E Election of Director: David L. Houston Mgmt For For
1F Election of Director: Mark L. Plaumann Mgmt For For
1G Election of Director: Melanie M. Trent Mgmt For For
2. Proposal to approve the Company's 2019 Amended and Mgmt For For
Restated Equity Incentive Plan
3. Proposal to approve, on an advisory basis, the Mgmt For For
compensation paid to the Company's named executive
officers
4. Proposal to ratify the appointment of Grant Thornton Mgmt For For
LLP as the Company's independent auditors for the
fiscal year ending December 31, 2019
--------------------------------------------------------------------------------------------------------------------------
DOLLAR GENERAL CORPORATION Agenda Number: 934975749
--------------------------------------------------------------------------------------------------------------------------
Security: 256677105 Meeting Type: Annual
Ticker: DG Meeting Date: 29-May-2019
ISIN: US2566771059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Warren F. Bryant Mgmt For For
1b. Election of Director: Michael M. Calbert Mgmt For For
1c. Election of Director: Sandra B. Cochran Mgmt For For
1d. Election of Director: Patricia D. Fili-Krushel Mgmt For For
1e. Election of Director: Timothy I. McGuire Mgmt For For
1f. Election of Director: William C. Rhodes, III Mgmt For For
1g. Election of Director: Ralph E. Santana Mgmt For For
1h. Election of Director: Todd J. Vasos Mgmt For For
2. To approve, on an advisory (non-binding) basis, the Mgmt For For
compensation of Dollar General Corporation's named
executive officers as disclosed in the proxy
statement.
3. To ratify the appointment of Ernst & Young LLP as Mgmt For For
Dollar General Corporation's independent registered
public accounting firm for fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
DOLLAR TREE, INC. Agenda Number: 935001812
--------------------------------------------------------------------------------------------------------------------------
Security: 256746108 Meeting Type: Annual
Ticker: DLTR Meeting Date: 13-Jun-2019
ISIN: US2567461080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Arnold S. Barron Mgmt For For
1b. Election of Director: Gregory M. Bridgeford Mgmt For For
1c. Election of Director: Thomas W. Dickson Mgmt For For
1d. Election of Director: Conrad M. Hall Mgmt For For
1e. Election of Director: Lemuel E. Lewis Mgmt For For
1f. Election of Director: Jeffrey G. Naylor Mgmt For For
1g. Election of Director: Gary M. Philbin Mgmt For For
1h. Election of Director: Bob Sasser Mgmt For For
1i. Election of Director: Thomas A. Saunders III Mgmt For For
1j. Election of Director: Stephanie P. Stahl Mgmt For For
1k. Election of Director: Carrie A. Wheeler Mgmt For For
1l. Election of Director: Thomas E. Whiddon Mgmt For For
1m. Election of Director: Carl P. Zeithaml Mgmt For For
2. To Approve, on an Advisory Basis, the Compensation of Mgmt For For
the Company's Named Executive Officers
3. To Ratify the Selection of KPMG LLP as the Company's Mgmt For For
Independent Registered Public Accounting Firm
--------------------------------------------------------------------------------------------------------------------------
DOVER CORPORATION Agenda Number: 934949251
--------------------------------------------------------------------------------------------------------------------------
Security: 260003108 Meeting Type: Annual
Ticker: DOV Meeting Date: 02-May-2019
ISIN: US2600031080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: H.J. Gilbertson, Jr. Mgmt For For
1b. Election of Director: K.C. Graham Mgmt For For
1c. Election of Director: M.F. Johnston Mgmt For For
1d. Election of Director: E.A. Spiegel Mgmt For For
1e. Election of Director: R.J. Tobin Mgmt For For
1f. Election of Director: S.M. Todd Mgmt For For
1g. Election of Director: S.K. Wagner Mgmt For For
1h. Election of Director: K.E. Wandell Mgmt For For
1i. Election of Director: M.A. Winston Mgmt For For
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as our independent registered public accounting
firm for 2019.
3. To approve, on an advisory basis, named executive Mgmt Against Against
officer compensation.
4. To approve amendments to Article 15 of our Restated Mgmt For For
Certificate of Incorporation to eliminate the
super-majority voting requirement.
5. To approve amendments to Article 16 of our Restated Mgmt For For
Certificate of Incorporation to eliminate the
super-majority voting requirement.
--------------------------------------------------------------------------------------------------------------------------
DTE ENERGY COMPANY Agenda Number: 934947411
--------------------------------------------------------------------------------------------------------------------------
Security: 233331107 Meeting Type: Annual
Ticker: DTE Meeting Date: 09-May-2019
ISIN: US2333311072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Gerard M. Anderson Mgmt For For
David A. Brandon Mgmt For For
W. Frank Fountain, Jr. Mgmt For For
Charles G. McClure, Jr. Mgmt For For
Gail J. McGovern Mgmt For For
Mark A. Murray Mgmt For For
Ruth G. Shaw Mgmt For For
Robert C. Skaggs, Jr. Mgmt For For
David A. Thomas Mgmt For For
James H. Vandenberghe Mgmt For For
Valerie M. Williams Mgmt For For
2. Ratify the appointment of PricewaterhouseCoopers LLP Mgmt For For
as our independent auditors.
3. Provide a nonbinding vote to approve the Company's Mgmt For For
executive compensation.
4. Vote on a shareholder proposal to require an Shr Against For
independent board chairman.
5. Vote on a shareholder proposal to require additional Shr For Against
disclosure of political contributions.
--------------------------------------------------------------------------------------------------------------------------
EDISON INTERNATIONAL Agenda Number: 934940176
--------------------------------------------------------------------------------------------------------------------------
Security: 281020107 Meeting Type: Annual
Ticker: EIX Meeting Date: 25-Apr-2019
ISIN: US2810201077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeanne Beliveau-Dunn Mgmt For For
1b. Election of Director: Michael C. Camunez Mgmt For For
1c. Election of Director: Vanessa C.L. Chang Mgmt For For
1d. Election of Director: James T. Morris Mgmt For For
1e. Election of Director: Timothy T. O'Toole Mgmt For For
1f. Election of Director: Pedro J. Pizarro Mgmt For For
1g. Election of Director: Linda G. Stuntz Mgmt For For
1h. Election of Director: William P. Sullivan Mgmt For For
1i. Election of Director: Ellen O. Tauscher Mgmt For For
1j. Election of Director: Peter J. Taylor Mgmt For For
1k. Election of Director: Keith Trent Mgmt For For
1l. Election of Director: Brett White Mgmt Abstain Against
2. Ratification of the Appointment of the Independent Mgmt For For
Registered Public Accounting Firm.
3. Advisory Vote to Approve the Company's Executive Mgmt For For
Compensation.
4. Shareholder Proposal Regarding Proxy Access. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
EQUINIX, INC. Agenda Number: 935002270
--------------------------------------------------------------------------------------------------------------------------
Security: 29444U700 Meeting Type: Annual
Ticker: EQIX Meeting Date: 30-May-2019
ISIN: US29444U7000
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Thomas Bartlett Mgmt For For
Nanci Caldwell Mgmt For For
Gary Hromadko Mgmt For For
Scott Kriens Mgmt For For
William Luby Mgmt For For
Irving Lyons, III Mgmt For For
Charles Meyers Mgmt For For
Christopher Paisley Mgmt For For
Peter Van Camp Mgmt For For
2. To approve, by a non-binding advisory vote, the Mgmt For For
compensation of Equinix's named executive officers.
3. To approve the Equinix French Sub-plan under Equinix's Mgmt For For
2000 Equity Incentive Plan.
4. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as Equinix's independent registered public
accounting firm for the fiscal year ending December
31, 2019.
5. Stockholder proposal related to political Shr For Against
contributions.
--------------------------------------------------------------------------------------------------------------------------
EQUITRANS MIDSTREAM CORPORATION Agenda Number: 935014174
--------------------------------------------------------------------------------------------------------------------------
Security: 294600101 Meeting Type: Annual
Ticker: ETRN Meeting Date: 11-Jun-2019
ISIN: US2946001011
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Vicky A. Bailey Mgmt For For
Kenneth M. Burke Mgmt For For
Margaret K. Dorman Mgmt For For
Thomas F. Karam Mgmt For For
David L. Porges Mgmt For For
Norman J. Szydlowski Mgmt For For
Robert F. Vagt Mgmt For For
2. To approve, on an advisory basis, the compensation of Mgmt For For
the Company's named executive officers for 2018.
3. To approve, on an advisory basis, the frequency of Mgmt 1 Year For
future advisory votes on executive compensation.
4. To ratify the appointment of Ernst & Young LLP as the Mgmt For For
Company's independent registered public accounting
firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
EVERGY, INC. Agenda Number: 934949388
--------------------------------------------------------------------------------------------------------------------------
Security: 30034W106 Meeting Type: Annual
Ticker: EVRG Meeting Date: 07-May-2019
ISIN: US30034W1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Terry Bassham Mgmt For For
Mollie Hale Carter Mgmt For For
Charles Q. Chandler, IV Mgmt For For
Gary D. Forsee Mgmt For For
Scott D. Grimes Mgmt For For
Richard L. Hawley Mgmt For For
Thomas D. Hyde Mgmt For For
B. Anthony Isaac Mgmt For For
Sandra A.J. Lawrence Mgmt For For
Ann D. Murtlow Mgmt For For
Sandra J. Price Mgmt For For
Mark A. Ruelle Mgmt For For
John J. Sherman Mgmt For For
S. Carl Soderstrom Jr. Mgmt For For
John Arthur Stall Mgmt For For
2. To approve, on a non-binding advisory basis, the 2018 Mgmt For For
compensation of the Company's named executive
officers.
3. To recommend, on a non-binding advisory basis, the Mgmt 1 Year For
frequency of the advisory vote on named executive
officer compensation.
4. To ratify the appointment of Deloitte & Touche LLP as Mgmt For For
the Company's independent registered public accounting
firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
FIDELITY NAT'L INFORMATION SERVICES,INC. Agenda Number: 934978517
--------------------------------------------------------------------------------------------------------------------------
Security: 31620M106 Meeting Type: Annual
Ticker: FIS Meeting Date: 22-May-2019
ISIN: US31620M1062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ellen R. Alemany Mgmt For For
1b. Election of Director: Keith W. Hughes Mgmt For For
1c. Election of Director: David K. Hunt Mgmt For For
1d. Election of Director: Stephan A. James Mgmt For For
1e. Election of Director: Leslie M. Muma Mgmt For For
1f. Election of Director: Alexander Navab Mgmt For For
1g. Election of Director: Gary A. Norcross Mgmt For For
1h. Election of Director: Louise M. Parent Mgmt For For
1i. Election of Director: Brian T. Shea Mgmt For For
1j. Election of Director: James B. Stallings, Jr. Mgmt For For
2. Advisory vote on Fidelity National Information Mgmt For For
Services, Inc. executive compensation.
3. To ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
FLUOR CORPORATION Agenda Number: 934943211
--------------------------------------------------------------------------------------------------------------------------
Security: 343412102 Meeting Type: Annual
Ticker: FLR Meeting Date: 02-May-2019
ISIN: US3434121022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Peter K. Barker Mgmt For For
1B. Election of Director: Alan M. Bennett Mgmt For For
1C. Election of Director: Rosemary T. Berkery Mgmt For For
1D. Election of Director: Alan L. Boeckmann Mgmt For For
1E. Election of Director: Peter J. Fluor Mgmt For For
1F. Election of Director: James T. Hackett Mgmt For For
1G. Election of Director: Samuel J. Locklear III Mgmt For For
1H. Election of Director: Deborah D. McWhinney Mgmt For For
1I. Election of Director: Armando J. Olivera Mgmt For For
1J. Election of Director: Matthew K. Rose Mgmt For For
1K. Election of Director: David T. Seaton Mgmt For For
1L. Election of Director: Nader H. Sultan Mgmt For For
1M. Election of Director: Lynn C. Swann Mgmt For For
2. An advisory vote to approve the company's executive Mgmt For For
compensation.
3. The ratification of the appointment by our Audit Mgmt For For
Committee of Ernst & Young LLP as independent
registered public accounting firm for the fiscal year
ending December 31, 2019.
4. Stockholder proposal requesting adoption of greenhouse Shr For Against
gas emissions reduction goals.
--------------------------------------------------------------------------------------------------------------------------
FMC CORPORATION Agenda Number: 934961219
--------------------------------------------------------------------------------------------------------------------------
Security: 302491303 Meeting Type: Annual
Ticker: FMC Meeting Date: 30-Apr-2019
ISIN: US3024913036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Pierre Brondeau Mgmt For For
1b. Election of Director: Eduardo E. Cordeiro Mgmt For For
1c. Election of Director: G. Peter D'Aloia Mgmt For For
1d. Election of Director: C. Scott Greer Mgmt For For
1e. Election of Director: K'Lynne Johnson Mgmt For For
1f. Election of Director: Dirk A. Kempthorne Mgmt For For
1g. Election of Director: Paul J. Norris Mgmt For For
1h. Election of Director: Margareth Ovrum Mgmt For For
1i. Election of Director: Robert C. Pallash Mgmt For For
1j. Election of Director: William H. Powell Mgmt For For
1k. Election of Director: Vincent R. Volpe, Jr. Mgmt For For
2. Ratification of the appointment of independent Mgmt For For
registered public accounting firm.
3. Approval, by non-binding vote, of executive Mgmt For For
compensation.
4. Amend the Company's Restated Certificate of Mgmt For For
Incorporation and Restated By-Laws to eliminate
supermajority vote requirements to remove directors.
--------------------------------------------------------------------------------------------------------------------------
HOST HOTELS & RESORTS, INC. Agenda Number: 934964861
--------------------------------------------------------------------------------------------------------------------------
Security: 44107P104 Meeting Type: Annual
Ticker: HST Meeting Date: 16-May-2019
ISIN: US44107P1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mary L. Baglivo Mgmt For For
1b. Election of Director: Sheila C. Bair Mgmt For For
1c. Election of Director: Ann M. Korologos Mgmt For For
1d. Election of Director: Richard E. Marriott Mgmt For For
1e. Election of Director: Sandeep L. Mathrani Mgmt For For
1f. Election of Director: John B. Morse, Jr. Mgmt For For
1g. Election of Director: Mary Hogan Preusse Mgmt For For
1h. Election of Director: Walter C. Rakowich Mgmt For For
1i. Election of Director: James F. Risoleo Mgmt For For
1j. Election of Director: Gordon H. Smith Mgmt For For
1k. Election of Director: A. William Stein Mgmt For For
2. Ratify appointment of KPMG LLP as independent Mgmt For For
registered public accountants for 2019.
3. Advisory resolution to approve executive compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
INGREDION INC Agenda Number: 934969568
--------------------------------------------------------------------------------------------------------------------------
Security: 457187102 Meeting Type: Annual
Ticker: INGR Meeting Date: 15-May-2019
ISIN: US4571871023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Luis Aranguren-Trellez Mgmt For For
1b. Election of Director: David B. Fischer Mgmt For For
1c. Election of Director: Paul Hanrahan Mgmt For For
1d. Election of Director: Rhonda L. Jordan Mgmt For For
1e. Election of Director: Gregory B. Kenny Mgmt For For
1f. Election of Director: Barbara A. Klein Mgmt For For
1g. Election of Director: Victoria J. Reich Mgmt For For
1h. Election of Director: Jorge A. Uribe Mgmt For For
1i. Election of Director: Dwayne A. Wilson Mgmt For For
1j. Election of Director: James P. Zallie Mgmt For For
2. To approve, by advisory vote, the compensation of the Mgmt For For
company's "named executive officers"
3. To ratify the appointment of KPMG LLP as the Mgmt For For
independent registered public accounting firm of the
company and its subsidiaries, in respect of the
company's operations in 2019
--------------------------------------------------------------------------------------------------------------------------
LEIDOS HOLDINGS, INC. Agenda Number: 934942601
--------------------------------------------------------------------------------------------------------------------------
Security: 525327102 Meeting Type: Annual
Ticker: LDOS Meeting Date: 26-Apr-2019
ISIN: US5253271028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Gregory R. Dahlberg Mgmt For For
1b. Election of Director: David G. Fubini Mgmt For For
1c. Election of Director: Miriam E. John Mgmt For For
1d. Election of Director: Frank Kendall III Mgmt For For
1e. Election of Director: Robert C. Kovarik, Jr. Mgmt For For
1f. Election of Director: Harry M.J. Kraemer, Jr. Mgmt For For
1g. Election of Director: Roger A. Krone Mgmt For For
1h. Election of Director: Gary S. May Mgmt For For
1i. Election of Director: Surya N. Mohapatra Mgmt For For
1j. Election of Director: Lawrence C. Nussdorf Mgmt For For
1k. Election of Director: Robert S. Shapard Mgmt For For
1l. Election of Director: Susan M. Stalnecker Mgmt For For
1m. Election of Director: Noel B. Williams Mgmt For For
2. Approve, by an advisory vote, executive compensation. Mgmt For For
3. Stockholder proposal regarding simple majority vote. Shr For Against
4. The ratification of the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered public
accounting firm for the fiscal year ending January 3,
2020.
--------------------------------------------------------------------------------------------------------------------------
LIVENT CORPORATION Agenda Number: 934971501
--------------------------------------------------------------------------------------------------------------------------
Security: 53814L108 Meeting Type: Annual
Ticker: LTHM Meeting Date: 01-May-2019
ISIN: US53814L1089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I director: Michael F. Barry Mgmt For For
1b. Election of Class I director: Steven T. Merkt Mgmt For For
2. Ratification of the appointment of independent Mgmt For For
registered public accounting firm
--------------------------------------------------------------------------------------------------------------------------
LKQ CORPORATION Agenda Number: 934948110
--------------------------------------------------------------------------------------------------------------------------
Security: 501889208 Meeting Type: Annual
Ticker: LKQ Meeting Date: 06-May-2019
ISIN: US5018892084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: A. Clinton Allen Mgmt For For
1b. Election of Director: Meg A. Divitto Mgmt For For
1c. Election of Director: Robert M. Hanser Mgmt For For
1d. Election of Director: Joseph M. Holsten Mgmt For For
1e. Election of Director: Blythe J. McGarvie Mgmt For For
1f. Election of Director: John W. Mendel Mgmt For For
1g. Election of Director: Jody G. Miller Mgmt For For
1h. Election of Director: John F. O'Brien Mgmt For For
1i. Election of Director: Guhan Subramanian Mgmt For For
1j. Election of Director: William M. Webster, IV Mgmt For For
1k. Election of Director: Dominick Zarcone Mgmt For For
2. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as our independent registered public accounting
firm for our fiscal year ending December 31, 2019.
3. Approval, on an advisory basis, of the compensation of Mgmt For For
our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
M&T BANK CORPORATION Agenda Number: 934942170
--------------------------------------------------------------------------------------------------------------------------
Security: 55261F104 Meeting Type: Annual
Ticker: MTB Meeting Date: 16-Apr-2019
ISIN: US55261F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Brent D. Baird Mgmt For For
C. Angela Bontempo Mgmt For For
Robert T. Brady Mgmt For For
T.J. Cunningham III Mgmt For For
Gary N. Geisel Mgmt For For
Richard S. Gold Mgmt For For
Richard A. Grossi Mgmt For For
John D. Hawke, Jr. Mgmt For For
Rene F. Jones Mgmt For For
Richard H. Ledgett, Jr. Mgmt For For
Newton P.S. Merrill Mgmt For For
Kevin J. Pearson Mgmt For For
Melinda R. Rich Mgmt For For
Robert E. Sadler, Jr. Mgmt For For
Denis J. Salamone Mgmt Withheld Against
John R. Scannell Mgmt For For
David S. Scharfstein Mgmt For For
Herbert L. Washington Mgmt For For
2. TO APPROVE THE M&T BANK CORPORATION 2019 EQUITY Mgmt For For
INCENTIVE COMPENSATION PLAN.
3. TO APPROVE THE COMPENSATION OF M&T BANK CORPORATION'S Mgmt For For
NAMED EXECUTIVE OFFICERS.
4. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS Mgmt For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM OF M&T BANK CORPORATION FOR THE YEAR ENDING
DECEMBER 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
MACOM TECHNOLOGY SOLUTIONS HOLDINGS, INC Agenda Number: 934920679
--------------------------------------------------------------------------------------------------------------------------
Security: 55405Y100 Meeting Type: Annual
Ticker: MTSI Meeting Date: 28-Feb-2019
ISIN: US55405Y1001
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peter Chung Mgmt For For
Geoffrey Ribar Mgmt For For
Gil Van Lunsen Mgmt For For
2. Advisory vote to approve the compensation paid to our Mgmt For For
Named Executive Officers.
3. Advisory vote on the frequency of future advisory Mgmt 1 Year Against
votes to approve the compensation of our Named
Executive Officers.
4. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as the Company's independent registered public
accounting firm for the fiscal year ending September
27, 2019.
--------------------------------------------------------------------------------------------------------------------------
MID-AMERICA APARTMENT COMMUNITIES, INC. Agenda Number: 935000834
--------------------------------------------------------------------------------------------------------------------------
Security: 59522J103 Meeting Type: Annual
Ticker: MAA Meeting Date: 21-May-2019
ISIN: US59522J1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: H. Eric Bolton, Jr. Mgmt For For
1b. Election of Director: Russell R. French Mgmt For For
1c. Election of Director: Alan B. Graf, Jr. Mgmt For For
1d. Election of Director: Toni Jennings Mgmt For For
1e. Election of Director: James K. Lowder Mgmt For For
1f. Election of Director: Thomas H. Lowder Mgmt For For
1g. Election of Director: Monica McGurk Mgmt For For
1h. Election of Director: Claude B. Nielsen Mgmt For For
1i. Election of Director: Philip W. Norwood Mgmt For For
1j. Election of Director: W. Reid Sanders Mgmt For For
1k. Election of Director: Gary Shorb Mgmt For For
1l. Election of Director: David P. Stockert Mgmt For For
2. Advisory (non-binding) vote to approve the Mgmt For For
compensation of our named executive officers as
disclosed in the proxy statement.
3. Ratification of appointment of Ernst & Young LLP as Mgmt For For
independent registered public accounting firm for
fiscal year 2019.
--------------------------------------------------------------------------------------------------------------------------
NEWELL BRANDS INC. Agenda Number: 934983126
--------------------------------------------------------------------------------------------------------------------------
Security: 651229106 Meeting Type: Annual
Ticker: NWL Meeting Date: 07-May-2019
ISIN: US6512291062
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bridget Ryan Berman Mgmt For For
1b. Election of Director: Patrick D. Campbell Mgmt For For
1c. Election of Director: James R. Craigie Mgmt For For
1d. Election of Director: Debra A. Crew Mgmt For For
1e. Election of Director: Brett M. Icahn Mgmt For For
1f. Election of Director: Gerardo I. Lopez Mgmt For For
1g. Election of Director: Courtney R. Mather Mgmt For For
1h. Election of Director: Michael B. Polk Mgmt For For
1i. Election of Director: Judith A. Sprieser Mgmt For For
1j. Election of Director: Robert A. Steele Mgmt For For
1k. Election of Director: Steven J. Strobel Mgmt For For
1l. Election of Director: Michael A. Todman Mgmt For For
2. Ratify the appointment of PricewaterhouseCoopers LLP Mgmt For For
as the Company's independent registered public
accounting firm for the fiscal year ending December
31, 2019.
3. Advisory resolution to approve executive compensation. Mgmt Against Against
4. Board proposal to amend the Company's Restated Mgmt For For
Certificate of Incorporation to allow stockholder
action by written consent.
5. Shareholder proposal modifying proxy access. Shr For Against
6. Shareholder proposal to prepare a diversity report. Shr For Against
--------------------------------------------------------------------------------------------------------------------------
NISOURCE INC. Agenda Number: 934974038
--------------------------------------------------------------------------------------------------------------------------
Security: 65473P105 Meeting Type: Annual
Ticker: NI Meeting Date: 07-May-2019
ISIN: US65473P1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter A. Altabef Mgmt For For
1b. Election of Director: Theodore H. Bunting, Jr. Mgmt For For
1c. Election of Director: Eric L. Butler Mgmt For For
1d. Election of Director: Aristides S. Candris Mgmt For For
1e. Election of Director: Wayne S. DeVeydt Mgmt For For
1f. Election of Director: Joseph Hamrock Mgmt For For
1g. Election of Director: Deborah A. Henretta Mgmt For For
1h. Election of Director: Michael E. Jesanis Mgmt For For
1i. Election of Director: Kevin T. Kabat Mgmt For For
1j. Election of Director: Carolyn Y. Woo Mgmt For For
2. To approve named executive officer compensation on an Mgmt For For
advisory basis.
3. To ratify the appointment of Deloitte & Touche LLP as Mgmt For For
the Company's independent registered public accounting
firm for 2019.
4. To approve an amendment to the Company's Amended and Mgmt For For
Restated Certificate of Incorporation ("Certificate of
Incorporation") to increase the number of authorized
shares of common stock.
5. To approve an amendment to the Certificate of Mgmt For For
Incorporation to eliminate the requirement of "cause"
for removal of directors.
6. To approve the Company's Amended and Restated Employee Mgmt For For
Stock Purchase Plan to increase the number of shares
available under the plan.
7. To consider a stockholder proposal reducing the Shr For Against
threshold stock ownership requirement for stockholders
to call a special stockholder meeting from 25% to 10%.
--------------------------------------------------------------------------------------------------------------------------
OLIN CORPORATION Agenda Number: 934937888
--------------------------------------------------------------------------------------------------------------------------
Security: 680665205 Meeting Type: Annual
Ticker: OLN Meeting Date: 25-Apr-2019
ISIN: US6806652052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: C. Robert Bunch Mgmt For For
1.2 Election of Director: Randall W. Larrimore Mgmt For For
1.3 Election of Director: John M. B. O'Connor Mgmt For For
1.4 Election of Director: Scott M. Sutton Mgmt For For
1.5 Election of Director: William H. Weideman Mgmt For For
2. Advisory vote to approve named executive officer Mgmt For For
compensation.
3. Ratification of appointment of independent registered Mgmt For For
public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
PACWEST BANCORP Agenda Number: 934961269
--------------------------------------------------------------------------------------------------------------------------
Security: 695263103 Meeting Type: Annual
Ticker: PACW Meeting Date: 13-May-2019
ISIN: US6952631033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Tanya M. Acker Mgmt For For
1B. Election of Director: Paul R. Burke Mgmt For For
1C. Election of Director: Craig A. Carlson Mgmt For For
1D. Election of Director: John M. Eggemeyer, III Mgmt For For
1E. Election of Director: C. William Hosler Mgmt For For
1F. Election of Director: Susan E. Lester Mgmt For For
1G. Election of Director: Roger H. Molvar Mgmt For For
1H. Election of Director: James J. Pieczynski Mgmt For For
1I. Election of Director: Daniel B. Platt Mgmt For For
1J. Election of Director: Robert A. Stine Mgmt For For
1K. Election of Director: Matthew P. Wagner Mgmt For For
1L. Election of Director: Mark T. Yung Mgmt For For
2. Advisory Vote on Executive Compensation. To approve, Mgmt For For
on an advisory basis (non-binding), the compensation
of the Company's named executive officers.
3. Ratification of the Appointment of Independent Mgmt For For
Auditors. To ratify the appointment of KPMG LLP as the
Company's independent auditors for the fiscal year
ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
PINNACLE FINANCIAL PARTNERS, INC. Agenda Number: 934935909
--------------------------------------------------------------------------------------------------------------------------
Security: 72346Q104 Meeting Type: Annual
Ticker: PNFP Meeting Date: 16-Apr-2019
ISIN: US72346Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Abney S. Boxley, III Mgmt For For
1b. Election of Director: Charles E. Brock Mgmt For For
1c. Election of Director: Renda J. Burkhart Mgmt For For
1d. Election of Director: Gregory L. Burns Mgmt For For
1e. Election of Director: Richard D. Callicutt, II Mgmt For For
1f. Election of Director: Marty G. Dickens Mgmt For For
1g. Election of Director: Thomas C. Farnsworth, III Mgmt For For
1h. Election of Director: Joseph C. Galante Mgmt For For
1i. Election of Director: Glenda Baskin Glover Mgmt For For
1j. Election of Director: David B. Ingram Mgmt For For
1k. Election of Director: Robert A. McCabe, Jr. Mgmt For For
1l. Election of Director: Ronald L. Samuels Mgmt For For
1m. Election of Director: Gary L. Scott Mgmt For For
1n. Election of Director: Thomas R. Sloan Mgmt For For
1o. Election of Director: Reese L. Smith, III Mgmt For For
1p. Election of Director: G. Kennedy Thompson Mgmt For For
1q. Election of Director: M. Terry Turner Mgmt For For
2. To ratify the appointment of Crowe LLP as the Mgmt For For
Company's independent registered public accounting
firm for the fiscal year ending December 31, 2019.
3. To approve, on a non-binding, advisory basis, the Mgmt For For
compensation of the Company's named executive officers
as disclosed in the proxy statement for the annual
meeting of shareholders
--------------------------------------------------------------------------------------------------------------------------
PINNACLE WEST CAPITAL CORPORATION Agenda Number: 934955367
--------------------------------------------------------------------------------------------------------------------------
Security: 723484101 Meeting Type: Annual
Ticker: PNW Meeting Date: 15-May-2019
ISIN: US7234841010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Donald E. Brandt Mgmt For For
Denis A. Cortese, M.D. Mgmt For For
Richard P. Fox Mgmt For For
Michael L. Gallagher Mgmt For For
Dale E. Klein, Ph.D. Mgmt For For
Humberto S. Lopez Mgmt For For
Kathryn L. Munro Mgmt For For
Bruce J. Nordstrom Mgmt For For
Paula J. Sims Mgmt For For
James E. Trevathan, Jr. Mgmt For For
David P. Wagener Mgmt For For
2. Advisory vote to approve executive compensation as Mgmt For For
disclosed in the 2019 Proxy Statement.
3. Ratify the appointment of the independent accountant Mgmt For For
for the year ending December 31, 2019.
4. Vote on the approval of a shareholder proposal asking Shr For Against
the Company to amend its governing documents to reduce
the ownership threshold to 10% to call special
shareholder meetings, if properly presented at the
meeting.
--------------------------------------------------------------------------------------------------------------------------
PTC INC. Agenda Number: 934920744
--------------------------------------------------------------------------------------------------------------------------
Security: 69370C100 Meeting Type: Annual
Ticker: PTC Meeting Date: 06-Mar-2019
ISIN: US69370C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Janice Chaffin Mgmt For For
Phillip Fernandez Mgmt For For
Donald Grierson Mgmt For For
James Heppelmann Mgmt For For
Klaus Hoehn Mgmt For For
Paul Lacy Mgmt For For
Corinna Lathan Mgmt For For
Blake Moret Mgmt For For
Robert Schechter Mgmt For For
2. Approve an increase in the number of shares available Mgmt For For
for issuance under our 2000 Equity Incentive Plan.
3. Advisory vote to approve the compensation of our named Mgmt Against Against
executive officers (say-on-pay).
4. Advisory vote to confirm the selection of Mgmt For For
PricewaterhouseCoopers LLP as our independent
registered public accounting firm for the current
fiscal year.
--------------------------------------------------------------------------------------------------------------------------
REGAL BELOIT CORPORATION Agenda Number: 934949934
--------------------------------------------------------------------------------------------------------------------------
Security: 758750103 Meeting Type: Annual
Ticker: RBC Meeting Date: 30-Apr-2019
ISIN: US7587501039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Stephen M. Burt Mgmt For For
1b. Election of Director: Anesa T. Chaibi Mgmt For For
1c. Election of Director: Christopher L. Doerr Mgmt For For
1d. Election of Director: Thomas J. Fischer Mgmt For For
1e. Election of Director: Dean A. Foate Mgmt For For
1f. Election of Director: Rakesh Sachdev Mgmt For For
1g. Election of Director: Curtis W. Stoelting Mgmt For For
1h. Election of Director: Jane L. Warner Mgmt For For
2. Advisory vote on the compensation of the Company's Mgmt For For
named executive officers.
3. To ratify the selection of Deloitte & Touche LLP as Mgmt For For
the Company's independent registered public accounting
firm for the year ending December 28, 2019.
--------------------------------------------------------------------------------------------------------------------------
REINSURANCE GROUP OF AMERICA, INC. Agenda Number: 934976133
--------------------------------------------------------------------------------------------------------------------------
Security: 759351604 Meeting Type: Annual
Ticker: RGA Meeting Date: 22-May-2019
ISIN: US7593516047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Christine R. Detrick Mgmt For For
1B. Election of Director: John J. Gauthier Mgmt For For
1C. Election of Director: Alan C. Henderson Mgmt For For
1D. Election of Director: Anna Manning Mgmt For For
1E. Election of Director: Hazel M. McNeilage Mgmt For For
1F. Election of Director: Steven C. Van Wyk Mgmt For For
2. Advisory vote to approve named executive officer Mgmt For For
compensation.
3. Ratify the appointment of Deloitte & Touche LLP as the Mgmt For For
Company's independent auditor for the year ending
December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
SIGNATURE BANK Agenda Number: 934937131
--------------------------------------------------------------------------------------------------------------------------
Security: 82669G104 Meeting Type: Annual
Ticker: SBNY Meeting Date: 18-Apr-2019
ISIN: US82669G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Derrick D. Cephas Mgmt For For
1.2 Election of Director: Judith A. Huntington Mgmt Against Against
1.3 Election of Director: John Tamberlane Mgmt For For
2. To ratify the appointment of KPMG LLP, an independent Mgmt For For
registered public accounting firm, as the independent
auditors for the year ending December 31, 2019.
3. Advisory vote on executive compensation. Mgmt Against Against
4. Approval of the continuation of the Bank's share Mgmt For For
repurchase plan.
--------------------------------------------------------------------------------------------------------------------------
SNAP-ON INCORPORATED Agenda Number: 934944768
--------------------------------------------------------------------------------------------------------------------------
Security: 833034101 Meeting Type: Annual
Ticker: SNA Meeting Date: 25-Apr-2019
ISIN: US8330341012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: David C. Adams Mgmt For For
1B. Election of Director: Karen L. Daniel Mgmt For For
1C. Election of Director: Ruth Ann M. Gillis Mgmt For For
1D. Election of Director: James P. Holden Mgmt For For
1E. Election of Director: Nathan J. Jones Mgmt For For
1F. Election of Director: Henry W. Knueppel Mgmt For For
1G. Election of Director: W. Dudley Lehman Mgmt For For
1H. Election of Director: Nicholas T. Pinchuk Mgmt For For
1I. Election of Director: Gregg M. Sherrill Mgmt For For
1J. Election of Director: Donald J. Stebbins Mgmt For For
2. Proposal to ratify the appointment of Deloitte & Mgmt For For
Touche LLP as Snap-on Incorporated's independent
registered public accounting firm for fiscal 2019.
3. Advisory vote to approve the compensation of Snap-on Mgmt For For
Incorporated's named executive officers, as disclosed
in "Compensation Discussion and Analysis" and
"Executive Compensation Information" in the Proxy
Statement.
--------------------------------------------------------------------------------------------------------------------------
SONOCO PRODUCTS COMPANY Agenda Number: 934947827
--------------------------------------------------------------------------------------------------------------------------
Security: 835495102 Meeting Type: Annual
Ticker: SON Meeting Date: 17-Apr-2019
ISIN: US8354951027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
P. L. Davies Mgmt For For
T. J. Drew Mgmt For For
P. Guillemot Mgmt For For
J. R. Haley Mgmt For For
R. G. Kyle Mgmt For For
R. C. Tiede Mgmt For For
T. E. Whiddon Mgmt For For
2. To ratify the selection of PricewaterhouseCoopers, LLP Mgmt For For
as the independent registered public accounting firm
for the Company for the year ending December 31, 2019.
3. To approve the advisory resolution on Executive Mgmt For For
Compensation.
4. To approve the Sonoco Products Company 2019 Omnibus Mgmt For For
Incentive Plan.
5. Advisory (non-binding) shareholder proposal regarding Shr For Against
simple majority vote.
--------------------------------------------------------------------------------------------------------------------------
STERICYCLE, INC. Agenda Number: 934978315
--------------------------------------------------------------------------------------------------------------------------
Security: 858912108 Meeting Type: Annual
Ticker: SRCL Meeting Date: 22-May-2019
ISIN: US8589121081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert S. Murley Mgmt For For
1b. Election of Director: Cindy J. Miller Mgmt For For
1c. Election of Director: Brian P. Anderson Mgmt Against Against
1d. Election of Director: Lynn D. Bleil Mgmt For For
1e. Election of Director: Thomas F. Chen Mgmt For For
1f. Election of Director: J. Joel Hackney, Jr. Mgmt For For
1g. Election of Director: Veronica M. Hagen Mgmt For For
1h. Election of Director: Stephen C. Hooley Mgmt For For
1i. Election of Director: Kay G. Priestly Mgmt For For
1j. Election of Director: Mike S. Zafirovski Mgmt For For
2. Advisory vote to approve executive compensation Mgmt Against Against
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as the Company's independent registered public
accounting firm for 2019
4. Stockholder proposal entitled Special Shareholder Shr For Against
Meeting Improvement
--------------------------------------------------------------------------------------------------------------------------
STERLING BANCORP Agenda Number: 934999989
--------------------------------------------------------------------------------------------------------------------------
Security: 85917A100 Meeting Type: Annual
Ticker: STL Meeting Date: 29-May-2019
ISIN: US85917A1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John P. Cahill Mgmt For For
Navy E. Djonovic Mgmt For For
Fernando Ferrer Mgmt For For
Robert Giambrone Mgmt For For
Mona Aboelnaga Kanaan Mgmt For For
Jack Kopnisky Mgmt For For
James J. Landy Mgmt For For
Maureen Mitchell Mgmt For For
Patricia M. Nazemetz Mgmt For For
Richard O'Toole Mgmt For For
Ralph F. Palleschi Mgmt For For
Burt Steinberg Mgmt For For
William E. Whiston Mgmt For For
2. Approval of Amendment to the Sterling Bancorp 2015 Mgmt For For
Omnibus Equity and Incentive Plan to increase the
number of shares reserved for issuance thereunder by
2,545,682 shares (for an aggregate 7,000,000 shares)
and to effect certain tax related updates as a result
of the Tax Cuts and Jobs Act of 2017.
3. Approval, by advisory, non-binding vote, of the Mgmt For For
compensation of the Named Executive
Officers.(Say-on-Pay)
4. Ratification of the appointment of Crowe LLP as the Mgmt For For
independent registered public accounting firm for the
fiscal year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
SYNOPSYS, INC. Agenda Number: 934928322
--------------------------------------------------------------------------------------------------------------------------
Security: 871607107 Meeting Type: Annual
Ticker: SNPS Meeting Date: 08-Apr-2019
ISIN: US8716071076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Aart J. de Geus Mgmt For For
Chi-Foon Chan Mgmt For For
Janice D. Chaffin Mgmt For For
Bruce R. Chizen Mgmt For For
Mercedes Johnson Mgmt For For
Chrysostomos L. Nikias Mgmt For For
John Schwarz Mgmt For For
Roy Vallee Mgmt For For
Steven C. Walske Mgmt For For
2. To approve our 2006 Employee Equity Incentive Plan, as Mgmt For For
amended, in order to, among other items, increase the
number of shares available for issuance under the plan
by 3,200,000 shares.
3. To approve, on an advisory basis, the compensation of Mgmt For For
our named executive officers, as disclosed in the
Proxy Statement.
4. To ratify the selection of KPMG LLP as our independent Mgmt For For
registered public accounting firm for the fiscal year
ending November 2, 2019.
--------------------------------------------------------------------------------------------------------------------------
THE ALLSTATE CORPORATION Agenda Number: 934978783
--------------------------------------------------------------------------------------------------------------------------
Security: 020002101 Meeting Type: Annual
Ticker: ALL Meeting Date: 21-May-2019
ISIN: US0200021014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kermit R. Crawford Mgmt For For
1b. Election of Director: Michael L. Eskew Mgmt For For
1c. Election of Director: Margaret M. Keane Mgmt For For
1d. Election of Director: Siddharth N. Mehta Mgmt For For
1e. Election of Director: Jacques P. Perold Mgmt For For
1f. Election of Director: Andrea Redmond Mgmt For For
1g. Election of Director: Gregg M. Sherrill Mgmt For For
1h. Election of Director: Judith A. Sprieser Mgmt For For
1i. Election of Director: Perry M. Traquina Mgmt For For
1j. Election of Director: Thomas J. Wilson Mgmt For For
2. Advisory vote to approve the compensation of the named Mgmt For For
executives.
3. Approval of the 2019 Equity Incentive Plan. Mgmt For For
4. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as Allstate's independent registered public
accountant for 2019.
5. Stockholder proposal on reporting political Shr For Against
contributions.
--------------------------------------------------------------------------------------------------------------------------
THE HARTFORD FINANCIAL SVCS GROUP, INC. Agenda Number: 934978125
--------------------------------------------------------------------------------------------------------------------------
Security: 416515104 Meeting Type: Annual
Ticker: HIG Meeting Date: 15-May-2019
ISIN: US4165151048
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Robert B. Allardice, III Mgmt For For
1b. Election of Director: Carlos Dominguez Mgmt For For
1c. Election of Director: Trevor Fetter Mgmt For For
1d. Election of Director: Stephen P. McGill Mgmt Abstain Against
1e. Election of Director: Kathryn A. Mikells Mgmt For For
1f. Election of Director: Michael G. Morris Mgmt For For
1g. Election of Director: Julie G. Richardson Mgmt For For
1h. Election of Director: Teresa W. Roseborough Mgmt For For
1i. Election of Director: Virginia P. Ruesterholz Mgmt For For
1j. Election of Director: Christopher J. Swift Mgmt For For
1k. Election of Director: Greig Woodring Mgmt For For
2. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as the independent registered public accounting
firm of the Company for the fiscal year ending
December 31, 2019
3. Management proposal to approve, on a non-binding Mgmt Against Against
advisory basis, the compensation of the Company's
named executive officers as disclosed in the Company's
proxy statement
--------------------------------------------------------------------------------------------------------------------------
THE KROGER CO. Agenda Number: 935024101
--------------------------------------------------------------------------------------------------------------------------
Security: 501044101 Meeting Type: Annual
Ticker: KR Meeting Date: 27-Jun-2019
ISIN: US5010441013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Nora A. Aufreiter Mgmt For For
1b. Election of Director: Anne Gates Mgmt For For
1c. Election of Director: Susan J. Kropf Mgmt For For
1d. Election of Director: W. Rodney McMullen Mgmt For For
1e. Election of Director: Jorge P. Montoya Mgmt For For
1f. Election of Director: Clyde R. Moore Mgmt For For
1g. Election of Director: James A. Runde Mgmt For For
1h. Election of Director: Ronald L. Sargent Mgmt For For
1i. Election of Director: Bobby S. Shackouls Mgmt For For
1j. Election of Director: Mark S. Sutton Mgmt For For
1k. Election of Director: Ashok Vemuri Mgmt For For
2. Approval, on an advisory basis, of Kroger's executive Mgmt For For
compensation.
3. Approval of Kroger's 2019 Long-Term Incentive Plan. Mgmt For For
4. Approval of an amendment to Kroger's Regulations to Mgmt For For
permit Board amendments in accordance with Ohio law.
5. Ratification of PricewaterhouseCoopers LLP, as Mgmt For For
auditors.
6. A shareholder proposal, if properly presented, to Shr For Against
issue a report assessing the environmental impacts of
using unrecyclable packaging for private label brands.
7. A shareholder proposal, if properly presented, to Shr Against For
adopt a policy and amend the bylaws as necessary to
require the Chair of the Board to be independent.
--------------------------------------------------------------------------------------------------------------------------
THE MICHAELS COMPANIES, INC. Agenda Number: 935006723
--------------------------------------------------------------------------------------------------------------------------
Security: 59408Q106 Meeting Type: Annual
Ticker: MIK Meeting Date: 11-Jun-2019
ISIN: US59408Q1067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Joshua Bekenstein Mgmt For For
Mark S. Cosby Mgmt For For
Ryan Cotton Mgmt For For
Monte E. Ford Mgmt For For
Karen Kaplan Mgmt For For
Matthew S. Levin Mgmt For For
John J. Mahoney Mgmt For For
James A. Quella Mgmt For For
Beryl B. Raff Mgmt For For
Peter F. Wallace Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as The Mgmt For For
Michaels Companies, Inc. independent registered public
accounting firm for the current fiscal year ending
February 1, 2020.
--------------------------------------------------------------------------------------------------------------------------
THE SCOTTS MIRACLE-GRO COMPANY Agenda Number: 934911909
--------------------------------------------------------------------------------------------------------------------------
Security: 810186106 Meeting Type: Annual
Ticker: SMG Meeting Date: 25-Jan-2019
ISIN: US8101861065
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
David C. Evans Mgmt For For
Adam Hanft Mgmt For For
Stephen L. Johnson Mgmt For For
Katherine H Littlefield Mgmt For For
2. Approval, on an advisory basis, of the compensation of Mgmt For For
the Company's named executive officers.
3. Ratification of the selection of Deloitte & Touche LLP Mgmt For For
as the Company's independent registered public
accounting firm for the fiscal year ending September
30, 2019.
--------------------------------------------------------------------------------------------------------------------------
TREEHOUSE FOODS, INC. Agenda Number: 934937143
--------------------------------------------------------------------------------------------------------------------------
Security: 89469A104 Meeting Type: Annual
Ticker: THS Meeting Date: 25-Apr-2019
ISIN: US89469A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 Election of Director: Linda K. Massman Mgmt For For
02 Election of Director: Gary D. Smith Mgmt For For
03 Election of Director: Jason J. Tyler Mgmt For For
2. Ratification of the selection of Deloitte & Touche LLP Mgmt For For
as Independent Auditors.
3. To provide an advisory vote to approve the Company's Mgmt For For
executive compensation.
4. To approve the amendment and restatement of the Mgmt For For
TreeHouse Foods, Inc. Equity and Incentive Plan,
including an increase in the number of shares subject
to the plan.
--------------------------------------------------------------------------------------------------------------------------
VALVOLINE INC. Agenda Number: 934911745
--------------------------------------------------------------------------------------------------------------------------
Security: 92047W101 Meeting Type: Annual
Ticker: VVV Meeting Date: 31-Jan-2019
ISIN: US92047W1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard J. Freeland Mgmt For For
1b. Election of Director: Stephen F. Kirk Mgmt For For
1c. Election of Director: Carol H. Kruse Mgmt For For
1d. Election of Director: Stephen E. Macadam Mgmt For For
1e. Election of Director: Vada O. Manager Mgmt For For
1f. Election of Director: Samuel J. Mitchell, Jr. Mgmt For For
1g. Election of Director: Charles M. Sonsteby Mgmt For For
1h. Election of Director: Mary J. Twinem Mgmt For For
2. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as Valvoline's independent registered public
accounting firm for fiscal 2019.
3. A non-binding advisory resolution approving Mgmt For For
Valvoline's executive compensation, as set forth in
the Proxy Statement.
4. Approval of an Amendment to the 2016 Valvoline Inc. Mgmt For For
Incentive Plan.
TFGT Premium Yield Equity Fund
--------------------------------------------------------------------------------------------------------------------------
ABB LTD Agenda Number: 934979824
--------------------------------------------------------------------------------------------------------------------------
Security: 000375204 Meeting Type: Annual
Ticker: ABB Meeting Date: 02-May-2019
ISIN: US0003752047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the management report, the consolidated Mgmt For For
financial statements and the annual financial
statements for 2018
2. Consultative vote on the 2018 Compensation Report Mgmt For For
3. Discharge of the Board of Directors and the persons Mgmt For For
entrusted with management
4. Appropriation of earnings Mgmt For For
5. Renewal of authorized share capital Mgmt For For
6a. Binding vote on the maximum aggregate amount of Mgmt For For
compensation of the Board of Directors for the next
term of office, i.e. from the 2019 Annual General
Meeting to the 2020 Annual General Meeting
6b. Binding vote on the maximum aggregate amount of Mgmt For For
compensation of the Executive Committee for the
following financial year, i.e. 2020
7a. Elect Matti Alahuhta, as Director Mgmt Against Against
7b. Elect Gunnar Brock, as Director Mgmt For For
7c. Elect David Constable, as Director Mgmt For For
7d. Elect Frederico Fleury Curado, as Director Mgmt For For
7e. Elect Lars Forberg, as Director Mgmt Against Against
7f. Elect Jennifer Xin-Zhe Li, as Director Mgmt For For
7g. Elect Geraldine Matchett, as Director Mgmt For For
7h. Elect David Meline, as Director Mgmt For For
7i. Elect Satish Pai, as Director Mgmt For For
7j. Elect Jacob Wallenberg, as Director Mgmt Against Against
7k. Elect Peter Voser, as Director and Chairman Mgmt Against Against
8a. Election to the Compensation Committee: David Mgmt For For
Constable
8b. Election to the Compensation Committee: Frederico Mgmt For For
Fleury Curado
8c. Election to the Compensation Committee: Jennifer Mgmt For For
Xin-Zhe Li
9. Election of the independent proxy, Dr. Hans Zehnder Mgmt For For
10. Election of the auditors, KPMG AG Mgmt For For
11. In case of additional or alternative proposals to the Mgmt Against Against
published agenda items during the Annual General
Meeting or of new agenda items, I authorize the
independent proxy to act.
--------------------------------------------------------------------------------------------------------------------------
BB&T CORPORATION Agenda Number: 934935769
--------------------------------------------------------------------------------------------------------------------------
Security: 054937107 Meeting Type: Annual
Ticker: BBT Meeting Date: 30-Apr-2019
ISIN: US0549371070
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jennifer S. Banner Mgmt For For
1b. Election of Director: K. David Boyer, Jr. Mgmt For For
1c. Election of Director: Anna R. Cablik Mgmt For For
1d. Election of Director: Patrick C. Graney III Mgmt For For
1e. Election of Director: I. Patricia Henry Mgmt For For
1f. Election of Director: Kelly S. King Mgmt For For
1g. Election of Director: Louis B. Lynn, Ph.D. Mgmt For For
1h. Election of Director: Easter A. Maynard Mgmt For For
1i. Election of Director: Charles A. Patton Mgmt For For
1j. Election of Director: Nido R. Qubein Mgmt For For
1k. Election of Director: William J. Reuter Mgmt For For
1l. Election of Director: Tollie W. Rich, Jr. Mgmt For For
1m. Election of Director: Christine Sears Mgmt For For
1n. Election of Director: Thomas E. Skains Mgmt For For
1o. Election of Director: Thomas N. Thompson Mgmt For For
2. Ratification of the appointment of BB&T's independent Mgmt For For
registered public accounting firm for 2019.
3. An advisory vote to approve BB&T's executive Mgmt For For
compensation program.
--------------------------------------------------------------------------------------------------------------------------
BCE INC. Agenda Number: 934962134
--------------------------------------------------------------------------------------------------------------------------
Security: 05534B760 Meeting Type: Annual
Ticker: BCE Meeting Date: 02-May-2019
ISIN: CA05534B7604
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
BARRY K. ALLEN Mgmt Withheld Against
SOPHIE BROCHU Mgmt For For
ROBERT E. BROWN Mgmt Withheld Against
GEORGE A. COPE Mgmt For For
DAVID F. DENISON Mgmt For For
ROBERT P. DEXTER Mgmt For For
IAN GREENBERG Mgmt For For
KATHERINE LEE Mgmt For For
MONIQUE F. LEROUX Mgmt For For
GORDON M. NIXON Mgmt For For
CALIN ROVINESCU Mgmt For For
KAREN SHERIFF Mgmt For For
ROBERT C. SIMMONDS Mgmt Withheld Against
PAUL R. WEISS Mgmt For For
2 APPOINTMENT OF DELOITTE LLP AS AUDITORS. Mgmt Abstain Against
3 ADVISORY RESOLUTION ON EXECUTIVE COMPENSATION AS Mgmt For For
DESCRIBED IN THE MANAGEMENT PROXY CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 934928598
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101 Meeting Type: Annual
Ticker: AVGO Meeting Date: 01-Apr-2019
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mr. Hock E. Tan Mgmt For For
1b. Election of Director: Dr. Henry Samueli Mgmt For For
1c. Election of Director: Mr. Eddy W. Hartenstein Mgmt Against Against
1d. Election of Director: Ms. Diane M. Bryant Mgmt For For
1e. Election of Director: Ms. Gayla J. Delly Mgmt For For
1f. Election of Director: Mr. Check Kian Low Mgmt Against Against
1g. Election of Director: Mr. Peter J. Marks Mgmt Against Against
1h. Election of Director: Mr. Harry L. You Mgmt For For
2. Ratification of the appointment of Pricewaterhouse- Mgmt For For
Coopers LLP as Broadcom's independent registered
public accounting firm for the fiscal year ending
November 3, 2019.
3. To approve amendments to Broadcom's Second Amended and Mgmt For For
Restated Employee Share Purchase Plan.
4. Non-binding, advisory vote to approve compensation of Mgmt Against Against
Broadcom's named executive officers.
--------------------------------------------------------------------------------------------------------------------------
CARNIVAL CORPORATION Agenda Number: 934932321
--------------------------------------------------------------------------------------------------------------------------
Security: 143658300 Meeting Type: Annual
Ticker: CCL Meeting Date: 16-Apr-2019
ISIN: PA1436583006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Micky Arison as a Director of Carnival Mgmt For For
Corporation and as a Director of Carnival plc.
2. To re-elect Sir Jonathon Band as a Director of Mgmt For For
Carnival Corporation and as a Director of Carnival
plc.
3. To re-elect Jason Glen Cahilly as a Director of Mgmt For For
Carnival Corporation and as a Director of Carnival
plc.
4. To re-elect Helen Deeble as a Director of Carnival Mgmt For For
Corporation and as a Director of Carnival plc.
5. To re-elect Arnold W. Donald as a Director of Carnival Mgmt Against Against
Corporation and as a Director of Carnival plc.
6. To re-elect Richard J. Glasier as a Director of Mgmt For For
Carnival Corporation and as a Director of Carnival
plc.
7. To re-elect Debra Kelly-Ennis as a Director of Mgmt For For
Carnival Corporation and as a Director of Carnival
plc.
8. To elect Katie Lahey as a Director of Carnival Mgmt For For
Corporation and as a Director of Carnival plc.
9. To re-elect Sir John Parker as a Director of Carnival Mgmt For For
Corporation and as a Director of Carnival plc.
10. To re-elect Stuart Subotnick as a Director of Carnival Mgmt For For
Corporation and as a Director of Carnival plc.
11. To re-elect Laura Weil as a Director of Carnival Mgmt For For
Corporation and as a Director of Carnival plc.
12. To re-elect Randall J. Weisenburger as a Director of Mgmt For For
Carnival Corporation and as a Director of Carnival
plc.
13. To hold a (non-binding) advisory vote to approve Mgmt For For
executive compensation (in accordance with legal
requirements applicable to U.S. companies).
14. To approve the Carnival plc Directors' Remuneration Mgmt For For
Report (in accordance with legal requirements
applicable to UK companies).
15. To re-appoint the UK firm of PricewaterhouseCoopers Mgmt Against Against
LLP as independent auditors of Carnival plc and to
ratify the selection of the U.S. firm of
PricewaterhouseCoopers LLP as the independent
registered public accounting firm of Carnival
Corporation.
16. To authorize the Audit Committee of Carnival plc to Mgmt For For
determine the remuneration of the independent auditors
of Carnival plc (in accordance with legal requirements
applicable to UK companies).
17. To receive the UK accounts and reports of the Mgmt For For
Directors and auditors of Carnival plc for the year
ended November 30, 2018 (in accordance with legal
requirements applicable to UK companies).
18. To approve the giving of authority for the allotment Mgmt For For
of new shares by Carnival plc (in accordance with
customary practice for UK companies).
19. To approve the disapplication of pre-emption rights in Mgmt For For
relation to the allotment of new shares by Carnival
plc (in accordance with customary practice for UK
companies).
20. To approve a general authority for Carnival plc to buy Mgmt For For
back Carnival plc ordinary shares in the open market
(in accordance with legal requirements applicable to
UK companies desiring to implement share buy back
programs).
--------------------------------------------------------------------------------------------------------------------------
CENTERPOINT ENERGY, INC. Agenda Number: 934941685
--------------------------------------------------------------------------------------------------------------------------
Security: 15189T107 Meeting Type: Annual
Ticker: CNP Meeting Date: 25-Apr-2019
ISIN: US15189T1079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Leslie D. Biddle Mgmt For For
1b. Election of Director: Milton Carroll Mgmt Against Against
1c. Election of Director: Scott J. McLean Mgmt For For
1d. Election of Director: Martin H. Nesbitt Mgmt Against Against
1e. Election of Director: Theodore F. Pound Mgmt Against Against
1f. Election of Director: Scott M. Prochazka Mgmt For For
1g. Election of Director: Susan O. Rheney Mgmt For For
1h. Election of Director: Phillip R. Smith Mgmt Against Against
1i. Election of Director: John W. Somerhalder II Mgmt Against Against
1j. Election of Director: Peter S. Wareing Mgmt For For
2. Ratify the appointment of Deloitte & Touche LLP as the Mgmt Against Against
independent registered public accounting firm for
2019.
3. Approve the advisory resolution on executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
CITIGROUP INC. Agenda Number: 934935808
--------------------------------------------------------------------------------------------------------------------------
Security: 172967424 Meeting Type: Annual
Ticker: C Meeting Date: 16-Apr-2019
ISIN: US1729674242
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael L. Corbat Mgmt For For
1b. Election of Director: Ellen M. Costello Mgmt For For
1c. Election of Director: Barbara J. Desoer Mgmt For For
1d. Election of Director: John C. Dugan Mgmt For For
1e. Election of Director: Duncan P. Hennes Mgmt For For
1f. Election of Director: Peter B. Henry Mgmt For For
1g. Election of Director: S. Leslie Ireland Mgmt For For
1h. Election of Director: Lew W. (Jay) Jacobs, IV Mgmt For For
1i. Election of Director: Renee J. James Mgmt For For
1j. Election of Director: Eugene M. McQuade Mgmt For For
1k. Election of Director: Gary M. Reiner Mgmt For For
1l. Election of Director: Diana L. Taylor Mgmt For For
1m. Election of Director: James S. Turley Mgmt For For
1n. Election of Director: Deborah C. Wright Mgmt For For
1o. Election of Director: Ernesto Zedillo Ponce de Leon Mgmt For For
2. Proposal to ratify the selection of KPMG LLP as Citi's Mgmt Against Against
independent registered public accounting firm for
2019.
3. Advisory vote to approve Citi's 2018 executive Mgmt For For
compensation.
4. Approval of the Citigroup 2019 Stock Incentive Plan. Mgmt For For
5. Shareholder proposal requesting Shareholder Proxy Shr For Against
Access Enhancement to Citi's proxy access bylaw
provisions.
6. Shareholder proposal requesting that the Board adopt a Shr For Against
policy prohibiting the vesting of equity-based awards
for senior executives due to a voluntary resignation
to enter government service.
7. Shareholder proposal requesting that the Board amend Shr For Against
Citi's bylaws to give holders in the aggregate of 15%
of Citi's outstanding common stock the power to call a
special meeting.
--------------------------------------------------------------------------------------------------------------------------
CITIZENS FINANCIAL GROUP, INC. Agenda Number: 934939313
--------------------------------------------------------------------------------------------------------------------------
Security: 174610105 Meeting Type: Annual
Ticker: CFG Meeting Date: 25-Apr-2019
ISIN: US1746101054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bruce Van Saun Mgmt For For
1b. Election of Director: Mark Casady Mgmt For For
1c. Election of Director: Christine M. Cumming Mgmt For For
1d. Election of Director: William P. Hankowsky Mgmt For For
1e. Election of Director: Howard W. Hanna III Mgmt Against Against
1f. Election of Director: Leo I. ("Lee") Higdon Mgmt For For
1g. Election of Director: Edward J. ("Ned") Kelly III Mgmt Against Against
1h. Election of Director: Charles J. ("Bud") Koch Mgmt For For
1i. Election of Director: Terrance J. Lillis Mgmt For For
1j. Election of Director: Shivan Subramaniam Mgmt Against Against
1k. Election of Director: Wendy A. Watson Mgmt For For
1l. Election of Director: Marita Zuraitis Mgmt For For
2. Advisory vote on executive compensation. Mgmt For For
3. Ratification of the appointment of Deloitte & Touche Mgmt For For
LLP as our independent registered public accounting
firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 934959480
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105 Meeting Type: Annual
Ticker: CME Meeting Date: 08-May-2019
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Equity Director: Terrence A. Duffy Mgmt For For
1b. Election of Equity Director: Timothy S. Bitsberger Mgmt For For
1c. Election of Equity Director: Charles P. Carey Mgmt For For
1d. Election of Equity Director: Dennis H. Chookaszian Mgmt Against Against
1e. Election of Equity Director: Ana Dutra Mgmt For For
1f. Election of Equity Director: Martin J. Gepsman Mgmt Against Against
1g. Election of Equity Director: Larry G. Gerdes Mgmt Against Against
1h. Election of Equity Director: Daniel R. Glickman Mgmt Against Against
1i. Election of Equity Director: Daniel G. Kaye Mgmt For For
1j. Election of Equity Director: Phyllis M. Lockett Mgmt For For
1k. Election of Equity Director: Deborah J. Lucas Mgmt For For
1l. Election of Equity Director: Alex J. Pollock Mgmt Against Against
1m. Election of Equity Director: Terry L. Savage Mgmt For For
1n. Election of Equity Director: William R. Shepard Mgmt Against Against
1o. Election of Equity Director: Howard J. Siegel Mgmt For For
1p. Election of Equity Director: Michael A. Spencer Mgmt For For
1q. Election of Equity Director: Dennis A. Suskind Mgmt Against Against
2. Ratification of the appointment of Ernst & Young as Mgmt For For
our independent registered public accounting firm for
2019.
3. Advisory vote on the compensation of our named Mgmt For For
executive officers.
--------------------------------------------------------------------------------------------------------------------------
COCA-COLA EUROPEAN PARTNERS Agenda Number: 934997226
--------------------------------------------------------------------------------------------------------------------------
Security: G25839104 Meeting Type: Annual
Ticker: CCEP Meeting Date: 29-May-2019
ISIN: GB00BDCPN049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receipt of the Report and Accounts Mgmt For For
2. Approval of the Directors' Remuneration Report Mgmt For For
3. Election of Nathalie Gaveau as a director of the Mgmt For For
Company
4. Election of Dagmar Kollmann as a director of the Mgmt For For
Company
5. Election of Mark Price as a director of the Company Mgmt For For
6. Re-election of Jose Ignacio Comenge Sanchez-Real as a Mgmt For For
director of the Company
7. Re-election of Francisco Crespo Benitez as a director Mgmt For For
of the Company
8. Re-election of Irial Finan as a director of the Mgmt For For
Company
9. Re-election of Damian Gammell as a director of the Mgmt For For
Company
10. Re-election of Alvaro Gomez-Trenor Aguilar as a Mgmt For For
director of the Company
11. Re-election of Alfonso Libano Daurella as a director Mgmt For For
of the Company
12. Re-election of Mario Rotllant Sola as a director of Mgmt For For
the Company
13. Reappointment of the Auditor Mgmt For For
14. Remuneration of the Auditor Mgmt For For
15. Political Donations Mgmt For For
16. Authority to allot new shares Mgmt For For
17. Waiver of mandatory offer provisions set out in Rule 9 Mgmt For For
of the Takeover Code
18. Authority to disapply pre-emption rights Mgmt For For
19. Authority to purchase own shares on market Mgmt For For
20. Authority to purchase own shares off market Mgmt For For
21. Notice period for general meetings other than annual Mgmt For For
general meetings
22. Amendment of the Articles of Association Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CROWN CASTLE INTERNATIONAL CORP Agenda Number: 934969330
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101 Meeting Type: Annual
Ticker: CCI Meeting Date: 16-May-2019
ISIN: US22822V1017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: P. Robert Bartolo Mgmt For For
1b. Election of Director: Jay A. Brown Mgmt For For
1c. Election of Director: Cindy Christy Mgmt For For
1d. Election of Director: Ari Q. Fitzgerald Mgmt Against Against
1e. Election of Director: Robert E. Garrison II Mgmt For For
1f. Election of Director: Andrea J. Goldsmith Mgmt For For
1g. Election of Director: Lee W. Hogan Mgmt For For
1h. Election of Director: Edward C. Hutcheson, Jr. Mgmt For For
1i. Election of Director: J. Landis Martin Mgmt Against Against
1j. Election of Director: Robert F. McKenzie Mgmt For For
1k. Election of Director: Anthony J. Melone Mgmt Against Against
1l. Election of Director: W. Benjamin Moreland Mgmt For For
2. The ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accountants for fiscal
year 2019.
3. The non-binding, advisory vote to approve the Mgmt For For
compensation of the Company's named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION PLC Agenda Number: 934942079
--------------------------------------------------------------------------------------------------------------------------
Security: G29183103 Meeting Type: Annual
Ticker: ETN Meeting Date: 24-Apr-2019
ISIN: IE00B8KQN827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Arnold Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt Against Against
1c. Election of Director: Christopher M. Connor Mgmt Against Against
1d. Election of Director: Michael J. Critelli Mgmt Against Against
1e. Election of Director: Richard H. Fearon Mgmt Against Against
1f. Election of Director: Arthur E. Johnson Mgmt Against Against
1g. Election of Director: Olivier Leonetti Mgmt For For
1h. Election of Director: Deborah L. McCoy Mgmt For For
1i. Election of Director: Gregory R. Page Mgmt For For
1j. Election of Director: Sandra Pianalto Mgmt For For
1k. Election of Director: Gerald B. Smith Mgmt For For
1l. Election of Director: Dorothy C. Thompson Mgmt For For
2. Approving the appointment of Ernst & Young as Mgmt Against Against
independent auditor for 2019 and authorizing the Audit
Committee of the Board of Directors to set its
remuneration.
3. Advisory approval of the Company's executive Mgmt For For
compensation.
4. Approving a proposal to grant the Board authority to Mgmt For For
issue shares.
5. Approving a proposal to grant the Board authority to Mgmt For For
opt out of pre-emption rights.
6. Authorizing the Company and any subsidiary of the Mgmt For For
Company to make overseas market purchases of Company
shares.
--------------------------------------------------------------------------------------------------------------------------
ENBRIDGE INC. Agenda Number: 934959911
--------------------------------------------------------------------------------------------------------------------------
Security: 29250N105 Meeting Type: Annual
Ticker: ENB Meeting Date: 08-May-2019
ISIN: CA29250N1050
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Pamela L. Carter Mgmt Abstain Against
1b. Election of Director: Marcel R. Coutu Mgmt For For
1c. Election of Director: Susan M. Cunningham Mgmt For For
1d. Election of Director: Gregory L. Ebel Mgmt For For
1e. Election of Director: J. Herb England Mgmt For For
1f. Election of Director: Charles W. Fischer Mgmt For For
1g. Election of Director: V. Maureen Kempston Darkes Mgmt For For
1h. Election of Director: Teresa S. Madden Mgmt For For
1i. Election of Director: Al Monaco Mgmt For For
1j. Election of Director: Michael E.J. Phelps Mgmt For For
1k. Election of Director: Dan C. Tutcher Mgmt For For
1l Election of Director: Catherine L. Williams Mgmt For For
2. Appoint the auditors: Appoint PricewaterhouseCoopers Mgmt Against Against
LLP as auditors at remuneration to be fixed by the
Board of Directors.
3. Approve the Enbridge Inc. 2019 Long Term Incentive Mgmt For For
Plan and ratify the grants of stock options
thereunder.
4. Advisory vote to approve compensation of Named Mgmt For For
Executive Officers.
--------------------------------------------------------------------------------------------------------------------------
FIDELITY NATIONAL FINANCIAL, INC. Agenda Number: 935015506
--------------------------------------------------------------------------------------------------------------------------
Security: 31620R303 Meeting Type: Annual
Ticker: FNF Meeting Date: 12-Jun-2019
ISIN: US31620R3030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Richard N. Massey Mgmt For For
Daniel D. Lane Mgmt For For
Cary H. Thompson Mgmt For For
2. Approval of a non-binding advisory resolution on the Mgmt For For
compensation paid to our named executive officers.
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public accounting firm
for the 2019 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
HP INC. Agenda Number: 934933690
--------------------------------------------------------------------------------------------------------------------------
Security: 40434L105 Meeting Type: Annual
Ticker: HPQ Meeting Date: 23-Apr-2019
ISIN: US40434L1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Aida M. Alvarez Mgmt Against Against
1b. Election of Director: Shumeet Banerji Mgmt Against Against
1c. Election of Director: Robert R. Bennett Mgmt For For
1d. Election of Director: Charles V. Bergh Mgmt Against Against
1e. Election of Director: Stacy Brown-Philpot Mgmt Against Against
1f. Election of Director: Stephanie A. Burns Mgmt For For
1g. Election of Director: Mary Anne Citrino Mgmt For For
1h. Election of Director: Yoky Matsuoka Mgmt For For
1i. Election of Director: Stacey Mobley Mgmt Against Against
1j. Election of Director: Subra Suresh Mgmt For For
1k. Election of Director: Dion J. Weisler Mgmt For For
2. To ratify the appointment of the independent Mgmt For For
registered public accounting firm for the fiscal year
ending October 31, 2019
3. To approve, on an advisory basis, HP Inc.'s executive Mgmt For For
compensation
4. Stockholder proposal to require HP Inc. to amend its Shr Against For
governance documents to require an independent
Chairman of the Board if properly presented at the
annual meeting
--------------------------------------------------------------------------------------------------------------------------
HUNTINGTON BANCSHARES INCORPORATED Agenda Number: 934937016
--------------------------------------------------------------------------------------------------------------------------
Security: 446150104 Meeting Type: Annual
Ticker: HBAN Meeting Date: 18-Apr-2019
ISIN: US4461501045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Lizabeth Ardisana Mgmt For For
Ann B. Crane Mgmt For For
Robert S. Cubbin Mgmt For For
Steven G. Elliott Mgmt For For
Gina D. France Mgmt For For
J Michael Hochschwender Mgmt For For
John C. Inglis Mgmt For For
Peter J. Kight Mgmt For For
Katherine M. A. Kline Mgmt For For
Richard W. Neu Mgmt For For
David L. Porteous Mgmt For For
Kathleen H. Ransier Mgmt For For
Stephen D. Steinour Mgmt Withheld Against
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the independent
registered public accounting firm for 2019.
3. Advisory resolution to approve, on a non-binding Mgmt For For
basis, the compensation of executives as disclosed in
the accompanying proxy statement.
--------------------------------------------------------------------------------------------------------------------------
LAMAR ADVERTISING COMPANY Agenda Number: 934993103
--------------------------------------------------------------------------------------------------------------------------
Security: 512816109 Meeting Type: Annual
Ticker: LAMR Meeting Date: 30-May-2019
ISIN: US5128161099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John E. Koerner, III Mgmt For For
Marshall A. Loeb Mgmt For For
Stephen P. Mumblow Mgmt For For
Thomas V. Reifenheiser Mgmt For For
Anna Reilly Mgmt For For
Kevin P. Reilly, Jr. Mgmt For For
Wendell Reilly Mgmt For For
Elizabeth Thompson Mgmt For For
2. Approval of an amendment and restatement of the Mgmt Against Against
Company's 1996 Equity Incentive Plan to increase the
number of shares of Class A Common Stock of the
Company available for issuance under the plan by
2,000,000 shares from 15,500,000 to 17,500,000 shares.
3. Approval of the Company's 2019 Employee Stock Purchase Mgmt Against Against
Plan.
4. Ratify the appointment of KPMG LLP as the Company's Mgmt Against Against
independent registered public accounting firm for
fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
LYONDELLBASELL INDUSTRIES N.V. Agenda Number: 935028589
--------------------------------------------------------------------------------------------------------------------------
Security: N53745100 Meeting Type: Annual
Ticker: LYB Meeting Date: 31-May-2019
ISIN: NL0009434992
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacques Aigrain Mgmt Against Against
1b. Election of Director: Lincoln Benet Mgmt Against Against
1c. Election of Director: Jagjeet (Jeet) Bindra Mgmt For For
1d. Election of Director: Robin Buchanan Mgmt Against Against
1e. Election of Director: Stephen Cooper Mgmt For For
1f. Election of Director: Nance Dicciani Mgmt For For
1g. Election of Director: Claire Farley Mgmt For For
1h. Election of Director: Isabella (Bella) Goren Mgmt For For
1i. Election of Director: Michael Hanley Mgmt For For
1j. Election of Director: Albert Manifold Mgmt For For
1k. Election of Director: Bhavesh (Bob) Patel Mgmt For For
1l. Election of Director: Rudy van der Meer Mgmt Against Against
2. Discharge of Executive Director and Members of the Mgmt For For
(Prior) Management Board from Liability.
3. Discharge of Non-Executive Directors and Members of Mgmt For For
the (Prior) Supervisory Board from Liability.
4. Adoption of 2018 Dutch Statutory Annual Accounts. Mgmt For For
5. Appointment of PricewaterhouseCoopers Accountants N.V. Mgmt For For
as the Auditor of our 2019 Dutch Statutory Annual
Accounts.
6. Ratification of PricewaterhouseCoopers LLP as our Mgmt For For
Independent Registered Public Accounting Firm.
7. Advisory Vote Approving Executive Compensation Mgmt For For
(Say-on-Pay).
8. Ratification and Approval of Dividends. Mgmt For For
9. Authorization to Conduct Share Repurchases. Mgmt For For
10. Amendment of Long Term Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NOKIA CORPORATION Agenda Number: 935017423
--------------------------------------------------------------------------------------------------------------------------
Security: 654902204 Meeting Type: Annual
Ticker: NOK Meeting Date: 21-May-2019
ISIN: US6549022043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
7. Adoption of the Annual Accounts Mgmt For For
8. Resolution on the use of the profit shown on the Mgmt For For
balance sheet and authorization to the Board of
Directors to resolve on the distribution of
distributable funds
9. Resolution on the discharge of the members of the Mgmt For For
Board of Directors and the President and CEO from
liability
10. Resolution on the remuneration to the members of the Mgmt For For
Board of Directors
11. Resolution on the number of members of the Board of Mgmt For For
Directors
12. DIRECTOR
Sari Baldauf Mgmt For For
Bruce Brown Mgmt For For
Jeanette Horan Mgmt For For
Edward Kozel Mgmt For For
Elizabeth Nelson Mgmt For For
Olivier Piou Mgmt For For
Risto Siilasmaa Mgmt For For
Soren Skou Mgmt For For
Carla Smits-Nusteling Mgmt For For
Kari Stadigh Mgmt For For
13. Election of Auditor for the financial year 2019 Mgmt Abstain Against
14. Election of Auditor for the financial year 2020 Mgmt Abstain Against
15. Resolution on the remuneration of the Auditor Mgmt For For
16. Authorization to the Board of Directors to resolve to Mgmt For For
repurchase the Company's own shares
17. Authorization to the Board of Directors to resolve to Mgmt For For
issue shares and special rights entitling to shares
--------------------------------------------------------------------------------------------------------------------------
OCCIDENTAL PETROLEUM CORPORATION Agenda Number: 934959733
--------------------------------------------------------------------------------------------------------------------------
Security: 674599105 Meeting Type: Annual
Ticker: OXY Meeting Date: 10-May-2019
ISIN: US6745991058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Spencer Abraham Mgmt For For
1b. Election of Director: Eugene L. Batchelder Mgmt For For
1c. Election of Director: Margaret M. Foran Mgmt For For
1d. Election of Director: Carlos M. Gutierrez Mgmt For For
1e. Election of Director: Vicki Hollub Mgmt For For
1f. Election of Director: William R. Klesse Mgmt For For
1g. Election of Director: Jack B. Moore Mgmt For For
1h. Election of Director: Avedick B. Poladian Mgmt For For
1i. Election of Director: Elisse B. Walter Mgmt For For
2. Advisory Vote to Approve Named Executive Officer Mgmt For For
Compensation
3. Ratification of Selection of KPMG as Independent Mgmt For For
Auditor for the Fiscal Year Ending December 31, 2019
4. Request to Lower Stock Ownership Threshold to Call Shr For Against
Special Stockholder Meetings
--------------------------------------------------------------------------------------------------------------------------
OLD REPUBLIC INTERNATIONAL CORPORATION Agenda Number: 935010429
--------------------------------------------------------------------------------------------------------------------------
Security: 680223104 Meeting Type: Annual
Ticker: ORI Meeting Date: 24-May-2019
ISIN: US6802231042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Steven J. Bateman Mgmt For For
Jimmy A. Dew Mgmt Withheld Against
John M. Dixon Mgmt Withheld Against
Glenn W. Reed Mgmt Withheld Against
Dennis P. Van Mieghem Mgmt Withheld Against
2. To ratify the selection of KPMG LLP as the company's Mgmt For For
auditors for 2019.
3. Advisory vote to approve executive compensation. Mgmt For For
4. To vote on the Shareholder proposal listed in the Shr For Against
Company's Proxy Statement, if properly submitted.
--------------------------------------------------------------------------------------------------------------------------
ONEOK, INC. Agenda Number: 934985980
--------------------------------------------------------------------------------------------------------------------------
Security: 682680103 Meeting Type: Annual
Ticker: OKE Meeting Date: 22-May-2019
ISIN: US6826801036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of director: Brian L. Derksen Mgmt Against Against
1B. Election of director: Julie H. Edwards Mgmt For For
1C. Election of director: John W. Gibson Mgmt For For
1D. Election of director: Mark W. Helderman Mgmt Against Against
1E. Election of director: Randall J. Larson Mgmt For For
1F. Election of director: Steven J. Malcolm Mgmt Against Against
1G. Election of director: Jim W. Mogg Mgmt Against Against
1H. Election of director: Pattye L. Moore Mgmt For For
1I. Election of director: Gary D. Parker Mgmt Against Against
1J. Election of director: Eduardo A. Rodriguez Mgmt Against Against
1k. Election of director: Terry K. Spencer Mgmt For For
2. Ratification of the selection of Mgmt For For
PricewaterhouseCoopers LLP as the independent
registered public accounting firm of ONEOK, Inc. for
the year ending December 31, 2019.
3. An advisory vote to approve ONEOK, Inc.'s executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
PFIZER INC. Agenda Number: 934942043
--------------------------------------------------------------------------------------------------------------------------
Security: 717081103 Meeting Type: Annual
Ticker: PFE Meeting Date: 25-Apr-2019
ISIN: US7170811035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Ronald E. Blaylock Mgmt For For
1b. Election of Director: Albert Bourla Mgmt For For
1c. Election of Director: W. Don Cornwell Mgmt Against Against
1d. Election of Director: Joseph J. Echevarria Mgmt Against Against
1e. Election of Director: Helen H. Hobbs Mgmt For For
1f. Election of Director: James M. Kilts Mgmt For For
1g. Election of Director: Dan R. Littman Mgmt Against Against
1h. Election of Director: Shantanu Narayen Mgmt For For
1i. Election of Director: Suzanne Nora Johnson Mgmt For For
1j. Election of Director: Ian C. Read Mgmt For For
1k. Election of Director: James C. Smith Mgmt For For
2. Ratify the selection of KPMG LLP as independent Mgmt Against Against
registered public accounting firm for 2019
3. 2019 Advisory approval of executive compensation Mgmt For For
4. Approval of the Pfizer Inc. 2019 Stock Plan Mgmt For For
5. Shareholder proposal regarding right to act by written Shr Against For
consent
6. Shareholder proposal regarding report on lobbying Shr Against For
activities
7. Shareholder proposal regarding independent chair Shr For Against
policy
8. Shareholder proposal regarding integrating drug Shr For Against
pricing into executive compensation policies and
programs
--------------------------------------------------------------------------------------------------------------------------
QUALCOMM INCORPORATED Agenda Number: 934921568
--------------------------------------------------------------------------------------------------------------------------
Security: 747525103 Meeting Type: Annual
Ticker: QCOM Meeting Date: 12-Mar-2019
ISIN: US7475251036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Barbara T. Alexander Mgmt For For
1b. Election of Director: Mark Fields Mgmt For For
1c. Election of Director: Jeffrey W. Henderson Mgmt For For
1d. Election of Director: Ann M. Livermore Mgmt For For
1e. Election of Director: Harish Manwani Mgmt For For
1f. Election of Director: Mark D. McLaughlin Mgmt For For
1g. Election of Director: Steve Mollenkopf Mgmt For For
1h. Election of Director: Clark T. Randt, Jr. Mgmt Against Against
1i. Election of Director: Francisco Ros Mgmt Against Against
1j. Election of Director: Irene B. Rosenfeld Mgmt For For
1k. Election of Director: Neil Smit Mgmt For For
1l. Election of Director: Anthony J. Vinciquerra Mgmt For For
2. To ratify the selection of PricewaterhouseCoopers LLP Mgmt Against Against
as our independent public accountants for our fiscal
year ending September 29, 2019.
3. To approve, on an advisory basis, our executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
REGIONS FINANCIAL CORPORATION Agenda Number: 934940455
--------------------------------------------------------------------------------------------------------------------------
Security: 7591EP100 Meeting Type: Annual
Ticker: RF Meeting Date: 24-Apr-2019
ISIN: US7591EP1005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carolyn H. Byrd Mgmt For For
1b. Election of Director: Don DeFosset Mgmt Against Against
1c. Election of Director: Samuel A. Di Piazza, Jr. Mgmt For For
1d. Election of Director: Eric C. Fast Mgmt For For
1e. Election of Director: Zhanna Golodryga Mgmt For For
1f. Election of Director: John D. Johns Mgmt For For
1g. Election of Director: Ruth Ann Marshall Mgmt For For
1h. Election of Director: Charles D. McCrary Mgmt For For
1i. Election of Director: James T. Prokopanko Mgmt Against Against
1j. Election of Director: Lee J. Styslinger III Mgmt For For
1k. Election of Director: Jose S. Suquet Mgmt For For
1l. Election of Director: John M. Turner, Jr. Mgmt For For
1m. Election of Director: Timothy Vines Mgmt For For
2. Ratification of Appointment of Ernst & Young LLP as Mgmt Against Against
the Independent Registered Public Accounting Firm for
2019.
3. Advisory Vote on Executive Compensation. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SABRE CORPORATION Agenda Number: 934936901
--------------------------------------------------------------------------------------------------------------------------
Security: 78573M104 Meeting Type: Annual
Ticker: SABR Meeting Date: 23-Apr-2019
ISIN: US78573M1045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: George Bravante, Jr. Mgmt For For
1B Election of Director: Joseph Osnoss Mgmt For For
1C Election of Director: Zane Rowe Mgmt For For
1D Election of Director: John Siciliano Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as our Mgmt Against Against
independent auditors for the fiscal year ending
December 31, 2019.
3. To adopt the Fourth Amended and Restated Certificate Mgmt For For
of Incorporation, which eliminates the supermajority
voting provisions and deletes certain obsolete
provisions from our Certificate of Incorporation.
4. To approve our 2019 Omnibus Incentive Compensation Mgmt For For
Plan.
5. To approve our 2019 Director Equity Compensation Plan. Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
SIX FLAGS ENTERTAINMENT CORPORATION Agenda Number: 934949136
--------------------------------------------------------------------------------------------------------------------------
Security: 83001A102 Meeting Type: Annual
Ticker: SIX Meeting Date: 01-May-2019
ISIN: US83001A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Kurt M. Cellar Mgmt For For
Nancy A. Krejsa Mgmt For For
Jon L. Luther Mgmt For For
Usman Nabi Mgmt For For
Stephen D. Owens Mgmt For For
James Reid-Anderson Mgmt For For
Richard W. Roedel Mgmt For For
2. Advisory vote to ratify the appointment of KPMG LLP as Mgmt Against Against
independent registered public accounting firm for the
year ending December 31, 2019.
3. Advisory vote to approve executive compensation. Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
TAIWAN SEMICONDUCTOR MFG. CO. LTD. Agenda Number: 935024163
--------------------------------------------------------------------------------------------------------------------------
Security: 874039100 Meeting Type: Annual
Ticker: TSM Meeting Date: 05-Jun-2019
ISIN: US8740391003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1) To accept 2018 Business Report and Financial Mgmt For For
Statements
2) To approve the proposal for distribution of 2018 Mgmt For For
earnings
3) To revise the Articles of Incorporation Mgmt For For
4) To revise the following TSMC policies: (i) Procedures Mgmt For For
for Acquisition or Disposal of Assets; (ii) Procedures
for Financial Derivatives Transactions
5) DIRECTOR
Moshe N. Gavrielov Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
TARGET CORPORATION Agenda Number: 935008222
--------------------------------------------------------------------------------------------------------------------------
Security: 87612E106 Meeting Type: Annual
Ticker: TGT Meeting Date: 12-Jun-2019
ISIN: US87612E1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Roxanne S. Austin Mgmt For For
1b. Election of Director: Douglas M. Baker, Jr. Mgmt For For
1c. Election of Director: George S. Barrett Mgmt For For
1d. Election of Director: Brian C. Cornell Mgmt For For
1e. Election of Director: Calvin Darden Mgmt For For
1f. Election of Director: Henrique De Castro Mgmt For For
1g. Election of Director: Robert L. Edwards Mgmt For For
1h. Election of Director: Melanie L. Healey Mgmt For For
1i. Election of Director: Donald R. Knauss Mgmt For For
1j. Election of Director: Monica C. Lozano Mgmt For For
1k. Election of Director: Mary E. Minnick Mgmt For For
1l. Election of Director: Kenneth L. Salazar Mgmt For For
1m. Election of Director: Dmitri L. Stockton Mgmt For For
2. Company proposal to ratify the appointment of Ernst & Mgmt Against Against
Young LLP as our independent registered public
accounting firm.
3. Company proposal to approve, on an advisory basis, our Mgmt For For
executive compensation (Say on Pay).
4. Shareholder proposal to amend the proxy access bylaw Shr For Against
to remove candidate resubmission threshold.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 934940328
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104 Meeting Type: Annual
Ticker: TXN Meeting Date: 25-Apr-2019
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: M. A. Blinn Mgmt For For
1b. Election of Director: T. M. Bluedorn Mgmt Against Against
1c. Election of Director: J. F. Clark Mgmt For For
1d. Election of Director: C. S. Cox Mgmt For For
1e. Election of Director: M. S. Craighead Mgmt For For
1f. Election of Director: J. M. Hobby Mgmt For For
1g. Election of Director: R. Kirk Mgmt For For
1h. Election of Director: P. H. Patsley Mgmt For For
1i. Election of Director: R. E. Sanchez Mgmt For For
1j. Election of Director: R. K. Templeton Mgmt For For
2. Board proposal regarding advisory approval of the Mgmt For For
Company's executive compensation.
3. Board proposal to ratify the appointment of Ernst & Mgmt Against Against
Young LLP as the Company's independent registered
public accounting firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
THE AES CORPORATION Agenda Number: 934938044
--------------------------------------------------------------------------------------------------------------------------
Security: 00130H105 Meeting Type: Annual
Ticker: AES Meeting Date: 18-Apr-2019
ISIN: US00130H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Janet G. Davidson Mgmt For For
1b. Election of Director: Andres R. Gluski Mgmt For For
1c. Election of Director: Charles L. Harrington Mgmt Against Against
1d. Election of Director: Tarun Khanna Mgmt Against Against
1e. Election of Director: Holly K. Koeppel Mgmt For For
1f. Election of Director: James H. Miller Mgmt For For
1g. Election of Director: Alain Monie Mgmt Against Against
1h. Election of Director: John B. Morse, Jr Mgmt For For
1i. Election of Director: Moises Naim Mgmt Against Against
1j. Election of Director: Jeffrey W. Ubben Mgmt For For
2. To approve, on an advisory basis, the Company's Mgmt For For
executive compensation.
3. To ratify the appointment of Ernst & Young LLP as the Mgmt For For
independent auditors of the Company for the fiscal
year 2019.
--------------------------------------------------------------------------------------------------------------------------
THE TORONTO-DOMINION BANK Agenda Number: 934932977
--------------------------------------------------------------------------------------------------------------------------
Security: 891160509 Meeting Type: Annual
Ticker: TD Meeting Date: 04-Apr-2019
ISIN: CA8911605092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A DIRECTOR
WILLIAM E. BENNETT Mgmt For For
AMY W. BRINKLEY Mgmt For For
BRIAN C. FERGUSON Mgmt For For
COLLEEN A. GOGGINS Mgmt For For
MARY JO HADDAD Mgmt For For
JEAN-RENE HALDE Mgmt For For
DAVID E. KEPLER Mgmt For For
BRIAN M. LEVITT Mgmt For For
ALAN N. MACGIBBON Mgmt For For
KAREN E. MAIDMENT Mgmt For For
BHARAT B. MASRANI Mgmt For For
IRENE R. MILLER Mgmt For For
NADIR H. MOHAMED Mgmt For For
CLAUDE MONGEAU Mgmt For For
B APPOINTMENT OF AUDITOR NAMED IN THE MANAGEMENT PROXY Mgmt For For
CIRCULAR
C APPROACH TO EXECUTIVE COMPENSATION DISCLOSED IN THE Mgmt For For
REPORT OF THE HUMAN RESOURCES COMMITTEE AND APPROACH
TO EXECUTIVE COMPENSATION SECTIONS OF THE MANAGEMENT
PROXY CIRCULAR *ADVISORY VOTE*
D SHAREHOLDER PROPOSAL A Shr For Against
E SHAREHOLDER PROPOSAL B Shr Against For
--------------------------------------------------------------------------------------------------------------------------
TOTAL S.A. Agenda Number: 935024113
--------------------------------------------------------------------------------------------------------------------------
Security: 89151E109 Meeting Type: Annual
Ticker: TOT Meeting Date: 29-May-2019
ISIN: US89151E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the statutory financial statements for the Mgmt For For
fiscal year ended December 31, 2018
2. Approval of the consolidated financial statements for Mgmt For For
the fiscal year ended December 31, 2018
3. Allocation of earnings and declaration of dividend for Mgmt For For
the fiscal year ended December 31, 2018
4. Authorization for the Board of Directors, granted for Mgmt For For
a period of 18 months, to trade on the shares of the
Company
5. Agreements covered by Articles L. 225-38 et seq. of Mgmt For For
the French Commercial Code
6. Renewal of the directorship of Ms. Maria van der Mgmt For For
Hoeven
7. Renewal of the directorship of Mr. Jean Lemierre Mgmt For For
8. Appointment of Ms. Lise Croteau as a director Mgmt For For
9. Appointment of a director representing employee Mgmt For For
shareholders in accordance with Article 11 of the
bylaws (candidate: Ms. Valerie Della Puppa Tibi). In
accordance with Article 11 of the Company's bylaws,
since only one seat of director representing employee
shareholders is to be filled, only the candidate who
receives the highest number of votes and at least a
majority of the votes will be appointed.
9A. Appointment of a director representing employee Mgmt Against For
shareholders in accordance with Article 11 of the
bylaws (candidate: Ms. Renata Perycz). In accordance
with Article 11 of the Company's bylaws, since only
one seat of director representing employee
shareholders is to be filled, only the candidate who
receives the highest number of votes and at least a
majority of the votes will be appointed.
9B. Appointment of a director representing employee Mgmt Against For
shareholders in accordance with Article 11 of the
bylaws (candidate: Mr. Oliver Wernecke). In accordance
with Article 11 of the Company's bylaws, since only
one seat of director representing employee
shareholders is to be filled, only the candidate who
receives the highest number of votes and at least a
majority of the votes will be appointed.
10. Approval of the fixed and variable components of the Mgmt For For
total compensation and the in-kind benefits paid or
granted to the Chairman and Chief Executive Officer
for the fiscal year ended December 31, 2018
11. Approval of the principles and criteria for the Mgmt For For
determination, breakdown and allocation of the fixed,
variable and extraordinary components of the total
compensation (including in-kind benefits) attributable
to the Chairman and Chief Executive Officer
--------------------------------------------------------------------------------------------------------------------------
UMPQUA HOLDINGS CORPORATION Agenda Number: 934934515
--------------------------------------------------------------------------------------------------------------------------
Security: 904214103 Meeting Type: Annual
Ticker: UMPQ Meeting Date: 17-Apr-2019
ISIN: US9042141039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peggy Y. Fowler Mgmt For For
1b. Election of Director: Stephen M. Gambee Mgmt For For
1c. Election of Director: James S. Greene Mgmt For For
1d. Election of Director: Luis F. Machuca Mgmt For For
1e. Election of Director: Cort L. O'Haver Mgmt For For
1f. Election of Director: Maria M. Pope Mgmt Against Against
1g. Election of Director: John F. Schultz Mgmt For For
1h. Election of Director: Susan F. Stevens Mgmt For For
1i. Election of Director: Hilliard C. Terry III Mgmt For For
1j. Election of Director: Bryan L. Timm Mgmt For For
1k. Election of Director: Anddria Varnado Mgmt For For
2. RATIFICATION OF REGISTERED PUBLIC ACCOUNTING FIRM Mgmt For For
APPOINTMENT: The Audit and Compliance Committee has
selected the independent registered public accounting
firm of Deloitte & Touche LLP ("Deloitte") to act in
such capacity for the fiscal year ending December 31,
2019.
3. ADVISORY VOTE ON EXECUTIVE COMPENSATION: We are Mgmt For For
requesting your non-binding vote on the following
resolution: "RESOLVED, that the shareholders approve
the compensation of the named executive officers as
described in the Compensation Discussion and Analysis
and the tabular and accompanying narrative disclosure
of named executive officer compensation in the Proxy
Statement for the 2019 Annual Meeting of
Shareholders."
--------------------------------------------------------------------------------------------------------------------------
VERIZON COMMUNICATIONS INC. Agenda Number: 934943261
--------------------------------------------------------------------------------------------------------------------------
Security: 92343V104 Meeting Type: Annual
Ticker: VZ Meeting Date: 02-May-2019
ISIN: US92343V1044
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Shellye L. Archambeau Mgmt For For
1b. Election of Director: Mark T. Bertolini Mgmt For For
1c. Election of Director: Vittorio Colao Mgmt For For
1d. Election of Director: Melanie L. Healey Mgmt For For
1e. Election of Director: Clarence Otis, Jr. Mgmt For For
1f. Election of Director: Daniel H. Schulman Mgmt Against Against
1g. Election of Director: Rodney E. Slater Mgmt For For
1h. Election of Director: Kathryn A. Tesija Mgmt For For
1i. Election of Director: Hans E. Vestberg Mgmt For For
1j. Election of Director: Gregory G. Weaver Mgmt For For
2. Ratification of Appointment of Independent Registered Mgmt For For
Public Accounting Firm
3. Advisory Vote to Approve Executive Compensation Mgmt For For
4. Nonqualified Savings Plan Earnings Shr For Against
5. Independent Chair Shr For Against
6. Report on Online Child Exploitation Shr For Against
7. Cybersecurity and Data Privacy Shr For Against
8. Severance Approval Policy Shr For Against
TFGT Sands Capital Select Growth Fund
--------------------------------------------------------------------------------------------------------------------------
ACTIVISION BLIZZARD, INC. Agenda Number: 935013893
--------------------------------------------------------------------------------------------------------------------------
Security: 00507V109 Meeting Type: Annual
Ticker: ATVI Meeting Date: 20-Jun-2019
ISIN: US00507V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Reveta Bowers Mgmt For For
1b. Election of Director: Robert Corti Mgmt For For
1c. Election of Director: Hendrik Hartong III Mgmt For For
1d. Election of Director: Brian Kelly Mgmt For For
1e. Election of Director: Robert Kotick Mgmt For For
1f. Election of Director: Barry Meyer Mgmt For For
1g. Election of Director: Robert Morgado Mgmt For For
1h. Election of Director: Peter Nolan Mgmt For For
1i. Election of Director: Casey Wasserman Mgmt For For
1j. Election of Director: Elaine Wynn Mgmt For For
2. To provide advisory approval of our executive Mgmt For For
compensation.
3. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as our independent registered public accounting
firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
ADOBE INC Agenda Number: 934931216
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101 Meeting Type: Annual
Ticker: ADBE Meeting Date: 11-Apr-2019
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Amy Banse Mgmt For For
1b. Election of Director: Frank Calderoni Mgmt For For
1c. Election of Director: James Daley Mgmt For For
1d. Election of Director: Laura Desmond Mgmt For For
1e. Election of Director: Charles Geschke Mgmt For For
1f. Election of Director: Shantanu Narayen Mgmt For For
1g. Election of Director: Kathleen Oberg Mgmt For For
1h. Election of Director: Dheeraj Pandey Mgmt For For
1i. Election of Director: David Ricks Mgmt For For
1j. Election of Director: Daniel Rosensweig Mgmt For For
1k. Election of Director: John Warnock Mgmt For For
2. Approve the 2019 Equity Incentive Plan to replace our Mgmt For For
2003 Equity Incentive Plan.
3. Ratify the appointment of KPMG LLP as our independent Mgmt For For
registered public accounting firm for our fiscal year
ending on November 29, 2019.
4. Approve, on an advisory basis, the compensation of our Mgmt For For
named executive officers.
5. Consider and vote upon one stockholder proposal. Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ALEXION PHARMACEUTICALS, INC. Agenda Number: 934962728
--------------------------------------------------------------------------------------------------------------------------
Security: 015351109 Meeting Type: Annual
Ticker: ALXN Meeting Date: 14-May-2019
ISIN: US0153511094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Felix J. Baker Mgmt No vote
David R. Brennan Mgmt No vote
Christopher J. Coughlin Mgmt No vote
Deborah Dunsire Mgmt No vote
Paul A. Friedman Mgmt No vote
Ludwig N. Hantson Mgmt No vote
John T. Mollen Mgmt No vote
Francois Nader Mgmt No vote
Judith A. Reinsdorf Mgmt No vote
Andreas Rummelt Mgmt No vote
2. Ratification of appointment by the Board of Directors Mgmt No vote
of PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm.
3. Approval of a non-binding advisory vote of the 2018 Mgmt No vote
compensation paid to Alexion's named executive
officers.
4. Shareholder proposal requesting certain proxy access Shr No vote
Bylaw amendments.
--------------------------------------------------------------------------------------------------------------------------
ALIGN TECHNOLOGY, INC. Agenda Number: 934960370
--------------------------------------------------------------------------------------------------------------------------
Security: 016255101 Meeting Type: Annual
Ticker: ALGN Meeting Date: 15-May-2019
ISIN: US0162551016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kevin J. Dallas Mgmt For For
1b. Election of Director: Joseph M. Hogan Mgmt For For
1c. Election of Director: Joseph Lacob Mgmt For For
1d. Election of Director: C. Raymond Larkin, Jr. Mgmt For For
1e. Election of Director: George J. Morrow Mgmt For For
1f. Election of Director: Thomas M. Prescott Mgmt For For
1g. Election of Director: Andrea L. Saia Mgmt For For
1h. Election of Director: Greg J. Santora Mgmt For For
1i. Election of Director: Susan E. Siegel Mgmt For For
1j. Election of Director: Warren S. Thaler Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTANTS: Proposal to ratify the appointment
of PricewaterhouseCoopers LLP as Align Technology,
Inc.'s independent registered public accountants for
the fiscal year ending December 31, 2019.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER Mgmt Against Against
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC. Agenda Number: 935018956
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305 Meeting Type: Annual
Ticker: GOOGL Meeting Date: 19-Jun-2019
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Larry Page Mgmt For For
Sergey Brin Mgmt For For
John L. Hennessy Mgmt For For
L. John Doerr Mgmt For For
Roger W. Ferguson, Jr. Mgmt For For
Ann Mather Mgmt For For
Alan R. Mulally Mgmt For For
Sundar Pichai Mgmt For For
K. Ram Shriram Mgmt For For
Robin L. Washington Mgmt For For
2. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as Alphabet's independent registered public accounting
firm for the fiscal year ending December 31, 2019.
3. The amendment and restatement of Alphabet's 2012 Stock Mgmt For For
Plan to increase the share reserve by 3,000,000 shares
of Class C capital stock.
4. A stockholder proposal regarding equal shareholder Shr For Against
voting, if properly presented at the meeting.
5. A stockholder proposal regarding inequitable Shr Against For
employment practices, if properly presented at the
meeting.
6. A stockholder proposal regarding the establishment of Shr Against For
a societal risk oversight committee, if properly
presented at the meeting.
7. A stockholder proposal regarding a report on sexual Shr Against For
harassment risk management, if properly presented at
the meeting.
8. A stockholder proposal regarding majority vote for the Shr For Against
election of directors, if properly presented at the
meeting.
9. A stockholder proposal regarding a report on gender Shr Against For
pay, if properly presented at the meeting.
10. A stockholder proposal regarding strategic Shr Against For
alternatives, if properly presented at the meeting.
11. A stockholder proposal regarding the nomination of an Shr Against For
employee representative director, if properly
presented at the meeting.
12. A stockholder proposal regarding simple majority vote, Shr Against For
if properly presented at the meeting.
13. A stockholder proposal regarding a sustainability Shr Against For
metrics report, if properly presented at the meeting.
14. A stockholder proposal regarding Google Search in Shr Against For
China, if properly presented at the meeting.
15. A stockholder proposal regarding a clawback policy, if Shr For Against
properly presented at the meeting.
16. A stockholder proposal regarding a report on content Shr Against For
governance, if properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 934985954
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106 Meeting Type: Annual
Ticker: AMZN Meeting Date: 22-May-2019
ISIN: US0231351067
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffrey P. Bezos Mgmt For For
1b. Election of Director: Rosalind G. Brewer Mgmt For For
1c. Election of Director: Jamie S. Gorelick Mgmt For For
1d. Election of Director: Daniel P. Huttenlocher Mgmt For For
1e. Election of Director: Judith A. McGrath Mgmt For For
1f. Election of Director: Indra K. Nooyi Mgmt For For
1g. Election of Director: Jonathan J. Rubinstein Mgmt For For
1h. Election of Director: Thomas O. Ryder Mgmt For For
1i. Election of Director: Patricia Q. Stonesifer Mgmt For For
1j. Election of Director: Wendell P. Weeks Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS INDEPENDENT AUDITORS.
3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. Mgmt For For
4. SHAREHOLDER PROPOSAL REQUESTING AN ANNUAL REPORT ON Shr Against For
MANAGEMENT OF FOOD WASTE.
5. SHAREHOLDER PROPOSAL REQUESTING A REDUCTION IN THE Shr Against For
OWNERSHIP THRESHOLD FOR CALLING SPECIAL SHAREHOLDER
MEETINGS.
6. SHAREHOLDER PROPOSAL REQUESTING A BAN ON GOVERNMENT Shr Against For
USE OF CERTAIN TECHNOLOGIES.
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON THE IMPACT Shr Against For
OF GOVERNMENT USE OF CERTAIN TECHNOLOGIES.
8. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CERTAIN Shr Against For
PRODUCTS.
9. SHAREHOLDER PROPOSAL REQUESTING AN INDEPENDENT BOARD Shr Against For
CHAIR POLICY.
10. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CERTAIN Shr Against For
EMPLOYMENT POLICIES.
11. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CLIMATE Shr Against For
CHANGE TOPICS.
12. SHAREHOLDER PROPOSAL REQUESTING A BOARD IDEOLOGY Shr Against For
DISCLOSURE POLICY.
13. SHAREHOLDER PROPOSAL REQUESTING CHANGES TO THE Shr Against For
COMPANY'S GENDER PAY REPORTING.
14. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
INTEGRATING CERTAIN METRICS INTO EXECUTIVE
COMPENSATION.
15. SHAREHOLDER PROPOSAL REGARDING VOTE-COUNTING PRACTICES Shr Against For
FOR SHAREHOLDER PROPOSALS.
--------------------------------------------------------------------------------------------------------------------------
BIOMARIN PHARMACEUTICAL INC. Agenda Number: 934995070
--------------------------------------------------------------------------------------------------------------------------
Security: 09061G101 Meeting Type: Annual
Ticker: BMRN Meeting Date: 04-Jun-2019
ISIN: US09061G1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jean-Jacques Bienaime Mgmt For For
Willard Dere Mgmt For For
Michael Grey Mgmt For For
Elaine J. Heron Mgmt For For
Robert J. Hombach Mgmt For For
V. Bryan Lawlis Mgmt For For
Alan J. Lewis Mgmt For For
Richard A. Meier Mgmt For For
David E.I. Pyott Mgmt For For
Dennis J. Slamon Mgmt For For
2. To ratify the selection of KPMG LLP as the independent Mgmt For For
registered public accounting firm for BioMarin for the
fiscal year ending December 31, 2019.
3. To approve, on an advisory basis, the compensation of Mgmt For For
the Company's Named Executive Officers as disclosed in
the Proxy Statement.
4. To approve an amendment to the 2017 Equity Incentive Mgmt For For
Plan.
5. To approve amendments to the Amended and Restated 2006 Mgmt For For
Employee Stock Purchase Plan.
--------------------------------------------------------------------------------------------------------------------------
COSTAR GROUP, INC. Agenda Number: 934999395
--------------------------------------------------------------------------------------------------------------------------
Security: 22160N109 Meeting Type: Annual
Ticker: CSGP Meeting Date: 05-Jun-2019
ISIN: US22160N1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael R. Klein Mgmt For For
1b. Election of Director: Andrew C. Florance Mgmt For For
1c. Election of Director: Laura Cox Kaplan Mgmt For For
1d. Election of Director: Michael J. Glosserman Mgmt For For
1e. Election of Director: John W. Hill Mgmt For For
1f. Election of Director: Christopher J. Nassetta Mgmt For For
1g. Election of Director: David J. Steinberg Mgmt For For
2. Proposal to ratify the appointment of Ernst & Young Mgmt For For
LLP as the Company's independent registered public
accounting firm for 2019.
3. Proposal to approve, on an advisory basis, the Mgmt For For
Company's executive compensation.
--------------------------------------------------------------------------------------------------------------------------
EDWARDS LIFESCIENCES CORPORATION Agenda Number: 934960394
--------------------------------------------------------------------------------------------------------------------------
Security: 28176E108 Meeting Type: Annual
Ticker: EW Meeting Date: 08-May-2019
ISIN: US28176E1082
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael A. Mussallem Mgmt For For
1b. Election of Director: Kieran T. Gallahue Mgmt For For
1c. Election of Director: Leslie S. Heisz Mgmt For For
1d. Election of Director: William J. Link, Ph.D. Mgmt For For
1e. Election of Director: Steven R. Loranger Mgmt For For
1f. Election of Director: Martha H. Marsh Mgmt For For
1g. Election of Director: Wesley W. von Schack Mgmt For For
1h. Election of Director: Nicholas J. Valeriani Mgmt For For
2. ADVISORY VOTE TO APPROVE COMPENSATION OF NAMED Mgmt For For
EXECUTIVE OFFICERS
3. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM
4. ADVISORY VOTE ON A STOCKHOLDER PROPOSAL REGARDING AN Shr Against For
INDEPENDENT CHAIR POLICY
--------------------------------------------------------------------------------------------------------------------------
FACEBOOK, INC. Agenda Number: 934995082
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102 Meeting Type: Annual
Ticker: FB Meeting Date: 30-May-2019
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Peggy Alford Mgmt For For
Marc L. Andreessen Mgmt For For
Kenneth I. Chenault Mgmt For For
S. D. Desmond-Hellmann Mgmt For For
Sheryl K. Sandberg Mgmt For For
Peter A. Thiel Mgmt For For
Jeffrey D. Zients Mgmt For For
Mark Zuckerberg Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as Mgmt For For
Facebook, Inc.'s independent registered public
accounting firm for the fiscal year ending December
31, 2019.
3. To approve, on a non-binding advisory basis, the Mgmt For For
compensation program for Facebook, Inc.'s named
executive officers as disclosed in Facebook, Inc.'s
proxy statement.
4. To vote, on a non-binding advisory basis, whether a Mgmt 1 Year Against
non-binding advisory vote on the compensation program
for Facebook, Inc.'s named executive officers should
be held every one, two or three years.
5. A stockholder proposal regarding change in stockholder Shr For Against
voting.
6. A stockholder proposal regarding an independent chair. Shr Against For
7. A stockholder proposal regarding majority voting for Shr For Against
directors.
8. A stockholder proposal regarding true diversity board Shr Against For
policy.
9. A stockholder proposal regarding a content governance Shr Against For
report.
10. A stockholder proposal regarding median gender pay Shr Against For
gap.
11. A stockholder proposal regarding workforce diversity. Shr Against For
12. A stockholder proposal regarding strategic Shr Against For
alternatives.
--------------------------------------------------------------------------------------------------------------------------
FLOOR & DECOR HOLDINGS INC Agenda Number: 934959377
--------------------------------------------------------------------------------------------------------------------------
Security: 339750101 Meeting Type: Annual
Ticker: FND Meeting Date: 16-May-2019
ISIN: US3397501012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Michael Fung Mgmt For For
1b. Election of Director: John M. Roth Mgmt For For
1c. Election of Director: Thomas V. Taylor Mgmt For For
1d. Election of Director: Rachel H. Lee Mgmt For For
2. Ratify the appointment of Ernst & Young LLP as Mgmt For For
independent auditors for the Company's 2019 fiscal
year.
3. To approve, by non-binding vote, the compensation paid Mgmt For For
to the Company's named executive officers.
--------------------------------------------------------------------------------------------------------------------------
ILLUMINA, INC. Agenda Number: 934985067
--------------------------------------------------------------------------------------------------------------------------
Security: 452327109 Meeting Type: Annual
Ticker: ILMN Meeting Date: 29-May-2019
ISIN: US4523271090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Frances Arnold, Ph.D. Mgmt For For
1B. Election of Director: Francis A. deSouza Mgmt For For
1C. Election of Director: Susan E. Siegel Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as our Mgmt For For
independent registered public accounting firm for the
fiscal year ending December 29, 2019.
3. To approve, on an advisory basis, the compensation of Mgmt For For
the named executive officers as disclosed in the Proxy
Statement.
4. To approve an amendment to our Amended and Restated Mgmt For For
Certificate of Incorporation to declassify our Board
of Directors.
5. To approve, on an advisory basis, a stockholder Shr Against For
proposal to enhance election-related disclosures.
--------------------------------------------------------------------------------------------------------------------------
MATCH GROUP, INC. Agenda Number: 935019186
--------------------------------------------------------------------------------------------------------------------------
Security: 57665R106 Meeting Type: Annual
Ticker: MTCH Meeting Date: 19-Jun-2019
ISIN: US57665R1068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Amanda Ginsberg Mgmt For For
Joseph Levin Mgmt For For
Ann L. McDaniel Mgmt For For
Thomas J. McInerney Mgmt For For
Glenn H. Schiffman Mgmt For For
Pamela S. Seymon Mgmt For For
Alan G. Spoon Mgmt For For
Mark Stein Mgmt For For
Gregg Winiarski Mgmt For For
Sam Yagan Mgmt For For
2. To approve a non-binding advisory resolution on Mgmt For For
executive compensation.
3. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as Match Group, Inc.'s independent registered public
accounting firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 934999357
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109 Meeting Type: Annual
Ticker: MNST Meeting Date: 06-Jun-2019
ISIN: US61174X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Rodney C. Sacks Mgmt For For
Hilton H. Schlosberg Mgmt For For
Mark J. Hall Mgmt For For
Kathleen E. Ciaramello Mgmt For For
Gary P. Fayard Mgmt For For
Jeanne P. Jackson Mgmt For For
Steven G. Pizula Mgmt For For
Benjamin M. Polk Mgmt For For
Sydney Selati Mgmt For For
Mark S. Vidergauz Mgmt For For
2. Proposal to ratify the appointment of Deloitte & Mgmt For For
Touche LLP as the independent registered public
accounting firm of the Company for the fiscal year
ending December 31, 2019.
3. Proposal to approve, on a non-binding, advisory basis, Mgmt For For
the compensation of the Company's named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 934997252
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106 Meeting Type: Annual
Ticker: NFLX Meeting Date: 06-Jun-2019
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class II Director: Timothy M. Haley Mgmt For For
1b. Election of Class II Director: Leslie Kilgore Mgmt For For
1c. Election of Class II Director: Ann Mather Mgmt For For
1d. Election of Class II Director: Susan Rice Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as the Mgmt For For
Company's independent registered public accounting
firm for the year ending December 31, 2019.
3. Advisory approval of the Company's executive officer Mgmt For For
compensation.
4. Stockholder proposal regarding political disclosure, Shr Against For
if properly presented at the meeting.
5. Stockholder proposal regarding simple majority vote, Shr For Against
if properly presented at the meeting.
--------------------------------------------------------------------------------------------------------------------------
REGENERON PHARMACEUTICALS, INC. Agenda Number: 935006432
--------------------------------------------------------------------------------------------------------------------------
Security: 75886F107 Meeting Type: Annual
Ticker: REGN Meeting Date: 14-Jun-2019
ISIN: US75886F1075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Bonnie L. Bassler, Ph.D. Mgmt For For
1b. Election of Director: Michael S. Brown, M.D. Mgmt For For
1c. Election of Director: Leonard S. Schleifer, M.D., Mgmt For For
Ph.D.
1d. Election of Director: George D. Yancopoulos, M.D., Mgmt For For
Ph.D.
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm for the
fiscal year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE.COM, INC. Agenda Number: 935003878
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302 Meeting Type: Annual
Ticker: CRM Meeting Date: 06-Jun-2019
ISIN: US79466L3024
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Marc Benioff Mgmt For For
1b. Election of Director: Keith Block Mgmt For For
1c. Election of Director: Parker Harris Mgmt For For
1d. Election of Director: Craig Conway Mgmt For For
1e. Election of Director: Alan Hassenfeld Mgmt For For
1f. Election of Director: Neelie Kroes Mgmt For For
1g. Election of Director: Colin Powell Mgmt For For
1h. Election of Director: Sanford Robertson Mgmt For For
1i. Election of Director: John V. Roos Mgmt For For
1j. Election of Director: Bernard Tyson Mgmt For For
1k. Election of Director: Robin Washington Mgmt For For
1l. Election of Director: Maynard Webb Mgmt For For
1m. Election of Director: Susan Wojcicki Mgmt For For
2a. Amendment and restatement of our Certificate of Mgmt For For
Incorporation to remove supermajority voting
provisions relating to: Amendments to the Certificate
of Incorporation and Bylaws.
2b. Amendment and restatement of our Certificate of Mgmt For For
Incorporation to remove supermajority voting
provisions relating to: Removal of directors.
3. Amendment and restatement of our 2013 Equity Incentive Mgmt For For
Plan to, among other things, increase the number of
shares authorized for issuance by 35.5 million shares.
4. Ratification of the appointment of Ernst & Young LLP Mgmt For For
as our independent registered public accounting firm
for the fiscal year ending January 31, 2020.
5. An advisory vote to approve the fiscal 2019 Mgmt For For
compensation of our named executive officers.
6. A stockholder proposal regarding a "true diversity" Shr Against For
board policy.
--------------------------------------------------------------------------------------------------------------------------
SAREPTA THERAPEUTICS INC. Agenda Number: 935007181
--------------------------------------------------------------------------------------------------------------------------
Security: 803607100 Meeting Type: Annual
Ticker: SRPT Meeting Date: 06-Jun-2019
ISIN: US8036071004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Richard J. Barry Mgmt For For
1B Election of Director: M. Kathleen Behrens, Ph.D. Mgmt For For
1C Election of Director: Claude Nicaise, M.D. Mgmt For For
2. ADVISORY VOTE TO APPROVE, ON A NON-BINDING BASIS, Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION.
3. APPROVAL OF AN AMENDMENT TO THE AMENDED AND RESTATED Mgmt For For
2013 EMPLOYEE STOCK PURCHASE PLAN (THE "2013 ESPP") TO
INCREASE THE NUMBER OF SHARES OF COMMON STOCK
AUTHORIZED FOR ISSUANCE UNDER THE 2013 ESPP BY 500,000
SHARES TO 1,100,000, AND TO EXTEND THE 2013 ESPP'S
TERM UNTIL APRIL 22, 2029.
4. RATIFICATION OF KPMG LLP AS INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER
31, 2019.
--------------------------------------------------------------------------------------------------------------------------
SERVICENOW, INC. Agenda Number: 935000911
--------------------------------------------------------------------------------------------------------------------------
Security: 81762P102 Meeting Type: Annual
Ticker: NOW Meeting Date: 12-Jun-2019
ISIN: US81762P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of director: Teresa Briggs Mgmt For For
1b. Election of director: Paul E. Chamberlain Mgmt For For
1c. Election of director: Tamar O. Yehoshua Mgmt For For
2. To approve, on an advisory basis, the compensation of Mgmt For For
our Named Executive Officers ("Say-on-Pay").
3. Ratification of PricewaterhouseCoopers LLP as the Mgmt For For
independent registered public accounting firm for
2019.
--------------------------------------------------------------------------------------------------------------------------
SPLUNK INC. Agenda Number: 935009870
--------------------------------------------------------------------------------------------------------------------------
Security: 848637104 Meeting Type: Annual
Ticker: SPLK Meeting Date: 13-Jun-2019
ISIN: US8486371045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Class I Director: Mark Carges Mgmt For For
1b. Election of Class I Director: Elisa Steele Mgmt For For
1c. Election of Class I Director: Sri Viswanath Mgmt For For
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as our independent registered public accounting
firm for our fiscal year ending January 31, 2020.
3. To approve, on an advisory basis, the compensation of Mgmt For For
our named executive officers, as described in the
proxy statement.
4. Advisory vote on the frequency of future advisory Mgmt 1 Year For
votes on executive compensation.
--------------------------------------------------------------------------------------------------------------------------
TWILIO INC. Agenda Number: 935010986
--------------------------------------------------------------------------------------------------------------------------
Security: 90138F102 Meeting Type: Annual
Ticker: TWLO Meeting Date: 18-Jun-2019
ISIN: US90138F1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Elena Donio Mgmt For For
Donna L. Dubinsky Mgmt For For
2. To ratify the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting firm for our
fiscal year ending December 31, 2019.
3. To approve, on a non-binding advisory basis, the Mgmt For For
compensation of our named executive officers.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 934911074
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839 Meeting Type: Annual
Ticker: V Meeting Date: 29-Jan-2019
ISIN: US92826C8394
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Lloyd A. Carney Mgmt For For
1b. Election of Director: Mary B. Cranston Mgmt For For
1c. Election of Director: Francisco Javier Mgmt For For
Fernandez-Carbajal
1d. Election of Director: Alfred F. Kelly, Jr. Mgmt For For
1e. Election of Director: John F. Lundgren Mgmt For For
1f. Election of Director: Robert W. Matschullat Mgmt For For
1g. Election of Director: Denise M. Morrison Mgmt For For
1h. Election of Director: Suzanne Nora Johnson Mgmt For For
1i. Election of Director: John A. C. Swainson Mgmt For For
1j. Election of Director: Maynard G. Webb, Jr. Mgmt For For
2. Advisory vote to approve executive compensation. Mgmt For For
3. Ratification of the appointment of KPMG LLP as our Mgmt For For
independent registered public accounting firm for the
2019 fiscal year.
--------------------------------------------------------------------------------------------------------------------------
WORKDAY, INC. Agenda Number: 935009868
--------------------------------------------------------------------------------------------------------------------------
Security: 98138H101 Meeting Type: Annual
Ticker: WDAY Meeting Date: 18-Jun-2019
ISIN: US98138H1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Carl M. Eschenbach Mgmt For For
Michael M. McNamara Mgmt For For
Jerry Yang Mgmt For For
2. To ratify the appointment of Ernst & Young LLP as Mgmt For For
Workday, Inc.'s independent registered public
accounting firm for the fiscal year ending January 31,
2020.
3. Advisory vote on named executive officer compensation. Mgmt For For
TFGT Small Cap Fund
--------------------------------------------------------------------------------------------------------------------------
ALEXANDER & BALDWIN, INC. Agenda Number: 934938739
--------------------------------------------------------------------------------------------------------------------------
Security: 014491104 Meeting Type: Annual
Ticker: ALEX Meeting Date: 26-Apr-2019
ISIN: US0144911049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Christopher J. Benjamin Mgmt For For
W. Allen Doane Mgmt For For
Robert S. Harrison Mgmt For For
David C. Hulihee Mgmt For For
Stanley M. Kuriyama Mgmt For For
Diana M. Laing Mgmt For For
Thomas A. Lewis, Jr. Mgmt For For
Douglas M. Pasquale Mgmt For For
Michele K. Saito Mgmt For For
Eric K. Yeaman Mgmt For For
2. PROPOSAL TO APPROVE THE ADVISORY RESOLUTION RELATING Mgmt For For
TO EXECUTIVE COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF THE FUTURE ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
4. PROPOSAL TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM OF THE CORPORATION.
--------------------------------------------------------------------------------------------------------------------------
BRUKER CORPORATION Agenda Number: 934999561
--------------------------------------------------------------------------------------------------------------------------
Security: 116794108 Meeting Type: Annual
Ticker: BRKR Meeting Date: 20-May-2019
ISIN: US1167941087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Frank H. Laukien* Mgmt For For
John Ornell* Mgmt For For
Richard A. Packer* Mgmt For For
Robert Rosenthal# Mgmt For For
2. To approve on an advisory basis the 2018 compensation Mgmt For For
of our named executive officers, as discussed in the
Proxy Statement.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as our independent
registered public accounting firm for 2019.
--------------------------------------------------------------------------------------------------------------------------
CHURCHILL DOWNS INCORPORATED Agenda Number: 934940809
--------------------------------------------------------------------------------------------------------------------------
Security: 171484108 Meeting Type: Annual
Ticker: CHDN Meeting Date: 23-Apr-2019
ISIN: US1714841087
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Ulysses L. Bridgeman Jr Mgmt For For
R. Alex Rankin Mgmt For For
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the Company's independent registered public
accounting firm for fiscal year 2019.
3. To approve, on a non-binding advisory basis, the Mgmt For For
Company's executive compensation as disclosed in the
proxy statement.
--------------------------------------------------------------------------------------------------------------------------
DRIL-QUIP, INC. Agenda Number: 934966447
--------------------------------------------------------------------------------------------------------------------------
Security: 262037104 Meeting Type: Annual
Ticker: DRQ Meeting Date: 14-May-2019
ISIN: US2620371045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Alexander P. Shukis Mgmt For For
1B Election of Director: Terence B. Jupp Mgmt For For
2. Approval of the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the Company's independent registered public
accounting firm for the fiscal year ending December
31, 2019.
3. Advisory vote to approve compensation of the Company's Mgmt For For
named executive officers.
--------------------------------------------------------------------------------------------------------------------------
ENERGIZER HOLDINGS, INC. Agenda Number: 934912533
--------------------------------------------------------------------------------------------------------------------------
Security: 29272W109 Meeting Type: Annual
Ticker: ENR Meeting Date: 28-Jan-2019
ISIN: US29272W1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Bill G. Armstrong Mgmt For For
1B. Election of Director: Alan R. Hoskins Mgmt For For
1C. Election of Director: Kevin J. Hunt Mgmt For For
1D. Election of Director: James C. Johnson Mgmt For For
1E. Election of Director: W. Patrick McGinnis Mgmt For For
1F. Election of Director: Patrick J. Moore Mgmt For For
1G. Election of Director: J. Patrick Mulcahy Mgmt For For
1H. Election of Director: Nneka L. Rimmer Mgmt For For
1I. Election of Director: Robert V. Vitale Mgmt For For
2. Advisory, non-binding vote on executive compensation. Mgmt For For
3. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as the Company's independent registered public
accounting firm for fiscal 2019.
--------------------------------------------------------------------------------------------------------------------------
FIRST INDUSTRIAL REALTY TRUST, INC. Agenda Number: 934988758
--------------------------------------------------------------------------------------------------------------------------
Security: 32054K103 Meeting Type: Annual
Ticker: FR Meeting Date: 08-May-2019
ISIN: US32054K1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Peter E. Baccile Mgmt For For
1.2 Election of Director: Matthew S. Dominski Mgmt For For
1.3 Election of Director: Bruce W. Duncan Mgmt For For
1.4 Election of Director: H. Patrick Hackett, Jr. Mgmt For For
1.5 Election of Director: Denise A. Olsen Mgmt For For
1.6 Election of Director: John Rau Mgmt For For
1.7 Election of Director: L. Peter Sharpe Mgmt For For
1.8 Election of Director: W. Ed Tyler Mgmt For For
2. To approve, on an advisory (i.e. non-binding) basis, Mgmt For For
the compensation of the Company's named executive
officers as disclosed in the Proxy Statement for the
2019 Annual Meeting.
3. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
GATX CORPORATION Agenda Number: 934954024
--------------------------------------------------------------------------------------------------------------------------
Security: 361448103 Meeting Type: Annual
Ticker: GATX Meeting Date: 29-Apr-2019
ISIN: US3614481030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Diane M. Aigotti Mgmt For For
1.2 Election of Director: Anne L. Arvia Mgmt For For
1.3 Election of Director: Ernst A. Haberli Mgmt For For
1.4 Election of Director: Brian A. Kenney Mgmt For For
1.5 Election of Director: James B. Ream Mgmt For For
1.6 Election of Director: Robert J. Ritchie Mgmt For For
1.7 Election of Director: David S. Sutherland Mgmt For For
1.8 Election of Director: Stephen R. Wilson Mgmt For For
1.9 Election of Director: Paul G. Yovovich Mgmt For For
2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION Mgmt For For
3. RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED Mgmt For For
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR ENDING DECEMBER
31, 2019
--------------------------------------------------------------------------------------------------------------------------
GCP APPLIED TECHNOLOGIES INC Agenda Number: 934953870
--------------------------------------------------------------------------------------------------------------------------
Security: 36164Y101 Meeting Type: Annual
Ticker: GCP Meeting Date: 02-May-2019
ISIN: US36164Y1010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Phillip J. Mason - Class II Mgmt For For
1.2 Election of Director: Elizabeth Mora - Class II Mgmt For For
1.3 Election of Director: Clay H. Kiefaber - Class II Mgmt For For
1.4 Election of Director: Ronald C. Cambre - Class III Mgmt For For
1.5 Election of Director: Gerald G. Colella - Class III Mgmt For For
1.6 Election of Director: James F. Kirsch - Class III Mgmt For For
1.7 Election of Director: Marran H. Ogilvie - Class III Mgmt For For
2. To ratify the appointment of PricewaterhouseCoopers Mgmt For For
LLP as GCP's independent registered public accounting
firm for 2019.
3. To approve, on an advisory, non-binding basis, the Mgmt For For
compensation of GCP's named executive officers, as
described in the accompanying Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
INGEVITY CORPORATION Agenda Number: 934938676
--------------------------------------------------------------------------------------------------------------------------
Security: 45688C107 Meeting Type: Annual
Ticker: NGVT Meeting Date: 25-Apr-2019
ISIN: US45688C1071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Jean S. Blackwell Mgmt For For
1.2 Election of Director: Luis Fernandez-Moreno Mgmt For For
1.3 Election of Director: J. Michael Fitzpatrick Mgmt For For
1.4 Election of Director: Diane H. Gulyas Mgmt For For
1.5 Election of Director: Richard B. Kelson Mgmt For For
1.6 Election of Director: Frederick J. Lynch Mgmt For For
1.7 Election of Director: Karen G. Narwold Mgmt For For
1.8 Election of Director: Daniel F. Sansone Mgmt For For
1.9 Election of Director: D. Michael Wilson Mgmt For For
2. Approval, on an advisory (non-binding) basis, of the Mgmt For For
compensation paid to Ingevity's named executive
officers ("Say- on-Pay").
3. Ratification of the appointment of Pricewaterhouse Mgmt For For
Coopers LLP as our independent registered public
accounting firm for fiscal 2019.
4. Approval of an amendment to the Company's Amended and Mgmt For For
Restated Certificate of Incorporation (the
"Certificate") to eliminate the supermajority vote
requirements with respect to certain Certificate and
By-Law amendments by stockholders, and to remove
certain obsolete provisions.
--------------------------------------------------------------------------------------------------------------------------
KAMAN CORPORATION Agenda Number: 934933828
--------------------------------------------------------------------------------------------------------------------------
Security: 483548103 Meeting Type: Annual
Ticker: KAMN Meeting Date: 17-Apr-2019
ISIN: US4835481031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Neal J. Keating Mgmt For For
Scott E. Kuechle Mgmt For For
Jennifer M. Pollino Mgmt For For
2. Advisory vote to approve the compensation of the Mgmt For For
Company's named executive officers.
3. Amendment to the Company's Amended and Restated Mgmt For For
Certificate of Incorporation eliminating the
supermajority voting provisions set forth therein.
4. Amendment to the Company's Amended and Restated Mgmt For For
Certificate of Incorporation providing for the
election of directors by majority vote.
5. Amendment to the Company's Amended and Restated Mgmt For For
Certificate of Incorporation declassifying the Board
of Directors.
6. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the Company's
independent registered public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
LANDSTAR SYSTEM, INC. Agenda Number: 934983431
--------------------------------------------------------------------------------------------------------------------------
Security: 515098101 Meeting Type: Annual
Ticker: LSTR Meeting Date: 21-May-2019
ISIN: US5150981018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Homaira Akbari Mgmt For For
1b. Election of Director: Diana M. Murphy Mgmt For For
1c. Election of Director: Larry J. Thoele Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2019.
3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
LCI INDUSTRIES Agenda Number: 934978151
--------------------------------------------------------------------------------------------------------------------------
Security: 50189K103 Meeting Type: Annual
Ticker: LCII Meeting Date: 23-May-2019
ISIN: US50189K1034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: James F. Gero Mgmt For For
1b. Election of Director: Frank J. Crespo Mgmt For For
1c. Election of Director: Brendan J. Deely Mgmt For For
1d. Election of Director: Ronald J. Fenech Mgmt For For
1e. Election of Director: Tracy D. Graham Mgmt For For
1f. Election of Director: Virginia L. Henkels Mgmt For For
1g. Election of Director: Jason D. Lippert Mgmt For For
1h. Election of Director: Kieran M. O'Sullivan Mgmt For For
1i. Election of Director: David A. Reed Mgmt For For
2. To approve, in a non-binding advisory vote, the Mgmt For For
compensation of the Company's named executive
officers.
3. To ratify the appointment of KPMG LLP as independent Mgmt For For
auditor for the Company for the year ending December
31, 2019.
--------------------------------------------------------------------------------------------------------------------------
MASONITE INTERNATIONAL CORPORATION Agenda Number: 934953969
--------------------------------------------------------------------------------------------------------------------------
Security: 575385109 Meeting Type: Annual
Ticker: DOOR Meeting Date: 14-May-2019
ISIN: CA5753851099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Frederick J. Lynch Mgmt For For
Jody L. Bilney Mgmt For For
Robert J. Byrne Mgmt For For
Peter R. Dachowski Mgmt For For
Jonathan F. Foster Mgmt For For
Thomas W. Greene Mgmt For For
Daphne E. Jones Mgmt For For
George A. Lorch Mgmt For For
William S. Oesterle Mgmt For For
Francis M. Scricco Mgmt For For
2. TO VOTE, on an advisory basis, on the compensation of Mgmt For For
our named executive officers as set forth in the Proxy
Statement.
3. TO APPOINT Ernst & Young LLP, an independent Mgmt For For
registered public accounting firm, as the auditors of
the Company through to the next annual general meeting
of the Shareholders and authorize the Board of
Directors of the Company to fix the remuneration of
the auditors.
--------------------------------------------------------------------------------------------------------------------------
MATSON, INC. Agenda Number: 934937078
--------------------------------------------------------------------------------------------------------------------------
Security: 57686G105 Meeting Type: Annual
Ticker: MATX Meeting Date: 25-Apr-2019
ISIN: US57686G1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
W. Blake Baird Mgmt For For
Matthew J. Cox Mgmt For For
Thomas B. Fargo Mgmt For For
Mark H. Fukunaga Mgmt For For
Stanley M. Kuriyama Mgmt For For
Constance H. Lau Mgmt For For
Jenai S. Wall Mgmt For For
2. Advisory vote to approve executive compensation. Mgmt For For
3. To ratify the appointment of Deloitte & Touche LLP as Mgmt For For
the Company's independent registered public accounting
firm for the year ending December 31, 2019.
--------------------------------------------------------------------------------------------------------------------------
MBIA INC. Agenda Number: 934951422
--------------------------------------------------------------------------------------------------------------------------
Security: 55262C100 Meeting Type: Annual
Ticker: MBI Meeting Date: 01-May-2019
ISIN: US55262C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Francis Y. Chin Mgmt For For
1b. Election of Director: Diane L. Dewbrey Mgmt For For
1c. Election of Director: William C. Fallon Mgmt For For
1d. Election of Director: Steven J. Gilbert Mgmt For For
1e. Election of Director: Charles R. Rinehart Mgmt For For
1f. Election of Director: Theodore Shasta Mgmt For For
1g. Election of Director: Richard C. Vaughan Mgmt For For
2. To approve, on an advisory basis, executive Mgmt For For
compensation.
3. To ratify the selection of PricewaterhouseCoopers LLP, Mgmt For For
certified public accountants, as independent auditors
for the Company for the year 2019.
--------------------------------------------------------------------------------------------------------------------------
NEWMARKET CORPORATION Agenda Number: 934936975
--------------------------------------------------------------------------------------------------------------------------
Security: 651587107 Meeting Type: Annual
Ticker: NEU Meeting Date: 25-Apr-2019
ISIN: US6515871076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Election of Director: Phyllis L. Cothran Mgmt For For
1B Election of Director: Mark M. Gambill Mgmt For For
1C Election of Director: Bruce C. Gottwald Mgmt For For
1D Election of Director: Thomas E. Gottwald Mgmt For For
1E Election of Director: Patrick D. Hanley Mgmt For For
1F Election of Director: H. Hiter Harris, III Mgmt For For
1G Election of Director: James E. Rogers Mgmt For For
2. Ratification of the appointment of Mgmt For For
PricewaterhouseCoopers LLP as the independent
registered public accounting firm for the Corporation
for the fiscal year ending December 31, 2019.
3. Approval, on an advisory basis, of the compensation of Mgmt For For
the named executive officers of NewMarket Corporation.
--------------------------------------------------------------------------------------------------------------------------
OLIN CORPORATION Agenda Number: 934937888
--------------------------------------------------------------------------------------------------------------------------
Security: 680665205 Meeting Type: Annual
Ticker: OLN Meeting Date: 25-Apr-2019
ISIN: US6806652052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: C. Robert Bunch Mgmt For For
1.2 Election of Director: Randall W. Larrimore Mgmt For For
1.3 Election of Director: John M. B. O'Connor Mgmt For For
1.4 Election of Director: Scott M. Sutton Mgmt For For
1.5 Election of Director: William H. Weideman Mgmt For For
2. Advisory vote to approve named executive officer Mgmt For For
compensation.
3. Ratification of appointment of independent registered Mgmt For For
public accounting firm.
--------------------------------------------------------------------------------------------------------------------------
PENSKE AUTOMOTIVE GROUP, INC. Agenda Number: 934957094
--------------------------------------------------------------------------------------------------------------------------
Security: 70959W103 Meeting Type: Annual
Ticker: PAG Meeting Date: 09-May-2019
ISIN: US70959W1036
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John D. Barr Mgmt Withheld Against
Lisa Davis Mgmt For For
Wolfgang Durheimer Mgmt For For
Michael R. Eisenson Mgmt For For
Robert H. Kurnick, Jr. Mgmt For For
Kimberly J. McWaters Mgmt Withheld Against
Roger S. Penske Mgmt For For
Roger S. Penske, Jr. Mgmt For For
Sandra E. Pierce Mgmt For For
Greg C. Smith Mgmt Withheld Against
Ronald G. Steinhart Mgmt Withheld Against
H. Brian Thompson Mgmt For For
Masashi Yamanaka Mgmt For For
2. Ratification of the selection of Deloitte & Touche LLP Mgmt For For
as the Company's independent auditing firm for the
year ending December 31, 2019.
3. Approval, by non-binding vote, of executive Mgmt For For
compensation.
--------------------------------------------------------------------------------------------------------------------------
PRICESMART, INC Agenda Number: 934912521
--------------------------------------------------------------------------------------------------------------------------
Security: 741511109 Meeting Type: Annual
Ticker: PSMT Meeting Date: 30-Jan-2019
ISIN: US7415111092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Sherry S. Bahrambeygui Mgmt For For
Gonzalo Barrutieta Mgmt For For
Gordon H. Hanson Mgmt For For
Beatriz V. Infante Mgmt For For
Leon C. Janks Mgmt For For
Mitchell G. Lynn Mgmt Withheld Against
Gary Malino Mgmt For For
Pierre Mignault Mgmt For For
Robert E. Price Mgmt For For
Edgar Zurcher Mgmt For For
2. To approve, by non-binding vote, executive Mgmt For For
compensation.
3. Ratification of Ernst & Young LLP as Independent Mgmt For For
Accountants.
--------------------------------------------------------------------------------------------------------------------------
SERVICE CORPORATION INTERNATIONAL Agenda Number: 934952412
--------------------------------------------------------------------------------------------------------------------------
Security: 817565104 Meeting Type: Annual
Ticker: SCI Meeting Date: 08-May-2019
ISIN: US8175651046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Alan R. Buckwalter Mgmt For For
1b. Election of Director: Jakki L. Haussler Mgmt For For
1c. Election of Director: Victor L. Lund Mgmt For For
1d. Election of Director: Ellen Ochoa Mgmt For For
2. Ratify the selection of PricewaterhouseCoopers LLP as Mgmt For For
the Company's independent registered public accounting
firm for fiscal year ending December 31, 2019.
3. To approve, by advisory vote, named executive officer Mgmt For For
compensation.
4. The shareholder proposal to require an independent Shr Against For
board chairman.
--------------------------------------------------------------------------------------------------------------------------
STURM, RUGER & COMPANY, INC. Agenda Number: 934960065
--------------------------------------------------------------------------------------------------------------------------
Security: 864159108 Meeting Type: Annual
Ticker: RGR Meeting Date: 08-May-2019
ISIN: US8641591081
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John A. Cosentino, Jr. Mgmt For For
Michael O. Fifer Mgmt For For
Sandra S. Froman Mgmt For For
C. Michael Jacobi Mgmt For For
Christopher J. Killoy Mgmt For For
Terrence G. O'Connor Mgmt For For
Amir P. Rosenthal Mgmt For For
Ronald C. Whitaker Mgmt For For
Phillip C. Widman Mgmt For For
2. The ratification of the appointment of RSM US LLP as Mgmt For For
the Independent Auditors of the Company for the 2019
fiscal year.
3. An advisory vote on the compensation of the Company's Mgmt For For
Named Executive Officers.
--------------------------------------------------------------------------------------------------------------------------
TEJON RANCH CO. Agenda Number: 934978733
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Security: 879080109 Meeting Type: Annual
Ticker: TRC Meeting Date: 15-May-2019
ISIN: US8790801091
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Steven A. Betts Mgmt For For
Daniel R. Tisch Mgmt For For
2. Ratification of appointment of Deloitte & Touche LLP Mgmt For For
as the Company's independent registered public
accounting firm for fiscal year 2019
3. Advisory vote to approve named executive officer Mgmt For For
compensation
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TEMPUR SEALY INTERNATIONAL, INC. Agenda Number: 934951915
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Security: 88023U101 Meeting Type: Annual
Ticker: TPX Meeting Date: 09-May-2019
ISIN: US88023U1016
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Evelyn S. Dilsaver Mgmt For For
1b. Election of Director: Cathy R. Gates Mgmt For For
1c. Election of Director: John A. Heil Mgmt For For
1d. Election of Director: Jon L. Luther Mgmt For For
1e. Election of Director: Richard W. Neu Mgmt For For
1f. Election of Director: Arik W. Ruchim Mgmt For For
1g. Election of Director: Scott L. Thompson Mgmt For For
1h. Election of Director: Robert B. Trussell, Jr. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT AUDITORS FOR THE YEAR
ENDING DECEMBER 31, 2019.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION OF NAMED Mgmt For For
EXECUTIVE OFFICERS.
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TREDEGAR CORPORATION Agenda Number: 934954620
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Security: 894650100 Meeting Type: Annual
Ticker: TG Meeting Date: 02-May-2019
ISIN: US8946501009
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: George C. Freeman, III Mgmt For For
1.2 Election of Director: John D. Gottwald Mgmt For For
1.3 Election of Director: William M. Gottwald Mgmt For For
1.4 Election of Director: Kenneth R. Newsome Mgmt For For
1.5 Election of Director: Gregory A. Pratt Mgmt For For
1.6 Election of Director: Thomas G. Snead, Jr. Mgmt For For
1.7 Election of Director: John M. Steitz Mgmt For For
1.8 Election of Director: Carl E. Tack, III Mgmt For For
1.9 Election of Director: Anne G. Waleski Mgmt For For
2. Ratification of KPMG LLP as independent registered Mgmt For For
public accounting firm for fiscal year ending December
31, 2019.
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UNION BANKSHARES CORPORATION Agenda Number: 934914917
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Security: 90539J109 Meeting Type: Special
Ticker: UBSH Meeting Date: 15-Jan-2019
ISIN: US90539J1097
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Union Merger and Share Issuance Proposal: Approve the Mgmt For For
Agreement and Plan of Reorganization, dated as of
October 4, 2018, including the related Plan of Merger
(the "Merger Agreement"), by and between Union
Bankshares Corporation ("Union") and Access National
Corporation ("Access"), and to approve the
transactions contemplated Thereby.
2. Union Adjournment Proposal: To approve one or more Mgmt For For
adjournments of the Union Special Meeting, if
necessary or appropriate, to solicit additional
proxies in favor of approval of Proposal 1.
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UNION BANKSHARES CORPORATION Agenda Number: 934954339
--------------------------------------------------------------------------------------------------------------------------
Security: 90539J109 Meeting Type: Annual
Ticker: UBSH Meeting Date: 02-May-2019
ISIN: US90539J1097
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
John C. Asbury* Mgmt For For
L. Bradford Armstrong* Mgmt For For
Michael W. Clarke* Mgmt For For
Patrick E. Corbin* Mgmt For For
Daniel I. Hansen* Mgmt For For
Jan S. Hoover* Mgmt For For
W. Tayloe Murphy, Jr.* Mgmt For For
F. Blair Wimbush# Mgmt For For
3. To amend the Company's articles of incorporation to Mgmt For For
change the Company's name to "Atlantic Union
Bankshares Corporation".
4. To amend the Company's articles of incorporation to Mgmt For For
increase the number of authorized shares of the
Company's common stock.
5. To ratify the appointment of Ernst & Young LLP as the Mgmt For For
Company's independent registered public accounting
firm for the year ending December 31, 2019.
6. To approve, on an advisory (non-binding) basis, the Mgmt For For
Company's executive compensation.
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VERSUM MATERIALS, INC. Agenda Number: 934913460
--------------------------------------------------------------------------------------------------------------------------
Security: 92532W103 Meeting Type: Annual
Ticker: VSM Meeting Date: 29-Jan-2019
ISIN: US92532W1036
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Seifi Ghasemi Mgmt For For
Guillermo Novo Mgmt For For
Jacques Croisetiere Mgmt For For
Dr. Yi Hyon Paik Mgmt For For
Thomas J. Riordan Mgmt For For
Susan C. Schnabel Mgmt For For
Alejandro D. Wolff Mgmt For For
2. Ratify the appointment of KPMG LLP as our independent Mgmt For For
registered public accounting firm for the fiscal year
ending September 30, 2019.
3. Approve, by non-binding advisory vote, the Mgmt For For
compensation paid to our named executive officers
(say-on-pay).
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VERSUM MATERIALS, INC. Agenda Number: 935034114
--------------------------------------------------------------------------------------------------------------------------
Security: 92532W103 Meeting Type: Special
Ticker: VSM Meeting Date: 17-Jun-2019
ISIN: US92532W1036
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Adoption of the Agreement and Plan of Merger, dated as Mgmt For For
of April 12, 2019 (as it may be amended from time to
time) (the "merger agreement"), by and among Versum
Materials, Inc. ("Versum"), Merck KGaA, Darmstadt,
Germany ("Parent"), and EMD Performance Materials
Holding, Inc. ("Merger Sub"), pursuant to which Merger
Sub will merge with and into Versum, with Versum
surviving and continuing as the surviving corporation
in the merger and a wholly-owned subsidiary of Parent
("the merger agreement proposal").
2. Approval, on a non-binding, advisory basis, of the Mgmt For For
compensation that will or may be paid to Versum's
named executive officers in connection with the
transactions contemplated by the merger agreement
("the compensation proposal").
3. Approval of the adjournment of the special meeting to Mgmt For For
solicit additional proxies if there are not sufficient
votes at the time of the special meeting to approve
the merger agreement proposal or to ensure that any
supplement or amendment to the accompanying proxy
statement is timely provided to Versum stockholders
("the adjournment proposal").
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WHITE MOUNTAINS INSURANCE GROUP, LTD. Agenda Number: 935007028
--------------------------------------------------------------------------------------------------------------------------
Security: G9618E107 Meeting Type: Annual
Ticker: WTM Meeting Date: 23-May-2019
ISIN: BMG9618E1075
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Morgan W. Davis* Mgmt For For
Peter M. Carlson* Mgmt For For
David A. Tanner* Mgmt For For
Lowndes A. Smith# Mgmt For For
2. Approval of the advisory resolution on executive Mgmt For For
compensation.
3. Approval of the Company's amended and restated Mgmt For For
long-term incentive plan.
4. Approval of the appointment of PricewaterhouseCoopers Mgmt For For
LLP ("PwC") as the Company's Independent Registered
Public Accounting Firm for 2019.
TFGT Small Cap Value Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
TFGT Ultra Short Duration Fixed Income Fund
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The fund held no voting securities during the reporting period and did not vote any securities or have
any securities that were subject to a vote during the reporting period.
* 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 Touchstone Funds Group Trust
By (Signature and Title)* /s/ Jill T. McGruder
Jill T. McGruder, President
(principal executive officer)
Date 08.27.2019
*Print the name and title of each signing officer under his or her signature.