UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number 811-08397
The Marsico Investment Fund
1200 17th Street, Suite 1600
Denver, CO 80202
(Address of principal executive offices)
Christopher J. Marsico
The Marsico Investment Fund
1200 17th Street, Suite 1600
Denver, CO 80202
(Name and address of agent for service)
Registrant's telephone number, including area code: 303-454-5600
Date of fiscal year end: September 30
Date of reporting period: July 1, 2016 through June 30, 2017
Item 1. Proxy Voting Record
MARSICO 21ST CENTURY FUND
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ACADIA HEALTHCARE COMPANY, INC. Agenda Number: 934582354
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Security: 00404A109
Meeting Type: Annual
Meeting Date: 25-May-2017
Ticker: ACHC
ISIN: US00404A1097
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
CHRISTOPHER R. GORDON Mgmt For For
WADE D. MIQUELON Mgmt For For
WILLIAM M. PETRIE, M.D. Mgmt For For
2. APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO ADOPT A MAJORITY VOTING
STANDARD IN UNCONTESTED DIRECTOR ELECTIONS.
3. ADVISORY VOTE ON THE COMPENSATION OF THE Mgmt For For
COMPANY'S NAMED EXECUTIVE OFFICERS AS
PRESENTED IN THE PROXY STATEMENT.
4. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2017.
5. CONSIDER AND ACT ON A STOCKHOLDER PROPOSAL Shr Against For
RELATING TO SUSTAINABILITY REPORTING.
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ACTIVISION BLIZZARD, INC. Agenda Number: 934596353
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Security: 00507V109
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: ATVI
ISIN: US00507V1098
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: ROBERT CORTI Mgmt For For
1.2 ELECTION OF DIRECTOR: HENDRIK HARTONG III Mgmt For For
1.3 ELECTION OF DIRECTOR: BRIAN G. KELLY Mgmt For For
1.4 ELECTION OF DIRECTOR: ROBERT A. KOTICK Mgmt For For
1.5 ELECTION OF DIRECTOR: BARRY MEYER Mgmt For For
1.6 ELECTION OF DIRECTOR: ROBERT MORGADO Mgmt For For
1.7 ELECTION OF DIRECTOR: PETER NOLAN Mgmt For For
1.8 ELECTION OF DIRECTOR: CASEY WASSERMAN Mgmt For For
1.9 ELECTION OF DIRECTOR: ELAINE WYNN Mgmt For For
2. ADVISORY APPROVAL OF OUR EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
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ADOBE SYSTEMS INCORPORATED Agenda Number: 934534581
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Security: 00724F101
Meeting Type: Annual
Meeting Date: 12-Apr-2017
Ticker: ADBE
ISIN: US00724F1012
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: AMY BANSE Mgmt For For
1B. ELECTION OF DIRECTOR: EDWARD BARNHOLT Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT BURGESS Mgmt For For
1D. ELECTION OF DIRECTOR: FRANK CALDERONI Mgmt For For
1E. ELECTION OF DIRECTOR: JAMES DALEY Mgmt For For
1F. ELECTION OF DIRECTOR: LAURA DESMOND Mgmt For For
1G. ELECTION OF DIRECTOR: CHARLES GESCHKE Mgmt For For
1H. ELECTION OF DIRECTOR: SHANTANU NARAYEN Mgmt For For
1I. ELECTION OF DIRECTOR: DANIEL ROSENSWEIG Mgmt For For
1J. ELECTION OF DIRECTOR: JOHN WARNOCK Mgmt For For
2. APPROVAL OF THE 2003 EQUITY INCENTIVE PLAN Mgmt For For
AS AMENDED TO INCREASE THE AVAILABLE SHARE
RESERVE BY 10 MILLION SHARES.
3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S ...(DUE TO SPACE LIMITS,
SEE PROXY STATEMENT FOR FULL PROPOSAL).
4. APPROVAL ON AN ADVISORY BASIS OF THE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS.
5. APPROVAL ON AN ADVISORY BASIS OF THE Mgmt 1 Year For
FREQUENCY OF THE ADVISORY VOTE ON EXECUTIVE
COMPENSATION.
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ALKERMES PLC Agenda Number: 934585158
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Security: G01767105
Meeting Type: Annual
Meeting Date: 24-May-2017
Ticker: ALKS
ISIN: IE00B56GVS15
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PAUL J. MITCHELL Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD F. POPS Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
3. TO RATIFY, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT AUDITOR AND ACCOUNTING FIRM OF
THE COMPANY AND TO AUTHORIZE, IN A BINDING
VOTE, THE AUDIT AND RISK COMMITTEE OF THE
BOARD OF DIRECTORS (THE "BOARD") TO SET THE
INDEPENDENT AUDITOR AND ACCOUNTING FIRM'S
REMUNERATION.
4. TO APPROVE THE ALKERMES PLC 2011 STOCK Mgmt For For
OPTION AND INCENTIVE PLAN, AS AMENDED.
5. TO GRANT THE BOARD THE AUTHORITY TO ALLOT Mgmt For For
AND ISSUE SHARES UNDER IRISH LAW.
6. TO APPROVE ANY MOTION TO ADJOURN THE 2017 Mgmt For For
ANNUAL GENERAL MEETING OF SHAREHOLDERS, OR
ANY ADJOURNMENTS THEREOF, TO ANOTHER TIME
AND PLACE TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE 2017 ANNUAL GENERAL MEETING OF
SHAREHOLDERS TO APPROVE PROPOSAL 7.
7. TO GRANT THE BOARD THE AUTHORITY TO ALLOT Mgmt For For
AND ISSUE SHARES FOR CASH WITHOUT FIRST
OFFERING THOSE SHARES TO EXISTING
SHAREHOLDERS PURSUANT TO THE STATUTORY
PRE-EMPTION RIGHT THAT WOULD OTHERWISE
APPLY UNDER IRISH LAW.
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AMETEK INC. Agenda Number: 934570943
--------------------------------------------------------------------------------------------------------------------------
Security: 031100100
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: AME
ISIN: US0311001004
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: THOMAS A. AMATO Mgmt For For
1.2 ELECTION OF DIRECTOR: ANTHONY J. CONTI Mgmt For For
1.3 ELECTION OF DIRECTOR: FRANK S. HERMANCE Mgmt For For
1.4 ELECTION OF DIRECTOR: GRETCHEN W. MCCLAIN Mgmt For For
2. APPROVAL, BY NON-BINDING ADVISORY VOTE, OF Mgmt For For
AMETEK, INC. EXECUTIVE COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF EXECUTIVE Mgmt 1 Year For
COMPENSATION ADVISORY VOTES.
4. RATIFICATION OF ERNST & YOUNG LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM.
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ASML HOLDINGS N.V. Agenda Number: 934572810
--------------------------------------------------------------------------------------------------------------------------
Security: N07059210
Meeting Type: Annual
Meeting Date: 26-Apr-2017
Ticker: ASML
ISIN: USN070592100
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
4 PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS Mgmt For For
OF THE COMPANY FOR THE FINANCIAL YEAR 2016,
AS PREPARED IN ACCORDANCE WITH DUTCH LAW
5 PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
BOARD OF MANAGEMENT FROM LIABILITY FOR
THEIR RESPONSIBILITIES IN THE FINANCIAL
YEAR 2016
6 PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD FROM LIABILITY FOR THEIR
RESPONSIBILITIES IN THE FINANCIAL YEAR 2016
8 PROPOSAL TO ADOPT A DIVIDEND OF EUR 1.20 Mgmt For For
PER ORDINARY SHARE
9 PROPOSAL TO ADOPT THE REVISED REMUNERATION Mgmt For For
POLICY FOR THE BOARD OF MANAGEMENT
10 PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For
FOR THE BOARD OF MANAGEMENT
11 PROPOSAL TO APPROVE THE NUMBER OF STOCK Mgmt For For
OPTIONS AND/OR SHARES FOR EMPLOYEES
13A PROPOSAL TO REAPPOINT MS. P.F.M. (PAULINE) Mgmt For For
VAN DER MEER MOHR AS MEMBER OF THE
SUPERVISORY BOARD
13B PROPOSAL TO REAPPOINT MS. C.M.S. (CARLA) Mgmt For For
SMITS-NUSTELING AS MEMBER OF THE
SUPERVISORY BOARD
13C PROPOSAL TO REAPPOINT MR. D.A. (DOUG) GROSE Mgmt For For
AS MEMBER OF THE SUPERVISORY BOARD
13D PROPOSAL TO REAPPOINT MR. W.H. (WOLFGANG) Mgmt For For
ZIEBART AS MEMBER OF THE SUPERVISORY BOARD
14 PROPOSAL TO ADJUST THE REMUNERATION OF THE Mgmt For For
SUPERVISORY BOARD
15 PROPOSAL TO APPOINT KPMG ACCOUNTANTS N.V. Mgmt For For
AS EXTERNAL AUDITOR FOR THE REPORTING YEAR
2018
16A AUTHORIZATION TO ISSUE ORDINARY SHARES OR Mgmt For For
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES (5%)
16B AUTHORIZATION TO RESTRICT OR EXCLUDE Mgmt For For
PRE-EMPTION RIGHTS
16C AUTHORIZATION TO ISSUE SHARES OR GRANT Mgmt For For
RIGHTS TO SUBSCRIBE FOR ORDINARY SHARES IN
CONNECTION WITH OR ON THE OCCASION OF
MERGERS, ACQUISITIONS AND/OR (STRATEGIC)
ALLIANCES (5%)
16D AUTHORIZATION TO RESTRICT OR EXCLUDE Mgmt For For
PRE-EMPTION RIGHTS
17A PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ACQUIRE ORDINARY SHARES:
AUTHORIZATION TO REPURCHASE ORDINARY SHARES
UP TO 10% OF THE ISSUED SHARE CAPITAL
17B PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ACQUIRE ORDINARY SHARES:
AUTHORIZATION TO REPURCHASE ADDITIONAL
ORDINARY SHARES UP TO 10% OF THE ISSUED
SHARE CAPITAL
18 PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For
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ATLASSIAN CORP PLC Agenda Number: 934493470
--------------------------------------------------------------------------------------------------------------------------
Security: G06242104
Meeting Type: Annual
Meeting Date: 06-Dec-2016
Ticker: TEAM
ISIN: GB00BZ09BD16
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO RECEIVE THE COMPANY'S ACCOUNTS AND THE Mgmt For For
REPORTS OF THE DIRECTORS AND THE AUDITORS
FOR THE YEAR ENDED JUNE 30, 2016 (THE
"ANNUAL REPORT").
2. TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT, OTHER THAN THE PART CONTAINING THE
DIRECTORS' REMUNERATION POLICY, AS SET
FORTH IN THE ANNUAL REPORT.
3. TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
POLICY, AS SET FORTH IN THE DIRECTORS'
REMUNERATION REPORT IN THE ANNUAL REPORT.
4. TO REAPPOINT ERNST & YOUNG LLP AS AUDITOR Mgmt For For
OF THE COMPANY TO HOLD OFFICE UNTIL THE
CONCLUSION OF THE NEXT ANNUAL GENERAL
MEETING.
5. TO AUTHORIZE THE AUDIT COMMITTEE OF THE Mgmt For For
BOARD OF DIRECTORS TO DETERMINE THE
REMUNERATION OF THE AUDITOR.
6. TO AUTHORIZE THE DIRECTORS TO ALLOT Mgmt For For
ORDINARY SHARES IN THE CAPITAL OF THE
COMPANY.
7. TO APPROVE THE DISAPPLICATION OF STATUTORY Mgmt For For
PRE-EMPTION RIGHTS FOR SHARES ALLOTTED
UNDER THE AUTHORITY GRANTED BY RESOLUTION
6.
8. TO APPROVE AN AMENDMENT TO THE ARTICLES OF Mgmt For For
ASSOCIATION TO PROVIDE THE BOARD OF
DIRECTORS WITH THE ABILITY TO REQUIRE THE
DIRECTORS TO STAND FOR RE-ELECTION AT EACH
ANNUAL GENERAL MEETING OF THE COMPANY.
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BALL CORPORATION Agenda Number: 934542259
--------------------------------------------------------------------------------------------------------------------------
Security: 058498106
Meeting Type: Annual
Meeting Date: 26-Apr-2017
Ticker: BLL
ISIN: US0584981064
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JOHN A. HAYES Mgmt For For
GEORGE M. SMART Mgmt For For
THEODORE M. SOLSO Mgmt For For
STUART A. TAYLOR II Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE CORPORATION FOR 2017.
3. TO APPROVE THE AMENDED AND RESTATED 2013 Mgmt For For
STOCK AND CASH INCENTIVE PLAN.
4. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt For For
COMPENSATION PAID TO THE NAMED EXECUTIVE
OFFICERS.
5. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF THE NON- BINDING SHAREHOLDER
VOTE TO APPROVE THE COMPENSATION OF THE
NAMED EXECUTIVE OFFICERS, EVERY ONE, TWO OR
THREE YEARS AS INDICATED.
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BE AEROSPACE, INC. Agenda Number: 934449376
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Security: 073302101
Meeting Type: Annual
Meeting Date: 28-Jul-2016
Ticker: BEAV
ISIN: US0733021010
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MARY M. VANDEWEGHE Mgmt For For
JAMES F. ALBAUGH Mgmt For For
JOHN T. WHATES Mgmt For For
2. SAY ON PAY - AN ADVISORY VOTE ON THE Mgmt For For
APPROVAL OF EXECUTIVE COMPENSATION.
3. PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE 2016 FISCAL YEAR.
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BE AEROSPACE, INC. Agenda Number: 934529340
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Security: 073302101
Meeting Type: Special
Meeting Date: 09-Mar-2017
Ticker: BEAV
ISIN: US0733021010
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. ADOPT THE AGREEMENT AND PLAN OF MERGER, Mgmt No vote
DATED AS OF OCTOBER 23, 2016, BY AND AMONG
ROCKWELL COLLINS, INC., QUARTERBACK MERGER
SUB CORP. AND B/E AEROSPACE, INC., AS
AMENDED FROM TIME TO TIME.
2. APPROVE, ON AN ADVISORY (NON-BINDING) Mgmt No vote
BASIS, THE COMPENSATION THAT MAY BE PAID OR
BECOME PAYABLE TO B/E AEROSPACE'S NAMED
EXECUTIVE OFFICERS THAT IS BASED ON OR
OTHERWISE RELATES TO THE PROPOSED
TRANSACTIONS.
3. APPROVE ANY PROPOSAL TO ADJOURN THE B/E Mgmt No vote
AEROSPACE SPECIAL MEETING TO A LATER DATE
OR DATES, IF NECESSARY OR APPROPRIATE, TO
SOLICIT ADDITIONAL PROXIES IN THE EVENT
THERE ARE NOT SUFFICIENT VOTES AT THE TIME
OF THE SPECIAL MEETING TO APPROVE PROPOSAL
1.
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BLUE BUFFALO PET PRODUCTS INC. (BUFF) Agenda Number: 934596872
--------------------------------------------------------------------------------------------------------------------------
Security: 09531U102
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: BUFF
ISIN: US09531U1025
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
PHILIPPE AMOUYAL Mgmt For For
AFLALO GUIMARAES Mgmt For For
AMY SCHULMAN Mgmt For For
2. RATIFICATION, IN A NON-BINDING VOTE, OF THE Mgmt For For
APPOINTMENT OF KPMG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL 2017.
3. RECOMMENDATION, IN A NON-BINDING VOTE, OF Mgmt 1 Year For
WHETHER FUTURE STOCKHOLDER VOTES TO APPROVE
THE COMPENSATION PAID TO OUR NAMED
EXECUTIVE OFFICERS SHOULD OCCUR EVERY 1, 2
OR 3 YEARS.
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BROADRIDGE FINANCIAL SOLUTIONS, INC. Agenda Number: 934487150
--------------------------------------------------------------------------------------------------------------------------
Security: 11133T103
Meeting Type: Annual
Meeting Date: 17-Nov-2016
Ticker: BR
ISIN: US11133T1034
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD J. DALY Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT N. DUELKS Mgmt For For
1D. ELECTION OF DIRECTOR: RICHARD J. HAVILAND Mgmt For For
1E. ELECTION OF DIRECTOR: BRETT A. KELLER Mgmt For For
1F. ELECTION OF DIRECTOR: STUART R. LEVINE Mgmt For For
1G. ELECTION OF DIRECTOR: MAURA A. MARKUS Mgmt For For
1H. ELECTION OF DIRECTOR: THOMAS J. PERNA Mgmt For For
1I. ELECTION OF DIRECTOR: ALAN J. WEBER Mgmt For For
2) ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS
(THE SAY ON PAY VOTE)
3) TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTANTS FOR THE
FISCAL YEAR ENDING JUNE 30, 2017
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BURLINGTON STORES, INC. Agenda Number: 934572454
--------------------------------------------------------------------------------------------------------------------------
Security: 122017106
Meeting Type: Annual
Meeting Date: 17-May-2017
Ticker: BURL
ISIN: US1220171060
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TED ENGLISH Mgmt For For
JORDAN HITCH Mgmt For For
MARY ANN TOCIO Mgmt For For
2. RATIFICATION OF APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED CERTIFIED PUBLIC ACCOUNTING FIRM
FOR THE FISCAL YEAR ENDING FEBRUARY 3,
2018.
3. APPROVAL, ON AN ADVISORY (NON-BINDING) Mgmt For For
BASIS, OF THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
4. APPROVAL OF THE BURLINGTON STORES, INC. Mgmt For For
2013 OMNIBUS INCENTIVE PLAN (AS AMENDED AND
RESTATED).
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COGNEX CORPORATION Agenda Number: 934544328
--------------------------------------------------------------------------------------------------------------------------
Security: 192422103
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: CGNX
ISIN: US1924221039
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PATRICK A. ALIAS Mgmt For For
1B. ELECTION OF DIRECTOR: THEODOR KRANTZ Mgmt For For
1C. ELECTION OF DIRECTOR: J. BRUCE ROBINSON Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF COGNEX'S NAMED EXECUTIVE
OFFICERS AS DESCRIBED IN THE PROXY
STATEMENT INCLUDING THE COMPENSATION
DISCUSSION AND ANALYSIS,COMPENSATION TABLES
AND NARRATIVE DISCUSSION ("SAY-ON-PAY").
3. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE
COMPENSATION.
4. TO RATIFY THE SELECTION OF GRANT THORNTON Mgmt For For
LLP AS COGNEX'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR
2017.
5. SHAREHOLDER PROPOSAL REGARDING THE Shr Against For
COMPOSITION OF THE INITIAL LIST OF
CANDIDATES FROM WHICH NEW DIRECTOR NOMINEES
ARE CHOSEN, IF PROPERLY PRESENTED AT THE
MEETING.
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CONSTELLATION BRANDS, INC. Agenda Number: 934443398
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 20-Jul-2016
Ticker: STZ
ISIN: US21036P1084
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JERRY FOWDEN Mgmt For For
BARRY A. FROMBERG Mgmt For For
ROBERT L. HANSON Mgmt For For
ERNESTO M. HERNANDEZ Mgmt For For
JAMES A. LOCKE III Mgmt For For
DANIEL J. MCCARTHY Mgmt For For
RICHARD SANDS Mgmt For For
ROBERT SANDS Mgmt For For
JUDY A. SCHMELING �� Mgmt For For
KEITH E. WANDELL Mgmt For For
2. TO RATIFY THE SELECTION OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
��ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
FEBRUARY 28, 2017
3. TO APPROVE, BY AN ADVISORY VOTE, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN THE
PROXY STATEMENT
--------------------------------------------------------------------------------------------------------------------------
COSTAR GROUP, INC. Agenda Number: 934593612
--------------------------------------------------------------------------------------------------------------------------
Security: 22160N109
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: CSGP
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: WARREN H. HABER Mgmt For For
1F. ELECTION OF DIRECTOR: JOHN W. HILL Mgmt For For
1G. ELECTION OF DIRECTOR: CHRISTOPHER J. Mgmt For For
NASSETTA
1H. ELECTION OF DIRECTOR: DAVID J. STEINBERG Mgmt For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST Mgmt For For
& YOUNG LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017.
3. PROPOSAL TO APPROVE, ON AN ADVISORY BASIS, Mgmt For For
THE COMPANY'S EXECUTIVE COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES TO APPROVE EXECUTIVE
COMPENSATION.
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CROWN CASTLE INTERNATIONAL CORP Agenda Number: 934571820
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: CCI
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: LEE W. HOGAN Mgmt For For
1G. ELECTION OF DIRECTOR: EDWARD C. HUTCHESON, Mgmt For For
JR.
1H. ELECTION OF DIRECTOR: J. LANDIS MARTIN Mgmt For For
1I. ELECTION OF DIRECTOR: ROBERT F. MCKENZIE Mgmt For For
1J. ELECTION OF DIRECTOR: ANTHONY J. MELONE Mgmt For For
1K. 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 2017.
3. THE NON-BINDING, ADVISORY VOTE REGARDING Mgmt For For
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. A STOCKHOLDER PROPOSAL REGARDING PROXY Shr Against For
ACCESS, IF PROPERLY PRESENTED.
--------------------------------------------------------------------------------------------------------------------------
DEXCOM, INC. Agenda Number: 934593244
--------------------------------------------------------------------------------------------------------------------------
Security: 252131107
Meeting Type: Annual
Meeting Date: 31-May-2017
Ticker: DXCM
ISIN: US2521311074
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD COLLINS Mgmt For For
1B. ELECTION OF DIRECTOR: MARK FOLETTA Mgmt For For
1C. ELECTION OF DIRECTOR: ERIC J. TOPOL Mgmt For For
2. TO RATIFY THE SELECTION BY THE AUDIT Mgmt For For
COMMITTEE OF OUR BOARD OF DIRECTORS OF
ERNST & YOUNG LLP AS OUR INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. TO RECOMMEND A NON-BINDING ADVISORY Mgmt 1 Year For
RESOLUTION ON THE FREQUENCY OF STOCKHOLDER
VOTES ON EXECUTIVE COMPENSATION.
5. TO APPROVE OUR AMENDED AND RESTATED 2015 Mgmt For For
EQUITY INCENTIVE PLAN.
6. TO APPROVE AN AMENDMENT TO DEXCOM'S Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
INCREASE THE NUMBER OF AUTHORIZED SHARES OF
COMMON STOCK FROM 100 MILLION TO 200
MILLION.
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DOMINO'S PIZZA, INC. Agenda Number: 934542033
--------------------------------------------------------------------------------------------------------------------------
Security: 25754A201
Meeting Type: Annual
Meeting Date: 25-Apr-2017
Ticker: DPZ
ISIN: US25754A2015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
DAVID A. BRANDON Mgmt For For
C. ANDREW BALLARD Mgmt For For
ANDREW B. BALSON Mgmt For For
DIANA F. CANTOR Mgmt For For
J. PATRICK DOYLE Mgmt For For
RICHARD L. FEDERICO Mgmt For For
JAMES A. GOLDMAN Mgmt For For
GREGORY A. TROJAN 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 2017 FISCAL YEAR.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF THE NAMED EXECUTIVE OFFICERS OF THE
COMPANY.
4. ADVISORY VOTE TO RECOMMEND THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES ON THE COMPENSATION
OF THE NAMED EXECUTIVE OFFICERS OF THE
COMPANY.
5. SHAREHOLDER PROPOSAL REGARDING Shr Against For
DEFORESTATION.
--------------------------------------------------------------------------------------------------------------------------
ELECTRONIC ARTS INC. Agenda Number: 934450103
--------------------------------------------------------------------------------------------------------------------------
Security: 285512109
Meeting Type: Annual
Meeting Date: 28-Jul-2016
Ticker: EA
ISIN: US2855121099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LEONARD S. COLEMAN Mgmt For For
1B. ELECTION OF DIRECTOR: JAY C. HOAG Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFREY T. HUBER Mgmt For For
1D. ELECTION OF DIRECTOR: VIVEK PAUL Mgmt For For
1E. ELECTION OF DIRECTOR: LAWRENCE F. PROBST Mgmt For For
1F. ELECTION OF DIRECTOR: TALBOTT ROCHE Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD A. SIMONSON Mgmt For For
1H. ELECTION OF DIRECTOR: LUIS A. UBINAS Mgmt For For
1I. ELECTION OF DIRECTOR: DENISE F. WARREN Mgmt For For
1J. ELECTION OF DIRECTOR: ANDREW WILSON Mgmt For For
2. APPROVE AMENDMENTS TO OUR EXECUTIVE BONUS Mgmt For For
PLAN.
3. APPROVE AMENDMENTS TO OUR 2000 EQUITY Mgmt For For
INCENTIVE PLAN.
4. APPROVE AN AMENDMENT TO OUR 2000 EMPLOYEE Mgmt For For
STOCK PURCHASE PLAN.
5. ADVISORY VOTE ON THE COMPENSATION OF THE Mgmt For For
NAMED EXECUTIVE OFFICERS.
6. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
... (DUE TO SPACE LIMITS, SEE PROXY
STATEMENT FOR FULL PROPOSAL)
--------------------------------------------------------------------------------------------------------------------------
ELEMENT FINANCIAL CORPORATION Agenda Number: 934467083
--------------------------------------------------------------------------------------------------------------------------
Security: 286181201
Meeting Type: Special
Meeting Date: 20-Sep-2016
Ticker: ELEEF
ISIN: CA2861812014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO CONSIDER, AND, IF DEEMED ADVISABLE, TO Mgmt For For
PASS, WITH OR WITHOUT VARIATION, A SPECIAL
RESOLUTION (THE "ELEMENT ARRANGEMENT
RESOLUTION"), THE FULL TEXT OF WHICH IS SET
FORTH IN APPENDIX A TO THE ACCOMPANYING
MANAGEMENT INFORMATION CIRCULAR, APPROVING
THE ARRANGEMENT (THE "ELEMENT ARRANGEMENT")
UNDER SECTION 182 OF THE BUSINESS
CORPORATIONS ACT (ONTARIO) INVOLVING
ELEMENT FINANCIAL CORPORATION, ECN CAPITAL
CORP. ("ECN CAPITAL"), AND 2510204 ONTARIO
INC., AS MORE PARTICULARLY DESCRIBED IN THE
INFORMATION CIRCULAR.
02 IF THE ELEMENT ARRANGEMENT RESOLUTION IS Mgmt For For
PASSED, TO CONSIDER AND, IF DEEMED
ADVISABLE, TO PASS, WITH OR WITHOUT
VARIATION, AN ORDINARY RESOLUTION, THE FULL
TEXT OF WHICH IS SET FORTH IN APPENDIX B TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, APPROVING, ON BEHALF OF ECN
CAPITAL AND ECN CAPITAL'S SHAREHOLDERS, THE
EQUITY-BASED COMPENSATION PLANS
(SUBSTANTIALLY IN THE FORMS SET FORTH IN
APPENDIX O, APPENDIX P AND APPENDIX Q TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR) FOR ECN CAPITAL.
03 IF THE ELEMENT ARRANGEMENT RESOLUTION IS Mgmt For For
PASSED, TO CONSIDER AND, IF DEEMED
ADVISABLE, TO PASS, WITH OR WITHOUT
VARIATION, AN ORDINARY RESOLUTION, THE FULL
TEXT OF WHICH IS SET FORTH IN APPENDIX C TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, AUTHORIZING ECN CAPITAL TO ISSUE
SUCH NUMBER OF COMMON SHARES IN THE CAPITAL
OF ECN CAPITAL AS IS NECESSARY TO ACQUIRE
ALL OF THE OUTSTANDING COMMON SHARES OF
INFOR ACQUISITION CORP. ("IAC") (OTHER THAN
COMMON SHARES OF IAC HELD BY ECN CAPITAL OR
ANY OF ITS AFFILIATES) PURSUANT TO THE PLAN
OF ARRANGEMENT INCLUDED IN APPENDIX D TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, ALL AS MORE PARTICULARLY
DESCRIBED IN THE MANAGEMENT INFORMATION
CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
ELEMENT FLEET MANAGEMENT CORP. Agenda Number: 934617753
--------------------------------------------------------------------------------------------------------------------------
Security: 286181201
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: ELEEF
ISIN: CA2861812014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD E. VENN Mgmt For For
STEVEN K. HUDSON Mgmt For For
BRADLEY NULLMEYER Mgmt For For
PAUL D. DAMP Mgmt For For
JOAN LAMM-TENNANT Mgmt For For
WILLIAM W. LOVATT Mgmt For For
HON. BRIAN TOBIN Mgmt For For
02 THE RE-APPOINTMENT OF ERNST & YOUNG LLP, AS Mgmt For For
AUDITORS OF THE CORPORATION, FOR THE
ENSUING YEAR AND AUTHORIZING THE BOARD OF
DIRECTORS TO FIX THEIR REMUNERATION.
03 TO CONSIDER AND, IF DEEMED FIT, TO APPROVE, Mgmt For For
A NON-BINDING ADVISORY RESOLUTION ON THE
CORPORATION'S APPROACH TO EXECUTIVE
COMPENSATION AS SET OUT IN THE
CORPORATION'S MANAGEMENT INFORMATION
CIRCULAR DELIVERED IN ADVANCE OF ITS 2017
ANNUAL MEETING.
04 TO CONSIDER AND, IF THOUGHT ADVISABLE, TO Mgmt For For
PASS, WITH OR WITHOUT VARIATION, AN
ORDINARY RESOLUTION TO AUTHORIZE AND
RE-APPROVE THE AMENDED SHARE OPTION PLAN OF
THE CORPORATION AS SET OUT IN THE
MANAGEMENT INFORMATION CIRCULAR.
05 TO CONSIDER AND, IF THOUGHT ADVISABLE, TO Mgmt For For
PASS, WITH OR WITHOUT VARIATION, AN
ORDINARY RESOLUTION TO AUTHORIZE AND
APPROVE A NEW BY-LAW OF THE CORPORATION AS
SET OUT IN THE MANAGEMENT INFORMATION
CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
FIRST REPUBLIC BANK Agenda Number: 934551575
--------------------------------------------------------------------------------------------------------------------------
Security: 33616C100
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: FRC
ISIN: US33616C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES H. HERBERT, II Mgmt For For
1B. ELECTION OF DIRECTOR: KATHERINE Mgmt For For
AUGUST-DEWILDE
1C. ELECTION OF DIRECTOR: THOMAS J. BARRACK, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: FRANK J. FAHRENKOPF, Mgmt For For
JR.
1E. ELECTION OF DIRECTOR: L. MARTIN GIBBS Mgmt For For
1F. ELECTION OF DIRECTOR: BORIS GROYSBERG Mgmt For For
1G. ELECTION OF DIRECTOR: SANDRA R. HERNANDEZ Mgmt For For
1H. ELECTION OF DIRECTOR: PAMELA J. JOYNER Mgmt For For
1I. ELECTION OF DIRECTOR: REYNOLD LEVY Mgmt For For
1J. ELECTION OF DIRECTOR: DUNCAN L. NIEDERAUER Mgmt For For
1K. ELECTION OF DIRECTOR: GEORGE G.C. PARKER Mgmt For For
1L. ELECTION OF DIRECTOR: CHERYL SPIELMAN Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT AUDITORS OF FIRST REPUBLIC BANK
FOR THE FISCAL YEAR ENDED DECEMBER 31,
2017.
3. TO APPROVE THE FIRST REPUBLIC BANK 2017 Mgmt For For
EXECUTIVE INCENTIVE PLAN.
4. TO APPROVE THE FIRST REPUBLIC BANK 2017 Mgmt For For
OMNIBUS AWARD PLAN.
5. TO DETERMINE, BY ADVISORY (NON-BINDING) Mgmt 1 Year For
VOTE, THE FREQUENCY OF FUTURE VOTES
APPROVING COMPENSATION OF OUR EXECUTIVE
OFFICERS ("SAY ON PAY" VOTES).
6. TO APPROVE, BY ADVISORY (NON-BINDING) VOTE, Mgmt For For
THE COMPENSATION OF OUR EXECUTIVE OFFICERS
(A "SAY ON PAY" VOTE).
7. SHAREHOLDER PROPOSAL REQUESTING FIRST Shr Against For
REPUBLIC BANK TO PREPARE AN EMPLOYMENT
DIVERSITY REPORT.
--------------------------------------------------------------------------------------------------------------------------
FLEETCOR TECHNOLOGIES INC. Agenda Number: 934620039
--------------------------------------------------------------------------------------------------------------------------
Security: 339041105
Meeting Type: Annual
Meeting Date: 21-Jun-2017
Ticker: FLT
ISIN: US3390411052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MICHAEL BUCKMAN Mgmt For For
THOMAS M. HAGERTY Mgmt For For
STEVEN T. STULL Mgmt For For
2. RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS FLEETCOR'S INDEPENDENT AUDITOR FOR 2017
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. FREQUENCY OF ADVISORY VOTE ON NAMED Mgmt 3 Years For
EXECUTIVE OFFICER COMPENSATION
5. STOCKHOLDER PROPOSAL REGARDING SIMPLE Shr Against For
MAJORITY VOTE, IF PROPERLY PRESENTED
--------------------------------------------------------------------------------------------------------------------------
GARTNER, INC. Agenda Number: 934586667
--------------------------------------------------------------------------------------------------------------------------
Security: 366651107
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: IT
ISIN: US3666511072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MICHAEL J. BINGLE Mgmt For For
1B. ELECTION OF DIRECTOR: PETER E. BISSON Mgmt For For
1C. ELECTION OF DIRECTOR: RICHARD J. BRESSLER Mgmt For For
1D. ELECTION OF DIRECTOR: RAUL E. CESAN Mgmt For For
1E. ELECTION OF DIRECTOR: KAREN E. DYKSTRA Mgmt For For
1F. ELECTION OF DIRECTOR: ANNE SUTHERLAND FUCHS Mgmt For For
1G. ELECTION OF DIRECTOR: WILLIAM O. GRABE Mgmt For For
1H. ELECTION OF DIRECTOR: EUGENE A. HALL Mgmt For For
1I. ELECTION OF DIRECTOR: STEPHEN G. PAGLIUCA Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES C. SMITH Mgmt For For
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF ADVISORY Mgmt 1 Year For
VOTES ON EXECUTIVE COMPENSATION.
4. APPROVAL OF AMENDED AND RESTATED EXECUTIVE Mgmt For For
PERFORMANCE BONUS PLAN.
5. RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT AUDITOR FOR FISCAL
2017.
--------------------------------------------------------------------------------------------------------------------------
GENESEE & WYOMING INC. Agenda Number: 934584081
--------------------------------------------------------------------------------------------------------------------------
Security: 371559105
Meeting Type: Annual
Meeting Date: 24-May-2017
Ticker: GWR
ISIN: US3715591059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JOHN C. HELLMANN Mgmt For For
ALBERT J. NEUPAVER Mgmt For For
JOSEPH H. PYNE Mgmt For For
HUNTER C. SMITH Mgmt For For
2. APPROVE, IN A NON-BINDING, ADVISORY VOTE, Mgmt For For
THE COMPENSATION PAID TO THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
3. DETERMINE, IN A NON-BINDING, ADVISORY VOTE, Mgmt 1 Year For
WHETHER A STOCKHOLDER VOTE TO APPROVE
COMPENSATION PAID TO OUR NAMED EXECUTIVE
OFFICERS SHOULD OCCUR EVERY ONE, TWO OR
THREE YEARS.
4. 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, 2017.
--------------------------------------------------------------------------------------------------------------------------
HEALTHCARE SERVICES GROUP, INC. Agenda Number: 934591492
--------------------------------------------------------------------------------------------------------------------------
Security: 421906108
Meeting Type: Annual
Meeting Date: 30-May-2017
Ticker: HCSG
ISIN: US4219061086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
THEODORE WAHL Mgmt For For
JOHN M. BRIGGS Mgmt For For
ROBERT L. FROME Mgmt For For
ROBERT J. MOSS Mgmt For For
DINO D. OTTAVIANO Mgmt For For
MICHAEL E. MCBRYAN Mgmt For For
DIANE S. CASEY Mgmt For For
JOHN J. MCFADDEN Mgmt For For
JUDE VISCONTO Mgmt For For
2. TO APPROVE AND RATIFY THE SELECTION OF Mgmt For For
GRANT THORNTON LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY FOR ITS CURRENT FISCAL YEAR ENDING
DECEMBER 31, 2017.
3. TO CONSIDER AN ADVISORY VOTE ON EXECUTIVE Mgmt For For
COMPENSATION.
4. TO CONSIDER AN ADVISORY VOTE ON THE Mgmt 1 Year For
FREQUENCY OF SHAREHOLDER ADVICE ON
EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
INTUITIVE SURGICAL, INC. Agenda Number: 934539884
--------------------------------------------------------------------------------------------------------------------------
Security: 46120E602
Meeting Type: Annual
Meeting Date: 20-Apr-2017
Ticker: ISRG
ISIN: US46120E6023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CRAIG H. BARRATT, Mgmt For For
PH.D.
1B. ELECTION OF DIRECTOR: MICHAEL A. FRIEDMAN, Mgmt For For
M.D.
1C. ELECTION OF DIRECTOR: GARY S. GUTHART, Mgmt For For
PH.D.
1D. ELECTION OF DIRECTOR: AMAL M. JOHNSON Mgmt For For
1E. ELECTION OF DIRECTOR: KEITH R. LEONARD, JR. Mgmt For For
1F. ELECTION OF DIRECTOR: ALAN J. LEVY, PH.D. Mgmt For For
1G. ELECTION OF DIRECTOR: JAMI DOVER NACHTSHEIM Mgmt For For
1H. ELECTION OF DIRECTOR: MARK J. RUBASH Mgmt For For
1I. ELECTION OF DIRECTOR: LONNIE M. SMITH Mgmt For For
2. TO APPROVE, BY ADVISORY VOTE, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
3. TO VOTE, ON AN ADVISORY BASIS, ON THE Mgmt 1 Year For
FREQUENCY OF THE ADVISORY VOTE ON THE
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. THE RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP ("PWC") AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
5. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE INTUITIVE SURGICAL, INC. 2000 EMPLOYEE
STOCK PURCHASE PLAN.
6. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE INTUITIVE SURGICAL, INC. 2010 INCENTIVE
AWARD PLAN.
--------------------------------------------------------------------------------------------------------------------------
LKQ CORPORATION Agenda Number: 934551436
--------------------------------------------------------------------------------------------------------------------------
Security: 501889208
Meeting Type: Annual
Meeting Date: 08-May-2017
Ticker: LKQ
ISIN: US5018892084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SUKHPAL SINGH Mgmt No vote
AHLUWALIA
1B. ELECTION OF DIRECTOR: A. CLINTON ALLEN Mgmt No vote
1C. ELECTION OF DIRECTOR: ROBERT M. HANSER Mgmt No vote
1D. ELECTION OF DIRECTOR: JOSEPH M. HOLSTEN Mgmt No vote
1E. ELECTION OF DIRECTOR: BLYTHE J. MCGARVIE Mgmt No vote
1F. ELECTION OF DIRECTOR: PAUL M. MEISTER Mgmt No vote
1G. ELECTION OF DIRECTOR: JOHN F. O'BRIEN Mgmt No vote
1H. ELECTION OF DIRECTOR: GUHAN SUBRAMANIAN Mgmt No vote
1I. ELECTION OF DIRECTOR: WILLIAM M. WEBSTER, Mgmt No vote
IV
1J. ELECTION OF DIRECTOR: DOMINICK ZARCONE Mgmt No vote
2. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt No vote
& TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR OUR FISCAL YEAR
ENDING DECEMBER 31, 2017.
3. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt No vote
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
4. ADVISORY VOTE ON THE FREQUENCY OF HOLDING Mgmt No vote
AN ADVISORY VOTE ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MARRIOTT INTERNATIONAL, INC. Agenda Number: 934571705
--------------------------------------------------------------------------------------------------------------------------
�� Security: 571903202
Meeting Type: Annual
Meeting Date: 05-May-2017
Ticker: MAR
ISIN: US5719032022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: J.W. MARRIOTT, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: MARY K. BUSH Mgmt For For
1C. ELECTION OF DIRECTOR: BRUCE W. DUNCAN Mgmt For For
1D. ELECTION OF DIRECTOR: DEBORAH M. HARRISON Mgmt For For
1E. ELECTION OF DIRECTOR: FREDERICK A. Mgmt For For
HENDERSON
1F. ELECTION OF DIRECTOR: ERIC HIPPEAU Mgmt For For
1G. ELECTION OF DIRECTOR: LAWRENCE W. KELLNER Mgmt For For
1H. ELECTION OF DIRECTOR: DEBRA L. LEE Mgmt For For
1I. ELECTION OF DIRECTOR: AYLWIN B. LEWIS Mgmt For For
1J. ELECTION OF DIRECTOR: GEORGE MUNOZ Mgmt For For
1K. ELECTION OF DIRECTOR: STEVEN S REINEMUND Mgmt For For
1L. ELECTION OF DIRECTOR: W. MITT ROMNEY Mgmt For For
1M. ELECTION OF DIRECTOR: SUSAN C. SCHWAB Mgmt For For
1N. ELECTION OF DIRECTOR: ARNE M. SORENSON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL 2017.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES TO APPROVE EXECUTIVE
COMPENSATION.
5. RECOMMENDATION TO ADOPT HOLY LAND Shr Against For
PRINCIPLES.
--------------------------------------------------------------------------------------------------------------------------
MASTERCARD INCORPORATED Agenda Number: 934614935
--------------------------------------------------------------------------------------------------------------------------
Security: 57636Q104
Meeting Type: Annual
Meeting Date: 27-Jun-2017
Ticker: MA
ISIN: US57636Q1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD Mgmt For For
HAYTHORNTHWAITE
1B. ELECTION OF DIRECTOR: AJAY BANGA Mgmt For For
1C. ELECTION OF DIRECTOR: SILVIO BARZI Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID R. CARLUCCI Mgmt For For
1E. ELECTION OF DIRECTOR: STEVEN J. FREIBERG Mgmt For For
1F. ELECTION OF DIRECTOR: JULIUS GENACHOWSKI Mgmt For For
1G. ELECTION OF DIRECTOR: MERIT E. JANOW Mgmt For For
1H. ELECTION OF DIRECTOR: NANCY J. KARCH Mgmt For For
1I. ELECTION OF DIRECTOR: OKI MATSUMOTO Mgmt For For
1J. ELECTION OF DIRECTOR: RIMA QURESHI Mgmt For For
1K. ELECTION OF DIRECTOR: JOSE OCTAVIO REYES Mgmt For For
LAGUNES
1L. ELECTION OF DIRECTOR: JACKSON TAI Mgmt For For
2. ADVISORY APPROVAL OF MASTERCARD'S EXECUTIVE Mgmt For For
COMPENSATION
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
4. RE-APPROVAL OF THE MATERIAL TERMS OF THE Mgmt For For
PERFORMANCE GOALS UNDER MASTERCARD'S 2006
LONG TERM INCENTIVE PLAN, AS AMENDED AND
RESTATED, FOR 162(M) PURPOSES
5. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR MASTERCARD FOR 2017
6. CONSIDERATION OF A STOCKHOLDER PROPOSAL ON Shr Against For
GENDER PAY EQUITY
--------------------------------------------------------------------------------------------------------------------------
MOBILEYE N.V. Agenda Number: 934634026
--------------------------------------------------------------------------------------------------------------------------
Security: N51488117
Meeting Type: Annual
Meeting Date: 13-Jun-2017
Ticker: MBLY
ISIN: NL0010831061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO APPROVE THE SALE OF ALL OR SUBSTANTIALLY Mgmt For For
ALL OF THE COMPANY'S ASSETS AND BUSINESS TO
CYCLOPS HOLDINGS, LLC (THE "PURCHASER"),
AND THE ASSUMPTION BY THE PURCHASER OF ALL
OR SUBSTANTIALLY ALL OF THE COMPANY'S
LIABILITIES, AFTER THE CONSUMMATION OF THE
PENDING TENDER OFFER (THE "OFFER") BY THE
PURCHASER (THE "OFFER CLOSING").
2 TO LIQUIDATE THE COMPANY, AFTER THE OFFER Mgmt For For
CLOSING; TO APPOINT STICHTING VEREFFENING
MOBILEYE AS LIQUIDATOR OF THE COMPANY; AND
TO APPROVE THE COMPENSATION OF THE
LIQUIDATOR.
3 TO CONVERT THE COMPANY FROM AN N.V. Mgmt For For
(NAAMLOZE VENNOOTSCHAP) TO A B.V. (BESLOTEN
VENNOOTSCHAP MET BEPERKTE
AANSPRAKELIJKHEID), AFTER THE OFFER
CLOSING.
4 TO AMEND THE ARTICLES OF ASSOCIATION OF THE Mgmt For For
COMPANY (THE "ARTICLES") IN ACCORDANCE WITH
THE DRAFT "CONVERSION DEED OF AMENDMENT"
PROVIDED TO SHAREHOLDERS, AFTER THE OFFER
CLOSING.
5 TO AMEND THE ARTICLES IN ACCORDANCE WITH Mgmt For For
THE DRAFT "POST-DELISTING DEED OF
AMENDMENT" PROVIDED TO SHAREHOLDERS, AFTER
THE OFFER CLOSING.
6 TO ADOPT THE COMPANY'S DUTCH STATUTORY Mgmt For For
ANNUAL ACCOUNTS FOR THE YEAR ENDED DECEMBER
31, 2016.
7 TO DISCHARGE THE COMPANY'S DIRECTORS FROM Mgmt For For
LIABILITY IN RESPECT OF THE EXERCISE OF
THEIR DUTIES DURING THE YEAR ENDED DECEMBER
31, 2016.
8 TO DISCHARGE THE COMPANY'S DIRECTORS FROM Mgmt For For
LIABILITY IN RESPECT OF THE EXERCISE OF
THEIR DUTIES THROUGH THE DATE OF THE 2017
ANNUAL GENERAL MEETING, EFFECTIVE AS OF THE
PURCHASER'S ACCEPTANCE OF SHARES TENDERED
IN THE OFFER.
9A RE-ELECTION OF NON-EXECUTIVE DIRECTOR: Mgmt For �� For
TOMASO A. POGGIO
9B RE-ELECTION OF NON-EXECUTIVE DIRECTOR: ELI Mgmt For For
BARKAT
9C RE-ELECTION OF NON-EXECUTIVE DIRECTOR: Mgmt For For
JUDITH RICHTER
10A ELECTION OF DIRECTOR: TIFFANY D. SILVA Mgmt For For
(EXECUTIVE DIRECTOR)
10B ELECTION OF DIRECTOR: DAVID J. MILES Mgmt For For
(EXECUTIVE DIRECTOR)
10C ELECTION OF DIRECTOR: NICHOLAS J. HUDSON Mgmt For For
(NON-EXECUTIVE DIRECTOR)
10D ELECTION OF DIRECTOR: MARK L. LEGASPI Mgmt For For
(NON-EXECUTIVE DIRECTOR)
10E ELECTION OF DIRECTOR: GARY KERSHAW Mgmt For For
(NON-EXECUTIVE DIRECTOR)
11 TO APPROVE THE COMPENSATION OF THE Mgmt For For
COMPANY'S INDEPENDENT NON-EXECUTIVE
DIRECTORS AFTER THE CLOSING OF THE PENDING
TENDER OFFER BY THE PURCHASER.
12 TO GRANT AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO REPURCHASE UP TO 10% OF THE
COMPANY'S ISSUED SHARE CAPITAL UNTIL
DECEMBER 13, 2018.
13 TO APPOINT PRICEWATERHOUSECOOPERS Mgmt For For
ACCOUNTANTS N.V. TO AUDIT THE COMPANY'S
DUTCH STATUTORY ACCOUNTS FOR THE YEAR
ENDING DECEMBER 31, 2017.
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 934476359
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109
Meeting Type: Special
Meeting Date: 11-Oct-2016
Ticker: MNST
ISIN: US61174X1090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. PROPOSAL TO APPROVE AN AMENDMENT TO THE Mgmt For For
COMPANY'S AMENDED AND RESTATED CERTIFICATE
OF INCORPORATION TO INCREASE THE NUMBER OF
AUTHORIZED SHARES OF COMMON STOCK, PAR
VALUE $0.005 PER SHARE, FROM 240,000,000
SHARES TO 1,250,000,000 SHARES.
--------------------------------------------------------------------------------------------------------------------------
MONSTER BEVERAGE CORPORATION Agenda Number: 934613870
--------------------------------------------------------------------------------------------------------------------------
Security: 61174X109
Meeting Type: Annual
Meeting Date: 19-Jun-2017
Ticker: MNST
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
NORMAN C. EPSTEIN Mgmt For For
GARY P. FAYARD Mgmt For For
BENJAMIN M. POLK Mgmt For For
SYDNEY SELATI Mgmt For For
HAROLD C. TABER, JR. Mgmt For For
KATHY N. WALLER Mgmt For For
MARK S. VIDERGAUZ Mgmt For For
2. PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
DELOITTE & TOUCHE LLP AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY FOR THE FISCAL YEAR ENDING DECEMBER
31, 2017.
3. PROPOSAL TO APPROVE THE MONSTER BEVERAGE Mgmt For For
CORPORATION 2017 COMPENSATION PLAN FOR
NON-EMPLOYEE DIRECTORS.
4. PROPOSAL TO APPROVE, ON A NON-BINDING, Mgmt For For
ADVISORY BASIS, THE COMPENSATION OF THE
COMPANY'S NAMED EXECUTIVE OFFICERS.
5. PROPOSAL TO APPROVE, ON A NON-BINDING, Mgmt 1 Year For
ADVISORY BASIS, THE FREQUENCY WITH WHICH
STOCKHOLDERS WILL APPROVE THE COMPENSATION
OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.
6. STOCKHOLDER PROPOSAL REQUESTING THE Shr Against For
COMPANY'S BOARD OF DIRECTORS ADOPT A "PROXY
ACCESS" BYLAW.
7. STOCKHOLDER PROPOSAL REGARDING A Shr Against For
SUSTAINABILITY REPORT RELATED TO KEY
ENVIRONMENTAL, SOCIAL AND GOVERNANCE RISKS
AND OPPORTUNITIES INCLUDING AN ANALYSIS OF
MATERIAL WATER-RELATED RISKS.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 934599830
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
REED HASTINGS Mgmt For For
JAY HOAG Mgmt For For
A. GEORGE (SKIP) BATTLE Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017.
3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
4. ADVISORY APPROVAL OF THE FREQUENCY OF VOTES Mgmt 1 Year For
ON THE COMPANY'S EXECUTIVE OFFICER
COMPENSATION.
5. STOCKHOLDER PROPOSAL REGARDING PROXY Shr Against For
ACCESS, IF PROPERLY PRESENTED AT THE
MEETING.
6. STOCKHOLDER PROPOSAL REGARDING AN ANNUAL Shr Against For
SUSTAINABILITY REPORT, IF PROPERLY
PRESENTED AT THE MEETING.
7. STOCKHOLDER PROPOSAL REGARDING AN EMISSIONS Shr Against For
REPORT, IF PROPERLY PRESENTED AT THE
MEETING.
8. STOCKHOLDER PROPOSAL REGARDING ELECTING Shr Against For
EACH DIRECTOR ANNUALLY, IF PROPERLY
PRESENTED AT THE MEETING.
9. STOCKHOLDER PROPOSAL REGARDING SIMPLE Shr Against For
MAJORITY VOTING, IF PROPERLY PRESENTED AT
THE MEETING.
10. STOCKHOLDER PROPOSAL TO AMEND SECTION 3.3 Shr Against For
OF THE BYLAWS TO MAJORITY VOTE, IF PROPERLY
PRESENTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
NORWEGIAN CRUISE LINE HOLDINGS LTD Agenda Number: 934577303
--------------------------------------------------------------------------------------------------------------------------
Security: G66721104
Meeting Type: Annual
Meeting Date: 25-May-2017
Ticker: NCLH
ISIN: BMG667211046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF CLASS I DIRECTOR: DAVID M. Mgmt For For
ABRAMS
1B. ELECTION OF CLASS I DIRECTOR: JOHN W. Mgmt For For
CHIDSEY
1C. ELECTION OF CLASS I DIRECTOR: RUSSELL W. Mgmt For For
GALBUT
2. APPROVAL, ON A NON-BINDING, ADVISORY BASIS, Mgmt For For
OF THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP ("PWC") AS OUR
INDEPENDENT REGISTERED CERTIFIED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017 AND THE DETERMINATION OF
PWC'S REMUNERATION BY THE AUDIT COMMITTEE
OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 934585540
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROBERT K. BURGESS Mgmt For For
1B. ELECTION OF DIRECTOR: TENCH COXE Mgmt For For
1C. ELECTION OF DIRECTOR: PERSIS S. DRELL Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES C. GAITHER Mgmt For For
1E. ELECTION OF DIRECTOR: JEN-HSUN HUANG Mgmt For For
1F. ELECTION OF DIRECTOR: DAWN HUDSON Mgmt For For
1G. ELECTION OF DIRECTOR: HARVEY C. JONES Mgmt For For
1H. ELECTION OF DIRECTOR: MICHAEL G. MCCAFFERY Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM J. MILLER Mgmt For For
1J. ELECTION OF DIRECTOR: MARK L. PERRY Mgmt For For
1K. ELECTION OF DIRECTOR: A. BROOKE SEAWELL Mgmt For For
1L. ELECTION OF DIRECTOR: MARK A. STEVENS Mgmt For For
2. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For
3. APPROVAL OF THE FREQUENCY OF HOLDING A VOTE Mgmt 1 Year For
ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2018.
--------------------------------------------------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC. Agenda Number: 934560930
--------------------------------------------------------------------------------------------------------------------------
Security: 67103H107
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: ORLY
ISIN: US67103H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DAVID O'REILLY Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES H. O'REILLY, Mgmt For For
JR.
1C. ELECTION OF DIRECTOR: LARRY O'REILLY Mgmt For For
1D. ELECTION OF DIRECTOR: ROSALIE O'REILLY Mgmt For For
WOOTEN
1E. ELECTION OF DIRECTOR: JAY D. BURCHFIELD Mgmt For For
1F. ELECTION OF DIRECTOR: THOMAS T. HENDRICKSON Mgmt For For
1G. ELECTION OF DIRECTOR: PAUL R. LEDERER Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN R. MURPHY Mgmt For For
1I. ELECTION OF DIRECTOR: RONALD RASHKOW Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY ON PAY VOTES.
4. APPROVAL OF THE 2017 INCENTIVE AWARD PLAN. Mgmt For For
5. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP, AS INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
6. SHAREHOLDER PROPOSAL ENTITLED "SPECIAL Shr Against For
SHAREOWNER MEETINGS."
--------------------------------------------------------------------------------------------------------------------------
OLLIE'S BARGAIN OUTLET HOLDINGS INC Agenda Number: 934606166
--------------------------------------------------------------------------------------------------------------------------
Security: 681116109
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: OLLI
ISIN: US6811161099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT FISCH Mgmt For For
RICHARD ZANNINO Mgmt For For
2. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2017.
--------------------------------------------------------------------------------------------------------------------------
PACIRA PHARMACEUTICALS, INC. Agenda Number: 934608095
--------------------------------------------------------------------------------------------------------------------------
Security: 695127100
Meeting Type: Annual
Meeting Date: 13-Jun-2017
Ticker: PCRX
ISIN: US6951271005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal �� Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
YVONNE GREENSTREET Mgmt For For
GARY PACE Mgmt For For
DAVID STACK Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
PALO ALTO NETWORKS, INC. Agenda Number: 934493379
--------------------------------------------------------------------------------------------------------------------------
Security: 697435105
Meeting Type: Annual
Meeting Date: 08-Dec-2016
Ticker: PANW
ISIN: US6974351057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MARK D. MCLAUGHLIN Mgmt For For
1B. ELECTION OF DIRECTOR: ASHEEM CHANDNA Mgmt For For
1C. ELECTION OF DIRECTOR: JAMES J. GOETZ Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS PALO ALTO NETWORKS, INC.'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR ITS FISCAL YEAR ENDING JULY 31,
2017.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF PALO ALTO NETWORKS, INC.'S
NAMED EXECUTIVE OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
PAYSAFE GROUP PLC, DOUGLAS Agenda Number: 707975554
--------------------------------------------------------------------------------------------------------------------------
Security: G6963K100
Meeting Type: AGM
Meeting Date: 09-May-2017
Ticker:
ISIN: GB0034264548
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE ANNUAL REPORT AND Mgmt For For
ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER
2016
2 TO RECEIVE AND APPROVE THE DIRECTORS' Mgmt For For
REMUNERATION REPORT
3 THAT DENNIS JONES BE REAPPOINTED AS A Mgmt For For
DIRECTOR
4 THAT JOEL LEONOFF BE REAPPOINTED AS A Mgmt For For
DIRECTOR
5 THAT BRIAN MCARTHUR-MUSCROFT BE REAPPOINTED Mgmt For For
AS A DIRECTOR
6 THAT ANDREW DARK BE REAPPOINTED AS A Mgmt For For
DIRECTOR
7 THAT IAN FRANCIS BE REAPPOINTED AS A Mgmt For For
DIRECTOR
8 THAT BRAHM GELFAND BE REAPPOINTED AS A Mgmt For For
DIRECTOR
9 THAT IAN JENKS BE REAPPOINTED AS A DIRECTOR Mgmt For For
10 THAT JENNIFER ALLERTON BE REAPPOINTED AS A Mgmt For For
DIRECTOR
11 THAT KAREN GUERRA BE REAPPOINTED AS A Mgmt For For
DIRECTOR
12 THAT DELOITTE LLP BE REAPPOINTED AS AUDITOR Mgmt For For
OF THE COMPANY
13 THAT THE DIRECTORS BE AUTHORISED TO Mgmt For For
DETERMINE THE AUDITOR'S REMUNERATION
14 TO AUTHORISE THE DIRECTORS TO MAKE MARKET Mgmt For For
PURCHASES OF THE COMPANY'S SECURITIES
15 TO AUTHORISE THE DIRECTORS TO ALLOT Mgmt For For
SECURITIES
16 TO AUTHORISE THE DIRECTORS TO ALLOT Mgmt For For
SECURITIES FOR CASH OTHER THAN ON A
PRO-RATA BASIS TO SHAREHOLDERS
17 TO AUTHORISE THE DIRECTORS TO ALLOT Mgmt For For
SECURITIES FOR CASH OTHER THAN ON A
PRO-RATA BASIS TO SHAREHOLDERS UP TO A
FURTHER 5% FOR ACQUISITIONS OR SPECIFIED
CAPITAL EVENTS
CMMT 10 APR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTIONS 8 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.
--------------------------------------------------------------------------------------------------------------------------
PTC INC. Agenda Number: 934521471
--------------------------------------------------------------------------------------------------------------------------
Security: 69370C100
Meeting Type: Annual
Meeting Date: 01-Mar-2017
Ticker: PTC
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
ROBERT SCHECHTER Mgmt For For
RENATO ZAMBONINI Mgmt For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS
(SAY-ON-PAY).
3. ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt 1 Year For
SAY-ON-PAY VOTE.
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.
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE.COM, INC. Agenda Number: 934606178
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: CRM
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: CRAIG CONWAY Mgmt For For
1D. ELECTION OF DIRECTOR: ALAN HASSENFELD Mgmt For For
1E. ELECTION OF DIRECTOR: NEELIE KROES Mgmt For For
1F. ELECTION OF DIRECTOR: COLIN POWELL Mgmt For For
1G. ELECTION OF DIRECTOR: SANFORD ROBERTSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN V. ROOS Mgmt For For
1I. ELECTION OF DIRECTOR: ROBIN WASHINGTON Mgmt For For
1J. ELECTION OF DIRECTOR: MAYNARD WEBB Mgmt For For
1K. ELECTION OF DIRECTOR: SUSAN WOJCICKI Mgmt For For
2. APPROVAL TO AMEND OUR 2013 EQUITY INCENTIVE Mgmt For For
PLAN, INCLUDING TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR GRANT BY 37 MILLION
SHARES.
3. APPROVAL TO AMEND OUR 2004 EMPLOYEE STOCK Mgmt For For
PURCHASE PLAN TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR EMPLOYEE PURCHASE BY
8 MILLION SHARES.
4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JANUARY 31, 2018.
5. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
FISCAL 2017 COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
6. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
7. A STOCKHOLDER PROPOSAL REQUESTING, ON AN Shr Against For
ADVISORY BASIS, ACTION TO ALLOW
STOCKHOLDERS TO REQUEST SPECIAL MEETINGS OF
STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
SBA COMMUNICATIONS CORPORATION Agenda Number: 934513575
--------------------------------------------------------------------------------------------------------------------------
Security: 78388J106
Meeting Type: Special
Meeting Date: 12-Jan-2017
Ticker: SBAC
ISIN: US78388J1060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. PROPOSAL TO APPROVE THE AGREEMENT AND PLAN Mgmt For For
OF MERGER, DATED AS OF NOVEMBER 10, 2016,
BETWEEN SBA COMMUNICATIONS CORPORATION AND
SBA COMMUNICATIONS REIT CORPORATION, A
WHOLLY-OWNED SUBSIDIARY OF SBA, WHICH IS
BEING IMPLEMENTED IN CONNECTION WITH SBA'S
ELECTION TO BE TAXED AS A REIT. ...(DUE TO
SPACE LIMITS, SEE PROXY STATEMENT FOR FULL
PROPOSAL).
2. PROPOSAL TO APPROVE THE ADJOURNMENT OF THE Mgmt For For
SPECIAL MEETING, IF NECESSARY, FOR FURTHER
SOLICITATION OF PROXIES IF THERE ARE NOT
SUFFICIENT VOTES AT THE ORIGINALLY
SCHEDULED TIME OF THE SPECIAL MEETING TO
APPROVE PROPOSAL 1.
--------------------------------------------------------------------------------------------------------------------------
SBA COMMUNICATIONS CORPORATION Agenda Number: 934564712
--------------------------------------------------------------------------------------------------------------------------
Security: 78410G104
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: SBAC
ISIN: US78410G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR FOR A THREE YEAR TERM: Mgmt For For
STEVEN E. BERNSTEIN
1B. ELECTION OF DIRECTOR FOR A THREE YEAR TERM: Mgmt For For
DUNCAN H. COCROFT
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS SBA'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE 2017 FISCAL
YEAR.
3. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION OF SBA'S NAMED EXECUTIVE
OFFICERS.
4. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt 1 Year For
FREQUENCY OF FUTURE ADVISORY VOTES ON THE
COMPENSATION OF SBA'S NAMED EXECUTIVE
OFFICERS.
--------------------------------------------------------------------------------------------------------------------------
SCOUT24 AG, MUENCHEN Agenda Number: 708103003
--------------------------------------------------------------------------------------------------------------------------
Security: D345XT105
Meeting Type: AGM
Meeting Date: 08-Jun-2017
Ticker:
ISIN: DE000A12DM80
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 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 Non-Voting
ON 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 Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
24.05.2017. 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 Non-Voting
AND ANNUAL REPORT FOR THE 2016 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
289(4) AND 315(4) OF THE GERMAN COMMERCIAL
CODE
2 RESOLUTION ON THE APPROPRIATION OF THE Mgmt For For
DISTRIBUTABLE PROFIT: THE DISTRIBUTABLE
PROFIT IN THE AMOUNT OF EUR 454,608,501.14
SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT
OF A DIVIDEND OF EUR 0.30 PER DIVIDEND-
ENTITLED NO-PAR SHARE EUR 422,328,501.14
SHALL BE CARRIED FORWARD. EX-DIVIDEND DATE:
JUNE 9, 2017 PAYABLE DATE: JUNE 13, 2017
3 RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For
MDS
4 RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For
BOARD
5 APPOINTMENT OF AUDITORS THE FOLLOWING Mgmt For For
ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS
AND GROUP AUDITORS FOR THE 2017 FINANCIAL
YEAR AND FOR THE REVIEW OF THE INTERIM
HALF-YEAR FINANCIAL STATEMENTS: KPMG AG,
BERLIN
6 AUTHORIZATION TO ACQUIRE OWN SHARES THE Mgmt For For
GENERAL PARTNER SHALL BE AUTHORIZED TO
ACQUIRE SHARES OF THE COMPANY OF UP TO 10
PERCENT OF THE COMPANY'S SHARE CAPITAL, AT
PRICES NOT DEVIATING MORE THAN 10 PERCENT
FROM THE MARKET PRICE OF THE SHARES ON OR
BEFORE JUNE 7, 2022. THE BOARD OF MDS SHALL
BE AUTHORIZED TO DISPOSE OF THE SHARES IN A
MANNER OTHER THAN THE STOCK EXCHANGE OR BY
WAY OF A PUBLIC OFFER TO ALL SHAREHOLDERS
IF THE SHARES ARE SOLD AT A PRICE NOT
MATERIALLY BELOW THEIR MARKET PRICE, TO USE
THE SHARES IN CONNECTION WITH MERGERS AND
ACQUISITIONS TO USE THE SHARES FOR
SATISFYING OPTION AND CONVERSION RIGHTS,
AND TO RETIRE THE SHARES
7.1 ELECTION TO THE SUPERVISORY BOARD: MICHAEL Mgmt For For
ZAHN
7.2 ELECTION TO THE SUPERVISORY BOARD: PETER Mgmt For For
SCHWARZENBAUER
8 RESOLUTION ON THE ADJUSTMENT OF THE Mgmt For For
SUPERVISORY BOARD REMUNERATION, AND THE
CORRESPONDING AMENDMENTS TO THE ARTICLES OF
ASSOCIATION THE CHAIRMAN OF THE AUDIT
COMMITTEE SHALL RECEIVE AN ADDITIONAL
ANNUAL REMUNERATION OF EUR 20,000
--------------------------------------------------------------------------------------------------------------------------
SIGNATURE BANK Agenda Number: 934538464
--------------------------------------------------------------------------------------------------------------------------
Security: 82669G104
Meeting Type: Annual
Meeting Date: 20-Apr-2017
Ticker: SBNY
ISIN: US82669G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
SCOTT A. SHAY Mgmt For For
JOSEPH J. DEPAOLO Mgmt For For
BARNEY FRANK Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP, AN Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM, AS THE INDEPENDENT AUDITORS FOR THE
YEAR ENDING DECEMBER 31, 2017.
3. TO APPROVE THE AMENDMENT TO THE COMPANY'S Mgmt For For
RESTATED ORGANIZATIONAL CERTIFICATE TO
IMPLEMENT MAJORITY VOTING IN UNCONTESTED
DIRECTOR ELECTIONS.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES APPROVING EXECUTIVE
COMPENSATION.
5. ADVISORY VOTE ON EXECUTIVE COMPENSATION. Mgmt For For
6. TO APPROVE THE EQUITY PLAN AMENDMENTS TO Mgmt For For
REMOVE LIBERAL SHARE RECYCLING PROVISIONS,
TO ADD A 12-MONTH MINIMUM VESTING SCHEDULE
AND TO PROHIBIT BUYOUTS OF UNDERWATER
OPTIONS.
--------------------------------------------------------------------------------------------------------------------------
TELEFLEX INCORPORATED Agenda Number: 934564851
--------------------------------------------------------------------------------------------------------------------------
Security: 879369106
Meeting Type: Annual
Meeting Date: 05-May-2017
Ticker: TFX
ISIN: US8793691069
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR FOR TERM ENDING IN Mgmt For For
2020: GEORGE BABICH, JR.
1B. ELECTION OF DIRECTOR FOR TERM ENDING IN Mgmt For For
2020: GRETCHEN R. HAGGERTY
1C. ELECTION OF DIRECTOR FOR TERM ENDING IN Mgmt For For
2020: BENSON F. SMITH
1D. ELECTION OF DIRECTOR FOR TERM ENDING IN Mgmt For For
2019: RICHARD A. PACKER
2. APPROVAL, ON AN ADVISORY BASIS, OF NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
3. ADVISORY VOTE ON WHETHER THE ADVISORY VOTE Mgmt 1 Year For
ON COMPENSATION OF NAMED EXECUTIVE OFFICERS
SHOULD OCCUR EVERY ONE, TWO, OR THREE
YEARS.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
TESLA MOTORS, INC. Agenda Number: 934491022
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Special
Meeting Date: 17-Nov-2016
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. A PROPOSAL TO ADOPT THE AGREEMENT AND PLAN Mgmt For For
OF MERGER, DATED AS OF JULY 31, 2016 (AS IT
MAY BE AMENDED FROM TIME TO TIME, THE
"MERGER AGREEMENT"), AMONG TESLA MOTORS,
INC. ("TESLA"), SOLARCITY CORPORATION
("SOLARCITY"), AND D SUBSIDIARY, INC., A
WHOLLY OWNED SUBSIDIARY OF TESLA ("MERGER
SUB"), PURSUANT TO WHICH MERGER SUB WILL
MERGE WITH AND INTO SOLARCITY (THE
"MERGER"), WITH SOLARCITY SURVIVING THE
MERGER AS A WHOLLY OWNED SUBSIDIARY OF
TESLA, AND TO APPROVE THE TRANSACTIONS ..
(DUE TO SPACE LIMITS, SEE PROXY STATEMENT
FOR FULL PROPOSAL).
2. A PROPOSAL TO ADJOURN THE SPECIAL MEETING Mgmt For For
OF TESLA STOCKHOLDERS (THE "SPECIAL
MEETING"), IF NECESSARY OR APPROPRIATE, TO
SOLICIT ADDITIONAL PROXIES IF THERE ARE NOT
SUFFICIENT VOTES TO APPROVE THE TESLA
MERGER AND SHARE ISSUANCE PROPOSAL.
--------------------------------------------------------------------------------------------------------------------------
TESLA, INC. Agenda Number: 934602245
--------------------------------------------------------------------------------------------------------------------------
Security: 88160R101
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: TSLA
ISIN: US88160R1014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF CLASS I DIRECTOR: ELON MUSK Mgmt For For
1.2 ELECTION OF CLASS I DIRECTOR: ROBYN M. Mgmt For For
DENHOLM
1.3 ELECTION OF CLASS I DIRECTOR: STEPHEN T. Mgmt For For
JURVETSON
2. A NON-BINDING ADVISORY VOTE ON THE APPROVAL Mgmt For For
OF EXECUTIVE COMPENSATION.
3. A NON-BINDING ADVISORY VOTE ON THE Mgmt 3 Years For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
4. 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, 2017.
5. A STOCKHOLDER PROPOSAL REGARDING Shr Against For
DECLASSIFICATION OF THE BOARD OF DIRECTORS.
--------------------------------------------------------------------------------------------------------------------------
THE CHARLES SCHWAB CORPORATION Agenda Number: 934563873
--------------------------------------------------------------------------------------------------------------------------
Security: 808513105
Meeting Type: Annual
Meeting Date: 16-May-2017
Ticker: SCHW
ISIN: US8085131055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM S. HARAF Mgmt For For
1B. ELECTION OF DIRECTOR: FRANK C. HERRINGER Mgmt For For
1C. ELECTION OF DIRECTOR: STEPHEN T. MCLIN Mgmt For For
1D. ELECTION OF DIRECTOR: ROGER O. WALTHER Mgmt For For
1E. ELECTION OF DIRECTOR: ROBERT N. WILSON Mgmt For For
2. RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS INDEPENDENT AUDITORS
3. FREQUENCY OF ADVISORY VOTE ON NAMED Mgmt 1 Year For
EXECUTIVE OFFICER COMPENSATION
4. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
5. STOCKHOLDER PROPOSAL REQUESTING DISCLOSURE Shr Against For
OF LOBBYING POLICY, PROCEDURES AND
OVERSIGHT; LOBBYING EXPENDITURES; AND
PARTICIPATION IN ORGANIZATIONS ENGAGED IN
LOBBYING
6. STOCKHOLDER PROPOSAL REQUESTING ANNUAL Shr Against For
DISCLOSURE OF EEO-1 DATA
7. STOCKHOLDER PROPOSAL REQUESTING ADOPTION OF Shr Against For
A PROXY ACCESS BYLAW FOR DIRECTOR
NOMINATIONS BY STOCKHOLDERS
8. STOCKHOLDER PROPOSAL REQUESTING MAJORITY Shr Against For
VOTE TABULATION FOR ALL NON-BINDING MATTERS
PRESENTED BY STOCKHOLDERS
--------------------------------------------------------------------------------------------------------------------------
THE DESCARTES SYSTEMS GROUP INC. Agenda Number: 934620483
--------------------------------------------------------------------------------------------------------------------------
Security: 249906108
Meeting Type: Annual and Special
Meeting Date: 01-Jun-2017
Ticker: DSGX
ISIN: CA2499061083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
DAVID I. BEATSON Mgmt For For
DEBORAH CLOSE Mgmt For For
ERIC A. DEMIRIAN Mgmt For For
CHRIS HEWAT Mgmt For For
JANE O'HAGAN Mgmt For For
EDWARD J. RYAN Mgmt For For
JOHN J. WALKER Mgmt For For
DENNIS MAPLE Mgmt For For
02 APPOINTMENT OF KPMG LLP, CHARTERED Mgmt For For
PROFESSIONAL ACCOUNTANTS, LICENSED PUBLIC
ACCOUNTANTS, AS AUDITORS OF THE CORPORATION
TO HOLD OFFICE UNTIL THE NEXT ANNUAL
MEETING OF SHAREHOLDERS OR UNTIL A
SUCCESSOR IS APPOINTED.
03 APPROVAL OF THE SHAREHOLDER RIGHTS PLAN Mgmt For For
RESOLUTION AS SET OUT ON PAGE 17 OF THE
CORPORATION'S MANAGEMENT INFORMATION
CIRCULAR DATED MAY 2ND, 2017.
04 APPROVAL OF THE PRSU PLAN RESOLUTION AS SET Mgmt For For
OUT ON PAGE 21 OF THE CORPORATION'S
MANAGEMENT INFORMATION CIRCULAR DATED MAY
2ND, 2017.
05 APPROVAL OF THE SAY-ON-PAY RESOLUTION AS Mgmt For For
SET OUT ON PAGE 22 OF THE CORPORATION'S
MANAGEMENT INFORMATION CIRCULAR DATED MAY
2ND, 2017.
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 934539896
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2017
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.F. ANTON Mgmt For For
1B. ELECTION OF DIRECTOR: D.F. HODNIK Mgmt For For
1C. ELECTION OF DIRECTOR: T.G. KADIEN Mgmt Abstain Against
1D. ELECTION OF DIRECTOR: R.J. KRAMER Mgmt For For
1E. ELECTION OF DIRECTOR: S.J. KROPF Mgmt For For
1F. ELECTION OF DIRECTOR: J.G. MORIKIS Mgmt For For
1G. ELECTION OF DIRECTOR: C.A. POON Mgmt For For
1H. ELECTION OF DIRECTOR: J.M. STROPKI Mgmt For For
1I. ELECTION OF DIRECTOR: M.H. THAMAN Mgmt For For
1J. ELECTION OF DIRECTOR: M. THORNTON III Mgmt For For
1K. ELECTION OF DIRECTOR: S.H. WUNNING Mgmt For For
2. ADVISORY APPROVAL OF THE COMPENSATION OF Mgmt For For
THE NAMED EXECUTIVES.
3. ADVISORY APPROVAL OF THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE ON THE COMPENSATION OF THE
NAMED EXECUTIVES.
4. APPROVAL OF THE 2007 EXECUTIVE ANNUAL Mgmt For For
PERFORMANCE BONUS PLAN (AMENDED AND
RESTATED AS OF APRIL 19, 2017).
5. APPROVAL OF THE 2006 EQUITY AND PERFORMANCE Mgmt For For
INCENTIVE PLAN (AMENDED AND RESTATED AS OF
APRIL 19, 2017).
6. RATIFICATION OF ERNST & YOUNG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
TREEHOUSE FOODS, INC. Agenda Number: 934537513
--------------------------------------------------------------------------------------------------------------------------
Security: 89469A104
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: THS
ISIN: US89469A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DENNIS F. O'BRIEN Mgmt For For
1B. ELECTION OF DIRECTOR: SAM K. REED Mgmt For For
1C. ELECTION OF DIRECTOR: ANN M. SARDINI Mgmt For For
2. RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS INDEPENDENT AUDITORS.
3. TO PROVIDE AN ADVISORY VOTE TO APPROVE THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION.
4. TO PROVIDE AN ADVISORY VOTE TO APPROVE THE Mgmt 1 Year For
FREQUENCY OF FUTURE ADVISORY VOTES OF THE
COMPANY'S EXECUTIVE COMPENSATION PROGRAM.
5. TO APPROVE THE AMENDMENT OF THE TREEHOUSE Mgmt For For
FOODS, INC. EQUITY AND INCENTIVE PLAN,
INCLUDING AN INCREASE IN THE NUMBER OF
SHARES SUBJECT TO THE PLAN.
--------------------------------------------------------------------------------------------------------------------------
TWILIO INC. Agenda Number: 934605708
--------------------------------------------------------------------------------------------------------------------------
Security: 90138F102
Meeting Type: Annual
Meeting Date: 12-Jun-2017
Ticker: TWLO
ISIN: US90138F1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
RICHARD DALZELL Mgmt For For
ERIKA ROTTENBERG Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR OUR FISCAL YEAR ENDING
DECEMBER 31, 2017.
3. TO RATIFY OUR 2016 STOCK OPTION AND Mgmt For For
INCENTIVE PLAN TO PRESERVE OUR ABILITY TO
RECEIVE CORPORATE INCOME TAX DEDUCTIONS
THAT MAY BECOME AVAILABLE PURSUANT TO
SECTION 162(M) OF THE INTERNAL REVENUE CODE
OF 1986, AS AMENDED.
--------------------------------------------------------------------------------------------------------------------------
ULTA BEAUTY, INC. Agenda Number: 934590806
--------------------------------------------------------------------------------------------------------------------------
Security: 90384S303
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: ULTA
ISIN: US90384S3031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MICHELLE L. COLLINS Mgmt No vote
DENNIS K. ECK Mgmt No vote
CHARLES J. PHILIPPIN Mgmt No vote
VANESSA A. WITTMAN Mgmt No vote
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt No vote
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM, FOR OUR FISCAL YEAR 2017,
ENDING FEBRUARY 3, 2018
3. ADVISORY RESOLUTION TO APPROVE THE Mgmt No vote
COMPANY'S EXECUTIVE COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt No vote
ADVISORY VOTES ON THE COMPANY'S EXECUTIVE
COMPENSATION
--------------------------------------------------------------------------------------------------------------------------
VANTIV, INC. Agenda Number: 934541017
--------------------------------------------------------------------------------------------------------------------------
Security: 92210H105
Meeting Type: Annual
Meeting Date: 02-May-2017
Ticker: VNTV
ISIN: US92210H1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
KEVIN COSTELLO Mgmt For For
LISA HOOK Mgmt For For
DAVID KARNSTEDT Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
3. TO RATIFY THE APPOINTMENT OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE COMPANY'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
--------------------------------------------------------------------------------------------------------------------------
VCA INC. Agenda Number: 934532145
--------------------------------------------------------------------------------------------------------------------------
Security: 918194101
Meeting Type: Special
Meeting Date: 28-Mar-2017
Ticker: WOOF
ISIN: US9181941017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. THE PROPOSAL TO APPROVE THE ADOPTION OF THE Mgmt For For
AGREEMENT AND PLAN OF MERGER (AS IT MAY BE
AMENDED FROM TIME TO TIME, THE "MERGER
AGREEMENT"), DATED AS OF JANUARY 7, 2017,
BY AND AMONG THE COMPANY, MMI HOLDINGS,
INC., A DELAWARE CORPORATION ("ACQUIROR"),
VENICE MERGER SUB INC., A DELAWARE
CORPORATION ...(DUE TO SPACE LIMITS, SEE
PROXY STATEMENT FOR FULL PROPOSAL).
2. THE PROPOSAL TO APPROVE, ON AN ADVISORY Mgmt For For
(NON-BINDING) BASIS, SPECIFIED COMPENSATION
THAT MAY BECOME PAYABLE TO THE COMPANY'S
PRINCIPAL EXECUTIVE OFFICER, PRINCIPAL
FINANCIAL OFFICER AND THREE OTHER MOST
HIGHLY COMPENSATED EXECUTIVE OFFICERS IN
CONNECTION WITH THE MERGER.
3. THE PROPOSAL TO APPROVE THE ADJOURNMENT OF Mgmt For For
THE SPECIAL MEETING IF 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
APPROVE THE ADOPTION OF THE MERGER
AGREEMENT.
--------------------------------------------------------------------------------------------------------------------------
VERISK ANALYTICS INC Agenda Number: 934561780
--------------------------------------------------------------------------------------------------------------------------
Security: 92345Y106
Meeting Type: Annual
Meeting Date: 17-May-2017
Ticker: VRSK
ISIN: US92345Y1064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: FRANK J. COYNE Mgmt For For
1B. ELECTION OF DIRECTOR: CHRISTOPHER M. Mgmt For For
FOSKETT
1C. ELECTION OF DIRECTOR: DAVID B. WRIGHT Mgmt For For
1D. ELECTION OF DIRECTOR: ANNELL R. BAY Mgmt For For
2. TO APPROVE EXECUTIVE COMPENSATION ON AN Mgmt For For
ADVISORY, NON-BINDING BASIS.
3. TO RECOMMEND THE FREQUENCY OF EXECUTIVE Mgmt 1 Year For
COMPENSATION VOTES ON AN ADVISORY,
NON-BINDING BASIS.
4. TO RATIFY THE APPOINTMENT OF DELOITTE AND Mgmt For For
TOUCHE LLP AS OUR INDEPENDENT AUDITOR FOR
THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
VULCAN MATERIALS COMPANY Agenda Number: 934558505
--------------------------------------------------------------------------------------------------------------------------
Security: 929160109
Meeting Type: Annual
Meeting Date: 12-May-2017
Ticker: VMC
ISIN: US9291601097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: O. B. GRAYSON HALL, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: JAMES T. PROKOPANKO Mgmt For For
1C. ELECTION OF DIRECTOR: DAVID P. STEINER Mgmt For For
1D. ELECTION OF DIRECTOR: KATHLEEN Mgmt For For
WILSON-THOMPSON
2. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
WHOLE FOODS MARKET, INC. Agenda Number: 934518501
--------------------------------------------------------------------------------------------------------------------------
Security: 966837106
Meeting Type: Annual
Meeting Date: 17-Feb-2017
Ticker: WFM
ISIN: US9668371068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DR. JOHN ELSTROTT Mgmt For For
1B. ELECTION OF DIRECTOR: MARY ELLEN COE Mgmt For For
1C. ELECTION OF DIRECTOR: SHAHID (HASS) HASSAN Mgmt For For
1D. ELECTION OF DIRECTOR: STEPHANIE KUGELMAN Mgmt For For
1E. ELECTION OF DIRECTOR: JOHN MACKEY Mgmt For For
1F. ELECTION OF DIRECTOR: WALTER ROBB Mgmt For For
1G. ELECTION OF DIRECTOR: JONATHAN SEIFFER Mgmt For For
1H. ELECTION OF DIRECTOR: MORRIS (MO) SIEGEL Mgmt For For
1I. ELECTION OF DIRECTOR: JONATHAN SOKOLOFF Mgmt For For
1J. ELECTION OF DIRECTOR: DR. RALPH SORENSON Mgmt For For
1K. ELECTION OF DIRECTOR: GABRIELLE SULZBERGER Mgmt For For
1L. ELECTION OF DIRECTOR: WILLIAM (KIP) Mgmt For For
TINDELL, III
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF THE NAMED EXECUTIVE OFFICERS.
3. ADVISORY VOTE ON THE FREQUENCY OF Mgmt 1 Year For
SHAREHOLDER VOTES ON EXECUTIVE
COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITOR FOR THE
COMPANY FOR THE FISCAL YEAR ENDING
SEPTEMBER 24, 2017.
5. PROPOSAL ASKING OUR BOARD OF DIRECTORS TO Shr Against For
ADOPT REVISIONS TO THE COMPANY'S PROXY
ACCESS BYLAW.
6. PROPOSAL ASKING THE COMPANY TO ISSUE A Shr Against For
REPORT REGARDING OUR FOOD WASTE EFFORTS.
MARSICO FLEXIBLE CAPITAL FUND
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC Agenda Number: 934604946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LARRY PAGE Mgmt For For
SERGEY BRIN Mgmt For For
ERIC E. SCHMIDT Mgmt For For
L. JOHN DOERR Mgmt For For
ROGER W. FERGUSON, JR. Mgmt For For
DIANE B. GREENE Mgmt For For
JOHN L. HENNESSY Mgmt For For
ANN MATHER Mgmt For For
ALAN R. MULALLY Mgmt For For
PAUL S. OTELLINI Mgmt For For
K. RAM SHRIRAM Mgmt For For
SHIRLEY M. TILGHMAN Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS ALPHABET'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. THE APPROVAL OF AN AMENDMENT TO ALPHABET'S Mgmt For For
2012 STOCK PLAN TO INCREASE THE SHARE
RESERVE BY 15,000,000 SHARES OF CLASS C
CAPITAL STOCK.
4. THE APPROVAL OF THE 2016 COMPENSATION Mgmt For For
AWARDED TO NAMED EXECUTIVE OFFICERS.
5. THE FREQUENCY OF FUTURE STOCKHOLDER Mgmt 3 Years For
ADVISORY VOTES REGARDING COMPENSATION
AWARDED TO NAMED EXECUTIVE OFFICERS.
6. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shr Against For
SHAREHOLDER VOTING, IF PROPERLY PRESENTED
AT THE MEETING.
7. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT, IF PROPERLY PRESENTED AT THE
MEETING.
8. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
POLITICAL CONTRIBUTIONS REPORT, IF PROPERLY
PRESENTED AT THE MEETING.
9. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON GENDER PAY, IF PROPERLY PRESENTED AT THE
MEETING.
10. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
CHARITABLE CONTRIBUTIONS REPORT, IF
PROPERLY PRESENTED AT THE MEETING.
11. A STOCKHOLDER PROPOSAL REGARDING THE Shr Against For
IMPLEMENTATION OF "HOLY LAND PRINCIPLES,"
IF PROPERLY PRESENTED AT THE MEETING.
12. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON "FAKE NEWS," IF PROPERLY PRESENTED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
AMGEN INC. Agenda Number: 934569039
--------------------------------------------------------------------------------------------------------------------------
Security: 031162100
Meeting Type: Annual
Meeting Date: 19-May-2017
Ticker: AMGN
ISIN: US0311621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DR. DAVID BALTIMORE Mgmt For For
1B. ELECTION OF DIRECTOR: MR. ROBERT A. BRADWAY Mgmt For For
1C. ELECTION OF DIRECTOR: MR. FRANCOIS DE Mgmt For For
CARBONNEL
1D. ELECTION OF DIRECTOR: MR. ROBERT A. ECKERT Mgmt For For
1E. ELECTION OF DIRECTOR: MR. GREG C. GARLAND Mgmt For For
1F. ELECTION OF DIRECTOR: MR. FRED HASSAN Mgmt For For
1G. ELECTION OF DIRECTOR: DR. REBECCA M. Mgmt For For
HENDERSON
1H. ELECTION OF DIRECTOR: MR. FRANK C. Mgmt For For
HERRINGER
1I. ELECTION OF DIRECTOR: MR. CHARLES M. Mgmt For For
HOLLEY, JR.
1J. ELECTION OF DIRECTOR: DR. TYLER JACKS Mgmt For For
1K. ELECTION OF DIRECTOR: MS. ELLEN J. KULLMAN Mgmt For For
1L. ELECTION OF DIRECTOR: DR. RONALD D. SUGAR Mgmt For For
1M. ELECTION OF DIRECTOR: DR. R. SANDERS Mgmt For For
WILLIAMS
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt For For
COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
STOCKHOLDER VOTES TO APPROVE EXECUTIVE
COMPENSATION.
5. STOCKHOLDER PROPOSAL TO ADOPT MAJORITY Shr Against For
VOTES CAST STANDARD FOR MATTERS PRESENTED
BY STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
ANTHEM, INC. Agenda Number: 934566223
--------------------------------------------------------------------------------------------------------------------------
Security: 036752103
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: ANTM
ISIN: US0367521038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. KERRY CLARK Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT L. DIXON, JR. Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
4. ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE TO APPROVE THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS.
5. TO APPROVE PROPOSED AMENDMENTS TO OUR Mgmt For For
ARTICLES OF INCORPORATION TO ALLOW
SHAREHOLDERS TO AMEND OUR BY-LAWS.
6. TO APPROVE THE 2017 ANTHEM INCENTIVE Mgmt For For
COMPENSATION PLAN.
--------------------------------------------------------------------------------------------------------------------------
APPLE INC. Agenda Number: 934520556
--------------------------------------------------------------------------------------------------------------------------
Security: 037833100
Meeting Type: Annual
Meeting Date: 28-Feb-2017
Ticker: AAPL
ISIN: US0378331005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES BELL Mgmt For For
1B. ELECTION OF DIRECTOR: TIM COOK Mgmt For For
1C. ELECTION OF DIRECTOR: AL GORE Mgmt For For
1D. ELECTION OF DIRECTOR: BOB IGER Mgmt For For
1E. ELECTION OF DIRECTOR: ANDREA JUNG Mgmt For For
1F. ELECTION OF DIRECTOR: ART LEVINSON Mgmt For For
1G. ELECTION OF DIRECTOR: RON SUGAR Mgmt For For
1H. ELECTION OF DIRECTOR: SUE WAGNER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS APPLE'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2017
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF Mgmt 1 Year For
SHAREHOLDER VOTES ON EXECUTIVE COMPENSATION
5. A SHAREHOLDER PROPOSAL ENTITLED "CHARITABLE Shr Against For
GIVING - RECIPIENTS, INTENTS AND BENEFITS"
6. A SHAREHOLDER PROPOSAL REGARDING DIVERSITY Shr Against For
AMONG OUR SENIOR MANAGEMENT AND BOARD OF
DIRECTORS
7. A SHAREHOLDER PROPOSAL ENTITLED Shr Against For
"SHAREHOLDER PROXY ACCESS AMENDMENTS"
8. A SHAREHOLDER PROPOSAL ENTITLED "EXECUTIVE Shr Against For
COMPENSATION REFORM"
9. A SHAREHOLDER PROPOSAL ENTITLED "EXECUTIVES Shr Against For
TO RETAIN SIGNIFICANT STOCK"
--------------------------------------------------------------------------------------------------------------------------
AT&T INC. Agenda Number: 934539935
--------------------------------------------------------------------------------------------------------------------------
Security: 00206R102
Meeting Type: Annual
Meeting Date: 28-Apr-2017
Ticker: T
ISIN: US00206R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RANDALL L. STEPHENSON Mgmt No vote
1B. ELECTION OF DIRECTOR: SAMUEL A. DI PIAZZA, Mgmt No vote
JR.
1C. ELECTION OF DIRECTOR: RICHARD W. FISHER Mgmt No vote
1D. ELECTION OF DIRECTOR: SCOTT T. FORD Mgmt No vote
1E. ELECTION OF DIRECTOR: GLENN H. HUTCHINS Mgmt No vote
1F. ELECTION OF DIRECTOR: WILLIAM E. KENNARD Mgmt No vote
1G. ELECTION OF DIRECTOR: MICHAEL B. Mgmt No vote
MCCALLISTER
1H. ELECTION OF DIRECTOR: BETH E. MOONEY Mgmt No vote
1I. ELECTION OF DIRECTOR: JOYCE M. ROCHE Mgmt No vote
1J. ELECTION OF DIRECTOR: MATTHEW K. ROSE Mgmt No vote
1K. ELECTION OF DIRECTOR: CYNTHIA B. TAYLOR Mgmt No vote
1L. ELECTION OF DIRECTOR: LAURA D'ANDREA TYSON Mgmt No vote
1M. ELECTION OF DIRECTOR: GEOFFREY Y. YANG Mgmt No vote
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt No vote
AUDITORS.
3. ADVISORY APPROVAL OF EXECUTIVE Mgmt No vote
COMPENSATION.
4. ADVISORY APPROVAL OF FREQUENCY OF VOTE ON Mgmt No vote
EXECUTIVE COMPENSATION
5. PREPARE POLITICAL SPENDING REPORT. Shr No vote
6. PREPARE LOBBYING REPORT. Shr No vote
7. MODIFY PROXY ACCESS REQUIREMENTS. Shr No vote
8. REDUCE VOTE REQUIRED FOR WRITTEN CONSENT. Shr No vote
--------------------------------------------------------------------------------------------------------------------------
BAE SYSTEMS PLC, LONDON Agenda Number: 707937403
--------------------------------------------------------------------------------------------------------------------------
Security: G06940103
Meeting Type: AGM
Meeting Date: 10-May-2017
Ticker:
ISIN: GB0002634946
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE REMUNERATION POLICY Mgmt For For
3 APPROVE REMUNERATION REPORT Mgmt For For
4 APPROVE FINAL DIVIDEND Mgmt For For
5 RE-ELECT SIR ROGER CARR AS DIRECTOR Mgmt For For
6 RE-ELECT ELIZABETH CORLEY AS DIRECTOR Mgmt For For
7 RE-ELECT JERRY DEMURO AS DIRECTOR Mgmt For For
8 RE-ELECT HARRIET GREEN AS DIRECTOR Mgmt For For
9 RE-ELECT CHRISTOPHER GRIGG AS DIRECTOR Mgmt For For
10 RE-ELECT IAN KING AS DIRECTOR Mgmt For For
11 RE-ELECT PETER LYNAS AS DIRECTOR Mgmt For For
12 RE-ELECT PAULA REYNOLDS AS DIRECTOR Mgmt For For
13 RE-ELECT NICHOLAS ROSE AS DIRECTOR Mgmt For For
14 RE-ELECT IAN TYLER AS DIRECTOR Mgmt For For
15 ELECT CHARLES WOODBURN AS DIRECTOR Mgmt For For
16 REAPPOINT KPMG LLP AS AUDITORS Mgmt For For
17 AUTHORISE THE AUDIT COMMITTEE TO FIX Mgmt For For
REMUNERATION OF AUDITORS
18 AUTHORISE EU POLITICAL DONATIONS AND Mgmt For For
EXPENDITURE
19 AUTHORISE ISSUE OF EQUITY WITH PRE-EMPTIVE Mgmt For For
RIGHTS
20 AUTHORISE ISSUE OF EQUITY WITHOUT Mgmt For For
PRE-EMPTIVE RIGHTS
21 AUTHORISE MARKET PURCHASE OF ORDINARY Mgmt For For
SHARES
22 AUTHORISE THE COMPANY TO CALL GENERAL Mgmt For For
MEETING WITH TWO WEEKS' NOTICE
--------------------------------------------------------------------------------------------------------------------------
CISCO SYSTEMS, INC. Agenda Number: 934494357
--------------------------------------------------------------------------------------------------------------------------
Security: 17275R102
Meeting Type: Annual
Meeting Date: 12-Dec-2016
Ticker: CSCO
�� ISIN: US17275R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CAROL A. BARTZ Mgmt For For
1B. ELECTION OF DIRECTOR: M. MICHELE BURNS Mgmt For For
1C. ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS Mgmt For For
1D. ELECTION OF DIRECTOR: JOHN T. CHAMBERS Mgmt For For
1E. ELECTION OF DIRECTOR: AMY L. CHANG Mgmt For For
1F. ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY Mgmt For For
1G. ELECTION OF DIRECTOR: DR. KRISTINA M. Mgmt For For
JOHNSON
1H. ELECTION OF DIRECTOR: RODERICK C. MCGEARY Mgmt For For
1I. ELECTION OF DIRECTOR: CHARLES H. ROBBINS Mgmt For For
1J. ELECTION OF DIRECTOR: ARUN SARIN Mgmt For For
1K. ELECTION OF DIRECTOR: STEVEN M. WEST Mgmt For For
2. APPROVAL, ON AN ADVISORY BASIS, OF Mgmt For For
EXECUTIVE COMPENSATION.
3. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS CISCO'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR FISCAL 2017.
4. APPROVAL TO REQUEST AN ANNUAL REPORT Shr Against For
RELATING TO CISCO'S LOBBYING POLICIES,
PROCEDURES AND ACTIVITIES.
5. APPROVAL TO REQUEST A REPORT DISCLOSING Shr Against For
CERTAIN EMPLOYMENT DATA RELATING TO CISCO'S
ARAB AND NON-ARAB EMPLOYEES IN
ISRAEL-PALESTINE FOR EACH OF THE PAST THREE
YEARS.
6. APPROVAL TO REQUEST THE BOARD TO FORM A Shr Against For
COMMITTEE TO REASSESS POLICIES AND CRITERIA
FOR DECISIONS WITH RESPECT TO CISCO'S
BUSINESS INVOLVEMENTS WITH ISRAEL'S
SETTLEMENTS.
--------------------------------------------------------------------------------------------------------------------------
CME GROUP INC. Agenda Number: 934588661
--------------------------------------------------------------------------------------------------------------------------
Security: 12572Q105
Meeting Type: Annual
Meeting Date: 24-May-2017
Ticker: CME
ISIN: US12572Q1058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF EQUITY DIRECTOR: TERRENCE A. Mgmt For For
DUFFY
1B. ELECTION OF EQUITY DIRECTOR: TIMOTHY S. Mgmt For For
BITSBERGER
1C. ELECTION OF EQUITY DIRECTOR: CHARLES P. Mgmt For For
CAREY
1D. ELECTION OF EQUITY DIRECTOR: DENNIS H. Mgmt For For
CHOOKASZIAN
1E. ELECTION OF EQUITY DIRECTOR: ANA DUTRA Mgmt For For
1F. ELECTION OF EQUITY DIRECTOR: MARTIN J. Mgmt For For
GEPSMAN
1G. ELECTION OF EQUITY DIRECTOR: LARRY G. Mgmt For For
GERDES
1H. ELECTION OF EQUITY DIRECTOR: DANIEL R. Mgmt For For
GLICKMAN
1I. ELECTION OF EQUITY DIRECTOR: LEO MELAMED Mgmt For For
1J. ELECTION OF EQUITY DIRECTOR: ALEX J. Mgmt For For
POLLOCK
1K. ELECTION OF EQUITY DIRECTOR: JOHN F. Mgmt For For
SANDNER
1L. ELECTION OF EQUITY DIRECTOR: TERRY L. Mgmt For For
SAVAGE
1M. ELECTION OF EQUITY DIRECTOR: WILLIAM R. Mgmt For For
SHEPARD
1N. ELECTION OF EQUITY DIRECTOR: DENNIS A. Mgmt For For
SUSKIND
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
3. ADVISORY VOTE ON THE COMPENSATION OF OUR Mgmt For For
NAMED EXECUTIVE OFFICERS.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
VOTES ON THE COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
5. APPROVAL OF THE AMENDED AND RESTATED CME Mgmt For For
GROUP INC. INCENTIVE PLAN FOR OUR NAMED
EXECUTIVE OFFICERS.
6. APPROVAL OF THE AMENDED AND RESTATED CME Mgmt For For
GROUP INC. OMNIBUS STOCK PLAN.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION BRANDS, INC. Agenda Number: 934443398
--------------------------------------------------------------------------------------------------------------------------
Security: 21036P108
Meeting Type: Annual
Meeting Date: 20-Jul-2016
Ticker: STZ
ISIN: US21036P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JERRY FOWDEN Mgmt For For
BARRY A. FROMBERG Mgmt For For
ROBERT L. HANSON Mgmt For For
ERNESTO M. HERNANDEZ Mgmt For For
JAMES A. LOCKE III Mgmt For For
DANIEL J. MCCARTHY Mgmt For For
RICHARD SANDS Mgmt For For
ROBERT SANDS Mgmt For For
JUDY A. SCHMELING Mgmt For For
KEITH E. WANDELL Mgmt For For
2. TO RATIFY THE SELECTION OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
FEBRUARY 28, 2017
3. TO APPROVE, BY AN ADVISORY VOTE, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS AS DISCLOSED IN THE
PROXY STATEMENT
--------------------------------------------------------------------------------------------------------------------------
CROWN CASTLE INTERNATIONAL CORP Agenda Number: 934571820
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: CCI
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: LEE W. HOGAN Mgmt For For
1G. ELECTION OF DIRECTOR: EDWARD C. HUTCHESON, Mgmt For For
JR.
1H. ELECTION OF DIRECTOR: J. LANDIS MARTIN Mgmt For For
1I. ELECTION OF DIRECTOR: ROBERT F. MCKENZIE Mgmt For For
1J. ELECTION OF DIRECTOR: ANTHONY J. MELONE Mgmt For For
1K. 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 2017.
3. THE NON-BINDING, ADVISORY VOTE REGARDING Mgmt For For
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. A STOCKHOLDER PROPOSAL REGARDING PROXY Shr Against For
ACCESS, IF PROPERLY PRESENTED.
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA GROUP PLC Agenda Number: 707642523
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV37159
Meeting Type: OGM
Meeting Date: 10-Jan-2017
Ticker:
ISIN: GB00BYN59130
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 711242 DUE TO RECEIPT OF SEDOL.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU.
CMMT THE BOARD HAS NOT CONSIDERED WHETHER THE Non-Voting
RESOLUTION IS IN THE BEST INTERESTS OF THE
COMPANY, GIVEN THE INTERESTS OF EACH OF THE
DIRECTORS IN THE RESOLUTION. ACCORDINGLY,
THE BOARD CANNOT RECOMMEND THAT
SHAREHOLDERS VOTE IN FAVOUR OF THE
RESOLUTION, BUT RECOMMENDS THAT
SHAREHOLDERS VOTE ON THE RESOLUTION
1 THAT: 1.1 IN RELATION TO CERTAIN DIVIDENDS Mgmt For *
PAID BY THE COMPANY, BEING THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 25 JUNE
2000, THE INTERIM DIVIDEND FOR THE 26 WEEKS
ENDED 1 JULY 2001, THE INTERIM DIVIDEND FOR
THE 26 WEEKS ENDED 30 JUNE 2002, THE
INTERIM DIVIDEND FOR THE 26 WEEKS ENDED 29
JUNE 2003, THE INTERIM DIVIDEND FOR THE 26
WEEKS ENDED 27 JUNE 2004, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 27 JUNE
2010, THE FINAL DIVIDEND FOR THE 52 WEEKS
ENDED 29 DECEMBER 2013, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 29 JUNE
2014, THE FINAL DIVIDEND FOR THE 52 WEEKS
ENDED 28 DECEMBER 2014, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 28 JUNE
2015 AND THE INTERIM DIVIDEND FOR THE 26
WEEKS ENDED 26 JUNE 2016: (A) (I) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 31 DECEMBER 2000) TO THE
PAYMENT OF THE INTERIM DIVIDEND, FOR THE 26
WEEKS ENDED 25 JUNE 2000, OF 0.37 PENCE PER
ORDINARY SHARE OF 5 PENCE EACH IN THE SHARE
CAPITAL OF THE COMPANY (THE ''FIRST OLD
ORDINARY SHARES'' AND EACH A ''FIRST OLD
ORDINARY SHARE'') PAID ON 1 SEPTEMBER 2000
BE AND IS HEREBY AUTHORISED AND CONFIRMED
BY REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (II) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 30
DECEMBER 2001) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 1
JULY 2001, OF 0.57 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 3 SEPTEMBER 2001 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (III) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 29
DECEMBER 2002) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 30
JUNE 2002, OF 0.78 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 4 SEPTEMBER 2002 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (IV) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2003) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 29
JUNE 2003, OF 1.32 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 28 AUGUST 2003 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (V) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 53 WEEKS ENDED 2
JANUARY 2005) TO THE PAYMENT OF THE INTERIM
DIVIDEND, FOR THE 26 WEEKS ENDED 27 JUNE
2004, OF 2.20 PENCE PER FIRST OLD ORDINARY
SHARE PAID ON 26 AUGUST 2004 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VI) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 26
DECEMBER 2010) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 27
JUNE 2010, OF 4.5 PENCE PER ORDINARY SHARE
OF 1.5625 PENCE EACH IN THE SHARE CAPITAL
OF THE COMPANY (THE ''SECOND OLD ORDINARY
SHARES'' AND EACH A ''SECOND OLD ORDINARY
SHARE'') PAID ON 20 AUGUST 2010 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VII) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2014) TO THE PAYMENT OF THE FINAL
DIVIDEND, FOR THE 52 WEEKS ENDED 29
DECEMBER 2013, OF 8.80 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 4 APRIL 2014 BE AND
IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VIII) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2014) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 29
JUNE 2014, OF 7.81 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 5 SEPTEMBER 2014 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (IX) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 27
DECEMBER 2015) TO THE PAYMENT OF THE FINAL
DIVIDEND, FOR THE 52 WEEKS ENDED 28
DECEMBER 2014, OF 9.69 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 27 APRIL 2015 BE AND
IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (X) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 27
DECEMBER 2015) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 28
JUNE 2015, OF 9.0 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 4 SEPTEMBER 2015 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; AND (XI) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE INTERIM ACCOUNTS OF THE
COMPANY FOR THE 39 WEEKS TO 25 SEPTEMBER
2016 AND FILED WITH THE REGISTRAR OF
COMPANIES ON 15 NOVEMBER 2016) TO THE
PAYMENT OF THE INTERIM DIVIDEND, FOR THE 26
WEEKS ENDED 26 JUNE 2016, OF 3.5 PENCE PER
ORDINARY SHARE OF 25/48 OF A PENNY EACH IN
THE SHARE CAPITAL OF THE COMPANY (THE
''ORDINARY SHARES'' AND EACH AN ''ORDINARY
SHARE'') PAID ON 2 SEPTEMBER 2016 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; THE DIVIDENDS REFERRED TO IN
PARAGRAPHS 1.1(A)(I) TO (XI) (INCLUSIVE)
BEING THE ''DIVIDENDS'' AND EACH BEING A
''DIVIDEND''; (B) ANY AND ALL CLAIMS WHICH
THE COMPANY HAS OR MAY HAVE ARISING OUT OF
OR IN CONNECTION WITH THE PAYMENT OF ANY OF
THE DIVIDENDS AGAINST THOSE SHAREHOLDERS
WHO APPEARED ON THE REGISTER OF MEMBERS ON
THE RECORD DATE FOR ANY OF THE DIVIDENDS BE
WAIVED AND RELEASED, AND THAT A DEED OF
RELEASE IN FAVOUR OF SUCH SHAREHOLDERS BE
ENTERED INTO BY THE COMPANY IN THE FORM
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION AND ANY DIRECTOR IN THE
PRESENCE OF A WITNESS OR ANY TWO DIRECTORS
OR ANY DIRECTOR AND THE COMPANY SECRETARY
BE AUTHORISED TO EXECUTE THE DEED OF
RELEASE AS A DEED POLL FOR AND ON BEHALF OF
THE COMPANY; AND (C) ANY DISTRIBUTION
INVOLVED IN THE GIVING OF THE RELEASE
(REFERRED TO IN PARAGRAPH 1.1(B) ABOVE) IN
RELATION TO THE DIVIDENDS BE MADE OUT OF
THE RELEVANT DISTRIBUTABLE PROFITS OF THE
COMPANY APPROPRIATED TO EACH DIVIDEND BY
REFERENCE TO A RECORD DATE IDENTICAL TO THE
RECORD DATE FOR EACH SUCH DIVIDEND; 1.2 IN
RELATION TO THE COMPANY'S PURCHASE OF: (I)
800,000 FIRST OLD ORDINARY SHARES BETWEEN 1
JUNE 2004 AND 31 DECEMBER 2004 (INCLUSIVE)
(THE ''2004 SHARE BUY-BACKS'') (NOW BEING
7,680,000 ORDINARY SHARES FOLLOWING THE
SUB-DIVISION (THE ''FIRST SUB-DIVISION'')
OF THE FIRST OLD ORDINARY SHARES INTO
SECOND OLD ORDINARY SHARES APPROVED BY THE
SHAREHOLDERS OF THE COMPANY BY WAY OF AN
ORDINARY RESOLUTION PASSED ON 26 APRIL 2007
AND EFFECTIVE AS AT 8:00 A.M. ON 27 APRIL
2007 AND THE SUBSEQUENT SUB-DIVISION (THE
''SECOND SUB-DIVISION'') OF THE SECOND OLD
ORDINARY SHARES INTO ORDINARY SHARES
APPROVED BY THE SHAREHOLDERS OF THE COMPANY
BY WAY OF AN ORDINARY RESOLUTION PASSED ON
20 APRIL 2016 AND EFFECTIVE AS AT 8.00 A.M.
ON 27 JUNE 2016); (II) 486,087 FIRST OLD
ORDINARY SHARES BETWEEN 1 APRIL 2005 AND 31
OCTOBER 2005 (INCLUSIVE) (THE ''2005 SHARE
BUY-BACKS'') (NOW BEING 4,666,434 ORDINARY
SHARES FOLLOWING THE FIRST SUB-DIVISION AND
THE SECOND SUBDIVISION); (III) 1,850,000
SECOND OLD ORDINARY SHARES BETWEEN 1 AUGUST
2007 AND 30 SEPTEMBER 2007 (INCLUSIVE) (THE
CONT CONTD (NOW BEING 5,550,000 ORDINARY SHARES Non-Voting
FOLLOWING THE SECOND SUB-DIVISION); (IV)
380,000 SECOND OLD ORDINARY SHARES BETWEEN
10 SEPTEMBER 2014 AND 16 SEPTEMBER 2014
(INCLUSIVE) (THE ''2014 SHARE BUY-BACKS'')
(NOW BEING 1,140,000 ORDINARY SHARES
FOLLOWING THE SECOND SUB-DIVISION); AND (V)
4,172,079 ORDINARY SHARES BETWEEN 8 AUGUST
2016 AND 14 SEPTEMBER 2016 (INCLUSIVE) (THE
''2016 SHARE BUY-BACKS'') (THE 2004 SHARE
BUY-BACKS, THE 2005 SHARE BUY-BACKS, THE
2007 SHARE BUY-BACKS, THE 2014 SHARE
BUY-BACKS AND THE 2016 SHARE BUY-BACKS,
TOGETHER, THE ''SHARE BUY-BACKS''): (A) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 2 JANUARY 2005) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2004 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (B) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 1 JANUARY 2006) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2005 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (C) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 30 DECEMBER 2007) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2007 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (D) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2014) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2014 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (E) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE INTERIM
ACCOUNTS OF THE COMPANY FOR THE 39 WEEKS TO
25 SEPTEMBER 2016 AND FILED WITH THE
REGISTRAR OF COMPANIES ON 15 NOVEMBER 2016)
TO THE PAYMENT OF THE PURCHASE PRICES PAID
IN RESPECT OF THE 2016 SHARE BUY-BACKS BE
AND IS HEREBY AUTHORISED AND CONFIRMED; (F)
THE COMPANY HEREBY CONFIRMS THE TRANSFER OF
THE AMOUNT EQUIVALENT TO THE NOMINAL VALUE
OF 22,068,513 ORDINARY SHARES PURPORTEDLY
PURCHASED PURSUANT TO THE SHARE BUY-BACKS
FROM THE COMPANY'S SHARE CAPITAL TO THE
CAPITAL REDEMPTION RESERVE; (G) THE COMPANY
BE AND IS HEREBY AUTHORISED FOR THE
PURPOSES OF SECTION 694 OF THE COMPANIES
ACT 2006 (THE ''ACT'') TO MAKE 'OFF-MARKET'
PURCHASES (WITHIN THE MEANING OF SECTION
693(2) OF THE ACT) OF, IN AGGREGATE,
23,208,513 ORDINARY SHARES IN ACCORDANCE
WITH THE TERMS OF THE PROPOSED BUY-BACK
DEEDS TO BE ENTERED INTO BETWEEN THE
COMPANY AND (AS APPLICABLE) GCA ALTIUM
LIMITED (''ALTIUM'') OR NUMIS SECURITIES
LIMITED (''NUMIS'' AND TOGETHER WITH
ALTIUM, THE ''BROKERS''), IN SUCH FORM AS
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION, FOR THE AGGREGATE
CONSIDERATION OF GBP 1 PAYABLE BY THE
COMPANY TO EACH OF THE BROKERS (THE
''BUY-BACK DEEDS''), SUCH AUTHORITY TO
EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL
GENERAL MEETING OF THE COMPANY OR, IF
EARLIER, ON 30 JUNE 2017 (UNLESS RENEWED,
VARIED OR REVOKED BY THE COMPANY PRIOR TO
OR ON THAT DATE); (H) ANY DIRECTOR IN THE
PRESENCE OF A WITNESS OR ANY TWO DIRECTORS
OR ANY DIRECTOR AND THE COMPANY SECRETARY
BE AUTHORISED TO EXECUTE EACH OF THE
BUY-BACK DEEDS AS A DEED FOR AND ON BEHALF
OF THE COMPANY; (I) ANY AND ALL CLAIMS
WHICH THE COMPANY HAS OR MAY HAVE ARISING
OUT OF OR IN CONNECTION WITH THE PAYMENTS
MADE FOR THE SHARE BUY-BACKS (INCLUDING ANY
RELATED INTEREST ACCRUED THEREON) AGAINST
ANY OF THE BROKERS BE WAIVED AND RELEASED
IN ACCORDANCE WITH THE BUY-BACK DEEDS; AND
(J) ANY DISTRIBUTION INVOLVED IN THE GIVING
OF THE RELEASE TO THE BROKERS PURSUANT TO
THE TERMS OF THE BUY-BACK DEEDS IN RELATION
TO THE SHARE BUY-BACKS BE MADE OUT OF THE
RELEVANT DISTRIBUTABLE PROFITS OF THE
COMPANY APPROPRIATED TO EACH SHARE BUY-BACK
BY REFERENCE TO A PAYMENT DATE IDENTICAL TO
THE PAYMENT DATE FOR EACH SUCH SHARE
BUY-BACK; 1.3 IN RELATION TO CERTAIN
ASSISTANCE GIVEN BY THE COMPANY TO DOMINOS
PIZZA UK & IRL PLC EMPLOYEE BENEFIT TRUST
OR, WHERE THE CONTEXT REQUIRES, ELIAN
EMPLOYEE BENEFIT TRUSTEE LIMITED AS TRUSTEE
FOR DOMINOS PIZZA UK & IRL PLC EMPLOYEE
BENEFIT TRUST (THE ''EMPLOYEE BENEFIT
TRUST''). (A) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2003) TO THE ASSISTANCE GIVEN BY
THE COMPANY IN GUARANTEEING THE OBLIGATIONS
OF THE EMPLOYEE BENEFIT TRUST TO REPAY THE
SUM OF GBP 5,162,000 IN RESPECT OF THIRD
PARTY BANK BORROWINGS INCURRED BY THE
EMPLOYEE BENEFIT TRUST IN OCTOBER 2003 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE DATE ON WHICH SUCH
LIABILITY WAS INCURRED BY THE COMPANY; (B)
THE APPROPRIATION OF DISTRIBUTABLE PROFITS
OF THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 2 JANUARY 2005) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN
GUARANTEEING THE OBLIGATIONS OF THE
EMPLOYEE BENEFIT TRUST TO REPAY THE SUM OF
GBP 1,250,000 IN RESPECT OF THIRD PARTY
BANK BORROWINGS INCURRED BY THE EMPLOYEE
BENEFIT TRUST IN OCTOBER 2004 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE DATE ON WHICH SUCH
LIABILITY WAS INCURRED BY THE COMPANY; (C)
THE APPROPRIATION OF DISTRIBUTABLE PROFITS
OF THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2008) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN
GUARANTEEING THE OBLIGATIONS OF THE
EMPLOYEE BENEFIT TRUST TO REPAY THE SUM OF
GBP 2,367,000 IN RESPECT OF THIRD PARTY
BANK BORROWINGS INCURRED BY THE EMPLOYEE
BENEFIT TRUST IN 2008 BE AND IS HEREBY
AUTHORISED AND CONFIRMED BY REFERENCE TO
THE DATE ON WHICH SUCH LIABILITY WAS
INCURRED BY THE COMPANY; (D) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2014) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN MAKING
THE PAYMENT AS A GIFT TO THE EMPLOYEE
BENEFIT TRUST (THE ''EBT PAYMENT'') OF GBP
2,839,189 IN SEPTEMBER 2014 TO SATISFY
CERTAIN ENTITLEMENTS UNDER THE COMPANY'S
LONG TERM INCENTIVE PLAN BE AND IS HEREBY
AUTHORISED AND CONFIRMED BY REFERENCE TO
THE DATE ON WHICH SUCH PAYMENT WAS MADE BY
THE COMPANY TO THE EMPLOYEE BENEFIT TRUST;
THE LIABILITIES REFERRED TO IN PARAGRAPHS
1.3(A) TO (C) (INCLUSIVE) BEING THE ''EBT
LIABILITIES'' AND EACH BEING AN ''EBT
LIABILITY'' AND TOGETHER WITH THE EBT
PAYMENT THE ''EBT PAYMENT AND
LIABILITIES''; (E) ANY AND ALL CLAIMS WHICH
THE COMPANY HAS OR MAY HAVE ARISING, OUT OF
OR IN CONNECTION WITH THE INCURRENCE OF ANY
OF THE EBT LIABILITIES OR THE MAKING OF THE
EBT PAYMENT AGAINST THE EMPLOYEE BENEFIT
TRUST BE WAIVED AND RELEASED, AND THAT A
DEED OF RELEASE IN FAVOUR OF THE EMPLOYEE
BENEFIT TRUST BE ENTERED INTO BY THE
COMPANY IN THE FORM PRODUCED TO THE GENERAL
MEETING AND INITIALLED BY THE CHAIRMAN FOR
THE PURPOSES OF IDENTIFICATION AND ANY
DIRECTOR IN THE PRESENCE OF A WITNESS OR
ANY TWO DIRECTORS OR ANY DIRECTOR AND THE
COMPANY SECRETARY BE AUTHORISED TO EXECUTE
THE DEED OF RELEASE AS A DEED FOR AND ON
BEHALF OF THE COMPANY; AND (F) ANY
DISTRIBUTION INVOLVED IN THE GIVING OF THE
RELEASE (REFERRED TO IN PARAGRAPH 1.3(E)
ABOVE) IN RELATION TO THE EBT PAYMENT AND
LIABILITIES BE MADE OUT OF THE RELEVANT
DISTRIBUTABLE PROFITS OF THE COMPANY
APPROPRIATED TO EACH EBT PAYMENT AND
LIABILITIES BY REFERENCE TO A DATE
IDENTICAL TO THE DATE ON WHICH EACH OF THE
EBT PAYMENT AND LIABILITIES WAS INCURRED OR
MADE (AS APPROPRIATE); AND 1.4 ANY AND ALL
CLAIMS WHICH THE COMPANY HAS OR MAY HAVE
AGAINST EACH OF ITS DIRECTORS (WHETHER PAST
OR PRESENT) ARISING OUT OF OR IN CONNECTION
WITH THE APPROVAL, DECLARATION OR PAYMENT
OF: (A) THE DIVIDENDS; (B) THE SHARE
BUY-BACKS; AND (C) THE EBT PAYMENT AND
LIABILITIES, BE WAIVED AND RELEASED AND A
DEED OF RELEASE IN FAVOUR OF SUCH PERSONS
BE ENTERED INTO BY THE COMPANY IN THE FORM
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION AND ANY DIRECTOR IN THE
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA GROUP PLC Agenda Number: 707857287
--------------------------------------------------------------------------------------------------------------------------
Security: G28113101
Meeting Type: AGM
Meeting Date: 20-Apr-2017
Ticker:
ISIN: GB00BYN59130
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ADOPT THE COMPANY'S ANNUAL REPORT AND Mgmt For For
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR
ENDED 25 DECEMBER 2016
2 RE-APPOINTMENT OF THE AUDITOR: ERNST & Mgmt For For
YOUNG LLP
3 TO AUTHORISE THE AUDIT COMMITTEE TO AGREE Mgmt For For
THE REMUNERATION OF THE AUDITOR
4 TO DECLARE A FINAL DIVIDEND OF 4.5P PER Mgmt For For
ORDINARY SHARE IN RESPECT OF THE YEAR ENDED
25 DECEMBER 2016
5 RE-ELECTION OF STEPHEN HEMSLEY AS A Mgmt For For
DIRECTOR
6 RE-ELECTION OF COLIN HALPERN AS A DIRECTOR Mgmt For For
7 RE-ELECTION OF DAVID WILD AS A DIRECTOR Mgmt For For
8 RE-ELECTION OF KEVIN HIGGINS AS A DIRECTOR Mgmt For For
9 RE-ELECTION OF EBBE JACOBSEN AS A DIRECTOR Mgmt For For
10 RE-ELECTION OF HELEN KEAYS AS A DIRECTOR Mgmt For For
11 RE-ELECTION OF STEVE BARBER AS A DIRECTOR Mgmt For For
12 ELECTION OF RACHEL OSBORNE AS A DIRECTOR Mgmt For For
13 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT
14 AUTHORITY TO ALLOT SHARES Mgmt For For
15 POLITICAL DONATIONS Mgmt For For
16 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
17 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
(ADDITIONAL AUTHORITY)
18 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
19 TO REDUCE NOTICE OF GENERAL MEETINGS (OTHER Mgmt For For
THAN AN ANNUAL GENERAL MEETING) TO 14 CLEAR
DAYS
--------------------------------------------------------------------------------------------------------------------------
FACEBOOK INC. Agenda Number: 934590870
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: FB
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MARC L. ANDREESSEN Mgmt For For
ERSKINE B. BOWLES Mgmt For For
S.D.DESMOND-HELLMANN Mgmt For For
REED HASTINGS Mgmt For For
JAN KOUM Mgmt For For
SHERYL K. SANDBERG Mgmt For For
PETER A. THIEL Mgmt For For
MARK ZUCKERBERG Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. A STOCKHOLDER PROPOSAL REGARDING CHANGE IN Shr Against For
STOCKHOLDER VOTING.
4. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT.
5. A STOCKHOLDER PROPOSAL REGARDING FALSE Shr Against For
NEWS.
6. A STOCKHOLDER PROPOSAL REGARDING A GENDER Shr Against For
PAY EQUITY REPORT.
7. A STOCKHOLDER PROPOSAL REGARDING AN Shr Against For
INDEPENDENT CHAIR.
--------------------------------------------------------------------------------------------------------------------------
JOHNSON & JOHNSON Agenda Number: 934537284
--------------------------------------------------------------------------------------------------------------------------
Security: 478160104
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: JNJ
ISIN: US4781601046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: MARY C. BECKERLE Mgmt For For
1B. ELECTION OF DIRECTOR: D. SCOTT DAVIS Mgmt For For
1C. ELECTION OF DIRECTOR: IAN E. L. DAVIS Mgmt For For
1D. ELECTION OF DIRECTOR: ALEX GORSKY Mgmt For For
1E. ELECTION OF DIRECTOR: MARK B. MCCLELLAN Mgmt For For
1F. ELECTION OF DIRECTOR: ANNE M. MULCAHY Mgmt For For
1G. ELECTION OF DIRECTOR: WILLIAM D. PEREZ Mgmt For For
1H. ELECTION OF DIRECTOR: CHARLES PRINCE Mgmt For For
1I. ELECTION OF DIRECTOR: A. EUGENE WASHINGTON Mgmt For For
1J. ELECTION OF DIRECTOR: RONALD A. WILLIAMS Mgmt For For
2. ADVISORY VOTE ON FREQUENCY OF VOTING TO Mgmt 1 Year For
APPROVE NAMED EXECUTIVE OFFICER
COMPENSATION
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. RE-APPROVAL OF THE MATERIAL TERMS OF Mgmt For For
PERFORMANCE GOALS UNDER THE 2012 LONG-TERM
INCENTIVE PLAN
5. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017
6. SHAREHOLDER PROPOSAL - INDEPENDENT BOARD Shr Against For
CHAIRMAN
--------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 934547704
--------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: LMT
ISIN: US5398301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL F. AKERSON Mgmt For For
1B. ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Mgmt For For
1C. ELECTION OF DIRECTOR: ROSALIND G. BREWER Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID B. BURRITT Mgmt For For
1E. ELECTION OF DIRECTOR: BRUCE A. CARLSON Mgmt For For
1F. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For
1G. ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For
1H. ELECTION OF DIRECTOR: ILENE S. GORDON Mgmt For For
1I. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES M. LOY Mgmt For For
1K. ELECTION OF DIRECTOR: JOSEPH W. RALSTON Mgmt For For
1L. ELECTION OF DIRECTOR: ANNE STEVENS Mgmt For For
2. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS FOR 2017
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS
(SAY-ON-PAY)
4. ADVISORY VOTE ON FREQUENCY OF HOLDING VOTES Mgmt 1 Year For
ON SAY-ON-PAY
5. STOCKHOLDER PROPOSAL REQUESTING THAT THE Shr Against For
CORPORATION ADOPT THE HOLY LAND PRINCIPLES
--------------------------------------------------------------------------------------------------------------------------
MACQUARIE INFRASTRUCTURE CORPORATION Agenda Number: 934561879
--------------------------------------------------------------------------------------------------------------------------
Security: 55608B105
Meeting Type: Annual
Meeting Date: 17-May-2017
Ticker: MIC
ISIN: US55608B1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: NORMAN H. BROWN, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: GEORGE W. CARMANY, Mgmt For For
III
1C. ELECTION OF DIRECTOR: RONALD KIRK Mgmt For For
1D. ELECTION OF DIRECTOR: H.E. (JACK) LENTZ Mgmt For For
1E. ELECTION OF DIRECTOR: OUMA SANANIKONE Mgmt For For
2. THE RATIFICATION OF THE SELECTION OF KPMG Mgmt For For
LLP AS OUR INDEPENDENT AUDITOR FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. THE APPROVAL, ON AN ADVISORY BASIS, OF Mgmt For For
EXECUTIVE COMPENSATION.
4. THE APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt 1 Year For
FREQUENCY OF FUTURE ADVISORY VOTES ON
EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
MOLSON COORS BREWING CO. Agenda Number: 934577098
--------------------------------------------------------------------------------------------------------------------------
Security: 60871R209
Meeting Type: Annual
Meeting Date: 17-May-2017
Ticker: TAP
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 Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS (SAY-ON-PAY).
--------------------------------------------------------------------------------------------------------------------------
MONDELEZ INTERNATIONAL, INC. Agenda Number: 934563900
--------------------------------------------------------------------------------------------------------------------------
Security: 609207105
Meeting Type: Annual
Meeting Date: 17-May-2017
Ticker: MDLZ
ISIN: US6092071058
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LEWIS W.K. BOOTH Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES E. BUNCH Mgmt For For
1C. ELECTION OF DIRECTOR: LOIS D. JULIBER Mgmt For For
1D. ELECTION OF DIRECTOR: MARK D. KETCHUM Mgmt For For
1E. ELECTION OF DIRECTOR: JORGE S. MESQUITA Mgmt For For
1F. ELECTION OF DIRECTOR: JOSEPH NEUBAUER Mgmt For For
1G. ELECTION OF DIRECTOR: NELSON PELTZ Mgmt For For
1H. ELECTION OF DIRECTOR: FREDRIC G. REYNOLDS Mgmt For For
1I. ELECTION OF DIRECTOR: IRENE B. ROSENFELD Mgmt For For
1J. ELECTION OF DIRECTOR: CHRISTIANA S. SHI Mgmt For For
1K. ELECTION OF DIRECTOR: PATRICK T. SIEWERT Mgmt For For
1L. ELECTION OF DIRECTOR: RUTH J. SIMMONS Mgmt For For
1M. ELECTION OF DIRECTOR: JEAN-FRANCOIS M. L. Mgmt For For
VAN BOXMEER
2. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR FISCAL YEAR ENDING DECEMBER
31, 2017.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES TO APPROVE EXECUTIVE
COMPENSATION.
5. SHAREHOLDER PROPOSAL: REPORT ON Shr Against For
NON-RECYCLABLE PACKAGING.
6. SHAREHOLDER PROPOSAL: CREATE A COMMITTEE TO Shr Against For
PREPARE A REPORT REGARDING THE IMPACT OF
PLANT CLOSURES ON COMMUNITIES AND
ALTERNATIVES.
--------------------------------------------------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC. Agenda Number: 934560930
--------------------------------------------------------------------------------------------------------------------------
Security: 67103H107
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: ORLY
ISIN: US67103H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DAVID O'REILLY Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES H. O'REILLY, Mgmt For For
JR.
1C. ELECTION OF DIRECTOR: LARRY O'REILLY Mgmt For For
1D. ELECTION OF DIRECTOR: ROSALIE O'REILLY Mgmt For For
WOOTEN
1E. ELECTION OF DIRECTOR: JAY D. BURCHFIELD Mgmt For For
1F. ELECTION OF DIRECTOR: THOMAS T. HENDRICKSON Mgmt For For
1G. ELECTION OF DIRECTOR: PAUL R. LEDERER Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN R. MURPHY Mgmt For For
1I. ELECTION OF DIRECTOR: RONALD RASHKOW Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY ON PAY VOTES.
4. APPROVAL OF THE 2017 INCENTIVE AWARD PLAN. Mgmt For For
5. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP, AS INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
6. SHAREHOLDER PROPOSAL ENTITLED "SPECIAL Shr Against For
SHAREOWNER MEETINGS."
--------------------------------------------------------------------------------------------------------------------------
SIX FLAGS ENTERTAINMENT CORPORATION Agenda Number: 934550092
--------------------------------------------------------------------------------------------------------------------------
Security: 83001A102
Meeting Type: Annual
Meeting Date: 03-May-2017
Ticker: SIX
ISIN: US83001A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
KURT M. CELLAR Mgmt For For
JOHN M. DUFFEY 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. APPROVE THE LONG-TERM INCENTIVE PLAN, AS Mgmt For For
AMENDED.
3. ADVISORY VOTE TO RATIFY THE APPOINTMENT OF Mgmt For For
KPMG LLP AS INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
4. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
5. ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE TO APPROVE EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
STARWOOD PROPERTY TRUST INC Agenda Number: 934571844
--------------------------------------------------------------------------------------------------------------------------
Security: 85571B105
Meeting Type: Annual
Meeting Date: 04-May-2017
Ticker: STWD
ISIN: US85571B1052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
RICHARD D. BRONSON Mgmt For For
JEFFREY G. DISHNER Mgmt For For
CAMILLE J. DOUGLAS Mgmt For For
SOLOMON J. KUMIN Mgmt For For
BARRY S. STERNLICHT Mgmt For For
STRAUSS ZELNICK Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION AS
DISCLOSED IN THE ACCOMPANYING PROXY
STATEMENT.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt 1 Year For
FREQUENCY OF THE ADVISORY VOTE ON THE
COMPANY'S EXECUTIVE COMPENSATION.
4. TO APPROVE THE STARWOOD PROPERTY TRUST, Mgmt For For
INC. 2017 MANAGER EQUITY PLAN, WHICH
SUCCEEDS AND REPLACES THE STARWOOD PROPERTY
TRUST, INC. MANAGER EQUITY PLAN, AS
AMENDED, AS DISCLOSED IN THE ACCOMPANYING
PROXY STATEMENT.
5. TO APPROVE THE STARWOOD PROPERTY TRUST, Mgmt For For
INC. 2017 EQUITY PLAN, WHICH SUCCEEDS AND
REPLACES THE STARWOOD PROPERTY TRUST, INC.
EQUITY PLAN, AS AMENDED, AND THE STARWOOD
PROPERTY TRUST, INC. NON-EXECUTIVE DIRECTOR
STOCK PLAN, AS AMENDED, AS DISCLOSED IN THE
ACCOMPANYING PROXY STATEMENT.
6. TO RATIFY THE AUDIT COMMITTEE'S APPOINTMENT Mgmt For For
OF DELOITTE & TOUCHE LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR THE CALENDAR YEAR ENDING DECEMBER
31, 2017.
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 934559204
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GERARD J. ARPEY Mgmt For For
1B. ELECTION OF DIRECTOR: ARI BOUSBIB Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFERY H. BOYD Mgmt For For
1D. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: J. FRANK BROWN Mgmt For For
1F. ELECTION OF DIRECTOR: ALBERT P. CAREY Mgmt For For
1G. ELECTION OF DIRECTOR: ARMANDO CODINA Mgmt For For
1H. ELECTION OF DIRECTOR: HELENA B. FOULKES Mgmt For For
1I. ELECTION OF DIRECTOR: LINDA R. GOODEN Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE M. HEWETT Mgmt For For
1K. ELECTION OF DIRECTOR: KAREN L. KATEN Mgmt For For
1L. ELECTION OF DIRECTOR: CRAIG A. MENEAR Mgmt For For
1M. ELECTION OF DIRECTOR: MARK VADON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG Mgmt For For
LLP.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION ("SAY-ON-PAY").
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY-ON-PAY VOTES.
5. SHAREHOLDER PROPOSAL REGARDING PREPARATION Shr Against For
OF AN EMPLOYMENT DIVERSITY REPORT.
6. SHAREHOLDER PROPOSAL REGARDING ADVISORY Shr Against For
VOTE ON POLITICAL CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL TO REDUCE THE Shr Against For
THRESHOLD TO CALL SPECIAL SHAREHOLDER
MEETINGS TO 15% OF OUTSTANDING SHARES.
--------------------------------------------------------------------------------------------------------------------------
TIME WARNER INC. Agenda Number: 934609299
--------------------------------------------------------------------------------------------------------------------------
Security: 887317303
Meeting Type: Annual
Meeting Date: 15-Jun-2017
Ticker: TWX
ISIN: US8873173038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM P. BARR Mgmt For For
1B. ELECTION OF DIRECTOR: JEFFREY L. BEWKES Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT C. CLARK Mgmt For For
1D. ELECTION OF DIRECTOR: MATHIAS DOPFNER Mgmt For For
1E. ELECTION OF DIRECTOR: JESSICA P. EINHORN Mgmt For For
1F. ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ Mgmt For For
1G. ELECTION OF DIRECTOR: FRED HASSAN Mgmt For For
1H. ELECTION OF DIRECTOR: PAUL D. WACHTER Mgmt For For
1I. ELECTION OF DIRECTOR: DEBORAH C. WRIGHT Mgmt For For
2. RATIFICATION OF APPOINTMENT OF INDEPENDENT Mgmt For For
AUDITOR.
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF HOLDING Mgmt 1 Year For
AN ADVISORY VOTE ON NAMED EXECUTIVE OFFICER
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
TREEHOUSE FOODS, INC. Agenda Number: 934537513
--------------------------------------------------------------------------------------------------------------------------
Security: 89469A104
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: THS
ISIN: US89469A1043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DENNIS F. O'BRIEN Mgmt For For
1B. ELECTION OF DIRECTOR: SAM K. REED Mgmt For For
1C. ELECTION OF DIRECTOR: ANN M. SARDINI Mgmt For For
2. RATIFICATION OF THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS INDEPENDENT AUDITORS.
3. TO PROVIDE AN ADVISORY VOTE TO APPROVE THE Mgmt For For
COMPANY'S EXECUTIVE COMPENSATION.
4. TO PROVIDE AN ADVISORY VOTE TO APPROVE THE Mgmt 1 Year For
FREQUENCY OF FUTURE ADVISORY VOTES OF THE
COMPANY'S EXECUTIVE COMPENSATION PROGRAM.
5. TO APPROVE THE AMENDMENT OF THE TREEHOUSE Mgmt For For
FOODS, INC. EQUITY AND INCENTIVE PLAN,
INCLUDING AN INCREASE IN THE NUMBER OF
SHARES SUBJECT TO THE PLAN.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 934512890
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 31-Jan-2017
Ticker: V
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: GARY A. HOFFMAN Mgmt For For
1E. ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For
1F. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1G. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN A.C. SWAINSON Mgmt For For
1I. ELECTION OF DIRECTOR: MAYNARD G. WEBB, JR. Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
WASTE MANAGEMENT, INC. Agenda Number: 934554747
--------------------------------------------------------------------------------------------------------------------------
Security: 94106L109
Meeting Type: Annual
Meeting Date: 12-May-2017
Ticker: WM
ISIN: US94106L1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: BRADBURY H. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: FRANK M. CLARK, JR. Mgmt For For
1C. ELECTION OF DIRECTOR: JAMES C. FISH, JR. Mgmt For For
1D. ELECTION OF DIRECTOR: ANDRES R. GLUSKI Mgmt For For
1E. ELECTION OF DIRECTOR: PATRICK W. GROSS Mgmt For For
1F. ELECTION OF DIRECTOR: VICTORIA M. HOLT Mgmt For For
1G. ELECTION OF DIRECTOR: KATHLEEN M. Mgmt For For
MAZZARELLA
1H. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1I. ELECTION OF DIRECTOR: THOMAS H. WEIDEMEYER Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2017.
3. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For
4. TO RECOMMEND THE FREQUENCY OF THE Mgmt 1 Year For
STOCKHOLDER VOTE ON EXECUTIVE COMPENSATION.
5. STOCKHOLDER PROPOSAL REGARDING A POLICY Shr Against For
RESTRICTING ACCELERATED VESTING OF EQUITY
AWARDS UPON A CHANGE IN CONTROL, IF
PROPERLY PRESENTED AT THE MEETING.
MARSICO FOCUS FUND
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 934516874
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 10-Feb-2017
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. RE-APPOINTMENT OF DIRECTOR: JAIME ARDILA Mgmt For For
1B. RE-APPOINTMENT OF DIRECTOR: CHARLES H. Mgmt For For
GIANCARLO
1C. RE-APPOINTMENT OF DIRECTOR: HERBERT HAINER Mgmt For For
1D. RE-APPOINTMENT OF DIRECTOR: WILLIAM L. Mgmt For For
KIMSEY
1E. RE-APPOINTMENT OF DIRECTOR: MARJORIE MAGNER Mgmt For For
1F. RE-APPOINTMENT OF DIRECTOR: NANCY MCKINSTRY Mgmt For For
1G. RE-APPOINTMENT OF DIRECTOR: PIERRE NANTERME Mgmt For For
1H. RE-APPOINTMENT OF DIRECTOR: GILLES C. Mgmt For For
PELISSON
1I. RE-APPOINTMENT OF DIRECTOR: PAULA A. PRICE Mgmt For For
1J. RE-APPOINTMENT OF DIRECTOR: ARUN SARIN Mgmt For For
1K. RE-APPOINTMENT OF DIRECTOR: FRANK K. TANG Mgmt For For
2. TO APPROVE, IN A NON-BINDING VOTE, THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. TO RECOMMEND, IN A NON-BINDING VOTE, Mgmt 1 Year For
WHETHER A SHAREHOLDER VOTE TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS SHOULD OCCUR EVERY 1, 2 OR 3
YEARS.
4. TO RATIFY, IN A NON-BINDING VOTE, THE Mgmt For For
APPOINTMENT OF KPMG LLP (KPMG) AS THE
INDEPENDENT AUDITORS OF ACCENTURE AND TO
AUTHORIZE, IN A BINDING VOTE, THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS TO
DETERMINE KPMG'S REMUNERATION.
5. TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.
6. TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORITY TO OPT-OUT OF STATUTORY
PRE-EMPTION RIGHTS UNDER IRISH LAW.
7. TO DETERMINE THE PRICE RANGE AT WHICH Mgmt For For
ACCENTURE CAN RE-ALLOT SHARES THAT IT
ACQUIRES AS TREASURY SHARES UNDER IRISH
LAW.
--------------------------------------------------------------------------------------------------------------------------
ACTIVISION BLIZZARD, INC. Agenda Number: 934596353
--------------------------------------------------------------------------------------------------------------------------
Security: 00507V109
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: ATVI
ISIN: US00507V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: ROBERT CORTI Mgmt For For
1.2 ELECTION OF DIRECTOR: HENDRIK HARTONG III Mgmt For For
1.3 ELECTION OF DIRECTOR: BRIAN G. KELLY Mgmt For For
1.4 ELECTION OF DIRECTOR: ROBERT A. KOTICK Mgmt For For
1.5 ELECTION OF DIRECTOR: BARRY MEYER Mgmt For For
1.6 ELECTION OF DIRECTOR: ROBERT MORGADO Mgmt For For
1.7 ELECTION OF DIRECTOR: PETER NOLAN Mgmt For For
1.8 ELECTION OF DIRECTOR: CASEY WASSERMAN Mgmt For For
1.9 ELECTION OF DIRECTOR: ELAINE WYNN Mgmt For For
2. ADVISORY APPROVAL OF OUR EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 934477832
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102
Meeting Type: Annual
Meeting Date: 13-Oct-2016
Ticker: BABA
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL YONG ZHANG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1B. ELECTION OF DIRECTOR: CHEE HWA TUNG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1C. ELECTION OF DIRECTOR: JERRY YANG (TO SERVE Mgmt For For
FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1D. ELECTION OF DIRECTOR: WAN LING MARTELLO (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1E. ELECTION OF DIRECTOR: ERIC XIANDONG JING Mgmt For For
(TO SERVE UNTIL THE COMPANY'S ANNUAL
GENERAL MEETING OF SHAREHOLDERS TO BE HELD
IN 2018 OR UNTIL SUCH DIRECTOR'S SUCCESSOR
IS ELECTED OR APPOINTED AND DULY
QUALIFIED.)
2. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC Agenda Number: 934604946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LARRY PAGE Mgmt For For
SERGEY BRIN Mgmt For For
ERIC E. SCHMIDT Mgmt For For
L. JOHN DOERR Mgmt For For
ROGER W. FERGUSON, JR. Mgmt For For
DIANE B. GREENE Mgmt For For
JOHN L. HENNESSY Mgmt For For
ANN MATHER Mgmt For For
ALAN R. MULALLY Mgmt For For
PAUL S. OTELLINI Mgmt For For
K. RAM SHRIRAM Mgmt For For
SHIRLEY M. TILGHMAN Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS ALPHABET'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. THE APPROVAL OF AN AMENDMENT TO ALPHABET'S Mgmt For For
2012 STOCK PLAN TO INCREASE THE SHARE
RESERVE BY 15,000,000 SHARES OF CLASS C
CAPITAL STOCK.
4. THE APPROVAL OF THE 2016 COMPENSATION Mgmt For For
AWARDED TO NAMED EXECUTIVE OFFICERS.
5. THE FREQUENCY OF FUTURE STOCKHOLDER Mgmt 3 Years For
ADVISORY VOTES REGARDING COMPENSATION
AWARDED TO NAMED EXECUTIVE OFFICERS.
6. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shr Against For
SHAREHOLDER VOTING, IF PROPERLY PRESENTED
AT THE MEETING.
7. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT, IF PROPERLY PRESENTED AT THE
MEETING.
8. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
POLITICAL CONTRIBUTIONS REPORT, IF PROPERLY
PRESENTED AT THE MEETING.
9. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON GENDER PAY, IF PROPERLY PRESENTED AT THE
MEETING.
10. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
CHARITABLE CONTRIBUTIONS REPORT, IF
PROPERLY PRESENTED AT THE MEETING.
11. A STOCKHOLDER PROPOSAL REGARDING THE Shr Against For
IMPLEMENTATION OF "HOLY LAND PRINCIPLES,"
IF PROPERLY PRESENTED AT THE MEETING.
12. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON "FAKE NEWS," IF PROPERLY PRESENTED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 934583596
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: AMZN
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: TOM A. ALBERG Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For
1D. ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For
1E. ELECTION OF DIRECTOR: DANIEL P. Mgmt For For
HUTTENLOCHER
1F. ELECTION OF DIRECTOR: JUDITH A. MCGRATH Mgmt For For
1G. ELECTION OF DIRECTOR: JONATHAN J. Mgmt For For
RUBINSTEIN
1H. ELECTION OF DIRECTOR: THOMAS O. RYDER Mgmt For For
1I. ELECTION OF DIRECTOR: PATRICIA Q. Mgmt For For
STONESIFER
1J. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 3 Years For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. APPROVAL OF THE COMPANY'S 1997 STOCK Mgmt For For
INCENTIVE PLAN, AS AMENDED AND RESTATED
6. SHAREHOLDER PROPOSAL REGARDING A REPORT ON Shr Against For
USE OF CRIMINAL BACKGROUND CHECKS IN HIRING
DECISIONS
7. SHAREHOLDER PROPOSAL REGARDING Shr Against For
SUSTAINABILITY AS AN EXECUTIVE COMPENSATION
PERFORMANCE MEASURE
8. SHAREHOLDER PROPOSAL REGARDING Shr Against For
VOTE-COUNTING PRACTICES FOR SHAREHOLDER
PROPOSALS
--------------------------------------------------------------------------------------------------------------------------
ANTHEM, INC. Agenda Number: 934566223
--------------------------------------------------------------------------------------------------------------------------
Security: 036752103
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: ANTM
ISIN: US0367521038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. KERRY CLARK Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT L. DIXON, JR. Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
4. ADVISORY VOTE ON THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE TO APPROVE THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS.
5. TO APPROVE PROPOSED AMENDMENTS TO OUR Mgmt For For
ARTICLES OF INCORPORATION TO ALLOW
SHAREHOLDERS TO AMEND OUR BY-LAWS.
6. TO APPROVE THE 2017 ANTHEM INCENTIVE Mgmt For For
COMPENSATION PLAN.
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 934558543
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: NELDA J. CONNORS Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES J. Mgmt For For
DOCKENDORFF
1C. ELECTION OF DIRECTOR: YOSHIAKI FUJIMORI Mgmt For For
1D. ELECTION OF DIRECTOR: DONNA A. JAMES Mgmt For For
1E. ELECTION OF DIRECTOR: EDWARD J. LUDWIG Mgmt For For
1F. ELECTION OF DIRECTOR: STEPHEN P. MACMILLAN Mgmt For For
1G. ELECTION OF DIRECTOR: MICHAEL F. MAHONEY Mgmt For For
1H. ELECTION OF DIRECTOR: DAVID J. ROUX Mgmt For For
1I. ELECTION OF DIRECTOR: JOHN E. SUNUNU Mgmt For For
1J. ELECTION OF DIRECTOR: ELLEN M. ZANE Mgmt For For
2. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, NAMED EXECUTIVE OFFICER
COMPENSATION.
3. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt 1 Year For
BASIS, THE FREQUENCY OF FUTURE NAMED
EXECUTIVE OFFICER COMPENSATION ADVISORY
VOTES.
4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
CELGENE CORPORATION Agenda Number: 934609023
--------------------------------------------------------------------------------------------------------------------------
Security: 151020104
Meeting Type: Annual
Meeting Date: 14-Jun-2017
Ticker: CELG
ISIN: US1510201049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT J. HUGIN Mgmt For For
MARK J. ALLES Mgmt For For
RICHARD W BARKER D PHIL Mgmt For For
MICHAEL W. BONNEY Mgmt For For
MICHAEL D. CASEY Mgmt For For
CARRIE S. COX Mgmt For For
MICHAEL A. FRIEDMAN, MD Mgmt For For
JULIA A. HALLER, M.D. Mgmt For For
GILLA S. KAPLAN, PH.D. Mgmt For For
JAMES J. LOUGHLIN Mgmt For For
ERNEST MARIO, PH.D. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2017.
3. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF Mgmt For For
THE COMPANY'S STOCK INCENTIVE PLAN.
4. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
5. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
6. STOCKHOLDER PROPOSAL TO REQUEST A BY-LAW Shr Against For
PROVISION LIMITING MANAGEMENT'S ACCESS TO
VOTE TALLIES PRIOR TO THE ANNUAL MEETING
WITH RESPECT TO CERTAIN EXECUTIVE PAY
MATTERS, DESCRIBED IN MORE DETAIL IN THE
PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA ENTERPRISES LTD, ALBION, QLD Agenda Number: 707444333
--------------------------------------------------------------------------------------------------------------------------
Security: Q32503106
Meeting Type: AGM
Meeting Date: 07-Nov-2016
Ticker:
ISIN: AU000000DMP0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 1, 3 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) 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 *
2 RE-ELECTION OF PAUL BURGESS CAVE AS Mgmt For For
NON-EXECUTIVE DIRECTOR
3 RENEWAL OF PROPORTIONAL TAKEOVER BID Mgmt For For
PROVISIONS
CMMT 26 OCT 2016: PLEASE NOTE THAT THE BOARD OF Non-Voting
DIRECTORS DOES NOT MAKE ANY VOTE
RECOMMENDATIONS FOR THE RESOLUTION NUMBER
1. THANK YOU.
CMMT 26 OCT 2016: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
ELECTRONIC ARTS INC. Agenda Number: 934450103
--------------------------------------------------------------------------------------------------------------------------
Security: 285512109
Meeting Type: Annual
Meeting Date: 28-Jul-2016
Ticker: EA
ISIN: US2855121099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LEONARD S. COLEMAN Mgmt For For
1B. ELECTION OF DIRECTOR: JAY C. HOAG Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFREY T. HUBER Mgmt For For
1D. ELECTION OF DIRECTOR: VIVEK PAUL Mgmt For For
1E. ELECTION OF DIRECTOR: LAWRENCE F. PROBST Mgmt For For
1F. ELECTION OF DIRECTOR: TALBOTT ROCHE Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD A. SIMONSON Mgmt For For
1H. ELECTION OF DIRECTOR: LUIS A. UBINAS Mgmt For For
1I. ELECTION OF DIRECTOR: DENISE F. WARREN Mgmt For For
1J. ELECTION OF DIRECTOR: ANDREW WILSON Mgmt For For
2. APPROVE AMENDMENTS TO OUR EXECUTIVE BONUS Mgmt For For
PLAN.
3. APPROVE AMENDMENTS TO OUR 2000 EQUITY Mgmt For For
INCENTIVE PLAN.
4. APPROVE AN AMENDMENT TO OUR 2000 EMPLOYEE Mgmt For For
STOCK PURCHASE PLAN.
5. ADVISORY VOTE ON THE COMPENSATION OF THE Mgmt For For
NAMED EXECUTIVE OFFICERS.
6. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
... (DUE TO SPACE LIMITS, SEE PROXY
STATEMENT FOR FULL PROPOSAL)
--------------------------------------------------------------------------------------------------------------------------
FACEBOOK INC. Agenda Number: 934590870
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: FB
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MARC L. ANDREESSEN Mgmt For For
ERSKINE B. BOWLES Mgmt For For
S.D.DESMOND-HELLMANN Mgmt For For
REED HASTINGS Mgmt For For
JAN KOUM Mgmt For For
SHERYL K. SANDBERG Mgmt For For
PETER A. THIEL Mgmt For For
MARK ZUCKERBERG Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. A STOCKHOLDER PROPOSAL REGARDING CHANGE IN Shr Against For
STOCKHOLDER VOTING.
4. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT.
5. A STOCKHOLDER PROPOSAL REGARDING FALSE Shr Against For
NEWS.
6. A STOCKHOLDER PROPOSAL REGARDING A GENDER Shr Against For
PAY EQUITY REPORT.
7. A STOCKHOLDER PROPOSAL REGARDING AN Shr Against For
INDEPENDENT CHAIR.
--------------------------------------------------------------------------------------------------------------------------
INCYTE CORPORATION Agenda Number: 934600570
--------------------------------------------------------------------------------------------------------------------------
Security: 45337C102
Meeting Type: Annual
Meeting Date: 26-May-2017
Ticker: INCY
ISIN: US45337C1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JULIAN C. BAKER Mgmt For For
JEAN-JACQUES BIENAIME Mgmt For For
PAUL A. BROOKE Mgmt For For
PAUL J. CLANCY Mgmt For For
WENDY L. DIXON Mgmt For For
PAUL A. FRIEDMAN Mgmt For For
HERVE HOPPENOT Mgmt For For
2. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, THE COMPENSATION OF THE COMPANY'S
NAMED EXECUTIVE OFFICERS.
3. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt 1 Year For
BASIS, THE FREQUENCY OF FUTURE NON-BINDING
ADVISORY STOCKHOLDER VOTES ON THE
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
INTERCONTINENTAL EXCHANGE, INC. Agenda Number: 934566261
--------------------------------------------------------------------------------------------------------------------------
Security: 45866F104
Meeting Type: Annual
Meeting Date: 19-May-2017
Ticker: ICE
ISIN: US45866F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ANN M. CAIRNS Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES R. CRISP Mgmt For For
1C. ELECTION OF DIRECTOR: DURIYA M. FAROOQUI Mgmt For For
1D. ELECTION OF DIRECTOR: JEAN-MARC FORNERI Mgmt For For
1E. ELECTION OF DIRECTOR: THE RT. HON. THE LORD Mgmt For For
HAGUE OF RICHMOND
1F. ELECTION OF DIRECTOR: FRED W. HATFIELD Mgmt For For
1G. ELECTION OF DIRECTOR: THOMAS E. NOONAN Mgmt For For
1H. ELECTION OF DIRECTOR: FREDERIC V. SALERNO Mgmt For For
1I. ELECTION OF DIRECTOR: JEFFREY C. SPRECHER Mgmt For For
1J. ELECTION OF DIRECTOR: JUDITH A. SPRIESER Mgmt For For
1K. ELECTION OF DIRECTOR: VINCENT TESE Mgmt For For
2. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt For For
ADVISORY RESOLUTION ON EXECUTIVE
COMPENSATION FOR NAMED EXECUTIVE OFFICERS.
3. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt 1 Year For
ADVISORY RESOLUTION ON THE FREQUENCY OF
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
4. TO APPROVE THE INTERCONTINENTAL EXCHANGE, Mgmt For For
INC. 2017 OMNIBUS EMPLOYEE INCENTIVE PLAN.
5. TO APPROVE AN AMENDMENT TO THE Mgmt For For
INTERCONTINENTAL EXCHANGE, INC. 2013
OMNIBUS NON-EMPLOYEE DIRECTOR INCENTIVE
PLAN TO ADD AN AGGREGATE ANNUAL
COMPENSATION LIMIT.
6. TO APPROVE THE ADOPTION OF OUR FOURTH Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO UPDATE AND STREAMLINE
REFERENCES TO OUR NATIONAL SECURITIES
EXCHANGE SUBSIDIARIES, THEIR MEMBERS, AND
THE HOLDING COMPANIES THAT CONTROL SUCH
EXCHANGES, AND DELETE REFERENCES TO CERTAIN
OTHER SUBSIDIARIES.
7. TO APPROVE THE ADOPTION OF OUR FOURTH Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO REMOVE AN OBSOLETE PROVISO
CROSS-REFERENCING A SECTION OF OUR BYLAWS
THAT WAS DELETED AFTER THE SALE OF THE
EURONEXT BUSINESS IN 2014.
8. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
9. STOCKHOLDER PROPOSAL REGARDING THE Shr Against For
PREPARATION OF A REPORT ASSESSING ESG
MARKET DISCLOSURE EXPECTATIONS.
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 934581439
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For
1B. ELECTION OF DIRECTOR: THOMAS R. CECH Mgmt For For
1C. ELECTION OF DIRECTOR: PAMELA J. CRAIG Mgmt For For
1D. ELECTION OF DIRECTOR: KENNETH C. FRAZIER Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1F. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN H. NOSEWORTHY Mgmt For For
1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For
1I. ELECTION OF DIRECTOR: PAUL B. ROTHMAN Mgmt For For
1J. ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For
1K. ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For
1L. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1M. ELECTION OF DIRECTOR: PETER C. WENDELL Mgmt For For
2. NON-BINDING ADVISORY VOTE TO APPROVE THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. NON-BINDING ADVISORY VOTE ON THE FREQUENCY Mgmt 1 Year For
OF FUTURE VOTES TO APPROVE THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS.
4. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For �� For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
5. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
INDEPENDENT BOARD CHAIRMAN.
6. SHAREHOLDER PROPOSAL REQUESTING Shr Against For
IMPLEMENTATION OF A SET OF EMPLOYEE
PRACTICES IN ISRAEL/PALESTINE.
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONDUCTING BUSINESS IN CONFLICT-AFFECTED
AREAS.
8. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
BOARD OVERSIGHT OF PRODUCT SAFETY AND
QUALITY.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 934466687
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 22-Sep-2016
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ALAN B. GRAF, JR. Mgmt For For
MICHELLE A. PELUSO Mgmt For For
PHYLLIS M. WISE Mgmt For For
2. TO APPROVE EXECUTIVE COMPENSATION BY AN Mgmt For For
ADVISORY VOTE.
3. TO APPROVE AN AMENDMENT TO THE NIKE, INC. Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN.
4. TO CONSIDER A SHAREHOLDER PROPOSAL Shr Against For
REGARDING POLITICAL CONTRIBUTIONS
DISCLOSURE.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 934585540
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROBERT K. BURGESS Mgmt For For
1B. ELECTION OF DIRECTOR: TENCH COXE Mgmt For For
1C. ELECTION OF DIRECTOR: PERSIS S. DRELL Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES C. GAITHER Mgmt For For
1E. ELECTION OF DIRECTOR: JEN-HSUN HUANG Mgmt For For
1F. ELECTION OF DIRECTOR: DAWN HUDSON Mgmt For For
1G. ELECTION OF DIRECTOR: HARVEY C. JONES Mgmt For For
1H. ELECTION OF DIRECTOR: MICHAEL G. MCCAFFERY Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM J. MILLER Mgmt For For
1J. ELECTION OF DIRECTOR: MARK L. PERRY Mgmt For For
1K. ELECTION OF DIRECTOR: A. BROOKE SEAWELL Mgmt For For
1L. ELECTION OF DIRECTOR: MARK A. STEVENS Mgmt For For
2. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For
3. APPROVAL OF THE FREQUENCY OF HOLDING A VOTE Mgmt 1 Year For
ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2018.
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 934589512
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2017
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WENCES CASARES Mgmt For For
1B. ELECTION OF DIRECTOR: JONATHAN CHRISTODORO Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN J. DONAHOE Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID W. DORMAN Mgmt For For
1E. ELECTION OF DIRECTOR: BELINDA JOHNSON Mgmt For For
1F. ELECTION OF DIRECTOR: GAIL J. MCGOVERN Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID M. MOFFETT Mgmt For For
1H. ELECTION OF DIRECTOR: DANIEL H. SCHULMAN Mgmt For For
1I. ELECTION OF DIRECTOR: FRANK D. YEARY Mgmt For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
3. APPROVAL OF AN AMENDMENT TO OUR AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
INCREASE THE NUMBER OF STOCKHOLDERS WHO
MAY, FOR PROXY ACCESS PURPOSES, AGGREGATE
THEIR HOLDINGS FROM 15 TO 20.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITOR FOR 2017.
5. STOCKHOLDER PROPOSAL REGARDING STOCKHOLDER Shr Against For
WRITTEN CONSENT WITHOUT A MEETING.
6. STOCKHOLDER PROPOSAL REGARDING A Shr Against For
SUSTAINABILITY REPORT.
7. STOCKHOLDER PROPOSAL REGARDING A "NET-ZERO" Shr Against For
GREENHOUSE GAS EMISSIONS REPORT.
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE.COM, INC. Agenda Number: 934606178
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: CRM
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: CRAIG CONWAY Mgmt For For
1D. ELECTION OF DIRECTOR: ALAN HASSENFELD Mgmt For For
1E. ELECTION OF DIRECTOR: NEELIE KROES Mgmt For For
1F. ELECTION OF DIRECTOR: COLIN POWELL Mgmt For For
1G. ELECTION OF DIRECTOR: SANFORD ROBERTSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN V. ROOS Mgmt For For
1I. ELECTION OF DIRECTOR: ROBIN WASHINGTON Mgmt For For
1J. ELECTION OF DIRECTOR: MAYNARD WEBB Mgmt For For
1K. ELECTION OF DIRECTOR: SUSAN WOJCICKI Mgmt For For
2. APPROVAL TO AMEND OUR 2013 EQUITY INCENTIVE Mgmt For For
PLAN, INCLUDING TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR GRANT BY 37 MILLION
SHARES.
3. APPROVAL TO AMEND OUR 2004 EMPLOYEE STOCK Mgmt For For
PURCHASE PLAN TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR EMPLOYEE PURCHASE BY
8 MILLION SHARES.
4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JANUARY 31, 2018.
5. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
FISCAL 2017 COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
6. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
7. A STOCKHOLDER PROPOSAL REQUESTING, ON AN Shr Against For
ADVISORY BASIS, ACTION TO ALLOW
STOCKHOLDERS TO REQUEST SPECIAL MEETINGS OF
STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 934535165
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 20-Apr-2017
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. W. BABB, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: M. A. BLINN Mgmt For For
1C. ELECTION OF DIRECTOR: T. M. BLUEDORN Mgmt For For
1D. ELECTION OF DIRECTOR: D. A. CARP Mgmt For For
1E. ELECTION OF DIRECTOR: J. F. CLARK Mgmt For For
1F. ELECTION OF DIRECTOR: C. S. COX Mgmt For For
1G. ELECTION OF DIRECTOR: J. M. HOBBY Mgmt For For
1H. ELECTION OF DIRECTOR: R. KIRK Mgmt For For
1I. ELECTION OF DIRECTOR: P. H. PATSLEY Mgmt For For
1J. ELECTION OF DIRECTOR: R. E. SANCHEZ Mgmt For For
1K. ELECTION OF DIRECTOR: W. R. SANDERS Mgmt For For
1L. ELECTION OF DIRECTOR: R. K. TEMPLETON Mgmt For For
2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL Mgmt For For
OF THE COMPANY'S EXECUTIVE COMPENSATION.
3. BOARD PROPOSAL REGARDING ADVISORY APPROVAL Mgmt 1 Year For
OF ANNUAL FREQUENCY FOR FUTURE ADVISORY
VOTES ON EXECUTIVE COMPENSATION.
4. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 934559204
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GERARD J. ARPEY Mgmt For For
1B. ELECTION OF DIRECTOR: ARI BOUSBIB Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFERY H. BOYD Mgmt For For
1D. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: J. FRANK BROWN Mgmt For For
1F. ELECTION OF DIRECTOR: ALBERT P. CAREY Mgmt For For
1G. ELECTION OF DIRECTOR: ARMANDO CODINA Mgmt For For
1H. ELECTION OF DIRECTOR: HELENA B. FOULKES Mgmt For For
1I. ELECTION OF DIRECTOR: LINDA R. GOODEN Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE M. HEWETT Mgmt For For
1K. ELECTION OF DIRECTOR: KAREN L. KATEN Mgmt For For
1L. ELECTION OF DIRECTOR: CRAIG A. MENEAR Mgmt For For
1M. ELECTION OF DIRECTOR: MARK VADON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG Mgmt For For
LLP.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION ("SAY-ON-PAY").
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY-ON-PAY VOTES.
5. SHAREHOLDER PROPOSAL REGARDING PREPARATION Shr Against For
OF AN EMPLOYMENT DIVERSITY REPORT.
6. SHAREHOLDER PROPOSAL REGARDING ADVISORY Shr Against For
VOTE ON POLITICAL CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL TO REDUCE THE Shr Against For
THRESHOLD TO CALL SPECIAL SHAREHOLDER
MEETINGS TO 15% OF OUTSTANDING SHARES.
--------------------------------------------------------------------------------------------------------------------------
THE KRAFT HEINZ COMPANY Agenda Number: 934534555
--------------------------------------------------------------------------------------------------------------------------
Security: 500754106
Meeting Type: Annual
Meeting Date: 19-Apr-2017
Ticker: KHC
ISIN: US5007541064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GREGORY E. ABEL Mgmt For For
1B. ELECTION OF DIRECTOR: ALEXANDRE BEHRING Mgmt For For
1C. ELECTION OF DIRECTOR: WARREN E. BUFFETT Mgmt For For
1D. ELECTION OF DIRECTOR: JOHN T. CAHILL Mgmt For For
1E. ELECTION OF DIRECTOR: TRACY BRITT COOL Mgmt For For
1F. ELECTION OF DIRECTOR: FEROZ DEWAN Mgmt For For
1G. ELECTION OF DIRECTOR: JEANNE P. JACKSON Mgmt For For
1H. ELECTION OF DIRECTOR: JORGE PAULO LEMANN Mgmt For For
1I. ELECTION OF DIRECTOR: MACKEY J. MCDONALD Mgmt For For
1J. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1K. ELECTION OF DIRECTOR: MARCEL HERRMANN Mgmt For For
TELLES
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. RATIFICATION OF THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR 2017.
4. SHAREHOLDER PROPOSAL: RESOLUTION RELATED TO Shr Against For
SUSTAINABILITY AND NUTRITION.
5. SHAREHOLDER PROPOSAL: RESOLUTION RELATED TO Shr Against For
PACKAGING.
6. SHAREHOLDER PROPOSAL: RESOLUTION RELATED TO Shr Against For
DEFORESTATION.
--------------------------------------------------------------------------------------------------------------------------
THE PRICELINE GROUP INC. Agenda Number: 934603247
--------------------------------------------------------------------------------------------------------------------------
Security: 741503403
Meeting Type: Annual
Meeting Date: 08-Jun-2017
Ticker: PCLN
ISIN: US7415034039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TIMOTHY M. ARMSTRONG Mgmt For For
JEFFERY H. BOYD Mgmt For For
JAN L. DOCTER Mgmt For For
JEFFREY E. EPSTEIN Mgmt For For
GLENN D. FOGEL Mgmt For For
JAMES M. GUYETTE Mgmt For For
ROBERT J. MYLOD, JR. Mgmt For For
CHARLES H. NOSKI Mgmt For For
NANCY B. PERETSMAN Mgmt For For
THOMAS E. ROTHMAN Mgmt For For
CRAIG W. RYDIN Mgmt For For
LYNN M. VOJVODICH Mgmt For For
2. TO RATIFY THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2017.
3. TO APPROVE ON A NON-BINDING ADVISORY BASIS Mgmt For For
THE 2016 COMPENSATION PAID BY THE COMPANY
TO ITS NAMED EXECUTIVE OFFICERS.
4. TO CAST A NON-BINDING ADVISORY VOTE ON THE Mgmt 1 Year For
FREQUENCY OF FUTURE NON-BINDING ADVISORY
VOTES ON THE COMPENSATION PAID BY THE
COMPANY TO ITS NAMED EXECUTIVE OFFICERS.
5. TO CONSIDER AND VOTE UPON A NON-BINDING Shr Against For
STOCKHOLDER PROPOSAL CONCERNING SPECIAL
MEETINGS.
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 934539896
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2017
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.F. ANTON Mgmt For For
1B. ELECTION OF DIRECTOR: D.F. HODNIK Mgmt For For
1C. ELECTION OF DIRECTOR: T.G. KADIEN Mgmt Abstain Against
1D. ELECTION OF DIRECTOR: R.J. KRAMER Mgmt For For
1E. ELECTION OF DIRECTOR: S.J. KROPF Mgmt For For
1F. ELECTION OF DIRECTOR: J.G. MORIKIS Mgmt For For
1G. ELECTION OF DIRECTOR: C.A. POON Mgmt For For
1H. ELECTION OF DIRECTOR: J.M. STROPKI Mgmt For For
1I. ELECTION OF DIRECTOR: M.H. THAMAN Mgmt For For
1J. ELECTION OF DIRECTOR: M. THORNTON III Mgmt For For
1K. ELECTION OF DIRECTOR: S.H. WUNNING Mgmt For For
2. ADVISORY APPROVAL OF THE COMPENSATION OF Mgmt For For
THE NAMED EXECUTIVES.
3. ADVISORY APPROVAL OF THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE ON THE COMPENSATION OF THE
NAMED EXECUTIVES.
4. APPROVAL OF THE 2007 EXECUTIVE ANNUAL Mgmt For For
PERFORMANCE BONUS PLAN (AMENDED AND
RESTATED AS OF APRIL 19, 2017).
5. APPROVAL OF THE 2006 EQUITY AND PERFORMANCE Mgmt For For
INCENTIVE PLAN (AMENDED AND RESTATED AS OF
APRIL 19, 2017).
6. RATIFICATION OF ERNST & YOUNG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 934523437
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 08-Mar-2017
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1C. ELECTION OF DIRECTOR: JACK DORSEY Mgmt For For
1D. ELECTION OF DIRECTOR: ROBERT A. IGER Mgmt For For
1E. ELECTION OF DIRECTOR: MARIA ELENA Mgmt For For
LAGOMASINO
1F. ELECTION OF DIRECTOR: FRED H. LANGHAMMER Mgmt For For
1G. ELECTION OF DIRECTOR: AYLWIN B. LEWIS Mgmt For For
1H. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1I. ELECTION OF DIRECTOR: MARK G. PARKER Mgmt For For
1J. ELECTION OF DIRECTOR: SHERYL K. SANDBERG Mgmt For For
1K. ELECTION OF DIRECTOR: ORIN C. SMITH Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
REGISTERED PUBLIC ACCOUNTANTS FOR 2017.
3. TO APPROVE THE ADVISORY RESOLUTION ON Mgmt For For
EXECUTIVE COMPENSATION.
4. TO APPROVE HOLDING AN ADVISORY VOTE ON Mgmt 1 Year For
EXECUTIVE COMPENSATION EVERY ONE, TWO OR
THREE YEARS, AS INDICATED.
5. TO APPROVE THE SHAREHOLDER PROPOSAL Shr Against For
REQUESTING AN ANNUAL REPORT DISCLOSING
INFORMATION REGARDING THE COMPANY'S
LOBBYING POLICIES AND ACTIVITIES.
6. TO APPROVE THE SHAREHOLDER PROPOSAL Shr Against For
REQUESTING THE BOARD TO AMEND THE COMPANY'S
BYLAWS RELATING TO PROXY ACCESS TO INCREASE
THE NUMBER OF PERMITTED NOMINEES, REMOVE
THE LIMIT ON AGGREGATING SHARES TO MEET THE
SHAREHOLDING REQUIREMENT, AND REMOVE THE
LIMITATION ON RENOMINATION OF PERSONS BASED
ON VOTES IN A PRIOR ELECTION.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 934600013
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2017
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM C. BALLARD, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: RICHARD T. BURKE Mgmt For For
1C. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Mgmt For For
1D. ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Mgmt For For
1E. ELECTION OF DIRECTOR: MICHELE J. HOOPER Mgmt For For
1F. ELECTION OF DIRECTOR: RODGER A. LAWSON Mgmt For For
1G. ELECTION OF DIRECTOR: GLENN M. RENWICK Mgmt For For
1H. ELECTION OF DIRECTOR: KENNETH I. SHINE, Mgmt For For
M.D.
1I. ELECTION OF DIRECTOR: GAIL R. WILENSKY, Mgmt For For
PH.D.
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. ADVISORY APPROVAL OF THE FREQUENCY OF Mgmt 1 Year For
HOLDING FUTURE SAY-ON-PAY VOTES.
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2017.
5. THE SHAREHOLDER PROPOSAL SET FORTH IN THE Shr Against For
PROXY STATEMENT REQUESTING ADDITIONAL
LOBBYING DISCLOSURE, IF PROPERLY PRESENTED
AT THE 2017 ANNUAL MEETING OF SHAREHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 934512890
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 31-Jan-2017
Ticker: V
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: GARY A. HOFFMAN Mgmt For For
1E. ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For
1F. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1G. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN A.C. SWAINSON Mgmt For For
1I. ELECTION OF DIRECTOR: MAYNARD G. WEBB, JR. Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 934543314
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2017
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JOHN D. BAKER II Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1C. ELECTION OF DIRECTOR: LLOYD H. DEAN Mgmt For For
1D. ELECTION OF DIRECTOR: ELIZABETH A. DUKE Mgmt For For
1E. ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, Mgmt For For
JR.
1F. ELECTION OF DIRECTOR: DONALD M. JAMES Mgmt For For
1G. ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Mgmt For For
1H. ELECTION OF DIRECTOR: KAREN B. PEETZ Mgmt For For
1I. ELECTION OF DIRECTOR: FEDERICO F. PENA Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES H. QUIGLEY Mgmt For For
1K. ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For
1L. ELECTION OF DIRECTOR: RONALD L. SARGENT Mgmt For For
1M. ELECTION OF DIRECTOR: TIMOTHY J. SLOAN Mgmt For For
1N. ELECTION OF DIRECTOR: SUSAN G. SWENSON Mgmt For For
1O. ELECTION OF DIRECTOR: SUZANNE M. VAUTRINOT Mgmt For For
2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY PROPOSAL ON THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES TO APPROVE EXECUTIVE
COMPENSATION.
4. RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
5. STOCKHOLDER PROPOSAL - RETAIL BANKING SALES Shr Against For
PRACTICES REPORT.
6. STOCKHOLDER PROPOSAL - CUMULATIVE VOTING. Shr Against For
7. STOCKHOLDER PROPOSAL - DIVESTING NON-CORE Shr Against For
BUSINESS REPORT.
8. STOCKHOLDER PROPOSAL - GENDER PAY EQUITY Shr Against For
REPORT.
9. STOCKHOLDER PROPOSAL - LOBBYING REPORT. Shr Against For
10. STOCKHOLDER PROPOSAL - INDIGENOUS PEOPLES' Shr Against For
RIGHTS POLICY.
MARSICO GLOBAL FUND
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 934516874
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 10-Feb-2017
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. RE-APPOINTMENT OF DIRECTOR: JAIME ARDILA Mgmt For For
1B. RE-APPOINTMENT OF DIRECTOR: CHARLES H. Mgmt For For
GIANCARLO
1C. RE-APPOINTMENT OF DIRECTOR: HERBERT HAINER Mgmt For For
1D. RE-APPOINTMENT OF DIRECTOR: WILLIAM L. Mgmt For For
KIMSEY
1E. RE-APPOINTMENT OF DIRECTOR: MARJORIE MAGNER Mgmt For For
1F. RE-APPOINTMENT OF DIRECTOR: NANCY MCKINSTRY Mgmt For For
1G. RE-APPOINTMENT OF DIRECTOR: PIERRE NANTERME Mgmt For For
1H. RE-APPOINTMENT OF DIRECTOR: GILLES C. Mgmt For For
PELISSON
1I. RE-APPOINTMENT OF DIRECTOR: PAULA A. PRICE Mgmt For For
1J. RE-APPOINTMENT OF DIRECTOR: ARUN SARIN Mgmt For For
1K. RE-APPOINTMENT OF DIRECTOR: FRANK K. TANG Mgmt For For
2. TO APPROVE, IN A NON-BINDING VOTE, THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. TO RECOMMEND, IN A NON-BINDING VOTE, Mgmt 1 Year For
WHETHER A SHAREHOLDER VOTE TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS SHOULD OCCUR EVERY 1, 2 OR 3
YEARS.
4. TO RATIFY, IN A NON-BINDING VOTE, THE Mgmt For For
APPOINTMENT OF KPMG LLP (KPMG) AS THE
INDEPENDENT AUDITORS OF ACCENTURE AND TO
AUTHORIZE, IN A BINDING VOTE, THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS TO
DETERMINE KPMG'S REMUNERATION.
5. TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.
6. TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORITY TO OPT-OUT OF STATUTORY
PRE-EMPTION RIGHTS UNDER IRISH LAW.
7. TO DETERMINE THE PRICE RANGE AT WHICH Mgmt For For
ACCENTURE CAN RE-ALLOT SHARES THAT IT
ACQUIRES AS TREASURY SHARES UNDER IRISH
LAW.
--------------------------------------------------------------------------------------------------------------------------
ACTIVISION BLIZZARD, INC. Agenda Number: 934596353
--------------------------------------------------------------------------------------------------------------------------
Security: 00507V109
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: ATVI
ISIN: US00507V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 ELECTION OF DIRECTOR: ROBERT CORTI Mgmt For For
1.2 ELECTION OF DIRECTOR: HENDRIK HARTONG III Mgmt For For
1.3 ELECTION OF DIRECTOR: BRIAN G. KELLY Mgmt For For
1.4 ELECTION OF DIRECTOR: ROBERT A. KOTICK Mgmt For For
1.5 ELECTION OF DIRECTOR: BARRY MEYER Mgmt For For
1.6 ELECTION OF DIRECTOR: ROBERT MORGADO Mgmt For For
1.7 ELECTION OF DIRECTOR: PETER NOLAN Mgmt For For
1.8 ELECTION OF DIRECTOR: CASEY WASSERMAN Mgmt For For
1.9 ELECTION OF DIRECTOR: ELAINE WYNN Mgmt For For
2. ADVISORY APPROVAL OF OUR EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
ADIDAS AG, HERZOGENAURACH Agenda Number: 707871580
--------------------------------------------------------------------------------------------------------------------------
Security: D0066B185
Meeting Type: AGM
Meeting Date: 11-May-2017
Ticker:
ISIN: DE000A1EWWW0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 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 Non-Voting
ON 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 Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 26 Non-Voting
APR 2017. 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 Non-Voting
FINANCIAL STATEMENTS OF ADIDAS AG AND OF
THE APPROVED CONSOLIDATED FINANCIAL
STATEMENTS AS OF DECEMBER 31, 2016, 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 SECTION 289 SECTION
4, 315 SECTION 4 GERMAN COMMERCIAL CODE
(HANDELSGESETZBUCH - HGB) AS WELL AS OF THE
SUPERVISORY BOARD REPORT FOR THE 2016
FINANCIAL YEAR
2 RESOLUTION ON THE APPROPRIATION OF RETAINED Mgmt For For
EARNINGS :RESOLUTION ON THE APPROPRIATION
OF THE DISTRIBUTABLE PROFIT THE
DISTRIBUTABLE PROFIT OF EUR 628,908,347.49
SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT
OF A DIVIDEND OF EUR 2 PER NO-PAR SHARE EUR
200,000,000 SHALL BE ALLOCATED TO THE OTHER
RESERVES EUR 26,596,155.49 SHALL BE CARRIED
FORWARD EX-DIVIDEND DATE: MAY 12, 2017
PAYABLE DATE: MAY 16, 2017
3 RESOLUTION ON THE RATIFICATION OF THE Mgmt For For
ACTIONS OF THE EXECUTIVE BOARD FOR THE 2016
FINANCIAL YEAR
4 RESOLUTION ON THE RATIFICATION OF THE Mgmt For For
ACTIONS OF THE SUPERVISORY BOARD FOR THE
2016 FINANCIAL YEAR
5 RESOLUTION ON THE AMENDMENT OF SECTION 18 Mgmt For For
(COMPENSATION OF THE SUPERVISORY BOARD) OF
THE ARTICLES OF ASSOCIATION
6 RESOLUTION ON THE CANCELLATION OF THE Mgmt For For
AUTHORISED CAPITAL PURSUANT TO SECTION 4
SECTION 2 OF THE ARTICLES OF ASSOCIATION,
ON THE CREATION OF A NEW AUTHORISED CAPITAL
AGAINST CONTRIBUTIONS IN CASH TOGETHER WITH
THE AUTHORISATION TO EXCLUDE SUBSCRIPTION
RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
7 RESOLUTION ON THE CANCELLATION OF THE Mgmt For For
AUTHORISED CAPITAL PURSUANT TO SECTION 4
SECTION 3 OF THE ARTICLES OF ASSOCIATION,
ON THE CREATION OF A NEW AUTHORISED CAPITAL
AGAINST CONTRIBUTIONS IN KIND TOGETHER WITH
THE AUTHORISATION TO EXCLUDE SUBSCRIPTION
RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
8 RESOLUTION ON THE CANCELLATION OF THE Mgmt For For
AUTHORISED CAPITAL PURSUANT TO SECTION 4
SECTION 4 OF THE ARTICLES OF ASSOCIATION,
ON THE CREATION OF A NEW AUTHORISED CAPITAL
AGAINST CONTRIBUTIONS IN CASH TOGETHER WITH
THE AUTHORISATION TO EXCLUDE SUBSCRIPTION
RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
9.1 APPOINTMENT OF THE AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE 2017 FINANCIAL YEAR AS WELL
AS OF THE AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF THE FIRST HALF YEAR FINANCIAL
REPORT AND OTHER INTERIM FINANCIAL REPORTS
FOR THE 2017 FINANCIAL YEAR AND THE 2018
FINANCIAL YEAR PRIOR TO THE 2018 ANNUAL
GENERAL MEETING: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS
APPOINTED AS AUDITOR AND GROUP AUDITOR FOR
THE 2017 FINANCIAL YEAR
9.2 APPOINTMENT OF THE AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE 2017 FINANCIAL YEAR AS WELL
AS OF THE AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF THE FIRST HALF YEAR FINANCIAL
REPORT AND OTHER INTERIM FINANCIAL REPORTS
FOR THE 2017 FINANCIAL YEAR AND THE 2018
FINANCIAL YEAR PRIOR TO THE 2018 ANNUAL
GENERAL MEETING: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS
APPOINTED AS AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF INTERIM FINANCIAL REPORTS (FIRST
HALF YEAR REPORT AND QUARTERLY REPORTS) FOR
THE 2017 FINANCIAL YEAR, IF AND INSOFAR AS
SUCH INTERIM FINANCIAL REPORTS ARE TO BE
PREPARED AND ARE TO BE SUBJECT TO AN AUDIT
REVIEW
9.3 APPOINTMENT OF THE AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE 2017 FINANCIAL YEAR AS WELL
AS OF THE AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF THE FIRST HALF YEAR FINANCIAL
REPORT AND OTHER INTERIM FINANCIAL REPORTS
FOR THE 2017 FINANCIAL YEAR AND THE 2018
FINANCIAL YEAR PRIOR TO THE 2018 ANNUAL
GENERAL MEETING: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS
APPOINTED AS AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF INTERIM FINANCIAL REPORTS FOR THE
2018 FINANCIAL YEAR, IF AND INSOFAR AS SUCH
INTERIM FINANCIAL REPORTS ARE TO BE
PREPARED PRIOR TO THE 2018 ANNUAL GENERAL
MEETING AND ARE TO BE SUBJECT TO AN AUDIT
REVIEW
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 934477832
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102
Meeting Type: Annual
Meeting Date: 13-Oct-2016
Ticker: BABA
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL YONG ZHANG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1B. ELECTION OF DIRECTOR: CHEE HWA TUNG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1C. ELECTION OF DIRECTOR: JERRY YANG (TO SERVE Mgmt For For
FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1D. ELECTION OF DIRECTOR: WAN LING MARTELLO (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1E. ELECTION OF DIRECTOR: ERIC XIANDONG JING Mgmt For For
(TO SERVE UNTIL THE COMPANY'S ANNUAL
GENERAL MEETING OF SHAREHOLDERS TO BE HELD
IN 2018 OR UNTIL SUCH DIRECTOR'S SUCCESSOR
IS ELECTED OR APPOINTED AND DULY
QUALIFIED.)
2. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC Agenda Number: 934604946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LARRY PAGE Mgmt For For
SERGEY BRIN Mgmt For For
ERIC E. SCHMIDT Mgmt For For
L. JOHN DOERR Mgmt For For
ROGER W. FERGUSON, JR. Mgmt For For
DIANE B. GREENE Mgmt For For
JOHN L. HENNESSY Mgmt For For
ANN MATHER Mgmt For For
ALAN R. MULALLY Mgmt For For
PAUL S. OTELLINI Mgmt For For
K. RAM SHRIRAM Mgmt For For
SHIRLEY M. TILGHMAN Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS ALPHABET'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. THE APPROVAL OF AN AMENDMENT TO ALPHABET'S Mgmt For For
2012 STOCK PLAN TO INCREASE THE SHARE
RESERVE BY 15,000,000 SHARES OF CLASS C
CAPITAL STOCK.
4. THE APPROVAL OF THE 2016 COMPENSATION Mgmt For For
AWARDED TO NAMED EXECUTIVE OFFICERS.
5. THE FREQUENCY OF FUTURE STOCKHOLDER Mgmt 3 Years For
ADVISORY VOTES REGARDING COMPENSATION
AWARDED TO NAMED EXECUTIVE OFFICERS.
6. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shr Against For
SHAREHOLDER VOTING, IF PROPERLY PRESENTED
AT THE MEETING.
7. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT, IF PROPERLY PRESENTED AT THE
MEETING.
8. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
POLITICAL CONTRIBUTIONS REPORT, IF PROPERLY
PRESENTED AT THE MEETING.
9. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON GENDER PAY, IF PROPERLY PRESENTED AT THE
MEETING.
10. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
CHARITABLE CONTRIBUTIONS REPORT, IF
PROPERLY PRESENTED AT THE MEETING.
11. A STOCKHOLDER PROPOSAL REGARDING THE Shr Against For
IMPLEMENTATION OF "HOLY LAND PRINCIPLES,"
IF PROPERLY PRESENTED AT THE MEETING.
12. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON "FAKE NEWS," IF PROPERLY PRESENTED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 934583596
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: AMZN
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: TOM A. ALBERG Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For
1D. ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For
1E. ELECTION OF DIRECTOR: DANIEL P. Mgmt For For
HUTTENLOCHER
1F. ELECTION OF DIRECTOR: JUDITH A. MCGRATH Mgmt For For
1G. ELECTION OF DIRECTOR: JONATHAN J. Mgmt For For
RUBINSTEIN
1H. ELECTION OF DIRECTOR: THOMAS O. RYDER Mgmt For For
1I. ELECTION OF DIRECTOR: PATRICIA Q. Mgmt For For
STONESIFER
1J. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 3 Years For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. APPROVAL OF THE COMPANY'S 1997 STOCK Mgmt For For
INCENTIVE PLAN, AS AMENDED AND RESTATED
6. SHAREHOLDER PROPOSAL REGARDING A REPORT ON Shr Against For
USE OF CRIMINAL BACKGROUND CHECKS IN HIRING
DECISIONS
7. SHAREHOLDER PROPOSAL REGARDING Shr Against For
SUSTAINABILITY AS AN EXECUTIVE COMPENSATION
PERFORMANCE MEASURE
8. SHAREHOLDER PROPOSAL REGARDING Shr Against For
VOTE-COUNTING PRACTICES FOR SHAREHOLDER
PROPOSALS
--------------------------------------------------------------------------------------------------------------------------
AMGEN INC. Agenda Number: 934569039
--------------------------------------------------------------------------------------------------------------------------
Security: 031162100
Meeting Type: Annual
Meeting Date: 19-May-2017
Ticker: AMGN
ISIN: US0311621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DR. DAVID BALTIMORE Mgmt For For
1B. ELECTION OF DIRECTOR: MR. ROBERT A. BRADWAY Mgmt For For
1C. ELECTION OF DIRECTOR: MR. FRANCOIS DE Mgmt For For
CARBONNEL
1D. ELECTION OF DIRECTOR: MR. ROBERT A. ECKERT Mgmt For For
1E. ELECTION OF DIRECTOR: MR. GREG C. GARLAND Mgmt For For
1F. ELECTION OF DIRECTOR: MR. FRED HASSAN Mgmt For For
1G. ELECTION OF DIRECTOR: DR. REBECCA M. Mgmt For For
HENDERSON
1H. ELECTION OF DIRECTOR: MR. FRANK C. Mgmt For For
HERRINGER
1I. ELECTION OF DIRECTOR: MR. CHARLES M. Mgmt For For
HOLLEY, JR.
1J. ELECTION OF DIRECTOR: DR. TYLER JACKS Mgmt For For
1K. ELECTION OF DIRECTOR: MS. ELLEN J. KULLMAN Mgmt For For
1L. ELECTION OF DIRECTOR: DR. RONALD D. SUGAR Mgmt For For
1M. ELECTION OF DIRECTOR: DR. R. SANDERS Mgmt For For
WILLIAMS
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt For For
COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
STOCKHOLDER VOTES TO APPROVE EXECUTIVE
COMPENSATION.
5. STOCKHOLDER PROPOSAL TO ADOPT MAJORITY Shr Against For
VOTES CAST STANDARD FOR MATTERS PRESENTED
BY STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
ANHEUSER-BUSCH INBEV SA/NV Agenda Number: 707875273
--------------------------------------------------------------------------------------------------------------------------
Security: B639CJ108
Meeting Type: MIX
Meeting Date: 26-Apr-2017
Ticker:
ISIN: BE0974293251
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER 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 Non-Voting
BENEFICIAL 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
A.1.A RECEIVE SPECIAL BOARD REPORT Non-Voting
A.1.B RENEW AUTHORIZATION TO INCREASE SHARE Mgmt For For
CAPITAL UP TO 3 PERCENT OF ISSUED SHARE
CAPITAL
B.1 MANAGEMENT REPORT REGARDING THE OLD Non-Voting
ANHEUSER-BUSCH INBEV SA/NV
B.2 REPORT BY THE STATUTORY AUDITOR REGARDING Non-Voting
THE OLD AB INBEV
B.3 APPROVAL OF THE ACCOUNTS OF THE OLD AB Mgmt For For
INBEV
B.4 APPROVE DISCHARGE TO THE DIRECTORS OF THE Mgmt For For
OLD AB INBEV
B.5 APPROVE DISCHARGE OF AUDITORS OF THE OLD AB Mgmt For For
INBEV
B.6 RECEIVE DIRECTORS' REPORTS Non-Voting
B.7 RECEIVE AUDITORS' REPORTS Non-Voting
B.8 RECEIVE CONSOLIDATED FINANCIAL STATEMENTS Non-Voting
AND STATUTORY REPORTS
B.9 ADOPT FINANCIAL STATEMENTS Mgmt For For
B.10 APPROVE DISCHARGE TO THE DIRECTORS Mgmt For For
B.11 APPROVE DISCHARGE OF AUDITORS Mgmt For For
B12.A ELECT M.J. BARRINGTON AS DIRECTOR Mgmt For For
B12.B ELECT W.F. GIFFORD JR. AS DIRECTOR Mgmt For For
B12.C ELECT A. SANTO DOMINGO DAVILA AS DIRECTOR Mgmt For For
B13.A APPROVE REMUNERATION REPORT Mgmt For For
B13.B APPROVE REMUNERATION OF DIRECTORS Mgmt For For
B13.C APPROVE NON-EXECUTIVE DIRECTOR STOCK OPTION Mgmt For For
GRANTS
C.1 AUTHORIZE IMPLEMENTATION OF APPROVED Mgmt For For
RESOLUTIONS AND FILING OF REQUIRED
DOCUMENTS/FORMALITIES AT TRADE REGISTRY
--------------------------------------------------------------------------------------------------------------------------
ANHEUSER-BUSCH INBEV SA/NV, BRUXELLES Agenda Number: 707344002
--------------------------------------------------------------------------------------------------------------------------
Security: B6399C107
Meeting Type: EGM
Meeting Date: 28-Sep-2016
Ticker:
ISIN: BE0003793107
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER 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 Non-Voting
BENEFICIAL 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
1 APPROVE, IN ACCORDANCE WITH ARTICLE 23 OF Mgmt For For
THE ARTICLES OF ASSOCIATION OF THE COMPANY,
THE TRANSACTION, INCLUDING THE ACQUISITION
BY AB INBEV OF THE SHARES OF NEWBELCO AT A
PRICE OF GBP 0.45 EACH UNDER THE BELGIAN
OFFER, FOR A VALUE EXCEEDING ONE THIRD OF
THE CONSOLIDATED ASSETS OF AB INBEV
2 ACKNOWLEDGEMENT BY THE SHAREHOLDERS OF THE Non-Voting
FOLLOWING DOCUMENTS, OF WHICH THEY CAN
OBTAIN A COPY FREE OF CHARGE: THE COMMON
DRAFT TERMS OF MERGER DRAWN UP BY THE
BOARDS OF DIRECTORS OF THE MERGING
COMPANIES IN ACCORDANCE WITH ARTICLE 693 OF
THE BELGIAN COMPANIES CODE (THE "MERGER
TERMS"); THE REPORT PREPARED BY THE BOARD
OF DIRECTORS OF THE COMPANY IN ACCORDANCE
WITH ARTICLE 694 OF THE BELGIAN COMPANIES
CODE; THE REPORT PREPARED BY THE STATUTORY
AUDITOR OF THE COMPANY IN ACCORDANCE WITH
ARTICLE 695 OF THE BELGIAN COMPANIES CODE
3 COMMUNICATION REGARDING SIGNIFICANT CHANGES Non-Voting
IN THE ASSETS AND LIABILITIES OF THE
MERGING COMPANIES BETWEEN THE DATE OF THE
MERGER TERMS AND THE DATE OF THE
SHAREHOLDERS' MEETING, IN ACCORDANCE WITH
ARTICLE 696 OF THE BELGIAN COMPANIES CODE
4 APPROVE (I) THE MERGER TERMS, (II) THE Mgmt For For
BELGIAN MERGER, SUBJECT TO THE CONDITIONS
SET OUT IN THE MERGER TERMS AND EFFECTIVE
UPON PASSING OF THE FINAL NOTARIAL DEED,
AND (III) THE DISSOLUTION WITHOUT
LIQUIDATION OF AB INBEV UPON COMPLETION OF
THE BELGIAN MERGER
5 APPROVE, IN ACCORDANCE WITH ARTICLE 23 OF Mgmt For For
THE ARTICLES OF ASSOCIATION OF THE COMPANY,
(I) THE DELISTING OF THE SECURITIES OF THE
COMPANY FROM EURONEXT BRUSSELS, (II) THE
DELISTING OF THE SECURITIES OF THE COMPANY
FROM THE JOHANNESBURG STOCK EXCHANGE, AND
(III) THE CANCELLATION OF THE REGISTRATION
OF THE SECURITIES OF THE COMPANY WITH THE
NATIONAL SECURITIES REGISTRY (RNV)
MAINTAINED BY THE MEXICAN SECURITIES AND
BANKING COMMISSION (COMISION NACIONAL
BANCARIA Y DE VALORES OR CNBV) AND THE
DELISTING OF SUCH SECURITIES FROM THE BOLSA
MEXICANA DE VALORES, S.A.B. DE C.V. (BMV),
ALL SUCH DELISTINGS AND CANCELLATION OF
REGISTRATION SUBJECT TO AND WITH EFFECT AS
OF COMPLETION OF THE BELGIAN MERGER
6 APPROVE THE DELEGATION OF POWERS TO: (I) Mgmt For For
ANY DIRECTOR OF THE COMPANY FROM TIME TO
TIME, SABINE CHALMERS, LUCAS LIRA, BENOIT
LOORE, ANN RANDON, PATRICIA FRIZO, GERT
BOULANGE, JAN VANDERMEERSCH, PHILIP GORIS
AND ROMANIE DENDOOVEN (EACH AN "AUTHORISED
PERSON"), EACH ACTING TOGETHER WITH ANOTHER
AUTHORISED PERSON, TO ACKNOWLEDGE BY
NOTARIAL DEED THE COMPLETION OF THE BELGIAN
MERGER AFTER COMPLETION OF THE CONDITIONS
PRECEDENT SET OUT IN THE MERGER TERMS; (II)
THE BOARD OF DIRECTORS FOR THE
IMPLEMENTATION OF THE RESOLUTIONS PASSED;
AND (III) BENOIT LOORE, ANN RANDON,
PATRICIA FRIZO, GERT BOULANGE, JAN
VANDERMEERSCH, PHILIP GORIS, ROMANIE
DENDOOVEN, PHILIP VAN NEVEL AND ELS DE
TROYER, EACH ACTING ALONE AND WITH POWER TO
SUB-DELEGATE, THE POWER TO PROCEED TO ALL
FORMALITIES AT A BUSINESS DESK IN ORDER TO
PERFORM THE INSCRIPTION AND/OR THE
MODIFICATION OF THE COMPANY'S DATA IN THE
CROSSROAD BANK OF LEGAL ENTITIES AND, IF
NECESSARY, AT THE ADMINISTRATION FOR THE
VALUE ADDED TAX
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDING NV, VELDHOVEN Agenda Number: 707844204
--------------------------------------------------------------------------------------------------------------------------
Security: N07059202
Meeting Type: AGM
Meeting Date: 26-Apr-2017
Ticker:
ISIN: NL0010273215
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 OPENING Non-Voting
2 OVERVIEW OF THE COMPANY'S BUSINESS, Non-Voting
FINANCIAL SITUATION AND SUSTAINABILITY
3 DISCUSSION OF THE IMPLEMENTATION OF THE Non-Voting
REMUNERATION POLICY FOR THE BOARD OF
MANAGEMENT
4 PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS Mgmt For For
OF THE COMPANY FOR THE FINANCIAL YEAR 2016,
AS PREPARED IN ACCORDANCE WITH DUTCH LAW
5 PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
BOARD OF MANAGEMENT FROM LIABILITY FOR
THEIR RESPONSIBILITIES IN THE FINANCIAL
YEAR 2016
6 PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD FROM LIABILITY FOR THEIR
RESPONSIBILITIES IN THE FINANCIAL YEAR 2016
7 CLARIFICATION OF THE COMPANY'S RESERVES AND Non-Voting
DIVIDEND POLICY
8 PROPOSAL TO ADOPT A DIVIDEND OF EUR 1.20 Mgmt For For
PER ORDINARY SHARE
9 PROPOSAL TO ADOPT THE REVISED REMUNERATION Mgmt For For
POLICY FOR THE BOARD OF MANAGEMENT
10 PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For
FOR THE BOARD OF MANAGEMENT
11 PROPOSAL TO APPROVE THE NUMBER OF STOCK Mgmt For For
OPTIONS AND/OR SHARES FOR EMPLOYEES
12 DISCUSS MANAGEMENT BOARD COMPOSITION AND Non-Voting
RECEIVE INFORMATION ON INTENDED APPOINTMENT
OF FRITS VAN HOUT TO MANAGEMENT BOARD
13.A COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MS. P.F.M. (PAULINE)
VAN DER MEER MOHR AS MEMBER OF THE
SUPERVISORY BOARD
13.B COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MS. C.M.S. (CARLA)
SMITS-NUSTELING AS MEMBER OF THE
SUPERVISORY BOARD
13.C COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MR. D.A. (DOUG) GROSE
AS MEMBER OF THE SUPERVISORY BOARD
13.D COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MR. W.H. (WOLFGANG)
ZIEBART AS MEMBER OF THE SUPERVISORY BOARD
13.E COMPOSITION OF THE SUPERVISORY BOARD : Non-Voting
COMPOSITION OF THE SUPERVISORY BOARD IN
2018
14 PROPOSAL TO ADJUST THE REMUNERATION OF THE Mgmt For For
SUPERVISORY BOARD
15 PROPOSAL TO APPOINT KPMG ACCOUNTANTS N.V. Mgmt For For
AS EXTERNAL AUDITOR FOR THE REPORTING YEAR
2018
16.A PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO ISSUE
ORDINARY SHARES OR GRANT RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES (5%)
16.B PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO RESTRICT OR
EXCLUDE PRE-EMPTION RIGHTS WITH REGARDS TO
16A
16.C PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO ISSUE
SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR
ORDINARY SHARES IN CONNECTION WITH OR ON
THE OCCASION OF MERGERS, ACQUISITIONS
AND/OR (STRATEGIC) ALLIANCES (5%)
16.D PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO RESTRICT OR
EXCLUDE PRE-EMPTION RIGHTS WITH REGARDS TO
16C
17.A PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ACQUIRE ORDINARY SHARES :
AUTHORIZATION TO REPURCHASE ORDINARY SHARES
UP TO 10% OF THE ISSUED SHARE CAPITAL
17.B PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ACQUIRE ORDINARY SHARES :
AUTHORIZATION TO REPURCHASE ADDITIONAL
ORDINARY SHARES UP TO 10% OF THE ISSUED
SHARE CAPITAL
18 PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For
19 ANY OTHER BUSINESS Non-Voting
20 CLOSING Non-Voting
CMMT 20 MAR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTION 12. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CELGENE CORPORATION Agenda Number: 934609023
--------------------------------------------------------------------------------------------------------------------------
Security: 151020104
Meeting Type: Annual
Meeting Date: 14-Jun-2017
Ticker: CELG
ISIN: US1510201049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT J. HUGIN Mgmt For For
MARK J. ALLES Mgmt For For
RICHARD W BARKER D PHIL Mgmt For For
MICHAEL W. BONNEY Mgmt For For
MICHAEL D. CASEY Mgmt For For
CARRIE S. COX Mgmt For For
MICHAEL A. FRIEDMAN, MD Mgmt For For
JULIA A. HALLER, M.D. Mgmt For For
GILLA S. KAPLAN, PH.D. Mgmt For For
JAMES J. LOUGHLIN Mgmt For For
ERNEST MARIO, PH.D. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2017.
3. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF Mgmt For For
THE COMPANY'S STOCK INCENTIVE PLAN.
4. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
5. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
6. STOCKHOLDER PROPOSAL TO REQUEST A BY-LAW Shr Against For
PROVISION LIMITING MANAGEMENT'S ACCESS TO
VOTE TALLIES PRIOR TO THE ANNUAL MEETING
WITH RESPECT TO CERTAIN EXECUTIVE PAY
MATTERS, DESCRIBED IN MORE DETAIL IN THE
PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
DOLLARAMA INC. Agenda Number: 934608297
--------------------------------------------------------------------------------------------------------------------------
Security: 25675T107
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: DLMAF
ISIN: CA25675T1075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOSHUA BEKENSTEIN Mgmt For For
GREGORY DAVID Mgmt For For
ELISA D. GARCIA C. Mgmt For For
STEPHEN GUNN Mgmt For For
NICHOLAS NOMICOS Mgmt For For
LARRY ROSSY Mgmt For For
NEIL ROSSY Mgmt For For
RICHARD ROY Mgmt For For
HUW THOMAS Mgmt For For
02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, Mgmt For For
CHARTERED PROFESSIONAL ACCOUNTANTS, AS
AUDITOR OF THE CORPORATION FOR THE ENSUING
YEAR AND AUTHORIZING THE DIRECTORS TO FIX
ITS REMUNERATION.
03 ADOPTION OF AN ORDINARY RESOLUTION Mgmt For For
RATIFYING AND CONFIRMING BY-LAW NO. 2 OF
THE CORPORATION SETTING ADVANCE NOTICE
REQUIREMENTS FOR NOMINATIONS OF DIRECTORS
BY SHAREHOLDERS, AS MORE PARTICULARLY
DESCRIBED IN THE ACCOMPANYING MANAGEMENT
PROXY CIRCULAR.
04 ADOPTION OF AN ADVISORY NON-BINDING Mgmt For For
RESOLUTION IN RESPECT OF THE CORPORATION'S
APPROACH TO EXECUTIVE COMPENSATION, AS MORE
PARTICULARLY DESCRIBED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA ENTERPRISES LTD, ALBION, QLD Agenda Number: 707444333
--------------------------------------------------------------------------------------------------------------------------
Security: Q32503106
Meeting Type: AGM
Meeting Date: 07-Nov-2016
Ticker:
ISIN: AU000000DMP0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 1, 3 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) 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 *
2 RE-ELECTION OF PAUL BURGESS CAVE AS Mgmt For For
NON-EXECUTIVE DIRECTOR
3 RENEWAL OF PROPORTIONAL TAKEOVER BID Mgmt For For
PROVISIONS
CMMT 26 OCT 2016: PLEASE NOTE THAT THE BOARD OF Non-Voting
DIRECTORS DOES NOT MAKE ANY VOTE
RECOMMENDATIONS FOR THE RESOLUTION NUMBER
1. THANK YOU.
CMMT 26 OCT 2016: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA GROUP PLC Agenda Number: 707642523
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV37159
Meeting Type: OGM
Meeting Date: 10-Jan-2017
Ticker:
ISIN: GB00BYN59130
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
��Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 711242 DUE TO RECEIPT OF SEDOL.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU.
CMMT THE BOARD HAS NOT CONSIDERED WHETHER THE Non-Voting
RESOLUTION IS IN THE BEST INTERESTS OF THE
COMPANY, GIVEN THE INTERESTS OF EACH OF THE
DIRECTORS IN THE RESOLUTION. ACCORDINGLY,
THE BOARD CANNOT RECOMMEND THAT
SHAREHOLDERS VOTE IN FAVOUR OF THE
RESOLUTION, BUT RECOMMENDS THAT
SHAREHOLDERS VOTE ON THE RESOLUTION
1 THAT: 1.1 IN RELATION TO CERTAIN DIVIDENDS Mgmt For *
PAID BY THE COMPANY, BEING THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 25 JUNE
2000, THE INTERIM DIVIDEND FOR THE 26 WEEKS
ENDED 1 JULY 2001, THE INTERIM DIVIDEND FOR
THE 26 WEEKS ENDED 30 JUNE 2002, THE
INTERIM DIVIDEND FOR THE 26 WEEKS ENDED 29
JUNE 2003, THE INTERIM DIVIDEND FOR THE 26
WEEKS ENDED 27 JUNE 2004, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 27 JUNE
2010, THE FINAL DIVIDEND FOR THE 52 WEEKS
ENDED 29 DECEMBER 2013, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 29 JUNE
2014, THE FINAL DIVIDEND FOR THE 52 WEEKS
ENDED 28 DECEMBER 2014, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 28 JUNE
2015 AND THE INTERIM DIVIDEND FOR THE 26
WEEKS ENDED 26 JUNE 2016: (A) (I) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 31 DECEMBER 2000) TO THE
PAYMENT OF THE INTERIM DIVIDEND, FOR THE 26
WEEKS ENDED 25 JUNE 2000, OF 0.37 PENCE PER
ORDINARY SHARE OF 5 PENCE EACH IN THE SHARE
CAPITAL OF THE COMPANY (THE ''FIRST OLD
ORDINARY SHARES'' AND EACH A ''FIRST OLD
ORDINARY SHARE'') PAID ON 1 SEPTEMBER 2000
BE AND IS HEREBY AUTHORISED AND CONFIRMED
BY REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (II) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 30
DECEMBER 2001) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 1
JULY 2001, OF 0.57 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 3 SEPTEMBER 2001 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (III) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 29
DECEMBER 2002) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 30
JUNE 2002, OF 0.78 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 4 SEPTEMBER 2002 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (IV) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2003) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 29
JUNE 2003, OF 1.32 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 28 AUGUST 2003 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (V) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 53 WEEKS ENDED 2
JANUARY 2005) TO THE PAYMENT OF THE INTERIM
DIVIDEND, FOR THE 26 WEEKS ENDED 27 JUNE
2004, OF 2.20 PENCE PER FIRST OLD ORDINARY
SHARE PAID ON 26 AUGUST 2004 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VI) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 26
DECEMBER 2010) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 27
JUNE 2010, OF 4.5 PENCE PER ORDINARY SHARE
OF 1.5625 PENCE EACH IN THE SHARE CAPITAL
OF THE COMPANY (THE ''SECOND OLD ORDINARY
SHARES'' AND EACH A ''SECOND OLD ORDINARY
SHARE'') PAID ON 20 AUGUST 2010 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VII) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2014) TO THE PAYMENT OF THE FINAL
DIVIDEND, FOR THE 52 WEEKS ENDED 29
DECEMBER 2013, OF 8.80 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 4 APRIL 2014 BE AND
IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VIII) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2014) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 29
JUNE 2014, OF 7.81 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 5 SEPTEMBER 2014 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (IX) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 27
DECEMBER 2015) TO THE PAYMENT OF THE FINAL
DIVIDEND, FOR THE 52 WEEKS ENDED 28
DECEMBER 2014, OF 9.69 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 27 APRIL 2015 BE AND
IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (X) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 27
DECEMBER 2015) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 28
JUNE 2015, OF 9.0 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 4 SEPTEMBER 2015 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; AND (XI) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE INTERIM ACCOUNTS OF THE
COMPANY FOR THE 39 WEEKS TO 25 SEPTEMBER
2016 AND FILED WITH THE REGISTRAR OF
COMPANIES ON 15 NOVEMBER 2016) TO THE
PAYMENT OF THE INTERIM DIVIDEND, FOR THE 26
WEEKS ENDED 26 JUNE 2016, OF 3.5 PENCE PER
ORDINARY SHARE OF 25/48 OF A PENNY EACH IN
THE SHARE CAPITAL OF THE COMPANY (THE
''ORDINARY SHARES'' AND EACH AN ''ORDINARY
SHARE'') PAID ON 2 SEPTEMBER 2016 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; THE DIVIDENDS REFERRED TO IN
PARAGRAPHS 1.1(A)(I) TO (XI) (INCLUSIVE)
BEING THE ''DIVIDENDS'' AND EACH BEING A
''DIVIDEND''; (B) ANY AND ALL CLAIMS WHICH
THE COMPANY HAS OR MAY HAVE ARISING OUT OF
OR IN CONNECTION WITH THE PAYMENT OF ANY OF
THE DIVIDENDS AGAINST THOSE SHAREHOLDERS
WHO APPEARED ON THE REGISTER OF MEMBERS ON
THE RECORD DATE FOR ANY OF THE DIVIDENDS BE
WAIVED AND RELEASED, AND THAT A DEED OF
RELEASE IN FAVOUR OF SUCH SHAREHOLDERS BE
ENTERED INTO BY THE COMPANY IN THE FORM
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION AND ANY DIRECTOR IN THE
PRESENCE OF A WITNESS OR ANY TWO DIRECTORS
OR ANY DIRECTOR AND THE COMPANY SECRETARY
BE AUTHORISED TO EXECUTE THE DEED OF
RELEASE AS A DEED POLL FOR AND ON BEHALF OF
THE COMPANY; AND (C) ANY DISTRIBUTION
INVOLVED IN THE GIVING OF THE RELEASE
(REFERRED TO IN PARAGRAPH 1.1(B) ABOVE) IN
RELATION TO THE DIVIDENDS BE MADE OUT OF
THE RELEVANT DISTRIBUTABLE PROFITS OF THE
COMPANY APPROPRIATED TO EACH DIVIDEND BY
REFERENCE TO A RECORD DATE IDENTICAL TO THE
RECORD DATE FOR EACH SUCH DIVIDEND; 1.2 IN
RELATION TO THE COMPANY'S PURCHASE OF: (I)
800,000 FIRST OLD ORDINARY SHARES BETWEEN 1
JUNE 2004 AND 31 DECEMBER 2004 (INCLUSIVE)
(THE ''2004 SHARE BUY-BACKS'') (NOW BEING
7,680,000 ORDINARY SHARES FOLLOWING THE
SUB-DIVISION (THE ''FIRST SUB-DIVISION'')
OF THE FIRST OLD ORDINARY SHARES INTO
SECOND OLD ORDINARY SHARES APPROVED BY THE
SHAREHOLDERS OF THE COMPANY BY WAY OF AN
ORDINARY RESOLUTION PASSED ON 26 APRIL 2007
AND EFFECTIVE AS AT 8:00 A.M. ON 27 APRIL
2007 AND THE SUBSEQUENT SUB-DIVISION (THE
''SECOND SUB-DIVISION'') OF THE SECOND OLD
ORDINARY SHARES INTO ORDINARY SHARES
APPROVED BY THE SHAREHOLDERS OF THE COMPANY
BY WAY OF AN ORDINARY RESOLUTION PASSED ON
20 APRIL 2016 AND EFFECTIVE AS AT 8.00 A.M.
ON 27 JUNE 2016); (II) 486,087 FIRST OLD
ORDINARY SHARES BETWEEN 1 APRIL 2005 AND 31
OCTOBER 2005 (INCLUSIVE) (THE ''2005 SHARE
BUY-BACKS'') (NOW BEING 4,666,434 ORDINARY
SHARES FOLLOWING THE FIRST SUB-DIVISION AND
THE SECOND SUBDIVISION); (III) 1,850,000
SECOND OLD ORDINARY SHARES BETWEEN 1 AUGUST
2007 AND 30 SEPTEMBER 2007 (INCLUSIVE) (THE
CONT CONTD (NOW BEING 5,550,000 ORDINARY SHARES Non-Voting
FOLLOWING THE SECOND SUB-DIVISION); (IV)
380,000 SECOND OLD ORDINARY SHARES BETWEEN
10 SEPTEMBER 2014 AND 16 SEPTEMBER 2014
(INCLUSIVE) (THE ''2014 SHARE BUY-BACKS'')
(NOW BEING 1,140,000 ORDINARY SHARES
FOLLOWING THE SECOND SUB-DIVISION); AND (V)
4,172,079 ORDINARY SHARES BETWEEN 8 AUGUST
2016 AND 14 SEPTEMBER 2016 (INCLUSIVE) (THE
''2016 SHARE BUY-BACKS'') (THE 2004 SHARE
BUY-BACKS, THE 2005 SHARE BUY-BACKS, THE
2007 SHARE BUY-BACKS, THE 2014 SHARE
BUY-BACKS AND THE 2016 SHARE BUY-BACKS,
TOGETHER, THE ''SHARE BUY-BACKS''): (A) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 2 JANUARY 2005) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2004 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (B) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 1 JANUARY 2006) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2005 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (C) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 30 DECEMBER 2007) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2007 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (D) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2014) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2014 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (E) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE INTERIM
ACCOUNTS OF THE COMPANY FOR THE 39 WEEKS TO
25 SEPTEMBER 2016 AND FILED WITH THE
REGISTRAR OF COMPANIES ON 15 NOVEMBER 2016)
TO THE PAYMENT OF THE PURCHASE PRICES PAID
IN RESPECT OF THE 2016 SHARE BUY-BACKS BE
AND IS HEREBY AUTHORISED AND CONFIRMED; (F)
THE COMPANY HEREBY CONFIRMS THE TRANSFER OF
THE AMOUNT EQUIVALENT TO THE NOMINAL VALUE
OF 22,068,513 ORDINARY SHARES PURPORTEDLY
PURCHASED PURSUANT TO THE SHARE BUY-BACKS
FROM THE COMPANY'S SHARE CAPITAL TO THE
CAPITAL REDEMPTION RESERVE; (G) THE COMPANY
BE AND IS HEREBY AUTHORISED FOR THE
PURPOSES OF SECTION 694 OF THE COMPANIES
ACT 2006 (THE ''ACT'') TO MAKE 'OFF-MARKET'
PURCHASES (WITHIN THE MEANING OF SECTION
693(2) OF THE ACT) OF, IN AGGREGATE,
23,208,513 ORDINARY SHARES IN ACCORDANCE
WITH THE TERMS OF THE PROPOSED BUY-BACK
DEEDS TO BE ENTERED INTO BETWEEN THE
COMPANY AND (AS APPLICABLE) GCA ALTIUM
LIMITED (''ALTIUM'') OR NUMIS SECURITIES
LIMITED (''NUMIS'' AND TOGETHER WITH
ALTIUM, THE ''BROKERS''), IN SUCH FORM AS
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION, FOR THE AGGREGATE
CONSIDERATION OF GBP 1 PAYABLE BY THE
COMPANY TO EACH OF THE BROKERS (THE
''BUY-BACK DEEDS''), SUCH AUTHORITY TO
EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL
GENERAL MEETING OF THE COMPANY OR, IF
EARLIER, ON 30 JUNE 2017 (UNLESS RENEWED,
VARIED OR REVOKED BY THE COMPANY PRIOR TO
OR ON THAT DATE); (H) ANY DIRECTOR IN THE
PRESENCE OF A WITNESS OR ANY TWO DIRECTORS
OR ANY DIRECTOR AND THE COMPANY SECRETARY
BE AUTHORISED TO EXECUTE EACH OF THE
BUY-BACK DEEDS AS A DEED FOR AND ON BEHALF
OF THE COMPANY; (I) ANY AND ALL CLAIMS
WHICH THE COMPANY HAS OR MAY HAVE ARISING
OUT OF OR IN CONNECTION WITH THE PAYMENTS
MADE FOR THE SHARE BUY-BACKS (INCLUDING ANY
RELATED INTEREST ACCRUED THEREON) AGAINST
ANY OF THE BROKERS BE WAIVED AND RELEASED
IN ACCORDANCE WITH THE BUY-BACK DEEDS; AND
(J) ANY DISTRIBUTION INVOLVED IN THE GIVING
OF THE RELEASE TO THE BROKERS PURSUANT TO
THE TERMS OF THE BUY-BACK DEEDS IN RELATION
TO THE SHARE BUY-BACKS BE MADE OUT OF THE
RELEVANT DISTRIBUTABLE PROFITS OF THE
COMPANY APPROPRIATED TO EACH SHARE BUY-BACK
BY REFERENCE TO A PAYMENT DATE IDENTICAL TO
THE PAYMENT DATE FOR EACH SUCH SHARE
BUY-BACK; 1.3 IN RELATION TO CERTAIN
ASSISTANCE GIVEN BY THE COMPANY TO DOMINOS
PIZZA UK & IRL PLC EMPLOYEE BENEFIT TRUST
OR, WHERE THE CONTEXT REQUIRES, ELIAN
EMPLOYEE BENEFIT TRUSTEE LIMITED AS TRUSTEE
FOR DOMINOS PIZZA UK & IRL PLC EMPLOYEE
BENEFIT TRUST (THE ''EMPLOYEE BENEFIT
TRUST''). (A) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2003) TO THE ASSISTANCE GIVEN BY
THE COMPANY IN GUARANTEEING THE OBLIGATIONS
OF THE EMPLOYEE BENEFIT TRUST TO REPAY THE
SUM OF GBP 5,162,000 IN RESPECT OF THIRD
PARTY BANK BORROWINGS INCURRED BY THE
EMPLOYEE BENEFIT TRUST IN OCTOBER 2003 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE DATE ON WHICH SUCH
LIABILITY WAS INCURRED BY THE COMPANY; (B)
THE APPROPRIATION OF DISTRIBUTABLE PROFITS
OF THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 2 JANUARY 2005) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN
GUARANTEEING THE OBLIGATIONS OF THE
EMPLOYEE BENEFIT TRUST TO REPAY THE SUM OF
GBP 1,250,000 IN RESPECT OF THIRD PARTY
BANK BORROWINGS INCURRED BY THE EMPLOYEE
BENEFIT TRUST IN OCTOBER 2004 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE DATE ON WHICH SUCH
LIABILITY WAS INCURRED BY THE COMPANY; (C)
THE APPROPRIATION OF DISTRIBUTABLE PROFITS
OF THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2008) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN
GUARANTEEING THE OBLIGATIONS OF THE
EMPLOYEE BENEFIT TRUST TO REPAY THE SUM OF
GBP 2,367,000 IN RESPECT OF THIRD PARTY
BANK BORROWINGS INCURRED BY THE EMPLOYEE
BENEFIT TRUST IN 2008 BE AND IS HEREBY
AUTHORISED AND CONFIRMED BY REFERENCE TO
THE DATE ON WHICH SUCH LIABILITY WAS
INCURRED BY THE COMPANY; (D) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2014) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN MAKING
THE PAYMENT AS A GIFT TO THE EMPLOYEE
BENEFIT TRUST (THE ''EBT PAYMENT'') OF GBP
2,839,189 IN SEPTEMBER 2014 TO SATISFY
CERTAIN ENTITLEMENTS UNDER THE COMPANY'S
LONG TERM INCENTIVE PLAN BE AND IS HEREBY
AUTHORISED AND CONFIRMED BY REFERENCE TO
THE DATE ON WHICH SUCH PAYMENT WAS MADE BY
THE COMPANY TO THE EMPLOYEE BENEFIT TRUST;
THE LIABILITIES REFERRED TO IN PARAGRAPHS
1.3(A) TO (C) (INCLUSIVE) BEING THE ''EBT
LIABILITIES'' AND EACH BEING AN ''EBT
LIABILITY'' AND TOGETHER WITH THE EBT
PAYMENT THE ''EBT PAYMENT AND
LIABILITIES''; (E) ANY AND ALL CLAIMS WHICH
THE COMPANY HAS OR MAY HAVE ARISING, OUT OF
OR IN CONNECTION WITH THE INCURRENCE OF ANY
OF THE EBT LIABILITIES OR THE MAKING OF THE
EBT PAYMENT AGAINST THE EMPLOYEE BENEFIT
TRUST BE WAIVED AND RELEASED, AND THAT A
DEED OF RELEASE IN FAVOUR OF THE EMPLOYEE
BENEFIT TRUST BE ENTERED INTO BY THE
COMPANY IN THE FORM PRODUCED TO THE GENERAL
MEETING AND INITIALLED BY THE CHAIRMAN FOR
THE PURPOSES OF IDENTIFICATION AND ANY
DIRECTOR IN THE PRESENCE OF A WITNESS OR
ANY TWO DIRECTORS OR ANY DIRECTOR AND THE
COMPANY SECRETARY BE AUTHORISED TO EXECUTE
THE DEED OF RELEASE AS A DEED FOR AND ON
BEHALF OF THE COMPANY; AND (F) ANY
DISTRIBUTION INVOLVED IN THE GIVING OF THE
RELEASE (REFERRED TO IN PARAGRAPH 1.3(E)
ABOVE) IN RELATION TO THE EBT PAYMENT AND
LIABILITIES BE MADE OUT OF THE RELEVANT
DISTRIBUTABLE PROFITS OF THE COMPANY
APPROPRIATED TO EACH EBT PAYMENT AND
LIABILITIES BY REFERENCE TO A DATE
IDENTICAL TO THE DATE ON WHICH EACH OF THE
EBT PAYMENT AND LIABILITIES WAS INCURRED OR
MADE (AS APPROPRIATE); AND 1.4 ANY AND ALL
CLAIMS WHICH THE COMPANY HAS OR MAY HAVE
AGAINST EACH OF ITS DIRECTORS (WHETHER PAST
OR PRESENT) ARISING OUT OF OR IN CONNECTION
WITH THE APPROVAL, DECLARATION OR PAYMENT
OF: (A) THE DIVIDENDS; (B) THE SHARE
BUY-BACKS; AND (C) THE EBT PAYMENT AND
LIABILITIES, BE WAIVED AND RELEASED AND A
DEED OF RELEASE IN FAVOUR OF SUCH PERSONS
BE ENTERED INTO BY THE COMPANY IN THE FORM
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION AND ANY DIRECTOR IN THE
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA GROUP PLC Agenda Number: 707857287
--------------------------------------------------------------------------------------------------------------------------
Security: G28113101
Meeting Type: AGM
Meeting Date: 20-Apr-2017
Ticker:
ISIN: GB00BYN59130
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ADOPT THE COMPANY'S ANNUAL REPORT AND Mgmt For For
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR
ENDED 25 DECEMBER 2016
2 RE-APPOINTMENT OF THE AUDITOR: ERNST & Mgmt For For
YOUNG LLP
3 TO AUTHORISE THE AUDIT COMMITTEE TO AGREE Mgmt For For
THE REMUNERATION OF THE AUDITOR
4 TO DECLARE A FINAL DIVIDEND OF 4.5P PER Mgmt For For
ORDINARY SHARE IN RESPECT OF THE YEAR ENDED
25 DECEMBER 2016
5 RE-ELECTION OF STEPHEN HEMSLEY AS A Mgmt For For
DIRECTOR
6 RE-ELECTION OF COLIN HALPERN AS A DIRECTOR Mgmt For For
7 RE-ELECTION OF DAVID WILD AS A DIRECTOR Mgmt For For
8 RE-ELECTION OF KEVIN HIGGINS AS A DIRECTOR Mgmt For For
9 RE-ELECTION OF EBBE JACOBSEN AS A DIRECTOR Mgmt For For
10 RE-ELECTION OF HELEN KEAYS AS A DIRECTOR Mgmt For For
11 RE-ELECTION OF STEVE BARBER AS A DIRECTOR Mgmt For For
12 ELECTION OF RACHEL OSBORNE AS A DIRECTOR Mgmt For For
13 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT
14 AUTHORITY TO ALLOT SHARES Mgmt For For
15 POLITICAL DONATIONS Mgmt For For
16 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
17 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
(ADDITIONAL AUTHORITY)
18 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
19 TO REDUCE NOTICE OF GENERAL MEETINGS (OTHER Mgmt For For
THAN AN ANNUAL GENERAL MEETING) TO 14 CLEAR
DAYS
--------------------------------------------------------------------------------------------------------------------------
ELECTRONIC ARTS INC. Agenda Number: 934450103
--------------------------------------------------------------------------------------------------------------------------
Security: 285512109
Meeting Type: Annual
Meeting Date: 28-Jul-2016
Ticker: EA
ISIN: US2855121099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LEONARD S. COLEMAN Mgmt For For
1B. ELECTION OF DIRECTOR: JAY C. HOAG Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFREY T. HUBER Mgmt For For
1D. ELECTION OF DIRECTOR: VIVEK PAUL Mgmt For For
1E. ELECTION OF DIRECTOR: LAWRENCE F. PROBST Mgmt For For
1F. ELECTION OF DIRECTOR: TALBOTT ROCHE Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD A. SIMONSON Mgmt For For
1H. ELECTION OF DIRECTOR: LUIS A. UBINAS Mgmt For For
1I. ELECTION OF DIRECTOR: DENISE F. WARREN Mgmt For For
1J. ELECTION OF DIRECTOR: ANDREW WILSON Mgmt For For
2. APPROVE AMENDMENTS TO OUR EXECUTIVE BONUS Mgmt For For
PLAN.
3. APPROVE AMENDMENTS TO OUR 2000 EQUITY Mgmt For For
INCENTIVE PLAN.
4. APPROVE AN AMENDMENT TO OUR 2000 EMPLOYEE Mgmt For For
STOCK PURCHASE PLAN.
5. ADVISORY VOTE ON THE COMPENSATION OF THE Mgmt For For
NAMED EXECUTIVE OFFICERS.
6. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
... (DUE TO SPACE LIMITS, SEE PROXY
STATEMENT FOR FULL PROPOSAL)
--------------------------------------------------------------------------------------------------------------------------
FACEBOOK INC. Agenda Number: 934590870
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: FB
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MARC L. ANDREESSEN Mgmt For For
ERSKINE B. BOWLES Mgmt For For
S.D.DESMOND-HELLMANN Mgmt For For
REED HASTINGS Mgmt For For
JAN KOUM Mgmt For For
SHERYL K. SANDBERG Mgmt For For
PETER A. THIEL Mgmt For For
MARK ZUCKERBERG Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. A STOCKHOLDER PROPOSAL REGARDING CHANGE IN Shr Against For
STOCKHOLDER VOTING.
4. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT.
5. A STOCKHOLDER PROPOSAL REGARDING FALSE Shr Against For
NEWS.
6. A STOCKHOLDER PROPOSAL REGARDING A GENDER Shr Against For
PAY EQUITY REPORT.
7. A STOCKHOLDER PROPOSAL REGARDING AN Shr Against For
INDEPENDENT CHAIR.
--------------------------------------------------------------------------------------------------------------------------
FIRST REPUBLIC BANK Agenda Number: 934551575
--------------------------------------------------------------------------------------------------------------------------
Security: 33616C100
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: FRC
ISIN: US33616C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES H. HERBERT, II Mgmt For For
1B. ELECTION OF DIRECTOR: KATHERINE Mgmt For For
AUGUST-DEWILDE
1C. ELECTION OF DIRECTOR: THOMAS J. BARRACK, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: FRANK J. FAHRENKOPF, Mgmt For For
JR.
1E. ELECTION OF DIRECTOR: L. MARTIN GIBBS Mgmt For For
1F. ELECTION OF DIRECTOR: BORIS GROYSBERG Mgmt For For
1G. ELECTION OF DIRECTOR: SANDRA R. HERNANDEZ Mgmt For For
1H. ELECTION OF DIRECTOR: PAMELA J. JOYNER Mgmt For For
1I. ELECTION OF DIRECTOR: REYNOLD LEVY Mgmt For For
1J. ELECTION OF DIRECTOR: DUNCAN L. NIEDERAUER Mgmt For For
1K. ELECTION OF DIRECTOR: GEORGE G.C. PARKER Mgmt For For
1L. ELECTION OF DIRECTOR: CHERYL SPIELMAN Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT AUDITORS OF FIRST REPUBLIC BANK
FOR THE FISCAL YEAR ENDED DECEMBER 31,
2017.
3. TO APPROVE THE FIRST REPUBLIC BANK 2017 Mgmt For For
EXECUTIVE INCENTIVE PLAN.
4. TO APPROVE THE FIRST REPUBLIC BANK 2017 Mgmt For For
OMNIBUS AWARD PLAN.
5. TO DETERMINE, BY ADVISORY (NON-BINDING) Mgmt 1 Year For
VOTE, THE FREQUENCY OF FUTURE VOTES
APPROVING COMPENSATION OF OUR EXECUTIVE
OFFICERS ("SAY ON PAY" VOTES).
6. TO APPROVE, BY ADVISORY (NON-BINDING) VOTE, Mgmt For For
THE COMPENSATION OF OUR EXECUTIVE OFFICERS
(A "SAY ON PAY" VOTE).
7. SHAREHOLDER PROPOSAL REQUESTING FIRST Shr Against For
REPUBLIC BANK TO PREPARE AN EMPLOYMENT
DIVERSITY REPORT.
--------------------------------------------------------------------------------------------------------------------------
HCA HOLDINGS, INC. Agenda Number: 934546168
--------------------------------------------------------------------------------------------------------------------------
Security: 40412C101
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: HCA
ISIN: US40412C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. MILTON JOHNSON Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT J. DENNIS Mgmt For For
1C. ELECTION OF DIRECTOR: NANCY-ANN DEPARLE Mgmt For For
1D. ELECTION OF DIRECTOR: THOMAS F. FRIST III Mgmt For For
1E. ELECTION OF DIRECTOR: WILLIAM R. FRIST Mgmt For For
1F. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, Mgmt For For
JR.
1G. ELECTION OF DIRECTOR: ANN H. LAMONT Mgmt For For
1H. ELECTION OF DIRECTOR: JAY O. LIGHT Mgmt For For
1I. ELECTION OF DIRECTOR: GEOFFREY G. MEYERS Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE J. RILEY, M.D. Mgmt For For
1K. ELECTION OF DIRECTOR: JOHN W. ROWE, M.D. Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017
3. ADVISORY VOTE TO APPROVE OUR NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION
4. TO APPROVE AN AMENDMENT TO OUR AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
ALLOW STOCKHOLDERS OWNING AN AGGREGATE OF
25% OF OUR OUTSTANDING COMMON STOCK TO
REQUEST SPECIAL MEETINGS OF STOCKHOLDERS
5. STOCKHOLDER PROPOSAL, IF PROPERLY PRESENTED Shr Against For
AT THE MEETING, REQUESTING THAT THE BOARD
OF DIRECTORS IMPLEMENT CHANGES TO OUR
GOVERNING DOCUMENTS TO ALLOW STOCKHOLDERS
OWNING AN AGGREGATE OF 10% OF OUR
OUTSTANDING COMMON STOCK TO CALL SPECIAL
MEETINGS OF STOCKHOLDERS
--------------------------------------------------------------------------------------------------------------------------
HERMES INTERNATIONAL SA, PARIS Agenda Number: 708081651
--------------------------------------------------------------------------------------------------------------------------
Security: F48051100
Meeting Type: MIX
Meeting Date: 06-Jun-2017
Ticker:
ISIN: FR0000052292
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE IN THE FRENCH MARKET THAT THE Non-Voting
ONLY VALID VOTE OPTIONS ARE "FOR" AND
"AGAINST" A VOTE OF "ABSTAIN" WILL BE
TREATED AS AN "AGAINST" VOTE.
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting
DO NOT HOLD 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 Non-Voting
PRESENTED 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 PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
https://balo.journal-officiel.gouv.fr/pdf/2
017/0426/201704261701323.pdf
O.1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For
STATEMENTS
O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
O.3 GRANT OF DISCHARGE TO THE MANAGEMENT Mgmt For For
O.4 ALLOCATION OF INCOME - DISTRIBUTION OF THE Mgmt For For
ORDINARY DIVIDEND
O.5 APPROVAL OF THE REGULATED AGREEMENTS AND Mgmt For For
COMMITMENTS
O.6 AUTHORISATION GRANTED TO MANAGEMENT TO Mgmt For For
TRADE IN COMPANY SHARES
O.7 REVIEW OF THE COMPENSATION OWED OR PAID TO Mgmt For For
MR AXEL DUMAS, MANAGER, FOR THE FINANCIAL
YEAR ENDED 31 DECEMBER 2016
O.8 REVIEW OF THE COMPENSATION OWED OR PAID TO Mgmt For For
THE COMPANY EMILE HERMES, SARL, MANAGER,
FOR THE FINANCIAL YEAR ENDED 31 DECEMBER
2016
O.9 RENEWAL OF THE TERM OF MS MONIQUE COHEN AS Mgmt For For
A MEMBER OF THE SUPERVISORY BOARD FOR A
PERIOD OF THREE YEARS
O.10 RENEWAL OF THE TERM OF MR RENAUD MOMMEJA AS Mgmt For For
A MEMBER OF THE SUPERVISORY BOARD FOR A
PERIOD OF THREE YEARS
O.11 RENEWAL OF THE TERM OF MR ERIC DE SEYNES AS Mgmt For For
A MEMBER OF THE SUPERVISORY BOARD FOR A
PERIOD OF THREE YEARS
O.12 APPOINTMENT OF MS DOROTHEE ALTMAYER AS A Mgmt For For
NEW MEMBER OF THE SUPERVISORY BOARD FOR A
THREE-YEAR TERM
O.13 APPOINTMENT OF MS OLYMPIA GUERRAND AS NEW Mgmt For For
MEMBER OF THE SUPERVISORY BOARD FOR A
ONE-YEAR TERM
O.14 INCREASING THE OVERALL AMOUNT OF ATTENDANCE Mgmt For For
FEES AND REMUNERATIONS TO THE SUPERVISORY
BOARD
O.15 RENEWAL OF PRICEWATERHOUSECOOPERS AUDIT'S Mgmt For For
TERM AS STATUTORY AUDITOR OF THE COMPANY
FOR A PERIOD OF SIX FINANCIAL YEARS, AND
END OF MR ETIENNE BORIS' TERM AS DEPUTY
STATUTORY AUDITOR
O.16 RENEWAL OF CABINET DIDIER KLING & ASSOCIES' Mgmt For For
TERM AS STATUTORY AUDITOR FOR A PERIOD OF
SIX FINANCIAL YEARS, AND END OF MS.
DOMINIQUE MAHIAS' TERM AS DEPUTY STATUTORY
AUDITOR
E.17 AUTHORISATION TO BE GRANTED TO THE Mgmt For For
MANAGEMENT TO REDUCE THE SHARE CAPITAL BY
CANCELLING ALL OR PART OF THE TREASURY
SHARES HELD BY THE COMPANY (ARTICLE
L.225-209 OF THE FRENCH COMMERCIAL CODE) -
GENERAL CANCELLATION PROGRAMME
E.18 DELEGATION OF AUTHORITY FOR THE MANAGEMENT Mgmt For For
TO INCREASE THE CAPITAL BY INCORPORATING
RESERVES, PROFITS AND/OR PREMIUMS AND BY
FREELY ALLOCATING SHARES AND/OR INCREASING
THE NOMINAL VALUE OF EXISTING SHARES
E.19 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE MANAGEMENT TO DECIDE UPON ISSUING
SHARES AND/OR ANY OTHER SECURITIES THAT
GRANT ACCESS TO THE CAPITAL, WITH RETENTION
OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT
E.20 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE MANAGEMENT TO DECIDE UPON ISSUING
SHARES AND/OR ANY OTHER SECURITIES THAT
GRANT ACCESS TO THE CAPITAL, WITH
CANCELLATION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT, BUT WITH THE AUTHORITY
TO GRANT A PRIORITY PERIOD, THROUGH A
PUBLIC OFFER
E.21 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE MANAGEMENT TO DECIDE UPON INCREASING
THE SHARE CAPITAL BY ISSUING SHARES AND/OR
SECURITIES THAT GRANT ACCESS TO CAPITAL
RESERVED FOR MEMBERS OF A COMPANY OR GROUP
SAVINGS SCHEME, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT
E.22 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE MANAGEMENT TO DECIDE UPON ISSUING
SHARES AND/OR ANY OTHER SECURITIES THAT
GRANT ACCESS TO THE CAPITAL, WITH
CANCELLATION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT, THROUGH A PRIVATE
PLACEMENT PURSUANT TO ARTICLE L.411-2 II OF
THE FRENCH MONETARY AND FINANCIAL CODE
E.23 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE MANAGEMENT TO DECIDE UPON ISSUING
SHARES AND/OR SECURITIES THAT GRANT ACCESS
TO THE CAPITAL, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT, IN ORDER TO
REMUNERATE CONTRIBUTIONS IN KIND GRANTED TO
THE COMPANY RELATED TO EQUITY SECURITIES OR
SECURITIES THAT GRANT ACCESS TO THE CAPITAL
E.24 DELEGATION OF POWERS TO CARRY OUT ALL LEGAL Mgmt For For
FORMALITIES RELATED TO THE GENERAL MEETING
--------------------------------------------------------------------------------------------------------------------------
INFINEON TECHNOLOGIES AG Agenda Number: 707682844
--------------------------------------------------------------------------------------------------------------------------
Security: D35415104
Meeting Type: AGM
Meeting Date: 16-Feb-2017
Ticker:
ISIN: DE0006231004
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 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 Non-Voting
ON 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 Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
01.02.2017. 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 Non-Voting
REPORTS FOR FISCAL 2016
2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt Take No Action
OF EUR 0.22 PER SHARE
3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt Take No Action
FISCAL 2016
4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt Take No Action
FISCAL 2016
5 RATIFY KPMG AG AS AUDITORS FOR FISCAL 2017 Mgmt Take No Action
6 ELECT GERALDINE PICAUD TO THE SUPERVISORY Mgmt Take No Action
BOARD
7 APPROVE AFFILIATION AGREEMENT WITH Mgmt Take No Action
SUBSIDIARY INFINEON TECHNOLOGIES MANTEL 28
GMBH
8 APPROVE AFFILIATION AGREEMENT WITH Mgmt Take No Action
SUBSIDIARY INFINEON TECHNOLOGIES MANTEL 29
GMBH
--------------------------------------------------------------------------------------------------------------------------
INTUITIVE SURGICAL, INC. Agenda Number: 934539884
--------------------------------------------------------------------------------------------------------------------------
Security: 46120E602
Meeting Type: Annual
Meeting Date: 20-Apr-2017
Ticker: ISRG
ISIN: US46120E6023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: CRAIG H. BARRATT, Mgmt For For
PH.D.
1B. ELECTION OF DIRECTOR: MICHAEL A. FRIEDMAN, Mgmt For For
M.D.
1C. ELECTION OF DIRECTOR: GARY S. GUTHART, Mgmt For For
PH.D.
1D. ELECTION OF DIRECTOR: AMAL M. JOHNSON Mgmt For For
1E. ELECTION OF DIRECTOR: KEITH R. LEONARD, JR. Mgmt For For
1F. ELECTION OF DIRECTOR: ALAN J. LEVY, PH.D. Mgmt For For
1G. ELECTION OF DIRECTOR: JAMI DOVER NACHTSHEIM Mgmt For For
1H. ELECTION OF DIRECTOR: MARK J. RUBASH Mgmt For For
1I. ELECTION OF DIRECTOR: LONNIE M. SMITH Mgmt For For
2. TO APPROVE, BY ADVISORY VOTE, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
3. TO VOTE, ON AN ADVISORY BASIS, ON THE Mgmt 1 Year For
FREQUENCY OF THE ADVISORY VOTE ON THE
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. THE RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP ("PWC") AS THE
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
5. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE INTUITIVE SURGICAL, INC. 2000 EMPLOYEE
STOCK PURCHASE PLAN.
6. TO APPROVE THE AMENDMENT AND RESTATEMENT OF Mgmt For For
THE INTUITIVE SURGICAL, INC. 2010 INCENTIVE
AWARD PLAN.
--------------------------------------------------------------------------------------------------------------------------
NETFLIX, INC. Agenda Number: 934599830
--------------------------------------------------------------------------------------------------------------------------
Security: 64110L106
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: NFLX
ISIN: US64110L1061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
REED HASTINGS Mgmt For For
JAY HOAG Mgmt For For
A. GEORGE (SKIP) BATTLE Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017.
3. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE OFFICER COMPENSATION.
4. ADVISORY APPROVAL OF THE FREQUENCY OF VOTES Mgmt 1 Year For
ON THE COMPANY'S EXECUTIVE OFFICER
COMPENSATION.
5. STOCKHOLDER PROPOSAL REGARDING PROXY Shr Against For
ACCESS, IF PROPERLY PRESENTED AT THE
MEETING.
6. STOCKHOLDER PROPOSAL REGARDING AN ANNUAL Shr Against For
SUSTAINABILITY REPORT, IF PROPERLY
PRESENTED AT THE MEETING.
7. STOCKHOLDER PROPOSAL REGARDING AN EMISSIONS Shr Against For
REPORT, IF PROPERLY PRESENTED AT THE
MEETING.
8. STOCKHOLDER PROPOSAL REGARDING ELECTING Shr Against For
EACH DIRECTOR ANNUALLY, IF PROPERLY
PRESENTED AT THE MEETING.
9. STOCKHOLDER PROPOSAL REGARDING SIMPLE Shr Against For
MAJORITY VOTING, IF PROPERLY PRESENTED AT
THE MEETING.
10. STOCKHOLDER PROPOSAL TO AMEND SECTION 3.3 Shr Against For
OF THE BYLAWS TO MAJORITY VOTE, IF PROPERLY
PRESENTED AT THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 934466687
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 22-Sep-2016
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ALAN B. GRAF, JR. Mgmt For For
MICHELLE A. PELUSO Mgmt For For
PHYLLIS M. WISE Mgmt For For
2. TO APPROVE EXECUTIVE COMPENSATION BY AN Mgmt For For
ADVISORY VOTE.
3. TO APPROVE AN AMENDMENT TO THE NIKE, INC. Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN.
4. TO CONSIDER A SHAREHOLDER PROPOSAL Shr Against For
REGARDING POLITICAL CONTRIBUTIONS
DISCLOSURE.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
NVIDIA CORPORATION Agenda Number: 934585540
--------------------------------------------------------------------------------------------------------------------------
Security: 67066G104
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: NVDA
ISIN: US67066G1040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ROBERT K. BURGESS Mgmt For For
1B. ELECTION OF DIRECTOR: TENCH COXE Mgmt For For
1C. ELECTION OF DIRECTOR: PERSIS S. DRELL Mgmt For For
1D. ELECTION OF DIRECTOR: JAMES C. GAITHER Mgmt For For
1E. ELECTION OF DIRECTOR: JEN-HSUN HUANG Mgmt For For
1F. ELECTION OF DIRECTOR: DAWN HUDSON Mgmt For For
1G. ELECTION OF DIRECTOR: HARVEY C. JONES Mgmt For For
1H. ELECTION OF DIRECTOR: MICHAEL G. MCCAFFERY Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM J. MILLER Mgmt For For
1J. ELECTION OF DIRECTOR: MARK L. PERRY Mgmt For For
1K. ELECTION OF DIRECTOR: A. BROOKE SEAWELL Mgmt For For
1L. ELECTION OF DIRECTOR: MARK A. STEVENS Mgmt For For
2. APPROVAL OF OUR EXECUTIVE COMPENSATION. Mgmt For For
3. APPROVAL OF THE FREQUENCY OF HOLDING A VOTE Mgmt 1 Year For
ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR FISCAL YEAR 2018.
--------------------------------------------------------------------------------------------------------------------------
REA GROUP LTD, RICHMOND Agenda Number: 707444268
--------------------------------------------------------------------------------------------------------------------------
Security: Q8051B108
Meeting Type: AGM
Meeting Date: 08-Nov-2016
Ticker:
ISIN: AU000000REA9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 2, 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
2 TO ADOPT THE REMUNERATION REPORT Mgmt For For
3.A TO ELECT MR MICHAEL MILLER AS A DIRECTOR Mgmt For For
3.B TO ELECT MS SUSAN PANUCCIO AS A DIRECTOR Mgmt For For
3.C TO RE-ELECT MR RICHARD FREUDENSTEIN AS A Mgmt For For
DIRECTOR
4 TO INCREASE THE MAXIMUM AGGREGATE FEES Mgmt For For
PAYABLE TO NON-EXECUTIVE DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
SABMILLER PLC, WOKING SURREY Agenda Number: 707207646
--------------------------------------------------------------------------------------------------------------------------
Security: G77395104
Meeting Type: AGM
Meeting Date: 21-Jul-2016
Ticker:
ISIN: GB0004835483
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE THE FINANCIAL STATEMENTS OF THE Mgmt For For
COMPANY AND THE REPORTS OF THE DIRECTORS
AND AUDITORS FOR THE YEAR ENDED 31 MARCH
2016
2 TO APPROVE THE DIRECTORS REMUNERATION Mgmt For For
REPORT 2016, OTHER THAN THE DIRECTORS
REMUNERATION POLICY, CONTAINED IN THE
ANNUAL REPORT FOR THE YEAR ENDED 31 MARCH
2016
3 TO RE-ELECT MR. J P DU PLESSIS AS A Mgmt For For
DIRECTOR OF THE COMPANY
4 TO RE-ELECT MR. A J CLARK AS A DIRECTOR OF Mgmt For For
THE COMPANY
5 TO ELECT MR. D J DE LORENZO AS A DIRECTOR Mgmt For For
OF THE COMPANY
6 TO RE-ELECT MR. M H ARMOUR AS A DIRECTOR OF Mgmt For For
THE COMPANY
7 TO RE-ELECT MR. D R BERAN AS A DIRECTOR OF Mgmt For For
THE COMPANY
8 TO RE-ELECT MR. G C BIBLE AS A DIRECTOR OF Mgmt For For
THE COMPANY
9 TO RE-ELECT MR. D S DEVITRE AS A DIRECTOR Mgmt For For
OF THE COMPANY
10 TO RE-ELECT MR. G R ELLIOTT AS A DIRECTOR Mgmt For For
OF THE COMPANY
11 TO RE-ELECT MS. L M S KNOX AS A DIRECTOR OF Mgmt For For
THE COMPANY
12 TO RE-ELECT MR. T A MANUEL AS A DIRECTOR OF Mgmt For For
THE COMPANY
13 TO RE-ELECT DR. D F MOYO AS A DIRECTOR OF Mgmt For For
THE COMPANY
14 TO RE-ELECT MR. C A PEREZ DAVILA AS A Mgmt For For
DIRECTOR OF THE COMPANY
15 TO RE-ELECT MR. A SANTO DOMINGO DAVILA AS A Mgmt For For
DIRECTOR OF THE COMPANY
16 TO RE-ELECT MS. H A WEIR AS A DIRECTOR OF Mgmt For For
THE COMPANY
17 TO DECLARE A FINAL DIVIDEND OF 93.75 US Mgmt For For
CENTS PER SHARE, PAYABLE IF THE PROPOSED
ACQUISITION OF THE COMPANY BY A BELGIAN
COMPANY FORMED FOR THE PURPOSES OF THE
RECOMMENDED ACQUISITION OF THE COMPANY BY
ANHEUSER-BUSCH INBEV SA/NV HAS NOT BECOME
EFFECTIVE PRIOR TO 12 AUGUST
18 TO RE-APPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITORS OF THE COMPANY, TO HOLD OFFICE
UNTIL THE CONCLUSION OF THE NEXT GENERAL
MEETING AT WHICH ACCOUNTS ARE LAID
19 TO AUTHORISE THE DIRECTORS TO DETERMINE THE Mgmt For For
REMUNERATION OF THE AUDITORS
20 TO GIVE A GENERAL POWER AND AUTHORITY TO Mgmt For For
THE DIRECTORS TO ALLOT SHARES
21 TO GIVE A GENERAL POWER AND AUTHORITY TO Mgmt For For
THE DIRECTORS TO ALLOT SHARES FOR CASH
OTHERWISE THAN PRO RATA TO ALL SHAREHOLDERS
22 TO GIVE A GENERAL AUTHORITY TO THE Mgmt For For
DIRECTORS TO MAKE MARKET PURCHASES OF
ORDINARY SHARES OF USD 0.10 EACH IN THE
CAPITAL OF THE COMPANY
23 TO APPROVE THE CALLING OF GENERAL MEETINGS, Mgmt For For
OTHER THAN AN ANNUAL GENERAL MEETING, ON
NOT LESS THAN 14 CLEAR DAYS NOTICE
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE.COM, INC. Agenda Number: 934606178
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: CRM
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: CRAIG CONWAY Mgmt For For
1D. ELECTION OF DIRECTOR: ALAN HASSENFELD Mgmt For For
1E. ELECTION OF DIRECTOR: NEELIE KROES Mgmt For For
1F. ELECTION OF DIRECTOR: COLIN POWELL Mgmt For For
1G. ELECTION OF DIRECTOR: SANFORD ROBERTSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN V. ROOS Mgmt For For
1I. ELECTION OF DIRECTOR: ROBIN WASHINGTON Mgmt For For
1J. ELECTION OF DIRECTOR: MAYNARD WEBB Mgmt For For
1K. ELECTION OF DIRECTOR: SUSAN WOJCICKI Mgmt For For
2. APPROVAL TO AMEND OUR 2013 EQUITY INCENTIVE Mgmt For For
PLAN, INCLUDING TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR GRANT BY 37 MILLION
SHARES.
3. APPROVAL TO AMEND OUR 2004 EMPLOYEE STOCK Mgmt For For
PURCHASE PLAN TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR EMPLOYEE PURCHASE BY
8 MILLION SHARES.
4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JANUARY 31, 2018.
5. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
FISCAL 2017 COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
6. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
7. A STOCKHOLDER PROPOSAL REQUESTING, ON AN Shr Against For
ADVISORY BASIS, ACTION TO ALLOW
STOCKHOLDERS TO REQUEST SPECIAL MEETINGS OF
STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
SAP SE, WALLDORF/BADEN Agenda Number: 707936716
--------------------------------------------------------------------------------------------------------------------------
Security: D66992104
Meeting Type: AGM
Meeting Date: 10-May-2017
Ticker:
ISIN: DE0007164600
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
THIS MEETING IS 19.04.2017, 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 Non-Voting
25.04.2017. 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 Non-Voting
FINANCIAL STATEMENTS AND THE APPROVED GROUP
ANNUAL FINANCIAL STATEMENTS, THE COMBINED
MANAGEMENT REPORT AND GROUP MANAGEMENT
REPORT OF SAP SE, INCLUDING THE EXECUTIVE
BOARD'S EXPLANATORY NOTES RELATING TO THE
INFORMATION PROVIDED PURSUANT TO SECTIONS
289 (4) AND 315 (4) OF THE GERMAN
COMMERCIAL CODE (HANDELSGESETZBUCH; "HGB"),
AND THE SUPERVISORY BOARD'S REPORT, EACH
FOR FISCAL YEAR 2016
2 RESOLUTION ON THE APPROPRIATION OF THE Mgmt Take No Action
RETAINED EARNINGS OF FISCAL YEAR 2016: THE
DISTRIBUTABLE PROFIT THE DISTRIBUTABLE
PROFIT IN THE AMOUNT OF EUR
9,472,776,443.39 SHALL BE APPROPRIATED AS
FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 1.25
PER DIVIDEND- ENTITLED NO-PAR SHARE EUR
800,000,000 SHALL BE CARRIED TO THE OTHER
RESERVES. EX-DIVIDEND DATE: MAY 11,
2017PAYABLE DATE: MAY 15, 2017
3 RESOLUTION ON THE FORMAL APPROVAL OF THE Mgmt Take No Action
ACTS OF THE EXECUTIVE BOARD IN FISCAL YEAR
2016
4 RESOLUTION ON THE FORMAL APPROVAL OF THE Mgmt Take No Action
ACTS OF THE SUPERVISORY BOARD IN FISCAL
YEAR 2016
5 APPOINTMENT OF THE AUDITORS OF THE Mgmt Take No Action
FINANCIAL STATEMENTS AND GROUP ANNUAL
FINANCIAL STATEMENTS FOR FISCAL YEAR 2017:
KPMG AG WIRTSCHAFTSPRUFUNGSGESELLSCHAFT
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD, GEORGE TOWN Agenda Number: 707989046
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: AGM
Meeting Date: 17-May-2017
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0410/LTN201704101149.pdf AND
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0410/LTN201704101145.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS, THE DIRECTORS' REPORT
AND THE INDEPENDENT AUDITOR'S REPORT FOR
THE YEAR ENDED 31 DECEMBER 2016
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.A TO RE-ELECT MR LAU CHI PING MARTIN AS Mgmt For For
DIRECTOR
3.B TO RE-ELECT MR CHARLES ST LEGER SEARLE AS Mgmt For For
DIRECTOR
3.C TO RE-ELECT MR YANG SIU SHUN AS DIRECTOR Mgmt For For
3.D TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS' REMUNERATION
4 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION: PRICEWATERHOUSECOOPERS
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE NEW SHARES
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES
CMMT PLEASE NOTE THAT RESOLUTION 7 IS Non-Voting
CONDITIONAL UPON PASSING OF RESOLUTIONS 5
AND 6. THANK YOU
7 TO EXTEND THE GENERAL MANDATE TO ISSUE NEW Mgmt For For
SHARES BY ADDING THE NUMBER OF SHARES
REPURCHASED
8 TO ADOPT THE 2017 SHARE OPTION SCHEME Mgmt For For
CMMT 14 APR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO RECEIPT OF AUDITOR NAME. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD, GEORGE TOWN Agenda Number: 708080786
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: EGM
Meeting Date: 17-May-2017
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL
LINKS:http://www.hkexnews.hk/listedco/listc
onews/SEHK/2017/0425/LTN201704251515.PDF AND
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0425/LTN201704251519.pdf
1 TO ADOPT THE SHARE OPTION PLAN OF TENCENT Mgmt For For
MUSIC ENTERTAINMENT GROUP
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 934559204
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GERARD J. ARPEY Mgmt For For
1B. ELECTION OF DIRECTOR: ARI BOUSBIB Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFERY H. BOYD Mgmt For For
1D. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: J. FRANK BROWN Mgmt For For
1F. ELECTION OF DIRECTOR: ALBERT P. CAREY Mgmt For For
1G. ELECTION OF DIRECTOR: ARMANDO CODINA Mgmt For For
1H. ELECTION OF DIRECTOR: HELENA B. FOULKES Mgmt For For
1I. ELECTION OF DIRECTOR: LINDA R. GOODEN Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE M. HEWETT Mgmt For For
1K. ELECTION OF DIRECTOR: KAREN L. KATEN Mgmt For For
1L. ELECTION OF DIRECTOR: CRAIG A. MENEAR Mgmt For For
1M. ELECTION OF DIRECTOR: MARK VADON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG Mgmt For For
LLP.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION ("SAY-ON-PAY").
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY-ON-PAY VOTES.
5. SHAREHOLDER PROPOSAL REGARDING PREPARATION Shr Against For
OF AN EMPLOYMENT DIVERSITY REPORT.
6. SHAREHOLDER PROPOSAL REGARDING ADVISORY Shr Against For
VOTE ON POLITICAL CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL TO REDUCE THE Shr Against For
THRESHOLD TO CALL SPECIAL SHAREHOLDER
MEETINGS TO 15% OF OUTSTANDING SHARES.
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 934539896
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2017
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.F. ANTON Mgmt For For
1B. ELECTION OF DIRECTOR: D.F. HODNIK Mgmt For For
1C. ELECTION OF DIRECTOR: T.G. KADIEN Mgmt Abstain Against
1D. ELECTION OF DIRECTOR: R.J. KRAMER Mgmt For For
1E. ELECTION OF DIRECTOR: S.J. KROPF Mgmt For For
1F. ELECTION OF DIRECTOR: J.G. MORIKIS Mgmt For For
1G. ELECTION OF DIRECTOR: C.A. POON Mgmt For For
1H. ELECTION OF DIRECTOR: J.M. STROPKI Mgmt For For
1I. ELECTION OF DIRECTOR: M.H. THAMAN Mgmt For For
1J. ELECTION OF DIRECTOR: M. THORNTON III Mgmt For For
1K. ELECTION OF DIRECTOR: S.H. WUNNING Mgmt For For
2. ADVISORY APPROVAL OF THE COMPENSATION OF Mgmt For For
THE NAMED EXECUTIVES.
3. ADVISORY APPROVAL OF THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE ON THE COMPENSATION OF THE
NAMED EXECUTIVES.
4. APPROVAL OF THE 2007 EXECUTIVE ANNUAL Mgmt For For
PERFORMANCE BONUS PLAN (AMENDED AND
RESTATED AS OF APRIL 19, 2017).
5. APPROVAL OF THE 2006 EQUITY AND PERFORMANCE Mgmt For For
INCENTIVE PLAN (AMENDED AND RESTATED AS OF
APRIL 19, 2017).
6. RATIFICATION OF ERNST & YOUNG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 934600013
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2017
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote�� For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM C. BALLARD, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: RICHARD T. BURKE Mgmt For For
1C. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Mgmt For For
1D. ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Mgmt For For
1E. ELECTION OF DIRECTOR: MICHELE J. HOOPER Mgmt For For
1F. ELECTION OF DIRECTOR: RODGER A. LAWSON Mgmt For For
1G. ELECTION OF DIRECTOR: GLENN M. RENWICK Mgmt For For
1H. ELECTION OF DIRECTOR: KENNETH I. SHINE, Mgmt For For
M.D.
1I. ELECTION OF DIRECTOR: GAIL R. WILENSKY, Mgmt For For
PH.D.
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. ADVISORY APPROVAL OF THE FREQUENCY OF Mgmt 1 Year For
HOLDING FUTURE SAY-ON-PAY VOTES.
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2017.
5. THE SHAREHOLDER PROPOSAL SET FORTH IN THE Shr Against For
PROXY STATEMENT REQUESTING ADDITIONAL
LOBBYING DISCLOSURE, IF PROPERLY PRESENTED
AT THE 2017 ANNUAL MEETING OF SHAREHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 934512890
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 31-Jan-2017
Ticker: V
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: GARY A. HOFFMAN Mgmt For For
1E. ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For
1F. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1G. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN A.C. SWAINSON Mgmt For For
1I. ELECTION OF DIRECTOR: MAYNARD G. WEBB, JR. Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
WIRECARD AG, ASCHHEIM Agenda Number: 708174139
--------------------------------------------------------------------------------------------------------------------------
Security: D22359133
Meeting Type: AGM
Meeting Date: 20-Jun-2017
Ticker:
ISIN: DE0007472060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
THIS MEETING IS 30.05.2017, 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 Non-Voting
05.06.2017. 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 ACCOUNTS Non-Voting
AND THE APPROVED CONSOLIDATED ACCOUNTS AS
AT 31 DECEMBER 2016, AS WELL AS THE ANNUAL
REPORTS FOR THE COMPANY AND FOR THE GROUP,
THE REPORT BY THE SUPERVISORY BOARD AND THE
EXPLANATORY REPORT BY THE MANAGEMENT BOARD
ON THE DISCLOSURES FOR THE FINANCIAL YEAR
2016 PURSUANT TO SECTIONS 289(4), 315(4) OF
THE GERMAN COMMERCIAL CODE ("HGB")
2 RESOLUTION ON THE ALLOCATION OF THE PROFIT Mgmt Take No Action
FROM THE FINANCIAL YEAR 2016: EUR 0.16 IS
TO BE DISTRIBUTED PER NO-PAR VALUE SHARE
ENTITLED TO RECEIVE A DIVIDEND
3 RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt Take No Action
OF THE MEMBERS OF THE MANAGEMENT BOARD
DURING THE FINANCIAL YEAR 2016
4 RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt Take No Action
OF THE MEMBERS OF THE SUPERVISORY BOARD
DURING THE FINANCIAL YEAR 2016
5 ELECTION OF THE COMPANY'S AUDITOR AND OF Mgmt Take No Action
THE GROUP AUDITOR FOR THE FINANCIAL YEAR
2017: ERNST & YOUNG GMBH
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, MUNICH
6 RESOLUTION ON THE AUTHORIZATION TO ACQUIRE Mgmt Take No Action
OWN SHARES AND THEIR UTILIZATION AS WELL AS
ON THE EXCLUSION OF SUBSCRIPTION AND TENDER
RIGHTS
MARSICO GROWTH FUND
--------------------------------------------------------------------------------------------------------------------------
ACCENTURE PLC Agenda Number: 934516874
--------------------------------------------------------------------------------------------------------------------------
Security: G1151C101
Meeting Type: Annual
Meeting Date: 10-Feb-2017
Ticker: ACN
ISIN: IE00B4BNMY34
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. RE-APPOINTMENT OF DIRECTOR: JAIME ARDILA Mgmt For For
1B. RE-APPOINTMENT OF DIRECTOR: CHARLES H. Mgmt For For
GIANCARLO
1C. RE-APPOINTMENT OF DIRECTOR: HERBERT HAINER Mgmt For For
1D. RE-APPOINTMENT OF DIRECTOR: WILLIAM L. Mgmt For For
KIMSEY
1E. RE-APPOINTMENT OF DIRECTOR: MARJORIE MAGNER Mgmt For For
1F. RE-APPOINTMENT OF DIRECTOR: NANCY MCKINSTRY Mgmt For For
1G. RE-APPOINTMENT OF DIRECTOR: PIERRE NANTERME Mgmt For For
1H. RE-APPOINTMENT OF DIRECTOR: GILLES C. Mgmt For For
PELISSON
1I. RE-APPOINTMENT OF DIRECTOR: PAULA A. PRICE Mgmt For For
1J. RE-APPOINTMENT OF DIRECTOR: ARUN SARIN Mgmt For For
1K. RE-APPOINTMENT OF DIRECTOR: FRANK K. TANG Mgmt For For
2. TO APPROVE, IN A NON-BINDING VOTE, THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. TO RECOMMEND, IN A NON-BINDING VOTE, Mgmt 1 Year For
WHETHER A SHAREHOLDER VOTE TO APPROVE THE
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS SHOULD OCCUR EVERY 1, 2 OR 3
YEARS.
4. TO RATIFY, IN A NON-BINDING VOTE, THE Mgmt For For
APPOINTMENT OF KPMG LLP (KPMG) AS THE
INDEPENDENT AUDITORS OF ACCENTURE AND TO
AUTHORIZE, IN A BINDING VOTE, THE AUDIT
COMMITTEE OF THE BOARD OF DIRECTORS TO
DETERMINE KPMG'S REMUNERATION.
5. TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORITY TO ISSUE SHARES UNDER IRISH LAW.
6. TO GRANT THE BOARD OF DIRECTORS THE Mgmt For For
AUTHORITY TO OPT-OUT OF STATUTORY
PRE-EMPTION RIGHTS UNDER IRISH LAW.
7. TO DETERMINE THE PRICE RANGE AT WHICH Mgmt For For
ACCENTURE CAN RE-ALLOT SHARES THAT IT
ACQUIRES AS TREASURY SHARES UNDER IRISH
LAW.
--------------------------------------------------------------------------------------------------------------------------
ADOBE SYSTEMS INCORPORATED Agenda Number: 934534581
--------------------------------------------------------------------------------------------------------------------------
Security: 00724F101
Meeting Type: Annual
Meeting Date: 12-Apr-2017
Ticker: ADBE
ISIN: US00724F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: AMY BANSE Mgmt For For
1B. ELECTION OF DIRECTOR: EDWARD BARNHOLT Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT BURGESS Mgmt For For
1D. ELECTION OF DIRECTOR: FRANK CALDERONI Mgmt For For
1E. ELECTION OF DIRECTOR: JAMES DALEY Mgmt For For
1F. ELECTION OF DIRECTOR: LAURA DESMOND Mgmt For For
1G. ELECTION OF DIRECTOR: CHARLES GESCHKE Mgmt For For
1H. ELECTION OF DIRECTOR: SHANTANU NARAYEN Mgmt For For
1I. ELECTION OF DIRECTOR: DANIEL ROSENSWEIG Mgmt For For
1J. ELECTION OF DIRECTOR: JOHN WARNOCK Mgmt For For
2. APPROVAL OF THE 2003 EQUITY INCENTIVE PLAN Mgmt For For
AS AMENDED TO INCREASE THE AVAILABLE SHARE
RESERVE BY 10 MILLION SHARES.
3. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S ...(DUE TO SPACE LIMITS,
SEE PROXY STATEMENT FOR FULL PROPOSAL).
4. APPROVAL ON AN ADVISORY BASIS OF THE Mgmt For For
COMPENSATION OF THE NAMED EXECUTIVE
OFFICERS.
5. APPROVAL ON AN ADVISORY BASIS OF THE Mgmt 1 Year For
FREQUENCY OF THE ADVISORY VOTE ON EXECUTIVE
COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 934477832
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102
Meeting Type: Annual
Meeting Date: 13-Oct-2016
Ticker: BABA
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL YONG ZHANG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1B. ELECTION OF DIRECTOR: CHEE HWA TUNG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1C. ELECTION OF DIRECTOR: JERRY YANG (TO SERVE Mgmt For For
FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1D. ELECTION OF DIRECTOR: WAN LING MARTELLO (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1E. ELECTION OF DIRECTOR: ERIC XIANDONG JING Mgmt For For
(TO SERVE UNTIL THE COMPANY'S ANNUAL
GENERAL MEETING OF SHAREHOLDERS TO BE HELD
IN 2018 OR UNTIL SUCH DIRECTOR'S SUCCESSOR
IS ELECTED OR APPOINTED AND DULY
QUALIFIED.)
2. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
ALPHABET INC Agenda Number: 934604946
--------------------------------------------------------------------------------------------------------------------------
Security: 02079K305
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: GOOGL
ISIN: US02079K3059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
LARRY PAGE Mgmt For For
SERGEY BRIN Mgmt For For
ERIC E. SCHMIDT Mgmt For For
L. JOHN DOERR Mgmt For For
ROGER W. FERGUSON, JR. Mgmt For For
DIANE B. GREENE Mgmt For For
JOHN L. HENNESSY Mgmt For For
ANN MATHER Mgmt For For
ALAN R. MULALLY Mgmt For For
PAUL S. OTELLINI Mgmt For For
K. RAM SHRIRAM Mgmt For For
SHIRLEY M. TILGHMAN Mgmt For For
2. THE RATIFICATION OF THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS ALPHABET'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. THE APPROVAL OF AN AMENDMENT TO ALPHABET'S Mgmt For For
2012 STOCK PLAN TO INCREASE THE SHARE
RESERVE BY 15,000,000 SHARES OF CLASS C
CAPITAL STOCK.
4. THE APPROVAL OF THE 2016 COMPENSATION Mgmt For For
AWARDED TO NAMED EXECUTIVE OFFICERS.
5. THE FREQUENCY OF FUTURE STOCKHOLDER Mgmt 3 Years For
ADVISORY VOTES REGARDING COMPENSATION
AWARDED TO NAMED EXECUTIVE OFFICERS.
6. A STOCKHOLDER PROPOSAL REGARDING EQUAL Shr Against For
SHAREHOLDER VOTING, IF PROPERLY PRESENTED
AT THE MEETING.
7. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT, IF PROPERLY PRESENTED AT THE
MEETING.
8. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
POLITICAL CONTRIBUTIONS REPORT, IF PROPERLY
PRESENTED AT THE MEETING.
9. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON GENDER PAY, IF PROPERLY PRESENTED AT THE
MEETING.
10. A STOCKHOLDER PROPOSAL REGARDING A Shr Against For
CHARITABLE CONTRIBUTIONS REPORT, IF
PROPERLY PRESENTED AT THE MEETING.
11. A STOCKHOLDER PROPOSAL REGARDING THE Shr Against For
IMPLEMENTATION OF "HOLY LAND PRINCIPLES,"
IF PROPERLY PRESENTED AT THE MEETING.
12. A STOCKHOLDER PROPOSAL REGARDING A REPORT Shr Against For
ON "FAKE NEWS," IF PROPERLY PRESENTED AT
THE MEETING.
--------------------------------------------------------------------------------------------------------------------------
AMAZON.COM, INC. Agenda Number: 934583596
--------------------------------------------------------------------------------------------------------------------------
Security: 023135106
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: AMZN
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: TOM A. ALBERG Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN SEELY BROWN Mgmt For For
1D. ELECTION OF DIRECTOR: JAMIE S. GORELICK Mgmt For For
1E. ELECTION OF DIRECTOR: DANIEL P. Mgmt For For
HUTTENLOCHER
1F. ELECTION OF DIRECTOR: JUDITH A. MCGRATH Mgmt For For
1G. ELECTION OF DIRECTOR: JONATHAN J. Mgmt For For
RUBINSTEIN
1H. ELECTION OF DIRECTOR: THOMAS O. RYDER Mgmt For For
1I. ELECTION OF DIRECTOR: PATRICIA Q. Mgmt For For
STONESIFER
1J. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 3 Years For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
5. APPROVAL OF THE COMPANY'S 1997 STOCK Mgmt For For
INCENTIVE PLAN, AS AMENDED AND RESTATED
6. SHAREHOLDER PROPOSAL REGARDING A REPORT ON Shr Against For
USE OF CRIMINAL BACKGROUND CHECKS IN HIRING
DECISIONS
7. SHAREHOLDER PROPOSAL REGARDING Shr Against For
SUSTAINABILITY AS AN EXECUTIVE COMPENSATION
PERFORMANCE MEASURE
8. SHAREHOLDER PROPOSAL REGARDING Shr Against For
VOTE-COUNTING PRACTICES FOR SHAREHOLDER
PROPOSALS
--------------------------------------------------------------------------------------------------------------------------
AMGEN INC. Agenda Number: 934569039
--------------------------------------------------------------------------------------------------------------------------
Security: 031162100
Meeting Type: Annual
Meeting Date: 19-May-2017
Ticker: AMGN
ISIN: US0311621009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DR. DAVID BALTIMORE Mgmt For For
1B. ELECTION OF DIRECTOR: MR. ROBERT A. BRADWAY Mgmt For For
1C. ELECTION OF DIRECTOR: MR. FRANCOIS DE Mgmt For For
CARBONNEL
1D. ELECTION OF DIRECTOR: MR. ROBERT A. ECKERT Mgmt For For
1E. ELECTION OF DIRECTOR: MR. GREG C. GARLAND Mgmt For For
1F. ELECTION OF DIRECTOR: MR. FRED HASSAN Mgmt For For
1G. ELECTION OF DIRECTOR: DR. REBECCA M. Mgmt For For
HENDERSON
1H. ELECTION OF DIRECTOR: MR. FRANK C. Mgmt For For
HERRINGER
1I. ELECTION OF DIRECTOR: MR. CHARLES M. Mgmt For For
HOLLEY, JR.
1J. ELECTION OF DIRECTOR: DR. TYLER JACKS Mgmt For For
1K. ELECTION OF DIRECTOR: MS. ELLEN J. KULLMAN Mgmt For For
1L. ELECTION OF DIRECTOR: DR. RONALD D. SUGAR Mgmt For For
1M. ELECTION OF DIRECTOR: DR. R. SANDERS Mgmt For For
WILLIAMS
2. TO RATIFY THE SELECTION OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTANTS FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt For For
COMPENSATION.
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
STOCKHOLDER VOTES TO APPROVE EXECUTIVE
COMPENSATION.
5. STOCKHOLDER PROPOSAL TO ADOPT MAJORITY Shr Against For
VOTES CAST STANDARD FOR MATTERS PRESENTED
BY STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
BERKSHIRE HATHAWAY INC. Agenda Number: 934542196
--------------------------------------------------------------------------------------------------------------------------
Security: 084670702
Meeting Type: Annual
Meeting Date: 06-May-2017
Ticker: BRKB
ISIN: US0846707026
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
WARREN E. BUFFETT Mgmt For For
CHARLES T. MUNGER Mgmt For For
HOWARD G. BUFFETT Mgmt For For
STEPHEN B. BURKE Mgmt For For
SUSAN L. DECKER Mgmt For For
WILLIAM H. GATES III Mgmt For For
DAVID S. GOTTESMAN Mgmt For For
CHARLOTTE GUYMAN Mgmt For For
THOMAS S. MURPHY Mgmt For For
RONALD L. OLSON Mgmt For For
WALTER SCOTT, JR. Mgmt For For
MERYL B. WITMER Mgmt For For
2. NON-BINDING RESOLUTION TO APPROVE THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS, AS DESCRIBED IN THE
2017 PROXY STATEMENT.
3. NON-BINDING RESOLUTION TO DETERMINE THE Mgmt 3 Years For
FREQUENCY (WHETHER ANNUAL, BIENNIAL OR
TRIENNIAL) WITH WHICH SHAREHOLDERS OF THE
COMPANY SHALL BE ENTITLED TO HAVE AN
ADVISORY VOTE ON EXECUTIVE COMPENSATION.
4. SHAREHOLDER PROPOSAL REGARDING POLITICAL Shr Against For
CONTRIBUTIONS.
5. SHAREHOLDER PROPOSAL REGARDING METHANE GAS Shr Against For
EMISSIONS.
6. SHAREHOLDER PROPOSAL REGARDING DIVESTING OF Shr Against For
INVESTMENTS IN COMPANIES INVOLVED WITH
FOSSIL FUELS.
--------------------------------------------------------------------------------------------------------------------------
BOSTON SCIENTIFIC CORPORATION Agenda Number: 934558543
--------------------------------------------------------------------------------------------------------------------------
Security: 101137107
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: BSX
ISIN: US1011371077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: NELDA J. CONNORS Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES J. Mgmt For For
DOCKENDORFF
1C. ELECTION OF DIRECTOR: YOSHIAKI FUJIMORI Mgmt For For
1D. ELECTION OF DIRECTOR: DONNA A. JAMES Mgmt For For
1E. ELECTION OF DIRECTOR: EDWARD J. LUDWIG Mgmt For For
1F. ELECTION OF DIRECTOR: STEPHEN P. MACMILLAN Mgmt For For
1G. ELECTION OF DIRECTOR: MICHAEL F. MAHONEY Mgmt For For
1H. ELECTION OF DIRECTOR: DAVID J. ROUX Mgmt For For
1I. ELECTION OF DIRECTOR: JOHN E. SUNUNU Mgmt For For
1J. ELECTION OF DIRECTOR: ELLEN M. ZANE Mgmt For For
2. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, NAMED EXECUTIVE OFFICER
COMPENSATION.
3. TO APPROVE, ON A NON-BINDING, ADVISORY Mgmt 1 Year For
BASIS, THE FREQUENCY OF FUTURE NAMED
EXECUTIVE OFFICER COMPENSATION ADVISORY
VOTES.
4. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
CELGENE CORPORATION Agenda Number: 934609023
--------------------------------------------------------------------------------------------------------------------------
Security: 151020104
Meeting Type: Annual
Meeting Date: 14-Jun-2017
Ticker: CELG
ISIN: US1510201049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ROBERT J. HUGIN Mgmt For For
MARK J. ALLES Mgmt For For
RICHARD W BARKER D PHIL Mgmt For For
MICHAEL W. BONNEY Mgmt For For
MICHAEL D. CASEY Mgmt For For
CARRIE S. COX Mgmt For For
MICHAEL A. FRIEDMAN, MD Mgmt For For
JULIA A. HALLER, M.D. Mgmt For For
GILLA S. KAPLAN, PH.D. Mgmt For For
JAMES J. LOUGHLIN Mgmt For For
ERNEST MARIO, PH.D. Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS THE COMPANY'S INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2017.
3. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF Mgmt For For
THE COMPANY'S STOCK INCENTIVE PLAN.
4. APPROVAL, BY NON-BINDING VOTE, OF EXECUTIVE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
5. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
6. STOCKHOLDER PROPOSAL TO REQUEST A BY-LAW Shr Against For
PROVISION LIMITING MANAGEMENT'S ACCESS TO
VOTE TALLIES PRIOR TO THE ANNUAL MEETING
WITH RESPECT TO CERTAIN EXECUTIVE PAY
MATTERS, DESCRIBED IN MORE DETAIL IN THE
PROXY STATEMENT.
--------------------------------------------------------------------------------------------------------------------------
CROWN CASTLE INTERNATIONAL CORP Agenda Number: 934571820
--------------------------------------------------------------------------------------------------------------------------
Security: 22822V101
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: CCI
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: LEE W. HOGAN Mgmt For For
1G. ELECTION OF DIRECTOR: EDWARD C. HUTCHESON, Mgmt For For
JR.
1H. ELECTION OF DIRECTOR: J. LANDIS MARTIN Mgmt For For
1I. ELECTION OF DIRECTOR: ROBERT F. MCKENZIE Mgmt For For
1J. ELECTION OF DIRECTOR: ANTHONY J. MELONE Mgmt For For
1K. 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 2017.
3. THE NON-BINDING, ADVISORY VOTE REGARDING Mgmt For For
THE COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
4. A STOCKHOLDER PROPOSAL REGARDING PROXY Shr Against For
ACCESS, IF PROPERLY PRESENTED.
--------------------------------------------------------------------------------------------------------------------------
ELECTRONIC ARTS INC. Agenda Number: 934450103
--------------------------------------------------------------------------------------------------------------------------
Security: 285512109
Meeting Type: Annual
Meeting Date: 28-Jul-2016
Ticker: EA
ISIN: US2855121099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LEONARD S. COLEMAN Mgmt For For
1B. ELECTION OF DIRECTOR: JAY C. HOAG Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFREY T. HUBER Mgmt For For
1D. ELECTION OF DIRECTOR: VIVEK PAUL Mgmt For For
1E. ELECTION OF DIRECTOR: LAWRENCE F. PROBST Mgmt For For
1F. ELECTION OF DIRECTOR: TALBOTT ROCHE Mgmt For For
1G. ELECTION OF DIRECTOR: RICHARD A. SIMONSON Mgmt For For
1H. ELECTION OF DIRECTOR: LUIS A. UBINAS Mgmt For For
1I. ELECTION OF DIRECTOR: DENISE F. WARREN Mgmt For For
1J. ELECTION OF DIRECTOR: ANDREW WILSON Mgmt For For
2. APPROVE AMENDMENTS TO OUR EXECUTIVE BONUS Mgmt For For
PLAN.
3. APPROVE AMENDMENTS TO OUR 2000 EQUITY Mgmt For For
INCENTIVE PLAN.
4. APPROVE AN AMENDMENT TO OUR 2000 EMPLOYEE Mgmt For For
STOCK PURCHASE PLAN.
5. ADVISORY VOTE ON THE COMPENSATION OF THE Mgmt For For
NAMED EXECUTIVE OFFICERS.
6. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
... (DUE TO SPACE LIMITS, SEE PROXY
STATEMENT FOR FULL PROPOSAL)
--------------------------------------------------------------------------------------------------------------------------
FACEBOOK INC. Agenda Number: 934590870
--------------------------------------------------------------------------------------------------------------------------
Security: 30303M102
Meeting Type: Annual
Meeting Date: 01-Jun-2017
Ticker: FB
ISIN: US30303M1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MARC L. ANDREESSEN Mgmt For For
ERSKINE B. BOWLES Mgmt For For
�� S.D.DESMOND-HELLMANN Mgmt For For
REED HASTINGS Mgmt For For
JAN KOUM Mgmt For For
SHERYL K. SANDBERG Mgmt For For
PETER A. THIEL Mgmt For For
MARK ZUCKERBERG Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS FACEBOOK, INC.'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
3. A STOCKHOLDER PROPOSAL REGARDING CHANGE IN Shr Against For
STOCKHOLDER VOTING.
4. A STOCKHOLDER PROPOSAL REGARDING A LOBBYING Shr Against For
REPORT.
5. A STOCKHOLDER PROPOSAL REGARDING FALSE Shr Against For
NEWS.
6. A STOCKHOLDER PROPOSAL REGARDING A GENDER Shr Against For
PAY EQUITY REPORT.
7. A STOCKHOLDER PROPOSAL REGARDING AN Shr Against For
INDEPENDENT CHAIR.
--------------------------------------------------------------------------------------------------------------------------
FIRST REPUBLIC BANK Agenda Number: 934551575
--------------------------------------------------------------------------------------------------------------------------
Security: 33616C100
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: FRC
ISIN: US33616C1009
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JAMES H. HERBERT, II Mgmt For For
1B. ELECTION OF DIRECTOR: KATHERINE Mgmt For For
AUGUST-DEWILDE
1C. ELECTION OF DIRECTOR: THOMAS J. BARRACK, Mgmt For For
JR.
1D. ELECTION OF DIRECTOR: FRANK J. FAHRENKOPF, Mgmt For For
JR.
1E. ELECTION OF DIRECTOR: L. MARTIN GIBBS Mgmt For For
1F. ELECTION OF DIRECTOR: BORIS GROYSBERG Mgmt For For
1G. ELECTION OF DIRECTOR: SANDRA R. HERNANDEZ Mgmt For For
1H. ELECTION OF DIRECTOR: PAMELA J. JOYNER Mgmt For For
1I. ELECTION OF DIRECTOR: REYNOLD LEVY Mgmt For For
1J. ELECTION OF DIRECTOR: DUNCAN L. NIEDERAUER Mgmt For For
1K. ELECTION OF DIRECTOR: GEORGE G.C. PARKER Mgmt For For
1L. ELECTION OF DIRECTOR: CHERYL SPIELMAN Mgmt For For
2. TO RATIFY THE APPOINTMENT OF KPMG LLP AS Mgmt For For
INDEPENDENT AUDITORS OF FIRST REPUBLIC BANK
FOR THE FISCAL YEAR ENDED DECEMBER 31,
2017.
3. TO APPROVE THE FIRST REPUBLIC BANK 2017 Mgmt For For
EXECUTIVE INCENTIVE PLAN.
4. TO APPROVE THE FIRST REPUBLIC BANK 2017 Mgmt For For
OMNIBUS AWARD PLAN.
5. TO DETERMINE, BY ADVISORY (NON-BINDING) Mgmt 1 Year For
VOTE, THE FREQUENCY OF FUTURE VOTES
APPROVING COMPENSATION OF OUR EXECUTIVE
OFFICERS ("SAY ON PAY" VOTES).
6. TO APPROVE, BY ADVISORY (NON-BINDING) VOTE, Mgmt For For
THE COMPENSATION OF OUR EXECUTIVE OFFICERS
(A "SAY ON PAY" VOTE).
7. SHAREHOLDER PROPOSAL REQUESTING FIRST Shr Against For
REPUBLIC BANK TO PREPARE AN EMPLOYMENT
DIVERSITY REPORT.
--------------------------------------------------------------------------------------------------------------------------
FLEETCOR TECHNOLOGIES INC. Agenda Number: 934620039
--------------------------------------------------------------------------------------------------------------------------
Security: 339041105
Meeting Type: Annual
Meeting Date: 21-Jun-2017
Ticker: FLT
ISIN: US3390411052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
MICHAEL BUCKMAN Mgmt For For
THOMAS M. HAGERTY Mgmt For For
STEVEN T. STULL Mgmt For For
2. RATIFY THE SELECTION OF ERNST & YOUNG LLP Mgmt For For
AS FLEETCOR'S INDEPENDENT AUDITOR FOR 2017
3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
4. FREQUENCY OF ADVISORY VOTE ON NAMED Mgmt 3 Years For
EXECUTIVE OFFICER COMPENSATION
5. STOCKHOLDER PROPOSAL REGARDING SIMPLE Shr Against For
MAJORITY VOTE, IF PROPERLY PRESENTED
--------------------------------------------------------------------------------------------------------------------------
HCA HOLDINGS, INC. Agenda Number: 934546168
--------------------------------------------------------------------------------------------------------------------------
Security: 40412C101
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: HCA
ISIN: US40412C1018
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. MILTON JOHNSON Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT J. DENNIS Mgmt For For
1C. ELECTION OF DIRECTOR: NANCY-ANN DEPARLE Mgmt For For
1D. ELECTION OF DIRECTOR: THOMAS F. FRIST III Mgmt For For
1E. ELECTION OF DIRECTOR: WILLIAM R. FRIST Mgmt For For
1F. ELECTION OF DIRECTOR: CHARLES O. HOLLIDAY, Mgmt For For
JR.
1G. ELECTION OF DIRECTOR: ANN H. LAMONT Mgmt For For
1H. ELECTION OF DIRECTOR: JAY O. LIGHT Mgmt For For
1I. ELECTION OF DIRECTOR: GEOFFREY G. MEYERS Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE J. RILEY, M.D. Mgmt For For
1K. ELECTION OF DIRECTOR: JOHN W. ROWE, M.D. Mgmt For For
2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG Mgmt For For
LLP AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017
3. ADVISORY VOTE TO APPROVE OUR NAMED Mgmt For For
EXECUTIVE OFFICER COMPENSATION
4. TO APPROVE AN AMENDMENT TO OUR AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
ALLOW STOCKHOLDERS OWNING AN AGGREGATE OF
25% OF OUR OUTSTANDING COMMON STOCK TO
REQUEST SPECIAL MEETINGS OF STOCKHOLDERS
5. STOCKHOLDER PROPOSAL, IF PROPERLY PRESENTED Shr Against For
AT THE MEETING, REQUESTING THAT THE BOARD
OF DIRECTORS IMPLEMENT CHANGES TO OUR
GOVERNING DOCUMENTS TO ALLOW STOCKHOLDERS
OWNING AN AGGREGATE OF 10% OF OUR
OUTSTANDING COMMON STOCK TO CALL SPECIAL
MEETINGS OF STOCKHOLDERS
--------------------------------------------------------------------------------------------------------------------------
INTERCONTINENTAL EXCHANGE, INC. Agenda Number: 934566261
--------------------------------------------------------------------------------------------------------------------------
Security: 45866F104
Meeting Type: Annual
Meeting Date: 19-May-2017
Ticker: ICE
ISIN: US45866F1049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ANN M. CAIRNS Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES R. CRISP Mgmt For For
1C. ELECTION OF DIRECTOR: DURIYA M. FAROOQUI Mgmt For For
1D. ELECTION OF DIRECTOR: JEAN-MARC FORNERI Mgmt For For
1E. ELECTION OF DIRECTOR: THE RT. HON. THE LORD Mgmt For For
HAGUE OF RICHMOND
1F. ELECTION OF DIRECTOR: FRED W. HATFIELD Mgmt For For
1G. ELECTION OF DIRECTOR: THOMAS E. NOONAN Mgmt For For
1H. ELECTION OF DIRECTOR: FREDERIC V. SALERNO Mgmt For For
1I. ELECTION OF DIRECTOR: JEFFREY C. SPRECHER Mgmt For For
1J. ELECTION OF DIRECTOR: JUDITH A. SPRIESER Mgmt For For
1K. ELECTION OF DIRECTOR: VINCENT TESE Mgmt For For
2. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt For For
ADVISORY RESOLUTION ON EXECUTIVE
COMPENSATION FOR NAMED EXECUTIVE OFFICERS.
3. TO APPROVE, BY NON-BINDING VOTE, THE Mgmt 1 Year For
ADVISORY RESOLUTION ON THE FREQUENCY OF
FUTURE ADVISORY VOTES ON EXECUTIVE
COMPENSATION.
4. TO APPROVE THE INTERCONTINENTAL EXCHANGE, Mgmt For For
INC. 2017 OMNIBUS EMPLOYEE INCENTIVE PLAN.
5. TO APPROVE AN AMENDMENT TO THE Mgmt For For
INTERCONTINENTAL EXCHANGE, INC. 2013
OMNIBUS NON-EMPLOYEE DIRECTOR INCENTIVE
PLAN TO ADD AN AGGREGATE ANNUAL
COMPENSATION LIMIT.
6. TO APPROVE THE ADOPTION OF OUR FOURTH Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO UPDATE AND STREAMLINE
REFERENCES TO OUR NATIONAL SECURITIES
EXCHANGE SUBSIDIARIES, THEIR MEMBERS, AND
THE HOLDING COMPANIES THAT CONTROL SUCH
EXCHANGES, AND DELETE REFERENCES TO CERTAIN
OTHER SUBSIDIARIES.
7. TO APPROVE THE ADOPTION OF OUR FOURTH Mgmt For For
AMENDED AND RESTATED CERTIFICATE OF
INCORPORATION TO REMOVE AN OBSOLETE PROVISO
CROSS-REFERENCING A SECTION OF OUR BYLAWS
THAT WAS DELETED AFTER THE SALE OF THE
EURONEXT BUSINESS IN 2014.
8. RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING
DECEMBER 31, 2017.
9. STOCKHOLDER PROPOSAL REGARDING THE Shr Against For
PREPARATION OF A REPORT ASSESSING ESG
MARKET DISCLOSURE EXPECTATIONS.
--------------------------------------------------------------------------------------------------------------------------
LABORATORY CORP. OF AMERICA HOLDINGS Agenda Number: 934559090
--------------------------------------------------------------------------------------------------------------------------
Security: 50540R409
Meeting Type: Annual
Meeting Date: 11-May-2017
Ticker: LH
ISIN: US50540R4092
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: KERRII B. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: JEAN-LUC BELINGARD Mgmt For For
1C. ELECTION OF DIRECTOR: D. GARY GILLILAND, Mgmt For For
M.D., PH.D.
1D. ELECTION OF DIRECTOR: DAVID P. KING Mgmt For For
1E. ELECTION OF DIRECTOR: GARHENG KONG, M.D., Mgmt For For
PH.D.
1F. ELECTION OF DIRECTOR: ROBERT E. Mgmt For For
MITTELSTAEDT, JR.
1G. ELECTION OF DIRECTOR: PETER M. NEUPERT Mgmt For For
1H. ELECTION OF DIRECTOR: RICHELLE P. PARHAM Mgmt For For
1I. ELECTION OF DIRECTOR: ADAM H. SCHECHTER Mgmt For For
1J. ELECTION OF DIRECTOR: R. SANDERS WILLIAMS, Mgmt For For
M.D.
2. TO APPROVE, BY NON-BINDING VOTE, EXECUTIVE Mgmt For For
COMPENSATION.
3. TO RECOMMEND BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF FUTURE NON-BINDING VOTES ON
EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS LABORATORY
CORPORATION OF AMERICA HOLDINGS'
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
5. SHAREHOLDER PROPOSAL TO REQUIRE BOARD Shr Against For
REPORTS RELATED TO THE ZIKA VIRUS.
--------------------------------------------------------------------------------------------------------------------------
LOCKHEED MARTIN CORPORATION Agenda Number: 934547704
--------------------------------------------------------------------------------------------------------------------------
Security: 539830109
Meeting Type: Annual
Meeting Date: 27-Apr-2017
Ticker: LMT
ISIN: US5398301094
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL F. AKERSON Mgmt For For
1B. ELECTION OF DIRECTOR: NOLAN D. ARCHIBALD Mgmt For For
1C. ELECTION OF DIRECTOR: ROSALIND G. BREWER Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID B. BURRITT Mgmt For For
1E. ELECTION OF DIRECTOR: BRUCE A. CARLSON Mgmt For For
1F. ELECTION OF DIRECTOR: JAMES O. ELLIS, JR. Mgmt For For
1G. ELECTION OF DIRECTOR: THOMAS J. FALK Mgmt For For
1H. ELECTION OF DIRECTOR: ILENE S. GORDON Mgmt For For
1I. ELECTION OF DIRECTOR: MARILLYN A. HEWSON Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES M. LOY Mgmt For For
1K. ELECTION OF DIRECTOR: JOSEPH W. RALSTON Mgmt For For
1L. ELECTION OF DIRECTOR: ANNE STEVENS Mgmt For For
2. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS INDEPENDENT AUDITORS FOR 2017
3. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS
(SAY-ON-PAY)
4. ADVISORY VOTE ON FREQUENCY OF HOLDING VOTES Mgmt 1 Year For
ON SAY-ON-PAY
5. STOCKHOLDER PROPOSAL REQUESTING THAT THE Shr Against For
CORPORATION ADOPT THE HOLY LAND PRINCIPLES
--------------------------------------------------------------------------------------------------------------------------
MERCK & CO., INC. Agenda Number: 934581439
--------------------------------------------------------------------------------------------------------------------------
Security: 58933Y105
Meeting Type: Annual
Meeting Date: 23-May-2017
Ticker: MRK
ISIN: US58933Y1055
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: LESLIE A. BRUN Mgmt For For
1B. ELECTION OF DIRECTOR: THOMAS R. CECH Mgmt For For
1C. ELECTION OF DIRECTOR: PAMELA J. CRAIG Mgmt For For
1D. ELECTION OF DIRECTOR: KENNETH C. FRAZIER Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS H. GLOCER Mgmt For For
1F. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS Mgmt For For
1G. ELECTION OF DIRECTOR: JOHN H. NOSEWORTHY Mgmt For For
1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS Mgmt For For
1I. ELECTION OF DIRECTOR: PAUL B. ROTHMAN Mgmt For For
1J. ELECTION OF DIRECTOR: PATRICIA F. RUSSO Mgmt For For
1K. ELECTION OF DIRECTOR: CRAIG B. THOMPSON Mgmt For For
1L. ELECTION OF DIRECTOR: WENDELL P. WEEKS Mgmt For For
1M. ELECTION OF DIRECTOR: PETER C. WENDELL Mgmt For For
2. NON-BINDING ADVISORY VOTE TO APPROVE THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. NON-BINDING ADVISORY VOTE ON THE FREQUENCY Mgmt 1 Year For
OF FUTURE VOTES TO APPROVE THE COMPENSATION
OF OUR NAMED EXECUTIVE OFFICERS.
4. RATIFICATION OF THE APPOINTMENT OF THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
5. SHAREHOLDER PROPOSAL REQUESTING AN Shr Against For
INDEPENDENT BOARD CHAIRMAN.
6. SHAREHOLDER PROPOSAL REQUESTING Shr Against For
IMPLEMENTATION OF A SET OF EMPLOYEE
PRACTICES IN ISRAEL/PALESTINE.
7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
CONDUCTING BUSINESS IN CONFLICT-AFFECTED
AREAS.
8. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON Shr Against For
BOARD OVERSIGHT OF PRODUCT SAFETY AND
QUALITY.
--------------------------------------------------------------------------------------------------------------------------
MGM GROWTH PROPERTIES LLC Agenda Number: 934589308
--------------------------------------------------------------------------------------------------------------------------
Security: 55303A105
Meeting Type: Annual
Meeting Date: 31-May-2017
Ticker: MGP
ISIN: US55303A1051
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
JAMES J. MURREN Mgmt For For
MICHAEL RIETBROCK Mgmt For For
THOMAS ROBERTS Mgmt For For
DANIEL J. TAYLOR Mgmt For For
ELISA GOIS Mgmt For For
WILLIAM J. HORNBUCKLE Mgmt For For
JOHN M. MCMANUS Mgmt For For
ROBERT SMITH Mgmt For For
2. TO RATIFY THE SELECTION OF THE INDEPENDENT Mgmt For For
REGISTERED PUBLIC ACCOUNTING FIRM THE ONE
YEAR ENDING DECEMBER 31, 2017.
3. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
4. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt 1 Year For
FREQUENCY OF THE SHAREHOLDERS ADVISORY VOTE
ON EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
NIKE, INC. Agenda Number: 934466687
--------------------------------------------------------------------------------------------------------------------------
Security: 654106103
Meeting Type: Annual
Meeting Date: 22-Sep-2016
Ticker: NKE
ISIN: US6541061031
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
ALAN B. GRAF, JR. Mgmt For For
MICHELLE A. PELUSO Mgmt For For
PHYLLIS M. WISE Mgmt For For
2. TO APPROVE EXECUTIVE COMPENSATION BY AN Mgmt For For
ADVISORY VOTE.
3. TO APPROVE AN AMENDMENT TO THE NIKE, INC. Mgmt For For
EMPLOYEE STOCK PURCHASE PLAN.
4. TO CONSIDER A SHAREHOLDER PROPOSAL Shr Against For
REGARDING POLITICAL CONTRIBUTIONS
DISCLOSURE.
5. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM.
--------------------------------------------------------------------------------------------------------------------------
NORWEGIAN CRUISE LINE HOLDINGS LTD Agenda Number: 934577303
--------------------------------------------------------------------------------------------------------------------------
Security: G66721104
Meeting Type: Annual
Meeting Date: 25-May-2017
Ticker: NCLH
ISIN: BMG667211046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF CLASS I DIRECTOR: DAVID M. Mgmt For For
ABRAMS
1B. ELECTION OF CLASS I DIRECTOR: JOHN W. Mgmt For For
CHIDSEY
1C. ELECTION OF CLASS I DIRECTOR: RUSSELL W. Mgmt For For
GALBUT
2. APPROVAL, ON A NON-BINDING, ADVISORY BASIS, Mgmt For For
OF THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP ("PWC") AS OUR
INDEPENDENT REGISTERED CERTIFIED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017 AND THE DETERMINATION OF
PWC'S REMUNERATION BY THE AUDIT COMMITTEE
OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
O'REILLY AUTOMOTIVE, INC. Agenda Number: 934560930
--------------------------------------------------------------------------------------------------------------------------
Security: 67103H107
Meeting Type: Annual
Meeting Date: 09-May-2017
Ticker: ORLY
ISIN: US67103H1077
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
�� Type Management
1A. ELECTION OF DIRECTOR: DAVID O'REILLY Mgmt For For
1B. ELECTION OF DIRECTOR: CHARLES H. O'REILLY, Mgmt For For
JR.
1C. ELECTION OF DIRECTOR: LARRY O'REILLY Mgmt For For
1D. ELECTION OF DIRECTOR: ROSALIE O'REILLY Mgmt For For
WOOTEN
1E. ELECTION OF DIRECTOR: JAY D. BURCHFIELD Mgmt For For
1F. ELECTION OF DIRECTOR: THOMAS T. HENDRICKSON Mgmt For For
1G. ELECTION OF DIRECTOR: PAUL R. LEDERER Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN R. MURPHY Mgmt For For
1I. ELECTION OF DIRECTOR: RONALD RASHKOW Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY ON PAY VOTES.
4. APPROVAL OF THE 2017 INCENTIVE AWARD PLAN. Mgmt For For
5. RATIFICATION OF APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP, AS INDEPENDENT AUDITORS FOR THE
FISCAL YEAR ENDING DECEMBER 31, 2017.
6. SHAREHOLDER PROPOSAL ENTITLED "SPECIAL Shr Against For
SHAREOWNER MEETINGS."
--------------------------------------------------------------------------------------------------------------------------
PAYPAL HOLDINGS, INC. Agenda Number: 934589512
--------------------------------------------------------------------------------------------------------------------------
Security: 70450Y103
Meeting Type: Annual
Meeting Date: 24-May-2017
Ticker: PYPL
ISIN: US70450Y1038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WENCES CASARES Mgmt For For
1B. ELECTION OF DIRECTOR: JONATHAN CHRISTODORO Mgmt For For
1C. ELECTION OF DIRECTOR: JOHN J. DONAHOE Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID W. DORMAN Mgmt For For
1E. ELECTION OF DIRECTOR: BELINDA JOHNSON Mgmt For For
1F. ELECTION OF DIRECTOR: GAIL J. MCGOVERN Mgmt For For
1G. ELECTION OF DIRECTOR: DAVID M. MOFFETT Mgmt For For
1H. ELECTION OF DIRECTOR: DANIEL H. SCHULMAN Mgmt For For
1I. ELECTION OF DIRECTOR: FRANK D. YEARY Mgmt For For
2. ADVISORY VOTE TO APPROVE THE COMPENSATION Mgmt For For
OF OUR NAMED EXECUTIVE OFFICERS.
3. APPROVAL OF AN AMENDMENT TO OUR AMENDED AND Mgmt For For
RESTATED CERTIFICATE OF INCORPORATION TO
INCREASE THE NUMBER OF STOCKHOLDERS WHO
MAY, FOR PROXY ACCESS PURPOSES, AGGREGATE
THEIR HOLDINGS FROM 15 TO 20.
4. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITOR FOR 2017.
5. STOCKHOLDER PROPOSAL REGARDING STOCKHOLDER Shr Against For
WRITTEN CONSENT WITHOUT A MEETING.
6. STOCKHOLDER PROPOSAL REGARDING A Shr Against For
SUSTAINABILITY REPORT.
7. STOCKHOLDER PROPOSAL REGARDING A "NET-ZERO" Shr Against For
GREENHOUSE GAS EMISSIONS REPORT.
--------------------------------------------------------------------------------------------------------------------------
RAYTHEON COMPANY Agenda Number: 934602029
--------------------------------------------------------------------------------------------------------------------------
Security: 755111507
Meeting Type: Annual
Meeting Date: 25-May-2017
Ticker: RTN
ISIN: US7551115071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: TRACY A. ATKINSON Mgmt For For
1B. ELECTION OF DIRECTOR: ROBERT E. BEAUCHAMP Mgmt For For
1C. ELECTION OF DIRECTOR: VERNON E. CLARK Mgmt For For
1D. ELECTION OF DIRECTOR: STEPHEN J. HADLEY Mgmt For For
1E. ELECTION OF DIRECTOR: THOMAS A. KENNEDY Mgmt For For
1F. ELECTION OF DIRECTOR: LETITIA A. LONG Mgmt For For
1G. ELECTION OF DIRECTOR: GEORGE R. OLIVER Mgmt For For
1H. ELECTION OF DIRECTOR: DINESH C. PALIWAL Mgmt For For
1I. ELECTION OF DIRECTOR: WILLIAM R. SPIVEY Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES A. WINNEFELD, Mgmt For For
JR.
2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For
OFFICER COMPENSATION
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION
4. APPROVAL OF THE RAYTHEON 2017 INCENTIVE Mgmt For For
PLAN FOR SECTION 162(M) PURPOSES
5. RATIFICATION OF INDEPENDENT AUDITORS Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SALESFORCE.COM, INC. Agenda Number: 934606178
--------------------------------------------------------------------------------------------------------------------------
Security: 79466L302
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: CRM
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: CRAIG CONWAY Mgmt For For
1D. ELECTION OF DIRECTOR: ALAN HASSENFELD Mgmt For For
1E. ELECTION OF DIRECTOR: NEELIE KROES Mgmt For For
1F. ELECTION OF DIRECTOR: COLIN POWELL Mgmt For For
1G. ELECTION OF DIRECTOR: SANFORD ROBERTSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN V. ROOS Mgmt For For
1I. ELECTION OF DIRECTOR: ROBIN WASHINGTON Mgmt For For
1J. ELECTION OF DIRECTOR: MAYNARD WEBB Mgmt For For
1K. ELECTION OF DIRECTOR: SUSAN WOJCICKI Mgmt For For
2. APPROVAL TO AMEND OUR 2013 EQUITY INCENTIVE Mgmt For For
PLAN, INCLUDING TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR GRANT BY 37 MILLION
SHARES.
3. APPROVAL TO AMEND OUR 2004 EMPLOYEE STOCK Mgmt For For
PURCHASE PLAN TO INCREASE THE NUMBER OF
SHARES AUTHORIZED FOR EMPLOYEE PURCHASE BY
8 MILLION SHARES.
4. RATIFICATION OF THE APPOINTMENT OF ERNST & Mgmt For For
YOUNG LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING JANUARY 31, 2018.
5. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
FISCAL 2017 COMPENSATION OF OUR NAMED
EXECUTIVE OFFICERS.
6. TO RECOMMEND, BY NON-BINDING VOTE, THE Mgmt 1 Year For
FREQUENCY OF EXECUTIVE COMPENSATION VOTES.
7. A STOCKHOLDER PROPOSAL REQUESTING, ON AN Shr Against For
ADVISORY BASIS, ACTION TO ALLOW
STOCKHOLDERS TO REQUEST SPECIAL MEETINGS OF
STOCKHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD, GEORGE TOWN Agenda Number: 707989046
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: AGM
Meeting Date: 17-May-2017
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0410/LTN201704101149.pdf AND
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0410/LTN201704101145.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS, THE DIRECTORS' REPORT
AND THE INDEPENDENT AUDITOR'S REPORT FOR
THE YEAR ENDED 31 DECEMBER 2016
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.A TO RE-ELECT MR LAU CHI PING MARTIN AS Mgmt For For
DIRECTOR
3.B TO RE-ELECT MR CHARLES ST LEGER SEARLE AS Mgmt For For
DIRECTOR
3.C TO RE-ELECT MR YANG SIU SHUN AS DIRECTOR Mgmt For For
3.D TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS' REMUNERATION
4 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION: PRICEWATERHOUSECOOPERS
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE NEW SHARES
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES
CMMT PLEASE NOTE THAT RESOLUTION 7 IS Non-Voting
CONDITIONAL UPON PASSING OF RESOLUTIONS 5
AND 6. THANK YOU
7 TO EXTEND THE GENERAL MANDATE TO ISSUE NEW Mgmt For For
SHARES BY ADDING THE NUMBER OF SHARES
REPURCHASED
8 TO ADOPT THE 2017 SHARE OPTION SCHEME Mgmt For For
CMMT 14 APR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO RECEIPT OF AUDITOR NAME. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD, GEORGE TOWN Agenda Number: 708080786
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: EGM
Meeting Date: 17-May-2017
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL
LINKS:http://www.hkexnews.hk/listedco/listc
onews/SEHK/2017/0425/LTN201704251515.PDF AND
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0425/LTN201704251519.pdf
1 TO ADOPT THE SHARE OPTION PLAN OF TENCENT Mgmt For For
MUSIC ENTERTAINMENT GROUP
--------------------------------------------------------------------------------------------------------------------------
TEXAS INSTRUMENTS INCORPORATED Agenda Number: 934535165
--------------------------------------------------------------------------------------------------------------------------
Security: 882508104
Meeting Type: Annual
Meeting Date: 20-Apr-2017
Ticker: TXN
ISIN: US8825081040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: R. W. BABB, JR. Mgmt For For
1B. ELECTION OF DIRECTOR: M. A. BLINN Mgmt For For
1C. ELECTION OF DIRECTOR: T. M. BLUEDORN Mgmt For For
1D. ELECTION OF DIRECTOR: D. A. CARP Mgmt For For
1E. ELECTION OF DIRECTOR: J. F. CLARK Mgmt For For
1F. ELECTION OF DIRECTOR: C. S. COX Mgmt For For
1G. ELECTION OF DIRECTOR: J. M. HOBBY Mgmt For For
1H. ELECTION OF DIRECTOR: R. KIRK Mgmt For For
1I. ELECTION OF DIRECTOR: P. H. PATSLEY Mgmt For For
1J. ELECTION OF DIRECTOR: R. E. SANCHEZ Mgmt For For
1K. ELECTION OF DIRECTOR: W. R. SANDERS Mgmt For For
1L. ELECTION OF DIRECTOR: R. K. TEMPLETON Mgmt For For
2. BOARD PROPOSAL REGARDING ADVISORY APPROVAL Mgmt For For
OF THE COMPANY'S EXECUTIVE COMPENSATION.
3. BOARD PROPOSAL REGARDING ADVISORY APPROVAL Mgmt 1 Year For
OF ANNUAL FREQUENCY FOR FUTURE ADVISORY
VOTES ON EXECUTIVE COMPENSATION.
4. BOARD PROPOSAL TO RATIFY THE APPOINTMENT OF Mgmt For For
ERNST & YOUNG LLP AS THE COMPANY'S
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
THE HOME DEPOT, INC. Agenda Number: 934559204
--------------------------------------------------------------------------------------------------------------------------
Security: 437076102
Meeting Type: Annual
Meeting Date: 18-May-2017
Ticker: HD
ISIN: US4370761029
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GERARD J. ARPEY Mgmt For For
1B. ELECTION OF DIRECTOR: ARI BOUSBIB Mgmt For For
1C. ELECTION OF DIRECTOR: JEFFERY H. BOYD Mgmt For For
1D. ELECTION OF DIRECTOR: GREGORY D. BRENNEMAN Mgmt For For
1E. ELECTION OF DIRECTOR: J. FRANK BROWN Mgmt For For
1F. ELECTION OF DIRECTOR: ALBERT P. CAREY Mgmt For For
1G. ELECTION OF DIRECTOR: ARMANDO CODINA Mgmt For For
1H. ELECTION OF DIRECTOR: HELENA B. FOULKES Mgmt For For
1I. ELECTION OF DIRECTOR: LINDA R. GOODEN Mgmt For For
1J. ELECTION OF DIRECTOR: WAYNE M. HEWETT Mgmt For For
1K. ELECTION OF DIRECTOR: KAREN L. KATEN Mgmt For For
1L. ELECTION OF DIRECTOR: CRAIG A. MENEAR Mgmt For For
1M. ELECTION OF DIRECTOR: MARK VADON Mgmt For For
2. RATIFICATION OF THE APPOINTMENT OF KPMG Mgmt For For
LLP.
3. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION ("SAY-ON-PAY").
4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
SAY-ON-PAY VOTES.
5. SHAREHOLDER PROPOSAL REGARDING PREPARATION Shr Against For
OF AN EMPLOYMENT DIVERSITY REPORT.
6. SHAREHOLDER PROPOSAL REGARDING ADVISORY Shr Against For
VOTE ON POLITICAL CONTRIBUTIONS.
7. SHAREHOLDER PROPOSAL TO REDUCE THE Shr Against For
THRESHOLD TO CALL SPECIAL SHAREHOLDER
MEETINGS TO 15% OF OUTSTANDING SHARES.
--------------------------------------------------------------------------------------------------------------------------
THE KRAFT HEINZ COMPANY Agenda Number: 934534555
--------------------------------------------------------------------------------------------------------------------------
Security: 500754106
Meeting Type: Annual
Meeting Date: 19-Apr-2017
Ticker: KHC
ISIN: US5007541064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GREGORY E. ABEL Mgmt For For
1B. ELECTION OF DIRECTOR: ALEXANDRE BEHRING Mgmt For For
1C. ELECTION OF DIRECTOR: WARREN E. BUFFETT Mgmt For For
1D. ELECTION OF DIRECTOR: JOHN T. CAHILL Mgmt For For
1E. ELECTION OF DIRECTOR: TRACY BRITT COOL Mgmt For For
1F. ELECTION OF DIRECTOR: FEROZ DEWAN Mgmt For For
1G. ELECTION OF DIRECTOR: JEANNE P. JACKSON Mgmt For For
1H. ELECTION OF DIRECTOR: JORGE PAULO LEMANN Mgmt For For
1I. ELECTION OF DIRECTOR: MACKEY J. MCDONALD Mgmt For For
1J. ELECTION OF DIRECTOR: JOHN C. POPE Mgmt For For
1K. ELECTION OF DIRECTOR: MARCEL HERRMANN Mgmt For For
TELLES
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. RATIFICATION OF THE SELECTION OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS OUR
INDEPENDENT AUDITORS FOR 2017.
4. SHAREHOLDER PROPOSAL: RESOLUTION RELATED TO Shr Against For
SUSTAINABILITY AND NUTRITION.
5. SHAREHOLDER PROPOSAL: RESOLUTION RELATED TO Shr Against For
PACKAGING.
6. SHAREHOLDER PROPOSAL: RESOLUTION RELATED TO Shr Against For
DEFORESTATION.
--------------------------------------------------------------------------------------------------------------------------
THE PRICELINE GROUP INC. Agenda Number: 934603247
--------------------------------------------------------------------------------------------------------------------------
Security: 741503403
Meeting Type: Annual
Meeting Date: 08-Jun-2017
Ticker: PCLN
ISIN: US7415034039
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
TIMOTHY M. ARMSTRONG Mgmt For For
JEFFERY H. BOYD Mgmt For For
JAN L. DOCTER Mgmt For For
JEFFREY E. EPSTEIN Mgmt For For
GLENN D. FOGEL Mgmt For For
JAMES M. GUYETTE Mgmt For For
ROBERT J. MYLOD, JR. Mgmt For For
CHARLES H. NOSKI Mgmt For For
NANCY B. PERETSMAN Mgmt For For
THOMAS E. ROTHMAN Mgmt For For
CRAIG W. RYDIN Mgmt For For
LYNN M. VOJVODICH Mgmt For For
2. TO RATIFY THE SELECTION OF DELOITTE & Mgmt For For
TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR
THE FISCAL YEAR ENDING DECEMBER 31, 2017.
3. TO APPROVE ON A NON-BINDING ADVISORY BASIS Mgmt For For
THE 2016 COMPENSATION PAID BY THE COMPANY
TO ITS NAMED EXECUTIVE OFFICERS.
4. TO CAST A NON-BINDING ADVISORY VOTE ON THE Mgmt 1 Year For
FREQUENCY OF FUTURE NON-BINDING ADVISORY
VOTES ON THE COMPENSATION PAID BY THE
COMPANY TO ITS NAMED EXECUTIVE OFFICERS.
5. TO CONSIDER AND VOTE UPON A NON-BINDING Shr Against For
STOCKHOLDER PROPOSAL CONCERNING SPECIAL
MEETINGS.
--------------------------------------------------------------------------------------------------------------------------
THE SHERWIN-WILLIAMS COMPANY Agenda Number: 934539896
--------------------------------------------------------------------------------------------------------------------------
Security: 824348106
Meeting Type: Annual
Meeting Date: 19-Apr-2017
Ticker: SHW
ISIN: US8243481061
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: A.F. ANTON Mgmt For For
1B. ELECTION OF DIRECTOR: D.F. HODNIK Mgmt For For
1C. ELECTION OF DIRECTOR: T.G. KADIEN Mgmt Abstain Against
1D. ELECTION OF DIRECTOR: R.J. KRAMER Mgmt For For
1E. ELECTION OF DIRECTOR: S.J. KROPF Mgmt For For
1F. ELECTION OF DIRECTOR: J.G. MORIKIS Mgmt For For
1G. ELECTION OF DIRECTOR: C.A. POON Mgmt For For
1H. ELECTION OF DIRECTOR: J.M. STROPKI Mgmt For For
1I. ELECTION OF DIRECTOR: M.H. THAMAN Mgmt For For
1J. ELECTION OF DIRECTOR: M. THORNTON III Mgmt For For
1K. ELECTION OF DIRECTOR: S.H. WUNNING Mgmt For For
2. ADVISORY APPROVAL OF THE COMPENSATION OF Mgmt For For
THE NAMED EXECUTIVES.
3. ADVISORY APPROVAL OF THE FREQUENCY OF THE Mgmt 1 Year For
ADVISORY VOTE ON THE COMPENSATION OF THE
NAMED EXECUTIVES.
4. APPROVAL OF THE 2007 EXECUTIVE ANNUAL Mgmt For For
PERFORMANCE BONUS PLAN (AMENDED AND
RESTATED AS OF APRIL 19, 2017).
5. APPROVAL OF THE 2006 EQUITY AND PERFORMANCE Mgmt For For
INCENTIVE PLAN (AMENDED AND RESTATED AS OF
APRIL 19, 2017).
6. RATIFICATION OF ERNST & YOUNG LLP AS OUR Mgmt For For
INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
THE TJX COMPANIES, INC. Agenda Number: 934614947
--------------------------------------------------------------------------------------------------------------------------
Security: 872540109
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: TJX
ISIN: US8725401090
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: ZEIN ABDALLA Mgmt For For
1B. ELECTION OF DIRECTOR: JOSE B. ALVAREZ Mgmt For For
1C. ELECTION OF DIRECTOR: ALAN M. BENNETT Mgmt For For
1D. ELECTION OF DIRECTOR: DAVID T. CHING Mgmt For For
1E. ELECTION OF DIRECTOR: ERNIE HERRMAN Mgmt For For
1F. ELECTION OF DIRECTOR: MICHAEL F. HINES Mgmt For For
1G. ELECTION OF DIRECTOR: AMY B. LANE Mgmt For For
1H. ELECTION OF DIRECTOR: CAROL MEYROWITZ Mgmt For For
1I. ELECTION OF DIRECTOR: JACKWYN L. NEMEROV Mgmt For For
1J. ELECTION OF DIRECTOR: JOHN F. O'BRIEN Mgmt For For
1K. ELECTION OF DIRECTOR: WILLOW B. SHIRE Mgmt For For
2. RATIFICATION OF APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS TJX'S INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM FOR
FISCAL 2018
3. REAPPROVAL OF MATERIAL TERMS OF PERFORMANCE Mgmt For For
GOALS UNDER THE STOCK INCENTIVE PLAN
4. REAPPROVAL OF MATERIAL TERMS OF PERFORMANCE Mgmt For For
GOALS UNDER THE CASH INCENTIVE PLANS
5. ADVISORY APPROVAL OF TJX'S EXECUTIVE Mgmt For For
COMPENSATION (THE SAY-ON-PAY VOTE)
6. ADVISORY APPROVAL OF THE FREQUENCY OF TJX'S Mgmt 1 Year For
SAY-ON-PAY VOTES
7. SHAREHOLDER PROPOSAL FOR INCLUSION OF Shr Against For
DIVERSITY AS A CEO PERFORMANCE MEASURE
8. SHAREHOLDER PROPOSAL FOR A REVIEW AND Shr Against For
SUMMARY REPORT ON EXECUTIVE COMPENSATION
POLICIES
9. SHAREHOLDER PROPOSAL FOR A REPORT ON Shr Against For
COMPENSATION DISPARITIES BASED ON RACE,
GENDER, OR ETHNICITY
10. SHAREHOLDER PROPOSAL FOR A REPORT ON Shr Against For
NET-ZERO GREENHOUSE GAS EMISSIONS
--------------------------------------------------------------------------------------------------------------------------
THE WALT DISNEY COMPANY Agenda Number: 934523437
--------------------------------------------------------------------------------------------------------------------------
Security: 254687106
Meeting Type: Annual
Meeting Date: 08-Mar-2017
Ticker: DIS
ISIN: US2546871060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: SUSAN E. ARNOLD Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1C. ELECTION OF DIRECTOR: JACK DORSEY Mgmt For For
1D. ELECTION OF DIRECTOR: ROBERT A. IGER Mgmt For For
1E. ELECTION OF DIRECTOR: MARIA ELENA Mgmt For For
LAGOMASINO
1F. ELECTION OF DIRECTOR: FRED H. LANGHAMMER Mgmt For For
1G. ELECTION OF DIRECTOR: AYLWIN B. LEWIS Mgmt For For
1H. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1I. ELECTION OF DIRECTOR: MARK G. PARKER Mgmt For For
1J. ELECTION OF DIRECTOR: SHERYL K. SANDBERG Mgmt For For
1K. ELECTION OF DIRECTOR: ORIN C. SMITH Mgmt For For
2. TO RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S
REGISTERED PUBLIC ACCOUNTANTS FOR 2017.
3. TO APPROVE THE ADVISORY RESOLUTION ON Mgmt For For
EXECUTIVE COMPENSATION.
4. TO APPROVE HOLDING AN ADVISORY VOTE ON Mgmt 1 Year For
EXECUTIVE COMPENSATION EVERY ONE, TWO OR
THREE YEARS, AS INDICATED.
5. TO APPROVE THE SHAREHOLDER PROPOSAL Shr Against For
REQUESTING AN ANNUAL REPORT DISCLOSING
INFORMATION REGARDING THE COMPANY'S
LOBBYING POLICIES AND ACTIVITIES.
6. TO APPROVE THE SHAREHOLDER PROPOSAL Shr Against For
REQUESTING THE BOARD TO AMEND THE COMPANY'S
BYLAWS RELATING TO PROXY ACCESS TO INCREASE
THE NUMBER OF PERMITTED NOMINEES, REMOVE
THE LIMIT ON AGGREGATING SHARES TO MEET THE
SHAREHOLDING REQUIREMENT, AND REMOVE THE
LIMITATION ON RENOMINATION OF PERSONS BASED
ON VOTES IN A PRIOR ELECTION.
--------------------------------------------------------------------------------------------------------------------------
UNITEDHEALTH GROUP INCORPORATED Agenda Number: 934600013
--------------------------------------------------------------------------------------------------------------------------
Security: 91324P102
Meeting Type: Annual
Meeting Date: 05-Jun-2017
Ticker: UNH
ISIN: US91324P1021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: WILLIAM C. BALLARD, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: RICHARD T. BURKE Mgmt For For
1C. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN Mgmt For For
1D. ELECTION OF DIRECTOR: STEPHEN J. HEMSLEY Mgmt For For
1E. ELECTION OF DIRECTOR: MICHELE J. HOOPER Mgmt For For
1F. ELECTION OF DIRECTOR: RODGER A. LAWSON Mgmt For For
1G. ELECTION OF DIRECTOR: GLENN M. RENWICK Mgmt For For
1H. ELECTION OF DIRECTOR: KENNETH I. SHINE, Mgmt For For
M.D.
1I. ELECTION OF DIRECTOR: GAIL R. WILENSKY, Mgmt For For
PH.D.
2. ADVISORY APPROVAL OF THE COMPANY'S Mgmt For For
EXECUTIVE COMPENSATION.
3. ADVISORY APPROVAL OF THE FREQUENCY OF Mgmt 1 Year For
HOLDING FUTURE SAY-ON-PAY VOTES.
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS THE INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE COMPANY FOR
THE YEAR ENDING DECEMBER 31, 2017.
5. THE SHAREHOLDER PROPOSAL SET FORTH IN THE Shr Against For
PROXY STATEMENT REQUESTING ADDITIONAL
LOBBYING DISCLOSURE, IF PROPERLY PRESENTED
AT THE 2017 ANNUAL MEETING OF SHAREHOLDERS.
--------------------------------------------------------------------------------------------------------------------------
VISA INC. Agenda Number: 934512890
--------------------------------------------------------------------------------------------------------------------------
Security: 92826C839
Meeting Type: Annual
Meeting Date: 31-Jan-2017
Ticker: V
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: GARY A. HOFFMAN Mgmt For For
1E. ELECTION OF DIRECTOR: ALFRED F. KELLY, JR. Mgmt For For
1F. ELECTION OF DIRECTOR: ROBERT W. MATSCHULLAT Mgmt For For
1G. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON Mgmt For For
1H. ELECTION OF DIRECTOR: JOHN A.C. SWAINSON Mgmt For For
1I. ELECTION OF DIRECTOR: MAYNARD G. WEBB, JR. Mgmt For For
2. ADVISORY VOTE TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF KPMG LLP Mgmt For For
AS OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR THE 2017 FISCAL YEAR.
--------------------------------------------------------------------------------------------------------------------------
VULCAN MATERIALS COMPANY Agenda Number: 934558505
--------------------------------------------------------------------------------------------------------------------------
Security: 929160109
Meeting Type: Annual
Meeting Date: 12-May-2017
Ticker: VMC
ISIN: US9291601097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: O. B. GRAYSON HALL, Mgmt For For
JR.
1B. ELECTION OF DIRECTOR: JAMES T. PROKOPANKO Mgmt For For
1C. ELECTION OF DIRECTOR: DAVID P. STEINER Mgmt For For
1D. ELECTION OF DIRECTOR: KATHLEEN Mgmt For For
WILSON-THOMPSON
2. APPROVAL, ON AN ADVISORY BASIS, OF THE Mgmt For For
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE Mgmt 1 Year For
ADVISORY VOTES ON EXECUTIVE COMPENSATION.
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt For For
& TOUCHE LLP AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR 2017.
--------------------------------------------------------------------------------------------------------------------------
WELLS FARGO & COMPANY Agenda Number: 934543314
--------------------------------------------------------------------------------------------------------------------------
Security: 949746101
Meeting Type: Annual
Meeting Date: 25-Apr-2017
Ticker: WFC
ISIN: US9497461015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: JOHN D. BAKER II Mgmt For For
1B. ELECTION OF DIRECTOR: JOHN S. CHEN Mgmt For For
1C. ELECTION OF DIRECTOR: LLOYD H. DEAN Mgmt For For
1D. ELECTION OF DIRECTOR: ELIZABETH A. DUKE Mgmt For For
1E. ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, Mgmt For For
JR.
1F. ELECTION OF DIRECTOR: DONALD M. JAMES Mgmt For For
1G. ELECTION OF DIRECTOR: CYNTHIA H. MILLIGAN Mgmt For For
1H. ELECTION OF DIRECTOR: KAREN B. PEETZ Mgmt For For
1I. ELECTION OF DIRECTOR: FEDERICO F. PENA Mgmt For For
1J. ELECTION OF DIRECTOR: JAMES H. QUIGLEY Mgmt For For
1K. ELECTION OF DIRECTOR: STEPHEN W. SANGER Mgmt For For
1L. ELECTION OF DIRECTOR: RONALD L. SARGENT Mgmt For For
1M. ELECTION OF DIRECTOR: TIMOTHY J. SLOAN Mgmt For For
1N. ELECTION OF DIRECTOR: SUSAN G. SWENSON Mgmt For For
1O. ELECTION OF DIRECTOR: SUZANNE M. VAUTRINOT Mgmt For For
2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE Mgmt For For
COMPENSATION.
3. ADVISORY PROPOSAL ON THE FREQUENCY OF Mgmt 1 Year For
FUTURE ADVISORY VOTES TO APPROVE EXECUTIVE
COMPENSATION.
4. RATIFY THE APPOINTMENT OF KPMG LLP AS THE Mgmt For For
COMPANY'S INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
5. STOCKHOLDER PROPOSAL - RETAIL BANKING SALES Shr Against For
PRACTICES REPORT.
6. STOCKHOLDER PROPOSAL - CUMULATIVE VOTING. Shr Against For
7. STOCKHOLDER PROPOSAL - DIVESTING NON-CORE Shr Against For
BUSINESS REPORT.
8. STOCKHOLDER PROPOSAL - GENDER PAY EQUITY Shr Against For
REPORT.
9. STOCKHOLDER PROPOSAL - LOBBYING REPORT. Shr Against For
10. STOCKHOLDER PROPOSAL - INDIGENOUS PEOPLES' Shr Against For
RIGHTS POLICY.
--------------------------------------------------------------------------------------------------------------------------
ZOETIS INC. Agenda Number: 934559634
--------------------------------------------------------------------------------------------------------------------------
Security: 98978V103
Meeting Type: Annual
Meeting Date: 11-May-2017
Ticker: ZTS
ISIN: US98978V1035
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: GREGORY NORDEN Mgmt For For
1B. ELECTION OF DIRECTOR: LOUISE M. PARENT Mgmt For For
1C. ELECTION OF DIRECTOR: ROBERT W. SCULLY Mgmt For For
2. ADVISORY VOTE TO APPROVE OUR EXECUTIVE Mgmt For For
COMPENSATION (SAY ON PAY).
3. RATIFICATION OF APPOINTMENT OF KPMG LLP AS Mgmt For For
OUR INDEPENDENT REGISTERED PUBLIC
ACCOUNTING FIRM FOR 2017.
MARSICO INTERNATIONAL OPPORTUNITIES FUND
--------------------------------------------------------------------------------------------------------------------------
ADIDAS AG, HERZOGENAURACH Agenda Number: 707871580
--------------------------------------------------------------------------------------------------------------------------
Security: D0066B185
Meeting Type: AGM
Meeting Date: 11-May-2017
Ticker:
ISIN: DE000A1EWWW0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 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 Non-Voting
ON 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 Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 26 Non-Voting
APR 2017. 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 Non-Voting
FINANCIAL STATEMENTS OF ADIDAS AG AND OF
THE APPROVED CONSOLIDATED FINANCIAL
STATEMENTS AS OF DECEMBER 31, 2016, 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 SECTION 289 SECTION
4, 315 SECTION 4 GERMAN COMMERCIAL CODE
(HANDELSGESETZBUCH - HGB) AS WELL AS OF THE
SUPERVISORY BOARD REPORT FOR THE 2016
FINANCIAL YEAR
2 RESOLUTION ON THE APPROPRIATION OF RETAINED Mgmt For For
EARNINGS :RESOLUTION ON THE APPROPRIATION
OF THE DISTRIBUTABLE PROFIT THE
DISTRIBUTABLE PROFIT OF EUR 628,908,347.49
SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT
OF A DIVIDEND OF EUR 2 PER NO-PAR SHARE EUR
200,000,000 SHALL BE ALLOCATED TO THE OTHER
RESERVES EUR 26,596,155.49 SHALL BE CARRIED
FORWARD EX-DIVIDEND DATE: MAY 12, 2017
PAYABLE DATE: MAY 16, 2017
3 RESOLUTION ON THE RATIFICATION OF THE Mgmt For For
ACTIONS OF THE EXECUTIVE BOARD FOR THE 2016
FINANCIAL YEAR
4 RESOLUTION ON THE RATIFICATION OF THE Mgmt For For
ACTIONS OF THE SUPERVISORY BOARD FOR THE
2016 FINANCIAL YEAR
5 RESOLUTION ON THE AMENDMENT OF SECTION 18 Mgmt For For
(COMPENSATION OF THE SUPERVISORY BOARD) OF
THE ARTICLES OF ASSOCIATION
6 RESOLUTION ON THE CANCELLATION OF THE Mgmt For For
AUTHORISED CAPITAL PURSUANT TO SECTION 4
SECTION 2 OF THE ARTICLES OF ASSOCIATION,
ON THE CREATION OF A NEW AUTHORISED CAPITAL
AGAINST CONTRIBUTIONS IN CASH TOGETHER WITH
THE AUTHORISATION TO EXCLUDE SUBSCRIPTION
RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
7 RESOLUTION ON THE CANCELLATION OF THE Mgmt For For
AUTHORISED CAPITAL PURSUANT TO SECTION 4
SECTION 3 OF THE ARTICLES OF ASSOCIATION,
ON THE CREATION OF A NEW AUTHORISED CAPITAL
AGAINST CONTRIBUTIONS IN KIND TOGETHER WITH
THE AUTHORISATION TO EXCLUDE SUBSCRIPTION
RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
8 RESOLUTION ON THE CANCELLATION OF THE Mgmt For For
AUTHORISED CAPITAL PURSUANT TO SECTION 4
SECTION 4 OF THE ARTICLES OF ASSOCIATION,
ON THE CREATION OF A NEW AUTHORISED CAPITAL
AGAINST CONTRIBUTIONS IN CASH TOGETHER WITH
THE AUTHORISATION TO EXCLUDE SUBSCRIPTION
RIGHTS AS WELL AS ON THE RESPECTIVE
AMENDMENT TO THE ARTICLES OF ASSOCIATION
9.1 APPOINTMENT OF THE AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE 2017 FINANCIAL YEAR AS WELL
AS OF THE AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF THE FIRST HALF YEAR FINANCIAL
REPORT AND OTHER INTERIM FINANCIAL REPORTS
FOR THE 2017 FINANCIAL YEAR AND THE 2018
FINANCIAL YEAR PRIOR TO THE 2018 ANNUAL
GENERAL MEETING: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS
APPOINTED AS AUDITOR AND GROUP AUDITOR FOR
THE 2017 FINANCIAL YEAR
9.2 APPOINTMENT OF THE AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE 2017 FINANCIAL YEAR AS WELL
AS OF THE AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF THE FIRST HALF YEAR FINANCIAL
REPORT AND OTHER INTERIM FINANCIAL REPORTS
FOR THE 2017 FINANCIAL YEAR AND THE 2018
FINANCIAL YEAR PRIOR TO THE 2018 ANNUAL
GENERAL MEETING: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS
APPOINTED AS AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF INTERIM FINANCIAL REPORTS (FIRST
HALF YEAR REPORT AND QUARTERLY REPORTS) FOR
THE 2017 FINANCIAL YEAR, IF AND INSOFAR AS
SUCH INTERIM FINANCIAL REPORTS ARE TO BE
PREPARED AND ARE TO BE SUBJECT TO AN AUDIT
REVIEW
9.3 APPOINTMENT OF THE AUDITOR AND THE GROUP Mgmt For For
AUDITOR FOR THE 2017 FINANCIAL YEAR AS WELL
AS OF THE AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF THE FIRST HALF YEAR FINANCIAL
REPORT AND OTHER INTERIM FINANCIAL REPORTS
FOR THE 2017 FINANCIAL YEAR AND THE 2018
FINANCIAL YEAR PRIOR TO THE 2018 ANNUAL
GENERAL MEETING: KPMG AG
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, BERLIN, IS
APPOINTED AS AUDITOR FOR A POSSIBLE AUDIT
REVIEW OF INTERIM FINANCIAL REPORTS FOR THE
2018 FINANCIAL YEAR, IF AND INSOFAR AS SUCH
INTERIM FINANCIAL REPORTS ARE TO BE
PREPARED PRIOR TO THE 2018 ANNUAL GENERAL
MEETING AND ARE TO BE SUBJECT TO AN AUDIT
REVIEW
--------------------------------------------------------------------------------------------------------------------------
ALIBABA GROUP HOLDING LIMITED Agenda Number: 934477832
--------------------------------------------------------------------------------------------------------------------------
Security: 01609W102
Meeting Type: Annual
Meeting Date: 13-Oct-2016
Ticker: BABA
ISIN: US01609W1027
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: DANIEL YONG ZHANG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1B. ELECTION OF DIRECTOR: CHEE HWA TUNG (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1C. ELECTION OF DIRECTOR: JERRY YANG (TO SERVE Mgmt For For
FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1D. ELECTION OF DIRECTOR: WAN LING MARTELLO (TO Mgmt For For
SERVE FOR A THREE YEAR TERM OR UNTIL SUCH
DIRECTOR'S SUCCESSOR IS ELECTED OR
APPOINTED AND DULY QUALIFIED.)
1E. ELECTION OF DIRECTOR: ERIC XIANDONG JING Mgmt For For
(TO SERVE UNTIL THE COMPANY'S ANNUAL
GENERAL MEETING OF SHAREHOLDERS TO BE HELD
IN 2018 OR UNTIL SUCH DIRECTOR'S SUCCESSOR
IS ELECTED OR APPOINTED AND DULY
QUALIFIED.)
2. RATIFY THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS AS THE INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM OF THE
COMPANY.
--------------------------------------------------------------------------------------------------------------------------
ALKERMES PLC Agenda Number: 934585158
--------------------------------------------------------------------------------------------------------------------------
Security: G01767105
Meeting Type: Annual
Meeting Date: 24-May-2017
Ticker: ALKS
ISIN: IE00B56GVS15
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: PAUL J. MITCHELL Mgmt For For
1B. ELECTION OF DIRECTOR: RICHARD F. POPS Mgmt For For
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt For For
COMPENSATION OF THE COMPANY'S NAMED
EXECUTIVE OFFICERS.
3. TO RATIFY, ON A NON-BINDING, ADVISORY Mgmt For For
BASIS, THE APPOINTMENT OF
PRICEWATERHOUSECOOPERS LLP AS THE
INDEPENDENT AUDITOR AND ACCOUNTING FIRM OF
THE COMPANY AND TO AUTHORIZE, IN A BINDING
VOTE, THE AUDIT AND RISK COMMITTEE OF THE
BOARD OF DIRECTORS (THE "BOARD") TO SET THE
INDEPENDENT AUDITOR AND ACCOUNTING FIRM'S
REMUNERATION.
4. TO APPROVE THE ALKERMES PLC 2011 STOCK Mgmt For For
OPTION AND INCENTIVE PLAN, AS AMENDED.
5. TO GRANT THE BOARD THE AUTHORITY TO ALLOT Mgmt For For
AND ISSUE SHARES UNDER IRISH LAW.
6. TO APPROVE ANY MOTION TO ADJOURN THE 2017 Mgmt For For
ANNUAL GENERAL MEETING OF SHAREHOLDERS, OR
ANY ADJOURNMENTS THEREOF, TO ANOTHER TIME
AND PLACE TO SOLICIT ADDITIONAL PROXIES IF
THERE ARE INSUFFICIENT VOTES AT THE TIME OF
THE 2017 ANNUAL GENERAL MEETING OF
SHAREHOLDERS TO APPROVE PROPOSAL 7.
7. TO GRANT THE BOARD THE AUTHORITY TO ALLOT Mgmt For For
AND ISSUE SHARES FOR CASH WITHOUT FIRST
OFFERING THOSE SHARES TO EXISTING
SHAREHOLDERS PURSUANT TO THE STATUTORY
PRE-EMPTION RIGHT THAT WOULD OTHERWISE
APPLY UNDER IRISH LAW.
--------------------------------------------------------------------------------------------------------------------------
ANHEUSER-BUSCH INBEV SA/NV, BRUXELLES Agenda Number: 707344002
--------------------------------------------------------------------------------------------------------------------------
Security: B6399C107
Meeting Type: EGM
Meeting Date: 28-Sep-2016
Ticker:
ISIN: BE0003793107
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT MARKET RULES REQUIRE DISCLOSURE OF Non-Voting
BENEFICIAL OWNER 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 Non-Voting
BENEFICIAL 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
1 APPROVE, IN ACCORDANCE WITH ARTICLE 23 OF Mgmt For For
THE ARTICLES OF ASSOCIATION OF THE COMPANY,
THE TRANSACTION, INCLUDING THE ACQUISITION
BY AB INBEV OF THE SHARES OF NEWBELCO AT A
PRICE OF GBP 0.45 EACH UNDER THE BELGIAN
OFFER, FOR A VALUE EXCEEDING ONE THIRD OF
THE CONSOLIDATED ASSETS OF AB INBEV
2 ACKNOWLEDGEMENT BY THE SHAREHOLDERS OF THE Non-Voting
FOLLOWING DOCUMENTS, OF WHICH THEY CAN
OBTAIN A COPY FREE OF CHARGE: THE COMMON
DRAFT TERMS OF MERGER DRAWN UP BY THE
BOARDS OF DIRECTORS OF THE MERGING
COMPANIES IN ACCORDANCE WITH ARTICLE 693 OF
THE BELGIAN COMPANIES CODE (THE "MERGER
TERMS"); THE REPORT PREPARED BY THE BOARD
OF DIRECTORS OF THE COMPANY IN ACCORDANCE
WITH ARTICLE 694 OF THE BELGIAN COMPANIES
CODE; THE REPORT PREPARED BY THE STATUTORY
AUDITOR OF THE COMPANY IN ACCORDANCE WITH
ARTICLE 695 OF THE BELGIAN COMPANIES CODE
3 COMMUNICATION REGARDING SIGNIFICANT CHANGES Non-Voting
IN THE ASSETS AND LIABILITIES OF THE
MERGING COMPANIES BETWEEN THE DATE OF THE
MERGER TERMS AND THE DATE OF THE
SHAREHOLDERS' MEETING, IN ACCORDANCE WITH
ARTICLE 696 OF THE BELGIAN COMPANIES CODE
4 APPROVE (I) THE MERGER TERMS, (II) THE Mgmt For For
BELGIAN MERGER, SUBJECT TO THE CONDITIONS
SET OUT IN THE MERGER TERMS AND EFFECTIVE
UPON PASSING OF THE FINAL NOTARIAL DEED,
AND (III) THE DISSOLUTION WITHOUT
LIQUIDATION OF AB INBEV UPON COMPLETION OF
THE BELGIAN MERGER
5 APPROVE, IN ACCORDANCE WITH ARTICLE 23 OF Mgmt For For
THE ARTICLES OF ASSOCIATION OF THE COMPANY,
(I) THE DELISTING OF THE SECURITIES OF THE
COMPANY FROM EURONEXT BRUSSELS, (II) THE
DELISTING OF THE SECURITIES OF THE COMPANY
FROM THE JOHANNESBURG STOCK EXCHANGE, AND
(III) THE CANCELLATION OF THE REGISTRATION
OF THE SECURITIES OF THE COMPANY WITH THE
NATIONAL SECURITIES REGISTRY (RNV)
MAINTAINED BY THE MEXICAN SECURITIES AND
BANKING COMMISSION (COMISION NACIONAL
BANCARIA Y DE VALORES OR CNBV) AND THE
DELISTING OF SUCH SECURITIES FROM THE BOLSA
MEXICANA DE VALORES, S.A.B. DE C.V. (BMV),
ALL SUCH DELISTINGS AND CANCELLATION OF
REGISTRATION SUBJECT TO AND WITH EFFECT AS
OF COMPLETION OF THE BELGIAN MERGER
6 APPROVE THE DELEGATION OF POWERS TO: (I) Mgmt For For
ANY DIRECTOR OF THE COMPANY FROM TIME TO
TIME, SABINE CHALMERS, LUCAS LIRA, BENOIT
LOORE, ANN RANDON, PATRICIA FRIZO, GERT
BOULANGE, JAN VANDERMEERSCH, PHILIP GORIS
AND ROMANIE DENDOOVEN (EACH AN "AUTHORISED
PERSON"), EACH ACTING TOGETHER WITH ANOTHER
AUTHORISED PERSON, TO ACKNOWLEDGE BY
NOTARIAL DEED THE COMPLETION OF THE BELGIAN
MERGER AFTER COMPLETION OF THE CONDITIONS
PRECEDENT SET OUT IN THE MERGER TERMS; (II)
THE BOARD OF DIRECTORS FOR THE
IMPLEMENTATION OF THE RESOLUTIONS PASSED;
AND (III) BENOIT LOORE, ANN RANDON,
PATRICIA FRIZO, GERT BOULANGE, JAN
VANDERMEERSCH, PHILIP GORIS, ROMANIE
DENDOOVEN, PHILIP VAN NEVEL AND ELS DE
TROYER, EACH ACTING ALONE AND WITH POWER TO
SUB-DELEGATE, THE POWER TO PROCEED TO ALL
FORMALITIES AT A BUSINESS DESK IN ORDER TO
PERFORM THE INSCRIPTION AND/OR THE
MODIFICATION OF THE COMPANY'S DATA IN THE
CROSSROAD BANK OF LEGAL ENTITIES AND, IF
NECESSARY, AT THE ADMINISTRATION FOR THE
VALUE ADDED TAX
--------------------------------------------------------------------------------------------------------------------------
ASML HOLDING NV, VELDHOVEN Agenda Number: 707844204
--------------------------------------------------------------------------------------------------------------------------
Security: N07059202
Meeting Type: AGM
Meeting Date: 26-Apr-2017
Ticker:
ISIN: NL0010273215
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 OPENING Non-Voting
2 OVERVIEW OF THE COMPANY'S BUSINESS, Non-Voting
FINANCIAL SITUATION AND SUSTAINABILITY
3 DISCUSSION OF THE IMPLEMENTATION OF THE Non-Voting
REMUNERATION POLICY FOR THE BOARD OF
MANAGEMENT
4 PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS Mgmt For For
OF THE COMPANY FOR THE FINANCIAL YEAR 2016,
AS PREPARED IN ACCORDANCE WITH DUTCH LAW
5 PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
BOARD OF MANAGEMENT FROM LIABILITY FOR
THEIR RESPONSIBILITIES IN THE FINANCIAL
YEAR 2016
6 PROPOSAL TO DISCHARGE THE MEMBERS OF THE Mgmt For For
SUPERVISORY BOARD FROM LIABILITY FOR THEIR
RESPONSIBILITIES IN THE FINANCIAL YEAR 2016
7 CLARIFICATION OF THE COMPANY'S RESERVES AND Non-Voting
DIVIDEND POLICY
8 PROPOSAL TO ADOPT A DIVIDEND OF EUR 1.20 Mgmt For For
PER ORDINARY SHARE
9 PROPOSAL TO ADOPT THE REVISED REMUNERATION Mgmt For For
POLICY FOR THE BOARD OF MANAGEMENT
10 PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For
FOR THE BOARD OF MANAGEMENT
11 PROPOSAL TO APPROVE THE NUMBER OF STOCK Mgmt For For
OPTIONS AND/OR SHARES FOR EMPLOYEES
12 DISCUSS MANAGEMENT BOARD COMPOSITION AND Non-Voting
RECEIVE INFORMATION ON INTENDED APPOINTMENT
OF FRITS VAN HOUT TO MANAGEMENT BOARD
13.A COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MS. P.F.M. (PAULINE)
VAN DER MEER MOHR AS MEMBER OF THE
SUPERVISORY BOARD
13.B COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MS. C.M.S. (CARLA)
SMITS-NUSTELING AS MEMBER OF THE
SUPERVISORY BOARD
13.C COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MR. D.A. (DOUG) GROSE
AS MEMBER OF THE SUPERVISORY BOARD
13.D COMPOSITION OF THE SUPERVISORY BOARD : Mgmt For For
PROPOSAL TO REAPPOINT MR. W.H. (WOLFGANG)
ZIEBART AS MEMBER OF THE SUPERVISORY BOARD
13.E COMPOSITION OF THE SUPERVISORY BOARD : Non-Voting
COMPOSITION OF THE SUPERVISORY BOARD IN
2018
14 PROPOSAL TO ADJUST THE REMUNERATION OF THE Mgmt For For
SUPERVISORY BOARD
15 PROPOSAL TO APPOINT KPMG ACCOUNTANTS N.V. Mgmt For For
AS EXTERNAL AUDITOR FOR THE REPORTING YEAR
2018
16.A PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO ISSUE
ORDINARY SHARES OR GRANT RIGHTS TO
SUBSCRIBE FOR ORDINARY SHARES (5%)
16.B PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO RESTRICT OR
EXCLUDE PRE-EMPTION RIGHTS WITH REGARDS TO
16A
16.C PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO ISSUE
SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR
ORDINARY SHARES IN CONNECTION WITH OR ON
THE OCCASION OF MERGERS, ACQUISITIONS
AND/OR (STRATEGIC) ALLIANCES (5%)
16.D PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ISSUE ORDINARY SHARES OR
GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY
SHARES, AS WELL AS TO RESTRICT OR EXCLUDE
THE PRE-EMPTION RIGHTS ACCRUING TO
SHAREHOLDERS : AUTHORIZATION TO RESTRICT OR
EXCLUDE PRE-EMPTION RIGHTS WITH REGARDS TO
16C
17.A PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ACQUIRE ORDINARY SHARES :
AUTHORIZATION TO REPURCHASE ORDINARY SHARES
UP TO 10% OF THE ISSUED SHARE CAPITAL
17.B PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For
MANAGEMENT TO ACQUIRE ORDINARY SHARES :
AUTHORIZATION TO REPURCHASE ADDITIONAL
ORDINARY SHARES UP TO 10% OF THE ISSUED
SHARE CAPITAL
18 PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For
19 ANY OTHER BUSINESS Non-Voting
20 CLOSING Non-Voting
CMMT 20 MAR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTION 12. IF YOU HAVE ALREADY SENT IN
YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS
YOU DECIDE TO AMEND YOUR ORIGINAL
INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
BAYER AG, LEVERKUSEN Agenda Number: 707787492
--------------------------------------------------------------------------------------------------------------------------
Security: D0712D163
Meeting Type: AGM
Meeting Date: 28-Apr-2017
Ticker:
ISIN: DE000BAY0017
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 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 Non-Voting
ON 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 Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
13.04.2017. 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 Mgmt For For
FINANCIAL STATEMENTS AND THE APPROVED
CONSOLIDATED FINANCIAL STATEMENTS, THE
COMBINED MANAGEMENT REPORT, THE REPORT OF
THE SUPERVISORY BOARD AND THE PROPOSAL BY
THE BOARD OF MANAGEMENT ON THE USE OF THE
DISTRIBUTABLE PROFIT FOR THE FISCAL YEAR
2016, AND RESOLUTION ON THE USE OF THE
DISTRIBUTABLE PROFIT: EUR 2.70 PER SHARE
CARRYING DIVIDEND RIGHTS
2 RATIFICATION OF THE ACTIONS OF THE MEMBERS Mgmt For For
OF THE BOARD OF MANAGEMENT
3 RATIFICATION OF THE ACTIONS OF THE MEMBERS Mgmt For For
OF THE SUPERVISORY BOARD
4.1 SUPERVISORY BOARD ELECTION: WERNER WENNING Mgmt For For
4.2 SUPERVISORY BOARD ELECTION: DR. PAUL Mgmt For For
ACHLEITNER
4.3 SUPERVISORY BOARD ELECTION: DR. NORBERT W. Mgmt For For
BISCHOFBERGER
4.4 SUPERVISORY BOARD ELECTION: THOMAS EBELING Mgmt For For
4.5 SUPERVISORY BOARD ELECTION: COLLEEN A. Mgmt For For
GOGGINS
4.6 SUPERVISORY BOARD ELECTION: DR. KLAUS Mgmt For For
STURANY
5 AMENDMENT OF THE ARTICLES OF INCORPORATION Mgmt For For
REGARDING THE COMPENSATION OF THE
SUPERVISORY BOARD (SECTION 12, PARAGRAPHS 1
AND 2 OF THE ARTICLES OF INCORPORATION)
6 APPROVAL OF THE CONTROL AGREEMENT BETWEEN Mgmt For For
THE COMPANY AND BAYER CROPSCIENCE
AKTIENGESELLSCHAFT
7 ELECTION OF THE AUDITOR FOR THE ANNUAL Mgmt For For
FINANCIAL STATEMENTS AND FOR THE REVIEW OF
THE HALF-YEARLY AND INTERIM FINANCIAL
REPORTS: DELOITTE GMBH
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, MUNICH,
GERMANY
CMMT Investor Relations German: Non-Voting
http://www.investor.bayer.de/de/uebersicht/
CMMT Investor Relations English: Non-Voting
http://www.investor.bayer.de/en/overview/
--------------------------------------------------------------------------------------------------------------------------
BM&F BOVESPA SA BOLSA DE VALORES, MERCADORIAS E FU Agenda Number: 708214894
--------------------------------------------------------------------------------------------------------------------------
Security: P1R0U2138
Meeting Type: EGM
Meeting Date: 14-Jun-2017
Ticker:
ISIN: BRBVMFACNOR3
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 783452 DUE TO ADDITION OF
RESOLUTION 6 AND 7. ALL VOTES RECEIVED ON
THE PREVIOUS MEETING WILL BE DISREGARDED
AND YOU WILL NEED TO REINSTRUCT ON THIS
MEETING NOTICE. THANK YOU
CMMT IMPORTANT MARKET PROCESSING REQUIREMENT: A Non-Voting
BENEFICIAL 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 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
1 TO APPROVE THE TERMS AND CONDITIONS OF THE Mgmt For For
PROTOCOL AND JUSTIFICATION OF MERGER OF
CETIP S.A. MERCADOS ORGANIZADOS CETIP BY
B3, EXECUTED ON MAY 12, 2017, BETWEEN THE
MANAGEMENTS OF B3 AND OF CETIP MERGER
PROTOCOL AND JUSTIFICATION
2 TO RATIFY THE APPOINTMENT OF THE Mgmt For For
SPECIALIZED COMPANY PRICEWATERHOUSECOOPERS
AUDITORES INDEPENDENTES CNPJ
61.562.112.0001.20, AS RESPONSIBLE FOR
PREPARATION OF THE APPRAISAL REPORT AT THE
ACCOUNTING VALUE OF THE SHAREHOLDERS EQUITY
OF CETIP, FOR MERGER OF CETIP INTO B3
APPRAISAL REPORT
3 TO APPROVE THE APPRAISAL REPORT Mgmt For For
4 TO APPROVE THE PROPOSED MERGER IN THE TERMS Mgmt For For
OF THE PROTOCOL AND JUSTIFICATION
5 TO AUTHORIZE THE MANAGERS OF B3 TO PERFORM Mgmt For For
ALL ACTIONS REQUIRED TO COMPLETE THE MERGER
6 DO YOU WANT A FISCAL COUNCIL TO BE Mgmt For For
INSTATED, PURSUANT TO ARTICLE 161 OF LAW N
6404, OF 1976
7 IF THE EXTRAORDINARY GENERAL MEETING IS Mgmt For For
SUBJECT TO A SECOND CALL, WILL YOUR VOTING
INSTRUCTIONS AS GIVEN IN THIS FORM STILL BE
VALID ON THAT OCCASION
CMMT 07 JUNE 2017: PLEASE NOTE THAT SHAREHOLDERS Non-Voting
ARE ENTITLED TO 'ONE' ELECTION PER CNPJ
LEVEL AND JUST THROUGH ONE PARTICIPANT.
THANK YOU
CMMT 07 JUNE 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES FOR MID:
786220, PLEASE DO NOT VOTE AGAIN UNLESS YOU
DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS.
THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
CONSTELLATION SOFTWARE INC. Agenda Number: 934577454
--------------------------------------------------------------------------------------------------------------------------
Security: 21037X100
Meeting Type: Annual
Meeting Date: 28-Apr-2017
Ticker: CNSWF
ISIN: CA21037X1006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JEFF BENDER Mgmt For For
M. (SAM) HALL HAYES Mgmt For For
ROBERT KITTEL Mgmt For For
MARK LEONARD Mgmt For For
PAUL MCFEETERS Mgmt For For
IAN MCKINNON Mgmt For For
MARK MILLER Mgmt For For
STEPHEN R. SCOTCHMER Mgmt For For
02 RE-APPOINTMENT OF KPMG LLP, AS AUDITORS OF Mgmt For For
THE CORPORATION FOR THE ENSUING YEAR AND TO
AUTHORIZE THE DIRECTORS TO FIX THE
REMUNERATION TO BE PAID TO THE AUDITORS.
03 THE SHAREHOLDER PROPOSAL AS SET OUT IN Shr Against For
SCHEDULE "A" OF THE ACCOMPANYING MANAGEMENT
INFORMATION CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
DASSAULT SYSTEMES SA, VELIZY VILLACOUBLAY Agenda Number: 707936261
--------------------------------------------------------------------------------------------------------------------------
Security: F2457H472
Meeting Type: MIX
Meeting Date: 23-May-2017
Ticker:
ISIN: FR0000130650
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting
DO NOT HOLD 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 Non-Voting
PRESENTED 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 PLEASE NOTE THAT IMPORTANT ADDITIONAL Non-Voting
MEETING INFORMATION IS AVAILABLE BY
CLICKING ON THE MATERIAL URL LINK:
http://www.journal-officiel.gouv.fr//pdf/20
17/0331/201703311700733.pdf
O.1 APPROVAL OF THE ANNUAL CORPORATE FINANCIAL Mgmt For For
STATEMENTS
O.2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For
STATEMENTS
O.3 ALLOCATION OF INCOME Mgmt For For
O.4 OPTION FOR PAYMENT OF DIVIDEND IN SHARES Mgmt For For
O.5 REGULATED AGREEMENTS Mgmt For For
O.6 PRINCIPLES AND CRITERIA FOR DETERMINING, Mgmt For For
DISTRIBUTING AND ALLOCATING THE FIXED,
VARIABLE AND EXCEPTIONAL COMPONENTS
COMPRISING THE TOTAL REMUNERATION AND
BENEFITS OF ANY KIND DUE TO THE PRESIDENT
OF THE BOARD OF DIRECTORS
O.7 PRINCIPLES AND CRITERIA FOR DETERMINING, Mgmt For For
DISTRIBUTING AND ALLOCATING THE FIXED,
VARIABLE AND EXCEPTIONAL COMPONENTS
COMPRISING THE TOTAL REMUNERATION AND
BENEFITS OF ANY KIND DUE TO THE
VICE-PRESIDENT OF THE BOARD OF DIRECTORS
AND GENERAL MANAGER
O.8 COMPENSATION OWED OR PAID TO MR CHARLES Mgmt For For
EDELSTENNE, PRESIDENT OF THE BOARD OF
DIRECTORS, FOR THE 2016 FINANCIAL YEAR
O.9 COMPENSATION OWED OR ALLOCATED TO MR Mgmt For For
BERNARD CHARLES; VICE-PRESIDENT AND GENERAL
MANAGER, FOR THE 2016 FINANCIAL YEAR
O.10 RENEWAL OF THE TERM OF MS ODILE DESFORGES Mgmt For For
O.11 RATIFICATION OF THE CO-OPTING OF MS Mgmt For For
CATHERINE DASSAULT AS DIRECTOR
O.12 APPOINTMENT OF SOUMITRA DUTTA AS A NEW Mgmt For For
DIRECTOR
O.13 SETTING OF THE AMOUNT OF ATTENDANCE FEES Mgmt For For
O.14 RENEWAL OF THE TERM OF Mgmt For For
PRICEWATERHOUSECOOPERS AUDIT AS STATUTORY
AUDITOR
O.15 AUTHORISATION TO ACQUIRE SHARES IN DASSAULT Mgmt For For
SYSTEMES
E.16 AUTHORISATION GRANTED TO THE BOARD OF Mgmt For For
DIRECTORS TO DECREASE THE SHARE CAPITAL BY
CANCELLING SHARES PREVIOUSLY ACQUIRED
THROUGH A SHARE BUYBACK PROGRAMME
E.17 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS, TO INCREASE SHARE
CAPITAL BY ISSUING SHARES OR EQUITY
SECURITIES GRANTING ACCESS TO OTHER COMPANY
EQUITY SECURITIES OR GRANTING THE RIGHT TO
THE ALLOCATION OF DEBT SECURITIES AND TO
ISSUE SECURITIES GRANTING ACCESS TO EQUITY
SECURITIES TO BE ISSUED BY THE COMPANY,
WITH RETENTION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT OF SHAREHOLDERS
E.18 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO INCREASE THE SHARE
CAPITAL BY ISSUING SHARES OR EQUITY
SECURITIES GRANTING ACCESS TO OTHER EQUITY
SECURITIES OR GRANTING THE RIGHT TO
ALLOCATE DEBT INSTRUMENTS, AND TO ISSUE
TRANSFERABLE SECURITIES GRANTING ACCESS TO
EQUITY SECURITIES TO BE ISSUED, WITH
CANCELLATION OF THE PRE-EMPTIVE
SUBSCRIPTION RIGHT OF SHAREHOLDERS BY MEANS
OF PUBLIC OFFERING
E.19 DELEGATION OF AUTHORITY TO BE GRANTED TO Mgmt For For
THE BOARD OF DIRECTORS TO INCREASE THE
CAPITAL BY ISSUING SHARES OR EQUITY
SECURITIES GRANTING ACCESS TO OTHER EQUITY
SECURITIES OR GRANTING THE RIGHT TO
ALLOCATE DEBT SECURITIES, AND TO ISSUE
SECURITIES GRANTING ACCESS TO EQUITY
SECURITIES TO BE ISSUED, WITH CANCELLATION
OF THE PRE-EMPTIVE SUBSCRIPTION RIGHT OF
SHAREHOLDERS, AS PART OF A PRIVATE
PLACEMENT OFFER, PURSUANT TO SECTION II OF
ARTICLE L.411-2 OF THE FRENCH MONETARY AND
FINANCIAL CODE
E.20 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO INCREASE THE CAPITAL
BY INCORPORATING RESERVES, PROFITS OR
PREMIUMS
E.21 DELEGATION OF AUTHORITY GRANTED TO THE Mgmt For For
BOARD OF DIRECTORS TO INCREASE THE CAPITAL
BY ISSUING SHARES OR EQUITY SECURITIES
GRANTING ACCESS TO OTHER EQUITY SECURITIES
OR GRANTING THE RIGHT TO ALLOCATE DEBT
INSTRUMENTS AS WELL AS SECURITIES GRANTING
ACCESS TO EQUITY SECURITIES TO BE ISSUED,
UP TO A LIMIT OF 10% AS COMPENSATION FOR
CONTRIBUTIONS-IN-KIND
E.22 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For
DIRECTORS TO INCREASE THE SHARE CAPITAL FOR
THE BENEFIT OF MEMBERS OF A COMPANY SAVINGS
SCHEME, WITH CANCELLATION OF THE
PRE-EMPTIVE SUBSCRIPTION RIGHT OF
SHAREHOLDERS
OE.23 POWERS TO CARRY OUT ALL LEGAL FORMALITIES Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
DOLLARAMA INC. Agenda Number: 934608297
--------------------------------------------------------------------------------------------------------------------------
Security: 25675T107
Meeting Type: Annual
Meeting Date: 07-Jun-2017
Ticker: DLMAF
ISIN: CA25675T1075
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
JOSHUA BEKENSTEIN Mgmt For For
GREGORY DAVID Mgmt For For
ELISA D. GARCIA C. Mgmt For For
STEPHEN GUNN Mgmt For For
NICHOLAS NOMICOS Mgmt For For
LARRY ROSSY Mgmt For For
NEIL ROSSY Mgmt For For
RICHARD ROY Mgmt For For
HUW THOMAS Mgmt For For
02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, Mgmt For For
CHARTERED PROFESSIONAL ACCOUNTANTS, AS
AUDITOR OF THE CORPORATION FOR THE ENSUING
YEAR AND AUTHORIZING THE DIRECTORS TO FIX
ITS REMUNERATION.
03 ADOPTION OF AN ORDINARY RESOLUTION Mgmt For For
RATIFYING AND CONFIRMING BY-LAW NO. 2 OF
THE CORPORATION SETTING ADVANCE NOTICE
REQUIREMENTS FOR NOMINATIONS OF DIRECTORS
BY SHAREHOLDERS, AS MORE PARTICULARLY
DESCRIBED IN THE ACCOMPANYING MANAGEMENT
PROXY CIRCULAR.
04 ADOPTION OF AN ADVISORY NON-BINDING Mgmt For For
RESOLUTION IN RESPECT OF THE CORPORATION'S
APPROACH TO EXECUTIVE COMPENSATION, AS MORE
PARTICULARLY DESCRIBED IN THE ACCOMPANYING
MANAGEMENT PROXY CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA ENTERPRISES LTD, ALBION, QLD Agenda Number: 707444333
--------------------------------------------------------------------------------------------------------------------------
Security: Q32503106
Meeting Type: AGM
Meeting Date: 07-Nov-2016
Ticker:
ISIN: AU000000DMP0
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 1, 3 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) 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 *
2 RE-ELECTION OF PAUL BURGESS CAVE AS Mgmt For For
NON-EXECUTIVE DIRECTOR
3 RENEWAL OF PROPORTIONAL TAKEOVER BID Mgmt For For
PROVISIONS
CMMT 26 OCT 2016: PLEASE NOTE THAT THE BOARD OF Non-Voting
DIRECTORS DOES NOT MAKE ANY VOTE
RECOMMENDATIONS FOR THE RESOLUTION NUMBER
1. THANK YOU.
CMMT 26 OCT 2016: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA GROUP PLC Agenda Number: 707642523
--------------------------------------------------------------------------------------------------------------------------
Security: ADPV37159
Meeting Type: OGM
Meeting Date: 10-Jan-2017
Ticker:
ISIN: GB00BYN59130
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
�� Type Management
CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting
MEETING ID 711242 DUE TO RECEIPT OF SEDOL.
ALL VOTES RECEIVED ON THE PREVIOUS MEETING
WILL BE DISREGARDED AND YOU WILL NEED TO
REINSTRUCT ON THIS MEETING NOTICE. THANK
YOU.
CMMT THE BOARD HAS NOT CONSIDERED WHETHER THE Non-Voting
RESOLUTION IS IN THE BEST INTERESTS OF THE
COMPANY, GIVEN THE INTERESTS OF EACH OF THE
DIRECTORS IN THE RESOLUTION. ACCORDINGLY,
THE BOARD CANNOT RECOMMEND THAT
SHAREHOLDERS VOTE IN FAVOUR OF THE
RESOLUTION, BUT RECOMMENDS THAT
SHAREHOLDERS VOTE ON THE RESOLUTION
1 THAT: 1.1 IN RELATION TO CERTAIN DIVIDENDS Mgmt For *
PAID BY THE COMPANY, BEING THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 25 JUNE
2000, THE INTERIM DIVIDEND FOR THE 26 WEEKS
ENDED 1 JULY 2001, THE INTERIM DIVIDEND FOR
THE 26 WEEKS ENDED 30 JUNE 2002, THE
INTERIM DIVIDEND FOR THE 26 WEEKS ENDED 29
JUNE 2003, THE INTERIM DIVIDEND FOR THE 26
WEEKS ENDED 27 JUNE 2004, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 27 JUNE
2010, THE FINAL DIVIDEND FOR THE 52 WEEKS
ENDED 29 DECEMBER 2013, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 29 JUNE
2014, THE FINAL DIVIDEND FOR THE 52 WEEKS
ENDED 28 DECEMBER 2014, THE INTERIM
DIVIDEND FOR THE 26 WEEKS ENDED 28 JUNE
2015 AND THE INTERIM DIVIDEND FOR THE 26
WEEKS ENDED 26 JUNE 2016: (A) (I) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 31 DECEMBER 2000) TO THE
PAYMENT OF THE INTERIM DIVIDEND, FOR THE 26
WEEKS ENDED 25 JUNE 2000, OF 0.37 PENCE PER
ORDINARY SHARE OF 5 PENCE EACH IN THE SHARE
CAPITAL OF THE COMPANY (THE ''FIRST OLD
ORDINARY SHARES'' AND EACH A ''FIRST OLD
ORDINARY SHARE'') PAID ON 1 SEPTEMBER 2000
BE AND IS HEREBY AUTHORISED AND CONFIRMED
BY REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (II) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 30
DECEMBER 2001) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 1
JULY 2001, OF 0.57 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 3 SEPTEMBER 2001 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (III) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 29
DECEMBER 2002) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 30
JUNE 2002, OF 0.78 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 4 SEPTEMBER 2002 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (IV) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2003) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 29
JUNE 2003, OF 1.32 PENCE PER FIRST OLD
ORDINARY SHARE PAID ON 28 AUGUST 2003 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (V) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 53 WEEKS ENDED 2
JANUARY 2005) TO THE PAYMENT OF THE INTERIM
DIVIDEND, FOR THE 26 WEEKS ENDED 27 JUNE
2004, OF 2.20 PENCE PER FIRST OLD ORDINARY
SHARE PAID ON 26 AUGUST 2004 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VI) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 26
DECEMBER 2010) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 27
JUNE 2010, OF 4.5 PENCE PER ORDINARY SHARE
OF 1.5625 PENCE EACH IN THE SHARE CAPITAL
OF THE COMPANY (THE ''SECOND OLD ORDINARY
SHARES'' AND EACH A ''SECOND OLD ORDINARY
SHARE'') PAID ON 20 AUGUST 2010 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VII) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2014) TO THE PAYMENT OF THE FINAL
DIVIDEND, FOR THE 52 WEEKS ENDED 29
DECEMBER 2013, OF 8.80 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 4 APRIL 2014 BE AND
IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (VIII) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2014) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 29
JUNE 2014, OF 7.81 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 5 SEPTEMBER 2014 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (IX) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 27
DECEMBER 2015) TO THE PAYMENT OF THE FINAL
DIVIDEND, FOR THE 52 WEEKS ENDED 28
DECEMBER 2014, OF 9.69 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 27 APRIL 2015 BE AND
IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; (X) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 27
DECEMBER 2015) TO THE PAYMENT OF THE
INTERIM DIVIDEND, FOR THE 26 WEEKS ENDED 28
JUNE 2015, OF 9.0 PENCE PER SECOND OLD
ORDINARY SHARE PAID ON 4 SEPTEMBER 2015 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; AND (XI) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE INTERIM ACCOUNTS OF THE
COMPANY FOR THE 39 WEEKS TO 25 SEPTEMBER
2016 AND FILED WITH THE REGISTRAR OF
COMPANIES ON 15 NOVEMBER 2016) TO THE
PAYMENT OF THE INTERIM DIVIDEND, FOR THE 26
WEEKS ENDED 26 JUNE 2016, OF 3.5 PENCE PER
ORDINARY SHARE OF 25/48 OF A PENNY EACH IN
THE SHARE CAPITAL OF THE COMPANY (THE
''ORDINARY SHARES'' AND EACH AN ''ORDINARY
SHARE'') PAID ON 2 SEPTEMBER 2016 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE SAME RECORD DATE AS THE
ORIGINAL ACCOUNTING ENTRIES FOR SUCH
DIVIDEND; THE DIVIDENDS REFERRED TO IN
PARAGRAPHS 1.1(A)(I) TO (XI) (INCLUSIVE)
BEING THE ''DIVIDENDS'' AND EACH BEING A
''DIVIDEND''; (B) ANY AND ALL CLAIMS WHICH
THE COMPANY HAS OR MAY HAVE ARISING OUT OF
OR IN CONNECTION WITH THE PAYMENT OF ANY OF
THE DIVIDENDS AGAINST THOSE SHAREHOLDERS
WHO APPEARED ON THE REGISTER OF MEMBERS ON
THE RECORD DATE FOR ANY OF THE DIVIDENDS BE
WAIVED AND RELEASED, AND THAT A DEED OF
RELEASE IN FAVOUR OF SUCH SHAREHOLDERS BE
ENTERED INTO BY THE COMPANY IN THE FORM
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION AND ANY DIRECTOR IN THE
PRESENCE OF A WITNESS OR ANY TWO DIRECTORS
OR ANY DIRECTOR AND THE COMPANY SECRETARY
BE AUTHORISED TO EXECUTE THE DEED OF
RELEASE AS A DEED POLL FOR AND ON BEHALF OF
THE COMPANY; AND (C) ANY DISTRIBUTION
INVOLVED IN THE GIVING OF THE RELEASE
(REFERRED TO IN PARAGRAPH 1.1(B) ABOVE) IN
RELATION TO THE DIVIDENDS BE MADE OUT OF
THE RELEVANT DISTRIBUTABLE PROFITS OF THE
COMPANY APPROPRIATED TO EACH DIVIDEND BY
REFERENCE TO A RECORD DATE IDENTICAL TO THE
RECORD DATE FOR EACH SUCH DIVIDEND; 1.2 IN
RELATION TO THE COMPANY'S PURCHASE OF: (I)
800,000 FIRST OLD ORDINARY SHARES BETWEEN 1
JUNE 2004 AND 31 DECEMBER 2004 (INCLUSIVE)
(THE ''2004 SHARE BUY-BACKS'') (NOW BEING
7,680,000 ORDINARY SHARES FOLLOWING THE
SUB-DIVISION (THE ''FIRST SUB-DIVISION'')
OF THE FIRST OLD ORDINARY SHARES INTO
SECOND OLD ORDINARY SHARES APPROVED BY THE
SHAREHOLDERS OF THE COMPANY BY WAY OF AN
ORDINARY RESOLUTION PASSED ON 26 APRIL 2007
AND EFFECTIVE AS AT 8:00 A.M. ON 27 APRIL
2007 AND THE SUBSEQUENT SUB-DIVISION (THE
''SECOND SUB-DIVISION'') OF THE SECOND OLD
ORDINARY SHARES INTO ORDINARY SHARES
APPROVED BY THE SHAREHOLDERS OF THE COMPANY
BY WAY OF AN ORDINARY RESOLUTION PASSED ON
20 APRIL 2016 AND EFFECTIVE AS AT 8.00 A.M.
ON 27 JUNE 2016); (II) 486,087 FIRST OLD
ORDINARY SHARES BETWEEN 1 APRIL 2005 AND 31
OCTOBER 2005 (INCLUSIVE) (THE ''2005 SHARE
�� BUY-BACKS'') (NOW BEING 4,666,434 ORDINARY
SHARES FOLLOWING THE FIRST SUB-DIVISION AND
THE SECOND SUBDIVISION); (III) 1,850,000
SECOND OLD ORDINARY SHARES BETWEEN 1 AUGUST
2007 AND 30 SEPTEMBER 2007 (INCLUSIVE) (THE
CONT CONTD (NOW BEING 5,550,000 ORDINARY SHARES Non-Voting
FOLLOWING THE SECOND SUB-DIVISION); (IV)
380,000 SECOND OLD ORDINARY SHARES BETWEEN
10 SEPTEMBER 2014 AND 16 SEPTEMBER 2014
(INCLUSIVE) (THE ''2014 SHARE BUY-BACKS'')
(NOW BEING 1,140,000 ORDINARY SHARES
FOLLOWING THE SECOND SUB-DIVISION); AND (V)
4,172,079 ORDINARY SHARES BETWEEN 8 AUGUST
2016 AND 14 SEPTEMBER 2016 (INCLUSIVE) (THE
''2016 SHARE BUY-BACKS'') (THE 2004 SHARE
BUY-BACKS, THE 2005 SHARE BUY-BACKS, THE
2007 SHARE BUY-BACKS, THE 2014 SHARE
BUY-BACKS AND THE 2016 SHARE BUY-BACKS,
TOGETHER, THE ''SHARE BUY-BACKS''): (A) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 2 JANUARY 2005) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2004 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (B) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 1 JANUARY 2006) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2005 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (C) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 30 DECEMBER 2007) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2007 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (D) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2014) TO THE
PAYMENT OF THE PURCHASE PRICES PAID IN
RESPECT OF THE 2014 SHARE BUY-BACKS BE AND
IS HEREBY AUTHORISED AND CONFIRMED; (E) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE INTERIM
ACCOUNTS OF THE COMPANY FOR THE 39 WEEKS TO
25 SEPTEMBER 2016 AND FILED WITH THE
REGISTRAR OF COMPANIES ON 15 NOVEMBER 2016)
TO THE PAYMENT OF THE PURCHASE PRICES PAID
IN RESPECT OF THE 2016 SHARE BUY-BACKS BE
AND IS HEREBY AUTHORISED AND CONFIRMED; (F)
THE COMPANY HEREBY CONFIRMS THE TRANSFER OF
THE AMOUNT EQUIVALENT TO THE NOMINAL VALUE
OF 22,068,513 ORDINARY SHARES PURPORTEDLY
PURCHASED PURSUANT TO THE SHARE BUY-BACKS
FROM THE COMPANY'S SHARE CAPITAL TO THE
CAPITAL REDEMPTION RESERVE; (G) THE COMPANY
BE AND IS HEREBY AUTHORISED FOR THE
PURPOSES OF SECTION 694 OF THE COMPANIES
ACT 2006 (THE ''ACT'') TO MAKE 'OFF-MARKET'
PURCHASES (WITHIN THE MEANING OF SECTION
693(2) OF THE ACT) OF, IN AGGREGATE,
23,208,513 ORDINARY SHARES IN ACCORDANCE
WITH THE TERMS OF THE PROPOSED BUY-BACK
DEEDS TO BE ENTERED INTO BETWEEN THE
COMPANY AND (AS APPLICABLE) GCA ALTIUM
LIMITED (''ALTIUM'') OR NUMIS SECURITIES
LIMITED (''NUMIS'' AND TOGETHER WITH
ALTIUM, THE ''BROKERS''), IN SUCH FORM AS
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION, FOR THE AGGREGATE
CONSIDERATION OF GBP 1 PAYABLE BY THE
COMPANY TO EACH OF THE BROKERS (THE
''BUY-BACK DEEDS''), SUCH AUTHORITY TO
EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL
GENERAL MEETING OF THE COMPANY OR, IF
EARLIER, ON 30 JUNE 2017 (UNLESS RENEWED,
VARIED OR REVOKED BY THE COMPANY PRIOR TO
OR ON THAT DATE); (H) ANY DIRECTOR IN THE
PRESENCE OF A WITNESS OR ANY TWO DIRECTORS
OR ANY DIRECTOR AND THE COMPANY SECRETARY
BE AUTHORISED TO EXECUTE EACH OF THE
BUY-BACK DEEDS AS A DEED FOR AND ON BEHALF
OF THE COMPANY; (I) ANY AND ALL CLAIMS
WHICH THE COMPANY HAS OR MAY HAVE ARISING
OUT OF OR IN CONNECTION WITH THE PAYMENTS
MADE FOR THE SHARE BUY-BACKS (INCLUDING ANY
RELATED INTEREST ACCRUED THEREON) AGAINST
ANY OF THE BROKERS BE WAIVED AND RELEASED
IN ACCORDANCE WITH THE BUY-BACK DEEDS; AND
(J) ANY DISTRIBUTION INVOLVED IN THE GIVING
OF THE RELEASE TO THE BROKERS PURSUANT TO
THE TERMS OF THE BUY-BACK DEEDS IN RELATION
TO THE SHARE BUY-BACKS BE MADE OUT OF THE
RELEVANT DISTRIBUTABLE PROFITS OF THE
COMPANY APPROPRIATED TO EACH SHARE BUY-BACK
BY REFERENCE TO A PAYMENT DATE IDENTICAL TO
THE PAYMENT DATE FOR EACH SUCH SHARE
BUY-BACK; 1.3 IN RELATION TO CERTAIN
ASSISTANCE GIVEN BY THE COMPANY TO DOMINOS
PIZZA UK & IRL PLC EMPLOYEE BENEFIT TRUST
OR, WHERE THE CONTEXT REQUIRES, ELIAN
EMPLOYEE BENEFIT TRUSTEE LIMITED AS TRUSTEE
FOR DOMINOS PIZZA UK & IRL PLC EMPLOYEE
BENEFIT TRUST (THE ''EMPLOYEE BENEFIT
TRUST''). (A) THE APPROPRIATION OF
DISTRIBUTABLE PROFITS OF THE COMPANY (AS
SHOWN IN THE AUDITED FINANCIAL STATEMENTS
OF THE COMPANY FOR THE 52 WEEKS ENDED 28
DECEMBER 2003) TO THE ASSISTANCE GIVEN BY
THE COMPANY IN GUARANTEEING THE OBLIGATIONS
OF THE EMPLOYEE BENEFIT TRUST TO REPAY THE
SUM OF GBP 5,162,000 IN RESPECT OF THIRD
PARTY BANK BORROWINGS INCURRED BY THE
EMPLOYEE BENEFIT TRUST IN OCTOBER 2003 BE
AND IS HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE DATE ON WHICH SUCH
LIABILITY WAS INCURRED BY THE COMPANY; (B)
THE APPROPRIATION OF DISTRIBUTABLE PROFITS
OF THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
53 WEEKS ENDED 2 JANUARY 2005) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN
GUARANTEEING THE OBLIGATIONS OF THE
EMPLOYEE BENEFIT TRUST TO REPAY THE SUM OF
GBP 1,250,000 IN RESPECT OF THIRD PARTY
BANK BORROWINGS INCURRED BY THE EMPLOYEE
BENEFIT TRUST IN OCTOBER 2004 BE AND IS
HEREBY AUTHORISED AND CONFIRMED BY
REFERENCE TO THE DATE ON WHICH SUCH
LIABILITY WAS INCURRED BY THE COMPANY; (C)
THE APPROPRIATION OF DISTRIBUTABLE PROFITS
OF THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2008) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN
GUARANTEEING THE OBLIGATIONS OF THE
EMPLOYEE BENEFIT TRUST TO REPAY THE SUM OF
GBP 2,367,000 IN RESPECT OF THIRD PARTY
BANK BORROWINGS INCURRED BY THE EMPLOYEE
BENEFIT TRUST IN 2008 BE AND IS HEREBY
AUTHORISED AND CONFIRMED BY REFERENCE TO
THE DATE ON WHICH SUCH LIABILITY WAS
INCURRED BY THE COMPANY; (D) THE
APPROPRIATION OF DISTRIBUTABLE PROFITS OF
THE COMPANY (AS SHOWN IN THE AUDITED
FINANCIAL STATEMENTS OF THE COMPANY FOR THE
52 WEEKS ENDED 28 DECEMBER 2014) TO THE
ASSISTANCE GIVEN BY THE COMPANY IN MAKING
THE PAYMENT AS A GIFT TO THE EMPLOYEE
BENEFIT TRUST (THE ''EBT PAYMENT'') OF GBP
2,839,189 IN SEPTEMBER 2014 TO SATISFY
CERTAIN ENTITLEMENTS UNDER THE COMPANY'S
LONG TERM INCENTIVE PLAN BE AND IS HEREBY
AUTHORISED AND CONFIRMED BY REFERENCE TO
THE DATE ON WHICH SUCH PAYMENT WAS MADE BY
THE COMPANY TO THE EMPLOYEE BENEFIT TRUST;
THE LIABILITIES REFERRED TO IN PARAGRAPHS
1.3(A) TO (C) (INCLUSIVE) BEING THE ''EBT
LIABILITIES'' AND EACH BEING AN ''EBT
LIABILITY'' AND TOGETHER WITH THE EBT
PAYMENT THE ''EBT PAYMENT AND
LIABILITIES''; (E) ANY AND ALL CLAIMS WHICH
THE COMPANY HAS OR MAY HAVE ARISING, OUT OF
OR IN CONNECTION WITH THE INCURRENCE OF ANY
OF THE EBT LIABILITIES OR THE MAKING OF THE
EBT PAYMENT AGAINST THE EMPLOYEE BENEFIT
TRUST BE WAIVED AND RELEASED, AND THAT A
DEED OF RELEASE IN FAVOUR OF THE EMPLOYEE
BENEFIT TRUST BE ENTERED INTO BY THE
COMPANY IN THE FORM PRODUCED TO THE GENERAL
MEETING AND INITIALLED BY THE CHAIRMAN FOR
THE PURPOSES OF IDENTIFICATION AND ANY
DIRECTOR IN THE PRESENCE OF A WITNESS OR
ANY TWO DIRECTORS OR ANY DIRECTOR AND THE
COMPANY SECRETARY BE AUTHORISED TO EXECUTE
THE DEED OF RELEASE AS A DEED FOR AND ON
BEHALF OF THE COMPANY; AND (F) ANY
DISTRIBUTION INVOLVED IN THE GIVING OF THE
RELEASE (REFERRED TO IN PARAGRAPH 1.3(E)
ABOVE) IN RELATION TO THE EBT PAYMENT AND
LIABILITIES BE MADE OUT OF THE RELEVANT
DISTRIBUTABLE PROFITS OF THE COMPANY
APPROPRIATED TO EACH EBT PAYMENT AND
LIABILITIES BY REFERENCE TO A DATE
IDENTICAL TO THE DATE ON WHICH EACH OF THE
EBT PAYMENT AND LIABILITIES WAS INCURRED OR
MADE (AS APPROPRIATE); AND 1.4 ANY AND ALL
CLAIMS WHICH THE COMPANY HAS OR MAY HAVE
AGAINST EACH OF ITS DIRECTORS (WHETHER PAST
OR PRESENT) ARISING OUT OF OR IN CONNECTION
WITH THE APPROVAL, DECLARATION OR PAYMENT
OF: (A) THE DIVIDENDS; (B) THE SHARE
BUY-BACKS; AND (C) THE EBT PAYMENT AND
LIABILITIES, BE WAIVED AND RELEASED AND A
DEED OF RELEASE IN FAVOUR OF SUCH PERSONS
BE ENTERED INTO BY THE COMPANY IN THE FORM
PRODUCED TO THE GENERAL MEETING AND
INITIALLED BY THE CHAIRMAN FOR THE PURPOSES
OF IDENTIFICATION AND ANY DIRECTOR IN THE
--------------------------------------------------------------------------------------------------------------------------
DOMINO'S PIZZA GROUP PLC Agenda Number: 707857287
--------------------------------------------------------------------------------------------------------------------------
Security: G28113101
Meeting Type: AGM
Meeting Date: 20-Apr-2017
Ticker:
ISIN: GB00BYN59130
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO ADOPT THE COMPANY'S ANNUAL REPORT AND Mgmt For For
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR
ENDED 25 DECEMBER 2016
2 RE-APPOINTMENT OF THE AUDITOR: ERNST & Mgmt For For
YOUNG LLP
3 TO AUTHORISE THE AUDIT COMMITTEE TO AGREE Mgmt For For
THE REMUNERATION OF THE AUDITOR
4 TO DECLARE A FINAL DIVIDEND OF 4.5P PER Mgmt For For
ORDINARY SHARE IN RESPECT OF THE YEAR ENDED
25 DECEMBER 2016
5 RE-ELECTION OF STEPHEN HEMSLEY AS A Mgmt For For
DIRECTOR
6 RE-ELECTION OF COLIN HALPERN AS A DIRECTOR Mgmt For For
7 RE-ELECTION OF DAVID WILD AS A DIRECTOR Mgmt For For
8 RE-ELECTION OF KEVIN HIGGINS AS A DIRECTOR Mgmt For For
9 RE-ELECTION OF EBBE JACOBSEN AS A DIRECTOR Mgmt For For
10 RE-ELECTION OF HELEN KEAYS AS A DIRECTOR Mgmt For For
11 RE-ELECTION OF STEVE BARBER AS A DIRECTOR Mgmt For For
12 ELECTION OF RACHEL OSBORNE AS A DIRECTOR Mgmt For For
13 TO APPROVE THE DIRECTORS' REMUNERATION Mgmt For For
REPORT
14 AUTHORITY TO ALLOT SHARES Mgmt For For
15 POLITICAL DONATIONS Mgmt For For
16 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
17 AUTHORITY TO DISAPPLY PRE-EMPTION RIGHTS Mgmt For For
(ADDITIONAL AUTHORITY)
18 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For
OWN SHARES
19 TO REDUCE NOTICE OF GENERAL MEETINGS (OTHER Mgmt For For
THAN AN ANNUAL GENERAL MEETING) TO 14 CLEAR
DAYS
--------------------------------------------------------------------------------------------------------------------------
ELEMENT FINANCIAL CORPORATION Agenda Number: 934467083
--------------------------------------------------------------------------------------------------------------------------
Security: 286181201
Meeting Type: Special
Meeting Date: 20-Sep-2016
Ticker: ELEEF
ISIN: CA2861812014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 TO CONSIDER, AND, IF DEEMED ADVISABLE, TO Mgmt For For
PASS, WITH OR WITHOUT VARIATION, A SPECIAL
RESOLUTION (THE "ELEMENT ARRANGEMENT
RESOLUTION"), THE FULL TEXT OF WHICH IS SET
FORTH IN APPENDIX A TO THE ACCOMPANYING
MANAGEMENT INFORMATION CIRCULAR, APPROVING
THE ARRANGEMENT (THE "ELEMENT ARRANGEMENT")
UNDER SECTION 182 OF THE BUSINESS
CORPORATIONS ACT (ONTARIO) INVOLVING
ELEMENT FINANCIAL CORPORATION, ECN CAPITAL
CORP. ("ECN CAPITAL"), AND 2510204 ONTARIO
INC., AS MORE PARTICULARLY DESCRIBED IN THE
INFORMATION CIRCULAR.
02 IF THE ELEMENT ARRANGEMENT RESOLUTION IS Mgmt For For
PASSED, TO CONSIDER AND, IF DEEMED
ADVISABLE, TO PASS, WITH OR WITHOUT
VARIATION, AN ORDINARY RESOLUTION, THE FULL
TEXT OF WHICH IS SET FORTH IN APPENDIX B TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, APPROVING, ON BEHALF OF ECN
CAPITAL AND ECN CAPITAL'S SHAREHOLDERS, THE
EQUITY-BASED COMPENSATION PLANS
(SUBSTANTIALLY IN THE FORMS SET FORTH IN
APPENDIX O, APPENDIX P AND APPENDIX Q TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR) FOR ECN CAPITAL.
03 IF THE ELEMENT ARRANGEMENT RESOLUTION IS Mgmt For For
PASSED, TO CONSIDER AND, IF DEEMED
ADVISABLE, TO PASS, WITH OR WITHOUT
VARIATION, AN ORDINARY RESOLUTION, THE FULL
TEXT OF WHICH IS SET FORTH IN APPENDIX C TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, AUTHORIZING ECN CAPITAL TO ISSUE
SUCH NUMBER OF COMMON SHARES IN THE CAPITAL
OF ECN CAPITAL AS IS NECESSARY TO ACQUIRE
ALL OF THE OUTSTANDING COMMON SHARES OF
INFOR ACQUISITION CORP. ("IAC") (OTHER THAN
COMMON SHARES OF IAC HELD BY ECN CAPITAL OR
ANY OF ITS AFFILIATES) PURSUANT TO THE PLAN
OF ARRANGEMENT INCLUDED IN APPENDIX D TO
THE ACCOMPANYING MANAGEMENT INFORMATION
CIRCULAR, ALL AS MORE PARTICULARLY
DESCRIBED IN THE MANAGEMENT INFORMATION
CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
ELEMENT FLEET MANAGEMENT CORP. Agenda Number: 934617753
--------------------------------------------------------------------------------------------------------------------------
Security: 286181201
Meeting Type: Annual
Meeting Date: 06-Jun-2017
Ticker: ELEEF
ISIN: CA2861812014
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
RICHARD E. VENN Mgmt For For
STEVEN K. HUDSON Mgmt For For
BRADLEY NULLMEYER Mgmt For For
PAUL D. DAMP Mgmt For For
JOAN LAMM-TENNANT Mgmt For For
WILLIAM W. LOVATT Mgmt For For
HON. BRIAN TOBIN Mgmt For For
02 THE RE-APPOINTMENT OF ERNST & YOUNG LLP, AS Mgmt For For
AUDITORS OF THE CORPORATION, FOR THE
ENSUING YEAR AND AUTHORIZING THE BOARD OF
DIRECTORS TO FIX THEIR REMUNERATION.
03 TO CONSIDER AND, IF DEEMED FIT, TO APPROVE, Mgmt For For
A NON-BINDING ADVISORY RESOLUTION ON THE
CORPORATION'S APPROACH TO EXECUTIVE
COMPENSATION AS SET OUT IN THE
CORPORATION'S MANAGEMENT INFORMATION
CIRCULAR DELIVERED IN ADVANCE OF ITS 2017
ANNUAL MEETING.
04 TO CONSIDER AND, IF THOUGHT ADVISABLE, TO Mgmt For For
PASS, WITH OR WITHOUT VARIATION, AN
ORDINARY RESOLUTION TO AUTHORIZE AND
RE-APPROVE THE AMENDED SHARE OPTION PLAN OF
THE CORPORATION AS SET OUT IN THE
MANAGEMENT INFORMATION CIRCULAR.
05 TO CONSIDER AND, IF THOUGHT ADVISABLE, TO Mgmt For For
PASS, WITH OR WITHOUT VARIATION, AN
ORDINARY RESOLUTION TO AUTHORIZE AND
APPROVE A NEW BY-LAW OF THE CORPORATION AS
SET OUT IN THE MANAGEMENT INFORMATION
CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
FANUC CORPORATION Agenda Number: 708257438
--------------------------------------------------------------------------------------------------------------------------
Security: J13440102
Meeting Type: AGM
Meeting Date: 29-Jun-2017
Ticker:
ISIN: JP3802400006
--------------------------------------------------------------------------------------------------------------------------
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: Expand Business Lines Mgmt For For
3.1 Appoint a Director Inaba, Yoshiharu Mgmt For For
3.2 Appoint a Director Yamaguchi, Kenji Mgmt For For
3.3 Appoint a Director Uchida, Hiroyuki Mgmt For For
3.4 Appoint a Director Gonda, Yoshihiro Mgmt For For
3.5 Appoint a Director Inaba, Kiyonori Mgmt For For
3.6 Appoint a Director Noda, Hiroshi Mgmt For For
3.7 Appoint a Director Kohari, Katsuo Mgmt For For
3.8 Appoint a Director Matsubara, Shunsuke Mgmt For For
3.9 Appoint a Director Okada, Toshiya Mgmt For For
3.10 Appoint a Director Richard E. Schneider Mgmt For For
3.11 Appoint a Director Tsukuda, Kazuo Mgmt For For
3.12 Appoint a Director Imai, Yasuo Mgmt For For
3.13 Appoint a Director Ono, Masato Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
HARGREAVES LANSDOWN PLC, BRISTOL Agenda Number: 707757502
--------------------------------------------------------------------------------------------------------------------------
Security: G43940108
Meeting Type: OGM
Meeting Date: 07-Mar-2017
Ticker:
ISIN: GB00B1VZ0M25
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 THE RATIFICATION OF THE PAYMENT OF UNLAWFUL Mgmt For *
DIVIDENDS AND APPROPRIATION OF
DISTRIBUTABLE PROFITS IN FINANCIAL YEARS
ENDED 30 JUNE 2008, 30 JUNE 2009, 30 JUNE
2010, 30 JUNE2011, 30 JUNE2012, JUNE 2013,
30 JUNE 2014, 30 JUNE2015 AND 30 JUNE 2016
AND AUTHORISE THE DIRECTORS OF THE COMPANY
TO EXECUTE THE SHAREHOLDERS' DEED OF
RELEASE AND DIRECTORS' DEED OF RELEASE
CMMT 17 FEB 2017:PLEASE NOTE THAT THE BOARD DOES Non-Voting
NOT MAKE ANY RECOMMENDATION FOR RESOLUTION
1.THANK YOU.
CMMT 17 FEB 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO ADDITION OF COMMENT. IF YOU
HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO
NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND
YOUR ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
INTERXION HOLDING N V Agenda Number: 934647629
--------------------------------------------------------------------------------------------------------------------------
Security: N47279109
Meeting Type: Annual
Meeting Date: 30-Jun-2017
Ticker: INXN
ISIN: NL0009693779
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. PROPOSAL TO ADOPT OUR DUTCH STATUTORY Mgmt For For
ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR
2016.
2. PROPOSAL TO DISCHARGE THE MEMBERS OF OUR Mgmt For For
BOARD FROM CERTAIN LIABILITIES FOR THE
FINANCIAL YEAR 2016.
3A. PROPOSAL TO RE-APPOINT FRANK ESSER AS Mgmt For For
NON-EXECUTIVE DIRECTOR.
3B. PROPOSAL TO RE-APPOINT MARK HERAGHTY AS Mgmt For For
NON-EXECUTIVE DIRECTOR.
4. PROPOSAL TO AWARD RESTRICTED SHARES TO OUR Mgmt For For
NON-EXECUTIVE DIRECTORS, AS DESCRIBED IN
THE PROXY STATEMENT.
5A. PROPOSAL TO DESIGNATE THE BOARD FOR A Mgmt For For
PERIOD OF 18 MONTHS TO BE CALCULATED FROM
THE DATE OF THIS ANNUAL MEETING TO ISSUE
(AND GRANT RIGHTS TO SUBSCRIBE FOR)
2,871,542 SHARES WITHOUT PRE-EMPTION RIGHTS
ACCRUING TO SHAREHOLDERS IN CONNECTION WITH
THE COMPANY'S EMPLOYEE INCENTIVE SCHEMES.
5B. PROPOSAL TO DESIGNATE THE BOARD AS THE Mgmt For For
AUTHORIZED CORPORATE BODY, FOR A PERIOD OF
18 MONTHS TO BE CALCULATED FROM THE DATE OF
THIS ANNUAL MEETING TO ISSUE (AND GRANT
RIGHTS TO SUBSCRIBE FOR) SHARES FOR
CORPORATE PURPOSES UP TO 10% OF THE CURRENT
ISSUED SHARE CAPITAL OF THE COMPANY FOR
GENERAL CORPORATE PURPOSES.
6. PROPOSAL TO APPOINT KPMG ACCOUNTANTS N.V. Mgmt For For
TO AUDIT OUR ANNUAL ACCOUNTS FOR THE
FINANCIAL YEAR 2017.
--------------------------------------------------------------------------------------------------------------------------
JULIUS BAER GRUPPE AG, ZUERICH Agenda Number: 707857136
--------------------------------------------------------------------------------------------------------------------------
Security: H4414N103
Meeting Type: AGM
Meeting Date: 12-Apr-2017
Ticker:
ISIN: CH0102484968
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PART 2 OF THIS MEETING IS FOR VOTING ON Non-Voting
AGENDA AND 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
1.1 FINANCIAL STATEMENTS AND CONSOLIDATED Mgmt Take No Action
FINANCIAL STATEMENTS FOR THE YEAR 2016: THE
BOARD OF DIRECTORS PROPOSES THAT THE
FINANCIAL STATEMENTS AND THE CONSOLIDATED
FINANCIAL STATEMENTS FOR THE YEAR 2016 BE
APPROVED
1.2 CONSULTATIVE VOTE ON THE REMUNERATION Mgmt Take No Action
REPORT 2016: THE BOARD OF DIRECTORS
PROPOSES THAT THE REMUNERATION REPORT 2016
BE APPROVED ON A CONSULTATIVE BASIS
2 APPROPRIATION OF DISPOSABLE PROFIT, Mgmt Take No Action
DISSOLUTION AND DISTRIBUTION OF 'STATUTORY
CAPITAL RESERVE': CHF 1.20 PER REGISTERED
SHARE
3 DISCHARGE OF THE MEMBERS OF THE BOARD OF Mgmt Take No Action
DIRECTORS AND OF THE EXECUTIVE BOARD: THE
BOARD OF DIRECTORS PROPOSES THAT THE
MEMBERS OF THE BOARD OF DIRECTORS AND OF
THE EXECUTIVE BOARD (INCLUDING MR. GREGORY
GATESMAN AND MR. GIOVANNI FLURY, WHO BOTH
LEFT THE EXECUTIVE BOARD AT YEAR-END 2016)
BE DISCHARGED FOR THE 2016 FINANCIAL YEAR
4.1 APPROVAL OF THE COMPENSATION OF THE BOARD Mgmt Take No Action
OF DIRECTORS AND OF THE EXECUTIVE BOARD:
COMPENSATION OF THE BOARD OF DIRECTORS /
MAXIMUM AGGREGATE AMOUNT OF COMPENSATION
FOR THE COMING TERM OF OFFICE (AGM 2017 -
AGM 2018)
4.2.1 COMPENSATION OF THE EXECUTIVE BOARD: Mgmt Take No Action
AGGREGATE AMOUNT OF VARIABLE CASH-BASED
COMPENSATION ELEMENTS FOR THE COMPLETED
FINANCIAL YEAR 2016
4.2.2 COMPENSATION OF THE EXECUTIVE BOARD: Mgmt Take No Action
AGGREGATE AMOUNT OF VARIABLE SHARE-BASED
COMPENSATION ELEMENTS THAT ARE ALLOCATED IN
THE CURRENT FINANCIAL YEAR 2017
4.2.3 COMPENSATION OF THE EXECUTIVE BOARD: Mgmt Take No Action
MAXIMUM AGGREGATE AMOUNT OF FIXED
COMPENSATION FOR THE NEXT FINANCIAL YEAR
2018
5.1.1 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
DANIEL J. SAUTER
5.1.2 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
GILBERT ACHERMANN
5.1.3 RE-ELECTION TO THE BOARD OF DIRECTOR: MS. Mgmt Take No Action
ANN ALMEIDA
5.1.4 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
ANDREAS AMSCHWAND
5.1.5 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
HEINRICH BAUMANN
5.1.6 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
PAUL MAN YIU CHOW
5.1.7 RE-ELECTION TO THE BOARD OF DIRECTOR: MRS. Mgmt Take No Action
CLAIRE GIRAUT
5.1.8 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
GARETH PENNY
5.1.9 RE-ELECTION TO THE BOARD OF DIRECTOR: MR. Mgmt Take No Action
CHARLES G.T. STONEHILL
5.2 NEW ELECTION TO THE BOARD OF DIRECTORS: MR. Mgmt Take No Action
IVO FURRER
5.3 ELECTION OF MR. DANIEL J. SAUTER AS Mgmt Take No Action
CHAIRMAN OF THE BOARD OF DIRECTORS
5.4.1 ELECTION TO THE COMPENSATION COMMITTEE: MS. Mgmt Take No Action
ANN ALMEIDA
5.4.2 ELECTION TO THE COMPENSATION COMMITTEE: MR. Mgmt Take No Action
GILBERT ACHERMANN
5.4.3 ELECTION TO THE COMPENSATION COMMITTEE: MR. Mgmt Take No Action
HEINRICH BAUMANN
5.4.4 ELECTION TO THE COMPENSATION COMMITTEE: MR. Mgmt Take No Action
GARETH PENNY
6 ELECTION OF THE STATUTORY AUDITOR / KPMG Mgmt Take No Action
AG, ZURICH
7 ELECTION OF THE INDEPENDENT REPRESENTATIVE Mgmt Take No Action
/ MR. MARC NATER, KUESNACHT
CMMT 23 MAR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO CHANGE IN THE RECORD DATE
FROM 05 APR 2017 TO 04 APR 2017 AND
MODIFICATION OF THE TEXT OF RESOLUTION
2,4.1 TO 4.2.3,5.2,5.3,6 AND 7 IF YOU HAVE
ALREADY SENT IN YOUR VOTES, PLEASE DO NOT
VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR
ORIGINAL INSTRUCTIONS. THANK YOU.
--------------------------------------------------------------------------------------------------------------------------
LIFULL CO.,LTD. Agenda Number: 708269584
--------------------------------------------------------------------------------------------------------------------------
Security: J4914W106
Meeting Type: AGM
Meeting Date: 28-Jun-2017
Ticker:
ISIN: JP3758140002
--------------------------------------------------------------------------------------------------------------------------
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: Change Official Company Mgmt For For
Name to LIFULL Co., Ltd., Change Fiscal
Year End to 30th September and Record Date
for Interim Dividends to 31st March, Revise
Convenors and Chairpersons of a
Shareholders Meeting and Board of Directors
Meeting, Eliminate the Articles Related to
Revise Directors with Title
3.1 Appoint a Director Inoue, Takashi Mgmt For For
3.2 Appoint a Director Yamada, Takashi Mgmt For For
3.3 Appoint a Director Hisamatsu, Yosuke Mgmt For For
3.4 Appoint a Director Takahashi, Masato Mgmt For For
3.5 Appoint a Director Morikawa, Akira Mgmt For For
3.6 Appoint a Director Yamada, Yoshihisa Mgmt For For
4.1 Appoint a Corporate Auditor Shishido, Mgmt For For
Kiyoshi
4.2 Appoint a Corporate Auditor Matsushima, Mgmt For For
Hideki
4.3 Appoint a Corporate Auditor Hanai, Takeshi Mgmt For For
4.4 Appoint a Corporate Auditor Nakamori, Mgmt For For
Makiko
5 Appoint Accounting Auditors Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC PLC Agenda Number: 934492113
--------------------------------------------------------------------------------------------------------------------------
Security: G5960L103
Meeting Type: Annual
Meeting Date: 09-Dec-2016
Ticker: MDT
ISIN: IE00BTN1Y115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF DIRECTOR: RICHARD H. ANDERSON Mgmt For For
1B. ELECTION OF DIRECTOR: CRAIG ARNOLD Mgmt For For
1C. ELECTION OF DIRECTOR: SCOTT C. DONNELLY Mgmt For For
1D. ELECTION OF DIRECTOR: RANDALL HOGAN III Mgmt For For
1E. ELECTION OF DIRECTOR: OMAR ISHRAK Mgmt For For
1F. ELECTION OF DIRECTOR: SHIRLEY A. JACKSON, Mgmt For For
PH.D.
1G. ELECTION OF DIRECTOR: MICHAEL O. LEAVITT Mgmt For For
1H. ELECTION OF DIRECTOR: JAMES T. LENEHAN Mgmt For For
1I. ELECTION OF DIRECTOR: ELIZABETH NABEL, M.D. Mgmt For For
1J. ELECTION OF DIRECTOR: DENISE M. O'LEARY Mgmt For For
1K. ELECTION OF DIRECTOR: KENDALL J. POWELL Mgmt For For
1L. ELECTION OF DIRECTOR: ROBERT C. POZEN Mgmt For For
1M. ELECTION OF DIRECTOR: PREETHA REDDY Mgmt For For
2. TO RATIFY THE RE-APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S
INDEPENDENT AUDITOR FOR FISCAL YEAR 2017
AND AUTHORIZE THE BOARD OF DIRECTORS,
ACTING THROUGH THE AUDIT COMMITTEE, TO SET
ITS REMUNERATION.
3. TO APPROVE IN A NON-BINDING ADVISORY VOTE, Mgmt For For
NAMED EXECUTIVE OFFICER COMPENSATION (A
"SAY-ON-PAY" VOTE).
4. TO APPROVE AMENDMENTS TO MEDTRONIC'S Mgmt For For
ARTICLES OF ASSOCIATION TO IMPLEMENT "PROXY
ACCESS".
5A. TO APPROVE AMENDMENTS TO MEDTRONIC'S: Mgmt For For
ARTICLES OF ASSOCIATION TO MAKE CERTAIN
ADMINISTRATIVE CHANGES.
5B. TO APPROVE AMENDMENTS TO MEDTRONIC'S: Mgmt For For
MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN
ADMINISTRATIVE CHANGES.
6. TO APPROVE AMENDMENTS TO MEDTRONIC'S Mgmt For For
ARTICLES OF ASSOCIATION TO CLARIFY THE
BOARD'S SOLE AUTHORITY TO DETERMINE ITS
SIZE WITHIN THE FIXED LIMITS IN THE
ARTICLES OF ASSOCIATION.
--------------------------------------------------------------------------------------------------------------------------
MERCADOLIBRE, INC. Agenda Number: 934612450
--------------------------------------------------------------------------------------------------------------------------
Security: 58733R102
Meeting Type: Annual
Meeting Date: 13-Jun-2017
Ticker: MELI
ISIN: US58733R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
SUSAN SEGAL Mgmt No vote
MARIO EDUARDO VAZQUEZ Mgmt No vote
ALEJANDRO N. AGUZIN Mgmt No vote
2. TO APPROVE, ON AN ADVISORY BASIS, THE Mgmt No vote
COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS.
3. ADVISORY VOTE ON THE FREQUENCY OF HOLDING Mgmt No vote
AN ADVISORY VOTE ON THE COMPENSATION OF OUR
NAMED EXECUTIVE OFFICERS.
4. RATIFICATION OF THE APPOINTMENT OF DELOITTE Mgmt No vote
& CO. S.A. AS OUR INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR
ENDING DECEMBER 31, 2017.
--------------------------------------------------------------------------------------------------------------------------
MGM CHINA HOLDINGS LTD, GRAND CAYMAN Agenda Number: 708051569
--------------------------------------------------------------------------------------------------------------------------
Security: G60744102
Meeting Type: AGM
Meeting Date: 24-May-2017
Ticker:
ISIN: KYG607441022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
http://www.hkexnews.hk/listedco/listconews/
sehk/2017/0419/ltn20170419483.pdf AND
http://www.hkexnews.hk/listedco/listconews/
sehk/2017/0419/ltn20170419500.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS AND THE REPORTS OF THE
DIRECTORS AND INDEPENDENT AUDITOR FOR THE
YEAR ENDED DECEMBER 31, 2016
2 TO DECLARE A FINAL DIVIDEND OF HKD 0.160 Mgmt For For
PER SHARE FOR THE YEAR ENDED DECEMBER 31,
2016
3.A.I TO RE-ELECT EACH OF THE FOLLOWING DIRECTOR Mgmt For For
BY SEPARATE RESOLUTION: MS. PANSY CATILINA
CHIU KING HO AS AN EXECUTIVE DIRECTOR OF
THE COMPANY
3.AII TO RE-ELECT EACH OF THE FOLLOWING DIRECTOR Mgmt For For
BY SEPARATE RESOLUTION: MR. WILLIAM M.
SCOTT IV AS A NON-EXECUTIVE DIRECTOR OF THE
COMPANY
3AIII TO RE-ELECT EACH OF THE FOLLOWING DIRECTOR Mgmt For For
BY SEPARATE RESOLUTION: MR. ZHE SUN AS AN
INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE
COMPANY
3.AIV TO RE-ELECT EACH OF THE FOLLOWING DIRECTOR Mgmt For For
BY SEPARATE RESOLUTION: MS. SZE WAN
PATRICIA LAM AS AN INDEPENDENT
NON-EXECUTIVE DIRECTOR OF THE COMPANY
3.B TO AUTHORIZE THE BOARD OF DIRECTORS OF THE Mgmt For For
COMPANY TO FIX THE REMUNERATION OF THE
DIRECTORS
4 TO RE-APPOINT MESSRS. DELOITTE TOUCHE Mgmt For For
TOHMATSU AS THE INDEPENDENT AUDITOR OF THE
COMPANY AND TO AUTHORIZE THE BOARD OF
DIRECTORS OF THE COMPANY TO FIX THEIR
REMUNERATION
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE AND ALLOT ADDITIONAL SHARES OF THE
COMPANY NOT EXCEEDING 20% OF THE TOTAL
NUMBER OF ISSUED SHARES AT THE DATE OF
PASSING THIS RESOLUTION
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES OF THE COMPANY NOT
EXCEEDING 10% OF THE TOTAL NUMBER OF ISSUED
SHARES AT THE DATE OF PASSING THIS
RESOLUTION
7 TO ADD THE TOTAL NUMBER OF THE SHARES WHICH Mgmt For For
ARE REPURCHASED UNDER THE GENERAL MANDATE
IN RESOLUTION (6) TO THE TOTAL NUMBER OF
THE SHARES WHICH MAY BE ISSUED UNDER THE
GENERAL MANDATE IN RESOLUTION (5)
8 TO APPROVE THE PROPOSED AMENDMENTS TO Mgmt For For
PARAGRAPHS 1.1, 6, 7 AND 11 OF THE SHARE
OPTION SCHEME OF THE COMPANY AS SET OUT IN
APPENDIX III TO THE COMPANY'S CIRCULAR TO
THE SHAREHOLDERS OF THE COMPANY DATED APRIL
20, 2017 AND AUTHORIZE THE BOARD OF
DIRECTORS OF THE COMPANY TO GIVE FULL
EFFECT TO THE PROPOSED AMENDMENTS TO THE
SHARE OPTION SCHEME OF THE COMPANY
--------------------------------------------------------------------------------------------------------------------------
MISUMI GROUP INC. Agenda Number: 708212547
--------------------------------------------------------------------------------------------------------------------------
Security: J43293109
Meeting Type: AGM
Meeting Date: 15-Jun-2017
Ticker:
ISIN: JP3885400006
--------------------------------------------------------------------------------------------------------------------------
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 Saegusa, Tadashi Mgmt For For
2.2 Appoint a Director Ono, Ryusei Mgmt For For
2.3 Appoint a Director Ikeguchi, Tokuya Mgmt For For
2.4 Appoint a Director Otokozawa, Ichiro Mgmt For For
2.5 Appoint a Director Numagami, Tsuyoshi Mgmt For For
2.6 Appoint a Director Ogi, Takehiko Mgmt For For
2.7 Appoint a Director Nishimoto, Kosuke Mgmt For For
3.1 Appoint a Corporate Auditor Nozue, Juichi Mgmt For For
3.2 Appoint a Corporate Auditor Aono, Nanako Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MONOTARO CO.,LTD. Agenda Number: 707807395
--------------------------------------------------------------------------------------------------------------------------
Security: J46583100
Meeting Type: AGM
Meeting Date: 24-Mar-2017
Ticker:
ISIN: JP3922950005
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2.1 Appoint a Director Seto, Kinya Mgmt For For
2.2 Appoint a Director Suzuki, Masaya Mgmt For For
2.3 Appoint a Director Miyajima, Masanori Mgmt For For
2.4 Appoint a Director Yamagata, Yasuo Mgmt For For
2.5 Appoint a Director Kitamura, Haruo Mgmt For For
2.6 Appoint a Director Kishida, Masahiro Mgmt For For
2.7 Appoint a Director David L. RawlinsonII Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
NORWEGIAN CRUISE LINE HOLDINGS LTD Agenda Number: 934577303
--------------------------------------------------------------------------------------------------------------------------
Security: G66721104
Meeting Type: Annual
Meeting Date: 25-May-2017
Ticker: NCLH
ISIN: BMG667211046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. ELECTION OF CLASS I DIRECTOR: DAVID M. Mgmt For For
ABRAMS
1B. ELECTION OF CLASS I DIRECTOR: JOHN W. Mgmt For For
CHIDSEY
1C. ELECTION OF CLASS I DIRECTOR: RUSSELL W. Mgmt For For
GALBUT
2. APPROVAL, ON A NON-BINDING, ADVISORY BASIS, Mgmt For For
OF THE COMPENSATION OF OUR NAMED EXECUTIVE
OFFICERS
3. RATIFICATION OF THE APPOINTMENT OF Mgmt For For
PRICEWATERHOUSECOOPERS LLP ("PWC") AS OUR
INDEPENDENT REGISTERED CERTIFIED PUBLIC
ACCOUNTING FIRM FOR THE YEAR ENDING
DECEMBER 31, 2017 AND THE DETERMINATION OF
PWC'S REMUNERATION BY THE AUDIT COMMITTEE
OF THE BOARD OF DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
PAYSAFE GROUP PLC, DOUGLAS Agenda Number: 707975554
--------------------------------------------------------------------------------------------------------------------------
Security: G6963K100
Meeting Type: AGM
Meeting Date: 09-May-2017
Ticker:
ISIN: GB0034264548
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 TO RECEIVE AND ADOPT THE ANNUAL REPORT AND Mgmt For For
ACCOUNTS FOR THE YEAR ENDED 31 DECEMBER
2016
2 TO RECEIVE AND APPROVE THE DIRECTORS' Mgmt For For
REMUNERATION REPORT
3 THAT DENNIS JONES BE REAPPOINTED AS A Mgmt For For
DIRECTOR
4 THAT JOEL LEONOFF BE REAPPOINTED AS A Mgmt For For
DIRECTOR
5 THAT BRIAN MCARTHUR-MUSCROFT BE REAPPOINTED Mgmt For For
AS A DIRECTOR
6 THAT ANDREW DARK BE REAPPOINTED AS A Mgmt For For
DIRECTOR
7 THAT IAN FRANCIS BE REAPPOINTED AS A Mgmt For For
DIRECTOR
8 THAT BRAHM GELFAND BE REAPPOINTED AS A Mgmt For For
DIRECTOR
9 THAT IAN JENKS BE REAPPOINTED AS A DIRECTOR Mgmt For For
10 THAT JENNIFER ALLERTON BE REAPPOINTED AS A Mgmt For For
DIRECTOR
11 THAT KAREN GUERRA BE REAPPOINTED AS A Mgmt For For
DIRECTOR
12 THAT DELOITTE LLP BE REAPPOINTED AS AUDITOR Mgmt For For
OF THE COMPANY
13 THAT THE DIRECTORS BE AUTHORISED TO Mgmt For For
DETERMINE THE AUDITOR'S REMUNERATION
14 TO AUTHORISE THE DIRECTORS TO MAKE MARKET Mgmt For For
PURCHASES OF THE COMPANY'S SECURITIES
15 TO AUTHORISE THE DIRECTORS TO ALLOT Mgmt For For
SECURITIES
16 TO AUTHORISE THE DIRECTORS TO ALLOT Mgmt For For
SECURITIES FOR CASH OTHER THAN ON A
PRO-RATA BASIS TO SHAREHOLDERS
17 TO AUTHORISE THE DIRECTORS TO ALLOT Mgmt For For
SECURITIES FOR CASH OTHER THAN ON A
PRO-RATA BASIS TO SHAREHOLDERS UP TO A
FURTHER 5% FOR ACQUISITIONS OR SPECIFIED
CAPITAL EVENTS
CMMT 10 APR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO MODIFICATION OF THE TEXT OF
RESOLUTIONS 8 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.
--------------------------------------------------------------------------------------------------------------------------
QIAGEN N.V. Agenda Number: 934639177
--------------------------------------------------------------------------------------------------------------------------
Security: N72482123
Meeting Type: Annual
Meeting Date: 21-Jun-2017
Ticker: QGEN
ISIN: NL0012169213
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. PROPOSAL TO ADOPT THE ANNUAL ACCOUNTS FOR Mgmt For For
THE YEAR ENDED DECEMBER 31, 2016 ("CALENDAR
YEAR 2016").
2. PROPOSAL TO DISCHARGE FROM LIABILITY THE Mgmt For For
MANAGING DIRECTORS FOR THE PERFORMANCE OF
THEIR DUTIES DURING CALENDAR YEAR 2016.
3. PROPOSAL TO DISCHARGE FROM LIABILITY THE Mgmt For For
SUPERVISORY DIRECTORS FOR THE PERFORMANCE
OF THEIR DUTIES DURING CALENDAR YEAR 2016.
4A. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
�� MR. STEPHANE BANCEL
4B. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
DR. HAKAN BJORKLUND
4C. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
DR. METIN COLPAN
4D. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
PROF. DR. MANFRED KAROBATH
4E. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
PROF. DR. ROSS L. LEVINE
4F. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
PROF. DR. ELAINE MARDIS
4G. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
MR. LAWRENCE A. ROSEN
4H. RE-APPOINTMENT OF THE SUPERVISORY DIRECTOR: Mgmt For For
MS. ELIZABETH E. TALLETT
5A. REAPPOINTMENT OF THE MANAGING DIRECTOR: MR. Mgmt For For
PEER SCHATZ
5B. REAPPOINTMENT OF THE MANAGING DIRECTOR: MR. Mgmt For For
ROLAND SACKERS
6. PROPOSAL TO REAPPOINT KPMG ACCOUNTANTS N.V. Mgmt For For
AS AUDITORS OF THE COMPANY FOR THE CALENDAR
YEAR ENDING DECEMBER 31, 2017.
7A. PROPOSAL TO AUTHORIZE THE SUPERVISORY Mgmt For For
BOARD, UNTIL DECEMBER 21, 2018 TO: ISSUE A
NUMBER OF COMMON SHARES AND FINANCING
PREFERENCE SHARES AND GRANT RIGHTS TO
SUBSCRIBE FOR SUCH SHARES
7B. PROPOSAL TO AUTHORIZE THE SUPERVISORY Mgmt For For
BOARD, UNTIL DECEMBER 21, 2018 TO: RESTRICT
OR EXCLUDE THE PRE-EMPTIVE RIGHTS WITH
RESPECT TO ISSUING SHARES OR GRANTING
SUBSCRIPTION RIGHTS OF UP TO 20% OF THE
AGGREGATE PAR VALUE OF ALL SHARES ISSUED
AND OUTSTANDING
8. PROPOSAL TO AUTHORIZE THE MANAGING BOARD, Mgmt For For
UNTIL DECEMBER 21, 2018, TO ACQUIRE SHARES
IN THE COMPANY'S OWN SHARE CAPITAL.
--------------------------------------------------------------------------------------------------------------------------
REA GROUP LTD, RICHMOND Agenda Number: 707444268
--------------------------------------------------------------------------------------------------------------------------
Security: Q8051B108
Meeting Type: AGM
Meeting Date: 08-Nov-2016
Ticker:
ISIN: AU000000REA9
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT VOTING EXCLUSIONS APPLY TO THIS MEETING FOR Non-Voting
PROPOSALS 2, 4 AND VOTES CAST BY ANY
INDIVIDUAL OR RELATED PARTY WHO BENEFIT
FROM THE PASSING OF THE PROPOSAL/S WILL BE
DISREGARDED BY THE COMPANY. HENCE, IF YOU
HAVE OBTAINED BENEFIT OR EXPECT TO OBTAIN
FUTURE BENEFIT (AS REFERRED IN THE COMPANY
ANNOUNCEMENT) VOTE ABSTAIN ON THE RELEVANT
PROPOSAL ITEMS. BY DOING SO, YOU
ACKNOWLEDGE THAT YOU HAVE OBTAINED BENEFIT
OR EXPECT TO OBTAIN BENEFIT BY THE PASSING
OF THE RELEVANT PROPOSAL/S. BY VOTING (FOR
OR AGAINST) ON THE ABOVE MENTIONED
PROPOSAL/S, YOU ACKNOWLEDGE THAT YOU HAVE
NOT OBTAINED BENEFIT NEITHER EXPECT TO
OBTAIN BENEFIT BY THE PASSING OF THE
RELEVANT PROPOSAL/S AND YOU COMPLY WITH THE
VOTING EXCLUSION
2 TO ADOPT THE REMUNERATION REPORT Mgmt For For
3.A TO ELECT MR MICHAEL MILLER AS A DIRECTOR Mgmt For For
3.B TO ELECT MS SUSAN PANUCCIO AS A DIRECTOR Mgmt For For
3.C TO RE-ELECT MR RICHARD FREUDENSTEIN AS A Mgmt For For
DIRECTOR
4 TO INCREASE THE MAXIMUM AGGREGATE FEES Mgmt For For
PAYABLE TO NON-EXECUTIVE DIRECTORS
--------------------------------------------------------------------------------------------------------------------------
RECKITT BENCKISER GROUP PLC, SLOUGH Agenda Number: 707937174
--------------------------------------------------------------------------------------------------------------------------
Security: G74079107
Meeting Type: AGM
Meeting Date: 04-May-2017
Ticker:
ISIN: GB00B24CGK77
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 ACCEPT FINANCIAL STATEMENTS AND STATUTORY Mgmt For For
REPORTS
2 APPROVE REMUNERATION REPORT Mgmt For For
3 APPROVE FINAL DIVIDEND Mgmt For For
4 RE-ELECT ADRIAN BELLAMY AS DIRECTOR Mgmt For For
5 RE-ELECT NICANDRO DURANTE AS DIRECTOR Mgmt For For
6 RE-ELECT MARY HARRIS AS DIRECTOR Mgmt For For
7 RE-ELECT ADRIAN HENNAH AS DIRECTOR Mgmt For For
8 RE-ELECT KENNETH HYDON AS DIRECTOR Mgmt For For
9 RE-ELECT RAKESH KAPOOR AS DIRECTOR Mgmt For For
10 RE-ELECT PAMELA KIRBY AS DIRECTOR Mgmt For For
11 RE-ELECT ANDRE LACROIX AS DIRECTOR Mgmt For For
12 RE-ELECT CHRIS SINCLAIR AS DIRECTOR Mgmt For For
13 RE-ELECT JUDITH SPRIESER AS DIRECTOR Mgmt For For
14 RE-ELECT WARREN TUCKER AS DIRECTOR Mgmt For For
15 REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For
AUDITORS
16 AUTHORISE THE AUDIT COMMITTEE TO FIX Mgmt For For
REMUNERATION OF AUDITORS
17 AUTHORISE EU POLITICAL DONATIONS AND Mgmt For For
EXPENDITURE
18 AUTHORISE ISSUE OF EQUITY WITH PRE-EMPTIVE Mgmt For For
RIGHTS
19 AUTHORISE ISSUE OF EQUITY WITHOUT Mgmt For For
PRE-EMPTIVE RIGHTS
20 AUTHORISE ISSUE OF EQUITY WITHOUT Mgmt For For
PRE-EMPTIVE RIGHTS IN CONNECTION WITH AN
ACQUISITION OR OTHER CAPITAL INVESTMENT
21 AUTHORISE MARKET PURCHASE OF ORDINARY Mgmt For For
SHARES
22 AUTHORISE THE COMPANY TO CALL GENERAL Mgmt For For
MEETING WITH TWO WEEKS' NOTICE
--------------------------------------------------------------------------------------------------------------------------
RECKITT BENCKISER GROUP PLC, SLOUGH Agenda Number: 708169190
--------------------------------------------------------------------------------------------------------------------------
Security: G74079107
Meeting Type: OGM
Meeting Date: 31-May-2017
Ticker:
ISIN: GB00B24CGK77
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type �� Management
1 THAT THE ACQUISITION, ON THE TERMS SET OUT Mgmt For For
IN THE MERGER AGREEMENT (BOTH AS DEFINED IN
THE CIRCULAR TO SHAREHOLDERS DATED 5 MAY
2017 (THE "CIRCULAR")), BE AND IS HEREBY
APPROVED AND THE DIRECTORS (OR A COMMITTEE
OF THE DIRECTORS) BE AND ARE HEREBY
AUTHORISED TO WAIVE, AMEND, VARY OR EXTEND
ANY OF THE TERMS OF THE MERGER AGREEMENT
AND TO DO ALL SUCH THINGS AS THEY MAY
CONSIDER TO BE NECESSARY OR DESIRABLE TO
IMPLEMENT AND GIVE EFFECT TO, OR OTHERWISE
IN CONNECTION WITH, THE ACQUISITION AND ANY
MATTERS INCIDENTAL TO THE ACQUISITION
--------------------------------------------------------------------------------------------------------------------------
SARTORIUS AG, GOETTINGEN Agenda Number: 707793077
--------------------------------------------------------------------------------------------------------------------------
Security: D6705R119
Meeting Type: AGM
Meeting Date: 06-Apr-2017
Ticker:
ISIN: DE0007165631
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THESE SHARES HAVE NO Non-Voting
VOTING RIGHTS, SHOULD YOU WISH TO ATTEND
THE MEETING PERSONALLY, YOU MAY APPLY FOR
AN ENTRANCE CARD. THANK YOU
CMMT PLEASE NOTE THAT THE TRUE RECORD DATE FOR Non-Voting
THIS MEETING IS 16 MAR 2017, 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 22 Non-Voting
MAR 2017. 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 Non-Voting
AND ANNUAL REPORT FOR THE 2016 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
289(4) AND 315(4) OF THE GERMAN COMMERCIAL
CODE
2 RESOLUTION ON THE APPROPRIATION OF THE Non-Voting
DISTRIBUTABLE PROFIT THE DISTRIBUTABLE
PROFIT OF EUR 191,039,728.39 SHALL BE
APPROPRIATED AS FOLLOWS: PAYMENT OF A
DIVIDEND OF EUR 0.45 PER ORDINARY SHARE
PAYMENT OF A DIVIDEND OF EUR 0.46 PER
PREFERENCE SHARE EUR 159,923,236.31 SHALL
BE CARRIED FORWARD EX-DIVIDEND DATE: APRIL
7, 2017 PAYABLE DATE: APRIL 11, 2017
3 RATIFICATION OF THE ACTS OF THE BOARD OF Non-Voting
MDS
4 RATIFICATION OF THE ACTS OF THE SUPERVISORY Non-Voting
BOARD
5.1 ELECTION TO THE SUPERVISORY BOARD: DANIELA Non-Voting
FAVOCCIA
5.2 ELECTION TO THE SUPERVISORY BOARD: LOTHAR Non-Voting
KAPPICH
5.3 ELECTION TO THE SUPERVISORY BOARD: ILKE Non-Voting
HILDEGARD PANZER
5.4 ELECTION TO THE SUPERVISORY BOARD: ARNOLD Non-Voting
PICOT
5.5 ELECTION TO THE SUPERVISORY BOARD: THOMAS Non-Voting
SCHEPER
5.6 ELECTION TO THE SUPERVISORY BOARD: KLAUS Non-Voting
RUEDIGER TRUETZSCHLER
6 APPOINTMENT OF AUDITORS THE FOLLOWING Non-Voting
ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS
FOR THE 2017 FINANCIAL YEAR AND FOR THE
REVIEW OF THE INTERIM HALF-YEAR FINANCIAL
STATEMENTS: KPMG AG
--------------------------------------------------------------------------------------------------------------------------
SCOUT24 AG, MUENCHEN Agenda Number: 708103003
--------------------------------------------------------------------------------------------------------------------------
Security: D345XT105
Meeting Type: AGM
Meeting Date: 08-Jun-2017
Ticker:
ISIN: DE000A12DM80
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting
PARAGRAPH 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 Non-Voting
ON 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 Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
24.05.2017. 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 Non-Voting
AND ANNUAL REPORT FOR THE 2016 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
289(4) AND 315(4) OF THE GERMAN COMMERCIAL
CODE
2 RESOLUTION ON THE APPROPRIATION OF THE Mgmt For For
DISTRIBUTABLE PROFIT: THE DISTRIBUTABLE
PROFIT IN THE AMOUNT OF EUR 454,608,501.14
SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT
OF A DIVIDEND OF EUR 0.30 PER DIVIDEND-
ENTITLED NO-PAR SHARE EUR 422,328,501.14
SHALL BE CARRIED FORWARD. EX-DIVIDEND DATE:
JUNE 9, 2017 PAYABLE DATE: JUNE 13, 2017
3 RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For
MDS
4 RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For
BOARD
5 APPOINTMENT OF AUDITORS THE FOLLOWING Mgmt For For
ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS
AND GROUP AUDITORS FOR THE 2017 FINANCIAL
YEAR AND FOR THE REVIEW OF THE INTERIM
HALF-YEAR FINANCIAL STATEMENTS: KPMG AG,
BERLIN
6 AUTHORIZATION TO ACQUIRE OWN SHARES THE Mgmt For For
GENERAL PARTNER SHALL BE AUTHORIZED TO
ACQUIRE SHARES OF THE COMPANY OF UP TO 10
PERCENT OF THE COMPANY'S SHARE CAPITAL, AT
PRICES NOT DEVIATING MORE THAN 10 PERCENT
FROM THE MARKET PRICE OF THE SHARES ON OR
BEFORE JUNE 7, 2022. THE BOARD OF MDS SHALL
BE AUTHORIZED TO DISPOSE OF THE SHARES IN A
MANNER OTHER THAN THE STOCK EXCHANGE OR BY
WAY OF A PUBLIC OFFER TO ALL SHAREHOLDERS
IF THE SHARES ARE SOLD AT A PRICE NOT
MATERIALLY BELOW THEIR MARKET PRICE, TO USE
THE SHARES IN CONNECTION WITH MERGERS AND
ACQUISITIONS TO USE THE SHARES FOR
SATISFYING OPTION AND CONVERSION RIGHTS,
AND TO RETIRE THE SHARES
7.1 ELECTION TO THE SUPERVISORY BOARD: MICHAEL Mgmt For For
ZAHN
7.2 ELECTION TO THE SUPERVISORY BOARD: PETER Mgmt For For
SCHWARZENBAUER
8 RESOLUTION ON THE ADJUSTMENT OF THE Mgmt For For
SUPERVISORY BOARD REMUNERATION, AND THE
CORRESPONDING AMENDMENTS TO THE ARTICLES OF
ASSOCIATION THE CHAIRMAN OF THE AUDIT
COMMITTEE SHALL RECEIVE AN ADDITIONAL
ANNUAL REMUNERATION OF EUR 20,000
--------------------------------------------------------------------------------------------------------------------------
START TODAY CO.,LTD. Agenda Number: 708282607
--------------------------------------------------------------------------------------------------------------------------
Security: J7665M102
Meeting Type: AGM
Meeting Date: 27-Jun-2017
Ticker:
ISIN: JP3399310006
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approve Appropriation of Surplus Mgmt For For
2 Amend Articles to: Expand Business Lines, Mgmt For For
Increase the Board of Directors Size to 15
3.1 Appoint a Director Maezawa, Yusaku Mgmt Against Against
3.2 Appoint a Director Yanagisawa, Koji Mgmt For For
3.3 Appoint a Director Oishi, Akiko Mgmt For For
3.4 Appoint a Director Muto, Takanobu Mgmt For For
3.5 Appoint a Director Okura, Mineki Mgmt For For
3.6 Appoint a Director Sawada, Kotaro Mgmt For For
3.7 Appoint a Director Shimizu, Toshiaki Mgmt For For
3.8 Appoint a Director Ito, Masahiro Mgmt For For
3.9 Appoint a Director Ono, Koji Mgmt For For
4 Amend the Compensation to be received by Mgmt For For
Directors
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD, GEORGE TOWN Agenda Number: 707989046
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: AGM
Meeting Date: 17-May-2017
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL LINKS:
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0410/LTN201704101149.pdf AND
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0410/LTN201704101145.pdf
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
1 TO RECEIVE AND CONSIDER THE AUDITED Mgmt For For
FINANCIAL STATEMENTS, THE DIRECTORS' REPORT
AND THE INDEPENDENT AUDITOR'S REPORT FOR
THE YEAR ENDED 31 DECEMBER 2016
2 TO DECLARE A FINAL DIVIDEND Mgmt For For
3.A TO RE-ELECT MR LAU CHI PING MARTIN AS Mgmt For For
DIRECTOR
3.B TO RE-ELECT MR CHARLES ST LEGER SEARLE AS Mgmt For For
DIRECTOR
3.C TO RE-ELECT MR YANG SIU SHUN AS DIRECTOR Mgmt For For
3.D TO AUTHORISE THE BOARD OF DIRECTORS TO FIX Mgmt For For
THE DIRECTORS' REMUNERATION
4 TO RE-APPOINT AUDITOR AND AUTHORISE THE Mgmt For For
BOARD OF DIRECTORS TO FIX THEIR
REMUNERATION: PRICEWATERHOUSECOOPERS
5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO ISSUE NEW SHARES
6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For
TO REPURCHASE SHARES
CMMT PLEASE NOTE THAT RESOLUTION 7 IS Non-Voting
CONDITIONAL UPON PASSING OF RESOLUTIONS 5
AND 6. THANK YOU
7 TO EXTEND THE GENERAL MANDATE TO ISSUE NEW Mgmt For For
SHARES BY ADDING THE NUMBER OF SHARES
REPURCHASED
8 TO ADOPT THE 2017 SHARE OPTION SCHEME Mgmt For For
CMMT 14 APR 2017: PLEASE NOTE THAT THIS IS A Non-Voting
REVISION DUE TO RECEIPT OF AUDITOR NAME. IF
YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE
DO NOT VOTE AGAIN UNLESS YOU DECIDE TO
AMEND YOUR ORIGINAL INSTRUCTIONS. THANK
YOU.
--------------------------------------------------------------------------------------------------------------------------
TENCENT HOLDINGS LTD, GEORGE TOWN Agenda Number: 708080786
--------------------------------------------------------------------------------------------------------------------------
Security: G87572163
Meeting Type: EGM
Meeting Date: 17-May-2017
Ticker:
ISIN: KYG875721634
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting
TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL
RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION
ON THIS MEETING
CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting
PROXY FORM ARE AVAILABLE BY CLICKING ON THE
URL
LINKS:http://www.hkexnews.hk/listedco/listc
onews/SEHK/2017/0425/LTN201704251515.PDF AND
http://www.hkexnews.hk/listedco/listconews/
SEHK/2017/0425/LTN201704251519.pdf
1 TO ADOPT THE SHARE OPTION PLAN OF TENCENT Mgmt For For
MUSIC ENTERTAINMENT GROUP
--------------------------------------------------------------------------------------------------------------------------
WIRECARD AG, ASCHHEIM Agenda Number: 708174139
--------------------------------------------------------------------------------------------------------------------------
Security: D22359133
Meeting Type: AGM
Meeting Date: 20-Jun-2017
Ticker:
ISIN: DE0007472060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting
SPECIFIC CONFLICTS 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 (WHPG). 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 Non-Voting
THIS MEETING IS 30.05.2017, 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 Non-Voting
05.06.2017. 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 ACCOUNTS Non-Voting
AND THE APPROVED CONSOLIDATED ACCOUNTS AS
AT 31 DECEMBER 2016, AS WELL AS THE ANNUAL
REPORTS FOR THE COMPANY AND FOR THE GROUP,
THE REPORT BY THE SUPERVISORY BOARD AND THE
EXPLANATORY REPORT BY THE MANAGEMENT BOARD
ON THE DISCLOSURES FOR THE FINANCIAL YEAR
2016 PURSUANT TO SECTIONS 289(4), 315(4) OF
THE GERMAN COMMERCIAL CODE ("HGB")
2 RESOLUTION ON THE ALLOCATION OF THE PROFIT Mgmt Take No Action
FROM THE FINANCIAL YEAR 2016: EUR 0.16 IS
TO BE DISTRIBUTED PER NO-PAR VALUE SHARE
ENTITLED TO RECEIVE A DIVIDEND
3 RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt Take No Action
OF THE MEMBERS OF THE MANAGEMENT BOARD
DURING THE FINANCIAL YEAR 2016
4 RESOLUTION ON THE APPROVAL OF THE ACTIONS Mgmt Take No Action
OF THE MEMBERS OF THE SUPERVISORY BOARD
DURING THE FINANCIAL YEAR 2016
5 ELECTION OF THE COMPANY'S AUDITOR AND OF Mgmt Take No Action
THE GROUP AUDITOR FOR THE FINANCIAL YEAR
2017: ERNST & YOUNG GMBH
WIRTSCHAFTSPRUFUNGSGESELLSCHAFT, MUNICH
6 RESOLUTION ON THE AUTHORIZATION TO ACQUIRE Mgmt Take No Action
OWN SHARES AND THEIR UTILIZATION AS WELL AS
ON THE EXCLUSION OF SUBSCRIPTION AND TENDER
RIGHTS
* 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.
| The Marsico Investment Fund | |
| | | |
| By: | /s/ Christopher J. Marsico | |
| Christopher J. Marsico | |
| Executive Vice President and Chief Operating Officer | |
| | | |
| Date: | August 25, 2017 | |
