Reality Shares NASDAQ NexGen Economy ETF Investment Company Report | | | | |
DAIMLER AG | | | | | | | | | | | | |
Security | | | D1668R123 | | | | | | Meeting Type | Annual Gen eral Meeting | | |
Ticker Symbol | | | | | | | | Meeting Date | 08-Jul-2020 | | | |
ISIN | | | DE0007100000 | | | | | | Agenda | 712846407 - Man ag ement | | |
Item Proposal | | Proposed by | Vote | Management Recommendation | For/Against Management | | |
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE ALL AGENDAS FOR GERMAN MEETINGS IN-ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE- AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE-BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN-PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE- REPRESENTATIVE CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO 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 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 | Non-Voting Non-Voting Non-Voting | | | | |
| | | | | | | | | | | | | |
CMMT | ACCORDING TO GERMAN LAW, IN CASE | Non-Voting | | | | | | |
| OF 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 (WPHG). FOR-QUESTIONS IN THIS | | | | | | | | | | |
| REGARD PLEASE CONTACT YOUR | | | | | | | | | | |
| CLIENT SERVICE REPRESENTATIVE- | | | | | | | | | | |
| FOR CLARIFICATION. IF YOU DO NOT | | | | | | | | | | |
| HAVE ANY INDICATION REGARDING | | | | | | | | | | |
| SUCH CONFLICT-OF INTEREST, OR | | | | | | | | | | |
| ANOTHER EXCLUSION FROM VOTING, | | | | | | | | | | |
| PLEASE SUBMIT YOUR VOTE AS-USUAL | | | | | | | | | | |
CMMT | FURTHER INFORMATION ON COUNTER | Non-Voting | | | | | | |
| 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 | | | | | | | | | | |
2 | ALLOCATION OF DISTRIBUTABLE PROFIT: IN THE EVENT THAT THE | Management | For | For | For | | | |
| COMPANY DIRECTLY OR INDIRECTLY | | | | | | | | | | |
| HOLDS ANY TREASURY SHARES AT | | | | | | | | | | |
| THE DATE OF THE ANNUAL MEETING, | | | | | | | | | | |
| THAT ARE NOT ENTITLED TO A | | | | | | | | | | |
| DIVIDEND PURSUANT TO SECTION 71B | | | | | | | | | | |
| OF THE GERMAN STOCK | | | | | | | | | | |
| CORPORATION ACT (AKTIENGESETZ), | | | | | | | | | | |
| IT IS RECOMMENDED TO THE ANNUAL | | | | | | | | | | |
| MEETING THAT WITH AN UNCHANGED | | | | | | | | | | |
| DIVIDEND OF EUR 0.90 PER NO-PAR | | | | | | | | | | |
| VALUE SHARE ENTITLED TO DIVIDENDS | | | | | | | | | | |
| THE PORTION OF THE DISTRIBUTABLE | | | | | | | | | | |
| PROFIT ATTRIBUTABLE TO NO-PAR | | | | | | | | | | |
| VALUE SHARES NOT ENTITLED TO | | | | | | | | | | |
| DIVIDENDS SHALL BE TRANSFERRED | | | | | | | | | | |
| TO RETAINED EARNINGS | | | | | | | | | | |
3 | RATIFICATION OF BOARD OF MANAGEMENT MEMBERS' ACTIONS IN | Management | For | For | For | | | |
| THE 2019 FINANCIAL YEAR | | | | | | | | | | |
4 RATIFICATION OF SUPERVISORY | Management | For | For | For | | | |
BOARD MEMBERS' ACTIONS IN THE | | | | | | | | | | |
2019 FINANCIAL YEAR | | | | | | | | | | |
5.A APPOINTMENT OF AUDITORS FOR THE COMPANY AND FOR THE GROUP: 2020 | Management | For | For | For | | | |
FINANCIAL YEAR INCLUDING INTERIM | | | | | | | | | | |
FINANCIAL REPORTS: BASED ON THE | | | | | | | | | | |
RECOMMENDATION OF THE AUDIT | | | | | | | | | | |
COMMITTEE (PRUFUNGSAUSSCHUSS), | | | | | | | | | | |
THE SUPERVISORY BOARD PROPOSES | | | | | | | | | | |
THAT KPMG AG | | | | | | | | | | | |
WIRTSCHAFTSPRUEFUNGSGESELLSCH | | | | | | | | | | |
AFT, BERLIN, BE APPOINTED AS THE | | | | | | | | | | |
AUDITOR FOR THE ANNUAL FINANCIAL | | | | | | | | | | |
STATEMENTS, THE AUDITOR FOR THE | | | | | | | | | | |
CONSOLIDATED FINANCIAL | | | | | | | | | | |
STATEMENTS AND THE AUDITOR FOR | | | | | | | | | | |
THE REVIEW OF THE INTERIM | | | | | | | | | | |
FINANCIAL REPORTS FOR THE 2020 | | | | | | | | | | |
FINANCIAL YEAR | | | | | | | | | | | |
5.B APPOINTMENT OF AUDITORS FOR THE COMPANY AND FOR THE GROUP: | Management | For | For | For | | | |
INTERIM FINANCIAL REPORTS FOR THE | | | | | | | | | | |
2021 FINANCIAL YEAR UNTIL ANNUAL | | | | | | | | | | |
MEETING 2021: BASED ON THE | | | | | | | | | | |
RECOMMENDATION OF THE AUDIT | | | | | | | | | | |
COMMITTEE (PRUFUNGSAUSSCHUSS), | | | | | | | | | | |
THE SUPERVISORY BOARD PROPOSES | | | | | | | | | | |
THAT KPMG AG | | | | | | | | | | | |
WIRTSCHAFTSPRUEFUNGSGESELLSCH | | | | | | | | | | |
AFT, BERLIN, BE APPOINTED AS THE | | | | | | | | | | |
AUDITOR FOR THE REVIEW OF THE | | | | | | | | | | |
INTERIM FINANCIAL REPORTS FOR THE | | | | | | | | | | |
2021 FINANCIAL YEAR IN THE PERIOD | | | | | | | | | | |
UNTIL THE NEXT ANNUAL MEETING OF | | | | | | | | | | |
THE SHAREHOLDERS IN THE 2021 | | | | | | | | | | |
FINANCIAL YEAR | | | | | | | | | | | |
6 APPROVAL OF THE REMUNERATION SYSTEM FOR THE MEMBERS OF THE | Management | For | For | For | | | |
BOARD OF MANAGEMENT | | | | | | | | | | |
7 ELECTION OF TIMOTHEUS HOETTGES | Management | For | For | For | | | |
TO THE SUPERVISORY BOARD | | | | | | | | | | |
8 AUTHORIZATION TO ACQUIRE AND USE OWN SHARES AND TO EXCLUDE | Management | For | For | For | | | |
SHAREHOLDERS' SUBSCRIPTION | | | | | | | | | | |
RIGHTS AND RIGHTS TO SELL SHARES | | | | | | | | | | |
TO THE COMPANY | | | | | | | | | | | |
9 AUTHORIZATION TO USE DERIVATIVE FINANCIAL INSTRUMENTS IN THE | Management | For | For | For | | | |
CONTEXT OF ACQUIRING OWN SHARES | | | | | | | | | | |
AND TO EXCLUDE SHAREHOLDERS' | | | | | | | | | | |
SUBSCRIPTION RIGHTS AND RIGHTS | | | | | | | | | | |
TO SELL SHARES TO THE COMPANY | | | | | | | | | | |
10 | AUTHORIZATION TO ISSUE | Management | For | For | For | | | |
| CONVERTIBLE BONDS AND/OR BONDS | | | | | | | | | | |
| WITH WARRANTS AND TO EXCLUDE | | | | | | | | | | |
| SHAREHOLDERS' SUBSCRIPTION | | | | | | | | | | |
| RIGHTS; CREATION OF CONDITIONAL | | | | | | | | | | |
| CAPITAL 2020 AND AMENDMENT TO | | | | | | | | | | |
| THE ARTICLES OF INCORPORATION | | | | | | | | | | |
11.A | AMENDMENT OF THE ARTICLES OF INCORPORATION BY NEW ARTICLE 11A | Management | For | For | For | | | |
| AND NEW SECTION 5 TO ARTICLE 13: | | | | | | | | | | |
| AMENDMENT BY NEW ARTICLE 11A | | | | | | | | | | |
| (ANNUAL MEETING - VIDEO AND AUDIO | | | | | | | | | | |
| TRANSMISSION) | | | | | | | | | | |
11.B | AMENDMENT OF THE ARTICLES OF INCORPORATION BY NEW ARTICLE 11A | Management | For | For | For | | | |
| AND NEW SECTION 5 TO ARTICLE 13: | | | | | | | | | | |
| AMENDMENT BY NEW SECTION 5 TO | | | | | | | | | | |
| ARTICLE 13 (ANNUAL MEETING - | | | | | | | | | | |
| ELECTRONIC PARTICIPATION OF | | | | | | | | | | |
| SHAREHOLDERS) | | | | | | | | | | |
12.A | AMENDMENT TO ARTICLE 16 OF THE ARTICLES OF INCORPORATION | | For | For | For | | | |
| (ANNUAL MEETING - RESOLUTION): | | | | | | | | | | |
| DELETION OF ARTICLE 16 SEC. 2 | | | | | | | | | | |
12.B | AMENDMENT TO ARTICLE 16 OF THE | | For | For | For | | | |
| ARTICLES OF INCORPORATION | | | | | | | | | | |
| (ANNUAL MEETING - RESOLUTION): | | | | | | | | | | |
| AMENDMENT AND REVISION OF | | | | | | | | | | |
| ARTICLE 16 SEC. 1 | | | | | | | | | | |
13 | APPROVAL OF THE CONCLUSION OF A PROFIT TRANSFER AGREEMENT | Management | For | For | For | | | |
| BETWEEN DAIMLER AG AND | | | | | | | | | | |
| MERCEDES-BENZ BANK AG | | | | | | | | | | |
SIEMENS AG | | | | | | | | | | | | |
Security | | | D69671218 | | | | | | Meeting Type | ExtraOrdinary Gen eral Meeting | | |
Ticker Symbol | | | | | | | | Meeting Date | 09-Jul-2020 | | | |
ISIN | | | DE0007236101 | | | | | | Agenda | 712718228 - Man ag ement | | |
Item Proposal | | Proposed by | Vote | Management Recommendation | For/Against Management | | |
CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE ALL AGENDAS FOR GERMAN MEETINGS IN-ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE- AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE-BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN-PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE- REPRESENTATIVE CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO 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 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 | Non-Voting Non-Voting Non-Voting | | | | |
| | | | | | | | | | | | | |
CMMT ACCORDING TO GERMAN LAW, IN CASE OF 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 (WPHG). FOR-QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE- FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT-OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS-USUAL CMMT 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 TO RESOLVE ON THE APPROVAL OF THE SPIN-OFF AND TRANSFER AGREEMENT BETWEEN SIEMENS AG AND SIEMENS ENERGY AG, MUNICH, DATED MAY 22, 2020 | Non-Voting Non-Voting Management For For For | | |
| | | | | | | | | | | | | |
HITACHI,LTD. | | | | | | | | | | | | |
Security Ticker Symbol | J20454112 | | | Meeting Type Meeting Date | | ExtraOrdinary Gen eral Meeting 30-Jul-2020 | |
ISIN | | JP3788600009 | | | | Agenda 712915480 - Man ag ement | | |
Item | Proposal | | Proposed by | Vote | Management Recommendation | For/Against Management | | |
| The Transfer Agent in Japan for this event req uires it be registered as an-"EGM" | Non-Voting | | | | | | |
| though the event will be conducted as an | | | | | | | | | | |
| "AGM" | | | | | | | | | | | |
1.1 | Appoint a Director Ihara, Katsumi | Management | For | For | For | | | |
1.2 | Appoint a Director Ravi Venkatesan | Management | For | For | For | | | |
1.3 | Appoint a Director Cynthia Carroll | Management | For | For | For | | | |
1.4 | Appoint a Director Joe Harlan | Management | For | For | For | | | |
1.5 | Appoint a Director George Buckley | Management | For | For | For | | | |
1.6 | Appoint a Director Louise Pentland | Management | For | For | For | | | |
1.7 | Appoint a Director Mochizuki, Harufumi | Management | For | For | For | | | |
1.8 | Appoint a Director Yamamoto, Takatoshi | Management | For | For | For | | | |
1.9 | Appoint a Director Yoshihara, Hiroaki | Management | For | For | For | | | |
1.10 | Appoint a Director Helmuth Ludwig | Management | For | For | For | | | |
1.11 | Appoint a Director Seki, Hideaki | Management | For | For | For | | | |
1.12 | Appoint a Director Nakanishi, Hiroaki | Management | For | For | For | | | |
1.13 | Appoint a Director Higashihara, Toshiaki | Management | For | For | For | | | |
PLUS500 LTD | | | | | | | | | | | | |
Security | | | M7S2CK109 | | | | | | Meeting Type | Annual Gen eral Meeting | | |
Ticker Symbol | | | | | | | | Meeting Date | 16-Sep-2020 | | | |
ISIN | | | IL0011284465 | | | | | | Agenda | 713023430 - Man ag ement | | |
Item Proposal | | Proposed | | | Vote | Management | For/Against | | |
| | | | by | | | | Recommendation | Management | | |
CMMT | AS A CONDITION OF VOTING, ISRAELI | Non-Voting | | | | | | |
| MARKET REGULATIONS REQUIRE THAT | | | | | | | | | | |
| YOU-DISCLOSE WHETHER YOU HAVE | | | | | | | | | | |
| A) A PERSONAL INTEREST IN THIS | | | | | | | | | | |
| COMPANY B) ARE A-CONTROLLING | | | | | | | | | | |
| SHAREHOLDER IN THIS COMPANY C) | | | | | | | | | | |
| ARE A SENIOR OFFICER OF THIS- | | | | | | | | | | |
| COMPANY D) THAT YOU ARE AN | | | | | | | | | | |
| INSTITUTIONAL CLIENT, JOINT | | | | | | | | | | |
| INVESTMENT FUND-MANAGER OR | | | | | | | | | | |
| TRUST FUND. BY VOTING THROUGH | | | | | | | | | | |
| THE PROXY EDGE PLATFORM YOU | | | | | | | | | | |
| ARE-CONFIRMING THE ANSWER FOR A, | | | | | | | | | | |
| B AND C TO BE NO AND THE ANSWER | | | | | | | | | | |
| FOR D TO BE YES.-SHOULD THIS NOT | | | | | | | | | | |
| BE THE CASE, IN ADDITION TO | | | | | | | | | | |
| SUBMITTING YOUR VOTE- | | | | | | | | | | |
| INSTRUCTION(S) VIA PROXYEDGE, | | | | | | | | | | |
| PLEASE CONTACT YOUR CLIENT | | | | | | | | | | |
| SERVICE-REPRESENTATIVE | | | | | | | | | | |
| PROVIDING THEM WITH THE SPECIFIC | | | | | | | | | | |
| DISCLOSURE DETAILS INDICATING- | | | | | | | | | | |
| YOUR ACCOUNT INFORMATION AND | | | | | | | | | | |
| WHERE YOUR PERSONAL INTEREST | | | | | | | | | | |
| LIES. | | | | | | | | | | | | |
1 | TO RE-ELECT PENELOPE JUDD, WHO RETIRES BY ROTATION PURSUANT TO | Management | For | For | For | | | |
| ARTICLE 42 OF THE COMPANY'S | | | | | | | | | | |
| ARTICLES OF ASSOCIATION, AS AN | | | | | | | | | | |
| INDEPENDENT NON-EXECUTIVE | | | | | | | | | | |
| DIRECTOR (IF RE-ELECTED, MS. JUDD | | | | | | | | | | |
| SHALL CONTINUE TO SERVE AS | | | | | | | | | | |
| CHAIRMAN OF THE COMPANY'S BOARD | | | | | | | | | | |
| OF DIRECTORS FOLLOWING THE | | | | | | | | | | |
| ANNUAL GENERAL MEETING) | | | | | | | | | | |
2 | TO RE-ELECT GAL HABER, WHO | Management | For | For | For | | | |
| RETIRES BY ROTATION PURSUANT TO | | | | | | | | | | |
| ARTICLE 42 OF THE COMPANY'S | | | | | | | | | | |
| ARTICLES OF ASSOCIATION, AS A | | | | | | | | | | |
| DIRECTOR | | | | | | | | | | | |
3 | TO RE-ELECT DAVID ZRUIA, WHO RETIRES BY ROTATION PURSUANT TO | Management | For | For | For | | | |
| ARTICLE 42 OF THE COMPANY'S | | | | | | | | | | |
| ARTICLES OF ASSOCIATION, AS A | | | | | | | | | | |
| DIRECTOR | | | | | | | | | | | |
4 TO RE-ELECT ELAD EVEN-CHEN, WHO | Management | For | For | For | | | |
RETIRES BY ROTATION PURSUANT TO | | | | | | | | | | |
ARTICLE 42 OF THE COMPANY'S | | | | | | | | | | |
ARTICLES OF ASSOCIATION, AS A | | | | | | | | | | |
DIRECTOR | | | | | | | | | | | | |
5 TO RE-ELECT STEVEN BALDWIN, WHO RETIRES BY ROTATION PURSUANT TO | Management | For | For | For | | | |
ARTICLE 42 OF THE COMPANY'S | | | | | | | | | | |
ARTICLES OF ASSOCIATION, AS AN | | | | | | | | | | |
INDEPENDENT NON-EXECUTIVE | | | | | | | | | | |
DIRECTOR | | | | | | | | | | | | |
6 TO ELECT ANNE GRIM AS AN | Management | For | For | For | | | |
EXTERNAL DIRECTOR AND | | | | | | | | | | |
INDEPENDENT NONEXECUTIVE | | | | | | | | | | |
DIRECTOR OF THE COMPANY FOR A | | | | | | | | | | |
THREE YEAR TERM IN ACCORDANCE | | | | | | | | | | |
WITH ISRAELI LAW REQUIREMENTS | | | | | | | | | | |
7 TO RE-APPOINT KESSELMAN & KESSELMAN, A MEMBER FIRM OF | Management | For | For | For | | | |
PRICEWATERHOUSECOOPERS | | | | | | | | | | |
INTERNATIONAL LIMITED, AS THE | | | | | | | | | | |
COMPANY'S INDEPENDENT EXTERNAL | | | | | | | | | | |
AUDITOR FOR 2020 | | | | | | | | | | | |
8 TO AUTHORISE THE COMPANY'S | Management | For | For | For | | | |
BOARD OF DIRECTORS (OR, THE AUDIT | | | | | | | | | | |
COMMITTEE, IF AUTHORISED BY THE | | | | | | | | | | |
BOARD OF DIRECTORS) TO FIX THE | | | | | | | | | | |
REMUNERATION OF THE COMPANY'S | | | | | | | | | | |
INDEPENDENT EXTERNAL AUDITOR | | | | | | | | | | |
9 TO AUTHORISE THE DIRECTORS PURSUANT TO ARTICLE 10(C) OF THE | Management | For | For | For | | | |
COMPANY'S ARTICLES OF | | | | | | | | | | |
ASSOCIATION TO ALLOT AND ISSUE UP | | | | | | | | | | |
TO 5,298,958 ORDINARY SHARES | | | | | | | | | | |
(REPRESENTING JUST UNDER 5 PER | | | | | | | | | | |
CENT. OF THE COMPANY'S ISSUED | | | | | | | | | | |
SHARE CAPITAL (EXCLUDING SHARES | | | | | | | | | | |
HELD IN TREASURY)) FOR CASH AS IF | | | | | | | | | | |
ARTICLE 10(B) OF THE ARTICLES OF | | | | | | | | | | |
ASSOCIATION DID NOT APPLY TO SUCH | | | | | | | | | | |
ALLOTMENT | | | | | | | | | | | | |
10 TO AUTHORISE THE DIRECTORS PURSUANT TO ARTICLE 10(C) OF THE | Management | For | For | For | | | |
COMPANY'S ARTICLES OF | | | | | | | | | | |
ASSOCIATION TO ALLOT AND ISSUE UP | | | | | | | | | | |
TO 5,298,958 ORDINARY SHARES | | | | | | | | | | |
(REPRESENTING JUST UNDER 5 PER | | | | | | | | | | |
CENT. OF THE COMPANY'S ISSUED | | | | | | | | | | |
SHARE CAPITAL (EXCLUDING SHARES | | | | | | | | | | |
HELD IN TREASURY)) FOR CASH AS IF | | | | | | | | | | |
ARTICLE 10(B) OF THE ARTICLES OF | | | | | | | | | | |
ASSOCIATION DID NOT APPLY TO SUCH | | | | | | | | | | |
ALLOTMENT AND ISSUE, SUCH | | | | | | | | | | |
AUTHORITY TO BE LIMITED TO THE | | | | | | | | | | |
ALLOTMENT OF EQUITY SECURITIES | | | | | | | | | | |
OR SALE OF TREASURY SHARES, TO | | | | | | | | | | |
BE USED ONLY FOR THE PURPOSES | | | | | | | | | | |
OF: (I) FINANCING (OR REFINANCING, IF | | | | | | | | | | |
THE AUTHORITY IS TO BE USED WITHIN | | | | | | | | | | |
SIX MONTHS AFTER THE ORIGINAL | | | | | | | | | | |
TRANSACTION) A TRANSACTION | | | | | | | | | | |
WHICH THE BOARD OF THE COMPANY | | | | | | | | | | |
DETERMINES TO BE AN ACQUISITION | | | | | | | | | | |
OR OTHER CAPITAL INVESTMENT OF A | | | | | | | | | | |
KIND CONTEMPLATED BY THE | | | | | | | | | | |
STATEMENT OF PRINCIPLES ON | | | | | | | | | | |
DISAPPLYING PRE-EMPTION RIGHTS | | | | | | | | | | |
MOST RECENTLY PUBLISHED BY THE | | | | | | | | | | |
PRE-EMPTION GROUP PRIOR TO THE | | | | | | | | | | |
DATE OF THIS NOTICE; OR (II) | | | | | | | | | | |
REDUCING ANY DEBT SERVICE COSTS | | | | | | | | | | |
THE COMPANY MAY INCUR IN THE | | | | | | | | | | |
FUTURE | | | | | | | | | | | | | |
11 TO AUTHORISE THE COMPANY TO MAKE PURCHASES OF UP TO | Management | For | For | For | | | |
10,597,917 ORDINARY SHARES | | | | | | | | | | |
(REPRESENTING JUST UNDER 10 PER | | | | | | | | | | |
CENT. OF THE COMPANY'S ISSUED | | | | | | | | | | |
SHARE CAPITAL (EXCLUDING SHARES | | | | | | | | | | |
HELD IN TREASURY)) FOR CASH | | | | | | | | | | |
12 TO AMEND ARTICLE 41 OF THE COMPANY'S ARTICLES OF ASSOCIATION TO INCREASE THE | Management | For | For | For | | | |
MAXIMUM SIZE OF THE COMPANY'S | | | | | | | | | | |
BOARD OF DIRECTORS FROM SEVEN | | | | | | | | | | |
DIRECTORS TO EIGHT DIRECTORS | | | | | | | | | | |
13 AS REQUIRED BY ISRAELI LAW, TO AMEND THE COMPANY'S | Management | For | For | For | | | |
REMUNERATION POLICY FOR | | | | | | | | | | |
DIRECTORS AND EXECUTIVES TO | | | | | | | | | | |
INCORPORATE CLAWBACK AND MALUS | | | | | | | | | | |
PROVISIONS | | | | | | | | | | | | |
14 TO APPROVE THE FEES PAYABLE TO ANNE GRIM FOR HER SERVICES AS A | Management | For | For | For | | | |
NON-EXECUTIVE DIRECTOR OF GBP | | | | | | | | | | |
65,000 GROSS PER ANNUM (WHICH | | | | | | | | | | |
AMOUNT SHALL INCREASE IN THE | | | | | | | | | | |
FUTURE TO GBP 75,000 GROSS PER | | | | | | | | | | |
ANNUM IN THE EVENT SHE IS | | | | | | | | | | |
APPOINTED AT A LATER DATE TO | | | | | | | | | | |
CHAIR A COMMITTEE OF THE BOARD) | | | | | | | | | | |
15 TO APPROVE AN INCREASE TO THE FEES PAYABLE TO STEVEN BALDWIN | Management | For | For | For | | | |
FOR HIS SERVICES AS A NON- | | | | | | | | | | |
EXECUTIVE DIRECTOR FROM GBP | | | | | | | | | | |
65,000 GROSS PER ANNUM TO GBP | | | | | | | | | | |
75,000 GROSS PER ANNUM EFFECTIVE | | | | | | | | | | |
1 SEPTEMBER 2020 | | | | | | | | | | | |
16 TO APPROVE AN INCREASE TO THE | Management | For | For | For | | | |
FEES PAYABLE TO DANIEL KING FOR | | | | | | | | | | |
HIS SERVICES AS A NON-EXECUTIVE | | | | | | | | | | |
DIRECTOR FROM GBP 65,000 GROSS | | | | | | | | | | |
PER ANNUM TO GBP 75,000 GROSS | | | | | | | | | | |
PER ANNUM EFFECTIVE 1 SEPTEMBER | | | | | | | | | | |
2020 | | | | | | | | | | | | | |
17 TO APPROVE A SPECIAL BONUS PAYMENT OF NIS 4,250,000 (APPROX. | Management | For | For | For | | | |
USD 1,227,000) TO ELAD EVEN-CHEN, | | | | | | | | | | |
THE COMPANY'S EXECUTIVE | | | | | | | | | | |
DIRECTOR AND CHIEF FINANCIAL | | | | | | | | | | |
OFFICER, FOR HIS EXTRAORDINARY | | | | | | | | | | |
CONTRIBUTION AND COMMITMENT IN | | | | | | | | | | |
OBTAINING IN JULY 2020 A HIGHLY | | | | | | | | | | |
BENEFICIAL APPROVAL FROM THE | | | | | | | | | | |
ISRAEL TAX AUTHORITY (ITA) AND THE | | | | | | | | | | |
ISRAEL INNOVATION AUTHORITY (IIA), | | | | | | | | | | |
AS SET FORTH IN THE EXPLANATORY | | | | | | | | | | |
NOTES | | | | | | | | | | | | | |
18 TO APPROVE AN INCREASE TO THE ANNUAL SALARY OF DAVID ZRUIA, THE | Management | For | For | For | | | |
COMPANY'S NEW EXECUTIVE | | | | | | | | | | |
DIRECTOR AND CHIEF EXECUTIVE | | | | | | | | | | |
OFFICER, FROM NIS 1,100,000 | | | | | | | | | | |
(APPROX. USD 318,000) PER ANNUM TO | | | | | | | | | | |
NIS 1,520,000 (APPROX. USD 439,000) | | | | | | | | | | |
PER ANNUM, EFFECTIVE 20 APRIL 2020 | | | | | | | | | | |
19 TO APPROVE THE GRANT TO DAVID ZRUIA, THE COMPANY'S NEW | Management | For | For | For | | | |
EXECUTIVE DIRECTOR AND CHIEF | | | | | | | | | | |
EXECUTIVE OFFICER OF A | | | | | | | | | | |
RESTRICTED SHARE UNIT (RSU) | | | | | | | | | | |
AWARD UNDER AN ISRAELI COMPLIANT | | | | | | | | | | |
INCENTIVE PROGRAM IN LIEU OF A | | | | | | | | | | |
SIMILAR LTIP AWARD PREVIOUSLY | | | | | | | | | | |
GRANTED TO MR ZRUIA IN HIS PRIOR | | | | | | | | | | |
ROLE AS CHIEF OPERATING OFFICER, | | | | | | | | | | |
WITH AN AGGREGATE VALUE OF UP TO | | | | | | | | | | |
NIS 800,000 (APPROX. USD 231,000), | | | | | | | | | | |
SUBJECT TO THE TERMS SET FORTH IN | | | | | | | | | | |
THE EXPLANATORY NOTES | | | | | | | | | | |
ASX LIMITED | | | | | | | | | | | | |
Security Q0604U105 | | | | | | Meeting Type | Annual Gen eral Meeting | | |
Ticker Symbol | | | | | | | | Meeting Date | 30-Sep-2020 | | | |
ISIN AU000000ASX7 | | | | | | Agenda | 713040107 - Man ag ement | | |
Item Proposal | | Proposed | | | Vote | Management | For/Against | | |
| | | | by | | | | Recommendation | Management | | |
CMMT VOTING EXCLUSIONS APPLY TO THIS | Non-Voting | | | | | | |
MEETING FOR PROPOSALS 4 AND 5 | | | | | | | | | | |
AND VOTES CAST-BY ANY INDIVIDUAL | | | | | | | | | | |
OR RELATED PARTY WHO BENEFIT | | | | | | | | | | |
FROM THE PASSING OF THE- | | | | | | | | | | |
PROPOSAL/S WILL BE DISREGARDED | | | | | | | | | | |
BY THE COMPANY. HENCE, IF YOU | | | | | | | | | | |
HAVE OBTAINED-BENEFIT OR EXPECT | | | | | | | | | | |
TO OBTAIN FUTURE BENEFIT (AS | | | | | | | | | | |
REFERRED IN THE COMPANY- | | | | | | | | | | |
ANNOUNCEMENT) VOTE ABSTAIN ON | | | | | | | | | | |
THE RELEVANT PROPOSAL ITEMS. BY | | | | | | | | | | |
DOING SO, YOU-ACKNOWLEDGE THAT | | | | | | | | | | |
YOU HAVE OBTAINED BENEFIT OR | | | | | | | | | | |
EXPECT TO OBTAIN BENEFIT BY THE- | | | | | | | | | | |
PASSING OF THE RELEVANT | | | | | | | | | | |
PROPOSAL/S. BY VOTING (FOR OR | | | | | | | | | | |
AGAINST) ON THE ABOVE-MENTIONED | | | | | | | | | | |
PROPOSAL/S, YOU ACKNOWLEDGE | | | | | | | | | | |
THAT YOU HAVE NOT OBTAINED | | | | | | | | | | |
BENEFIT-NEITHER EXPECT TO OBTAIN | | | | | | | | | | |
BENEFIT BY THE PASSING OF THE | | | | | | | | | | |
RELEVANT PROPOSAL/S-AND YOU | | | | | | | | | | |
COMPLY WITH THE VOTING EXCLUSION | | | | | | | | | | |
3.A TO ELECT MR DAMIAN ROCHE, WHO RETIRES BY ROTATION AND OFFERS | Management | For | For | For | | | |
HIMSELF FOR RE-ELECTION AS A | | | | | | | | | | |
DIRECTOR OF ASX | | | | | | | | | | | |
3.B TO ELECT MR ROB WOODS, WHO HAVING BEEN APPOINTED A DIRECTOR | Management | For | For | For | | | |
OF ASX ON 1 JANUARY 2020 IN | | | | | | | | | | |
ACCORDANCE WITH THE ASX | | | | | | | | | | |
CONSTITUTION, OFFERS HIMSELF FOR | | | | | | | | | | |
ELECTION AS A DIRECTOR OF ASX | | | | | | | | | | |
4 TO ADOPT THE REMUNERATION | Management | For | For | For | | | |
REPORT FOR THE YEAR ENDED 30 | | | | | | | | | | |
JUNE 2020 | | | | | | | | | | | | |
5 TO APPROVE THE GRANT OF PERFORMANCE RIGHTS TO THE MANAGING DIRECTOR AND CEO, MR | Management | For | For | For | | | |
DOMINIC STEVENS, AS DESCRIBED IN | | | | | | | | | | |
THE EXPLANATORY NOTES | | | | | | | | | | |
ATOS SE | | | | | | | | | | | | |
Security | | | F06116101 | | | | | | Meeting Type | Ordinary Gen eral Meeting | | |
Ticker Symbol | | | | | | | | Meeting Date | 27-Oct-2020 | | | |
ISIN | | | FR0000051732 | | | | | | Agenda | 713156417 - Man ag ement | | |
Item Proposal | | Proposed by | Vote | Management Recommendation | For/Against Management | | |
CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT 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 FOLLOWING CHANGES IN THE FORMAT OF PROXY CARDS FOR FRENCH MEETINGS, ABSTAIN-IS NOW A VALID VOTING OPTION. FOR ANY ADDITIONAL ITEMS RAISED AT THE MEETING-THE VOTING OPTION WILL DEFAULT TO 'AGAINST', OR FOR POSITIONS WHERE THE PROXY-CARD IS NOT COMPLETED BY BROADRIDGE, TO THE PREFERENCE OF YOUR CUSTODIAN. CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO MEETING ID 469953 DUE TO RECEIPT OF-UPDATED AGENDA. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE- DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU CMMT 1 OCT 2020: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS-AVAILABLE BY CLICKING ON THE MATERIAL URL LINK:- https://www.journal- officiel.gouv.fr/balo/document/20200921200 4060-114 AND-https://www.journal- officiel.gouv.fr/balo/document/20200928200 4118-117 AND-PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN NUMBERING OF RES 3. IF-YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU-DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. | Non-Voting Non-Voting Non-Voting Non-Voting | | | | |
| | | | | | | | | | | | | |
1 | FAVOURABLE OPINION ON THE | Management | For | For | For | | | |
| COMPANY'S MEDIUM-TERM | | | | | | | | | | |
| ORIENTATIONS | | | | | | | | | | |
2 | APPOINTMENT OF MR. EDOUARD PHILIPPE AS DIRECTOR | Management | For | For | For | | | |
3 | POWERS TO CARRY OUT FORMALITIES | Management | For | For | For | | | |
CMMT | 15 OCT 2020: PLEASE NOTE THAT THE | Non-Voting | | | | | | |
| MEETING TYPE WAS CHANGED FROM | | | | | | | | | | |
| AGM TO OGM.-IF YOU HAVE ALREADY | | | | | | | | | | |
| SENT IN YOUR VOTES TO MID 471500, | | | | | | | | | | |
| PLEASE DO NOT VOTE-AGAIN UNLESS | | | | | | | | | | |
| YOU DECIDE TO AMEND YOUR | | | | | | | | | | |
| ORIGINAL INSTRUCTIONS. THANK YOU | | | | | | | | | | |
| | | | | | | | | | | | | |