is a series of The Advisors’ Inner Circle Fund:
Cambiar Aggressive Value Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
APPLIED MATERIALS, INC. | |||||
Security ID: 038222105 | |||||
Meeting Date: 09-Mar-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Rani Borkar | Management | For | Voted - For | |
1b. | Election of Director: Judy Bruner | Management | For | Voted - For | |
1c. | Election of Director: Xun (Eric) Chen | Management | For | Voted - For | |
1d. | Election of Director: Aart J. de Geus | Management | For | Voted - For | |
1e. | Election of Director: Gary E. Dickerson | Management | For | Voted - For | |
1f. | Election of Director: Thomas J. Iannotti | Management | For | Voted - For | |
1g. | Election of Director: Alexander A. Karsner | Management | For | Voted - For | |
1h. | Election of Director: Kevin P. March | Management | For | Voted - For | |
1i. | Election of Director: Yvonne McGill | Management | For | Voted - For | |
1j. | Election of Director: Scott A. McGregor | Management | For | Voted - For | |
2. | Approval, on an advisory basis, of the compensation | ||||
of Applied Materials' named executive officers for | |||||
fiscal year 2022. | Management | For | Voted - For | ||
3. | Approval, on an advisory basis, of the frequency of | ||||
holding an advisory vote on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of KPMG LLP as | ||||
Applied Materials' independent registered public | |||||
accounting firm for fiscal year 2023. | Management | For | Voted - For | ||
5. | Shareholder proposal to amend the appropriate | ||||
company governing documents to give the owners of a | |||||
combined 10% of our outstanding common stock the | |||||
power to call a special shareholder meeting. | Shareholder | Against | Voted - Against | ||
6. | Shareholder proposal to improve the executive | ||||
compensation program and policy to include the CEO | |||||
pay ratio factor. | Shareholder | Against | Voted - Against | ||
CENTENE CORPORATION | |||||
Security ID: 15135B101 | |||||
Meeting Date: 27-Sep-22 | Meeting Type: Special | ||||
1. | To adopt an amendment to Centene Corporation's | ||||
Amended and Restated Certificate of Incorporation | |||||
to declassify the Board of Directors immediately. | Management | For | Voted - For | ||
2. | To adopt an amendment to Centene Corporation's | ||||
Amended and Restated Certificate of Incorporation | |||||
to eliminate the prohibition on stockholders | |||||
calling special meetings. | Management | For | Voted - For | ||
3. | To adopt an amendment to Centene Corporation's | ||||
Amended and Restated Certificate of Incorporation | |||||
to grant stockholders the right to act by written | |||||
consent, subject to certain terms and conditions. | Management | For | Voted - For | ||
4. | To approve the adjournment of the Special Meeting | ||||
to a later date or time if necessary or | |||||
appropriate, including to solicit additional | |||||
proxies in favor of any of Proposals 1, 2 or 3 if |
1
Cambiar Aggressive Value Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
there are insufficient votes at the time of the | |||||
Special Meeting to approve any such Proposal. | Management | For | Voted - For | ||
OCI N.V. | |||||
Security ID: N6667A111 | |||||
Meeting Date: 19-Aug-22 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must Be Lodged With Beneficial Owner Details | |||||
As Provided By Your- Custodian Bank. If No | |||||
Beneficial Owner Details Are Provided, | |||||
Your-Instructions May Be Rejected. | Non-Voting | Non-Voting | |||
Voting Must Be Lodged With Shareholder Details As | |||||
Provided By Your Custodian- Bank. If No Shareholder | |||||
Details Are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Opening And Announcements | Non-Voting | Non-Voting | ||
2. | Two Proposals To Amend The Articles Of Association | ||||
To Facilitate A Capital Repayment In Connection | |||||
With The H1 2022 Distribution: I To First Increase | |||||
The Nominal Value Of The Shares In The Company's | |||||
Share Capital; And Ii To Subsequently Decrease The | |||||
Nominal Value Of The Shares In The Company's Share | |||||
Capital, Combined With A Repayment Of Capital | Management | For | Voted - For | ||
3. | Close Of The Extraordinary General Meeting | Non-Voting | Non-Voting | ||
12 Jul 2022: Intermediary Clients Only - Please | |||||
Note That If You Are-Classified As An Intermediary | |||||
Client Under The Shareholder Rights Directive-Ii, | |||||
You Should Be Providing The Underlying Shareholder | |||||
Information At The-Vote Instruction Level. If You | |||||
Are Unsure On How To Provide This Level Of- Data To | |||||
Broadridge Outside Of Proxyedge, Please Speak To | |||||
Your Dedicated-Client Service Representative For | |||||
Assistance | Non-Voting | Non-Voting | |||
12 Jul 2022: Please Note That This Is A 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 | Non-Voting | Non-Voting | |||
ROCKWELL AUTOMATION, INC. | |||||
Security ID: 773903109 | |||||
Meeting Date: 07-Feb-23 | Meeting Type: Annual | ||||
1.1 | Director: William P. Gipson | Management | For | Voted - For | |
1.2 | Director: Pam Murphy | Management | For | Voted - For | |
1.3 | Director: Donald R. Parfet | Management | For | Voted - For | |
1.4 | Director: Robert W. Soderbery | Management | For | Voted - For | |
B. | To approve, on an advisory basis, the compensation | ||||
of the Corporation's named executive officers. | Management | For | Voted - For |
2
Cambiar Aggressive Value Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
C. | To approve, on an advisory basis, the frequency of | ||||
the shareowner vote on the compensation of the | |||||
Corporation's named executive officers. | Management | 1 Year | Voted - 1 Year | ||
D. | To approve the selection of Deloitte & Touche LLP | ||||
as the Corporation's independent registered public | |||||
accounting firm for fiscal 2023. | Management | For | Voted - For | ||
SYSCO CORPORATION | |||||
Security ID: 871829107 | |||||
Meeting Date: 18-Nov-22 | Meeting Type: Annual | ||||
1a. | Election of Director: Daniel J. Brutto | Management | For | Voted - For | |
1b. | Election of Director: Ali Dibadj | Management | For | Voted - For | |
1c. | Election of Director: Larry C. Glasscock | Management | For | Voted - For | |
1d. | Election of Director: Jill M. Golder | Management | For | Voted - For | |
1e. | Election of Director: Bradley M. Halverson | Management | For | Voted - For | |
1f. | Election of Director: John M. Hinshaw | Management | For | Voted - For | |
1g. | Election of Director: Kevin P. Hourican | Management | For | Voted - For | |
1h. | Election of Director: Hans-Joachim Koerber | Management | For | Voted - For | |
1i. | Election of Director: Alison Kenney Paul | Management | For | Voted - For | |
1j. | Election of Director: Edward D. Shirley | Management | For | Voted - For | |
1k. | Election of Director: Sheila G. Talton | Management | For | Voted - For | |
2. | To approve, by advisory vote, the compensation paid | ||||
to Sysco's named executive officers, as disclosed | |||||
in Sysco's 2022 proxy statement. | Management | For | Voted - For | ||
3. | To ratify the appointment of Ernst & Young LLP as | ||||
Sysco's independent registered public accounting | |||||
firm for fiscal 2023. | Management | For | Voted - For | ||
4. | To consider a stockholder proposal, if properly | ||||
presented at the meeting, related to a third party | |||||
civil rights audit. | Shareholder | Against | Voted - For | ||
5. | To consider a stockholder proposal, if properly | ||||
presented at the meeting, related to third party | |||||
assessments of supply chain risks. | Shareholder | Against | Voted - For | ||
6. | To consider a stockholder proposal, if properly | ||||
presented at the meeting, related to a report on | |||||
the reduction of plastic packaging use. | Shareholder | Against | Voted - For | ||
TE CONNECTIVITY LTD | |||||
Security ID: H84989104 | |||||
Meeting Date: 15-Mar-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Jean-Pierre Clamadieu | Management | For | Voted - For | |
1b. | Election of Director: Terrence R. Curtin | Management | For | Voted - For | |
1c. | Election of Director: Carol A. ("John") Davidson | Management | For | Voted - For | |
1d. | Election of Director: Lynn A. Dugle | Management | For | Voted - For | |
1e. | Election of Director: William A. Jeffrey | Management | For | Voted - For | |
1f. | Election of Director: Syaru Shirley Lin | Management | For | Voted - For | |
1g. | Election of Director: Thomas J. Lynch | Management | For | Voted - For |
3
Cambiar Aggressive Value Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
1h. | Election of Director: Heath A. Mitts | Management | For | Voted - For |
1i. | Election of Director: Abhijit Y. Talwalkar | Management | For | Voted - For |
1j. | Election of Director: Mark C. Trudeau | Management | For | Voted - For |
1k. | Election of Director: Dawn C. Willoughby | Management | For | Voted - For |
1l. | Election of Director: Laura H. Wright | Management | For | Voted - For |
2. | To elect Thomas J. Lynch as the Chairman of the | |||
Board of Directors | Management | For | Voted - For | |
3a. | To elect the individual member of the Management | |||
Development and Compensation Committee: Abhijit Y. | ||||
Talwalkar | Management | For | Voted - For | |
3b. | To elect the individual member of the Management | |||
Development and Compensation Committee: Mark C. | ||||
Trudeau | Management | For | Voted - For | |
3c. | To elect the individual member of the Management | |||
Development and Compensation Committee: Dawn C. | ||||
Willoughby | Management | For | Voted - For | |
4. | To elect Dr. René Schwarzenbach, of Proxy Voting | |||
Services GmbH, or another individual representative | ||||
of Proxy Voting Services GmbH if Dr. Schwarzenbach | ||||
is unable to serve at the relevant meeting, as the | ||||
independent proxy at the 2024 annual meeting of TE | ||||
Connectivity and any shareholder meeting that may | ||||
be held prior to that meeting. | Management | For | Voted - For | |
5.1 | To approve the 2022 Annual Report of TE | |||
Connectivity Ltd. (excluding the statutory | ||||
financial statements for the fiscal year ended | ||||
September 30, 2022, the consolidated financial | ||||
statements for the fiscal year ended September 30, | ||||
2022 and the Swiss Statutory Compensation Report | ||||
for the fiscal year ended September 30, 2022). | Management | For | Voted - For | |
5.2 | To approve the statutory financial statements of TE | |||
Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
5.3 | To approve the consolidated financial statements of | |||
TE Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
6. | To release the members of the Board of Directors | |||
and executive officers of TE Connectivity for | ||||
activities during the fiscal year ended September | ||||
30, 2022. | Management | For | Voted - For | |
7.1 | To elect Deloitte & Touche LLP as TE Connectivity's | |||
independent registered public accounting firm for | ||||
fiscal year 2023. | Management | For | Voted - For | |
7.2 | To elect Deloitte AG, Zurich, Switzerland, as TE | |||
Connectivity's Swiss registered auditor until the | ||||
next annual general meeting of TE Connectivity. | Management | For | Voted - For | |
7.3 | To elect PricewaterhouseCoopers AG, Zurich, | |||
Switzerland, as TE Connectivity's special auditor | ||||
until the next annual general meeting of TE | ||||
Connectivity. | Management | For | Voted - For | |
8. | An advisory vote to approve named executive officer | |||
compensation. | Management | For | Voted - For |
4
Cambiar Aggressive Value Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
9. | An advisory vote on the frequency of an advisory | |||
vote to approve named executive officer | ||||
compensation. | Management | 1 Year | Voted - 1 Year | |
10. | An advisory vote to approve the Swiss Statutory | |||
Compensation Report for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
11. | A binding vote to approve fiscal year 2024 maximum | |||
aggregate compensation amount for executive | ||||
management. | Management | For | Voted - For | |
12. | A binding vote to approve fiscal year 2024 maximum | |||
aggregate compensation amount for the Board of | ||||
Directors. | Management | For | Voted - For | |
13. | To approve the carryforward of unappropriated | |||
accumulated earnings at September 30, 2022. | Management | For | Voted - For | |
14. | To approve a dividend payment to shareholders equal | |||
to $2.36 per issued share to be paid in four equal | ||||
quarterly installments of $0.59 starting with the | ||||
third fiscal quarter of 2023 and ending in the | ||||
second fiscal quarter of 2024 pursuant to the terms | ||||
of the dividend resolution. | Management | For | Voted - For | |
15. | To approve an authorization relating to TE | |||
Connectivity's Share Repurchase Program. | Management | For | Voted - For | |
16. | To approve a reduction of share capital for shares | |||
acquired under TE Connectivity's share repurchase | ||||
program and related amendments to the articles of | ||||
association of TE Connectivity Ltd. | Management | For | Voted - For | |
17. | To approve changes to share capital and related | |||
amendments to the articles of association of TE | ||||
Connectivity Ltd. | Management | For | Voted - For |
5
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
AIR LEASE CORPORATION | |||||
Security ID: 00912X302 | Ticker: AL | ||||
Meeting Date: 03-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Matthew J. Hart | Management | For | Voted - For | |
1b. | Election of Director: Yvette H. Clark | Management | For | Voted - For | |
1c. | Election of Director: Cheryl Gordon Krongard | Management | For | Voted - For | |
1d. | Election of Director: Marshall O. Larsen | Management | For | Voted - For | |
1e. | Election of Director: Susan McCaw | Management | For | Voted - For | |
1f. | Election of Director: Robert A. Milton | Management | For | Voted - For | |
1g. | Election of Director: John L. Plueger | Management | For | Voted - For | |
1h. | Election of Director: Ian M. Saines | Management | For | Voted - For | |
1i. | Election of Director: Steven F. Udvar-Házy | Management | For | Voted - For | |
2. | Ratify the appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
2023. | Management | For | Voted - For | ||
3. | Approve the Air Lease Corporation 2023 Equity | ||||
Incentive Plan. | Management | For | Voted - For | ||
4. | Advisory vote to approve named executive officer | ||||
compensation. | Management | For | Voted - For | ||
ALPHABET INC. | |||||
Security ID: 02079K305 | Ticker: GOOGL | ||||
Meeting Date: 02-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Larry Page | Management | For | Voted - For | |
1b. | Election of Director: Sergey Brin | Management | For | Voted - For | |
1c. | Election of Director: Sundar Pichai | Management | For | Voted - For | |
1d. | Election of Director: John L. Hennessy | Management | For | Voted - For | |
1e. | Election of Director: Frances H. Arnold | Management | For | Voted - For | |
1f. | Election of Director: R. Martin "Marty" Chávez | Management | For | Voted - For | |
1g. | Election of Director: L. John Doerr | Management | For | Voted - For | |
1h. | Election of Director: Roger W. Ferguson Jr. | Management | For | Voted - For | |
1i. | Election of Director: Ann Mather | Management | For | Voted - For | |
1j. | Election of Director: K. Ram Shriram | Management | For | Voted - For | |
1k. | Election of Director: Robin L. Washington | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as Alphabet's independent registered public | |||||
accounting firm for the fiscal year ending December | |||||
31, 2023 | Management | For | Voted - For | ||
3. | Approval of amendment and restatement of Alphabet's | ||||
Amended and Restated 2021 Stock Plan to increase | |||||
the share reserve by 170,000,000 (post stock split) | |||||
shares of Class C capital stock | Management | For | Voted - For | ||
4. | Advisory vote to approve compensation awarded to | ||||
named executive officers | Management | For | Voted - For |
6
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | Advisory vote on the frequency of advisory votes to | ||||
approve compensation awarded to named executive | |||||
officers | Management | 3 Years | Voted - 3 Years | ||
6. | Stockholder proposal regarding a lobbying report | Shareholder | Against | Voted - Against | |
7. | Stockholder proposal regarding a congruency report | Shareholder | Against | Voted - Against | |
8. | Stockholder proposal regarding a climate lobbying | ||||
report | Shareholder | Against | Voted - Against | ||
9. | Stockholder proposal regarding a report on | ||||
reproductive rights and data privacy | Shareholder | Against | Voted - Against | ||
10. | Stockholder proposal regarding a human rights | ||||
assessment of data center siting | Shareholder | Against | Voted - Against | ||
11. | Stockholder proposal regarding a human rights | ||||
assessment of targeted ad policies and practices | Shareholder | Against | Voted - Against | ||
12. | Stockholder proposal regarding algorithm disclosures | Shareholder | Against | Voted - Against | |
13. | Stockholder proposal regarding a report on | ||||
alignment of YouTube policies with legislation | Shareholder | Against | Voted - Against | ||
14. | Stockholder proposal regarding a content governance | ||||
report | Shareholder | Against | Voted - Against | ||
15. | Stockholder proposal regarding a performance review | ||||
of the Audit and Compliance Committee | Shareholder | Against | Voted - Against | ||
16. | Stockholder proposal regarding bylaws amendment | Shareholder | Against | Voted - Against | |
17. | Stockholder proposal regarding "executives to | ||||
retain significant stock" | Shareholder | Against | Voted - Against | ||
18. | Stockholder proposal regarding equal shareholder | ||||
voting | Shareholder | Against | Voted - Against | ||
AMERICAN EXPRESS COMPANY | |||||
Security ID: 025816109 | Ticker: AXP | ||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director for a term of one year: Thomas | ||||
J. Baltimore | Management | For | Voted - For | ||
1b. | Election of Director for a term of one year: John | ||||
J. Brennan | Management | For | Voted - For | ||
1c. | Election of Director for a term of one year: Peter | ||||
Chernin | Management | For | Voted - For | ||
1d. | Election of Director for a term of one year: Walter | ||||
J. Clayton III | Management | For | Voted - For | ||
1e. | Election of Director for a term of one year: Ralph | ||||
de la Vega | Management | For | Voted - For | ||
1f. | Election of Director for a term of one year: | ||||
Theodore J. Leonsis | Management | For | Voted - For | ||
1g. | Election of Director for a term of one year: | ||||
Deborah P. Majoras | Management | For | Voted - For | ||
1h. | Election of Director for a term of one year: Karen | ||||
L. Parkhill | Management | For | Voted - For | ||
1i. | Election of Director for a term of one year: | ||||
Charles E. Phillips | Management | For | Voted - For | ||
1j. | Election of Director for a term of one year: Lynn | ||||
A. Pike | Management | For | Voted - For |
7
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1k. | Election of Director for a term of one year: | ||||
Stephen J. Squeri | Management | For | Voted - For | ||
1l. | Election of Director for a term of one year: Daniel | ||||
L. Vasella | Management | For | Voted - For | ||
1m. | Election of Director for a term of one year: Lisa | ||||
W. Wardell | Management | For | Voted - For | ||
1n. | Election of Director for a term of one year: | ||||
Christopher D. Young | Management | For | Voted - For | ||
2. | Ratification of appointment of | ||||
PricewaterhouseCoopers LLP as independent | |||||
registered public accounting firm for 2023. | Management | For | Voted - For | ||
3. | Approval, on an advisory basis, of the Company's | ||||
executive compensation. | Management | For | Voted - For | ||
4. | Advisory resolution to approve the frequency of | ||||
future advisory say-on-pay votes. | Management | 1 Year | Voted - 1 Year | ||
5. | Shareholder proposal relating to shareholder | ||||
ratification of excessive termination pay. | Shareholder | Against | Voted - For | ||
6. | Shareholder proposal relating to abortion & | ||||
consumer data privacy. | Shareholder | Against | Voted - For | ||
BAYER AG | |||||
Security ID: 072730302 | Ticker: BAYRY | ||||
Meeting Date: 28-Apr-23 | Meeting Type: Annual | ||||
1 | Distribution of the Profit | Management | For | Voted - For | |
2 | Ratification of the actions of the members of the | ||||
Board of Management | Management | For | Voted - For | ||
3 | Ratification of the actions of the members of the | ||||
Supervisory Board | Management | For | Voted - For | ||
4.1 | Supervisory Board election: Prof. Dr. Norbert | ||||
Winkeljohann | Management | For | Voted - For | ||
4.2 | Supervisory Board election: Kimberly Mathisen | Management | For | Voted - For | |
5 | Approval of the Compensation report | Management | For | Voted - For | |
6 | Authorization of the Board of Management to provide | ||||
for the holding of virtual Annual Stockholders' | |||||
Meeting (amendment of Article 13 of the Articles of | |||||
Incorporation) | Management | For | Voted - For | ||
7 | Enabling the members of the Supervisory Board to | ||||
participate in virtual Annual Stockholders' | |||||
Meetings by means of video and audio transmission | |||||
(amendment of Articles 15 of the Articles of | |||||
Incorporation) | Management | For | Voted - For | ||
8 | Election of the Auditor (Deloitte, full-year, half | ||||
year and Q3 2023; Q1 2024) | Management | For | Voted - For |
8
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
CENOVUS ENERGY INC. | |||||
Security ID: 15135U109 | Ticker: CVE | ||||
Meeting Date: 26-Apr-23 | Meeting Type: Annual | ||||
1 | Appoint PricewaterhouseCoopers LLP, Chartered | ||||
Professional Accountants, as auditor of the | |||||
Corporation. | Management | For | Voted - For | ||
2A | Election of Director - Keith M. Casey | Management | For | Voted - For | |
2B | Election of Director - Canning K.N. Fok | Management | For | Voted - For | |
2C | Election of Director - Jane E. Kinney | Management | For | Voted - For | |
2D | Election of Director - Harold N. Kvisle | Management | For | Voted - For | |
2E | Election of Director - Eva L. Kwok | Management | For | Voted - For | |
2F | Election of Director - Melanie A. Little | Management | For | Voted - For | |
2G | Election of Director - Richard J. Marcogliese | Management | For | Voted - For | |
2H | Election of Director - Jonathan M. McKenzie | Management | For | Voted - For | |
2I | Election of Director - Claude Mongeau | Management | For | Voted - For | |
2J | Election of Director - Alexander J. Pourbaix | Management | For | Voted - For | |
2K | Election of Director - Wayne E. Shaw | Management | For | Voted - For | |
2L | Election of Director - Frank J. Sixt | Management | For | Voted - For | |
2M | Election of Director - Rhonda I. Zygocki | Management | For | Voted - For | |
3 | Accept the Corporation's approach to executive | ||||
compensation. | Management | For | Voted - For | ||
4 | Approve the shareholder proposal on lobbying | ||||
reporting. | Shareholder | For | Voted - For | ||
CENTENE CORPORATION | |||||
Security ID: 15135B101 | Ticker: CNC | ||||
Meeting Date: 10-May-23 | Meeting Type: Annual | ||||
1a. | ELECTION OF DIRECTOR: Jessica L. Blume | Management | For | Voted - For | |
1b. | ELECTION OF DIRECTOR: Kenneth A. Burdick | Management | For | Voted - For | |
1c. | ELECTION OF DIRECTOR: Christopher J. Coughlin | Management | For | Voted - For | |
1d. | ELECTION OF DIRECTOR: H. James Dallas | Management | For | Voted - For | |
1e. | ELECTION OF DIRECTOR: Wayne S. DeVeydt | Management | For | Voted - For | |
1f. | ELECTION OF DIRECTOR: Frederick H. Eppinger | Management | For | Voted - For | |
1g. | ELECTION OF DIRECTOR: Monte E. Ford | Management | For | Voted - For | |
1h. | ELECTION OF DIRECTOR: Sarah M. London | Management | For | Voted - For | |
1i. | ELECTION OF DIRECTOR: Lori J. Robinson | Management | For | Voted - For | |
1j. | ELECTION OF DIRECTOR: Theodore R. Samuels | Management | For | Voted - For | |
2. | Advisory Vote To Approve Executive Compensation. | Management | For | Voted - For | |
3. | Advisory Vote On Frequency Of Future Advisory Votes | ||||
On Executive Compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification Of Appointment Of Kpmg Llp As Our | ||||
Independent Public Accounting Firm For The Year | |||||
Ending December 31, 2023. | Management | For | Voted - For | ||
5. | Stockholder Proposal For Shareholder Ratification | ||||
Of Termination Pay. | Shareholder | Against | Voted - For |
9
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
6. | Stockholder Proposal For Maternal Morbidity | ||||
Reduction Metrics In Executive Compensation. | Shareholder | Against | Voted - For | ||
CORTEVA INC. | |||||
Security ID: 22052L104 | Ticker: CTVA | ||||
Meeting Date: 21-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Lamberto Andreotti | Management | For | Voted - For | |
1b. | Election of Director: Klaus A. Engel | Management | For | Voted - For | |
1c. | Election of Director: David C. Everitt | Management | For | Voted - For | |
1d. | Election of Director: Janet P. Giesselman | Management | For | Voted - For | |
1e. | Election of Director: Karen H. Grimes | Management | For | Voted - For | |
1f. | Election of Director: Michael O. Johanns | Management | For | Voted - For | |
1g. | Election of Director: Rebecca B. Liebert | Management | For | Voted - For | |
1h. | Election of Director: Marcos M. Lutz | Management | For | Voted - For | |
1i. | Election of Director: Charles V. Magro | Management | For | Voted - For | |
1j. | Election of Director: Nayaki R. Nayyar | Management | For | Voted - For | |
1k. | Election of Director: Gregory R. Page | Management | For | Voted - For | |
1l. | Election of Director: Kerry J. Preete | Management | For | Voted - For | |
1m. | Election of Director: Patrick J. Ward | Management | For | Voted - For | |
2. | Advisory resolution to approve executive | ||||
compensation of the Company's named executive | |||||
officers. | Management | For | Voted - For | ||
3. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as the Company's | |||||
independent registered public accounting firm for | |||||
2023. | Management | For | Voted - For | ||
ING GROEP N.V. | |||||
Security ID: 456837103 | Ticker: ING | ||||
Meeting Date: 24-Apr-23 | Meeting Type: Annual | ||||
2c. | Remuneration Report for 2022 (advisory voting item). | Management | For | Voted - For | |
2d. | Financial Statements (annual accounts) for 2022 | ||||
(voting item). | Management | For | Voted - For | ||
3b. | Dividend for 2022 (voting item). | Management | For | Voted - For | |
4a. | Discharge of the members of the Executive Board in | ||||
respect of their duties performed during the year | |||||
2022 (voting item). | Management | For | Voted - For | ||
4b. | Discharge of the members of the Supervisory Board | ||||
in respect of their duties performed during the | |||||
year 2022 (voting item). | Management | For | Voted - For | ||
5. | Reappointment of the external auditor (voting item). | Management | For | Voted - For | |
6. | Reappointment of Tanate Phutrakul to the Executive | ||||
Board (voting item). | Management | For | Voted - For | ||
7a. | Appointment of Alexandra Reich to the Supervisory | ||||
Board (voting item). | Management | For | Voted - For | ||
7b. | Appointment of Karl Guha to the Supervisory Board | ||||
(voting item). | Management | For | Voted - For |
10
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
7c. | Reappointment of Herna Verhagen to the Supervisory | ||||
Board (voting item). | Management | For | Voted - For | ||
7d. | Reappointment of Mike Rees to the Supervisory Board | ||||
(voting item). | Management | For | Voted - For | ||
8a. | Authorization of the Executive Board to issue | ||||
ordinary shares (voting item). | Management | For | Voted - For | ||
8b. | Authorization of the Executive Board to issue | ||||
ordinary shares with or without pre-emptive rights | |||||
of existing shareholders (voting item). | Management | For | Voted - For | ||
9. | Authorization of the Executive Board to acquire | ||||
ordinary shares in ING Group's own capital (voting | |||||
item). | Management | For | Voted - For | ||
10. | Reduction of the issued share capital by cancelling | ||||
ordinary shares acquired by ING Group pursuant to | |||||
the authority under agenda item 9 (voting item). | Management | For | Voted - For | ||
INTERCONTINENTAL EXCHANGE, INC. | |||||
Security ID: 45866F104 | Ticker: ICE | ||||
Meeting Date: 19-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director for terms expiring in 2024: | ||||
Hon. Sharon Y. Bowen | Management | For | Voted - For | ||
1b. | Election of Director for terms expiring in 2024: | ||||
Shantella E. Cooper | Management | For | Voted - For | ||
1c. | Election of Director for terms expiring in 2024: | ||||
Duriya M. Farooqui | Management | For | Voted - For | ||
1d. | Election of Director for terms expiring in 2024: | ||||
The Rt. Hon. the Lord Hague of Richmond | Management | For | Voted - For | ||
1e. | Election of Director for terms expiring in 2024: | ||||
Mark F. Mulhern | Management | For | Voted - For | ||
1f. | Election of Director for terms expiring in 2024: | ||||
Thomas E. Noonan | Management | For | Voted - For | ||
1g. | Election of Director for terms expiring in 2024: | ||||
Caroline L. Silver | Management | For | Voted - For | ||
1h. | Election of Director for terms expiring in 2024: | ||||
Jeffrey C. Sprecher | Management | For | Voted - For | ||
1i. | Election of Director for terms expiring in 2024: | ||||
Judith A. Sprieser | Management | For | Voted - For | ||
1j. | Election of Director for terms expiring in 2024: | ||||
Martha A. Tirinnanzi | Management | For | Voted - For | ||
2. | To approve, by non-binding vote, the advisory | ||||
resolution on executive compensation for named | |||||
executive officers. | Management | For | Voted - For | ||
3. | To approve, by non-binding vote, the advisory | ||||
resolution to approve the frequency of future | |||||
advisory votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the appointment of Ernst & Young LLP as | ||||
our independent registered public accounting firm | |||||
for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
5. | A stockholder proposal regarding special | ||||
stockholder meeting improvement, if properly | |||||
presented at the Annual Meeting. | Shareholder | Against | Voted - Against |
11
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
LABORATORY CORP. OF AMERICA HOLDINGS | |||||
Security ID: 50540R409 | Ticker: LH | ||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Kerrii B. Anderson | Management | For | Voted - For | |
1b. | Election of Director: Jean-Luc Bélingard | Management | For | Voted - For | |
1c. | Election of Director: Jeffrey A. Davis | Management | For | Voted - For | |
1d. | Election of Director: D. Gary Gilliland, M.D., Ph.D. | Management | For | Voted - For | |
1e. | Election of Director: Kirsten M. Kliphouse | Management | For | Voted - For | |
1f. | Election of Director: Garheng Kong, M.D., Ph.D. | Management | For | Voted - For | |
1g. | Election of Director: Peter M. Neupert | Management | For | Voted - For | |
1h. | Election of Director: Richelle P. Parham | Management | For | Voted - For | |
1i. | Election of Director: Adam H. Schechter | Management | For | Voted - For | |
1j. | Election of Director: Kathryn E. Wengel | Management | For | Voted - For | |
1k. | Election of Director: R. Sanders Williams, M.D. | Management | For | Voted - For | |
2. | To approve, by non-binding vote, executive | ||||
compensation. | Management | For | Voted - For | ||
3. | To recommend by non-binding vote, the frequency of | ||||
future non- binding votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of Deloitte and | ||||
Touche LLP as Laboratory Corporation of America | |||||
Holdings' independent registered public accounting | |||||
firm for the year ending December 31, 2023. | Management | For | Voted - For | ||
5. | Shareholder proposal relating to a policy regarding | ||||
separation of the roles of Board Chairman and Chief | |||||
Executive Officer. | Shareholder | Against | Voted - For | ||
6. | Shareholder proposal regarding a Board report on | ||||
transport of nonhuman primates within the U.S. | Shareholder | Against | Voted - Against | ||
7. | Shareholder proposal regarding a Board report on | ||||
known risks of fulfilling information requests and | |||||
mitigation strategies. | Shareholder | Against | Voted - Against | ||
RAYTHEON TECHNOLOGIES | |||||
Security ID: 75513E101 | Ticker: RTX | ||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Tracy A. Atkinson | Management | For | Voted - For | |
1b. | Election of Director: Leanne G. Caret | Management | For | Voted - For | |
1c. | Election of Director: Bernard A. Harris, Jr. | Management | For | Voted - For | |
1d. | Election of Director: Gregory J. Hayes | Management | For | Voted - For | |
1e. | Election of Director: George R. Oliver | Management | For | Voted - For | |
1f. | Election of Director: Robert K. (Kelly) Ortberg | Management | For | Voted - For | |
1g. | Election of Director: Dinesh C. Paliwal | Management | For | Voted - For | |
1h. | Election of Director: Ellen M. Pawlikowski | Management | For | Voted - For | |
1i. | Election of Director: Denise L. Ramos | Management | For | Voted - For | |
1j. | Election of Director: Fredric G. Reynolds | Management | For | Voted - For | |
1k. | Election of Director: Brian C. Rogers | Management | For | Voted - For | |
1l. | Election of Director: James A. Winnefeld, Jr. | Management | For | Voted - For |
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Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1m. | Election of Director: Robert O. Work | Management | For | Voted - For | |
2. | Advisory Vote to Approve Executive Compensation | Management | For | Voted - For | |
3. | Advisory Vote on the Frequency of Shareowner Votes | ||||
on Named Executive Officer Compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Appoint PricewaterhouseCoopers LLP to Serve as | ||||
Independent Auditor for 2023 | Management | For | Voted - For | ||
5. | Approve an Amendment to the Restated Certificate of | ||||
Incorporation to Repeal Article Ninth | Management | For | Voted - For | ||
6. | Approve an Amendment to the Restated Certificate of | ||||
Incorporation to Eliminate Personal Liability of | |||||
Officers for Monetary Damages for Breach of | |||||
Fiduciary Duty as an Officer | Management | For | Voted - Against | ||
7. | Shareowner Proposal Requesting the Board Adopt an | ||||
Independent Board Chair Policy | Shareholder | Against | Voted - For | ||
8. | Shareowner Proposal Requesting a Report on | ||||
Greenhouse Gas Reduction Plan | Shareholder | Against | Voted - For | ||
SAP SE | |||||
Security ID: 803054204 | Ticker: SAP | ||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
2 | Resolution on the appropriation of the retained | ||||
earnings for fiscal year 2022 | Management | For | Voted - For | ||
3 | Resolution on the formal approval of the acts of | ||||
the Executive Board in fiscal year 2022 | Management | For | Voted - For | ||
4 | Resolution on the formal approval of the acts of | ||||
the Supervisory Board in fiscal year 2022 | Management | For | Voted - For | ||
5 | Resolution on the approval of the compensation | ||||
report for fiscal year 2022 | Management | For | Voted - For | ||
6 | Resolution on the authorization to acquire and use | ||||
treasury shares pursuant to Section 71 (1) no. 8 of | |||||
the German Stock Corporation Act (Aktiengesetz; | |||||
"AktG"), with possible exclusion of the | |||||
shareholders' subscription rights and potential | |||||
rights to offer shares and the possibility to | |||||
redeem treasury shares | Management | For | Voted - For | ||
7 | Resolution on the authorization to use derivatives | ||||
to acquire treasury shares in accordance with | |||||
Section 71 (1) no. 8 AktG, with possible exclusion | |||||
of the shareholders' subscription rights and | |||||
potential rights to offer shares | Management | For | Voted - For | ||
8a | Election of Supervisory Board member: Jennifer | ||||
Xin-Zhe Li | Management | For | Voted - For | ||
8b | Election of Supervisory Board member: Dr. Qi Lu | Management | For | Voted - For | |
8c | Election of Supervisory Board member: Dr. h. c. | ||||
Punit Renjen | Management | For | Voted - For | ||
9 | Resolution on the approval of the compensation | ||||
system for Executive Board members | Management | For | Voted - For | ||
10 | Resolution on the compensation of the Supervisory | ||||
Board members concerning the granting of additional | |||||
compensation for the Lead Independent Director |
13
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
under amendment of Article 16 of the Articles of | |||||
Incorporation | Management | For | Voted - For | ||
11a | Addition of a new Article 20a to the Articles of | ||||
Incorporation to enable virtual General Meetings of | |||||
Shareholders: Authorization of the Executive Board | Management | For | Voted - For | ||
11b | Addition of a new Article 20a to the Articles of | ||||
Incorporation to enable virtual General Meetings of | |||||
Shareholders: Participation of Supervisory Board | |||||
members in virtual general meetings | Management | For | Voted - For | ||
SHELL PLC | |||||
Security ID: 780259305 | Ticker: SHEL | ||||
Meeting Date: 23-May-23 | Meeting Type: Annual | ||||
1. | Annual Report & Accounts be received | Management | For | Voted - For | |
2. | Approval of Directors' Remuneration Policy | Management | For | Voted - For | |
3. | Approval of Directors' Remuneration Report | Management | For | Voted - For | |
4. | Appointment of Wael Sawan as a Director of the | ||||
Company | Management | For | Voted - For | ||
5. | Appointment of Cyrus Taraporevala as a Director of | ||||
the Company | Management | For | Voted - For | ||
6. | Appointment of Sir Charles Roxburgh as a Director | ||||
of the Company | Management | For | Voted - For | ||
7. | Appointment of Leena Srivastava as a Director of | ||||
the Company | Management | For | Voted - For | ||
8. | Reappointment of Sinead Gorman as a Director of the | ||||
Company | Management | For | Voted - For | ||
9. | Reappointment of Dick Boer as a Director of the | ||||
Company | Management | For | Voted - For | ||
10. | Reappointment of Neil Carson as a Director of the | ||||
Company | Management | For | Voted - For | ||
11. | Reappointment of Ann Godbehere as a Director of the | ||||
Company | Management | For | Voted - For | ||
12. | Reappointment of Jane Holl Lute as a Director of | ||||
the Company | Management | For | Voted - For | ||
13. | Reappointment of Catherine Hughes as a Director of | ||||
the Company | Management | For | Voted - For | ||
14. | Reappointment of Sir Andrew Mackenzie as a Director | ||||
of the Company | Management | For | Voted - For | ||
15. | Reappointment of Abraham (Bram) Schot as a Director | ||||
of the Company | Management | For | Voted - For | ||
16. | Reappointment of Auditors | Management | For | Voted - For | |
17. | Remuneration of Auditors | Management | For | Voted - For | |
18. | Authority to allot shares | Management | For | Voted - For | |
19. | Disapplication of pre-emption rights | Management | For | Voted - For | |
20. | Authority to make on market purchases of own shares | Management | For | Voted - For | |
21. | Authority to make off market purchases of own shares | Management | For | Voted - For | |
22. | Authority to make certain donations/incur | ||||
expenditure | Management | For | Voted - For | ||
23. | Adoption of new Articles of Association | Management | For | Voted - For |
14
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
24. | Approval of Shell's Share Plan ('Plan') rules and | ||||
authority to adopt schedules to the Plan | Management | For | Voted - For | ||
25. | Approve Shell's Energy Transition Progress | Management | For | Voted - For | |
26. | Shareholder resolution | Shareholder | Against | Voted - Against | |
SUNCOR ENERGY INC. | |||||
Security ID: 867224107 | Ticker: SU | ||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1A | Election of Director - Ian R. Ashby | Management | For | Voted - For | |
1B | Election of Director - Patricia M. Bedient | Management | For | Voted - For | |
1C | Election of Director - Russell K. Girling | Management | For | Voted - For | |
1D | Election of Director - Jean Paul Gladu | Management | For | Voted - For | |
1E | Election of Director - Dennis M. Houston | Management | For | Voted - For | |
1F | Election of Director - Richard M. Kruger | Management | For | Voted - For | |
1G | Election of Director - Brian P. MacDonald | Management | For | Voted - For | |
1H | Election of Director - Lorraine Mitchelmore | Management | For | Voted - For | |
1I | Election of Director - Daniel Romasko | Management | For | Voted - For | |
1J | Election of Director - Christopher R. Seasons | Management | For | Voted - For | |
1K | Election of Director - M. Jacqueline Sheppard | Management | For | Voted - For | |
1L | Election of Director - Eira M. Thomas | Management | For | Voted - For | |
1M | Election of Director - Michael M. Wilson | Management | For | Voted - For | |
2 | Appointment of KPMG LLP as auditor of Suncor Energy | ||||
Inc. until the close of the next annual meeting. | Management | For | Voted - For | ||
3 | To consider and, if deemed fit, approve an advisory | ||||
resolution on Suncor's approach to executive | |||||
compensation disclosed in the Management Proxy | |||||
Circular of Suncor Energy Inc. dated March 24, 2023. | Management | For | Voted - For | ||
4 | To consider a shareholder proposal regarding the | ||||
production of a report outlining how Suncor's | |||||
capital expenditure plans align with its 2030 | |||||
emissions reductions target. | Shareholder | Against | Voted - Against | ||
TE CONNECTIVITY LTD | |||||
Security ID: H84989104 | Ticker: TEL | ||||
Meeting Date: 15-Mar-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Jean-Pierre Clamadieu | Management | For | Voted - For | |
1b. | Election of Director: Terrence R. Curtin | Management | For | Voted - For | |
1c. | Election of Director: Carol A. ("John") Davidson | Management | For | Voted - For | |
1d. | Election of Director: Lynn A. Dugle | Management | For | Voted - For | |
1e. | Election of Director: William A. Jeffrey | Management | For | Voted - For | |
1f. | Election of Director: Syaru Shirley Lin | Management | For | Voted - For | |
1g. | Election of Director: Thomas J. Lynch | Management | For | Voted - For | |
1h. | Election of Director: Heath A. Mitts | Management | For | Voted - For | |
1i. | Election of Director: Abhijit Y. Talwalkar | Management | For | Voted - For | |
1j. | Election of Director: Mark C. Trudeau | Management | For | Voted - For | |
1k. | Election of Director: Dawn C. Willoughby | Management | For | Voted - For |
15
Cambiar Aggressive Value ETF | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
1l. | Election of Director: Laura H. Wright | Management | For | Voted - For |
2. | To elect Thomas J. Lynch as the Chairman of the | |||
Board of Directors | Management | For | Voted - For | |
3a. | To elect the individual member of the Management | |||
Development and Compensation Committee: Abhijit Y. | ||||
Talwalkar | Management | For | Voted - For | |
3b. | To elect the individual member of the Management | |||
Development and Compensation Committee: Mark C. | ||||
Trudeau | Management | For | Voted - For | |
3c. | To elect the individual member of the Management | |||
Development and Compensation Committee: Dawn C. | ||||
Willoughby | Management | For | Voted - For | |
4. | To elect Dr. René Schwarzenbach, of Proxy Voting | |||
Services GmbH, or another individual representative | ||||
of Proxy Voting Services GmbH if Dr. Schwarzenbach | ||||
is unable to serve at the relevant meeting, as the | ||||
independent proxy at the 2024 annual meeting of TE | ||||
Connectivity and any shareholder meeting that may | ||||
be held prior to that meeting. | Management | For | Voted - For | |
5.1 | To approve the 2022 Annual Report of TE | |||
Connectivity Ltd. (excluding the statutory | ||||
financial statements for the fiscal year ended | ||||
September 30, 2022, the consolidated financial | ||||
statements for the fiscal year ended September 30, | ||||
2022 and the Swiss Statutory Compensation Report | ||||
for the fiscal year ended September 30, 2022). | Management | For | Voted - For | |
5.2 | To approve the statutory financial statements of TE | |||
Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
5.3 | To approve the consolidated financial statements of | |||
TE Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
6. | To release the members of the Board of Directors | |||
and executive officers of TE Connectivity for | ||||
activities during the fiscal year ended September | ||||
30, 2022. | Management | For | Voted - For | |
7.1 | To elect Deloitte & Touche LLP as TE Connectivity's | |||
independent registered public accounting firm for | ||||
fiscal year 2023. | Management | For | Voted - For | |
7.2 | To elect Deloitte AG, Zurich, Switzerland, as TE | |||
Connectivity's Swiss registered auditor until the | ||||
next annual general meeting of TE Connectivity. | Management | For | Voted - For | |
7.3 | To elect PricewaterhouseCoopers AG, Zurich, | |||
Switzerland, as TE Connectivity's special auditor | ||||
until the next annual general meeting of TE | ||||
Connectivity. | Management | For | Voted - For | |
8. | An advisory vote to approve named executive officer | |||
compensation. | Management | For | Voted - For | |
9. | An advisory vote on the frequency of an advisory | |||
vote to approve named executive officer | ||||
compensation. | Management | 1 Year | Voted - 1 Year | |
10. | An advisory vote to approve the Swiss Statutory | |||
Compensation Report for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For |
16
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
11. | A binding vote to approve fiscal year 2024 maximum | ||||
aggregate compensation amount for executive | |||||
management. | Management | For | Voted - For | ||
12. | A binding vote to approve fiscal year 2024 maximum | ||||
aggregate compensation amount for the Board of | |||||
Directors. | Management | For | Voted - For | ||
13. | To approve the carryforward of unappropriated | ||||
accumulated earnings at September 30, 2022. | Management | For | Voted - For | ||
14. | To approve a dividend payment to shareholders equal | ||||
to $2.36 per issued share to be paid in four equal | |||||
quarterly installments of $0.59 starting with the | |||||
third fiscal quarter of 2023 and ending in the | |||||
second fiscal quarter of 2024 pursuant to the terms | |||||
of the dividend resolution. | Management | For | Voted - For | ||
15. | To approve an authorization relating to TE | ||||
Connectivity's Share Repurchase Program. | Management | For | Voted - For | ||
16. | To approve a reduction of share capital for shares | ||||
acquired under TE Connectivity's share repurchase | |||||
program and related amendments to the articles of | |||||
association of TE Connectivity Ltd. | Management | For | Voted - For | ||
17. | To approve changes to share capital and related | ||||
amendments to the articles of association of TE | |||||
Connectivity Ltd. | Management | For | Voted - For | ||
THE GOLDMAN SACHS GROUP, INC. | |||||
Security ID: 38141G104 | Ticker: GS | ||||
Meeting Date: 26-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Michele Burns | Management | For | Voted - For | |
1b. | Election of Director: Mark Flaherty | Management | For | Voted - For | |
1c. | Election of Director: Kimberley Harris | Management | For | Voted - For | |
1d. | Election of Director: Kevin Johnson | Management | For | Voted - For | |
1e. | Election of Director: Ellen Kullman | Management | For | Voted - For | |
1f. | Election of Director: Lakshmi Mittal | Management | For | Voted - For | |
1g. | Election of Director: Adebayo Ogunlesi | Management | For | Voted - For | |
1h. | Election of Director: Peter Oppenheimer | Management | For | Voted - For | |
1i. | Election of Director: David Solomon | Management | For | Voted - For | |
1j. | Election of Director: Jan Tighe | Management | For | Voted - For | |
1k. | Election of Director: Jessica Uhl | Management | For | Voted - For | |
1l. | Election of Director: David Viniar | Management | For | Voted - For | |
2. | Advisory Vote to Approve Executive Compensation | ||||
(Say on Pay) | Management | For | Voted - For | ||
3. | Advisory Vote on the Frequency of Say on Pay | Management | 1 Year | Voted - 1 Year | |
4. | Ratification of PricewaterhouseCoopers LLP as our | ||||
Independent Registered Public Accounting Firm for | |||||
2023 | Management | For | Voted - For | ||
5. | Shareholder Proposal Regarding a Report on Lobbying | Shareholder | Against | Voted - For | |
6. | Shareholder Proposal Regarding a Policy for an | ||||
Independent Chair | Shareholder | Against | Voted - Against | ||
7. | Shareholder Proposal Regarding Chinese Congruency | ||||
of Certain ETFs | Shareholder | Against | Voted - For |
17
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
8. | Shareholder Proposal Regarding a Racial Equity Audit | Shareholder | Against | Voted - For | |
9. | Shareholder Proposal Regarding a Policy to Phase | ||||
Out Fossil Fuel-Related Lending & Underwriting | |||||
Activities | Shareholder | Against | Voted - For | ||
10. | Shareholder Proposal Regarding Disclosure of 2030 | ||||
Absolute Greenhouse Gas Reduction Goals | Shareholder | Against | Voted - For | ||
11. | Shareholder Proposal Regarding Climate Transition | ||||
Report | Shareholder | Against | Voted - For | ||
12. | Shareholder Proposal Regarding Reporting on Pay | ||||
Equity | Shareholder | Against | Voted - For | ||
THE WILLIAMS COMPANIES, INC. | |||||
Security ID: 969457100 | Ticker: WMB | ||||
Meeting Date: 25-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director for a one-year term: Alan S. | ||||
Armstrong | Management | For | Voted - For | ||
1b. | Election of Director for a one-year term: Stephen | ||||
W. Bergstrom | Management | For | Voted - For | ||
1c. | Election of Director for a one-year term: Michael | ||||
A. Creel | Management | For | Voted - For | ||
1d. | Election of Director for a one-year term: Stacey H. | ||||
Doré | Management | For | Voted - For | ||
1e. | Election of Director for a one-year term: Carri A. | ||||
Lockhart | Management | For | Voted - For | ||
1f. | Election of Director for a one-year term: Richard | ||||
E. Muncrief | Management | For | Voted - For | ||
1g. | Election of Director for a one-year term: Peter A. | ||||
Ragauss | Management | For | Voted - For | ||
1h. | Election of Director for a one-year term: Rose M. | ||||
Robeson | Management | For | Voted - For | ||
1i. | Election of Director for a one-year term: Scott D. | ||||
Sheffield | Management | For | Voted - For | ||
1j. | Election of Director for a one-year term: Murray D. | ||||
Smith | Management | For | Voted - For | ||
1k. | Election of Director for a one-year term: William | ||||
H. Spence | Management | For | Voted - For | ||
1l. | Election of Director for a one-year term: Jesse J. | ||||
Tyson | Management | For | Voted - For | ||
2. | Ratify the selection of Ernst & Young LLP as the | ||||
Company's independent registered public accounting | |||||
firm for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
3. | Approve, on an advisory basis, the compensation of | ||||
our named executive officers. | Management | For | Voted - For | ||
4. | Approve, on an advisory basis, the frequency of | ||||
future advisory votes to approve the compensation | |||||
of the Company's named executive officers. | Management | 1 Year | Voted - 1 Year |
18
Cambiar Aggressive Value ETF | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
UBER TECHNOLOGIES, INC. | |||||
Security ID: 90353T100 | Ticker: UBER | ||||
Meeting Date: 08-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Ronald Sugar | Management | For | Voted - For | |
1b. | Election of Director: Revathi Advaithi | Management | For | Voted - For | |
1c. | Election of Director: Ursula Burns | Management | For | Voted - For | |
1d. | Election of Director: Robert Eckert | Management | For | Voted - For | |
1e. | Election of Director: Amanda Ginsberg | Management | For | Voted - For | |
1f. | Election of Director: Dara Khosrowshahi | Management | For | Voted - For | |
1g. | Election of Director: Wan Ling Martello | Management | For | Voted - For | |
1h. | Election of Director: John Thain | Management | For | Voted - For | |
1i. | Election of Director: David Trujillo | Management | For | Voted - For | |
1j. | Election of Director: Alexander Wynaendts | Management | For | Voted - For | |
2. | Advisory vote to approve 2022 named executive | ||||
officer compensation. | Management | For | Voted - For | ||
3. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as our independent | |||||
registered public accounting firm for 2023. | Management | For | Voted - For | ||
4. | Stockholder proposal to prepare an independent | ||||
third- party audit on Driver health and safety. | Shareholder | Against | Voted - Against |
19
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
AGNICO EAGLE MINES LIMITED | |||||
Security ID: 008474108 | Ticker: AEM | ||||
Meeting Date: 28-Apr-23 | Meeting Type: Annual And Special Meeting | ||||
1.1 | Director: Leona Aglukkaq | Management | For | Voted - For | |
1.2 | Director: Ammar Al-joundi | Management | For | Voted - For | |
1.3 | Director: Sean Boyd | Management | For | Voted - For | |
1.4 | Director: Martine A. Celej | Management | For | Voted - For | |
1.5 | Director: Robert J. Gemmell | Management | For | Voted - For | |
1.6 | Director: Jonathan Gill | Management | For | Voted - For | |
1.7 | Director: Peter Grosskopf | Management | For | Voted - For | |
1.8 | Director: Elizabeth Lewis-gray | Management | For | Voted - For | |
1.9 | Director: Deborah Mccombe | Management | For | Voted - For | |
1.10 | Director: Jeffrey Parr | Management | For | Voted - For | |
1.11 | Director: J. Merfyn Roberts | Management | For | Voted - For | |
1.12 | Director: Jamie C. Sokalsky | Management | For | Voted - For | |
2 | Appointment of Ernst & Young LLP As Auditors of the | ||||
Company for the Ensuing Year and Authorizing the | |||||
Directors to Fix Their Remuneration. | Management | For | Voted - For | ||
3 | Consideration of And, If Deemed Advisable, the | ||||
Passing of A Non-binding, Advisory Resolution | |||||
Accepting the Company's Approach to Executive | |||||
Compensation. | Management | For | Voted - For | ||
AIA GROUP LTD | |||||
Security ID: Y002A1105 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual General Meeting | ||||
Please Note That the Company Notice and Proxy Form | |||||
are Available by Clicking-on the Url Links:- | |||||
Https://www1.hkexnews.hk/listedco/listconews/sehk/20 | |||||
23/ 0411/2023041100617.pdf-and- | |||||
Https://www1.hkexnews.hk/listedco/listconews/sehk/20 | |||||
23/ 0411/2023041100638.pdf | Non-Voting | Non-Voting | |||
19 Apr 2023: Please Note in the Hong Kong Market | |||||
That A Vote of "abstain"-will be Treated the Same | |||||
As A "take No Action" Vote. | Non-Voting | Non-Voting | |||
1 | To Receive the Audited Consolidated Financial | ||||
Statements of the Company, the Report of the | |||||
Directors and the Independent Auditors Report for | |||||
the Year Ended 31 December 2022 | Management | For | Voted - For | ||
2 | To Declare A Final Dividend of 113.40 Hong Kong | ||||
Cents Per Share for the Year Ended 31 December 2022 | Management | For | Voted - For | ||
3 | To Re-elect Mr. Edmund Sze-wing Tse As Independent | ||||
Non-executive Director of the Company | Management | For | Voted - For | ||
4 | To Re-elect Mr. Jack Chak-kwong So As Independent | ||||
Non-executive Director of the Company | Management | For | Voted - For | ||
5 | To Re-elect Professor Lawrence Juen-yee Lau As | ||||
Independent Non-executive Director of the Company | Management | For | Voted - For |
20
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
6 | To Re-appoint PricewaterhouseCoopers As Auditor of | ||||
the Company and to Authorise the Board of Directors | |||||
of the Company to Fix Its Remuneration | Management | For | Voted - For | ||
7A | To Grant A General Mandate to the Directors to | ||||
Allot, Issue and Deal with Additional Shares of the | |||||
Company, Not Exceeding 10 Per Cent of the Number of | |||||
Shares of the Company in Issue As at the Date of | |||||
This Resolution, and the Discount for Any Shares to | |||||
be Issued Shall Not Exceed 10 Per Cent to the | |||||
Benchmarked Price | Management | For | Voted - For | ||
7B | To Grant A General Mandate to the Directors to Buy | ||||
Back Shares of the Company, Not Exceeding 10 Per | |||||
Cent of the Number of Shares of the Company in | |||||
Issue As at the Date of This Resolution | Management | For | Voted - For | ||
8 | To Adjust the Limit of the Annual Sum of the | ||||
Directors Fee to Usd 3,800,000 | Management | For | Voted - For | ||
9 | To Approve and Adopt the Proposed Amendments to the | ||||
Share Option Scheme of the Company | Management | For | Voted - Against | ||
10 | To Approve and Adopt the Restricted Share Unit | ||||
Scheme of the Company with the Amended Terms | Management | For | Voted - Against | ||
11 | To Approve and Adopt the Employee Share Purchase | ||||
Plan of the Company with the Amended Terms | Management | For | Voted - For | ||
12 | To Approve and Adopt the Agency Share Purchase Plan | ||||
of the Company with the Amended Terms | Management | For | Voted - For | ||
19 Apr 2023: Please Note That This is A Revision | |||||
Due to Modification 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 | Non-Voting | Non-Voting | |||
AIR LIQUIDE SA | |||||
Security ID: F01764103 | |||||
Meeting Date: 03-May-23 | Meeting Type: Mix | ||||
For Shareholders Not Holding Shares Directly with A | |||||
French Custodian, Voting- Instructions Will be | |||||
Forwarded to Your Global Custodian on Vote | |||||
Deadline-date. the Global Custodian As the | |||||
Registered Intermediary Will Sign the Proxy-card | |||||
and Forward to the Local Custodian for Lodgment | Non-Voting | Non-Voting | |||
For French Meetings 'abstain' is A Valid Voting | |||||
Option. for Any Additional- Resolutions Raised at | |||||
the Meeting the Voting Instruction Will Default | |||||
To-'against.' If Your Custodian is Completing the | |||||
Proxy Card, the Voting-instruction Will Default to | |||||
the Preference of Your Custodian | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected | Non-Voting | Non-Voting | |||
For Shareholders Holding Shares Directly Registered | |||||
in Their Own Name on The- Company Share Register, | |||||
You Should Receive A Proxy Card/voting Form |
21
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Directly- from the Issuer. Please Submit Your Vote | ||||
Directly Back to the Issuer Via The-proxy | ||||
Card/voting Form, Do Not Submit Your Vote Via | ||||
Broadridge-systems/platforms Or Your Instructions | ||||
May be Rejected | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
1 | Approval of the Corporate Financial Statements for | |||
the Financial Year Ended 31 December 2022 | Management | For | Voted - For | |
2 | Approval of the Consolidated Financial Statements | |||
for the Financial Year Ended 31 December 2022 | Management | For | Voted - For | |
3 | Allocation of Income for the Financial Year Ended | |||
31 December 2022; Setting of the Dividend | Management | For | Voted - For | |
4 | Authorisation Granted for 18 Months to the Board of | |||
Directors to Allow the Company to Trade in Its Own | ||||
Shares | Management | For | Voted - For | |
5 | Appointment of Mrs. Catherine Guillouard As | |||
Director of the Company | Management | For | Voted - For | |
6 | Appointment of Mrs. Christina Law As Director of | |||
the Company | Management | For | Voted - For | |
7 | Appointment of Mr. Alexis Perakis-valat As Director | |||
of the Company | Management | For | Voted - For | |
8 | Appointment of Mr. Michael H. Thaman As Director of | |||
the Company | Management | For | Voted - For | |
9 | Ratification of the Provisional Appointment of Mrs. | |||
Monica De Virgiliis As Director of the Company, As | ||||
A Replacement for Mrs. Anette Bronder | Management | For | Voted - For | |
10 | The Statutory Auditors' Special Report on the | |||
Agreements Referred to in Articles L. 225-38 and | ||||
Following of the French Commercial Code | Management | For | Voted - For | |
11 | Approval of the Compensation Elements Paid During | |||
Or Allocated in Respect of the Financial Year Ended | ||||
31 December 2022 to Mr. Benoit Potier, Chairman and | ||||
Chief Executive Officer, for the Period from 01 | ||||
January 2022 to 31 May 2022 | Management | For | Voted - For | |
12 | Approval of the Compensation Elements Paid During | |||
Or Allocated in Respect of the Financial Year Ended | ||||
31 December 2022 to Mr. Francois Jackow, Chief | ||||
Executive Officer, for the Period from 01 June 2022 | ||||
to 31 December 2022 | Management | For | Voted - For | |
13 | Approval of the Compensation Elements Paid During | |||
Or Allocated in Respect of the Financial Year Ended | ||||
31 December 2022 to Mr. Benoit Potier, Chairman of | ||||
the Board of Directors, for the Period from 01 June | ||||
2022 to 31 December 2022 | Management | For | Voted - For | |
14 | Approval of the Information Relating to the | |||
Remuneration of Corporate Officers Mentioned in |
22
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Section I of Article L. 22-10-9 of the French | ||||
Commercial Code | Management | For | Voted - For | |
15 | Approval of the Remuneration Policy Applicable to | |||
the Chief Executive Officer | Management | For | Voted - For | |
16 | Approval of the Remuneration Policy Applicable to | |||
the Chairman of the Board of Directors | Management | For | Voted - For | |
17 | Approval of the Remuneration Policy Applicable to | |||
Directors | Management | For | Voted - For | |
18 | Authorisation Granted for 24 Months to the Board of | |||
Directors to Reduce the Capital by Cancelling | ||||
Treasury Shares | Management | For | Voted - For | |
19 | Delegation of Authority Granted for 26 Months to | |||
the Board of Directors to Increase the Share | ||||
Capital by Issuing Common Shares Or Transferable | ||||
Securities Granting Access, Immediately And/or in | ||||
the Future, to the Company's Capital, with | ||||
Retention of the Shareholders' Pre-emptive | ||||
Subscription Right, for A Maximum Nominal Amount of | ||||
470 Million Euros | Management | For | Voted - For | |
20 | Authorisation Granted for 26 Months to the Board of | |||
Directors to Increase, in the Event of | ||||
Oversubscription, the Issues Amount of Shares Or | ||||
Transferable Securities | Management | For | Voted - For | |
21 | Delegation of Authority Granted for 26 Months to | |||
the Board of Directors to Proceed with Capital | ||||
Increases with Cancellation of the Pre-emptive | ||||
Subscription Right Reserved for Members of A | ||||
Company Or Group Savings Plan | Management | For | Voted - For | |
22 | Delegation of Authority Granted for 18 Months to | |||
the Board of Directors to Proceed with Capital | ||||
Increases with Cancellation of the Pre-emptive | ||||
Subscription Right Reserved for A Category of | ||||
Beneficiaries | Management | For | Voted - For | |
23 | Powers to Carry Out Formalities | Management | For | Voted - For |
Please Note That Important Additional Meeting | ||||
Information is Available By-clicking on the | ||||
Material Url Link:-https://www.journal- | ||||
Officiel.gouv.fr/telechargements/balo/pdf/2023/0222/ | ||||
202 302-222300357.pdf | Non-Voting | Non-Voting | ||
Please Note That If You Hold Crest Depository | ||||
Interests (cdis) And-participate at This Meeting, | ||||
You (or Your Crest Sponsored Member/custodian)-will | ||||
be Required to Instruct A Transfer of the Relevant | ||||
Cdis to the Escrow-account Specified in the | ||||
Associated Corporate Event in the Crest System. | ||||
This-transfer Will Need to be Completed by the | ||||
Specified Crest System Deadline.-once This Transfer | Non-Voting | Non-Voting | ||
Has Settled, the Cdis Will be Blocked in the Crest | ||||
System.-the Cdis Will Typically be Released from | ||||
Escrow As Soon As Practicable On-record Date +1 Day | ||||
(or on Meeting Date +1 Day If No Record Date | ||||
Applies)-unless Otherwise Specified, and Only After | ||||
the Agent Has Confirmed- Availability of the | ||||
Position. in Order for A Vote to be Accepted, the | ||||
Voted-position Must be Blocked in the Required |
23
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Escrow Account in the Crest System.-by Voting on | |||||
This Meeting, Your Crest Sponsored Member/custodian | |||||
May Use Your-vote Instruction As the Authorization | |||||
to Take the Necessary Action Which Will-include | |||||
Transferring Your Instructed Position to Escrow. | |||||
Please Contact Your-crest Sponsored | |||||
Member/custodian Directly for Further Information | |||||
on The-custody Process and Whether Or Not They | |||||
Require Separate Instructions From-you | Non-Voting | ||||
Please Note Share Blocking Will Apply for Any Voted | |||||
Positions Settling-through Euroclear Bank | Non-Voting | Non-Voting | |||
AIRBUS SE | |||||
Security ID: N0280G100 | |||||
Meeting Date: 19-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
Please Note That This is an Amendment to Meeting Id | |||||
859228 Due to Received-updated Agenda. All Votes | |||||
Received on the Previous Meeting Will | |||||
Be-disregarded and You Will Need to Reinstruct on | |||||
This Meeting Notice. Thank-you. | Non-Voting | Non-Voting | |||
A | Open Meeting | Non-Voting | Non-Voting | ||
B | Discussion on Company's Corporate Governance | ||||
Structure | Non-Voting | Non-Voting | |||
C | Receive Report on Business and Financial Statements | Non-Voting | Non-Voting | ||
D | Receive Explanation on Company's Dividend Policy | Non-Voting | Non-Voting | ||
E | Receive Board Report | Non-Voting | Non-Voting | ||
F | Discussion on Leading the Journey Towards Clean | ||||
Aerospace | Non-Voting | Non-Voting | |||
G | Discuss Potential Long-term Strategic and | ||||
Technological Partnership With-evidian and | |||||
Acquisition of A Minority Stake in Evidian | Non-Voting | Non-Voting | |||
1 | Adopt Financial Statements | Management | For | Voted - For | |
2 | Approve Allocation of Income | Management | For | Voted - For | |
3 | Approve Discharge of Non-executive Directors | Management | For | Voted - For | |
4 | Approve Discharge of Executive Directors | Management | For | Voted - For | |
5 | Ratify Ernst & Young Accountants LLP As Auditors | Management | For | Voted - For | |
6 | Approve Implementation of Remuneration Policy | Management | For | Voted - For | |
7 | Reelect Ralph D. Crosby, Jr. As Non- Executive | ||||
Director | Management | For | Voted - For | ||
8 | Reelect Mark Dunkerley As Non-executive Director | Management | For | Voted - For | |
9 | Reelect Stephan Gemkow As Non-executive Director | Management | For | Voted - For | |
10 | Elect Antony Wood As Non-executive Director | Management | For | Voted - For |
24
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
11 | Grant Board Authority to Issue Shares and Exclude | ||||
Preemptive Rights for the Purpose of Employee Share | |||||
Ownership Plans and Share-related Long-term | |||||
Incentive Plans | Management | For | Voted - For | ||
12 | Grant Board Authority to Issue Shares and Exclude | ||||
Preemptive Rights for the Purpose of Company Funding | Management | For | Voted - For | ||
13 | Authorize Repurchase of Up to 10 Percent of Issued | ||||
Share Capital | Management | For | Voted - For | ||
14 | Approve Cancellation of Repurchased Shares | Management | For | Voted - For | |
H | Close Meeting | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
10 Mar 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions. If | |||||
You Have Already Sent in Your Votes to Mid | |||||
869634,-please Do Not Vote Again Unless You Decide | |||||
to Amend Your Original-instructions. Thank You | Non-Voting | Non-Voting | |||
BAE SYSTEMS PLC | |||||
Security ID: G06940103 | |||||
Meeting Date: 04-May-23 | Meeting Type: Annual General Meeting | ||||
1 | Report and Accounts | Management | For | Voted - For | |
2 | Remuneration Policy | Management | For | Voted - For | |
3 | Remuneration Report | Management | For | Voted - For | |
4 | Final Dividend | Management | For | Voted - For | |
5 | Re-elect Nicholas Anderson | Management | For | Voted - For | |
6 | Re-elect Thomas Arseneault0 | Management | For | Voted - For | |
7 | Re-elect Crystal E Ashby | Management | For | Voted - For | |
8 | Re-elect Dame Elizabeth Corley | Management | For | Voted - For | |
9 | Re-elect Bradley Greve | Management | For | Voted - For | |
10 | Re-elect Jane Griffiths | Management | For | Voted - For | |
11 | Re-elect Christopher Grigg | Management | For | Voted - For | |
12 | Re-elect Ewan Kirk | Management | For | Voted - For | |
13 | Re-elect Stephen Pearce | Management | For | Voted - For | |
14 | Re-elect Nicole Piasecki | Management | For | Voted - For | |
15 | Re-elect Charles Woodburn | Management | For | Voted - For | |
16 | Elect Cressida Hogg | Management | For | Voted - For | |
17 | Elect Lord Sedwill | Management | For | Voted - For | |
18 | Re-appointment of Auditors | Management | For | Voted - For | |
19 | Remuneration of Auditors | Management | For | Voted - For | |
20 | Political Donations Up to Specified Limits | Management | For | Voted - For | |
21 | Bae Systems Long-term Incentive Plan | Management | For | Voted - For | |
22 | Authority to Allot New Shares | Management | For | Voted - For |
25
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
23 | Disapplication of Pre-emption Rights | Management | For | Voted - For | |
24 | Purchase Own Shares | Management | For | Voted - For | |
25 | Notice of General Meetings | Management | For | Voted - For | |
BARCLAYS PLC | |||||
Security ID: G08036124 | |||||
Meeting Date: 03-May-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive the Reports of the Directors and | ||||
Auditors and the Audited Accounts of the Company | |||||
for the Year Ended 31 December 2022 | Management | For | Voted - For | ||
2 | To Approve the Directors Remuneration Report for | ||||
the Year Ended 31 December 2022 | Management | For | Voted - Against | ||
3 | To Approve the Directors Remuneration Policy | ||||
Contained in the Directors Remuneration Report for | |||||
the Year Ended 31december 2022 | Management | For | Voted - For | ||
4 | That Marc Moses be Appointed A Director of the | ||||
Company | Management | For | Voted - For | ||
5 | That Robert Berry be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
6 | That Tim Breedon be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
7 | That Anna Cross be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
8 | That Mohamed A. El-erian be Reappointed A Director | ||||
of the Company | Management | For | Voted - For | ||
9 | That Dawn Fitzpatrick be Reappointed A Director of | ||||
the Company | Management | For | Voted - For | ||
10 | That Mary Francis be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
11 | That Crawford Gillies be Reappointed A Director of | ||||
the Company | Management | For | Voted - For | ||
12 | That Brian Gilvary be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
13 | That Nigel Higgins be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
14 | That Diane Schueneman be Reappointed A Director of | ||||
the Company | Management | For | Voted - For | ||
15 | That C.s. Venkatakrishnan be Reappointed A Director | ||||
of the Company | Management | For | Voted - For | ||
16 | That Julia Wilson be Reappointed A Director of the | ||||
Company | Management | For | Voted - For | ||
17 | To Reappoint KPMG LLP As Auditors | Management | For | Voted - For | |
18 | To Authorise the Board Audit Committee to Set the | ||||
Remuneration of the Auditors | Management | For | Voted - For | ||
19 | To Authorise the Company and Its Subsidiaries to | ||||
Make Political Donations and Incur Political | |||||
Expenditure | Management | For | Voted - For | ||
20 | To Authorise the Directors to Allot Shares and | ||||
Equity Securities | Management | For | Voted - For |
26
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
21 | To Authorise the Directors to Allot Equity | ||||
Securities on A Pro Rata Basis to Shareholders of | |||||
No More Than 5 Percent of Issued Share Capital | Management | For | Voted - For | ||
22 | To Authorise the Directors to Allot Equity | ||||
Securities on A Pro Rata Basis to Shareholders in | |||||
Connection with an Acquisition Or Specified Capital | |||||
Investment | Management | For | Voted - For | ||
23 | To Authorise the Directors to Allot Equity | ||||
Securities in Relation to the Issuance of | |||||
Contingent Equity Conversion Notes | Management | For | Voted - For | ||
24 | To Authorise the Directors to Allot Equity | ||||
Securities for Cash Other Than on A Pro Rata Basis | |||||
in Relation to the Issuance of Contingent Equity | |||||
Conversion Notes | Management | For | Voted - For | ||
25 | To Authorise the Company to Purchase Its Own Shares | Management | For | Voted - For | |
26 | To Authorise the Directors to Call General Meetings | ||||
Other Than an Agm on Not Less Than 14 Clear Days | |||||
Notice | Management | For | Voted - For | ||
BAYER AG | |||||
Security ID: D0712D163 | |||||
Meeting Date: 28-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian.-if No Shareholder | |||||
Details are Provided, Your Instruction May be | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Receive Financial Statements and Statutory Reports; | ||||
Approve Allocation of Income and Dividends of Eur | |||||
2.40 Per Share for Fiscal Year 2022 | Management | For | Voted - For | ||
2 | Approve Discharge of Management Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For | ||
3 | Approve Discharge of Supervisory Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For | ||
4.1 | Elect Norbert Winkeljohann to the Supervisory Board | Management | For | Voted - For | |
4.2 | Elect Kimberly Mathisen to the Supervisory Board | Management | For | Voted - For | |
5 | Approve Remuneration Report | Management | For | Voted - For | |
6 | Approve Virtual-only Shareholder Meetings Until 2025 | Management | For | Voted - For | |
7 | Amend Articles Re: Participation of Supervisory | ||||
Board Members in the Annual General Meeting by | |||||
Means of Audio and Video Transmission | Management | For | Voted - For | ||
8 | Ratify Deloitte Gmbh As Auditors for Fiscal Year | ||||
2023 and for the Review of Interim Financial | |||||
Reports for the First Half of Fiscal Year 2023, Q3 | |||||
2023 and Q1 2024 | Management | For | Voted - For | ||
9 | With Regard to Motions and Election Proposals by | ||||
Stockholders Which are Not to be Made Available | |||||
Before the Annual Stockholders Meeting and Which | |||||
are Only Submitted Or Amended During the Annual | |||||
Stockholders Meeting, I Vote As Follows (please | |||||
Note That There is No Management Recommendation |
27
Cambiar International Equity Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Available, However for Technical Reasons It Has | |||
Been Set to Abstain) | Management | For | Voted - Against |
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. | Non-Voting | Non-Voting | |
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 | Non-Voting | Non-Voting | |
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 | |
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 | Non-Voting | Non-Voting | |
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. | Non-Voting | ||
Further Information on Counter Proposals Can be | |||
Found Directly on The-issuer's Website (please | |||
Refer to the Material Url Section of | |||
The-application). If You Wish to Act on These | |||
Items, You Will Need to Request A-meeting Attend | |||
and Vote Your Shares Directly at the Company's | |||
Meeting.- Counter Proposals Cannot be Reflected in | |||
the Ballot on Proxyedge. | Non-Voting | Non-Voting | |
Intermediary Clients Only - Please Note That If You | |||
are Classified As An- Intermediary Client Under the |
28
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
Please Note That If You Hold Crest Depository | |||||
Interests (cdis) And-participate at This Meeting, | |||||
You (or Your Crest Sponsored Member/custodian)-will | |||||
be Required to Instruct A Transfer of the Relevant | |||||
Cdis to the Escrow-account Specified in the | |||||
Associated Corporate Event in the Crest System. | |||||
This-transfer Will Need to be Completed by the | |||||
Specified Crest System Deadline.-once This Transfer | |||||
Has Settled, the Cdis Will be Blocked in the Crest | |||||
System.-the Cdis Will Typically be Released from | |||||
Escrow As Soon As Practicable On-record Date +1 Day | |||||
(or on Meeting Date +1 Day If No Record Date | |||||
Applies)-unless Otherwise Specified, and Only After | |||||
the Agent Has Confirmed- Availability of the | |||||
Position. in Order for A Vote to be Accepted, the | |||||
Voted-position Must be Blocked in the Required | |||||
Escrow Account in the Crest System.-by Voting on | |||||
This Meeting, Your Crest Sponsored Member/custodian | |||||
May Use Your-vote Instruction As the Authorization | |||||
to Take the Necessary Action Which Will-include | Non-Voting | Non-Voting | |||
Transferring Your Instructed Position to Escrow. | |||||
Please Contact Your-crest Sponsored | |||||
Member/custodian Directly for Further Information | |||||
on The-custody Process and Whether Or Not They | |||||
Require Separate Instructions From-you | Non-Voting | ||||
Please Note Share Blocking Will Apply for Any Voted | |||||
Positions Settling-through Euroclear Bank. | Non-Voting | Non-Voting | |||
BUNZL PLC | |||||
Security ID: G16968110 | |||||
Meeting Date: 26-Apr-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive and Consider the Accounts for the Year | ||||
Ended 31 December 2022 Together with the Reports of | |||||
the Directors and Auditors | Management | For | Voted - For | ||
2 | To Declare A Final Dividend: Final Dividend of | ||||
45.4p Per Ordinary Share | Management | For | Voted - For | ||
3 | To Re-appoint Peter Ventress As A Director | Management | For | Voted - For | |
4 | To Re-appoint Frank Van Zanten As A Director | Management | For | Voted - For | |
5 | To Re-appoint Richard Howes As A Director | Management | For | Voted - For | |
6 | To Re-appoint Vanda Murray As A Director | Management | For | Voted - For | |
7 | To Re-appoint Lloyd Pitchford As A Director | Management | For | Voted - For | |
8 | To Re-appoint Stephan Nanninga As A Director | Management | For | Voted - For | |
9 | To Re-appoint Vin Murria As A Director | Management | For | Voted - For | |
10 | To Appoint Pam Kirby As A Director | Management | For | Voted - For | |
11 | To Appoint Jacky Simmonds As A Director | Management | For | Voted - For |
29
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
12 | To Re-appoint PricewaterhouseCoopers LLP As | ||||
Auditors to Hold Office from the Conclusion of This | |||||
Year's Agm Until the Conclusion of the Next General | |||||
Meeting at Which Accounts are Laid Before the | |||||
Company | Management | For | Voted - For | ||
13 | To Authorise the Directors, Acting Through the | ||||
Audit Committee, to Determine the Remuneration of | |||||
the Auditors | Management | For | Voted - For | ||
14 | To Approve the Directors' Remuneration Report As | ||||
Set Out on Pages 132 to 155 (inclusive) (excluding | |||||
the Directors' Remuneration Policy As Set Out on | |||||
Pages 147 to 155 (inclusive)) of the Annual Report | |||||
for the Year Ended 31 December 2022 | Management | For | Voted - For | ||
15 | Authority to Allot Ordinary Shares | Management | For | Voted - For | |
16 | General Authority to Disapply Pre-emption Rights | Management | For | Voted - For | |
17 | Specific Authority to Disapply Pre-emption Rights | ||||
in Connection with an Acquisition Or Specified | |||||
Capital Investment | Management | For | Voted - For | ||
18 | Purchase of Own Ordinary Shares | Management | For | Voted - For | |
19 | Notice of General Meetings | Management | For | Voted - For | |
CANADIAN NATIONAL RAILWAY COMPANY | |||||
Security ID: 136375102 | Ticker: CNI | ||||
Meeting Date: 25-Apr-23 | Meeting Type: Annual | ||||
1A | Election of Directors Election of Director: | ||||
Shauneen Bruder | Management | For | Voted - For | ||
1B | Election of Director: Jo-ann Depass Olsovsky | Management | For | Voted - For | |
1C | Election of Director: David Freeman | Management | For | Voted - For | |
1D | Election of Director: Denise Gray | Management | For | Voted - For | |
1E | Election of Director: Justin M. Howell | Management | For | Voted - For | |
1F | Election of Director: Susan C. Jones | Management | For | Voted - For | |
1G | Election of Director: Robert Knight | Management | For | Voted - For | |
1H | Election of Director: Michel Letellier | Management | For | Voted - For | |
1I | Election of Director: Margaret A. Mckenzie | Management | For | Voted - For | |
1J | Election of Director: Al Monaco | Management | For | Voted - For | |
1K | Election of Director: Tracy Robinson | Management | For | Voted - For | |
2 | Appointment of KPMG LLP As Auditors. | Management | For | Voted - For | |
3 | Non-binding Advisory Resolution to Accept the | ||||
Approach to Executive Compensation Disclosed in the | |||||
Management Information Circular, the Full Text of | |||||
Which Resolution is Set Out on P.11 of the | |||||
Management Information Circular. | Management | For | Voted - For | ||
4 | Non-binding Advisory Resolution to Accept the | ||||
Company's Climate Action Plan As Disclosed in the | |||||
Management Information Circular, the Full Text of | |||||
Which Resolution is Set Out on P.11 of the | |||||
Management Information Circular. | Management | For | Voted - For |
30
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
CAPGEMINI SE | ||||
Security ID: F4973Q101 | ||||
Meeting Date: 16-May-23 | Meeting Type: Mix | |||
For Shareholders Not Holding Shares Directly with A | ||||
French Custodian, Voting- Instructions Will be | ||||
Forwarded to Your Global Custodian on Vote | ||||
Deadline-date. the Global Custodian As the | ||||
Registered Intermediary Will Sign the Proxy-card | ||||
and Forward to the Local Custodian for Lodgment. | Non-Voting | Non-Voting | ||
For French Meetings 'abstain' is A Valid Voting | ||||
Option. for Any Additional- Resolutions Raised at | ||||
the Meeting the Voting Instruction Will Default | ||||
To-'against.' If Your Custodian is Completing the | ||||
Proxy Card, the Voting-instruction Will Default to | ||||
the Preference of Your Custodian. | Non-Voting | Non-Voting | ||
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian- Bank. If No Shareholder | ||||
Details are Provided, Your Instructions May Be- | ||||
Rejected. | Non-Voting | Non-Voting | ||
For Shareholders Holding Shares Directly Registered | ||||
in Their Own Name on The- Company Share Register, | ||||
You Should Receive A Proxy Card/voting Form | ||||
Directly- from the Issuer. Please Submit Your Vote | ||||
Directly Back to the Issuer Via The-proxy | ||||
Card/voting Form, Do Not Submit Your Vote Via | ||||
Broadridge-systems/platforms Or Your Instructions | ||||
May be Rejected. | Non-Voting | Non-Voting | ||
Please Note That If You Hold Crest Depository | ||||
Interests (cdis) And-participate at This Meeting, | ||||
You (or Your Crest Sponsored Member/custodian)-will | ||||
be Required to Instruct A Transfer of the Relevant | ||||
Cdis to the Escrow-account Specified in the | ||||
Associated Corporate Event in the Crest System. | ||||
This-transfer Will Need to be Completed by the | ||||
Specified Crest System Deadline.-once This Transfer | ||||
Has Settled, the Cdis Will be Blocked in The | Non-Voting | Non-Voting | ||
Crest System.-the Cdis Will Typically be Released | ||||
from Escrow As Soon As Practicable On-record Date | ||||
+1 Day (or on Meeting Date +1 Day If No Record Date | ||||
Applies)-unless Otherwise Specified, and Only After | ||||
the Agent Has Confirmed- Availability of the | ||||
Position. in Order for A Vote to be Accepted, the | ||||
Voted-position Must be Blocked in the Required | ||||
Escrow Account in the Crest System.-by Voting on | ||||
This Meeting, Your Crest Sponsored Member/custodian | ||||
May Use Your-vote Instruction As the Authorization | ||||
to Take the Necessary Action Which Will-include | ||||
Transferring Your Instructed Position to Escrow. | ||||
Please Contact Your-crest Sponsored | ||||
Member/custodian Directly for Further Information | ||||
on The-custody Process and Whether Or Not They | ||||
Require Separate Instructions From-you | Non-Voting |
31
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Please Note Share Blocking Will Apply for Any Voted | ||||
Positions Settling-through Euroclear Bank. | Non-Voting | Non-Voting | ||
1 | Approval of the 2022 Company Financial Statements | Management | For | Voted - For |
2 | Approval of the 2022 Consolidated Financial | |||
Statements | Management | For | Voted - For | |
3 | Appropriation of Earnings and Setting of the | |||
Dividend | Management | For | Voted - For | |
4 | Regulated Agreements - Special Report of the | |||
Statutory Auditors | Management | For | Voted - For | |
5 | Approval of the Report on the Compensation of | |||
Corporate Officers Relating to the Information | ||||
Detailed in Article L.22-10-9 I of the French | ||||
Commercial Code | Management | For | Voted - For | |
6 | Approval of Fixed, Variable and Exceptional | |||
Components of Total Compensation and All Types of | ||||
Benefits Paid During Fiscal Year 2022 Or Granted in | ||||
Respect of the Same Fiscal Year to Mr. Paul | ||||
Hermelin, Chairman of the Board of Directors | Management | For | Voted - For | |
7 | Approval of Fixed, Variable and Exceptional | |||
Components of Total Compensation and All Types of | ||||
Benefits Paid During Fiscal Year 2022 Or Granted in | ||||
Respect of the Same Fiscal Year to Mr. Aiman Ezzat, | ||||
Chief Executive Officer | Management | For | Voted - For | |
8 | Approval of the Compensation Policy Applicable to | |||
the Chairman of the Board of Directors | Management | For | Voted - For | |
9 | Approval of the Compensation Policy Applicable to | |||
the Chief Executive Officer | Management | For | Voted - For | |
10 | Approval of the Compensation Policy Applicable to | |||
Directors | Management | For | Voted - For | |
11 | Appointment of Ms. Megan Clarken As A Director | Management | For | Voted - For |
12 | Appointment of Ms. Ulrica Fearn As A Director | Management | For | Voted - For |
13 | Authorization of A Share Buyback Program | Management | For | Voted - For |
14 | (with, in the Case of Shares to be Issued, the | |||
Waiver by Shareholders of Their Pre- Emptive | ||||
Subscription Rights in Favor of the Beneficiaries | ||||
of the Grants) Authorization to the Board of | ||||
Directors, for A Period of Eighteen Months, to | ||||
Grant Performance Shares, Existing Or to be Issued, | ||||
to Employees and Corporate Officers of the Company | ||||
and Its French and Non-french Subsidiaries, Up to A | ||||
Maximum of 1.2% of the Company's Share Capital | Management | For | Voted - For | |
15 | Cancellation of Pre-emptive Subscription Rights, | |||
Ordinary Shares And/or Securities Granting Access | ||||
to the Company's Share Capital to Members of | ||||
Capgemini Group Employee Savings Plans Up to A | ||||
Maximum Par Value Amount of N28 Million and at A | ||||
Price Set in Accordance with the Provisions of the | ||||
French Labor Code Delegation of Authority to the | ||||
Board of Directors, for A Period of Eighteen | ||||
Months, to Issue, With | Management | For | Voted - For | |
16 | Conditions Comparable to Those Offered Pursuant to | |||
the Preceding Resolution Delegation of Authority to | ||||
the Board of Directors, for A Period of Eighteen | ||||
Months, to Issue with Cancellation of Pre- Emptive | ||||
Subscription Rights, Ordinary Shares And/or |
32
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Securities Granting Access to the Share Capital in | |||||
Favor of Employees of Certain Non-french | |||||
Subsidiaries at Terms | Management | For | Voted - For | ||
17 | Powers to Carry Out Formalities | Management | For | Voted - For | |
Please Note That Important Additional Meeting | |||||
Information is Available By-clicking on the | |||||
Material Url Link:-https://www.journal- | |||||
Officiel.gouv.fr/telechargements/balo/pdf/2023/0329/ | |||||
202 303-292300664.pdf | Non-Voting | Non-Voting | |||
COMPASS GROUP PLC | |||||
Security ID: G23296208 | |||||
Meeting Date: 09-Feb-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive and Adopt the Directors' Annual Report | ||||
and Accounts and the Auditor's Report Thereon for | |||||
the Financial Year Ended 30 September 2022 | Management | For | Voted - For | ||
2 | To Receive and Adopt the Directors' Remuneration | ||||
Report Contained Within the Annual Report and | |||||
Accounts for the Financial Year Ended 30 September | |||||
2022 | Management | For | Voted - For | ||
3 | To Declare A Final Dividend of 22.1 Pence Per | ||||
Ordinary Share in Respect of the Financial Year | |||||
Ended 30 September 2022 | Management | For | Voted - For | ||
4 | To Re-elect Ian Meakins As A Director of the Company | Management | For | Voted - For | |
5 | To Re-elect Dominic Blakemore As A Director of the | ||||
Company | Management | For | Voted - For | ||
6 | To Re-elect Palmer Brown As A Director of the | ||||
Company | Management | For | Voted - For | ||
7 | To Re-elect Gary Green As A Director of the Company | Management | For | Voted - For | |
8 | To Re-elect Carol Arrowsmith As A Director of the | ||||
Company | Management | For | Voted - For | ||
9 | To Re-elect Stefan Bomhard As A Director of the | ||||
Company | Management | For | Voted - For | ||
10 | To Re-elect John Bryant As A Director of the Company | Management | For | Voted - For | |
11 | To Re-elect Arlene Isaacs-lowe As A Director of the | ||||
Company | Management | For | Voted - For | ||
12 | To Re-elect Anne-francoise Nesmes As A Director of | ||||
the Company | Management | For | Voted - For | ||
13 | To Re-elect Sundar Raman As A Director of the | ||||
Company | Management | For | Voted - For | ||
14 | To Re-elect Nelson Silva As A Director of the | ||||
Company | Management | For | Voted - For | ||
15 | To Re-elect Ireena Vittal As A Director of the | ||||
Company | Management | For | Voted - For | ||
16 | To Reappoint KPMG LLP As the Company's Auditor | ||||
Until the Conclusion of the Next Annual General | |||||
Meeting of the Company | Management | For | Voted - For | ||
17 | To Authorise the Audit Committee to Agree the | ||||
Auditor's Remuneration | Management | For | Voted - For | ||
18 | To Authorise Donations to Political Organisations | Management | For | Voted - For | |
19 | To Renew the Directors' Authority to Allot Shares | Management | For | Voted - For |
33
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
20 | To Authorise the Directors to Disapply Pre- Emption | ||||
Rights of Not More Than 5 Percent of the Issued | |||||
Ordinary Share Capital | Management | For | Voted - For | ||
21 | To Authorise the Directors to Disapply Pre- Emption | ||||
Rights of Not More Than 5 Percent of the Issued | |||||
Ordinary Share Capital in Limited Circumstances | Management | For | Voted - For | ||
22 | To Authorise the Company to Purchase Its Own Shares | Management | For | Voted - For | |
23 | To Authorise the Directors to Reduce General | ||||
Meeting Notice Periods | Management | For | Voted - For | ||
DBS GROUP HOLDINGS LTD | |||||
Security ID: Y20246107 | |||||
Meeting Date: 31-Mar-23 | Meeting Type: Annual General Meeting | ||||
Please Note That If You Wish to Submit A Meeting | |||||
Attend for the Singapore-market Then A Unique | |||||
Client Id Number Known As the Nric Will Need to | |||||
Be-provided Otherwise the Meeting Attend Request | |||||
Will be Rejected in the Market.-kindly Ensure to | |||||
Quote the Term Nric Followed by the Number and This | |||||
Can Be-input in the Fields "other Identification | |||||
Details (in the Absence of A-passport)" Or | |||||
"comments/special Instructions" at the Bottom of | |||||
the Page. | Non-Voting | Non-Voting | |||
1 | Adoption of Directors' Statement, Audited Financial | ||||
Statements and Auditor's Report | Management | For | Voted - For | ||
2 | Declaration of Final Dividend and Special Dividend | ||||
on Ordinary Shares | Management | For | Voted - For | ||
3 | Approval of Proposed Non-executive Directors' | ||||
Remuneration of Sgd 4,617,248 for Fy2022 | Management | For | Voted - For | ||
4 | Re-appointment of PricewaterhouseCoopers LLP As | ||||
Auditor and Authorisation for Directors to Fix Its | |||||
Remuneration | Management | For | Voted - For | ||
5 | Re-election of Mr Peter Seah Lim Huat As A Director | ||||
Retiring Under Article 99 | Management | For | Voted - For | ||
6 | Re-election of Ms Punita Lal As A Director Retiring | ||||
Under Article 99 | Management | For | Voted - For | ||
7 | Re-election of Mr Anthony Lim Weng Kin As A | ||||
Director Retiring Under Article 99 | Management | For | Voted - For | ||
8 | Authority to Grant Awards and Issue Shares Under | ||||
the Dbsh Share Plan | Management | For | Voted - For | ||
9 | Authority to Grant Awards and Issue Shares Under | ||||
the California Sub-plan to the Dbsh Share Plan | Management | For | Voted - For | ||
10 | General Authority to Issue Shares and to Make Or | ||||
Grant Convertible Instruments Subject to Limits | Management | For | Voted - For | ||
11 | Authority to Issue Shares Pursuant to the Dbsh | ||||
Scrip Dividend Scheme | Management | For | Voted - For | ||
12 | Approval of the Proposed Renewal of the Share | ||||
Purchase Mandate | Management | For | Voted - For |
34
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
DEUTSCHE POST AG | ||||
Security ID: D19225107 | ||||
Meeting Date: 04-May-23 | Meeting Type: Annual General Meeting | |||
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian.-if No Shareholder | ||||
Details are Provided, Your Instruction May be | ||||
Rejected | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
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 | ||
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 | Non-Voting | Non-Voting | ||
Further Information on Counter Proposals Can be | ||||
Found Directly on The-issuer's Website (please | ||||
Refer to the Material Url Section of |
35
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
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 | Non-Voting | Non-Voting | ||
1 | Receive Financial Statements and Statutory Reports | |||
for Fiscal Year 2022 | Non-Voting | Non-Voting | ||
2 | Approve Allocation of Income and Dividends of Eur | |||
1.85 Per Share | Management | For | Voted - For | |
3 | Approve Discharge of Management Board for Fiscal | |||
Year 2022 | Management | For | Voted - For | |
4 | Approve Discharge of Supervisory Board for Fiscal | |||
Year 2022 | Management | For | Voted - For | |
5.1 | Elect Katrin Suder to the Supervisory Board | Management | For | Voted - For |
5.2 | Reelect Mario Daberkow to the Supervisory Board | Management | For | Voted - For |
6 | Authorize Share Repurchase Program and Reissuance | |||
Or Cancellation of Repurchased Shares | Management | For | Voted - For | |
7 | Authorize Use of Financial Derivatives When | |||
Repurchasing Shares | Management | For | Voted - For | |
8 | Approve Remuneration Report | Management | For | Voted - For |
9.1 | Amend Article Re: Location of Annual Meeting | Management | For | Voted - For |
9.2 | Approve Virtual-only Shareholder Meetings Until 2025 | Management | For | Voted - For |
9.3 | Amend Articles Re: Participation of Supervisory | |||
Board Members in the Annual General Meeting by | ||||
Means of Audio and Video Transmission | Management | For | Voted - For | |
21 Mar 2023: Please Note Share Blocking Will Apply | ||||
for Any Voted Positions-settling Through Euroclear | ||||
Bank. | Non-Voting | Non-Voting | ||
21 Mar 2023: Please Note That If You Hold Crest | ||||
Depository Interests (cdis)-and Participate at This | ||||
Meeting, You (or Your Crest | ||||
Sponsored-member/custodian) Will be Required to | ||||
Instruct A Transfer of the Relevant-cdis to the | ||||
Escrow Account Specified in the Associated | ||||
Corporate Event in The-crest System. This Transfer | ||||
Will Need to be Completed by the Specified | ||||
Crest-system Deadline. Once This Transfer Has | ||||
Settled, the Cdis Will be Blocked In-the Crest | ||||
System. the Cdis Will Typically be Released from | ||||
Escrow As Soon As- Practicable on Record Date +1 | ||||
Day (or on Meeting Date +1 Day If No Record-date | ||||
Applies) Unless Otherwise Specified, and Only After | ||||
the Agent Has-confirmed Availability of the | ||||
Position. in Order for A Vote to be Accepted,-the | ||||
Voted Position Must be Blocked in the Required | ||||
Escrow Account in The-crest System. by Voting on | ||||
This Meeting, Your Crest Sponsored- | ||||
Member/custodian May Use Your Vote Instruction As | ||||
the Authorization to Take- the Necessary Action | ||||
Which Will Include Transferring Your Instructed | ||||
Position-to Escrow. Please Contact Your Crest | ||||
Sponsored Member/custodian Directly For- Further | ||||
Information on the Custody Process and Whether Or | ||||
Not They Require- Separate Instructions from You | Non-Voting | Non-Voting |
36
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
21 Mar 2023: Please Note That This is A Revision | |||||
Due to Addition of Comments.-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 | |||
21 Mar 2023: Intermediary Clients Only - Please | |||||
Note That If You Are-classified As an Intermediary | |||||
Client Under the Shareholder Rights Directive-ii, | |||||
You Should be Providing the Underlying Shareholder | |||||
Information at The-vote Instruction Level. If You | |||||
are Unsure on How to Provide This Level Of- Data to | |||||
Broadridge Outside of Proxyedge, Please Speak to | |||||
Your Dedicated-client Service Representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
DIAGEO PLC | |||||
Security ID: G42089113 | |||||
Meeting Date: 06-Oct-22 | Meeting Type: Annual General Meeting | ||||
1 | Report and Accounts 2022 | Management | For | Voted - For | |
2 | Directors' Remuneration Report 2022 | Management | For | Voted - For | |
3 | Declaration of Final Dividend | Management | For | Voted - For | |
4 | Appointment of Karen Blackett (1,3,4) As A Director | Management | For | Voted - For | |
5 | Re-appointment of Melissa Bethell (1,3,4) As A | ||||
Director | Management | For | Voted - For | ||
6 | Re-appointment of Lavanya Chandrashekar (2) As A | ||||
Director | Management | For | Voted - For | ||
7 | Re-appointment of Valerie Chapoulaud- Floquet | ||||
(1,3,4) As A Director | Management | For | Voted - For | ||
8 | Re-appointment of Javier Ferran (3) As A Director | Management | For | Voted - For | |
9 | Re-appointment of Susan Kilsby (1,3,4) As A Director | Management | For | Voted - For | |
10 | Re-appointment of Sir John Manzoni (1,3,4) As A | ||||
Director | Management | For | Voted - For | ||
11 | Re-appointment of Lady Mendelsohn (1,3,4) As A | ||||
Director | Management | For | Voted - For | ||
12 | Re-appointment of IVan Menezes (2) As A Director | Management | For | Voted - For | |
13 | Re-appointment of Alan Stewart (1,3,4) As A Director | Management | For | Voted - For | |
14 | Re-appointment of Ireena Vittal (1,3,4) As A | ||||
Director | Management | For | Voted - For | ||
15 | Reappoint PricewaterhouseCoopers LLP As Auditors | Management | For | Voted - For | |
16 | Remuneration of Auditor | Management | For | Voted - For | |
17 | Authority to Make Political Donations And/or to | ||||
Incur Political Expenditure | Management | For | Voted - For | ||
18 | Amendment of the Diageo PLC 2017 Irish Share | ||||
Ownership Plan | Management | For | Voted - For | ||
19 | Authority to Allot Shares | Management | For | Voted - For | |
20 | Disapplication of Pre-emption Rights | Management | For | Voted - For | |
21 | Authority to Purchase Own Ordinary Shares | Management | For | Voted - For | |
22 | Reduced Notice of A General Meeting Other Than an | ||||
Agm | Management | For | Voted - For |
37
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
07 Sep 2022: Please Note That This is A Revision | |||||
Due to Modification of The-text of Resolution 15. | |||||
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 | |||
ENTAIN PLC | |||||
Security ID: G3167C109 | |||||
Meeting Date: 25-Apr-23 | Meeting Type: Annual General Meeting | ||||
1 | Receive the 2022 Annual Report | Management | For | Voted - For | |
2 | Approve the 2022 Directors' Remuneration Report | Management | For | Voted - For | |
3 | Approve the Directors' Remuneration Policy | Management | For | Voted - For | |
4 | Re-appoint KPMG LLP As Auditor | Management | For | Voted - For | |
5 | Authorise the Directors to Agree the Auditor's | ||||
Remuneration | Management | For | Voted - For | ||
6 | Re-elect J M Barry Gibson As A Director | Management | For | Voted - For | |
7 | Re-elect Pierre Bouchut As A Director | Management | For | Voted - For | |
8 | Re-elect Stella David As A Director | Management | For | Voted - For | |
9 | Re-elect Robert Hoskin As A Director | Management | For | Voted - For | |
10 | Re-elect Virginia Mcdowell As A Director | Management | For | Voted - For | |
11 | Re-elect Jette Nygaard-andersen As A Director | Management | For | Voted - For | |
12 | Re-elect David Satz As A Director | Management | For | Voted - For | |
13 | Re-elect Rob Wood As A Director | Management | For | Voted - For | |
14 | Elect Rahul Welde As A Director | Management | For | Voted - For | |
15 | To Approve Amendments to the Entain PLC 2017 Long | ||||
Term Incentive Plan | Management | For | Voted - For | ||
16 | Authorise the Directors to Allot the Company's | ||||
Shares | Management | For | Voted - For | ||
17 | Approve the General Disapplication of Pre- Emption | ||||
Rights | Management | For | Voted - For | ||
18 | Approve the Disapplication of Pre-emption Rights | ||||
for Acquisitions and Other Capital Investment | Management | For | Voted - For | ||
19 | Authorise the Directors to Acquire the Company's | ||||
Shares | Management | For | Voted - For | ||
20 | Approve the Revised Articles of Association | Management | For | Voted - For | |
HITACHI,LTD. | |||||
Security ID: J20454112 | |||||
Meeting Date: 21-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1.1 | Appoint A Director Ihara, Katsumi | Management | For | Voted - For | |
1.2 | Appoint A Director Ravi Venkatesan | Management | For | Voted - For | |
1.3 | Appoint A Director Cynthia Carroll | Management | For | Voted - For | |
1.4 | Appoint A Director Sugawara, Ikuro | Management | For | Voted - For | |
1.5 | Appoint A Director Joe Harlan | Management | For | Voted - For | |
1.6 | Appoint A Director Louise Pentland | Management | For | Voted - For |
38
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.7 | Appoint A Director Yamamoto, Takatoshi | Management | For | Voted - For | |
1.8 | Appoint A Director Yoshihara, Hiroaki | Management | For | Voted - For | |
1.9 | Appoint A Director Helmuth Ludwig | Management | For | Voted - For | |
1.10 | Appoint A Director Kojima, Keiji | Management | For | Voted - For | |
1.11 | Appoint A Director Nishiyama, Mitsuaki | Management | For | Voted - For | |
1.12 | Appoint A Director Higashihara, Toshiaki | Management | For | Voted - For | |
IBERDROLA SA | |||||
Security ID: E6165F166 | |||||
Meeting Date: 28-Apr-23 | Meeting Type: Ordinary General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Annual Financial Statements 2022 | Management | For | Voted - For | |
2 | Directors Reports 2022 | Management | For | Voted - For | |
3 | Statement of Non-financial Information 2022 | Management | For | Voted - For | |
4 | Corporate Management and Activities of the Board of | ||||
Directors in 2022 | Management | For | Voted - For | ||
5 | Amendment of the Preamble to and the Heading of the | ||||
Preliminary Title of the By- Laws in Order to | |||||
Conform the Text Thereof to the Current Business | |||||
and the Governance and Compliance Context, and to | |||||
Make Adjustments of A Formal Nature | Management | For | Voted - For | ||
6 | Amendment of Articles 4 and 32 of the By- Laws to | ||||
Accommodate the Functions of Different Corporate | |||||
Levels Within the Structure of the Iberdrola Group | Management | For | Voted - For | ||
7 | Amendment of Article 8 of the By-laws to Update | ||||
References to Internal Regulations and to the | |||||
Compliance System | Management | For | Voted - For | ||
8 | Engagement Dividend: Approval and Payment | Management | For | Voted - For | |
9 | Allocation of Profits/losses and 2022 Dividends: | ||||
Approval and Supplementary Payment, Which Will be | |||||
Made Within the Framework of the Iberdrola | |||||
Retribucion Flexible Optional Dividend System | Management | For | Voted - For | ||
10 | First Increase in Capital by Means of A Scrip Issue | ||||
at A Maximum Reference Market Value of Eur 2,275 | |||||
Million in Order to Implement the Iberdrola | |||||
Retribucion Flexible Optional Dividend System | Management | For | Voted - For | ||
11 | Second Increase in Capital by Means of A Scrip | ||||
Issue at A Maximum Reference Market Value of Eur | |||||
1,500 Million in Order to Implement the Iberdrola | |||||
Retribucion Flexible Optional Dividend System | Management | For | Voted - For | ||
12 | Reduction in Capital by Means of the Retirement of | ||||
A Maximum of 206,364,000 Own Shares (3.201 Percent | |||||
of the Share Capital) | Management | For | Voted - For | ||
13 | Consultative Vote on the Annual Director | ||||
Remuneration Report 2022 | Management | For | Voted - For | ||
14 | Strategic Bonus for Professionals of the Companies | ||||
of the Iberdrola Group Linked to the Companys | |||||
Performance During the 2023- 2025 Period, to be |
39
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Paid on A Fractional and Deferred Basis Through the | |||||
Delivery of Shares | Management | For | Voted - For | ||
15 | Re-election of Ms Maria Helena Antolin Raybaud As | ||||
an External Director | Management | For | Voted - For | ||
16 | Ratification and Re-election of Mr Armando Martinez | ||||
Martinez As an Executive Director | Management | For | Voted - For | ||
17 | Re-election of Mr Manuel Moreu Munaiz As an | ||||
Independent Director | Management | For | Voted - For | ||
18 | Re-election of Ms Sara De La Rica Goiricelaya As an | ||||
Independent Director | Management | For | Voted - For | ||
19 | Re-election of Mr Xabier Sagredo Ormaza As an | ||||
Independent Director | Management | For | Voted - For | ||
20 | Re-election of Mr Jose Ignacio Sanchez Galan As an | ||||
Executive Director | Management | For | Voted - For | ||
21 | Setting of the Number of Members of the Board of | ||||
Directors at Fourteen | Management | For | Voted - For | ||
22 | Delegation of Powers to Formalise and to Convert | ||||
the Resolutions Adopted Into A Public Instrument | Management | For | Voted - For | ||
17 Mar 2023: Engagement Dividend: the Shareholders | |||||
Entitled to Participate In-the Meeting Will Receive | |||||
Eur 0.005 (gross) Per Share If the Shareholders | |||||
At-this Meeting Approve Said Incentive and Adopt A | |||||
Resolution for the Payment-thereof, Which Will be | |||||
Subject to the Quorum for the Meeting Reaching 70% | |||||
Of-the Share Capital and to the Approval of Item 8 | |||||
on the Agenda | Non-Voting | Non-Voting | |||
17 Mar 2023: Please Note That This is A 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 | Non-Voting | Non-Voting | |||
Please Note in the Event the Meeting Does Not Reach | |||||
Quorum, There Will be A-second Call on 29 Apr 2023. | |||||
Consequently, Your Voting Instructions Will-remain | |||||
Valid for All Calls Unless the Agenda is Amended. | |||||
Thank You. | Non-Voting | Non-Voting | |||
ING GROUP NV | |||||
Security ID: N4578E595 | |||||
Meeting Date: 24-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information |
40
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
A | Opening Remarks and Announcements | Non-Voting | Non-Voting | ||
B | Report of the Executive Board for 2022 | Non-Voting | Non-Voting | ||
C | Report of the Supervisory Board for 2022 | Non-Voting | Non-Voting | ||
2c. | Remuneration Report for 2022 | Management | For | Voted - For | |
2d. | Financial Statements (annual Accounts) for 2022 | Management | For | Voted - For | |
D | Dividend and Distribution Policy | Non-Voting | Non-Voting | ||
3b. | Dividend for 2022 | Management | For | Voted - For | |
4a. | Discharge of the Members of the Executive Board in | ||||
Respect of Their Duties Performed During the Year | |||||
2022 | Management | For | Voted - For | ||
4b. | Discharge of the Members of the Supervisory Board | ||||
in Respect of Their Duties Performed During the | |||||
Year 2022 | Management | For | Voted - For | ||
5. | Reappointment of the External Auditor | Management | For | Voted - For | |
6. | Composition of the Executive Board: Reappointment | ||||
of Tanate Phutrakul | Management | For | Voted - For | ||
7a. | Appointment of Alexandra Reich | Management | For | Voted - For | |
7b. | Appointment of Karl Guha | Management | For | Voted - For | |
7c. | Reappointment of Herna Verhagen | Management | For | Voted - For | |
7d. | Reappointment of Mike Rees | Management | For | Voted - For | |
8a. | Authorisation of the Executive Board to Issue | ||||
Ordinary Shares | Management | For | Voted - For | ||
8b. | Authorisation of the Executive Board to Issue | ||||
Ordinary Shares with Or Without Pre- Emptive Rights | |||||
of Existing Shareholders | Management | For | Voted - For | ||
9. | Authorisation of the Executive Board to Acquire | ||||
Ordinary Shares in Ing Groups Own Capital | Management | For | Voted - For | ||
10. | Reduction of the Issued Share Capital by Cancelling | ||||
Ordinary Shares Acquired by Ing Group Pursuant to | |||||
the Authority Under Agenda Item 9 | Management | For | Voted - For | ||
16 Mar 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions. 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 | |||
INTERTEK GROUP PLC | |||||
Security ID: G4911B108 | |||||
Meeting Date: 24-May-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive the Annual Report and Accounts for the | ||||
Year Ended 31 December 2022 | Management | For | Voted - For | ||
2 | To Approve the Directors Remuneration Report | Management | For | Voted - For | |
3 | To Approve the Payment of A Final Dividend of 71.6p | ||||
Per Ordinary Share | Management | For | Voted - For | ||
4 | To Elect Colm Deasy As A Director | Management | For | Voted - For |
41
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5 | To Elect Jez Maiden As A Director | Management | For | Voted - For | |
6 | To Elect Kawal Preet As A Director | Management | For | Voted - For | |
7 | To Re-elect Andrew Martin As A Director | Management | For | Voted - For | |
8 | To Re-elect Andre Lacroix As A Director | Management | For | Voted - For | |
9 | To Re-elect Graham Allan As A Director | Management | For | Voted - For | |
10 | To Re-elect Gurnek Bains As A Director | Management | For | Voted - For | |
11 | To Re-elect Lynda Clarizio As A Director | Management | For | Voted - For | |
12 | To Re-elect Tamara Ingram As A Director | Management | For | Voted - For | |
13 | To Re-elect Gill Rider As A Director | Management | For | Voted - For | |
14 | To Re-elect Jean-michel Valette As A Director | Management | For | Voted - For | |
15 | To Re-appoint PricewaterhouseCoopers LLP As Auditor | ||||
of the Company | Management | For | Voted - For | ||
16 | To Authorise the Audit Committee to Determine the | ||||
Remuneration of the Auditor | Management | For | Voted - For | ||
17 | To Authorise the Directors to Allot Relevant | ||||
Securities | Management | For | Voted - For | ||
18 | To Authorise UK Political Donations and Expenditure | Management | For | Voted - For | |
19 | To Disapply Pre-emption Rights | Management | For | Voted - For | |
20 | To Disapply Pre-emption Rights in Relation to an | ||||
Acquisition Or Capital Investment | Management | For | Voted - For | ||
21 | To Authorise the Company to Buy Back Its Own Shares | Management | For | Voted - For | |
22 | To Authorise the Company to Hold A General Meeting | ||||
Other Than an Annual General Meeting on Not Less | |||||
Than 14 Clear Days Notice | Management | For | Voted - For | ||
KBC GROUPE SA | |||||
Security ID: B5337G162 | |||||
Meeting Date: 04-May-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. Accounts with | |||||
Multiple Beneficial Owners Will Require-disclosure | |||||
of Each Beneficial Owner Name, Address and Share | |||||
Position | Non-Voting | Non-Voting | |||
A Beneficial Owner Signed Power of Attorney (poa) | |||||
May be Required to Lodge- Voting Instructions. If | |||||
No Poa is Submitted, Your Instructions May | |||||
Be-rejected | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected | Non-Voting | Non-Voting | |||
I.1. | Review of the Combined Annual Report of the Board | ||||
of Directors of Kbc Group-nv on the Company and | |||||
Consolidated Annual Accounts for the Financial | |||||
Year-ending on 31 December 2022 | Non-Voting | Non-Voting | |||
I.2. | Review of the Auditors Reports on the Company and | ||||
Consolidated Annual- Accounts of Kbc Group Nv for | |||||
the Financial Year Ending on 31 December 2022 | Non-Voting | Non-Voting |
42
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
I.3. | Review of the Consolidated Annual Accounts of Kbc | |||
Group Nv for the Financial-year Ending on 31 | ||||
December 2022 | Non-Voting | Non-Voting | ||
I.4. | Resolution to Approve the Company Annual Accounts | |||
of Kbc Group Nv for the Financial Year Ending on 31 | ||||
December 2022, Including the Following | ||||
Appropriation of the Results: A) 5 945 584.15 Euros | ||||
in the Form of A Categorised Profit Bonus, As Set | ||||
Out in the Collective Labour Agreement of 9 | ||||
December 2021 Concerning the Categorised Profit | ||||
Bonus for Financial Year 2022; B) 1 668 391 834 | ||||
Euros to be Allocated As A Gross Dividend, I.e. A | ||||
Gross Dividend of 4.00 Euros | Management | For | Voted - For | |
Per Share. Further to Payment of an Interim | ||||
Dividend in the Sum of 1.00 Euro, the Balance of | ||||
Gross Dividend Remaining to be Paid is 1 251 508 | ||||
242 Euros, I.e. A Gross Dividend of 3.00 Euros Per | ||||
Share. the Dividend Payment Date is 11 May 2023 | Non-Voting | |||
I.5. | Resolution to Approve the Remuneration Report of | |||
Kbc Group Nv for the Financial Year Ending on 31 | ||||
December 2022, As Included in the Combined Annual | ||||
Report of the Board of Directors of Kbc Group Nv | ||||
Referred to Under Item 1 of This Agenda | Management | For | Voted - For | |
I.6. | Resolution to Grant Discharge to the Directors of | |||
Kbc Group Nv for the Performance of Their Duties | ||||
During Financial Year 2022 | Management | For | Voted - For | |
I.7. | Resolution to Grant Discharge to the Statutory | |||
Auditor of Kbc Group Nv for the Performance of Its | ||||
Duties During Financial Year 2022 | Management | For | Voted - For | |
I.8. | At the Request of the Statutory Auditor and | |||
Following Favourable Endorsement by the Audit | ||||
Committee, Resolution to Raise the Statutory | ||||
Auditors Fee for Financial Year 2022 to 570 825 | ||||
Euros | Management | For | Voted - For | |
I.9.1 Resolution to Reappoint Mr Koenraad Debackere As | ||||
Independent Director, Within the Meaning of and in | ||||
Line with the Statutory Criteria and the 2020 | ||||
Corporate Governance Code, for A Period of Four | ||||
Years, I.e. Until the Close of the Annual General | ||||
Meeting in 2027 | Management | For | Voted - For | |
I.9.2 Resolution to Reappoint Mr Alain Bostoen As | ||||
Director for A Period of Four Years, I.e. Until the | ||||
Close of the Annual General Meeting in 2027 | Management | For | Voted - Against | |
I.9.3 Resolution to Reappoint Mr Franky Depickere As | ||||
Director for A Period of Four Years, I.e. Until the | ||||
Close of the Annual General Meeting in 2027 | Management | For | Voted - Against | |
I.9.4 Resolution to Reappoint Mr Frank Donck As Director | ||||
for A Period of Four Years, I.e. Until the Close of | ||||
the Annual General Meeting in 2027 | Management | For | Voted - Against | |
I.9.5 Resolution to Appoint Mr Marc De Ceuster As | ||||
Director for A Period of Four Years, I.e. Until the | ||||
Close of the Annual General Meeting in 2027, in | ||||
Replacement of Mrs Katelijn Callewaert, Who Wishes | ||||
to Terminate Her Mandate at the End of the Annual | ||||
General Meeting | Management | For | Voted - Against |
43
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
I.9.6 Resolution to Appoint Mr Raf Sels As Director for A | |||||
Period of Four Years, I.e. Until the Close of the | |||||
Annual General Meeting in 2027, in Replacement of | |||||
Mr Marc Wittemans, Who Wishes to Terminate His | |||||
Mandate at the End of the Annual General Meeting | Management | For | Voted - Against | ||
I.10. Other Business | Non-Voting | Non-Voting | |||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
17 Apr 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions. 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 | |||
Meeting Date: 04-May-23 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. Accounts with | |||||
Multiple Beneficial Owners Will Require-disclosure | |||||
of Each Beneficial Owner Name, Address and Share | |||||
Position | Non-Voting | Non-Voting | |||
A Beneficial Owner Signed Power of Attorney (poa) | |||||
May be Required to Lodge- Voting Instructions. If | |||||
No Poa is Submitted, Your Instructions May | |||||
Be-rejected | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected | Non-Voting | Non-Voting | |||
II.1. | Review of the Report of the Board of Directors, | ||||
Drawn Up Pursuant to Article- 7:199, Second | |||||
Paragraph of the Belgian Companies and Associations | |||||
Code with A- View to the Granting to the Board of | |||||
Directors of the Authorisation To-increase the | |||||
Share Capital | Non-Voting | Non-Voting | |||
II2.1 Proposal to Grant the Authorisation to the Board of | |||||
Directors to Increase the Share Capital by an | |||||
Amount of One Hundred Forty-six Million Euros | Management | For | Voted - For | ||
II2.2 Proposal to Grant the Authorisation to the Board of | |||||
Directors to Increase the Share Capital by an | |||||
Amount of Five Hundred and Fifty-four Million Euros | Management | For | Voted - For | ||
II.3. | Motion to Insert the Following Transitional | ||||
Provision in Article 7 of the Articles of | |||||
Association with Regard to the Authorisation to the | |||||
Board of Directors to Increase the Capital | Management | For | Voted - For | ||
II.4. | Motion to Replace the Third Paragraph of Article 8 | ||||
of the Articles of Association Regarding the | |||||
Allocation of Share Premiums | Management | For | Voted - For |
44
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
II.5. | Motion to Insert A Second Paragraph in Article 11 | ||||
of the Articles of Association Regarding the | |||||
Authorisation to Cancel Treasury Shares | Management | For | Voted - For | ||
II.6. | Motion to Replace the Second Paragraph of Article | ||||
17 of the Articles of Association Regarding the | |||||
Signing of Reports Recording the Decisions of the | |||||
Board of Directors | Management | For | Voted - For | ||
II.7. | Motion to Replace the First Paragraph of Article 20 | ||||
of the Articles of Association Regarding the Powers | |||||
of the Executive Committee As Follows | Management | For | Voted - For | ||
II.8. | Motion to Delete the Transitional Provision in | ||||
Article 23 of the Articles of Association Regarding | |||||
Bond Holders Rights | Management | For | Voted - For | ||
II.9. | Motion to Grant A Power of Attorney to Draw Up and | ||||
Sign the Consolidated Text of the Articles of | |||||
Association of the Company, and to File It with the | |||||
Registry of the Court of Relevant Jurisdiction | Management | For | Voted - For | ||
II10. Motion to Grant Authorisation for Implementation of | |||||
the Motions Passed | Management | For | Voted - For | ||
II11. Motion to Grant A Power of Attorney to Effect the | |||||
Requisite Formalities with the Crossroads Bank for | |||||
Enterprises and the Tax Authorities | Management | For | Voted - For | ||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
17 Apr 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions and | |||||
Modification of Text of Resolutions 2.1, 2.2 | |||||
And-change in Numbering of All Resolutions. 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 | |||
LONDON STOCK EXCHANGE GROUP PLC | |||||
Security ID: G5689U103 | |||||
Meeting Date: 27-Apr-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive the Annual Report and Accounts | Management | For | Voted - For | |
2 | To Declare and Pay A Dividend | Management | For | Voted - For | |
3 | To Approve the Annual Report on Remuneration and | ||||
the Annual Statement of the Chair of the | |||||
Remuneration Committee | Management | For | Voted - For | ||
4 | To Approve the Directors Remuneration Policy | Management | For | Voted - For | |
5 | To Re-elect Dominic Blakemore As A Director | Management | For | Voted - For | |
6 | To Re-elect Martin Brand As A Director | Management | For | Voted - For | |
7 | To Re-elect Professor Kathleen Derose As A Director | Management | For | Voted - For |
45
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
8 | To Re-elect Tsega Gebreyes As A Director | Management | For | Voted - For | |
9 | To Re-elect Cressida Hogg Cbe As A Director | Management | For | Voted - For | |
10 | To Re-elect Anna Manz As A Director | Management | For | Voted - For | |
11 | To Re-elect Dr Val Rahmani As A Director | Management | For | Voted - For | |
12 | To Re-elect Don Robert As A Director | Management | For | Voted - For | |
13 | To Re-elect David Schwimmer As A Director | Management | For | Voted - For | |
14 | To Re-elect Douglas Steenland As A Director | Management | For | Voted - For | |
15 | To Re-elect Ashok Vaswani As A Director | Management | For | Voted - For | |
16 | To Elect Scott Guthrie As A Director | Management | For | Voted - For | |
17 | To Elect William Vereker As A Director | Management | For | Voted - For | |
18 | To Re-appoint Ernst and Young LLP As Auditors | Management | For | Voted - For | |
19 | To Authorise the Directors to Approve the Auditors | ||||
Remuneration | Management | For | Voted - For | ||
20 | To Renew the Directors Authority to Allot Shares | Management | For | Voted - For | |
21 | To Authorise the Company to Make Political | ||||
Donations and Incur Political Expenditure | Management | For | Voted - For | ||
22 | To Disapply Pre-emption Rights in Respect of an | ||||
Allotment of Equity Securities for Cash | Management | For | Voted - For | ||
23 | To Disapply Pre-emption Rights in Respect of A | ||||
Further Allotment of Equity Securities for Cash for | |||||
the Purposes of Financing A Transaction | Management | For | Voted - For | ||
24 | To Grant the Directors Authority to Purchase the | ||||
Company's Own Shares | Management | For | Voted - For | ||
25 | To Authorise the Company to Make Off- Market | ||||
Purchases of Shares from the Consortium Shareholders | Management | For | Voted - For | ||
26 | That A General Meeting Other Than an Annual General | ||||
Meeting May be Called on Not Less Than 14 Clear | |||||
Days Notice | Management | For | Voted - For | ||
LVMH MOET HENNESSY LOUIS VUITTON SE | |||||
Security ID: F58485115 | |||||
Meeting Date: 20-Apr-23 | Meeting Type: Mix | ||||
For Shareholders Not Holding Shares Directly with A | |||||
French Custodian, Voting- Instructions Will be | |||||
Forwarded to Your Global Custodian on Vote | |||||
Deadline-date. the Global Custodian As the | |||||
Registered Intermediary Will Sign the Proxy-card | |||||
and Forward to the Local Custodian for Lodgment | Non-Voting | Non-Voting | |||
For French Meetings 'abstain' is A Valid Voting | |||||
Option. for Any Additional- Resolutions Raised at | |||||
the Meeting the Voting Instruction Will Default | |||||
To-'against.' If Your Custodian is Completing the | |||||
Proxy Card, the Voting-instruction Will Default to | |||||
the Preference of Your Custodian | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected | Non-Voting | Non-Voting | |||
For Shareholders Holding Shares Directly Registered | |||||
in Their Own Name on The- Company Share Register, |
46
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
You Should Receive A Proxy Card/voting Form | ||||
Directly- from the Issuer. Please Submit Your Vote | ||||
Directly Back to the Issuer Via The-proxy | ||||
Card/voting Form, Do Not Submit Your Vote Via | ||||
Broadridge-systems/platforms Or Your Instructions | ||||
May be Rejected | Non-Voting | Non-Voting | ||
Please Note Share Blocking Will Apply for Any Voted | ||||
Positions Settling-through Euroclear Bank | Non-Voting | Non-Voting | ||
Please Note That If You Hold Crest Depository | ||||
Interests (cdis) And-participate at This Meeting, | ||||
You (or Your Crest Sponsored Member/custodian)-will | ||||
be Required to Instruct A Transfer of the Relevant | ||||
Cdis to the Escrow-account Specified in the | ||||
Associated Corporate Event in the Crest System. | ||||
This-transfer | Non-Voting | Non-Voting | ||
Will Need to be Completed by the Specified Crest | ||||
System Deadline.-once This Transfer Has Settled, | ||||
the Cdis Will be Blocked in the Crest System.-the | ||||
Cdis Will Typically be Released from Escrow As Soon | ||||
As Practicable On-record Date +1 Day (or on Meeting | ||||
Date +1 Day If No Record Date Applies)-unless | ||||
Otherwise Specified, and Only After the Agent Has | ||||
Confirmed- Availability of the Position. in Order | ||||
for A Vote to be Accepted, the Voted-position Must | ||||
be Blocked in the Required Escrow Account in the | ||||
Crest System.-by Voting on This Meeting, Your Crest | ||||
Sponsored Member/custodian May Use Your-vote | ||||
Instruction As the Authorization to Take the | ||||
Necessary Action Which Will-include Transferring | ||||
Your Instructed Position to Escrow. Please Contact | ||||
Your-crest Sponsored Member/custodian Directly for | ||||
Further Information on The-custody Process and | ||||
Whether Or Not They Require Separate Instructions | ||||
From-you | Non-Voting | |||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
Please Note That Important Additional Meeting | ||||
Information is Available By-clicking on the | ||||
Material Url Link:-https://www.journal- | ||||
Officiel.gouv.fr/telechargements/balo/pdf/2023/0313/ | ||||
202 303-132300500.pdf | Non-Voting | Non-Voting | ||
1 | Approval of the Corporate Financial Statements for | |||
the Financial Year Ended 31 December 2022 | Management | For | Voted - For | |
2 | Approval of the Consolidated Financial Statements | |||
for the Financial Year Ended 31 December 2022 | Management | For | Voted - For | |
3 | Allocation of Income - Setting of the Dividend | Management | For | Voted - For |
4 | Approval of Regulated Agreements Referred to in | |||
Article L. 225-38 of the French Commercial Code | Management | For | Voted - For |
47
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
5 | Renewal of the Term of Office for Mrs. Delphine | |||
Arnault As Director | Management | For | Voted - For | |
6 | Renewal of the Term of Office for Mr. Antonio | |||
Belloni As Director | Management | For | Voted - For | |
7 | Renewal of the Term of Office for Mrs. Marie-josee | |||
Kravis As Director | Management | For | Voted - Against | |
8 | Renewal of the Term of Office for Mrs. Marie-laure | |||
Sauty De Chalon As Director | Management | For | Voted - For | |
9 | Renewal of the Term of Office for Mrs. Natacha | |||
Valla As Director | Management | For | Voted - For | |
10 | Appointment of Mr. Laurent Mignon As Director | Management | For | Voted - Against |
11 | Renewal of the Term of Office for Lord Powell of | |||
Bayswater As Censor | Management | For | Voted - Against | |
12 | Appointment of Mr. Diego Della Valle As Censor | Management | For | Voted - Against |
13 | Approval of the Information Relating to the | |||
Compensation of Corporate Officers, As Referred to | ||||
in Section I of Article L.22-10- 9 of the French | ||||
Commercial Code | Management | For | Voted - Against | |
14 | Approval of the Compensation Elements Paid During | |||
the Financial Year 2022 Or Allocated for the Same | ||||
Financial Year to Mr. Bernard Arnault, Chairman and | ||||
Chief Executive Officer | Management | For | Voted - Against | |
15 | Approval of the Compensation Elements Paid During | |||
Financial Year 2022 Or Allocated for the Same | ||||
Financial Year to Mr. Antonio Belloni, Deputy Chief | ||||
Executive Officer | Management | For | Voted - Against | |
16 | Approval of the Compensation Policy for Directors | Management | For | Voted - For |
17 | Approval of the Compensation Policy for the | |||
Chairman and Chief Executive Officer | Management | For | Voted - Against | |
18 | Approval of the Compensation Policy for the Deputy | |||
Chief Executive Officer | Management | For | Voted - Against | |
19 | Authorization to be Granted to the Board of | |||
Directors, for A Period of 18 Months, to Trade in | ||||
the Company's Shares at A Maximum Purchase Price of | ||||
1,200 Euros Per Share, for A Maximum Cumulative | ||||
Amount of 60.4 Billion Euros | Management | For | Voted - For | |
20 | Authorization to be Granted to the Board of | |||
Directors, for A Period of 18 Months, to Reduce the | ||||
Share Capital by Cancelling Shares Held by the | ||||
Company Following the Repurchase of Its Own Shares | Management | For | Voted - For | |
21 | Delegation of Authority to be Granted to the Board | |||
of Directors, for A Period of Twenty-six Months, to | ||||
Increase the Capital by Incorporation of Profits, | ||||
Reserves, Premiums Or Others | Management | For | Voted - For | |
22 | Delegation of Authority to be Granted to the Board | |||
of Directors, for A Period of Twenty-six Months, to | ||||
Issue Common Shares, And/or Equity Securities | ||||
Granting Access to Other Equity Securities Or | ||||
Granting Entitlement to the Allocation of Debt | ||||
Securities, And/or Transferable Securities Granting | ||||
Access to Equity Securities to be Issued with | ||||
Retention of the Pre-emptive Subscription Right | Management | For | Voted - For | |
23 | Delegation of Authority to be Granted to the Board | |||
of Directors, for A Period of Twenty-six Months, to |
48
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Issue by Public Offering (other Than Those Referred | ||||
to in Section 1 of Article L. 411-2 of the French | ||||
Monetary and Financial Code), Common Shares, And/or | ||||
Equity Securities Granting Access to Other Equity | ||||
Securities Or Granting Entitlement to the | ||||
Allocation of Debt Securities, And/or Transferable | ||||
Securities Granting Access to Equity Securities to | ||||
be Issued, with Cancellation of the Pre-emptive | ||||
Subscription Right with the Option of A Priority | ||||
Right | Management | For | Voted - Against | |
24 | Delegation of Authority Granted to the Board of | |||
Directors, for A Period of Twenty-six Months, to | ||||
Issue Common Shares, And/or Equity Securities | ||||
Granting Access to Other Equity Securities Or | ||||
Granting Entitlement to the Allocation of Debt | ||||
Securities, And/or Transferable Securities Granting | ||||
Access to Equity Securities to be Issued, with | ||||
Cancellation of the Pre-emptive Subscription Right, | ||||
for the Benefit of Qualified Investors Or A Limited | ||||
Circle of Investors | Management | For | Voted - Against | |
25 | Delegation of Authority to be Granted to the Board | |||
of Directors, for A Period of Twenty-six Months, to | ||||
Increase the Number of Securities to be Issued in | ||||
the Event of A Capital Increase with Retention Or | ||||
Cancellation of the Shareholders' Pre- Emptive | ||||
Subscription Right in the Context of Over-allotment | ||||
Options in Case of Oversubscription of the Number | ||||
of Securities Offered | Management | For | Voted - Against | |
26 | Delegation of Authority Granted to the Board of | |||
Directors, for A Period of Twenty-six Months, to | ||||
Issue Shares And/or Equity Securities Granting | ||||
Access to Other Equity Securities Or to the | ||||
Allocation of Debt Securities As Compensation for | ||||
Securities Brought Into Any Public Exchange Offer | ||||
Initiated by the Company | Management | For | Voted - Against | |
27 | Delegation of Powers Granted to the Board of | |||
Directors, for A Period of Twenty-six Months, to | ||||
Issue, Within the Limit of 10% of the Share | ||||
Capital, Common Shares Or Equity Securities | ||||
Granting Access to Other Equity Securities of the | ||||
Company Or Granting Entitlement to the Allocation | ||||
of Debt Securities As Compensation for | ||||
Contributions in Kind of Equity Securities Or | ||||
Transferable Securities Granting Access to the | ||||
Capital, Granted to the Company | Management | For | Voted - Against | |
28 | Authorization to be Granted to the Board of | |||
Directors, for A Period of Twenty-six Months, to | ||||
Grant Share Subscription Options with Cancellation | ||||
of the Shareholders' Pre-emptive Subscription | ||||
Right, Or Share Purchase Options to Employees | ||||
And/or Executive Corporate Officers of the Company | ||||
and Related Entities, Within the Limit of 1% of the | ||||
Capital | Management | For | Voted - Against | |
29 | Delegation of Authority to Granted to the Board of | |||
Directors, for A Period of Twenty-six Months, to | ||||
Issue Shares And/or Transferable Securities |
49
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Granting Access to the Company's Capital, with | ||||
Cancellation of Shareholders' Pre-emptive | ||||
Subscription Right, for the Benefit of Members of | ||||
the Group's Company Savings Plan(s), Within the | ||||
Limit of 1% of the Share Capital | Management | For | Voted - For | |
30 Setting of the Overall Ceiling for Immediate Or | ||||
Future Capital Increases Decided in Accordance with | ||||
Delegations of Authority | Management | For | Voted - For | |
MERCK KGAA | ||||
Security ID: D5357W103 | ||||
Meeting Date: 28-Apr-23 | Meeting Type: Annual General Meeting | |||
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian.-if No Shareholder | ||||
Details are Provided, Your Instruction May be | ||||
Rejected | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
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 on the Ballot on | ||||
Proxyedge | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to |
50
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
Please Note That This is an Amendment to Meeting Id | |||||
868699 Due to Received-updated Agenda with | |||||
Splitting of 8 Resolutions. All Votes Received on | |||||
The-previous Meeting Will be Disregarded If Vote | |||||
Deadline Extensions are Granted.-therefore Please | |||||
Reinstruct on This Meeting Notice on the New Job. | |||||
If However-vote Deadline Extensions are Not Granted | |||||
in the Market, This Meeting Will Be-closed and Your | |||||
Vote Intentions on the Original Meeting Will be | |||||
Applicable.-please Ensure Voting is Submitted Prior | |||||
to Cutoff on the Original Meeting,-and As Soon As | |||||
Possible on This New Amended Meeting. Thank You | Non-Voting | Non-Voting | |||
1 | Receive Financial Statements and Statutory Reports | ||||
for Fiscal Year 2022 | Non-Voting | Non-Voting | |||
2 | Resolution on the Adoption of the Annual Financial | ||||
Statements for Fiscal 2022 | Management | For | Voted - For | ||
3 | Resolution Authorizing the Appropriation of the Net | ||||
Retained Profit for Fiscal 2022 | Management | For | Voted - For | ||
4 | Resolution on the Approval of the Actions of the | ||||
Executive Board for Fiscal 2022 | Management | For | Voted - For | ||
5 | Resolution on the Approval of the Actions of the | ||||
Supervisory Board for Fiscal 2022 | Management | For | Voted - For | ||
6 | Resolution on the Approval of the 2022 Compensation | ||||
Report | Management | For | Voted - For | ||
7 | Resolution on Revocation of an Existing and | ||||
Creation of A New Authorization to Issue | |||||
Warrant/convertible Bonds, Participation Rights Or | |||||
Participation Bonds Or A Combination and | |||||
Authorization to Exclude the Subscription Rights | |||||
with the Revocation of the Current and Creation of | |||||
A New Contingent Capital II and Amendment of the | |||||
Articles of Association | Management | For | Voted - For | ||
8.1 | Resolution on the Addition of the Articles of | ||||
Association Authorizing the Executive Board to | |||||
Conduct Annual General Meetings | Management | For | Voted - For | ||
8.2 | Resolution on an Amendment of the Articles of | ||||
Association to Enable Participation of Supervisory | |||||
Board Members at the Annual General Meeting by | |||||
Means of Audio and Video Transmission | Management | For | Voted - For | ||
MURATA MANUFACTURING CO.,LTD. | |||||
Security ID: J46840104 | |||||
Meeting Date: 29-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2.1 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Murata, Tsuneo | Management | For | Voted - For | ||
2.2 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Nakajima, Norio | Management | For | Voted - For |
51
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2.3 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Iwatsubo, Hiroshi | Management | For | Voted - For | ||
2.4 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Minamide, Masanori | Management | For | Voted - For | ||
2.5 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Yasuda, Yuko | Management | For | Voted - For | ||
2.6 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Nishijima, Takashi | Management | For | Voted - For | ||
NESTLE S.A. | |||||
Security ID: H57312649 | |||||
Meeting Date: 20-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, Your | |||||
Instruction-may be Rejected | Non-Voting | Non-Voting | |||
Part 2 of This Meeting is for Voting on 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. | Non-Voting | Non-Voting | |||
1.1 | Approval of the Annual Review, the Financial | ||||
Statements of Nestle S.a. and the Consolidated | |||||
Financial Statements of the Nestle Group for 2022 | Management | For | Voted - Abstain | ||
1.2 | Acceptance of the Compensation Report 2022 | ||||
(advisory Vote) | Management | For | Voted - Abstain | ||
2 | Discharge to the Members of the Board of Directors | ||||
and of the Management for 2022 | Management | For | Voted - Abstain | ||
3 | Appropriation of Profit Resulting from the Balance | ||||
Sheet of Nestle S.a. (proposed Dividend) for the | |||||
Financial Year 2022 | Management | For | Voted - Abstain | ||
4.1.1 Re-election As Member and Chairman of the Board of | |||||
Directors: Paul Bulcke | Management | For | Voted - Abstain | ||
4.1.2 Re-election As Member of the Board of Directors: | |||||
Ulf Mark Schneider | Management | For | Voted - Abstain | ||
4.1.3 Re-election As Member of the Board of Directors: | |||||
Henri De Castries | Management | For | Voted - Abstain | ||
4.1.4 Re-election As Member of the Board of Directors: | |||||
Renato Fassbind | Management | For | Voted - Abstain |
52
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
4.1.5 Re-election As Member of the Board of Directors: | ||||
Pablo Isla | Management | For | Voted - Abstain | |
4.1.6 Re-election As Member of the Board of Directors: | ||||
Patrick Aebischer | Management | For | Voted - Abstain | |
4.1.7 Re-election As Member of the Board of Directors: | ||||
Kimberly A. Ross | Management | For | Voted - Abstain | |
4.1.8 Re-election As Member of the Board of Directors: | ||||
Dick Boer | Management | For | Voted - Abstain | |
4.1.9 Re-election As Member of the Board of Directors: | ||||
Dinesh Paliwal | Management | For | Voted - Abstain | |
4.110Re-election As Member of the Board of Directors: | ||||
Hanne Jimenez De Mora | Management | For | Voted - Abstain | |
4.111Re-election As Member of the Board of Directors: | ||||
Lindiwe Majele Sibanda | Management | For | Voted - Abstain | |
4.112Re-election As Member of the Board of Directors: | ||||
Chris Leong | Management | For | Voted - Abstain | |
4.113Re-election As Member of the Board of Directors: | ||||
Luca Maestri | Management | For | Voted - Abstain | |
4.2.1 Election to the Board of Directors: Rainer Blair | Management | For | Voted - Abstain | |
4.2.2 Election to the Board of Directors: Marie- | ||||
Gabrielle Ineichen-fleisch | Management | For | Voted - Abstain | |
4.3.1 Election As Member of the Compensation Committee: | ||||
Pablo Isla | Management | For | Voted - Abstain | |
4.3.2 Election As Member of the Compensation Committee: | ||||
Patrick Aebischer | Management | For | Voted - Abstain | |
4.3.3 Election As Member of the Compensation Committee: | ||||
Dick Boer | Management | For | Voted - Abstain | |
4.3.4 Election As Member of the Compensation Committee: | ||||
Dinesh Paliwal | Management | For | Voted - Abstain | |
4.4 | Election of the Statutory Auditors: Ernst and Young | |||
Ltd, Lausanne Branch | Management | For | Voted - Abstain | |
4.5 | Election of the Independent Representative: | |||
Hartmann Dreyer, Attorneys-at-law | Management | For | Voted - Abstain | |
5.1 | Approval of the Compensation of the Board of | |||
Directors | Management | For | Voted - Abstain | |
5.2 | Approval of the Compensation of the Executive Board | Management | For | Voted - Abstain |
6 | Capital Reduction (by Cancellation of Shares) | Management | For | Voted - Abstain |
7.1 | Amendments of Provisions of the Articles of | |||
Association Pertaining to the General Meeting | Management | For | Voted - Abstain | |
7.2 | Amendments of Provisions of the Articles of | |||
Association Pertaining to the Board of Directors, | ||||
Compensation, Contracts and Mandates and | ||||
Miscellaneous Provisions | Management | For | Voted - Abstain | |
8 | In the Event of Any Yet Unknown New Or Modified | |||
Proposal by A Shareholder During the General | ||||
Meeting, I Instruct the Independent Representative | ||||
to Vote As Follows: (yes = Vote in Favor of Any | ||||
Such Yet Unknown Proposal, No = Vote Against Any | ||||
Such Yet Unknown Proposal, Abstain = Abstain from | ||||
Voting) - the Board of Directors Recommends to Vote | ||||
No on Any Such Yet Unknown Proposal | Shareholder | Against | Voted - Abstain |
53
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
NOVARTIS AG | |||||
Security ID: H5820Q150 | |||||
Meeting Date: 07-Mar-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, Your | |||||
Instruction-may be Rejected. | Non-Voting | Non-Voting | |||
Please Note That This is an Amendment to Meeting Id | |||||
854088 Due to Received-updated Agenda. All Votes | |||||
Received on the Previous Meeting Will | |||||
Be-disregarded and You Will Need to Reinstruct on | |||||
This Meeting Notice. Thank-you. | Non-Voting | Non-Voting | |||
Part 2 of This Meeting is for Voting on 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 | Non-Voting | Non-Voting | |||
1 | Approval of the Operating and Financial Review of | ||||
Novartis Ag, the Financial Statements of Novartis | |||||
Ag and the Group Consolidated Financial Statements | |||||
for the 2022 Financial Year | Management | For | Voted - For | ||
2 | Discharge from Liability of the Members of the | ||||
Board of Directors and the Executive Committee | Management | For | Voted - For | ||
3 | Appropriation of Available Earnings of Novartis Ag | ||||
As Per Balance Sheet and Declaration of Dividend | |||||
for 2022 | Management | For | Voted - For | ||
4 | Reduction of Share Capital | Management | For | Voted - For | |
5 | Further Share Repurchases | Management | For | Voted - For | |
6.1 | Introduction of Article 12a of the Articles of | ||||
Incorporation | Management | For | Voted - For | ||
6.2 | Amendment of Articles 10, 14, 30, 33 and 34 of the | ||||
Articles of Incorporation | Management | For | Voted - For | ||
6.3 | Amendment of Articles 4-7, 9, 11-13, 16-18, 20- 24, | ||||
27, 38 and 39 of the Articles of Incorporation | Management | For | Voted - For | ||
7.1 | Vote on Compensation for the Members of the Board | ||||
of Directors and the Executive Committee: Binding | |||||
Vote on the Maximum Aggregate Amount of | |||||
Compensation for the Board of Directors from the |
54
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
2023 Annual General Meeting to the 2024 Annual | ||||
General Meeting | Management | For | Voted - For | |
7.2 | Vote on Compensation for the Members of the Board | |||
of Directors and the Executive Committee: Binding | ||||
Vote on the Maximum Aggregate Amount of | ||||
Compensation for the Executive Committee for the | ||||
2024 Financial Year | Management | For | Voted - For | |
7.3 | Vote on Compensation for the Members of the Board | |||
of Directors and the Executive Committee: Advisory | ||||
Vote on the 2022 Compensation Report | Management | For | Voted - For | |
8.1 | Re-election of Joerg Reinhardt As Member and Chair | |||
of the Board of Directors | Management | For | Voted - For | |
8.2 | Re-election of Nancy C. Andrews As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.3 | Re-election of Ton Buechner As Member of the Board | |||
of Directors | Management | For | Voted - For | |
8.4 | Re-election of Patrice Bula As Member of the Board | |||
of Directors | Management | For | Voted - For | |
8.5 | Re-election of Elizabeth Doherty As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.6 | Re-election of Bridgette Heller As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.7 | Re-election of Daniel Hochstrasser As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.8 | Re-election of Frans Van Houten As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.9 | Re-election of Simon Moroney As Member of the Board | |||
of Directors | Management | For | Voted - For | |
8.10 | Re-election of Ana De Pro Gonzalo As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.11 | Re-election of Charles L. Sawyers As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.12 | Re-election of William T. Winters As Member of the | |||
Board of Directors | Management | For | Voted - For | |
8.13 | Election of John D. Young As Member of the Board of | |||
Directors | Management | For | Voted - For | |
9.1 | Re-election of Patrice Bula As Member of the | |||
Compensation Committee | Management | For | Voted - For | |
9.2 | Re-election of Bridgette Heller As Member of the | |||
Compensation Committee | Management | For | Voted - For | |
9.3 | Re-election of Simon Moroney As Member of the | |||
Compensation Committee | Management | For | Voted - For | |
9.4 | Re-election of William T. Winters As Member of the | |||
Compensation Committee | Management | For | Voted - For | |
10 | Re-election of the Auditor: the Board of Directors | |||
Proposes the Re-election of KPMG Ag As Auditor for | ||||
the Financial Year Starting on January 1, 2023 | Management | For | Voted - For | |
11 | Re-election of the Independent Proxy: the Board of | |||
Directors Proposes the Re- Election of Lic. Iur. | ||||
Peter Andreas Zahn, Attorney at Law, Basel, As | ||||
Independent Proxy Until the End of the Next Annual | ||||
General Meeting | Management | For | Voted - For | |
B | General Instructions in Case of Alternative Motions | |||
Under the Agenda Items Published in the Invitation |
55
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
to the Annual General Meeting, And/or of Motions | |||||
Relating to Additional Agenda Items According to | |||||
Article 704b of the Swiss Code of Obligations. I/we | |||||
Instruct the Independent Proxy to Vote As Follows: | |||||
(for = According to the Motion of the Board of | |||||
Directors, Against = Against Alternative And/or | |||||
Additional Motions, Abstain = Abstain from Voting) | Management | For | Voted - For | ||
PERNOD RICARD SA | |||||
Security ID: F72027109 | |||||
Meeting Date: 10-Nov-22 | Meeting Type: Annual General Meeting | ||||
For Shareholders Not Holding Shares Directly with A | |||||
French Custodian, Voting- Instructions Will be | |||||
Forwarded to Your Global Custodian on Vote | |||||
Deadline-date. the Global Custodian As the | |||||
Registered Intermediary Will Sign the Proxy-card | |||||
and Forward to the Local Custodian for Lodgment. | Non-Voting | Non-Voting | |||
For French Meetings 'abstain' is A Valid Voting | |||||
Option. for Any Additional- Resolutions Raised at | |||||
the Meeting the Voting Instruction Will Default | |||||
To-'against.' If Your Custodian is Completing the | |||||
Proxy Card, the Voting-instruction Will Default to | |||||
the Preference of Your Custodian. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
Due to the Covid19 Crisis and in Accordance with | |||||
the Provisions Adopted By-the French Government | |||||
Under Law No. 2020-1379 of November 14, 2020, | |||||
Extended-and Modified by Law No 2020-1614 of | |||||
December 18 2020; the General Meeting-will Take | |||||
Place Behind Closed Doors Without the Physical | |||||
Presence Of-shareholders. to Comply with These | |||||
Laws, Please Do Not Submit Any Requests To-attend | |||||
the Meeting in Person. the Company Encourages All | |||||
Shareholders To-regularly Consult the Company | |||||
Website to View Any Changes to This Policy. | Non-Voting | Non-Voting | |||
For Shareholders Holding Shares Directly Registered | |||||
in Their Own Name on The- Company Share Register, | |||||
You Should Receive A Proxy Card/voting Form | |||||
Directly- from the Issuer. Please Submit Your Vote | |||||
Directly Back to the Issuer Via The-proxy | |||||
Card/voting Form, Do Not Submit Your Vote Via | |||||
Broadridge-systems/platforms Or Your Instructions | |||||
May be Rejected. | Non-Voting | Non-Voting | |||
1 | Approve Financial Statements and Statutory Reports | Management | For | Voted - For | |
2 | Approve Consolidated Financial Statements and | ||||
Statutory Reports | Management | For | Voted - For | ||
3 | Approve Allocation of Income and Dividends of Eur | ||||
4.12 Per Share | Management | For | Voted - For | ||
4 | Reelect Patricia Barbizet As Director | Management | For | Voted - For |
56
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5 | Reelect Ian Gallienne As Director | Management | For | Voted - For | |
6 | Renew Appointment of KPMG Sa As Auditor | Management | For | Voted - For | |
7 | Acknowledge End of Mandate of Salustro Reydel As | ||||
Alternate Auditor and Decision Not to Replace and | |||||
Renew | Management | For | Voted - For | ||
8 | Approve Compensation of Alexandre Ricard, Chairman | ||||
and Ceo | Management | For | Voted - For | ||
9 | Approve Remuneration Policy of Alexandre Ricard, | ||||
Chairman and Ceo | Management | For | Voted - For | ||
10 | Approve Compensation Report of Corporate Officers | Management | For | Voted - For | |
11 | Approve Remuneration Policy of Corporate Officers | Management | For | Voted - For | |
12 | Authorize Repurchase of Up to 10 Percent of Issued | ||||
Share Capital | Management | For | Voted - For | ||
13 | Approve Auditors Special Report on Related-party | ||||
Transactions | Management | For | Voted - For | ||
14 | Authorize Filing of Required Documents/other | ||||
Formalities | Management | For | Voted - For | ||
07 Oct 2022: Please Note That Important Additional | |||||
Meeting Information Is-available by Clicking on the | |||||
Material Url Link:- | |||||
Https://fr.ftp.opendatasoft.com/datadila/jo/balo/pdf | |||||
/202 2/1005/202210052204075-.pdf and Intermediary | |||||
Clients Only - Please Note That If You are | |||||
Classified-as an Intermediary Client Under the | |||||
Shareholder Rights Directive II, You- Should be | |||||
Providing the Underlying Shareholder Information at | |||||
the Vote- Instruction Level. If You are Unsure on | |||||
How to Provide This Level of Data To-broadridge | |||||
Outside of Proxyedge, Please Speak to Your | |||||
Dedicated Client-service Representative for | |||||
Assistance. Please Note | Non-Voting | Non-Voting | |||
That This is A Revision-due to Receipt of Balo Link | |||||
and Change of the Record Date from 08 Oct 2022 | |||||
To-07 Oct 2022 and 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 | Non-Voting | ||||
SANTOS LTD | |||||
Security ID: Q82869118 | |||||
Meeting Date: 06-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Exclusions Apply to This Meeting for | |||||
Proposals 3,4,5 and Votes Cast By-any Individual Or | |||||
Related Party Who Benefit from the Passing of | |||||
The-proposal/s Will be Disregarded by the Company. | |||||
Hence, If You Have Obtained-benefit Or Expect to | |||||
Obtain Future Benefit (as Referred in the Company- | |||||
Announcement) 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 |
57
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
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 | Non-Voting | Non-Voting | |||
2A | Re-elect Ms Yasmin Allen As A Director | Management | For | Voted - For | |
2B | Re-elect Mr Guy Cowan As A Director | Management | For | Voted - For | |
2C | Re-elect Ms Janine Mcardle As A Director | Management | For | Voted - For | |
3 | Remuneration Report | Management | For | Voted - For | |
4 | Grant of Share Acquisition Rights to Mr Kevin | ||||
Gallagher | Management | For | Voted - For | ||
If You Intend to Vote for the Remuneration Report, | |||||
Then You Should Vote-against the Spill Resolution | Non-Voting | Non-Voting | |||
5 | That Subject To, and Conditional On, at Least 25 | ||||
Per Cent of the Votes Validly Cast on Resolution 3 | |||||
Being Cast Against the Adoption of the Companys | |||||
Remuneration Report for the Year Ended 31 December | |||||
2022: A) an Extraordinary General Meeting of the | |||||
Company (spill Meeting) be Held Within 90 Days of | |||||
the Passing of This Resolution; B) All of the | |||||
Non-executive Directors Who Were in Office When the | |||||
Board Resolution to Make the Directors | Management | Against | Voted - Against | ||
Report for the Year Ended 31 December 2022 Was | |||||
Passed (being Keith Spence, Yasmin Allen, Peter | |||||
Hearl, Guy Cowan, Vanessa Guthrie Ao, Janine | |||||
Mcardle, Eileen Doyle, Musje Werror and Michael | |||||
Utsler) and Who Remain in Office at the Time of the | |||||
Spill Meeting Cease to Hold Office Immediately | |||||
Before the End of the Spill Meeting; and C) | |||||
Resolutions to Appoint Persons to Offices That Will | |||||
be Vacated Immediately Before the End of the Spill | |||||
Meeting be Put to the Vote of Shareholders at the | |||||
Spill Meeting | Non-Voting | ||||
6A | Please Note That This Resolution is A Shareholder | ||||
Proposal: Amendment to the Constitution | Shareholder | Against | Voted - Against | ||
6B | Please Note That This Resolution is A Shareholder | ||||
Proposal: Capital Protection (conditional) | Shareholder | Against | Voted - Against | ||
09 Mar 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of Resolution 6b. 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 | |||
SAP SE | |||||
Security ID: D66992104 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian.-if No Shareholder | |||||
Details are Provided, Your Instruction May be | |||||
Rejected. | Non-Voting | Non-Voting | |||
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 |
58
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
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 | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
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 on the Ballot on | ||||
Proxyedge | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
1 | Receive Financial Statements and Statutory Reports | |||
for Fiscal Year 2022 | Non-Voting | Non-Voting | ||
2 | Approve Allocation of Income and Dividends of Eur | |||
2.05 Per Share | Management | For | Voted - For | |
3 | Approve Discharge of Management Board for Fiscal | |||
Year 2022 | Management | For | Voted - For | |
4 | Approve Discharge of Supervisory Board for Fiscal | |||
Year 2022 | Management | For | Voted - For | |
5 | Approve Remuneration Report | Management | For | Voted - For |
6 | Authorize Share Repurchase Program and Reissuance | |||
Or Cancellation of Repurchased Shares | Management | For | Voted - For | |
7 | Authorize Use of Financial Derivatives When | |||
Repurchasing Shares | Management | For | Voted - For | |
8.1 | Elect Jennifer Xin-zhe Li to the Supervisory Board | Management | For | Voted - For |
8.2 | Elect Qi Lu to the Supervisory Board | Management | For | Voted - For |
8.3 | Elect Punit Renjen to the Supervisory Board | Management | For | Voted - For |
9 | Approve Remuneration Policy for the Management Board | Management | For | Voted - For |
10 | Approve Remuneration Policy for the Supervisory | |||
Board | Management | For | Voted - For |
59
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
11.1 | Approve Virtual-only Shareholder Meetings Until 2025 | Management | For | Voted - For | |
11.2 | Amend Articles Re: Participation of Supervisory | ||||
Board Members in the Virtual Annual General Meeting | |||||
by Means of Audio and Video Transmission | Management | For | Voted - For | ||
SHELL PLC | |||||
Security ID: G80827101 | |||||
Meeting Date: 23-May-23 | Meeting Type: Annual General Meeting | ||||
Please Note That This is an Amendment to Meeting Id | |||||
906048 Due to Change In-voting Status for | |||||
Resolution 26. All Votes Received on the Previous | |||||
Meeting-will be Disregarded If Vote Deadline | |||||
Extensions are Granted. Therefore Please-reinstruct | |||||
on This Meeting Notice on the New Job. If However | |||||
Vote Deadline-extensions are Not Granted in the | |||||
Market, This Meeting Will be Closed And-your Vote | |||||
Intentions on the Original Meeting Will be | |||||
Applicable. Please- Ensure Voting is Submitted | |||||
Prior to Cutoff on the Original Meeting, and | |||||
As-soon As Possible on This New Amended Meeting. | |||||
Thank You | Non-Voting | Non-Voting | |||
1 | Annual Report and Accounts be Received | Management | For | Voted - For | |
2 | Approval of Directors Remuneration Policy | Management | For | Voted - For | |
3 | Approval of Directors Remuneration Report | Management | For | Voted - For | |
4 | Appointment of Wael Sawan As A Director of the | ||||
Company | Management | For | Voted - For | ||
5 | Appointment of Cyrus Taraporevala As A Director of | ||||
the Company | Management | For | Voted - For | ||
6 | Appointment of Sir Charles Roxburgh As A Director | ||||
of the Company | Management | For | Voted - For | ||
7 | Appointment of Leena Srivastava As A Director of | ||||
the Company | Management | For | Voted - For | ||
8 | Reappointment of Sinead Gorman As A Director of the | ||||
Company | Management | For | Voted - For | ||
9 | Reappointment of Dick Boer As A Director of the | ||||
Company | Management | For | Voted - For | ||
10 | Reappointment of Neil Carson As A Director of the | ||||
Company | Management | For | Voted - For | ||
11 | Reappointment of Ann Godbehere As A Director of the | ||||
Company | Management | For | Voted - For | ||
12 | Reappointment of Jane Holl Lute As A Director of | ||||
the Company | Management | For | Voted - For | ||
13 | Reappointment of Catherine Hughes As A Director of | ||||
the Company | Management | For | Voted - For | ||
14 | Reappointment of Sir Andrew Mackenzie As A Director | ||||
of the Company | Management | For | Voted - For | ||
15 | Reappointment of Abraham Bram Scott As A Director | ||||
of the Company | Management | For | Voted - For | ||
16 | Reappoint Ernst & Young LLP As Auditors | Management | For | Voted - For | |
17 | Remuneration of Auditors | Management | For | Voted - For | |
18 | Authority to Allot Shares | Management | For | Voted - For |
60
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
19 | Disapplication of Pre-emption Rights | Management | For | Voted - For | |
20 | Authority to Make on Market Purchases of Own Shares | Management | For | Voted - For | |
21 | Authority to Make Off Market Purchases of Own Shares | Management | For | Voted - For | |
22 | Authority to Make Certain Donations Incur | ||||
Expenditure | Management | For | Voted - For | ||
23 | Adoption of New Articles of Association | Management | For | Voted - For | |
24 | Approval of Shells Share Plan Rules and Authority | ||||
to Adopt Schedules to the Plan | Management | For | Voted - For | ||
25 | Approve Shells Energy Transition Progress | Management | For | Voted - For | |
26 | Shareholder Resolution | Shareholder | Against | Voted - Against | |
15 May 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions and | |||||
Modification of Text of Resolution 16. If You | |||||
Have-already Sent in Your Votes to Mid 909338, | |||||
Please Do Not Vote Again Unless You-decide to Amend | |||||
Your Original Instructions. Thank You | Non-Voting | Non-Voting | |||
SONY GROUP CORPORATION | |||||
Security ID: J76379106 | |||||
Meeting Date: 20-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1.1 | Appoint A Director Yoshida, Kenichiro | Management | For | Voted - For | |
1.2 | Appoint A Director Totoki, Hiroki | Management | For | Voted - For | |
1.3 | Appoint A Director Hatanaka, Yoshihiko | Management | For | Voted - For | |
1.4 | Appoint A Director Oka, Toshiko | Management | For | Voted - For | |
1.5 | Appoint A Director Akiyama, Sakie | Management | For | Voted - For | |
1.6 | Appoint A Director Wendy Becker | Management | For | Voted - For | |
1.7 | Appoint A Director Kishigami, Keiko | Management | For | Voted - For | |
1.8 | Appoint A Director Joseph A. Kraft Jr. | Management | For | Voted - For | |
1.9 | Appoint A Director Neil Hunt | Management | For | Voted - For | |
1.10 | Appoint A Director William Morrow | Management | For | Voted - For | |
2 | Approve Issuance of Share Acquisition Rights As | ||||
Stock Options | Management | For | Voted - For | ||
SSE PLC | |||||
Security ID: G8842P102 | |||||
Meeting Date: 21-Jul-22 | Meeting Type: Annual General Meeting | ||||
1 | Receive the Report and Accounts 2022 | Management | For | Voted - For | |
2 | Approve the Remuneration Report 2022 | Management | For | Voted - For | |
3 | Approve the Remuneration Policy 2022 | Management | For | Voted - For | |
4 | Amendments to the Sse PLC Performance Share Plan | ||||
Rules (the Psp Rules) | Management | For | Voted - For | ||
5 | Declare A Final Dividend | Management | For | Voted - For | |
6 | Re-appoint Gregor Alexander | Management | For | Voted - For | |
7 | Appoint Dame Elish Angiolini | Management | For | Voted - For | |
8 | Appoint John Bason | Management | For | Voted - For |
61
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
9 | Re-appoint Dame Sue Bruce | Management | For | Voted - For | |
10 | Re-appoint Tony Cocker | Management | For | Voted - For | |
11 | Appoint Debbie Crosbie | Management | For | Voted - For | |
12 | Re-appoint Peter Lynas | Management | For | Voted - For | |
13 | Re-appoint Helen Mahy | Management | For | Voted - For | |
14 | Re-appoint Sir John Manzoni | Management | For | Voted - For | |
15 | Re-appoint Alistair Phillips-davies | Management | For | Voted - For | |
16 | Re-appoint Martin Pibworth | Management | For | Voted - For | |
17 | Re-appoint Melanie Smith | Management | For | Voted - For | |
18 | Re-appoint Dame Angela Strank | Management | For | Voted - For | |
19 | Appoint Ernst and Young LLP As Auditor | Management | For | Voted - For | |
20 | Authorise the Audit Committee to Agree the | ||||
Auditor's Remuneration | Management | For | Voted - For | ||
21 | Receive the Net Zero Transition Report 2022 | Management | For | Voted - For | |
22 | Authorise the Directors to Allot Shares | Management | For | Voted - For | |
23 | Special Resolution to Disapply Pre- Emption Rights | Management | For | Voted - For | |
24 | Special Resolution to Empower the Company to | ||||
Purchase Its Own Ordinary Shares | Management | For | Voted - For | ||
25 | Special Resolution to Approve 14 Days' Notice of | ||||
General Meetings | Management | For | Voted - For | ||
20 Jun 2022: Please Note That This is A Revision | |||||
Due to Change of the Meeting-date from 27 Jul 2022 | |||||
to 21 Jul 2022. 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 | |||
SUNCOR ENERGY INC. | |||||
Security ID: 867224107 | Ticker: SU | ||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1A | Election of Director - Ian R. Ashby | Management | For | Voted - For | |
1B | Election of Director - Patricia M. Bedient | Management | For | Voted - For | |
1C | Election of Director - Russell K. Girling | Management | For | Voted - For | |
1D | Election of Director - Jean Paul Gladu | Management | For | Voted - For | |
1E | Election of Director - Dennis M. Houston | Management | For | Voted - For | |
1F | Election of Director - Richard M. Kruger | Management | For | Voted - For | |
1G | Election of Director - Brian P. Macdonald | Management | For | Voted - For | |
1H | Election of Director - Lorraine Mitchelmore | Management | For | Voted - For | |
1I | Election of Director - Daniel Romasko | Management | For | Voted - For | |
1J | Election of Director - Christopher R. Seasons | Management | For | Voted - For | |
1K | Election of Director - M. Jacqueline Sheppard | Management | For | Voted - For | |
1L | Election of Director - Eira M. Thomas | Management | For | Voted - For | |
1M | Election of Director - Michael M. Wilson | Management | For | Voted - For | |
2 | Appointment of KPMG LLP As Auditor of Suncor Energy | ||||
Inc. Until the Close of the Next Annual Meeting. | Management | For | Voted - For | ||
3 | To Consider And, If Deemed Fit, Approve an Advisory | ||||
Resolution on Suncor's Approach to Executive | |||||
Compensation Disclosed in the Management Proxy | |||||
Circular of Suncor Energy Inc. Dated March 24, 2023. | Management | For | Voted - For |
62
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
4 | To Consider A Shareholder Proposal Regarding the | ||||
Production of A Report Outlining How Suncor's | |||||
Capital Expenditure Plans Align with Its 2030 | |||||
Emissions Reductions Target. | Shareholder | Against | Voted - Against | ||
TAIWAN SEMICONDUCTOR MFG. CO. LTD. | |||||
Security ID: 874039100 | Ticker: TSM | ||||
Meeting Date: 06-Jun-23 | Meeting Type: Annual | ||||
1. | To Accept 2022 Business Report and Financial | ||||
Statements | Management | For | Voted - For | ||
2. | To Approve the Issuance of Employee Restricted | ||||
Stock Awards for Year 2023 | Management | For | Voted - For | ||
3. | To Revise the Procedures for Endorsement and | ||||
Guarantee | Management | For | Voted - For | ||
4. | In Order to Reflect the Audit Committee Name Change | ||||
to the Audit and Risk Committee, to Revise the Name | |||||
of Audit Committee in the Following Tsmc Policies: | |||||
I. Procedures for Acquisition Or Disposal of Assets | |||||
II. Procedures for Financial Derivatives | |||||
Transactions III. Procedures for Lending Funds to | |||||
Other Parties IV. Procedures for Endorsement and | |||||
Guarantee | Management | For | Voted - For | ||
TOKYO ELECTRON LIMITED | |||||
Security ID: J86957115 | |||||
Meeting Date: 20-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1.1 | Appoint A Director Kawai, Toshiki | Management | For | Voted - For | |
1.2 | Appoint A Director Sasaki, Sadao | Management | For | Voted - For | |
1.3 | Appoint A Director Nunokawa, Yoshikazu | Management | For | Voted - For | |
1.4 | Appoint A Director Sasaki, Michio | Management | For | Voted - For | |
1.5 | Appoint A Director Eda, Makiko | Management | For | Voted - For | |
1.6 | Appoint A Director Ichikawa, Sachiko | Management | For | Voted - For | |
2.1 | Appoint A Corporate Auditor Tahara, Kazushi | Management | For | Voted - For | |
2.2 | Appoint A Corporate Auditor Nanasawa, Yutaka | Management | For | Voted - For | |
3 | Approve Payment of Bonuses to Directors | Management | For | Voted - For | |
4 | Approve Issuance of Share Acquisition Rights As | ||||
Stock- Linked Compensation Type Stock Options for | |||||
Directors | Management | For | Voted - For | ||
5 | Approve Issuance of Share Acquisition Rights As | ||||
Stock- Linked Compensation Type Stock Options for | |||||
Corporate Officers of the Company and the Company's | |||||
Subsidiaries | Management | For | Voted - For |
63
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
UCB SA | |||||
Security ID: B93562120 | |||||
Meeting Date: 27-Apr-23 | Meeting Type: Mix | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. Accounts with | |||||
Multiple Beneficial Owners Will Require-disclosure | |||||
of Each Beneficial Owner Name, Address and Share | |||||
Position | Non-Voting | Non-Voting | |||
A Beneficial Owner Signed Power of Attorney (poa) | |||||
May be Required to Lodge- Voting Instructions. If | |||||
No Poa is Submitted, Your Instructions May | |||||
Be-rejected | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected | Non-Voting | Non-Voting | |||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
1. | Report of the Board of Directors on the Annual | ||||
Accounts for the Financial-year Ended 31 December | |||||
2022 | Non-Voting | Non-Voting | |||
2. | Report of the Statutory Auditor on the Annual | ||||
Accounts for the Financial Year- Ended 31 December | |||||
2022 | Non-Voting | Non-Voting | |||
3. | Communication of the Consolidated Annual Accounts | ||||
of the Ucb Group Relating-to the Financial Year | |||||
Ended 31 December 2022 | Non-Voting | Non-Voting | |||
4. | Approval of the Annual Accounts of Ucb Sa/nv for | ||||
the Financial Year Ended 31 December 2022 and | |||||
Appropriation of the Results | Management | For | Voted - For | ||
5. | Approval of the Remuneration Report for the | ||||
Financial Year Ended 31 December 2022 | Management | For | Voted - For | ||
6. | Discharge in Favour of the Directors | Management | For | Voted - For | |
7. | Discharge in Favour of the Statutory Auditor | Management | For | Voted - For | |
8.1.A The General Meeting Renews the Appointment of Mrs. | |||||
Jan Berger As Director for A Term of Four Years | |||||
Until the Close of the Annual General Meeting of | |||||
2027 | Management | For | Voted - For | ||
8.1.B The General Meeting Acknowledges That, from the | |||||
Information Made Available to the Company, Mrs. Jan | |||||
Berger Qualifies As an Independent Director | |||||
According to the Independence Criteria Provided for | |||||
by Article 7:87 of the Belgian Code of Companies | |||||
and Associations, by Provision 3.5 of the 2020 | |||||
Belgian Corporate Governance Code and by the Board |
64
Cambiar International Equity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
of Directors and Appoints Her As Independent | |||||
Director | Management | For | Voted - For | ||
8.2. | The General Meeting Renews the Appointment of Mr. | ||||
Cyril Janssen As Director for A Term of Four Years | |||||
Until the Close of the Annual General Meeting of | |||||
2027 | Management | For | Voted - For | ||
8.3.AThe General Meeting Appoints Mrs. Maelys Castella | |||||
As Director for A Term of Four Years Until the | |||||
Close of the Annual General Meeting of 2027 | Management | For | Voted - For | ||
8.3.B The General Meeting Acknowledges That, from the | |||||
Information Made Available to the Company, Mrs. | |||||
Maelys Castella Qualifies As an Independent | |||||
Director According to the Independence Criteria | |||||
Provided for by Article 7:87 of the Belgian Code of | |||||
Companies and Associations, by Provision 3.5 of the | |||||
2020 Belgian Corporate Governance Code and by the | |||||
Board of Directors and Appoints Her As Independent | |||||
Director | Management | For | Voted - For | ||
9. | Long-term Incentive Plans - Program of Free | ||||
Allocation of Shares | Management | For | Voted - For | ||
10.1 | Emtn Program - Renewal | Management | For | Voted - For | |
10.2 | Schuldschein Loan Agreements Entered on 2 November | ||||
2022 | Management | For | Voted - For | ||
10.3 | Revolving Credit Facility Agreement to Replace the | ||||
Existing Eur 1 000 000 000 Revolving Credit | |||||
Facility Agreement As Amended, Restated And/or | |||||
Refinanced from Time to Time, Including on 5 | |||||
December 2019 and 3 December 2021 | Management | For | Voted - For | ||
31 Mar 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions. 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 | |||
ZURICH INSURANCE GROUP AG | |||||
Security ID: H9870Y105 | |||||
Meeting Date: 06-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, Your | |||||
Instruction-may be Rejected. | Non-Voting | Non-Voting | |||
1.1 | Accept Financial Statements and Statutory Reports | Management | For | Voted - Abstain | |
1.2 | Approve Remuneration Report | Management | For | Voted - Abstain | |
2 | Approve Allocation of Income and Dividends of Chf | ||||
24.00 Per Share | Management | For | Voted - Abstain | ||
3 | Approve Discharge of Board and Senior Management | Management | For | Voted - Abstain | |
4.1.1 Reelect Michel Lies As Director and Board Chair | Management | For | Voted - Abstain | ||
4.1.2 Reelect Joan Amble As Director | Management | For | Voted - Abstain | ||
4.1.3 Reelect Catherine Bessant As Director | Management | For | Voted - Abstain | ||
4.1.4 Reelect Dame Carnwath As Director | Management | For | Voted - Abstain | ||
4.1.5 Reelect Christoph Franz As Director | Management | For | Voted - Abstain |
65
Cambiar International Equity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
4.1.6 Reelect Michael Halbherr As Director | Management | For | Voted - Abstain | |
4.1.7 Reelect Sabine Keller-busse As Director | Management | For | Voted - Abstain | |
4.1.8 Reelect Monica Maechler As Director | Management | For | Voted - Abstain | |
4.1.9 Reelect Kishore Mahbubani As Director | Management | For | Voted - Abstain | |
4.110Reelect Peter Maurer As Director | Management | For | Voted - Abstain | |
4.111Reelect Jasmin Staiblin As Director | Management | For | Voted - Abstain | |
4.112Reelect Barry Stowe As Director | Management | For | Voted - Abstain | |
4.2.1 Reappoint Michel Lies As Member of the Compensation | ||||
Committee | Management | For | Voted - Abstain | |
4.2.2 Reappoint Catherine Bessant As Member of the | ||||
Compensation Committee | Management | For | Voted - Abstain | |
4.2.3 Reappoint Christoph Franz As Member of the | ||||
Compensation Committee | Management | For | Voted - Abstain | |
4.2.4 Reappoint Sabine Keller-busse As Member of the | ||||
Compensation Committee | Management | For | Voted - Abstain | |
4.2.5 Reappoint Kishore Mahbubani As Member of the | ||||
Compensation Committee | Management | For | Voted - Abstain | |
4.2.6 Reappoint Jasmin Staiblin As Member of the | ||||
Compensation Committee | Management | For | Voted - Abstain | |
4.3 | Designate Keller Ag As Independent Proxy | Management | For | Voted - Abstain |
4.4 | Ratify Ernst & Young Ag As Auditors | Management | For | Voted - Abstain |
5.1 | Approve Remuneration of Directors in the Amount of | |||
Chf 6 Million | Management | For | Voted - Abstain | |
5.2 | Approve Remuneration of Executive Committee in the | |||
Amount of Chf 83 Million | Management | For | Voted - Abstain | |
6.1 | Approve Creation of Capital Band Within the Upper | |||
Limit of Chf 18.9 Million and the Lower Limit of | ||||
Chf 13.5 Million with Or Without Exclusion of | ||||
Preemptive Rights | Management | For | Voted - Abstain | |
6.2 | Amend Articles Re: Share Register | Management | For | Voted - Abstain |
6.3 | Approve Virtual-only Shareholder Meetings | Management | For | Voted - Abstain |
6.4 | Amend Articles of Association | Management | For | Voted - Abstain |
Part 2 of This Meeting is for Voting on 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 | Non-Voting | Non-Voting |
66
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
AALBERTS N.V. | |||||
Security ID: N00089271 | |||||
Meeting Date: 09-Mar-23 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Opening | Non-Voting | Non-Voting | ||
2. | Appointment of Mrs. T. Menssen As Member of the | ||||
Supervisory Board | Management | For | Voted - For | ||
3. | Appointment of Mr. F. Melzer As Member of the | ||||
Supervisory Board | Management | For | Voted - For | ||
4. | Announcements and Any Other Business | Non-Voting | Non-Voting | ||
5. | Closing | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
Meeting Date: 25-May-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Opening | Non-Voting | Non-Voting | ||
2. | Discussion of the Annual Report for the Financial | ||||
Year 2022 | Non-Voting | Non-Voting | |||
3.a. | Financial Statements 2022: Advisory Vote Regarding | ||||
the Remuneration Report 2022 (advisory Vote) | Management | For | Voted - For | ||
3.b. | Financial Statements 2022: Adoption of the Company | ||||
and Consolidated Financial Statements 2022 | Management | For | Voted - For | ||
4.a. | Dividend: Discussion of the Policy on Additions to | ||||
Reserves and Dividends | Non-Voting | Non-Voting | |||
4.b. | Dividend: Adoption of the Dividend for the | ||||
Financial Year 2022 | Management | For | Voted - For |
67
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | Granting of Discharge to the Members of the | ||||
Management Board in Office in 2022 for the Policy | |||||
Pursued in the Financial Year 2022 | Management | For | Voted - For | ||
6. | Granting of Discharge to the Members of the | ||||
Supervisory Board in Office in 2022 for the | |||||
Supervision Exercised on the Policy Pursued in the | |||||
Financial Year 2022 | Management | For | Voted - For | ||
7. | Reappointment of Mr. J. Van Der Zouw As Member of | ||||
the Supervisory Board | Management | For | Voted - For | ||
8. | Designation of the Management Board As Body | ||||
Authorised to Issue Ordinary Shares and to Grant | |||||
Rights to Subscribe for Ordinary Shares | Management | For | Voted - For | ||
9. | Designation of the Management Board As Body | ||||
Authorised to Restrict Or Exclude Pre Emptive | |||||
Rights When Issuing Ordinary Shares | Management | For | Voted - For | ||
10. | Authorisation to Repurchase Shares | Management | For | Voted - For | |
11. | Reappointment Deloitte Accountants B.v. As External | ||||
Auditor for the Financial Year 2024 | Management | For | Voted - For | ||
12. | Announcements and Any Other Business | Non-Voting | Non-Voting | ||
13. | Closing | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
14 Apr 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions. 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 | |||
B&M EUROPEAN VALUE RETAIL SA. | |||||
Security ID: L1175H106 | |||||
Meeting Date: 28-Jul-22 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Receive Board Reports on the Consolidated and | ||||
Unconsolidated Annual Accounts and Financial | |||||
Statements | Management | For | Voted - For | ||
2 | Receive Consolidated and Unconsolidated Annual | ||||
Accounts and Financial Statements, and Auditors' | |||||
Reports Thereon | Management | For | Voted - For | ||
3 | Approve Consolidated Financial Statements and | ||||
Statutory Reports | Management | For | Voted - For | ||
4 | Approve Unconsolidated Annual Accounts and | ||||
Financial Statements | Management | For | Voted - For |
68
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5 | Approve Allocation of Income | Management | For | Voted - For | |
6 | Approve Dividends | Management | For | Voted - For | |
7 | Approve Remuneration Report | Management | For | Voted - For | |
8 | Approve Discharge of Directors | Management | For | Voted - For | |
9 | Re-elect Peter Bamford As Director | Management | For | Voted - For | |
10 | Re-elect Simon Arora As Director | Management | For | Voted - For | |
11 | Re-elect Alejandro Russo As Director | Management | For | Voted - For | |
12 | Re-elect Ron Mcmillan As Director | Management | For | Voted - For | |
13 | Re-elect Tiffany Hall As Director | Management | For | Voted - For | |
14 | Re-elect Carolyn Bradley As Director | Management | For | Voted - For | |
15 | Elect Paula Mackenzie As Director | Management | For | Voted - For | |
16 | Approve Discharge of Auditors | Management | For | Voted - For | |
17 | Reappoint KPMG Luxembourg As Auditors | Management | For | Voted - For | |
18 | Authorise Board to Fix Remuneration of Auditors | Management | For | Voted - For | |
19 | Authorise Market Purchase of Ordinary Shares | Management | For | Voted - For | |
20 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights | Management | For | Voted - For | ||
21 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights in Connection with an Acquisition Or Other | |||||
Capital Investment | Management | For | Voted - For | ||
Meeting Date: 31-Oct-22 | Meeting Type: Ordinary General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Elect Oliver Tant As Director | Management | For | Voted - For | |
2 | Elect Mike Schmidt As Director | Management | For | Voted - For | |
28 Sep 2022: Please Note That the Meeting Type | |||||
Changed from Agm to Ogm. 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 | |||
BAKKAFROST P/F | |||||
Security ID: K0840B107 | |||||
Meeting Date: 28-Apr-23 | Meeting Type: Annual General Meeting | ||||
1 | Election of Chairman of the Meeting | Management | For | Voted - For | |
2 | Briefing from the Board of Directors on the | ||||
Activities of the Company in the Previous Financial | |||||
Year | Management | For | Voted - For | ||
3 | Presentation of the Audited Annual Accounts for | ||||
Approval | Management | For | Voted - For | ||
4 | Decision on How to Use Profit Or Cover Loss | ||||
According to the Approved Accounts and Annual Report | Management | For | Voted - For | ||
5.1 | Election of Board of Directors: Gudrid Hojgaard is | ||||
Re-elected | Management | For | Voted - For | ||
5.2 | Election of Board of Directors: Annika | ||||
Frederiksberg is Re-elected | Management | For | Voted - For |
69
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5.3 | Election of Board of Directors: Einar Wathne is | ||||
Re-elected | Management | For | Voted - For | ||
5.4 | Election of Board of Directors: Oystein Sandvik is | ||||
Re-elected | Management | For | Voted - For | ||
5.5 | Election of Board of Directors: Teitur Samuelsen is | ||||
Re-elected | Management | For | Voted - For | ||
6 | Election of Chairman of the Board of Directors: | ||||
Runi M. Hansen is Re-elected | Management | For | Voted - For | ||
7 | Decision with Regard to Remuneration for the Board | ||||
of Directors and the Accounting Committee | Management | For | Voted - For | ||
8.1 | Election of Member to the Election Committee: Leif | ||||
Eriksrod is Re-elected | Management | For | Voted - For | ||
8.2 | Election of Member to the Election Committee: Eyoun | ||||
Rasmussen is Re-elected | Management | For | Voted - For | ||
8.3 | Election of Chairman of the Election Committee: | ||||
Gunnar I Lioa is Re-elected As Chairman | Management | For | Voted - For | ||
9 | Decision with Regard to Remuneration for the | ||||
Election Committee | Management | For | Voted - For | ||
10 | Election of Auditor: Ratify P/f Januar | Management | For | Voted - For | |
11 | Renumeration Policy | Management | For | Voted - For | |
12.1 | Proposal for Amendments to the Articles of | ||||
Association: Proposed Amended to 11 is Approved | Management | For | Voted - For | ||
12.2 | Proposal for Amendments to the Articles of | ||||
Association: Proposed Amended to 4b is Approved | Management | For | Voted - For | ||
BOSSARD HOLDING AG | |||||
Security ID: H09904105 | |||||
Meeting Date: 17-Apr-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, Your | |||||
Instruction-may be Rejected. | Non-Voting | Non-Voting | |||
1 | Receive Financial Statements and Statutory Reports | Non-Voting | Non-Voting | ||
2.1 | Accept Financial Statements and Statutory Reports | Management | For | Voted - Abstain | |
2.2 | Approve Remuneration Report | Management | For | Voted - Abstain | |
2.3 | Approve Discharge of Board and Senior Management | Management | For | Voted - Abstain | |
2.4 | Approve Allocation of Income and Dividends of Chf | ||||
5.50 Per Category A Registered Share and Chf 1.10 | |||||
Per Category B Registered Share | Management | For | Voted - Abstain | ||
3.1 | Reelect David Dean As Director Representing Holders | ||||
of Category A Registered Shares | Management | For | Voted - Abstain | ||
3.2.1 Reelect Thomas Schmuckli As Director and Board Chair | Management | For | Voted - Abstain | ||
3.2.2 Reelect Martin Kuehn As Director | Management | For | Voted - Abstain | ||
3.2.3 Reelect Patricia Heidtman As Director | Management | For | Voted - Abstain | ||
3.2.4 Reelect David Dean As Director | Management | For | Voted - Abstain | ||
3.2.5 Reelect Petra Ehmann As Director | Management | For | Voted - Abstain | ||
3.2.6 Reelect Marcel Keller As Director | Management | For | Voted - Abstain | ||
3.2.7 Reelect Ina Toegel As Director | Management | For | Voted - Abstain | ||
3.3.1 Reappoint David Dean As Member of the Compensation | |||||
Committee | Management | For | Voted - Abstain |
70
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
3.3.2 Reappoint Marcel Keller As Member of the | |||||
Compensation Committee | Management | For | Voted - Abstain | ||
3.3.3 Appoint Ina Toegel As Member of the Compensation | |||||
Committee | Management | For | Voted - Abstain | ||
3.4 | Designate Rene Peyer As Independent Proxy | Management | For | Voted - Abstain | |
4 | Ratify PricewaterhouseCoopers Ag As Auditors | Management | For | Voted - Abstain | |
5.1 | Approve Remuneration of Directors in the Amount of | ||||
Chf 1.8 Million | Management | For | Voted - Abstain | ||
5.2 | Approve Remuneration of Executive Committee in the | ||||
Amount of Chf 7 Million | Management | For | Voted - Abstain | ||
Part 2 of This Meeting is for Voting on 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 | Non-Voting | Non-Voting | |||
BRITVIC PLC | |||||
Security ID: G17387104 | |||||
Meeting Date: 26-Jan-23 | Meeting Type: Annual General Meeting | ||||
1 | Receive the Annual Report and Accounts for the Year | ||||
Ended 30 September 2022 | Management | For | Voted - For | ||
2 | Declare A Final Dividend of 21.2p Per Share | Management | For | Voted - For | |
3 | Consider and Approve the Directors Remuneration | ||||
Report for the Year Ended 30 September 2022 | Management | For | Voted - For | ||
4 | Consider and Approve the New Share Incentive Plan | ||||
Rules | Management | For | Voted - For | ||
5 | Re-election of John Daly As A Director | Management | For | Voted - For | |
6 | Re-election of Sue Clark As A Director | Management | For | Voted - For | |
7 | Re-election of William Eccleshare As A Director | Management | For | Voted - For | |
8 | Re-election of Emer Finnan As A Director | Management | For | Voted - For | |
9 | Re-election of Simon Litherland As A Director | Management | For | Voted - For | |
10 | Re-election of Euan Sutherland As A Director | Management | For | Voted - For | |
11 | Re-election of Joanne Wilson As A Director | Management | For | Voted - For | |
12 | Election of Hounaida Lasry As A Director | Management | For | Voted - For | |
13 | Appointment of Deloitte LLP As Auditors | Management | For | Voted - For | |
14 | Authority to Audit Committee to Fix the | ||||
Remuneration of the Auditors | Management | For | Voted - For |
71
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
15 | Authority to Make Political Donations and Incur | ||||
Political Expenditure | Management | For | Voted - For | ||
16 | Authority to Directors to Allot Shares | Management | For | Voted - For | |
17 | Authority to Disapply Pre-emption Rights | Management | For | Voted - For | |
18 | Additional Authority to Disapply Pre- Emption Rights | Management | For | Voted - For | |
19 | Authority to Company to Purchase Own Shares | Management | For | Voted - For | |
20 | Authority to Hold General Meetings Other Than Agms | ||||
on 14 Clear Days Notice | Management | For | Voted - For | ||
CENTRICA PLC | |||||
Security ID: G2018Z143 | |||||
Meeting Date: 13-Jun-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive the Annual Report and Accounts 2022 | Management | For | Voted - For | |
2 | To Approve the Directors Remuneration Report | Management | For | Voted - For | |
3 | To Declare A Final Cash Dividend | Management | For | Voted - For | |
4 | To Elect Chanderpreet Duggal | Management | For | Voted - For | |
5 | To Elect Russell Obrien | Management | For | Voted - For | |
6 | To Re-elect Carol Arrowsmith | Management | For | Voted - For | |
7 | To Re-elect Nathan Bostock | Management | For | Voted - For | |
8 | To Re-elect Heidi Mottram | Management | For | Voted - For | |
9 | To Re-elect Kevin Obyrne | Management | For | Voted - For | |
10 | To Re-elect Chris Oshea | Management | For | Voted - For | |
11 | To Re-elect Rt Hon. Amber Rudd | Management | For | Voted - For | |
12 | To Re-elect Scott Wheway | Management | For | Voted - For | |
13 | To Re-appoint Deloitte LLP As Auditors of Centrica | Management | For | Voted - For | |
14 | To Authorise the Directors to Determine the | ||||
Auditors Remuneration | Management | For | Voted - For | ||
15 | Authority for Political Donations and Political | ||||
Expenditure in the UK | Management | For | Voted - For | ||
16 | Authority to Allot Shares | Management | For | Voted - For | |
17 | General Authority to Disapply Pre-emption Rights | Management | For | Voted - For | |
18 | Specific Authority to Disapply Pre-emption Rights | Management | For | Voted - For | |
19 | Authority to Purchase Own Shares | Management | For | Voted - For | |
20 | Adoption of New Articles of Association | Management | For | Voted - For | |
21 | Notice of General Meetings | Management | For | Voted - For | |
CLOETTA AB | |||||
Security ID: W2397U105 | |||||
Meeting Date: 04-Apr-23 | Meeting Type: Annual General Meeting | ||||
An Abstain Vote Can Have the Same Effect As an | |||||
Against Vote If the Meeting-requires Approval from | |||||
the Majority of Participants to Pass A Resolution | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. Accounts with | |||||
Multiple Beneficial Owners Will Require-disclosure |
72
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
of Each Beneficial Owner Name, Address and Share | ||||
Position | Non-Voting | Non-Voting | ||
A Beneficial Owner Signed Power of Attorney (poa) | ||||
is Required to Lodge Your- Voting Instructions. If | ||||
No Poa is Submitted, Your Voting Instructions May | ||||
Be-rejected | Non-Voting | Non-Voting | ||
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian- Bank. If No Shareholder | ||||
Details are Provided, Your Instructions May Be- | ||||
Rejected | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
Please Note That This is an Amendment to Meeting Id | ||||
848499 Due to Received-updated Agenda. All Votes | ||||
Received on the Previous Meeting Will | ||||
Be-disregarded and You Will Need to Reinstruct on | ||||
This Meeting Notice. Thank-you. | Non-Voting | Non-Voting | ||
1 | Open Meeting | Non-Voting | Non-Voting | |
2 | Elect Chairman of Meeting | Non-Voting | Non-Voting | |
3 | Prepare and Approve List of Shareholders | Non-Voting | Non-Voting | |
4 | Approve Agenda of Meeting | Non-Voting | Non-Voting | |
5 | Designate Inspector(s) of Minutes of Meeting | Non-Voting | Non-Voting | |
6 | Acknowledge Proper Convening of Meeting | Non-Voting | Non-Voting | |
7 | Receive Financial Statements and Statutory Reports | Non-Voting | Non-Voting | |
8 | Receive Board's Report | Non-Voting | Non-Voting | |
9 | Receive Ceo's Report | Non-Voting | Non-Voting | |
10 | Accept Financial Statements and Statutory Reports | Management | For | Voted - For |
11 | Approve Allocation of Income and Dividends of Sek | |||
1.00 Per Share | Management | For | Voted - For | |
12 | Approve Remuneration Report | Management | For | Voted - For |
13.A Approve Discharge of Mikael Aru | Management | For | Voted - For | |
13.B Approve Discharge of Patrick Bergander | Management | For | Voted - For | |
13.C Approve Discharge of Lottie Knutson | Management | For | Voted - For | |
13.D Approve Discharge of Mikael Norman | Management | For | Voted - For | |
13.E Approve Discharge Alan Mclean Raleigh | Management | For | Voted - For | |
13.F Approve Discharge of Camilla Svenfelt | Management | For | Voted - For | |
13.G Approve Discharge of Mikael Svenfelt | Management | For | Voted - For | |
13.H Approve Discharge of Malin Jennerholm | Management | For | Voted - For | |
13.I | Approve Discharge of Henri De Sauvage Nolting As Ceo | Management | For | Voted - For |
13.J | Approve Discharge of Lena Gronedal | Management | For | Voted - For |
13.K Approve Discharge of Mikael Strom | Management | For | Voted - For | |
13.L Approve Discharge of Shahram Nikpour Badr | Management | For | Voted - For | |
13.M Approve Discharge of Christina Lonnborn | Management | For | Voted - For | |
14 | Determine Number of Members (7) and Deputy Members | |||
(0) of Board | Management | For | Voted - For |
73
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
15 | Approve Remuneration of Directors in the Amount of | |||
Sek 750,000 for Chairman and Sek 325,000 for Other | ||||
Directors; Approve Remuneration of Auditors | Management | For | Voted - For | |
16.A Reelect Mikael Norman As Director | Management | For | Voted - For | |
16.B Reelect Patrick Bergander As Director | Management | For | Voted - For | |
16.C Reelect Malin Jennerholm As Director | Management | For | Voted - For | |
16.D Reelect Alan Mclean Raleigh As Director | Management | For | Voted - For | |
16.E Reelect Camilla Svenfelt As Director | Management | For | Voted - For | |
16.F Reelect Mikael Svenfelt As Director | Management | For | Voted - For | |
16.G Elect Pauline Lindwall As New Director | Management | For | Voted - For | |
17 | Reelect Mikael Norman As Board Chair | Management | For | Voted - For |
18 | Ratify PricewaterhouseCoopers Ab As Auditors | Management | For | Voted - For |
19 | Approve Nominating Committee Procedures | Management | For | Voted - For |
20 | Approve Remuneration Policy and Other Terms of | |||
Employment for Executive Management | Management | For | Voted - For | |
21.A Approve Performance Share Incentive Plan Lti 2023 | ||||
for Key Employees | Management | For | Voted - For | |
21.B Approve Equity Plan Financing of Lti 2023 | Management | For | Voted - For | |
22 | Authorize Share Repurchase Program and Reissuance | |||
of Repurchased Shares | Management | For | Voted - For | |
23 | Close Meeting | Non-Voting | Non-Voting | |
02 Mar 2023: Please Note That If You Hold Crest | ||||
Depository Interests (cdis)-and Participate at This | ||||
Meeting, You (or Your Crest | ||||
Sponsored-member/custodian) Will be Required to | ||||
Instruct A Transfer of the Relevant-cdis to the | ||||
Escrow Account Specified in the Associated | ||||
Corporate Event in The-crest System. This Transfer | ||||
Will Need to be Completed by the Specified | ||||
Crest-system Deadline. Once This Transfer Has | ||||
Settled, the Cdis Will be Blocked In-the Crest | ||||
System. the Cdis Will Typically be Released from | ||||
Escrow As Soon As- Practicable on Record Date +1 | ||||
Day (or on Meeting Date +1 Day If No Record-date | ||||
Applies) Unless Otherwise Specified, and Only After | ||||
the Agent Has-confirmed Availability of the | ||||
Position. in Order for A Vote to be Accepted,-the | ||||
Voted Position Must be Blocked in the Required | ||||
Escrow Account in The-crest System. by Voting on | ||||
This Meeting, Your Crest Sponsored- | ||||
Member/custodian May Use Your Vote Instruction As | ||||
the Authorization to Take- the Necessary Action | ||||
Which Will Include Transferring Your Instructed | ||||
Position-to Escrow. Please Contact Your Crest | ||||
Sponsored Member/custodian Directly For- Further | ||||
Information on the Custody Process and Whether Or | ||||
Not They Require- Separate Instructions from You | Non-Voting | Non-Voting | ||
02 Mar 2023: Please Note Share Blocking Will Apply | ||||
for Any Voted Positions-settling Through Euroclear | ||||
Bank. | Non-Voting | Non-Voting | ||
02 Mar 2023: Please Note That This is A Revision | ||||
Due to Addition of Comments.-if You Have Already | ||||
Sent in Your Votes for Mid: 866589 Please Do Not |
74
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Vote-again Unless You Decide to Amend Your Original | |||||
Instructions. Thank You. | Non-Voting | Non-Voting | |||
COATS GROUP PLC | |||||
Security ID: G22429115 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive the Accounts and Reports of the | ||||
Directors and the Auditor for the Year Ended 31 | |||||
December 2022 | Management | For | Voted - For | ||
2 | To Approve the Directors' Remuneration Report in | ||||
the Form Set Out in the Company's Annual Report for | |||||
the Year Ended 31 December 2022 | Management | For | Voted - For | ||
3 | To Approve the Directors' Remuneration Policy in | ||||
the Form Set Out in the Company's Annual Report for | |||||
the Year Ended 31 December 2022 | Management | For | Voted - For | ||
4 | To Approve the Payment of A Final Dividend for the | ||||
Year Ended 31 December 2022 of 1.73 Us Cents Per | |||||
Ordinary Share | Management | For | Voted - For | ||
5 | To Re-elect Nicholas Bull As A Director | Management | For | Voted - For | |
6 | To Re-elect Jacqueline Callaway As A Director | Management | For | Voted - For | |
7 | To Re-elect David Gosnell As A Director | Management | For | Voted - For | |
8 | To Re-elect Hongyan Echo Lu As A Director | Management | For | Voted - For | |
9 | To Re-elect Frances Philip As A Director | Management | For | Voted - For | |
10 | To Re-elect Rajiv Sharma As A Director | Management | For | Voted - For | |
11 | To Re-elect Jakob Sigurdsson As A Director | Management | For | Voted - For | |
12 | To Elect Stephen Murray As A Director | Management | For | Voted - For | |
13 | To Appoint Ernst & Young LLP As Auditor of the | ||||
Company, to Hold Office Until the Conclusion of the | |||||
Next General Meeting at Which Accounts are Laid | |||||
Before the Company | Management | For | Voted - For | ||
14 | To Authorise the Directors to Fix the Remuneration | ||||
of the Auditor | Management | For | Voted - For | ||
15 | To Authorise the Directors Generally to Allot | ||||
Relevant Securities | Management | For | Voted - For | ||
16 | To Authorise the Disapplication of Statutory | ||||
Pre-emption Rights | Management | For | Voted - For | ||
17 | To Authorise the Disapplication of Statutory | ||||
Pre-emption Rights in Connection with Acquisitions | |||||
and Specified Capital Investments | Management | For | Voted - For | ||
18 | To Authorise the Company Generally to Purchase Its | ||||
Own Shares | Management | For | Voted - For | ||
19 | To Authorise That A General Meeting, Other Than an | ||||
Annual General Meeting of the Company, May be | |||||
Called on Not Less Than 14 Clear Days' Notice | Management | For | Voted - For |
75
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
COCA-COLA FEMSA, S.A.B DE C.V. | |||||
Security ID: 191241108 | Ticker: KOF | ||||
Meeting Date: 27-Mar-23 | Meeting Type: Annual | ||||
1. | Report of the Chief Executive Officer, Which | ||||
Includes the Financial Statements for the 2022 | |||||
Fiscal Year; the Opinion of the Board of Directors | |||||
Regarding the Content of the Report of the Chief | |||||
Executive Officer; Report of the Board of Directors | |||||
Regarding the Main Policies and Accounting and | |||||
Information Criteria Applied During the Preparation | |||||
of the Company's Financial Information, Including | |||||
Report of the Operations and Activities of the | |||||
Company During the 2022 Fiscal Year; and (due to | |||||
Space Limits, See Proxy Material for Full Proposal). | Management | For | Voted - Abstain | ||
2. | Application of the Results for the 2022 Fiscal Year | ||||
of the Company, and Dividends Declaration and | |||||
Payment in Cash, in Mexican Pesos. | Management | For | Voted - For | ||
3. | Determination of the Maximum Amount to be Allocated | ||||
for the Company's Stock Repurchase Fund. | Management | For | Voted - For | ||
4n. | Election of Director (series "l" Director): Víctor | ||||
Alberto Tiburcio Celorio | Management | For | Voted - For | ||
4o. | Election of Director (series "l" Director): Luis | ||||
Alfonso Nicolau Gutiérrez | Management | For | Voted - For | ||
4p. | Election of Director (series "l" Director): Amy | ||||
Eschliman | Management | For | Voted - For | ||
5. | Resolution with Respect to the Remuneration of the | ||||
Members of the Board of Directors, Qualification of | |||||
Their Independence, and Election of the Chairman | |||||
and Secretaries of the Board of Directors of the | |||||
Company. | Management | For | Voted - Against | ||
6. | Election of Members of the Following Committees of | ||||
the Company: (i) Planning and Finance, (ii) Audit, | |||||
and (iii) Corporate Practices; Appointment of Each | |||||
of Their Respective Chairman, and Resolution with | |||||
Respect to Their Remuneration. | Management | For | Voted - For | ||
7. | Appointment of Delegates for the Formalization of | ||||
the Meeting's Resolutions. | Management | For | Voted - For | ||
8. | Reading And, If Applicable, Approval of the | ||||
Meeting's Minutes. | Management | For | Voted - For | ||
DAITO TRUST CONSTRUCTION CO.,LTD. | |||||
Security ID: J11151107 | |||||
Meeting Date: 27-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Amend Articles To: Reduce the Board of Directors | ||||
Size, Transition to A Company with Supervisory | |||||
Committee, Allow the Board of Directors to |
76
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Authorize Appropriation of Surplus and Purchase Own | |||||
Shares, Approve Minor Revisions | Management | For | Voted - For | ||
3.1 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Takeuchi, Kei | Management | For | Voted - For | ||
3.2 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Mori, Yoshihiro | Management | For | Voted - For | ||
3.3 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Tate, Masafumi | Management | For | Voted - For | ||
3.4 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Okamoto, Tsukasa | Management | For | Voted - For | ||
3.5 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Amano, Yutaka | Management | For | Voted - For | ||
3.6 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Tanaka, Yoshimasa | Management | For | Voted - For | ||
3.7 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Sasaki, Mami | Management | For | Voted - For | ||
3.8 | Appoint A Director Who is Not Audit and Supervisory | ||||
Committee Member Iritani, Atsushi | Management | For | Voted - For | ||
4.1 | Appoint A Director Who is Audit and Supervisory | ||||
Committee Member Kawai, Shuji | Management | For | Voted - For | ||
4.2 | Appoint A Director Who is Audit and Supervisory | ||||
Committee Member Matsushita, Masa | Management | For | Voted - For | ||
4.3 | Appoint A Director Who is Audit and Supervisory | ||||
Committee Member Shoda, Takashi | Management | For | Voted - For | ||
4.4 | Appoint A Director Who is Audit and Supervisory | ||||
Committee Member Kobayashi, Kenji | Management | For | Voted - For | ||
5 | Approve Details of the Compensation to be Received | ||||
by Directors (excluding Directors Who are Audit and | |||||
Supervisory Committee Members) | Management | For | Voted - For | ||
6 | Approve Details of the Compensation to be Received | ||||
by Directors Who are Audit and Supervisory | |||||
Committee Members | Management | For | Voted - For | ||
7 | Approve Details of the Stock Compensation to be | ||||
Received by Directors (excluding Directors Who are | |||||
Audit and Supervisory Committee Members) and | |||||
Executive Officers | Management | For | Voted - For | ||
DIPLOMA PLC | |||||
Security ID: G27664112 | |||||
Meeting Date: 18-Jan-23 | Meeting Type: Annual General Meeting | ||||
1 | To Receive and Adopt the Company's Annual Accounts | ||||
for the Financial Year Ended 30 September 2022 | Management | For | Voted - For | ||
2 | To Approve A Final Dividend of 38.8 Pence Per | ||||
Ordinary Share | Management | For | Voted - For | ||
3 | To Re-elect D Lowden As A Director of the Company | Management | For | Voted - For | |
4 | To Re-elect Jd Thomson As A Director of the Company | Management | For | Voted - For | |
5 | To Elect C Davies As A Director of the Company | Management | For | Voted - For | |
6 | To Re-elect Ap Smith As A Director of the Company | Management | For | Voted - For | |
7 | To Re-elect A Thorburn As A Director of the Company | Management | For | Voted - For | |
8 | To Re-elect G Huse As A Director of the Company | Management | For | Voted - For |
77
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
9 | To Re-elect D Finch As A Director of the Company | Management | For | Voted - For | |
10 | To Re-appoint PricewaterhouseCoopers LLP As Auditor | ||||
of the Company | Management | For | Voted - For | ||
11 | To Authorise the Director to Set the Remuneration | ||||
of the Auditor | Management | For | Voted - For | ||
12 | To Approve the Annual Report on Remuneration for | ||||
the Financial Year Ended 30 September 2022 | Management | For | Voted - For | ||
13 | To Approve the Director Remuneration Policy | Management | For | Voted - For | |
14 | To Approve the Amendments to the Performance Share | ||||
Plan, to be Consistent with the New Directors' | |||||
Remuneration Policy | Management | For | Voted - For | ||
15 | To Authorise the Director to Allot Relevant | ||||
Securities | Management | For | Voted - For | ||
16 | To Authorise the Director to Allot Equity Securities | Management | For | Voted - For | |
17 | To Authorise the Director to Further Allot Equity | ||||
Securities | Management | For | Voted - For | ||
18 | To Authorise the Company to Make Market Purchases | ||||
of Its Own Ordinary Shares | Management | For | Voted - For | ||
19 | That A General Meeting, Other Than an Annual | ||||
General Meeting, May Becalled on Not Less Than 14 | |||||
Clear Days' Notice | Management | For | Voted - For | ||
DISCO CORPORATION | |||||
Security ID: J12327102 | |||||
Meeting Date: 29-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Amend Articles To: Amend Business Lines | Management | For | Voted - For | |
3.1 | Appoint A Director Sekiya, Kazuma | Management | For | Voted - For | |
3.2 | Appoint A Director Yoshinaga, Noboru | Management | For | Voted - For | |
3.3 | Appoint A Director Tamura, Takao | Management | For | Voted - For | |
3.4 | Appoint A Director Inasaki, Ichiro | Management | For | Voted - For | |
3.5 | Appoint A Director Tamura, Shinichi | Management | For | Voted - For | |
3.6 | Appoint A Director Mimata, Tsutomu | Management | For | Voted - For | |
3.7 | Appoint A Director Yamaguchi, Yusei | Management | For | Voted - For | |
3.8 | Appoint A Director Tokimaru, Kazuyoshi | Management | For | Voted - For | |
3.9 | Appoint A Director Oki, Noriko | Management | For | Voted - For | |
3.10 | Appoint A Director Matsuo, Akiko | Management | For | Voted - For | |
DOMINO'S PIZZA ENTERPRISES LTD | |||||
Security ID: Q32503106 | |||||
Meeting Date: 02-Nov-22 | Meeting Type: Annual General Meeting | ||||
Please Note That This is an Amendment to Meeting Id | |||||
695876 Due to Received-change in Board | |||||
Recommendation from for to None for Res 1. All | |||||
Votes Received-on the Previous Meeting Will be | |||||
Disregarded If Vote Deadline Extensions |
78
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Are-granted. Therefore Please Reinstruct on This | |||||
Meeting Notice on the New Job.-if However Vote | |||||
Deadline Extensions are Not Granted in the Market, | |||||
This-meeting Will be Closed and Your Vote | |||||
Intentions on the Original Meeting Will-be | |||||
Applicable. Please Ensure Voting is Submitted Prior | |||||
to Cutoff on The- Original Meeting, and As Soon As | |||||
Possible on This New Amended Meeting. Thank-you | Non-Voting | Non-Voting | |||
Voting Exclusions Apply to This Meeting for | |||||
Proposals 1, 4, 5 and Votes Cast-by Any Individual | |||||
Or Related Party Who Benefit from the Passing of | |||||
The-proposal/s Will be Disregarded by the Company. | |||||
Hence, If You Have Obtained-benefit Or Expect to | |||||
Obtain Future Benefit (as Referred in the Company- | |||||
Announcement) 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 | Non-Voting | Non-Voting | |||
1 | Adoption of Remuneration Report | Management | For | Voted - For | |
2 | Re-election of Mr John James Cowin As Non- | ||||
Executive Director | Management | For | Voted - For | ||
3 | Re-election of Ms Ursula Schreiber As Non- | ||||
Executive Director | Management | For | Voted - For | ||
4 | Approval for Grant of A Right to the Managing | ||||
Director in Respect of the Fy23 Sti | Management | For | Voted - For | ||
5 | Approval for Grant of Performance Rights to the | ||||
Managing Director in Respect of the Fy23 Lti | Management | For | Voted - For | ||
If A Proportional Takeover Bid is Made for the | |||||
Company, A Share Transfer To-the Offeror Cannot be | |||||
Registered Until the Bid is Approved by Members | |||||
Not-associated with the Bidder. the Resolution Must | |||||
be Considered at A Meeting-held More Than 14 Days | |||||
Before the Bid Closes. Each Member Has One Vote | |||||
For-each Fully Paid Share Held. the Vote is Decided | |||||
on A Simple Majority. The-bidder and Its Associates | |||||
are Not Allowed to Vote | Non-Voting | Non-Voting | |||
6 | Renewal of Proportional Takeover Bid Provisions | Management | For | Voted - For | |
EURAZEO SA | |||||
Security ID: F3296A108 | |||||
Meeting Date: 26-Apr-23 | Meeting Type: Mix | ||||
For French Meetings 'abstain' is A Valid Voting | |||||
Option. for Any Additional- Resolutions Raised at | |||||
the Meeting the Voting Instruction Will Default | |||||
To-'against.' If Your Custodian is Completing the | |||||
Proxy Card, the Voting-instruction Will Default to | |||||
the Preference of Your Custodian | Non-Voting | Non-Voting |
79
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian- Bank. If No Shareholder | ||||
Details are Provided, Your Instructions May Be- | ||||
Rejected | Non-Voting | Non-Voting | ||
For Shareholders Holding Shares Directly Registered | ||||
in Their Own Name on The- Company Share Register, | ||||
You Should Receive A Proxy Card/voting Form | ||||
Directly- from the Issuer. Please Submit Your Vote | ||||
Directly Back to the Issuer Via The-proxy | ||||
Card/voting Form, Do Not Submit Your Vote Via | ||||
Broadridge-systems/platforms Or Your Instructions | ||||
May be Rejected | Non-Voting | Non-Voting | ||
For Shareholders Not Holding Shares Directly with A | ||||
French Custodian, Voting- Instructions Will be | ||||
Forwarded to Your Global Custodian on Vote | ||||
Deadline-date. the Global Custodian As the | ||||
Registered Intermediary Will Sign the Proxy-card | ||||
and Forward to the Local Custodian for Lodgment | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
1 | Approval of the Company Financial Statements for | |||
the Year Ended December 31, 2022 | Management | For | Voted - For | |
2 | Allocation of Net Income and Dividend Distribution | Management | For | Voted - For |
3 | Approval of the Consolidated Financial Statements | |||
for the Year Ended December 31, 2022 | Management | For | Voted - For | |
4 | Approval of Agreements and Commitments Governed by | |||
Article L. 225-86 of the French Commercial Code | Management | For | Voted - Against | |
5 | Approval of an Agreement Governed by Article L. | |||
225-86 of the French Commercial Code Between the | ||||
Company and Certain Company Shareholders (2022 | ||||
David-weill Agreement) | Management | For | Voted - For | |
6 | Renewal of the Term of Office of Francoise | |||
Mercadal-delasalles As A Member of the Supervisory | ||||
Board | Management | For | Voted - For | |
7 | Approval of the Compensation Policy for Supervisory | |||
Board Members | Management | For | Voted - For | |
8 | Approval of the Compensation Policy for Executive | |||
Board Members | Management | For | Voted - For | |
9 | Approval of Information Relating to Corporate | |||
Officer Compensation Mentioned in Section I of | ||||
Article L. 22-10-9 of the French Commercial Code, | ||||
As Presented in the Corporate Governance Report | Management | For | Voted - For | |
10 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to Michel | ||||
David-weill, Former Chairman of the Supervisory | ||||
Board | Management | For | Voted - For | |
11 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to |
80
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Jean-charles Decaux, Chairman of the Supervisory | ||||
Board | Management | For | Voted - For | |
12 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to | ||||
Christophe Baviere, Member of the Executive Board | Management | For | Voted - For | |
13 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to William | ||||
Kadouch-chassaing, Member of the Executive Board | Management | For | Voted - For | |
14 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to Olivier | ||||
Millet, Member of the Executive Board | Management | For | Voted - For | |
15 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to Virginie | ||||
Morgon, Chairwoman and Member of the Executive | ||||
Board, As Well As the Conditions of Termination of | ||||
Her Duties | Management | For | Voted - For | |
16 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to Marc | ||||
Frappier, Member of the Executive Board, As Well As | ||||
the Conditions of Termination of His Duties | Management | For | Voted - For | |
17 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to Nicolas | ||||
Huet, Member of the Executive Board, As Well As the | ||||
Conditions of Termination of His Duties | Management | For | Voted - For | |
18 | Approval of Compensation and Benefits Paid Or | |||
Awarded in Respect of Fiscal Year 2022 to Philippe | ||||
Audouin, Former Member of the Executive Board | Management | For | Voted - For | |
19 | Approval of the Lifting of the Presence Condition | |||
for Long-term Compensation for Virginie Morgon, | ||||
Marc Frappier and Nicolas Huet | Management | For | Voted - Against | |
20 | Renewal of the Term of Office of Mazars As | |||
Principal Statutory Auditor | Management | For | Voted - For | |
21 | Authorization of A Share Buyback Program by the | |||
Company for Its Own Shares | Management | For | Voted - For | |
22 | Authorization to Decrease the Share Capital by | |||
Canceling Shares Purchased Under Share Buyback | ||||
Programs | Management | For | Voted - For | |
23 | Amendment of Article 17 of the Bylaws "members of | |||
the Executive Board " | Management | For | Voted - For | |
24 | Amendment of Article 18 of the Bylaws "chair of the | |||
Executive Board-general Management" | Management | For | Voted - For | |
25 | Powers to Carry Out Formalities | Management | For | Voted - For |
Please Note That Important Additional Meeting | ||||
Information is Available By-clicking on the | ||||
Material Url Link:-https://www.journal- | ||||
Officiel.gouv.fr/telechargements/balo/pdf/2023/0320/ | ||||
202 303-202300587.pdf | Non-Voting | Non-Voting | ||
Please Note That If You Hold Crest Depository | ||||
Interests (cdis) And-participate at This Meeting, | ||||
You (or Your Crest Sponsored Member/custodian)-will | ||||
be Required to Instruct A Transfer of the Relevant | ||||
Cdis to the Escrow-account Specified in the | ||||
Associated Corporate Event in the Crest System. | ||||
This-transfer Will Need to be Completed by the |
81
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Specified Crest System Deadline.-once This Transfer | ||||
Has Settled, the Cdis Will be Blocked in The | Non-Voting | Non-Voting | ||
Crest System.-the Cdis Will Typically be Released | ||||
from Escrow As Soon As Practicable On-record Date | ||||
+1 Day (or on Meeting Date +1 Day If No Record Date | ||||
Applies)-unless Otherwise Specified, and Only After | ||||
the Agent Has Confirmed- Availability of the | ||||
Position. in Order for A Vote to be Accepted, the | ||||
Voted-position Must be Blocked in the Required | ||||
Escrow Account in the Crest System.-by Voting on | ||||
This Meeting, Your Crest Sponsored Member/custodian | ||||
May Use Your-vote Instruction As the Authorization | ||||
to Take the Necessary Action Which Will-include | ||||
Transferring Your Instructed Position to Escrow. | ||||
Please Contact Your-crest Sponsored | ||||
Member/custodian Directly for Further Information | ||||
on The-custody Process and Whether Or Not They | ||||
Require Separate Instructions From-you | Non-Voting | |||
Please Note Share Blocking Will Apply for Any Voted | ||||
Positions Settling-through Euroclear Bank. | Non-Voting | Non-Voting | ||
EUROAPI | ||||
Security ID: F33077102 | ||||
Meeting Date: 11-May-23 | Meeting Type: Mix | |||
For Shareholders Not Holding Shares Directly with A | ||||
French Custodian, Voting- Instructions Will be | ||||
Forwarded to Your Global Custodian on Vote | ||||
Deadline-date. the Global Custodian As the | ||||
Registered Intermediary Will Sign the Proxy-card | ||||
and Forward to the Local Custodian for Lodgment. | Non-Voting | Non-Voting | ||
For French Meetings 'abstain' is A Valid Voting | ||||
Option. for Any Additional- Resolutions Raised at | ||||
the Meeting the Voting Instruction Will Default | ||||
To-'against.' If Your Custodian is Completing the | ||||
Proxy Card, the Voting-instruction Will Default to | ||||
the Preference of Your Custodian. | Non-Voting | Non-Voting | ||
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian- Bank. If No Shareholder | ||||
Details are Provided, Your Instructions May Be- | ||||
Rejected. | Non-Voting | Non-Voting | ||
For Shareholders Holding Shares Directly Registered | ||||
in Their Own Name on The- Company Share Register, | ||||
You Should Receive A Proxy Card/voting Form | ||||
Directly- from the Issuer. Please Submit Your Vote | ||||
Directly Back to the Issuer Via The-proxy | ||||
Card/voting Form, Do Not Submit Your Vote Via | ||||
Broadridge-systems/platforms Or Your Instructions | ||||
May be Rejected. | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on |
82
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
Please Note That Important Additional Meeting | ||||
Information is Available By-clicking on the | ||||
Material Url Link:-https://www.journal- | ||||
Officiel.gouv.fr/telechargements/balo/pdf/2023/0426/ | ||||
202 304-262301063.pdf | Non-Voting | Non-Voting | ||
Please Note That If You Hold Crest Depository | ||||
Interests (cdis) And-participate at This Meeting, | ||||
You (or Your Crest Sponsored Member/custodian)-will | ||||
be Required to Instruct A Transfer of the Relevant | ||||
Cdis to the Escrow-account Specified in the | ||||
Associated Corporate Event in the Crest System. | ||||
This-transfer Will Need to be Completed by the | ||||
Specified Crest System Deadline.-once This Transfer | ||||
Has Settled, the Cdis Will be Blocked in the Crest | ||||
System.-the Cdis Will Typically be Released from | ||||
Escrow As Soon As Practicable On-record Date +1 Day | ||||
(or on Meeting Date +1 Day If No Record Date | ||||
Applies)-unless Otherwise Specified, and Only After | ||||
the Agent Has Confirmed- Availability of the | ||||
Position. in Order for A Vote to be Accepted, the | ||||
Voted-position Must be Blocked in the Required | ||||
Escrow Account in the Crest System.-by Voting on | ||||
This Meeting, Your Crest Sponsored Member/custodian | ||||
May Use Your-vote Instruction As the Authorization | ||||
to Take the Necessary Action Which Will-include | ||||
Transferring Your Instructed Position to Escrow. | ||||
Please Contact Your-crest Sponsored | ||||
Member/custodian Directly for Further Information | ||||
on The-custody Process and Whether Or Not They | ||||
Require Separate Instructions From-you | Non-Voting | Non-Voting | ||
Please Note Share Blocking Will Apply for Any Voted | ||||
Positions Settling-through Euroclear Bank. | Non-Voting | Non-Voting | ||
Please Note That This is an Amendment to Meeting Id | ||||
886293 Due to Receipt Of-updated Agend. All Votes | ||||
Received on the Previous Meeting Will be | ||||
Disregarded-if Vote Deadline Extensions are | ||||
Granted. Therefore Please Reinstruct on This- | ||||
Meeting Notice on the New Job. If However Vote | ||||
Deadline Extensions are Not-granted in the Market, | ||||
This Meeting Will be Closed and Your Vote | ||||
Intentions-on the Original Meeting Will be | ||||
Applicable. Please Ensure Voting is Submitted-prior | ||||
to Cutoff on the Original Meeting, and As Soon As | ||||
Possible on This New-amended Meeting. Thank You. | Non-Voting | Non-Voting | ||
1 | Approval of the Unconsolidated Financial Statements | |||
for the Financial Year Ended December 31, 2022 | Management | For | Voted - For | |
2 | Approval of the Consolidated Financial Statements | |||
for the Financial Year Ended December 31, 2022 | Management | For | Voted - For | |
3 | Allocation of the Loss for the Financial Year Ended | |||
December 31, 2022 | Management | For | Voted - For |
83
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
4 | Ratification of the Appointment by Co- Optation of | |||
Mattias Perjos As Member of the Board of Directors | ||||
of the Company | Management | For | Voted - For | |
5 | Determination of the Total Compensation Allocated | |||
to the Board of Directors of the Company | Management | For | Voted - For | |
6 | Approval of the Information Mentioned in Article L. | |||
22-10-9 I. of the French Commercial Code | Management | For | Voted - For | |
7 | Approval of the Fixed, Variable and Exceptional | |||
Items Comprising the Total Compensation and | ||||
Benefits of Any Kind Paid During the Financial Year | ||||
Ended December 31, 2022 Or Awarded in Respect of | ||||
the Same Financial Year to the Chair of the Board | ||||
of Directors of the Company, | Management | For | Voted - For | |
8 | Approval of the Fixed, Variable and Exceptional | |||
Items Comprising the Total Compensation and | ||||
Benefits of Any Kind Paid During the Financial Year | ||||
Ended December 31, 2022 Or Awarded for the Same | ||||
Financial Year to the Chief Executive Officer of | ||||
the Company, | Management | For | Voted - For | |
9 | Approval of the Compensation Policy for Members of | |||
the Board of Directors | Management | For | Voted - For | |
10 | Approval of the Compensation Policy for the Chair | |||
of the Board of Directors | Management | For | Voted - For | |
11 | Approval of the Compensation Policy for the Chief | |||
Executive Officer | Management | For | Voted - For | |
12 | Authorization to be Granted to the Board of | |||
Directors to Purchase the Companys Own Shares | Management | For | Voted - For | |
13 | Authorization to be Granted to the Board of | |||
Directors to Reduce the Share Capital by | ||||
Cancellation of Shares, Under the Authorization to | ||||
Buy Back Its Own Shares | Management | For | Voted - For | |
14 | Delegation of Authority to the Board of Directors | |||
to Increase the Share Capital by the Issuance of | ||||
Ordinary Shares And/or Other Securities, with | ||||
Preferential Subscription Rights for Shareholders | Management | For | Voted - For | |
15 | Delegation of Authority to be Granted to the Board | |||
of Directors to Increase the Share Capital by the | ||||
Issuance of Ordinary Shares And/or Any Other | ||||
Securities, Without Preferential Subscription | ||||
Rights and with A Public Offering (other Than the | ||||
Offerings Referred to in Article L. 411-2 of the | ||||
French Monetary and Financial Code) | Management | For | Voted - Against | |
16 | Delegation of Authority to the Board of Directors | |||
to Increase the Share Capital by the Issuance of | ||||
Ordinary Shares And/or Any Other Securities, | ||||
Without Preferential Subscription Rights, in the | ||||
Context of A Public Offering to Qualified Investors | ||||
Or A Limited Circle of Investors, | Management | For | Voted - Against | |
17 | Delegation of Authority to the Board of Directors | |||
to Increase the Number of Shares to be Issued in | ||||
the Event of A Capital Increase with Or Without | ||||
Preferential Subscription Rights Decided Under the | ||||
Fourteenth Resolution, the Fifteenth Resolution and | ||||
the Sixteenth Resolution Above | Management | For | Voted - Against |
84
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
18 | Authorization to be Granted to the Board of | |||
Directors, in the Event of an Issuance of Shares Or | ||||
Any Other Securities Without Preferential | ||||
Subscription Rights for Shareholders, to Set the | ||||
Issuance Price Within the Limit of 10% of the Share | ||||
Capital | Management | For | Voted - Against | |
19 | Delegation of Authority to the Board of Directors | |||
to Decide to Issue Ordinary Shares Or Securities | ||||
Giving Access to the Companys Share Capital, | ||||
Without the Preferential Subscription Rights for | ||||
Shareholders for the Benefit of Categories of | ||||
Beneficiaries | Management | For | Voted - Against | |
20 | Delegation of Authority to the Board of Directors | |||
to Issue Ordinary Shares and Securities Giving | ||||
Access to the Share Capital of the Company, in the | ||||
Event of A Public Offering with an Exchange | ||||
Component Initiated by the Company | Management | For | Voted - Against | |
21 | Delegation of Authority to the Board of Directors | |||
to Decide to Issue Ordinary Shares of the Company | ||||
Or Securities Giving Access of the Companys Share | ||||
Capital, to Remunerate Contributions in Kind of | ||||
Equity Securities Or Securities Giving Access to | ||||
the Share Capital of Third-party Companies | Management | For | Voted - Against | |
22 | Overall Limits on the Amount of Issuances Carried | |||
Out Pursuant to the Delegations of Authority Set | ||||
Out in the Above Resolutions and in the | ||||
Twenty-seventh Resolution Below | Management | For | Voted - For | |
23 | Delegation of Authority to the Board of Directors | |||
to Increase the Capital by Incorporating of | ||||
Premiums, Reserves, Profits Or Other Items | Management | For | Voted - For | |
24 | Authorization to be Granted to the Board of | |||
Directors to Grant Options to Subscribe for Or | ||||
Purchase the Companys Shares, in Accordance with | ||||
the Provisions of Articles L. 225-177 Et Seq. of | ||||
the French Commercial Code, Which Entails the | ||||
Waiver by Shareholders of Their Preferential | ||||
Subscription Rights | Management | For | Voted - For | |
25 | Authorization to be Granted to the Board of | |||
Directors to Grant Free Shares, Existing Or to be | ||||
Issued, in Accordance with the Provisions of | ||||
Articles L. 225-197-1 Et Seq. of the French | ||||
Commercial Code, Which Entails Waiver by the | ||||
Shareholder of Their Preferential Subscription | ||||
Rights | Management | For | Voted - For | |
26 | Overall Limits on the Amount of Issuances That May | |||
be Carried Out Under the Authorizations to be | ||||
Granted to the Board of Directors for the Purpose | ||||
of Granting Stock Options Or Free Shares | Management | For | Voted - For | |
27 | Delegation of Authority to the Board of Directors | |||
to Increase the Share Capital by the Issuance of | ||||
Shares And/or Securities Giving Access to the Share | ||||
Capital of the Company, for the Benefit of | ||||
Employees Participating in the Companys Savings Plan | Management | For | Voted - For | |
28 | Powers Granted for Purposes of Legal Formalities | Management | For | Voted - For |
85
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
29 | Approval of Commitments Concerning the Payment of A | ||||
Non-competition Indemnity and A Termination | |||||
Indemnity Between the Company and Mr. Karl Rotthier | |||||
Dated May 4, 2022 (agreements Referred to in | |||||
Article L. 225-38 of the French Commercial Code) | Management | For | Voted - For | ||
EURONEXT NV | |||||
Security ID: N3113K397 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
1 | Opening | Non-Voting | Non-Voting | ||
2 | Presentation by the Chief Executive Officer | Non-Voting | Non-Voting | ||
3.A | Explanation of the Policy on Additions to Reserves | ||||
and Dividends | Non-Voting | Non-Voting | |||
3.B | Proposal to Adopt the 2022 Remuneration Report | Management | For | Voted - For | |
3.C | Proposal to Adopt the 2022 Financial Statements | Management | For | Voted - For | |
3.D | Proposal to Adopt A Dividend of 2.22 Per Ordinary | ||||
Share | Management | For | Voted - For | ||
3.E | Proposal to Discharge the Members of the Managing | ||||
Board in Respect of Their Duties Performed During | |||||
the Year 2022 | Management | For | Voted - For | ||
3.F | Proposal to Discharge the Members of the | ||||
Supervisory Board in Respect of Their Duties | |||||
Performed During the Year 2022 | Management | For | Voted - For | ||
4.A | Re-appointment of Nathalie Rachou As A Member of | ||||
the Supervisory Board | Management | For | Voted - For | ||
4.B | Re-appointment of Morten Thorsrud As A Member of | ||||
the Supervisory Board | Management | For | Voted - For | ||
5.A | Re-appointment of Stephane Boujnah As A Member of | ||||
the Managing Board | Management | For | Voted - For | ||
5.B | Re-appointment of Daryl Byrne As A Member of the | ||||
Managing Board | Management | For | Voted - For | ||
5.C | Re-appointment of Chris Topple As A Member of the | ||||
Managing Board | Management | For | Voted - For |
86
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5.D | Re-appointment of Isabel Ucha As A Member of the | ||||
Managing Board | Management | For | Voted - For | ||
5.E | Appointment of Manuel Bento As A Member of the | ||||
Managing Board | Management | For | Voted - For | ||
5.F | Appointment of Benoit Van Den Hove As A Member of | ||||
the Managing Board | Management | For | Voted - For | ||
6 | Proposal to Appoint the External Auditor | Management | For | Voted - For | |
7.A | Proposal to Designate the Managing Board As the | ||||
Competent Body to Issue Ordinary Shares | Management | For | Voted - For | ||
7.B | Proposal to Designate the Managing Board As the | ||||
Competent Body to Restrict Or Exclude the | |||||
Pre-emptive Rights of Shareholders | Management | For | Voted - For | ||
8 | Proposal to Authorise the Managing Board to Acquire | ||||
Ordinary Shares in the Share Capital of the Company | |||||
on Behalf of the Company | Management | For | Voted - For | ||
9 | Any Other Business | Non-Voting | Non-Voting | ||
10 | Close | Non-Voting | Non-Voting | ||
18 Apr 2023: Please Note That This is A Revision | |||||
Due to Change in Record Date-from 18 Apr 2023 to 19 | |||||
Apr 2023. 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 | |||
GRANGES AB | |||||
Security ID: W38254111 | |||||
Meeting Date: 14-Jun-23 | Meeting Type: Annual General Meeting | ||||
An Abstain Vote Can Have the Same Effect As an | |||||
Against Vote If the Meeting-requires Approval from | |||||
the Majority of Participants to Pass A Resolution | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. Accounts with | |||||
Multiple Beneficial Owners Will Require-disclosure | |||||
of Each Beneficial Owner Name, Address and Share | |||||
Position | Non-Voting | Non-Voting | |||
A Beneficial Owner Signed Power of Attorney (poa) | |||||
is Required to Lodge Your- Voting Instructions. If | |||||
No Poa is Submitted, Your Voting Instructions May | |||||
Be-rejected | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected | Non-Voting | Non-Voting | |||
1 | Open Meeting; Elect Chairman of Meeting | Management | For | Voted - For | |
2 | Prepare and Approve List of Shareholders | Non-Voting | Non-Voting | ||
3 | Approve Agenda of Meeting | Management | For | Voted - For | |
4 | Designate Inspector(s) of Minutes of Meeting | Non-Voting | Non-Voting | ||
5 | Acknowledge Proper Convening of Meeting | Management | For | Voted - For | |
6 | Receive President's Report | Non-Voting | Non-Voting | ||
7 | Receive Financial Statements and Statutory Reports | Non-Voting | Non-Voting | ||
8.A | Accept Financial Statements and Statutory Reports | Management | For | Voted - For |
87
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
8.B | Approve Allocation of Income and Dividends of Sek | |||
2.50 Per Share | Management | For | Voted - For | |
8.C1 Approve Discharge of Fredrik Arp | Management | For | Voted - For | |
8.C2 Approve Discharge of Steven Armstrong | Management | For | Voted - For | |
8.C3 Approve Discharge of Mats Backman | Management | For | Voted - For | |
8.C4 Approve Discharge of Martina Buchhauser | Management | For | Voted - For | |
8.C5 Approve Discharge of Peter Carlsson�� | Management | For | Voted - For | |
8.C6 Approve Discharge of Katarina Lindstrom | Management | For | Voted - For | |
8.C7 Approve Discharge of Hans Porat | Management | For | Voted - For | |
8.C8 Approve Discharge of Isabelle Jonsson | Management | For | Voted - For | |
8.C9 Approve Discharge of Emelie Gunnstedt | Management | For | Voted - For | |
8.C10 Approve Discharge of Jorgen Rosengren As Ceo | Management | For | Voted - For | |
8.C11 Approve Discharge of Carina Andersson | Management | For | Voted - For | |
8.C12 Approve Discharge of Oystein Larsen | Management | For | Voted - For | |
8.C13 Approve Discharge of Konny Svensson | Management | For | Voted - For | |
9 | Determine Number of Members (8) and Deputy Members | |||
(0) of Board | Management | For | Voted - For | |
10.A Approve Remuneration of Directors in the Amount of | ||||
Sek 850,000 for Chairman and Sek 360,000 for Other | ||||
Directors; Approve Remuneration for Committee Work | Management | For | Voted - For | |
10.B Approve Remuneration of Auditors | Management | For | Voted - For | |
11.A Reelect Fredrik Arp (chair) As Director | Management | For | Voted - For | |
11.B Reelect Mats Backman As Director | Management | For | Voted - For | |
11.C Reelect Martina Buchhauser As Director | Management | For | Voted - For | |
11.D Reelect Peter Carlsson As Director | Management | For | Voted - For | |
11.E Reelect Katarina Lindstrom As Director | Management | For | Voted - For | |
11.F Reelect Hans Porat As Director | Management | For | Voted - For | |
11.G Reelect Steven Armstrong As Director | Management | For | Voted - For | |
11.H Elect Gunilla Saltin As New Director | Management | For | Voted - For | |
11.I | Reelect Fredrik Arp As Board Chair | Management | For | Voted - For |
12 | Ratify Ernst Young As Auditors | Management | For | Voted - For |
13 | Approve Remuneration Report | Management | For | Voted - For |
14 | Approve Remuneration Policy and Other Terms of | |||
Employment for Executive Management | Management | For | Voted - For | |
15.A Approve Lti 2023 for Key Employees | Management | For | Voted - For | |
15.B Approve Long-term Incentive Program 2023 for | ||||
Management Team and Key Employees | Management | For | Voted - For | |
16 | Approve Issuance of Up to 10 Percent of Issued | |||
Shares Without Preemptive Rights | Management | For | Voted - For | |
17 | Close Meeting | Non-Voting | Non-Voting | |
04 May 2023: Please Note That If You Hold Crest | ||||
Depository Interests (cdis)-and Participate at This | ||||
Meeting, You (or Your Crest | ||||
Sponsored-member/custodian) Will be Required to | ||||
Instruct A Transfer of the Relevant-cdis to the | ||||
Escrow Account Specified in the Associated | ||||
Corporate Event in The-crest System. This Transfer | ||||
Will Need to be Completed by the Specified | ||||
Crest-system Deadline. Once This Transfer Has | ||||
Settled, the Cdis Will be Blocked In-the Crest | ||||
System. the Cdis Will Typically be Released from | ||||
Escrow As Soon As- Practicable on Record Date +1 |
88
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Day (or on Meeting Date +1 Day If No Record-date | |||||
Applies) Unless Otherwise Specified, and Only After | |||||
the Agent Has-confirmed Availability of the | |||||
Position. in Order for A Vote to be Accepted,-the | |||||
Voted Position Must be Blocked in the Required | |||||
Escrow Account in The-crest System. by Voting on | |||||
This Meeting, Your Crest Sponsored- | |||||
Member/custodian May Use Your Vote Instruction As | |||||
the Authorization to Take- the Necessary Action | |||||
Which Will Include Transferring Your Instructed | |||||
Position-to Escrow. Please Contact Your Crest | |||||
Sponsored Member/custodian Directly For- Further | |||||
Information on the Custody Process and Whether Or | |||||
Not They Require- Separate Instructions from You | Non-Voting | Non-Voting | |||
04 May 2023: Please Note Share Blocking Will Apply | |||||
for Any Voted Positions-settling Through Euroclear | |||||
Bank. | Non-Voting | Non-Voting | |||
04 May 2023: Intermediary Clients Only - Please | |||||
Note That If You Are-classified As an Intermediary | |||||
Client Under the Shareholder Rights Directive-ii, | |||||
You Should be Providing the Underlying Shareholder | |||||
Information at The-vote Instruction Level. If You | |||||
are Unsure on How to Provide This Level Of- Data to | |||||
Broadridge Outside of Proxyedge, Please Speak to | |||||
Your Dedicated-client Service Representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
04 May 2023: Please Note That This is A Revision | |||||
Due to Addition of Comments.-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 | |||
GREGGS PLC | |||||
Security ID: G41076111 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual General Meeting | ||||
1 | Receive Annual Report and Accounts | Management | For | Voted - For | |
2 | Appoint Auditor | Management | For | Voted - For | |
3 | Authorise Auditor Remuneration | Management | For | Voted - For | |
4 | Declare Dividend | Management | For | Voted - For | |
5 | Elect Matt Davies | Management | For | Voted - For | |
6 | Re-elect Roisin Currie | Management | For | Voted - For | |
7 | Re-elect Richard Hutton | Management | For | Voted - For | |
8 | Re-elect Kate Ferry | Management | For | Voted - For | |
9 | Re-elect Mohamed Elsarky | Management | For | Voted - For | |
10 | Elect Lynne Weedall | Management | For | Voted - For | |
11 | Elect Nigel Mills | Management | For | Voted - For | |
12 | Approve Remuneration Report | Management | For | Voted - For | |
13 | Approve Remuneration Policy | Management | For | Voted - For | |
14 | Approve Performance Share Plan | Management | For | Voted - For | |
15 | Power to Allot Shares | Management | For | Voted - For | |
16 | Power to Allot Equity Securities for Cash | Management | For | Voted - For |
89
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
17 | Power to Allot 5 Per Cent Shares for Financing | Management | For | Voted - For | |
18 | Power to Make Market Purchases | Management | For | Voted - For | |
19 | General Meetings to be Held on Not Less Than 14 | ||||
Days' Notice | Management | For | Voted - For | ||
HENSOLDT AG | |||||
Security ID: D3R14P109 | |||||
Meeting Date: 12-May-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian.-if No Shareholder | |||||
Details are Provided, Your Instruction May be | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Receive Financial Statements and Statutory Reports | ||||
for Fiscal Year 2022 | Non-Voting | Non-Voting | |||
2 | Approve Allocation of Income and Dividends of Eur | ||||
0.30 Per Share | Management | For | Voted - For | ||
3 | Approve Discharge of Management Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For | ||
4 | Approve Discharge of Supervisory Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For | ||
5 | Ratify KPMG Ag As Auditors for Fiscal Year 2023 and | ||||
for the Review of Interim Financial Statements for | |||||
Fiscal Year 2023 | Management | For | Voted - For | ||
6 | Approve Remuneration Report | Management | For | Voted - For | |
7 | Approve Remuneration Policy | Management | For | Voted - For | |
8 | Elect Marco Fuchs to the Supervisory Board | Management | For | Voted - For | |
9 | Approve Virtual-only Shareholder Meetings Until 2025 | Management | For | Voted - For | |
10 | Amend Articles Re: Participation of Supervisory | ||||
Board Members in the Annual General Meeting by | |||||
Means of Audio and Video Transmission | Management | For | Voted - For | ||
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. | Non-Voting | Non-Voting | |||
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. | Non-Voting | Non-Voting |
90
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
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 on the Ballot on | |||||
Proxyedge. | Non-Voting | Non-Voting | |||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
KAKAKU.COM,INC. | |||||
Security ID: J29258100 | |||||
Meeting Date: 20-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2.1 | Appoint A Director Hayashi, Kaoru | Management | For | Voted - For | |
2.2 | Appoint A Director Hata, Shonosuke | Management | For | Voted - For | |
2.3 | Appoint A Director Murakami, Atsuhiro | Management | For | Voted - For | |
2.4 | Appoint A Director Yuki, Shingo | Management | For | Voted - For | |
2.5 | Appoint A Director Miyazaki, Kanako | Management | For | Voted - For | |
2.6 | Appoint A Director Kato, Tomoharu | Management | For | Voted - For | |
2.7 | Appoint A Director Miyajima, Kazuyoshi | Management | For | Voted - For | |
2.8 | Appoint A Director Kinoshita, Masayuki | Management | For | Voted - For | |
2.9 | Appoint A Director Kadowaki, Makoto | Management | For | Voted - For | |
3 | Appoint A Corporate Auditor Hirai, Hirofumi | Management | For | Voted - For | |
4 | Appoint A Substitute Corporate Auditor Urashima, | ||||
Masatoshi | Management | For | Voted - For | ||
L'OCCITANE INTERNATIONAL SA | |||||
Security ID: L6071D109 | |||||
Meeting Date: 28-Sep-22 | Meeting Type: Annual General Meeting | ||||
Please Note That the Company Notice and Proxy Form | |||||
are Available by Clicking-on the Url Links:- | |||||
Https://www1.hkexnews.hk/listedco/listconews/sehk/20 | |||||
22/ 0831/2022083100569.pdf-and- | |||||
Https://www1.hkexnews.hk/listedco/listconews/sehk/20 | |||||
22/ 0831/2022083100583.pdf | Non-Voting | Non-Voting | |||
1 | To Receive and Adopt the Statutory Accounts and | ||||
Audited Consolidated Financial Statements of the | |||||
Company for the Year Ended 31 March 2022 and to |
91
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Acknowledge the Content of the Reports of the Board | ||||
of Directors and the Auditor of the Company | Management | For | Voted - For | |
2 | To Declare A Final Dividend of A Total Amount of | |||
Eur 96.8 Million for the Year Ended 31 March 2022 | Management | For | Voted - For | |
3 | To Re-elect the Retiring Director of the Company | |||
(the ''director''), Mrs. Valerie Irene Amelie | ||||
Monique Bernis As an Independent Non-executive | ||||
Director for A Term of 3 Years | Management | For | Voted - For | |
4.A | To Give A General Mandate to the Directors to | |||
Allot, Issue and Deal with Or, Subject to the | ||||
Treasury Shares Waiver Being Obtained, Transfer Or | ||||
Sell Out of Treasury and Deal With, Additional | ||||
Shares Not Exceeding 20% of the Aggregate Nominal | ||||
Amount of the Issued Shares of the Company | ||||
(excluding the Nominal Capital of Those Shares That | ||||
are Held in Treasury) | Management | For | Voted - Against | |
4.B | To Give A General Mandate to the Directors to | |||
Repurchase Shares Not Exceeding 10% of the | ||||
Aggregate Nominal Amount of the Issued Shares of | ||||
the Company (excluding the Nominal Capital of Those | ||||
Shares That are Held in Treasury) Within A Price | ||||
Range Between Hkd 10 and Hkd 50 | Management | For | Voted - For | |
4.C | To Extend the Authority Given to the Directors | |||
Pursuant to Ordinary Resolution No. 4(a) to Issue | ||||
Shares by Adding to the Aggregate Nominal Amount of | ||||
the Issued Shares of the Company the Number of | ||||
Shares Repurchased Under Ordinary Resolution No. | ||||
4(b) | Management | For | Voted - Against | |
5 | To Renew the Mandate Granted to | |||
PricewaterhouseCoopers to Act As Approved Statutory | ||||
Auditor (reviseur D'entreprises Agree) of the | ||||
Company for the Financial Year Ending 31 March 2023 | Management | For | Voted - For | |
6 | To Re-appoint PricewaterhouseCoopers As the | |||
External Auditor of the Company to Hold the Office | ||||
from the Conclusion of the Annual General Meeting | ||||
Until the Next Annual General Meeting of the Company | Management | For | Voted - For | |
7 | To Approve the Remuneration to be Granted to | |||
Certain Directors and to Authorize the Board to | ||||
Implement Any Subsequent Actions Which May be | ||||
Required, Including, for the Avoidance of Doubt, | ||||
the Payment Modalities | Management | For | Voted - For | |
8 | To Grant Discharge to the Directors for the | |||
Exercise of Their Mandate During the Financial Year | ||||
Ended 31 March 2022 | Management | For | Voted - For | |
9 | To Grant Discharge to the Approved Statutory | |||
Auditor (reviseur D'entreprises Agree) of the | ||||
Company, PricewaterhouseCoopers for the Exercise of | ||||
Its Mandate During the Financial Year Ended 31 | ||||
March 2022 | Management | For | Voted - For | |
10 | To Approve the Remuneration to be Granted to | |||
PricewaterhouseCoopers As the Approved Statutory | ||||
Auditor (reviseur D'entreprises Agree) of the | ||||
Company | Management | For | Voted - For | |
11 | To Amend Article 1 (interpretation) of the Articles | |||
of Association of the Company, Which Shall |
92
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Henceforth Read As Follows: ''1.1 the Marginal | |||
Notes to These Articles of Association Shall Not | |||
Affect the Interpretation Hereof. in These Articles | |||
of Association, Unless the Subject Or the Content | |||
Otherwise Provides: ''articles'' Shall Mean the | |||
Present Articles of Association of the Company and | |||
All Supplementary, Amended Or Substituted Articles | |||
for the Time Being in Force; ''associate'', in | |||
Relation to Any Director, Has the Meaning Ascribed | |||
to It in the Listing Rules; ''board'' Shall Mean | |||
the Board of Directors; ''business Day'' Means Any | |||
Day on Which Commercial and Financial Markets are | |||
Opened for Trading in Luxembourg, | Management | For | Voted - Against |
France Or Hong Kong; ''calendar Day'' Means All | |||
Twenty-four (24) Hours Day in A Year, for Every | |||
Month, Including Weekends and Holidays; | |||
''chairman'' Shall Mean the Chairman Presiding from | |||
Time to Time at Any Meeting of the Members Or of | |||
the Board; ''companies Ordinance'' Shall Mean the | |||
Companies (winding Up and Miscellaneous Provisions) | |||
Ordinance (cap. 32 of the Laws of Hong Kong) and | |||
Companies Ordinance (cap. 622 of the Laws of Hong | |||
Kong), As Amended from Time to Time and to the | |||
Extent Applicable to the Company; ''company'' Shall | |||
Mean L'occitane International S.a., A Societe | |||
Anonyme Governed by the Laws of the Grand Duchy of | |||
Luxembourg Registered with the Luxembourg Trade and | |||
Companies Register Under Registration Number | |||
B80359; ''director'' Shall Mean Any Member of the | |||
Board of Directors of the Company from Time to | |||
Time; ''exchange'' Shall Mean the Stock Exchange of | |||
Hong Kong Limited; ''extraordinary General | |||
Meeting'' Shall Mean Any General Meeting of | |||
Shareholders Held in Front of A Notary in | |||
Luxembourg in Accordance with the Quorum and | |||
Majority Requirements As Set Out in These Articles, | |||
Resolving on an Amendment of the Articles of | |||
Association Or Any Other Item Requiring Resolutions | |||
of the General Meeting to be Adopted in Front of A | |||
Luxembourg Notary in Accordance with the Luxembourg | |||
Companies Law; ''hong Kong'' Shall Mean the Hong | |||
Kong Special Administrative Region of the People's | |||
Republic of China; ''hong Kong Takeovers Code'' | |||
Shall Mean the Code on Takeovers and Mergers Issued | |||
by the Securities and Futures Commission of Hong | |||
Kong As Amended from Time to Time; ''listing | |||
Rules'' Shall Mean the Rules Governing the Listing | |||
of Securities on the Stock Exchange of Hong Kong | |||
Limited As Amended from Time to Time; | |||
''luxembourg'' Shall Mean the Grand-duchy of | |||
Luxembourg; ''luxembourg Companies Law'' Shall Mean | |||
the Luxembourg Law of 10 August 1915 on Commercial | |||
Companies, As Amended from Time to Time; ''managing | |||
Director'' Shall Mean Any Director Entrusted by the | |||
Board with the Daily Management of the Company; | |||
''month'' Shall Mean A Calendar Month; ''register'' | |||
Shall Mean the Company's Principal Share Register |
93
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Maintained in Luxembourg, Branch Share Register | |||
Maintained in Hong Kong and Any Other Branch | |||
Registers Which May be Established Collectively, | |||
Unless Otherwise | Non-Voting | ||
Indicated; ''secretary'' Shall Mean the Person Or | |||
Persons, As the Case May Be, Appointed As Company | |||
Secretary Or Joint Company Secretaries of the | |||
Company from Time to Time; ''share'' Shall Mean A | |||
Share in the Capital of the Company; | |||
''shareholder(s)'' Or ''member(s)'' Shall Mean the | |||
Person(s) Who are Duly Registered As the Holders | |||
from Time to Time of Shares in the Register | |||
Including Persons Who are Jointly So Registered; | |||
''special Matter'' Shall Mean Any Matter Subject to | |||
Approval by Shareholders in General Meeting and in | |||
Respect of Which Pursuant to the Listing Rules | |||
Certain Shareholders are Required to Abstain from | |||
Voting Or are Restricted to Voting Only for Or Only | |||
Against; ''special Resolution'' Shall Mean (i) A | |||
Resolution Passed by No Less Than Three-quarters of | |||
the Votes Cast by Such Members As are Present Or | |||
Represented and Entitled to Vote in Person Or by | |||
Proxy at A General Meeting, of Which (i) No Less | |||
Than 21 Calendar Days' Notice Has Been Given in | |||
Case of an Annual General Meeting and (ii) No Less | |||
Than 15 Calendar Days' Notice Has Been Given in | |||
Case of Any Other General Meeting. the ''votes | |||
Cast'' Shall Not Include Votes Attaching to Shares | |||
in Respect of Which the Shareholder Has Not Taken | |||
Part in the Vote Or Has Abstained Or Has Returned A | |||
Blank Or Invalid Vote. 1.2 These Articles Shall be | |||
Read and Interpreted in Light of Any Regulatory | |||
Requirements That May Apply to the Company from | |||
Time to Time | Non-Voting | ||
12 To Amend Article 3 (corporate Purpose) of the | |||
Articles of Association of the Company, Which Shall | |||
Henceforth Read As Follows: ''3.1 the Corporate | |||
Purpose of the Company is the Holding of | |||
Participations, in Any Form Whatsoever, in | |||
Luxembourg and Foreign Companies and Any Other Form | |||
of Investment, the Acquisition by Purchase, | |||
Subscription Or in Any Other Manner As Well As the | |||
Transfer by Sale, Exchange Or Otherwise of | |||
Securities of Any Kind and the Administration, | |||
Control and Development of Its Portfolio. 3.2 It | |||
May in Particular Acquire by Way of Contribution, | |||
Subscription, Option, Purchase Or Otherwise All and | |||
Any Transferable Securities of Any Kind and Realise | |||
the Same by Way of Sale, Transfer, Exchange Or | |||
Otherwise. 3.3 the Company May Likewise Acquire, | |||
Hold and Assign, As Well As License and Sublicense | |||
All Kinds of Intellectual Property Rights, | |||
Including Without | Management | For | Voted - For |
Limitation, Trademarks, Patents, Copyrights and | |||
Licenses of All Kinds. the Company May Act As | |||
Licensor Or Licensee and It May Carry Out All | |||
Operations Which May be Useful Or Necessary to |
94
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Manage, Develop and Profit from Its Portfolio of | |||
Intellectual Property Rights. 3.4 the Company May | |||
Grant Loans To, As Well As Guarantees Or Security | |||
for the Benefit of Third Parties to Secure Its | |||
Obligations and Obligations of Other Companies in | |||
Which It Holds A Direct Or Indirect Participation | |||
Or Right of Any Kind Or Which Form Part of the Same | |||
Group of Companies As the Company, Or Otherwise | |||
Assist Such Companies. 3.5 the Company May Raise | |||
Funds Through Borrowing in Any Form Or by Issuing | |||
Any Kind of Notes, Securities Or Debt Instruments, | |||
Bonds and Debentures and Generally Issue Securities | |||
of Any Type. 3.6 the Company May Also Carry Out All | |||
and Any Commercial Distribution Operations of | |||
Products, Outside of Manufacturing, Both in | |||
Luxembourg and Abroad. the Company May Thus Carry | |||
Out All the Below Mentioned Activities As Well As | |||
All Services Related Thereto: (a) the Sale and | |||
Distribution, Whether Through Wholesale, Retail, Or | |||
Otherwise, of Beauty Products, Cosmetics, Perfumes, | |||
Soaps and All and Any Body Hygiene Products, | |||
Household Scents and Products, Regional-themed | |||
Products and Specialties, Dietetic Products, | |||
Jewellery and Food Products; (b) the Installation | |||
and Fitting of Store and Shop Furniture, Display | |||
Counters and Other Shop Fittings, the Logistical | |||
Assistance in View of the Creation, Setting Up and | |||
Fitting Of, Amongst Other Things, Shops, Beauty | |||
Parlours, Spas, Restaurants and Cafes; (c) the | |||
Performance of All and Any Services, the Supply of | |||
All and Any Products and Accessories Relating to | |||
the Household Sector; and (d) the Provision of | |||
Services Such As Beauty and Cosmetic Treatments, | |||
Spa Related Services and Treatments, Restauration | |||
and Food and Beverage Services. 3.7 the Company May | |||
Moreover Carry Out All and Any Commercial, | |||
Industrial and Financial Operations, Both Movable | |||
and Immovable, Which May Directly Or Indirectly | |||
Relate to Its Own Corporate | Non-Voting | ||
Purpose Or Likely to Promote Its Development Or | |||
Fulfilment. 3.8 One of the Purposes of the Company | |||
is to Create A Material Positive Social and | |||
Environmental Impact, Taken As A Whole, in the | |||
Course of Conducting Its Business Activities | Non-Voting | ||
13 To Amend Article 4.5 of the Articles of Association | |||
of the Company, Which Shall Henceforth Read As | |||
Follows: ''4.5 If at Any Time the Share Capital of | |||
the Company is Divided Into Different Classes of | |||
Shares, All Or Any of the Rights Attaching to Any | |||
Class of Shares for the Time Being Issued (unless | |||
Otherwise Provided for in the Terms of Issue of the | |||
Shares of That Class) May be Varied Or Abrogated | |||
with the Consent in Writing by Holders of Not Less | |||
Than Three-quarters in Nominal Value of the Issued | |||
Shares of That Class Present Or Represented and | |||
Being Entitled to Vote in Person Or by Proxy at an | |||
Extraordinary General Meeting, in Addition to the |
95
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Approval of Such Variation And/or Abrogation by | ||||
Special Resolution Passed by Shareholders at That | ||||
Extraordinary General Meeting. the Quorum for the | ||||
Purposes of Any Such Extraordinary General Meeting | ||||
Shall be A Person Or Persons Together Holding (or | ||||
Representing by Proxy Or Duly Authorized | ||||
Representative) at the Date of the Relevant Meeting | ||||
Not Less Than Half of the Nominal Value of the | ||||
Issued Shares of That Class and Half of the Nominal | ||||
Value of All Issued Shares | Management | For | Voted - For | |
14 | To Amend Article 6 (acquisition of Own Shares by | |||
the Company) of the Articles of Association of the | ||||
Company, Which Shall Henceforth Read As Follows: | ||||
''subject to the Luxembourg Companies Law, Or Any | ||||
Other Law Or So Far As Not Prohibited by Any Law | ||||
and Subject to Any Rights Conferred on the Holders | ||||
of Any Class of Shares, the Company Shall Have the | ||||
Power to Purchase Or Otherwise Acquire All Or Any | ||||
of Its Own Shares Provided That the Manner of | ||||
Purchase Has First Been Authorized by A Resolution | ||||
of the Shareholders, and to Purchase Or Otherwise | ||||
Acquire Warrants for the Subscription Or Purchase | ||||
of Its Own Shares, and Subject to the Provisions of | ||||
Article 430-23 of the Luxembourg Companies Law on | ||||
Cross Participations, Shares and Warrants for the | ||||
Subscription Or Purchase of Any Shares in Any | ||||
Company Which is Its Holding Company, and May Make | Management | For | Voted - For | |
Payment Therefore in Any Manner Authorised Or Not | ||||
Prohibited by Law, Including Out of Capital, Or to | ||||
Give, Directly Or Indirectly, by Means of A Loan, A | ||||
Guarantee, A Gift, an Indemnity, the Provision of | ||||
Security Or Otherwise Howsoever, Financial | ||||
Assistance for the Purpose of Or in Connection with | ||||
A Purchase Or Other Acquisition Made Or to be Made | ||||
by Any Person of Any Shares Or Warrants in Any | ||||
Company Which is A Subsidiary of the Company and | ||||
Should the Company Purchase Or Otherwise Acquire | ||||
Its Own Shares Or Warrants, Neither the General | ||||
Meeting of the Company Nor the Board Shall be | ||||
Required to Select the Shares Or Warrants to be | ||||
Purchased Or Otherwise Acquired Rateably Or in Any | ||||
Other Manner As Between the Holders of Shares Or | ||||
Warrants of the Same Class Or As Between Them and | ||||
the Holders of Shares Or Warrants of Any Other | ||||
Class Or in Accordance with the Rights As to | ||||
Dividends Or Capital Conferred by Any Class of | ||||
Shares, Provided Always That Any Such Purchase Or | ||||
Other Acquisition Or Financial Assistance Shall | ||||
Only be Made in Accordance with the Luxembourg | ||||
Companies Law As Well As Any Relevant Code, Rules | ||||
Or Regulations Issued by the Exchange Or the | ||||
Securities and Futures Commission of Hong Kong from | ||||
Time to Time in Force | Non-Voting | |||
15 | To Amend Article 7.1 of the Articles of Association | |||
of the Company, Which Shall Henceforth Read As | ||||
Follows: ''7.1 Shares of the Company May be | ||||
Redeemable Shares in Accordance with the Provisions |
96
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
of Article 430-22 of the Luxembourg Companies Law, | |||
As Amended. Redeemable Shares, If Any, Bear the | |||
Same Rights to Receive Dividends and Have the Same | |||
Voting Rights As Non- Redeemable Shares. Only Fully | |||
Paid-in Redeemable Shares Shall be Redeemable. the | |||
Redemption of the Redeemable Shares Can Only be | |||
Made by Using Sums Available for Distribution in | |||
Accordance with Article 462- 1 of the Luxembourg | |||
Companies Law and the Present Articles Or the | |||
Proceeds of A New Issue Made with the Purpose of | |||
Such Redemption Subject Always to the Provisions of | |||
These Articles. Redeemable Shares Which Have Been | |||
Redeemed by the Company Bear No Voting Rights, and | |||
Have No | Management | For | Voted - For |
Rights to Receive Dividends Or the Liquidation | |||
Proceeds. Redeemed Redeemable Shares May be | |||
Cancelled Upon Request of the Board, by A Special | |||
Resolution Passed at an Extraordinary General | |||
Meeting | Non-Voting | ||
16 To Amend Article 10 (administration - Supervision) | |||
of the Articles of Association of the Company, | |||
Which Shall Henceforth Read As Follows: '10.1 the | |||
Company Shall be Managed by A Board Composed of | |||
Three Members at Least Who Need Not be Shareholders | |||
of the Company. Except As Set Out in Article 10.2, | |||
the Directors Shall be Elected by the Shareholders | |||
at A General Meeting, Which Shall Determine Their | |||
Number and Term of Office. the Term of the Office | |||
of A Director Shall be Not More Than Three Years, | |||
Upon the Expiry of Which Each Shall be Eligible for | |||
Re- Election. 10.2 the Board Shall Have Power from | |||
Time to Time and at Any Time to Appoint Any Person | |||
As A Director to Fill A Causal Vacancy. Any | |||
Director So Appointed Shall Hold Office Only Until | |||
the Next Following General Meeting (including an | |||
Annual General Meeting) of the Company and Shall | |||
Then be Eligible for Re-election at That Meeting. | |||
10.3 No Person Shall, Unless Recommended by the | |||
Board, be Eligible for Election to the Office of | |||
Director at Any General Meeting Unless During the | |||
Period, Which Shall be at Least Seven Calendar | |||
Days, Commencing No Earlier Than the Day After the | |||
Dispatch of the Notice of the Meeting Appointed for | |||
Such Election and Ending No Later Than Seven | |||
Calendar Days Prior to the Date of Such Meeting, | |||
There Has Been Given to the Secretary Notice in | |||
Writing by A Member of the Company (not Being the | |||
Person to be Proposed), Entitled to Attend and Vote | |||
at the Meeting for Which Such Notice is Given, of | |||
His Intention to Propose Such Person for Election | |||
and Also Notice in Writing Signed by the Person to | |||
be Proposed of His Willingness to be Elected. 10.4 | |||
A Motion for the Appointment of Two Or More Persons | |||
As Directors by Way of A Single Resolution Shall | |||
Not be Made at A General Meeting Unless A | |||
Resolution That It Shall be So Made Has Been Passed | |||
Without Any Vote Being Cast Against It. Thus, |
97
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Several Directors Can be Appointed During One | |||
Shareholders' Meeting, Provided That Each Director | |||
is Appointed Upon an Individual Decision. 10.5 the | |||
Company in General Meeting May By | Management | For | Voted - For |
Ordinary Resolution As Set Out in Article 15.5 at | |||
Any Time Remove Any Director (including A Managing | |||
Director Or Other Executive Director) Before the | |||
Expiration of His Period of Office Notwithstanding | |||
Anything in These Articles Or in Any Agreement | |||
Between the Company and Such Director and May by | |||
Ordinary Resolution As Set Out in Article 15.5 | |||
Elect Another Person in His Stead. Any Person So | |||
Elected Shall Hold Office During Such Time Only As | |||
the Director in Whose Place He is Elected Would | |||
Have Held the Same If He Had Not Been Removed. | |||
Nothing in This Article Should be Taken As | |||
Depriving A Director Removed Under Any Provisions | |||
of This Article of Compensation Or Damages Payable | |||
to Him in Respect of the Termination of His | |||
Appointment As Director Or of Any Other Appointment | |||
Or Office As A Result of the Termination of His | |||
Appointment As Director Or As Derogatory from Any | |||
Power to Remove A Director Which May Exist Apart | |||
from the Provision of This Article, Subject Always | |||
to Applicable Luxembourg Laws. 10.6 in the Event | |||
That, at the Time of A Meeting of the Board, There | |||
are Equal Votes in Favour and Against A Resolution, | |||
the Chairman of the Meeting Shall Have A Casting | |||
Vote. 10.7 the Board Shall Have the Most Extensive | |||
Powers to Carry Out All Acts Necessary to Or Useful | |||
in the Fulfilment of the Corporate Purpose of the | |||
Company. All Matters Not Expressly Reserved to the | |||
General Meeting of Shareholders by Law Or by These | |||
Articles Shall be Within Its Competence. 10.8 | |||
Without Prejudice to the General Powers Conferred | |||
by These Articles and Luxembourg Companies Law, It | |||
is Hereby Expressly Declared That the Board Shall | |||
Have the Following Powers: (a) to Make and Conclude | |||
All and Any Agreements and Deeds Necessary in the | |||
Execution of Any Undertakings Or Operations of | |||
Interest to the Company; (b) to Decide on Any | |||
Financial Contributions, Transfers, Subscriptions, | |||
Partnerships, Associations, Participations and | |||
Interventions Relating to the Said Operations; (c) | |||
to Cash in All and Any Amounts Due Belonging to the | |||
Company and Give Valid Receipt for the Same; (d) | |||
Carry Out and Authorise All and Any Withdrawals, | |||
Transfers and Alienations of Funds, Annuities, | |||
Debts Receivable, Property Or Securities Belonging | |||
to the Company; (e) To | Non-Voting | ||
Lend Or Borrow in the Long Or Short Term, Including | |||
by Means of the Issue of Bonds, with Or Without | |||
Guarantees (such Bonds May be Convertible Bonds, If | |||
So Approved by the Company in General Meeting). | |||
10.9 the Shareholders Wish That, in the Performance | |||
of Its Duties, the Board Takes Into Account the | |||
Social, Environmental, Economic and Legal Effects |
98
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
of Its Actions. More Precisely, the Board Shall | |||
Take Into Consideration, in Addition to the | |||
Interests of the Shareholders, the Interests of the | |||
Company's Employees, Customers, Communities | |||
Affected by the Company, and the Local and Global | |||
Environment, As Well As the Short-term and | |||
Long-term Interests of the Company. the Expanded | |||
Purpose of the Company As Described in Article 3.8 | |||
and the Provision of This Article Express Only the | |||
Wishes of the Shareholders of the Company and Do | |||
Not Constitute A Commitment by the Company, Or A | |||
Quasi- Contract Between the Company and Any | |||
Stakeholder, and Do Not Create Any Obligation of | |||
Any Kind Whatsoever to Any Third Party. 10.10 the | |||
Directors May Only Act Within the Framework of Duly | |||
Convened Meetings of the Board Or by Way of | |||
Circular Resolutions Executed by All the Directors | |||
in Accordance with These Articles. 10.11 in | |||
Accordance with Article 441-10 of the Luxembourg | |||
Companies Law, the Daily Management of the Company | |||
As Well As the Representation of the Company in | |||
Relation Thereto May be Delegated to One Or More | |||
Directors, Officers, Managers Or Other Agents, | |||
Shareholder Or Not, Acting Alone, Jointly Or in the | |||
Form of Committee(s). Their Nomination, Revocation | |||
and Powers As Well As Special Compensations Shall | |||
be Determined by A Resolution of the Board. 10.12 | |||
the Board May Likewise Confer All and Any Special | |||
Powers to One Or More Board Committees Or Proxies | |||
of Its Own Choosing, Who Need Not be Directors of | |||
the Company. 10.13 the Board Shall Choose A | |||
Chairman Among Its Members and May Also Elect One | |||
Or More Vice Chairmen from Among Its Own Members. | |||
the Board Shall Meet Upon A Call to Do So from Its | |||
Chairman Or of Any Two Directors at Such Place As | |||
Shall be Indicated in the Convening Notice. It May | |||
Also Choose A Secretary, Who Need Not be A | |||
Director, and Who Shall be Responsible For, Among | |||
Other Things, Keeping the Minutes of the Meetings | Non-Voting | ||
Of the Board and of the Shareholders. 10.14 the | |||
Chairman of the Board Shall Preside Over Meetings | |||
of the Board But, in His Absence, the Board May | |||
Designate by A Majority Vote Another Director to | |||
Take the Chair of Such Meeting | Non-Voting | ||
17 To Amend Articles 12.8 and 12.9 of the Articles of | |||
Association of the Company, Which Shall Henceforth | |||
Read As Follows: ''12.8 Save As Otherwise Provided | |||
by the Luxembourg Companies Law, Any Director Who | |||
Has, Directly Or Indirectly, A Financial Interest | |||
Conflicting with the Interest of the Company in | |||
Connection with A Transaction Falling Within the | |||
Competence of the Board, Must Inform the Board of | |||
Such Conflict of Interest and Must Have His | |||
Declaration Recorded in the Minutes of the Board | |||
Meeting. the Relevant Director May Not Take Part in | |||
the Discussions Relating to Such Transaction Nor | |||
Vote on Such Transaction.'' ''12.9 Any Conflict of |
99
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Interest Pursuant to Article 12.8 Must be Reported | ||||
to the Next General Meeting of Shareholders Prior | ||||
to Such Meeting Taking Any Resolution on Any Other | ||||
Item | Management | For | Voted - For | |
18 | To Amend Article 13.3 of the Articles of | |||
Association of the Company, Which Shall Henceforth | ||||
Read As Follows: '13.3 the Statutory Auditor in | ||||
Office May be Removed at Any Time, with Or Without | ||||
Cause, Whereas the Independent Auditor in Office | ||||
May Only be Removed (i) with Cause Or (ii) with His | ||||
Approval and the Approval of the General Meeting of | ||||
Shareholders. the Removal Or Appointment of A | ||||
Statutory Auditor Or Independent Auditor Shall be | ||||
Approved by the Shareholders in General Meeting, | ||||
Provided That the Company Gives Its Members (i) No | ||||
Less Than 21 Calendar Days' Notice in Case of an | ||||
Annual General Meeting Or (ii) No Less Than 15 | ||||
Calendar Days' Notice in Case of Any Other General | ||||
Meeting | Management | For | Voted - For | |
19 | To Amend Articles 15.1, 15.5, 15.11, 15.12, 15.14, | |||
15.15, 15.18 and 15.32 of the Articles of | ||||
Association of the Company, Which Shall Henceforth | ||||
Read As Follows: ''15.1 the Company Shall in Each | ||||
Financial Year Hold A General Meeting As Its Annual | ||||
General Meeting in Addition to Any Other Meeting in | ||||
That Year and Shall Specify the Meeting As Such in | ||||
the Notices Calling It. the Annual General Meeting | ||||
Shall be Held in Luxembourg at the Registered | ||||
Office of the Company, And/or at Any Other Location | Management | For | Voted - Against | |
As May be Indicated in the Convening Notices, on | ||||
the Last Wednesday in the Month of September at 10 | ||||
A.m. (cest) Or, in Case Such Day is Not A Business | ||||
Day, the Annual General Meeting of Shareholders | ||||
Shall be Held on the Immediately Following Business | ||||
Day. Shareholders May Take Part at the Annual | ||||
General Meeting Through Video-conference Or Any | ||||
Other Telecommunications Facility Provided That All | ||||
Participants are Thereby Able to Communicate | ||||
Contemporaneously by Video And/or Voice with All | ||||
Other Participants. the Means of Communication Used | ||||
Must Allow All the Persons Taking Part in the | ||||
Meeting to Hear One Another on A Continuous Basis | ||||
and Must Allow an Effective Participation of All | ||||
Such Persons in the Meeting. Participation in A | ||||
Meeting Pursuant to This Article Shall Constitute | ||||
Presence in Person at Such Meeting and Such Persons | ||||
Shall be Entitled to Vote at Such Meetings and are | ||||
Deemed to be Present for the Computation of the | ||||
Quorum and Votes.'' ''15.5 Each Share is Entitled | ||||
to One Vote. Except As Otherwise Required by Law | ||||
(including the Listing Rules) Or These Articles, | ||||
and Subject to Article 15.6, Resolutions at A | ||||
General Meeting of Shareholders Duly Convened Will | ||||
be Adopted at A Simple Majority of the Votes Cast. | ||||
the Votes Cast Shall Not Include Votes Attaching to | ||||
Shares in Respect of Which the Shareholder Has Not | ||||
Taken Part in the Vote Or Has Abstained Or is |
100
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Otherwise Required to Abstain by Law (including the | |||
Listing Rules) Or the Articles Or Has Returned A | |||
Blank Or Invalid Vote. at Any General Meeting, Any | |||
Resolution Put to the Vote of the Meeting Shall be | |||
Decided by Poll.'' ''15.11 the Board May, Whenever | |||
They Think Fit, Convene A General Meeting at Such | |||
Time and Place As the Board May Determine and As | |||
Shall be Specified in the Notice of Such Meeting in | |||
Accordance with These Articles. Save for Any | |||
General Meeting Convened by the Board Pursuant to | |||
These Articles, No Other General Meeting Shall be | |||
Convened Except on the Written Requisition of Any | |||
One Or More Members of the Company Deposited at the | |||
Registered Office of the Company in Luxembourg Or | |||
the Office of the Company in Hong Kong, Specifying | |||
the Objects of the Meeting (including the | |||
Resolution(s) to be Added to the Agenda, If Any) | |||
and Signed by the Requisitionists, Provided That | |||
Such | Non-Voting | ||
Requisitionists Held As at the Date of Deposit of | |||
the Requisition Not Less Than 10% of the Share | |||
Capital of the Company Or the Voting Rights, on A | |||
One Vote Per Share Basis, in the Share Capital of | |||
the Company. If the Board Does Not Within 2 | |||
Calendar Days from the Date of Deposit of the | |||
Requisition Proceed Duly to Convene the Meeting to | |||
be Held Within A Further 28 Calendar Days, the | |||
Requisitionist(s) Themselves Or Any of Them | |||
Representing More Than One-half of the Total Voting | |||
Rights of All of Them, May Convene the General | |||
Meeting in the Same Manner, As Nearly As Possible, | |||
As That in Which Meetings May be Convened by the | |||
Board Provided That Any Meeting So Convened Shall | |||
Not be Held After the Expiration of Three Months | |||
from the Date of Deposit of the Requisition, and | |||
All Reasonable Expenses Incurred by the | |||
Requisitionist(s) As A Result of the Failure of the | |||
Board Shall be Deducted from the Directors' Fees Or | |||
Remuneration.'' ''15.12 on Requisition in Writing | |||
by Members Representing, on the Date of Deposit of | |||
the Requisition, Not Less Than 10% of the Share | |||
Capital of the Company Or Voting Rights of All | |||
Members, on A One Vote Per Share Basis, Who Have A | |||
Right to Vote at the Meeting to Which the | |||
Requisition Relates Or Not Less Than 50 Members | |||
Holding Shares in the Company on Which There Has | |||
Been Paid Up an Average Sum, Per Member, of Not | |||
Less Than Hkd 2,000, the Company Shall, at the | |||
Expense of the Requisitionists: (a) Give to Members | |||
Entitled to Receive Notice of That Annual General | |||
Meeting Notice of Any Resolution Which May be | |||
Properly Moved and is Intended to be Moved at That | |||
Meeting; and (b) Circulate to Members Entitled to | |||
Have Notice of Any General Meeting Sent to Them A | |||
Statement of Not More Than 1,000 Words with Respect | |||
to the Matter Referred to in the Proposed | |||
Resolution Or the Business to be Dealt with in the |
101
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Meeting.'' ''15.14 an Annual General Meeting Shall | |||
be Called by Not Less Than 21 Calendar Days' Notice | |||
in Writing and Any Other General Meeting Shall be | |||
Called by Not Less Than 15 Calendar Days' Notice in | |||
Writing. the Notice Shall be Exclusive of the Day | |||
on Which It is Served Or Deemed to be Served and of | |||
the Day for Which It is Given.'' ''15.15 Convening | |||
Notices for Any General Meeting Shall Take the Form | |||
of Announcements Filed with the Luxembourg Trade | |||
and Companies Register And | Non-Voting | ||
Published at Least 21 Calendar Days Before an | |||
Annual General Meeting of the Company and at Least | |||
15 Calendar Days Before Any Other General Meeting | |||
of the Company, on the Recueil Electronique Des | |||
Societes Et Associations and in A Luxembourg | |||
Newspaper. Notices by Mail Shall be Sent at Least 8 | |||
Days Before the General Meeting to the Registered | |||
Shareholders by Ordinary Mail (lettre Missive). | |||
Alternatively, the Convening Notices May be | |||
Exclusively Made by Registered Mail in Case the | |||
Company Has Only Issued Registered Shares Or If the | |||
Addressees Have Individually Agreed to Receive the | |||
Convening Notices by Another Means of Communication | |||
Ensuring Access to the Information, by Such Means | |||
of Communication.'' ''15.18 Except As Otherwise | |||
Provided in These Articles, Any Notice Or Document | |||
May be Served by the Company on Any Member Either | |||
Personally Or by Sending It Through the Registered | |||
Mail in A Prepaid Letter Addressed to Such Member | |||
at His Registered Address As Appearing in the | |||
Register Or, to the Extent Permitted by the | |||
Luxembourg Companies Law, the Listing Rules and All | |||
Applicable Laws and Regulations, by Electronic | |||
Means by Transmitting It to Any Electronic Number | |||
Or Address Or Website Supplied by the Member to the | |||
Company Or by Placing It on the Company's Website | |||
Provided That the Company Has Obtained the Member's | |||
Prior Express Positive Confirmation in Writing to | |||
Receive Or Otherwise Have Made Available to Him | |||
Notices and Documents to be Given Or Issued to Him | |||
by the Company by Such Electronic Means, Or (in the | |||
Case of Notice) by Advertisement Published in A | |||
Newspaper. in the Case of Joint Holders of A Share, | |||
All Notices Shall be Given to That Holder for the | |||
Time Being Whose Name Stands First in the Register | |||
and Notice So Given Shall be Sufficient Notice to | |||
All the Joint Holders.'' ''15.32 A Vote Given in | |||
Accordance with the Terms of an Instrument of Proxy | |||
Or Resolution of A Member Shall be Valid | |||
Notwithstanding the Previous Death Or Insanity of | |||
the Principal Or Revocation of the Proxy Or Power | |||
of Attorney Or Other Authority Under Which the | |||
Proxy Or Resolution of A Member Was Executed Or | |||
Revocation of the Relevant Resolution Or the | |||
Transfer of the Share in Respect of Which the Proxy | |||
Was Given, Provided That No Intimation in Writing | |||
of Such Death, | Non-Voting |
102
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Insanity, Revocation Or Transfer As Aforesaid Shall | |||||
Have Been Received by the Company at Its Registered | |||||
Office at Least Two Hours Before the Commencement | |||||
of the Meeting Or Adjourned Meeting at Which the | |||||
Proxy is Used | Non-Voting | ||||
20 | To Amend Article 16.7 of the Articles of | ||||
Association of the Company, Which Shall Henceforth | |||||
Read As Follows: ''16.7 the Company's | |||||
Undistributable Reserves Are: (a) the Capital | |||||
Redemption Reserve; and (b) Any Other Reserve Which | |||||
the Company is Prohibited from Distributing by Any | |||||
Enactment Including the Companies Ordinance Or by | |||||
These Articles | Management | For | Voted - For | ||
21 | To Amend Article 21.2 of the Articles of | ||||
Association of the Company, Which Shall Henceforth | |||||
Read As Follows: ''21.2 the Extraordinary General | |||||
Meeting at Which Any Alteration to These Articles | |||||
is Considered Shall Not Validly Deliberate Unless | |||||
at Least One Half of the Share Capital of the | |||||
Company Or the Voting Rights Attached to the Issued | |||||
Share Capital is Present Or Represented and the | |||||
Agenda Indicates the Proposed Amendments to the | |||||
Articles And, Where Applicable, the Text of Those | |||||
Which Concern the Objects Or the Form of the | |||||
Company. If the First of These Conditions is Not | |||||
Satisfied, A Second Extraordinary General Meeting | |||||
May be Convened, in Accordance with the Provisions | |||||
of Article 15.15. the Second Extraordinary General | |||||
Meeting Shall Validly Deliberate As Long As Two | |||||
Members are Present in Person Or by Proxy, | |||||
Regardless of the Proportion of the Capital | |||||
Represented | Management | For | Voted - For | ||
MOONPIG GROUP PLC | |||||
Security ID: G6225S107 | |||||
Meeting Date: 20-Sep-22 | Meeting Type: Annual General Meeting | ||||
1 | To Receive the Annual Report and Financial | ||||
Statements | Management | For | Voted - For | ||
2 | To Approve the Directors' Remuneration Report | Management | For | Voted - For | |
3 | To Re-elect Kate Swann As A Director | Management | For | Voted - For | |
4 | To Re-elect Nickyl Raithatha As A Director | Management | For | Voted - For | |
5 | To Re-elect Andy Mackinnon As A Director | Management | For | Voted - For | |
6 | To Re-elect David Keens As A Director | Management | For | Voted - For | |
7 | To Re-elect Susan Hooper As A Director | Management | For | Voted - For | |
8 | To Re-elect Niall Wass As A Director | Management | For | Voted - For | |
9 | To Re-elect Simon Davidson As A Director | Management | For | Voted - For | |
10 | To Elect Shanmae Teo As A Director | Management | For | Voted - For | |
11 | To Appoint Pwc As Auditors | Management | For | Voted - For | |
12 | To Authorise the Audit Committee to Determine the | ||||
Remuneration of the Auditors | Management | For | Voted - For | ||
13 | Authority to Allot Shares | Management | For | Voted - For |
103
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
14 | Authority to Disapply Pre-emption Rights | Management | For | Voted - For | |
15 | Additional Authority to Exclude Pre- Emption Rights | Management | For | Voted - For | |
16 | Authority to Purchase Own Shares | Management | For | Voted - For | |
17 | Authority to Call General Meeting Other Than Annual | ||||
General Meeting on Less Than 14 Days' Notice | Management | For | Voted - For | ||
18 | Authority to Make Political Donations | Management | For | Voted - For | |
MOTOR OIL (HELLAS) CORINTH REFINERIES SA | |||||
Security ID: X55904100 | |||||
Meeting Date: 08-Sep-22 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Approval of (a) A Transaction Between "motor Oil | ||||
Renewable Energy" Single Member S.a." and the | |||||
Company "ellaktor Societe Anonyme" and (b) Signing | |||||
the Relevant Draft Agreement Purchase and Sale and | |||||
the Draft Shareholders' Agreement Between "motor | |||||
Oil Renewable" Energy Single Member S.a." and | |||||
"ellaktor Societe Anonyme" | Management | For | Voted - For | ||
15 Aug 2022: Please Note in the Event the Meeting | |||||
Does Not Reach Quorum,-there Will be A Second Call | |||||
on 22 Sep 2022 at 10:00. Consequently, Your-voting | |||||
Instructions Will Remain Valid for All Calls Unless | |||||
the Agenda Is-amended. Thank You | Non-Voting | Non-Voting | |||
24 Aug 2022: Please Note That This is A Revision | |||||
Due to Addition of Comments-and Change in Numbering | |||||
of Resolution 1. If You Have Already Sent in | |||||
Your-votes, Please Do Not Vote Again Unless You | |||||
Decide to Amend Your Original-instructions. Thank | |||||
You | Non-Voting | Non-Voting | |||
16 Aug 2022: Intermediary Clients Only - Please | |||||
Note That If You Are-classified As an Intermediary | |||||
Client Under the Shareholder Rights Directive-ii, | |||||
You Should be Providing the Underlying Shareholder | |||||
Information at The-vote Instruction Level. If You | |||||
are Unsure on How to Provide This Level Of- Data to | |||||
Broadridge Outside of Proxyedge, Please Speak to | |||||
Your Dedicated-client Service Representative for | |||||
Assistance. Thank You. | Non-Voting | Non-Voting | |||
Meeting Date: 22-Mar-23 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Granting of Treasury Shares Held by the Company to | ||||
the Executive Board Members of the Company and Top | |||||
Executive Officers of the Company According to the | |||||
Provisions of Article 114 of the Law 4548/2018 | Management | For | Voted - Abstain |
104
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2. | Establishment of A Long-term Plan Granting Company | ||||
Treasury Shares to the Executive Board Members of | |||||
the Company, to Members Belonging to the Top and | |||||
Higher Managerial Level of the Company Or/and of | |||||
the Affiliated with the Company Corporations | Management | For | Voted - Abstain | ||
3. | Establishment of A Long-term Plan Granting Company | ||||
Treasury Shares to the Executive Board Members of | |||||
the Company and to Company Employees As Well As | |||||
Employees of the Affiliated with the Company | |||||
Corporations | Management | For | Voted - Abstain | ||
Intermediary Clients Only - Please Note That If You | |||||
are Classified As An- Intermediary Client Under the | |||||
Shareholder Rights Directive II, You Should | |||||
Be-providing the Underlying Shareholder Information | |||||
at the Vote Instruction-level. If You are Unsure on | |||||
How to Provide This Level of Data to | |||||
Broadridge-outside of Proxyedge, Please Speak to | |||||
Your Dedicated Client Service-representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
10 Mar 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions. 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 | |||
Meeting Date: 07-Jun-23 | Meeting Type: Ordinary General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Submission and Approval of the Financial Statements | ||||
of the Company Including the Non-financial | |||||
Information of the Law 4548/2018 for the Financial | |||||
Year 2022, the Declaration of the Representatives | |||||
of the Board of Directors According to Article 4 of | |||||
the Law 3556/2007, the Corporate Governance | |||||
Statement According to the Law 4548/2018 and Law | |||||
4706/2020, the Audit Committee Report for the | |||||
Fiscal Year 2022 As Well As the Reports of the | |||||
Board of Directors and the Auditors | Management | For | Voted - For | ||
2. | Approval of the Overall Management of the Company | ||||
for the Fiscal Year 2022 (pursuant to Article 108 | |||||
of the Law 4548/2018) and Discharge of the Auditors | |||||
from Any Liability for Damages with Regard to the | |||||
Financial Statements for the Financial Year 2022 | |||||
and Submission of the Independent Non-executive Bod | |||||
Members Report According to Article 9, Paragraph 5 | |||||
of the Law 4706/2020 | Management | For | Voted - For | ||
3. | Election of the Members of the New Board of | ||||
Directors As the Term of the Existing Board Expires | Management | For | Voted - Against | ||
4. | Appointment of the Members of the Audit Committee | ||||
in Accordance with the Article 44 of the Law | |||||
4449/2017 | Management | For | Voted - For | ||
5. | Approval for the Distribution of Company Earnings | ||||
and of A Dividend for the Fiscal Year 2022 | Management | For | Voted - For |
105
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
6. | Election of Two Certified Auditors (ordinary and | ||||
Substitute) for the Financial Year 2023 and | |||||
Approval of Their Fees | Management | For | Voted - For | ||
7. | Approval of the Fees Paid to the Board Directors | ||||
for the Financial Year 2022 and Pre-approval of | |||||
Their Fees for the Financial Year 2023 | Management | For | Voted - For | ||
8. | Approval for Advance Payment of Fees to Board | ||||
Members for the Period Until the Next Annual | |||||
Ordinary General Assembly Pursuant to Article 109 | |||||
of the Law 4548/2018 | Management | For | Voted - For | ||
9. | Distribution of Part of the Net Income of the | ||||
Fiscal Year 2022 to the Members of the Board and | |||||
Senior Executives of the Company and Granting of | |||||
the Relevant Authorizations | Management | For | Voted - Against | ||
10. | Distribution of Part of the Net Income of the | ||||
Fiscal Year 2022 to the Company Personnel and | |||||
Granting of the Relevant Authorizations | Management | For | Voted - For | ||
11. | Formation of Extraordinary Taxed Reserves from the | ||||
Fiscal Year 2022 Company Earnings for the Amount of | |||||
Euro 1,779,923.34 Which Corresponds to 50per Cent | |||||
of the Own Participation of the Company in an | |||||
Investment Project, of Total Cost Euro | |||||
14,239,386.72 Included in the Development Law | |||||
4399/2016, Concerning the Expansion of the Capacity | |||||
of the Fluid Catalytic Cracking (fcc) Complex of | |||||
the Refinery | Management | For | Voted - For | ||
12. | Submission for Discussion at the General Assembly | ||||
of the Directors' Remuneration Report for the | |||||
Fiscal Year 2022 Pursuant to Article 112 of the Law | |||||
4548/2018 | Management | For | Voted - Against | ||
13. | Approval of the Revised Directors' Remuneration | ||||
Policy According to Article 110 of the Law 4548/2018 | Management | For | Voted - Against | ||
15 May 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of Resolution 10. and | |||||
Change in Meeting Type from Agm to Ogm. 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 | |||
OCI N.V. | |||||
Security ID: N6667A111 | |||||
Meeting Date: 19-Aug-22 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Opening and Announcements | Non-Voting | Non-Voting |
106
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2. | Two Proposals to Amend the Articles of Association | ||||
to Facilitate A Capital Repayment in Connection | |||||
with the H1 2022 Distribution: I to First Increase | |||||
the Nominal Value of the Shares in the Company's | |||||
Share Capital; and II to Subsequently Decrease the | |||||
Nominal Value of the Shares in the Company's Share | |||||
Capital, Combined with A Repayment of Capital | Management | For | Voted - For | ||
3. | Close of the Extraordinary General Meeting | Non-Voting | Non-Voting | ||
12 Jul 2022: Intermediary Clients Only - Please | |||||
Note That If You Are-classified As an Intermediary | |||||
Client Under the Shareholder Rights Directive-ii, | |||||
You Should be Providing the Underlying Shareholder | |||||
Information at The-vote Instruction Level. If You | |||||
are Unsure on How to Provide This Level Of- Data to | |||||
Broadridge Outside of Proxyedge, Please Speak to | |||||
Your Dedicated-client Service Representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
12 Jul 2022: Please Note That This is A 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 | Non-Voting | Non-Voting | |||
Meeting Date: 16-Feb-23 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Opening and Announcements | Non-Voting | Non-Voting | ||
2. | I to First Increase the Nominal Value of the Shares | ||||
in the Company's Share Capital; and II to | |||||
Subsequently Decrease the Nominal Value of the | |||||
Shares in the Company's Share Capital, Combined | |||||
with A Repayment of Capital. Two Proposals to Amend | |||||
the Articles of Association of the Company (the | |||||
Articles of Association) to Facilitate A Capital | |||||
Repayment in Connection with the H2 2022 | |||||
Distribution | Management | For | Voted - For | ||
3. | Close of the Extraordinary General Meeting | Non-Voting | Non-Voting | ||
06 Jan 2023: Intermediary Clients Only - Please | |||||
Note That If You Are-classified As an Intermediary | |||||
Client Under the Shareholder Rights Directive-ii, | |||||
You Should be Providing the Underlying Shareholder | |||||
Information at The-vote Instruction Level. If You | |||||
are Unsure on How to Provide This Level Of- Data to | |||||
Broadridge Outside of Proxyedge, Please Speak to | |||||
Your Dedicated-client Service Representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
06 Jan 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions and |
107
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
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 | Non-Voting | Non-Voting | |||
Meeting Date: 03-May-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Beneficial Owner Details | |||||
As Provided by Your- Custodian Bank. If No | |||||
Beneficial Owner Details are Provided, | |||||
Your-instructions May be Rejected. | Non-Voting | Non-Voting | |||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1. | Opening and Announcements | Non-Voting | Non-Voting | ||
2. | Report by the Board of Directors for the Financial | ||||
Year 2022 | Non-Voting | Non-Voting | |||
3. | Proposal to Advise on the 2022 Remuneration Report | ||||
(advisory Vote) | Management | For | Voted - For | ||
4. | Proposal to Adopt the Annual Accounts for the | ||||
Financial Year 2022 | Management | For | Voted - For | ||
5. | Proposal to Adopt the New Executive Directors | ||||
Remuneration Policy | Management | For | Voted - For | ||
6. | Proposal to Adopt the New Non-executive Directors | ||||
Remuneration Policy | Management | For | Voted - For | ||
7. | Proposal to Discharge the Executive Directors from | ||||
Liability | Management | For | Voted - For | ||
8. | Proposal to Discharge the Non-executive Directors | ||||
from Liability | Management | For | Voted - For | ||
9. | Proposal to Appoint Ms. Nadia Sawiris As | ||||
Non-executive Director | Management | For | Voted - For | ||
10. | Proposal to Reappoint Mr. Michael Bennet As | ||||
Non-executive Director | Management | For | Voted - For | ||
11. | Proposal to Extend the Designation of the Board of | ||||
Directors As the Authorised Body to Issue Shares in | |||||
the Share Capital of the Company | Management | For | Voted - For | ||
12. | Proposal to Extend the Designation of the Board of | ||||
Directors As the Authorised Body to Restrict Or | |||||
Exclude Pre-emptive Rights Upon the Issuance of | |||||
Shares | Management | For | Voted - Against | ||
13. | Proposal to Authorise the Board of Directors to | ||||
Repurchase Shares in the Share Capital of the | |||||
Company | Management | For | Voted - For | ||
14. | Questions and Close of Meeting | Non-Voting | Non-Voting | ||
24 Mar 2023: Please Note That This is A Revision | |||||
Due to Change in Numbering-of All Resolutions and | |||||
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 | Non-Voting | Non-Voting | |||
24 Mar 2023: Intermediary Clients Only - Please | |||||
Note That If You Are-classified As an Intermediary | |||||
Client Under the Shareholder Rights Directive-ii, |
108
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
You Should be Providing the Underlying Shareholder | |||||
Information at The-vote Instruction Level. If You | |||||
are Unsure on How to Provide This Level Of- Data to | |||||
Broadridge Outside of Proxyedge, Please Speak to | |||||
Your Dedicated-client Service Representative for | |||||
Assistance | Non-Voting | Non-Voting | |||
PASON SYSTEMS INC | |||||
Security ID: 702925108 | |||||
Meeting Date: 04-May-23 | Meeting Type: Mix | ||||
Please Note That Shareholders are Allowed to Vote | |||||
'in Favor' Or 'against'-only for Resolutions 1,4 | |||||
and 5 and 'in Favor' Or 'abstain' Only | |||||
For-resolution Numbers 2.1 to 2.6 and 3. Thank You | Non-Voting | Non-Voting | |||
1 | To Vote for Or Against Fixing the Number of | ||||
Directors at Six (6) | Management | For | Voted - For | ||
2.1 | Election of Director: Marcel Kessler | Management | For | Voted - For | |
2.2 | Election of Director: Ken Mullen | Management | For | Voted - For | |
2.3 | Election of Director: Jon Faber | Management | For | Voted - For | |
2.4 | Election of Director: T. Jay Collins | Management | For | Voted - For | |
2.5 | Election of Director: Judi Hess | Management | For | Voted - For | |
2.6 | Election of Director: Laura Schwinn | Management | For | Voted - For | |
3 | Appointment of Deloitte LLP As Auditors of the | ||||
Corporation for the Ensuing Year and Authorizing | |||||
the Directors to Fix Their Remuneration | Management | For | Voted - For | ||
4 | To Vote for Or Against A Non-binding, Advisory | ||||
("say on Pay") Vote to Pason's Approach to | |||||
Executive Compensation | Management | For | Voted - For | ||
5 | To Approve an Ordinary Resolution Approving, | ||||
Ratifying and Confirming the Adoption of Pason's | |||||
Second Amended and Restated By-law No. 1, Which Was | |||||
Authorized Bythe Board on November 2, 2022 | Management | For | Voted - Against | ||
QIAGEN N.V. | |||||
Security ID: N72482123 | Ticker: QGEN | ||||
Meeting Date: 22-Jun-23 | Meeting Type: Annual | ||||
1. | Proposal to Adopt the Annual Accounts for the Year | ||||
Ended December 31, 2022 ("calendar Year 2022"). | Management | For | Voted - For | ||
2. | Proposal to Cast A Favorable Non-binding Advisory | ||||
Vote in Respect of the Remuneration Report 2022. | Management | For | Voted - For | ||
3. | Proposal to Discharge from Liability the Managing | ||||
Directors for the Performance of Their Duties | |||||
During Calendar Year 2022. | Management | For | Voted - For | ||
4. | Proposal to Discharge from Liability the | ||||
Supervisory Directors for the Performance of Their | |||||
Duties During Calendar Year 2022. | Management | For | Voted - For | ||
5a. | Reappointment of the Supervisory Director: Dr. | ||||
Metin Colpan | Management | For | Voted - For |
109
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5b. | Reappointment of the Supervisory Director: Dr. | ||||
Toralf Haag | Management | For | Voted - For | ||
5c. | Reappointment of the Supervisory Director: Prof. | ||||
Dr. Ross L. Levine | Management | For | Voted - For | ||
5d. | Reappointment of the Supervisory Director: Prof. | ||||
Dr. Elaine Mardis | Management | For | Voted - For | ||
5e. | Reappointment of the Supervisory Director: Dr. Eva | ||||
Pisa | Management | For | Voted - For | ||
5f. | Reappointment of the Supervisory Director: Mr. | ||||
Lawrence A. Rosen | Management | For | Voted - For | ||
5g. | Reappointment of the Supervisory Director: Mr. | ||||
Stephen H. Rusckowski | Management | For | Voted - For | ||
5h. | Reappointment of the Supervisory Director: Ms. | ||||
Elizabeth E. Tallett | Management | For | Voted - For | ||
6a. | Reappointment of the Managing Director: Mr. Thierry | ||||
Bernard | Management | For | Voted - For | ||
6b. | Reappointment of the Managing Director: Mr. Roland | ||||
Sackers | Management | For | Voted - For | ||
7. | Proposal to Reappoint KPMG Accountants N.v. As | ||||
Auditors of the Company for the Calendar Year | |||||
Ending December 31, 2023. | Management | For | Voted - For | ||
8a. | Proposal to Authorize the Supervisory Board, Until | ||||
December 22, 2024 To: Issue A Number of Ordinary | |||||
Shares and Financing Preference Shares and Grant | |||||
Rights to Subscribe for Such Shares of Up to 50% of | |||||
the Aggregate Par Value of All Shares Issued and | |||||
Outstanding. | Management | For | Voted - For | ||
8b. | Proposal to Authorize the Supervisory Board, Until | ||||
December 22, 2024 To: Restrict Or Exclude the Pre- | |||||
Emptive Rights with Respect to Issuing Ordinary | |||||
Shares Or Granting Subscription Rights of Up to 10% | |||||
of the Aggregate Par Value of All Shares Issued and | |||||
Outstanding. | Management | For | Voted - For | ||
9. | Proposal to Authorize the Managing Board, Until | ||||
December 22, 2024, to Acquire Shares in the | |||||
Company's Own Share Capital. | Management | For | Voted - For | ||
10. | Proposal to Approve Discretionary Rights for the | ||||
Managing Board to Implement A Capital Repayment by | |||||
Means of A Synthetic Share Repurchase. | Management | For | Voted - For | ||
11. | Proposal to Approve the Cancellation of Fractional | ||||
Ordinary Shares Held by the Company. | Management | For | Voted - For | ||
12. | Proposal to Approve the Qiagen N.v. 2023 Stock Plan. | Management | For | Voted - For | |
REMY COINTREAU SA | |||||
Security ID: F7725A100 | |||||
Meeting Date: 21-Jul-22 | Meeting Type: Mix | ||||
For Shareholders Not Holding Shares Directly with A | |||||
French Custodian, Voting- Instructions Will be | |||||
Forwarded to Your Global Custodian on Vote | |||||
Deadline-date. the Global Custodian As the |
110
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
Registered Intermediary Will Sign the Proxy-card | |||
and Forward to the Local Custodian for Lodgment. | Non-Voting | Non-Voting | |
For French Meetings 'abstain' is A Valid Voting | |||
Option. for Any Additional- Resolutions Raised at | |||
the Meeting the Voting Instruction Will Default | |||
To-'against.' If Your Custodian is Completing the | |||
Proxy Card, the Voting-instruction Will Default to | |||
the Preference of Your Custodian. | Non-Voting | Non-Voting | |
Voting Must be Lodged with Shareholder Details As | |||
Provided by Your Custodian- Bank. If No Shareholder | |||
Details are Provided, Your Instructions May Be- | |||
Rejected. | Non-Voting | Non-Voting | |
Due to the Covid19 Crisis and in Accordance with | |||
the Provisions Adopted By-the French Government | |||
Under Law No. 2020-1379 of November 14, 2020, | |||
Extended-and Modified by Law No 2020-1614 of | |||
December 18 2020; the General Meeting-will Take | |||
Place Behind Closed Doors Without the Physical | |||
Presence Of-shareholders. to Comply with These | |||
Laws, Please Do Not Submit Any Requests To-attend | |||
the Meeting in Person. the Company Encourages All | |||
Shareholders To-regularly Consult the Company | |||
Website to View Any Changes to This Policy. | Non-Voting | Non-Voting | |
For Shareholders Holding Shares Directly Registered | |||
in Their Own Name on The- Company Share Register, | |||
You Should Receive A Proxy Card/voting Form | |||
Directly- from the Issuer. Please Submit Your Vote | |||
Directly Back to the Issuer Via The-proxy | |||
Card/voting Form, Do Not Submit Your Vote Via | |||
Broadridge-systems/platforms Or Your Instructions | |||
May be Rejected. | Non-Voting | Non-Voting | |
15 Jun 2022: Intermediary Clients Only - Please | |||
Note That If You Are-classified As an Intermediary | |||
Client Under the Shareholder Rights Directive-ii, | |||
You Should be Providing the Underlying Shareholder | |||
Information at The-vote Instruction Level. If You | |||
are Unsure on How to Provide This Level Of- Data to | |||
Broadridge Outside of Proxyedge, Please Speak to | |||
Your Dedicated-client Service Representative for | |||
Assistance and Please Note That If You Hold-crest | |||
Depository Interests (cdis) and Participate at This | |||
Meeting, You (or-your Crest Sponsored | |||
Member/custodian) Will be Required to Instruct | |||
A-transfer of the Relevant Cdis to the Escrow | |||
Account Specified in The-associated Corporate Event | |||
in the Crest System. This Transfer Will Need to | |||
Be-completed by the Specified Crest System | |||
Deadline. Once This Transfer Has-settled, the Cdis | |||
Will be Blocked in the Crest System. the Cdis | |||
Will-typically be Released from Escrow As Soon As | |||
Practicable on Record Date +1-day (or on Meeting | |||
Date +1 Day If No Record Date Applies) Unless | |||
Otherwise-specified, and Only After the Agent Has | |||
Confirmed Availabiliy of The-position. in Order for | |||
A Vote to be Accepted, the Voted Position Must | |||
Be-blocked in the Required Escrow Account in the |
111
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Crest System. by Voting on This-meeting, Your Crest | ||||
Sponsored Member/custodian May Use Your Vote | ||||
Instruction-as the Authorization to Take the | ||||
Necessary Action Which Will Include- Transferring | ||||
Your Instructed Position to Escrow. Please Contact | ||||
Your Crest- Sponsored Member/custodian Directly for | ||||
Further Information on the Custody- Process and | ||||
Whether Or Not They Require Separate Instructions | ||||
from You | Non-Voting | Non-Voting | ||
15 Jun 2022: Please Note That Important Additional | ||||
Meeting Information Is-available by Clicking on the | ||||
Material Url Link:- | ||||
Https://fr.ftp.opendatasoft.com/datadila/jo/balo/pdf | ||||
/202 2/0613/202206132202751-.pdf and Please Note | ||||
That This is A 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 | Non-Voting | Non-Voting | ||
1 | Approval of the Company Financial Statements for | |||
the 2021/2022 Financial Year | Management | For | Voted - For | |
2 | Approval of the Consolidated Financial Statements | |||
for the 2021/2022 Financial Year | Management | For | Voted - For | |
3 | Appropriation of Income and Setting of the Dividend | Management | For | Voted - For |
4 | Option for the Payment of the Exceptional Dividend | |||
in Shares | Management | For | Voted - For | |
5 | Agreements Covered by Articles L. 225-38 Et Seq. of | |||
the French Commercial Code Authorised in Previous | ||||
Financial Years and Which Continued to be Performed | ||||
During the 2021/2022 Financial Year | Management | For | Voted - For | |
6 | Reappointment of Mrs H L Ne Dubrule As A Board | |||
Member | Management | For | Voted - For | |
7 | Reappointment of Mr Olivier Jolivet As A Board | |||
Member | Management | For | Voted - For | |
8 | Reappointment of Mrs Marie-am Lie De Leusse As A | |||
Board Member | Management | For | Voted - For | |
9 | Reappointment of Orpar Sa As A Board Member | Management | For | Voted - For |
10 | Appointment of Mr Alain Li As A Board Member | Management | For | Voted - For |
11 | Approval of the Information Regarding the | |||
Compensation of Corporate Officers for the | ||||
2021/2022 Financial Year Referred to in Article L. | ||||
22-10-9, I of the French Commercial Code | Management | For | Voted - For | |
12 | Approval of the Components of the Total | |||
Compensation and Benefits of Any Kind Paid During | ||||
Or Awarded, in Respect of the Financial Year Ended | ||||
31 March 2022, to Mr Marc H Riard Dubreuil, | ||||
Chairman of the Board of Directors, in Accordance | ||||
with Article L. 22-10-34 of the French Commercial | ||||
Code | Management | For | Voted - For | |
13 | Approval of the Components of the Total | |||
Compensation and Benefits of Any Kind Paid During | ||||
Or Awarded, in Respect of the Financial Year Ended | ||||
31 March 2022, to Mr Ric Vallat, Chief Executive | ||||
Officer, in Accordance with Article L. 22-10-34 of | ||||
the French Commercial Code | Management | For | Voted - For |
112
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
14 | Approval of the Principles and Criteria Used to | |||
Determine, Distribute and Allocate the Components | ||||
of the Total Compensation and Benefits of Any Kind | ||||
That May be Awarded to the Chairman of the Board of | ||||
Directors, in Accordance with Article L. 22- 10-8, | ||||
II of the French Commercial Code | Management | For | Voted - For | |
15 | Approval of the Principles and Criteria Used to | |||
Determine, Distribute and Allocate the Components | ||||
of the Total Compensation and Benefits of Any Kind | ||||
That May be Awarded to the Chief Executive Officer, | ||||
in Accordance with Article L. 22-10-8, II of the | ||||
French Commercial Code | Management | For | Voted - Against | |
16 | Approval of the Compensation Policy for Board | |||
Members for the 2022/2023 Financial Year | Management | For | Voted - For | |
17 | Compensation of Board Members | Management | For | Voted - For |
18 | Authorisation for the Board of Directors to Trade | |||
in the Company's Shares | Management | For | Voted - For | |
19 | Authorisation Enabling the Board of Directors to | |||
Reduce the Share Capital Via the Cancellation of | ||||
Treasury Shares Held by the Company | Management | For | Voted - For | |
20 | Delegation of Authority to the Board of Directors | |||
to Issue Ordinary Shares And/or Marketable | ||||
Securities Giving Access to the Company's Share | ||||
Capital And/or Marketable Securities Giving Rights | ||||
to the Allocation of Debt Securities, with | ||||
Maintenance of Shareholders' Preferential | ||||
Subscription Rights | Management | For | Voted - For | |
21 | Delegation of Authority to the Board of Directors | |||
to Issue Ordinary Shares And/or Marketable | ||||
Securities Giving Access to the Company's Share | ||||
Capital And/or Marketable Securities Giving Rights | ||||
to the Allocation of Debt Securities, with | ||||
Cancellation of Shareholders' Preferential | ||||
Subscription Rights, by Public Offering | Management | For | Voted - For | |
22 | Delegation of Authority to the Board of Directors | |||
to Issue Ordinary Shares And/or Marketable | ||||
Securities Giving Access to the Share Capital | ||||
And/or Marketable Securities Giving Rights to the | ||||
Allocation of Debt Securities, with Cancellation of | ||||
Shareholders' Preferential Subscription Rights, | ||||
Through Private Placements | Management | For | Voted - Against | |
23 | Authorisation for the Board of Directors to | |||
Increase the Number of Securities to be Issued in | ||||
the Event of Excess Demand, Up to A Limit of 15% of | ||||
the Initial Issue, with Maintenance Or Cancellation | ||||
of Shareholders' Preferential Subscription Rights | Management | For | Voted - Against | |
24 | Delegation of Authority to the Board of Directors | |||
to Set the Issue Price of the Securities to be | ||||
Issued, with Cancellation of Shareholders' | ||||
Preferential Subscription Rights, by Public | ||||
Offering Or by Private Placement, Up to the Limit | ||||
of 10% of the Share Capital Per Year | Management | For | Voted - Against | |
25 | Delegation of Authority to the Board of Directors | |||
to Issue Ordinary Shares And/or Marketable | ||||
Securities Giving Access to the Share Capital |
113
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
And/or Marketable Securities Giving Rights to the | |||||
Allocation of Debt Securities, with Cancellation of | |||||
Shareholders' Preferential Subscription Rights, in | |||||
the Event of A Public Exchange Offer | Management | For | Voted - Against | ||
26 | Delegation of Authority to the Board of Directors | ||||
to Issue Ordinary Shares and Marketable Securities | |||||
Giving Access to the Capital in Considerations for | |||||
Contributions in Kind Granted to the Company, Up to | |||||
the Limit of 10% of the Share Capital | Management | For | Voted - Against | ||
27 | Delegation of Authority to the Board of Directors | ||||
to Increase the Share Capital by Incorporation of | |||||
Reserves, Profits Or Premiums | Management | For | Voted - For | ||
28 | Delegation of Authority to the Board of Directors | ||||
to Carry Out A Capital Increase Reserved for | |||||
Employees of the Company Or Companies Related to | |||||
It, with Cancellation of Shareholders' Preferential | |||||
Subscription Rights | Management | For | Voted - For | ||
29 | Powers to Accomplish Formalities | Management | For | Voted - For | |
RS GROUP PLC | |||||
Security ID: G29848101 | |||||
Meeting Date: 14-Jul-22 | Meeting Type: Annual General Meeting | ||||
1 | Accept Financial Statements and Statutory Reports | Management | For | Voted - For | |
2 | Approve Remuneration Policy | Management | For | Voted - Against | |
3 | Approve Remuneration Report | Management | For | Voted - For | |
4 | Approve Final Dividend | Management | For | Voted - For | |
5 | Elect Alex Baldock As Director | Management | For | Voted - For | |
6 | Elect Navneet Kapoor As Director | Management | For | Voted - For | |
7 | Re-elect Louisa Burdett As Director | Management | For | Voted - For | |
8 | Re-elect David Egan As Director | Management | For | Voted - For | |
9 | Re-elect Rona Fairhead As Director | Management | For | Voted - For | |
10 | Re-elect Bessie Lee As Director | Management | For | Voted - For | |
11 | Re-elect Simon Pryce As Director | Management | For | Voted - For | |
12 | Re-elect Lindsley Ruth As Director | Management | For | Voted - For | |
13 | Re-elect David Sleath As Director | Management | For | Voted - For | |
14 | Re-elect Joan Wainwright As Director | Management | For | Voted - For | |
15 | Reappoint PricewaterhouseCoopers LLP As Auditors | Management | For | Voted - For | |
16 | Authorise the Audit Committee to Fix Remuneration | ||||
of Auditors | Management | For | Voted - For | ||
17 | Authorise UK Political Donations and Expenditure | Management | For | Voted - For | |
18 | Authorise Issue of Equity | Management | For | Voted - For | |
19 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights | Management | For | Voted - For | ||
20 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights in Connection with an Acquisition Or Other | |||||
Capital Investment | Management | For | Voted - For | ||
21 | Authorise Market Purchase of Ordinary Shares | Management | For | Voted - For | |
22 | Authorise the Company to Call General Meeting with | ||||
Two Weeks' Notice | Management | For | Voted - For | ||
23 | Approve Long-term Incentive Plan | Management | For | Voted - Against |
114
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
RYOHIN KEIKAKU CO.,LTD. | |||||
Security ID: J6571N105 | |||||
Meeting Date: 23-Nov-22 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2.1 | Appoint A Director Kanai, Masaaki | Management | For | Voted - For | |
2.2 | Appoint A Director Domae, Nobuo | Management | For | Voted - For | |
2.3 | Appoint A Director Shimizu, Satoshi | Management | For | Voted - For | |
2.4 | Appoint A Director Yagyu, Masayoshi | Management | For | Voted - For | |
2.5 | Appoint A Director Yoshikawa, Atsushi | Management | For | Voted - For | |
2.6 | Appoint A Director Ito, Kumi | Management | For | Voted - For | |
2.7 | Appoint A Director Kato, Yuriko | Management | For | Voted - For | |
2.8 | Appoint A Director Yamazaki, Mayuka | Management | For | Voted - For | |
3 | Appoint A Corporate Auditor Yamane, Kosuke | Management | For | Voted - For | |
SANYO DENKI CO.,LTD. | |||||
Security ID: J68768100 | |||||
Meeting Date: 15-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2.1 | Appoint A Director Yamamoto, Shigeo | Management | For | Voted - For | |
2.2 | Appoint A Director Kodama, Nobumasa | Management | For | Voted - For | |
2.3 | Appoint A Director Nakayama, Chihiro | Management | For | Voted - For | |
2.4 | Appoint A Director Matsumoto, Yoshimasa | Management | For | Voted - For | |
2.5 | Appoint A Director Suzuki, Toru | Management | For | Voted - For | |
2.6 | Appoint A Director Kurihara, Shin | Management | For | Voted - For | |
2.7 | Appoint A Director Miyake, Yudai | Management | For | Voted - For | |
3 | Appoint A Corporate Auditor Kobayashi, Masafumi | Management | For | Voted - For | |
SCOUT24 SE | |||||
Security ID: D345XT105 | |||||
Meeting Date: 22-Jun-23 | Meeting Type: Annual General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian.-if No Shareholder | |||||
Details are Provided, Your Instruction May be | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Receive Financial Statements and Statutory Reports | ||||
for Fiscal Year 2022 | Non-Voting | Non-Voting | |||
2 | Approve Allocation of Income and Dividends of Eur | ||||
1.00 Per Share | Management | For | Voted - For | ||
3 | Approve Discharge of Management Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For |
115
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
4 | Approve Discharge of Supervisory Board for Fiscal | |||
Year 2022 | Management | For | Voted - For | |
5 | Ratify PricewaterhouseCoopers Gmbh As Auditors for | |||
Fiscal Year 2023 and for the Review of Interim | ||||
Financial Statements Until 2024 Agm | Management | For | Voted - For | |
6 | Approve Remuneration Report | Management | For | Voted - Against |
7.1 | Elect Maya Miteva to the Supervisory Board | Management | For | Voted - For |
7.2 | Elect Sohaila Ouffata to the Supervisory Board | Management | For | Voted - For |
8 | Authorize Share Repurchase Program and Reissuance | |||
Or Cancellation of Repurchased Shares | Management | For | Voted - For | |
9 | Approve Issuance of Warrants/bonds with Warrants | |||
Attached/convertible Bonds Without Preemptive | ||||
Rights Up to Aggregate Nominal Amount of Eur 800 | ||||
Million; Approve Creation of Eur 7.5 Million Pool | ||||
of Capital to Guarantee Conversion Rights | Management | For | Voted - For | |
10 | Approve Virtual-only Shareholder Meetings Until | |||
2025; Amend Articles Re: Participation of | ||||
Supervisory Board Members in the Annual General | ||||
Meeting by Means of Audio and Video Transmission | Management | For | Voted - For | |
11 | Amend Articles Re: Registration in the Share | |||
Register | Management | For | Voted - For | |
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 | Non-Voting | Non-Voting | ||
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 | ||
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 |
116
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Conflict-of Interest, Or Another Exclusion from | ||||
Voting, Please Submit Your Vote As- Usual | Non-Voting | Non-Voting | ||
Further Information on Counter Proposals Can be | ||||
Found Directly on The-issuer's Website (please | ||||
Refer to the Material Url Section of | ||||
The-application). If You Wish to Act on These | ||||
Items, You Will Need to Request A-meeting Attend | ||||
and Vote Your Shares Directly at the Company's | ||||
Meeting.- Counter Proposals Cannot be Reflected in | ||||
the Ballot on Proxyedge | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
STABILUS SE | ||||
Security ID: D76913108 | ||||
Meeting Date: 15-Feb-23 | Meeting Type: Annual General Meeting | |||
Voting Must be Lodged with Shareholder Details As | ||||
Provided by Your Custodian.-if No Shareholder | ||||
Details are Provided, Your Instruction May be | ||||
Rejected. | Non-Voting | Non-Voting | ||
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 | Non-Voting | Non-Voting | ||
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 |
117
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
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 | Non-Voting | Non-Voting | ||
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 on the Ballot on | ||||
Proxyedge | Non-Voting | Non-Voting | ||
Intermediary Clients Only - Please Note That If You | ||||
are Classified As An- Intermediary Client Under the | ||||
Shareholder Rights Directive II, You Should | ||||
Be-providing the Underlying Shareholder Information | ||||
at the Vote Instruction-level. If You are Unsure on | ||||
How to Provide This Level of Data to | ||||
Broadridge-outside of Proxyedge, Please Speak to | ||||
Your Dedicated Client Service-representative for | ||||
Assistance | Non-Voting | Non-Voting | ||
2 | Resolution on the Appropriation of the Net Retained | |||
Profit | Management | For | Voted - For | |
3 | Resolution on the Formal Approval of the Actions of | |||
the Management Board | Management | For | Voted - For | |
4 | Resolution on the Formal Approval of the Actions of | |||
the Supervisory Board | Management | For | Voted - For | |
5 | Election of the Auditor of the Annual and | |||
Consolidated Financial Statements for the Fiscal | ||||
Year from 1 October 2022 Until 30 September 2023, | ||||
and Election of the Auditor for Any Review of the | ||||
Half-year Financial Report As of 31 March 2023 | Management | For | Voted - For | |
6 | Resolution on the Approval of the Remuneration | |||
System for Members of the Management Board | Management | For | Voted - For | |
7 | Resolution on the Approval of the Remuneration | |||
Report for the Fiscal Year from 1 October 2021 | ||||
Until 30 September 2022 | Management | For | Voted - For | |
8.1 | Resolution on the Re-election of Dr. Stephan Kessel | |||
New Member of the Supervisory Board | Management | For | Voted - For | |
8.2 | Resolution on the Re-election of Dr. Ralf- Michael | |||
Fuchs New Member of the Supervisory Board | Management | For | Voted - For | |
8.3 | Resolution on the Re-election of Dr. Joachim Rauhut | |||
New Member of the Supervisory Board | Management | For | Voted - For | |
8.4 | Resolution on the Re-election of Dr. Dirk Linzmeier | |||
New Member of the Supervisory Board | Management | For | Voted - For | |
9 | Resolution on the Amendment of the Articles of | |||
Association to Enable Virtual General Meetings in | ||||
the Future | Management | For | Voted - For | |
10 | Resolution on the Cancellation of the Existing | |||
Authorization to Acquire and Use Own Shares and on | ||||
the Granting of A New Authorization to Acquire and | ||||
Use Own Shares Pursuant to Section 71 (1) No. 8 | ||||
Aktg and on the Exclusion of Subscription Rights | Management | For | Voted - For | |
11 | Resolution on the Creation of A New Authorized | |||
Capital 2023 Against Cash Contribution with |
118
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Authorization to Exclude Subscription Rights for | |||||
Fractional Amounts and Corresponding Amendment to | |||||
the Articles of Association | Management | For | Voted - For | ||
06 Feb 2023: Please Note That This is A Revision | |||||
Due to Change of the Record-date from 25 Jan 2023 | |||||
to 24 Jan 2023 and Modification in Text of | |||||
Resolution-8.1. 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 | |||
STABILUS SE | |||||
Security ID: L8750H104 | |||||
Meeting Date: 11-Aug-22 | Meeting Type: Extraordinary General Meeting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
1 | Amendment to Article 11.2 of the Articles of | ||||
Association of the Company. the Management Board | |||||
Proposes That the General Meeting of Shareholders | |||||
of the Company Approve the Amendment of Article | |||||
11.2 of the Articles of Association of the Company, | |||||
Which Shall Henceforth Read As Follows: "11.2 | |||||
Quorum, Majority Requirements and Reconvened | |||||
General Meeting for Lack of Quorum Except As | |||||
Otherwise Required by Law Or by These Articles, | |||||
Resolutions at A General Meeting Will be Passed by | |||||
the Majority of the Votes Expressed by the | |||||
Shareholders Present Or Represented, No Quorum of | |||||
Presence Being Required. However, Resolutions to | |||||
Amend the Articles and to Change the Nationality of | |||||
the Company May Only be Passed in A General Meeting | |||||
Where at Least One Half (1/2) of the Share Capital | |||||
is Represented (the Presence Quorum) and the Agenda | |||||
Indicates the Proposed Amendments to the Articles | |||||
And, As the Case May Be, the Text of Those Which | |||||
Pertain to the Purpose Or the Form of the Company. | |||||
If the Presence Quorum is Not Reached, A Second | |||||
General Meeting May be Convened in Accordance with | |||||
Applicable Law. Such Convening Notice Shall | |||||
Reproduce the Agenda and Indicate the Date and the | |||||
Results of the Previous General Meeting. the Second | |||||
General Meeting Shall Deliberate Validly Regardless | |||||
of the Proportion of the Capital Represented. at | |||||
Both Meetings, Resolutions, in Order to be Passed, | |||||
Must be Carried by at Least Two-thirds (2/3) of the | |||||
Votes Expressed at the Relevant General | Management | For | Voted - For | ||
Meeting. in Calculating the Majority with Respect | |||||
to Any Resolution of A General Meeting, Votes | |||||
Relating to Shares in Which the Shareholder | |||||
Abstains from Voting, Casts A Blank (blanc) Or | |||||
Spoilt (nul) Vote Or Does Not Participate are Not | |||||
Taken Into Account. the Commitments of the |
119
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Shareholders May be Increased Only with the | ||||
Unanimous Vote of the Shareholders and Bondholders." | Non-Voting | |||
2 | Presentation and Acknowledgement of the Report of | |||
the Management Board Setting Out the Reasons for | ||||
the Creation of A New Authorised Capital in the | ||||
Amount of Two Million Four Hundred Seventy Thousand | ||||
Euro (eur 2,470,000.00) (including the Exclusion of | ||||
Subscription Rights) in Accordance with Article | ||||
420-22 of the Luxembourg Law of 10 August 1915 on | ||||
Commercial Companies, As Amended from Time to Time. | ||||
the Management Board Proposes That the General | ||||
Meeting of Shareholders of the Company Acknowledge | ||||
the Report of the Management Board Relating to the | ||||
Creation of A New Authorised Capital, Including the | ||||
Exclusion of Subscription Rights | Management | For | Voted - For | |
3 | Approval of the Cancellation of the Existing | |||
Authorised Capital, on the Creation of A New | ||||
Authorised Capital in the Amount of Two Million | ||||
Four Hundred Seventy Thousand Euro (eur | ||||
2,470,000.00) and on the Authorisation to Exclude | ||||
the Shareholders' Subscription Rights. the | ||||
Management Board Proposes to Pass the Following | ||||
Resolution: (1) the Existing Authorised Capital | ||||
Shall be Cancelled. (2) the Management Board Shall | ||||
be Authorised, with the Consent of the Supervisory | ||||
Board, to Increase the Share Capital of the Company | ||||
in the Period Up to 10 August 2027 at One Occasion | ||||
Or in Partial Amounts by A Total of Up to Two | ||||
Million Four Hundred Seventy Thousand Euro (eur | ||||
2,470,000.00) by Issuing New Shares Against Cash | ||||
Contributions And/or Contributions in Kind | ||||
(authorised Capital 2022). the New Shares Shall in | ||||
Principle be Offered to the Shareholders of the | ||||
Company for Subscription; They May Also be Taken | ||||
Over by One Or More Credit Institutions Or Other | ||||
Companies Within the Meaning of Article 5 of the | ||||
Regulation (ec) No 2157/2001 in Conjunction with | ||||
Article 420-26 (7) of the Luxembourg Law of 10 | ||||
August 1915 on Commercial Companies, As Amended From | Management | For | Voted - For | |
Time to Time, and Section 186 (5) Sentence1 of the | ||||
German Stock Corporation Act with the Duty to Offer | ||||
Them to the Shareholders for Subscription (indirect | ||||
Subscription Right). the Management Board of the | ||||
Company Shall be Authorised, with the Consent of | ||||
the Supervisory Board, to Exclude Shareholders' | ||||
Subscription Rights for One Or Several Capital | ||||
Increases Under the Authorised Capital 2022: - to | ||||
Exclude Fractional Amounts from the Subscription | ||||
Right; - to Issue Shares Against Cash Contributions | ||||
If the Issue Price of the New Shares is Not | ||||
Significantly Lower Than the Stock Market Price of | ||||
the Shares of the Same Class and with Equal Rights | ||||
Already Listed Within the Meaning of Sections 203 | ||||
(1) and (2), 186 (3) Sentence 4 of the German Stock | ||||
Corporation Act and the Proportion of the Share | ||||
Capital Attributable to the New Shares Issued | ||||
Subject to the Exclusion of Subscription Rights in |
120
Cambiar International Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
Accordance with Section 186 (3) Sentence 4 of the | ||||
German Stock Corporation Act is in Total No More | ||||
Than Ten Percent (10%) of the Share Capital, | ||||
Neither at the Time This Authorisation Becomes | ||||
Effective Nor - in the Event That This Amount is | ||||
Lower - at the Time at Which This Authorisation is | ||||
Exercised. This Cap of Ten Percent (10%) of the | ||||
Share Capital is to Include (i) Any Shares of the | ||||
Company Issued Or Disposed During the Term of This | ||||
Authorisation Under Exclusion of Subscription | ||||
Rights in Direct Or Analogous Application of | ||||
Section 186 (3) Sentence 4 of the German Stock | ||||
Corporation Act and (ii) Any Shares of the Company | ||||
to be Issued to Service Conversion Or Option Rights | ||||
Or Conversion Obligations Under Bonds (including | ||||
Participation Rights), Provided That These Bonds | ||||
(including Participation Rights) are Issued During | ||||
the Term of This Authorisation Under Exclusion of | ||||
Subscription Rights in Analogous Application of | ||||
Section 186 (3) Sentence 4 of the German Stock | ||||
Corporation Act; - to Issue Shares Against | ||||
Contributions in Kind, in Particular for the | ||||
Purpose of Granting Shares in the Context of | ||||
Mergers Or for the Purpose of Acquiring Companies, | ||||
Parts Thereof, Participations in Companies Or Other | ||||
Assets Or Claims to the Acquisition of Assets, | ||||
Including Claims Against the Company Or Its Group | ||||
Companies. the Sum of Shares Issued Against | ||||
Contribution in Cash And/or in Kind in Accordance | ||||
with This | Non-Voting | |||
Authorisation Under Exclusion of Subscription | ||||
Rights May Not Exceed A Total of Ten Percent (10%) | ||||
of the Company's Share Capital at the Time This | ||||
Authorisation Becomes Effective Or - in the Event | ||||
That This Amount is Lower - at the Time It is | ||||
Exercised. the Aforementioned Cap of Ten Percent | ||||
(10%) is to Include (i) Any Shares of the Company | ||||
Issued During the Term of This Authorisation from | ||||
Other Authorisations Under Exclusion of | ||||
Subscription Rights and (ii) Any Shares of the | ||||
Company to be Issued to Service Conversion Or | ||||
Option Rights Or Conversion Obligations Under Bonds | ||||
(including Participation Rights), Provided That | ||||
These Bonds (including Participation Rights) are | ||||
Issued During the Term of This Authorisation Under | ||||
Exclusion of Subscription Rights. the Management | ||||
Board Shall be Authorised, with the Consent of the | ||||
Supervisory Board, to Determine the Further Content | ||||
of the Share Rights and the Conditions of the Share | ||||
Issue | Non-Voting | |||
4 | Approval of the Amendment of Article 5.5 of the | |||
Articles of Association in Order to Reflect the | ||||
Changes Resulting from the Cancellation of the | ||||
Existing Authorised Capital and the Creation of the | ||||
New Authorised Capital Including the Authorisation | ||||
to Exclude the Shareholders' Subscription Rights. | ||||
the Management Board Proposes That Article 5.5 of |
121
Cambiar International Small Cap Fund | |||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
the Company's Articles of Association Shall be | |||
Amended and Revised As Follows: "the Management | |||
Board Shall be Authorised, with the Consent of the | |||
Supervisory Board, to Increase the Share Capital of | |||
the Company in the Period Up to 10 August 2027 on | |||
One Occasion Or in Partial Amounts by A Total of Up | |||
to Eur 2,470,000.00 (in Words: Euro Two Million | |||
Four Hundred Seventy Thousand) by Issuing New | |||
Shares Against Cash Contributions And/or | |||
Contributions in Kind (authorised Capital 2022). | |||
the New Shares Shall in Principle be Offered to the | |||
Shareholders of the Company for Subscription; They | |||
May Also be Taken Over by One Or More Credit | |||
Institutions Or Other Companies Within the Meaning | |||
of Article 5 of the Regulation (ec) No 2157/2001 in | |||
Conjunction with Section 186 Paragraph 5 Sentence 1 | |||
of the German Stock Corporation Act (aktg) with the | |||
Duty to Offer Them to the Shareholders for | |||
Subscription (indirect Subscription Right). the | |||
Management Board of the Company Shall be | |||
Authorised, with the Consent Of | Management | For | Voted - For |
The Supervisory Board, to Exclude Shareholders' | |||
Subscription Rights for One Or Several Capital | |||
Increases Under the Authorised Capital 2022:- to | |||
Exclude Fractional Amounts from the Subscription | |||
Rights;- to Issue Shares Against Cash Contributions | |||
If the Issue Price of the New Shares is Not | |||
Significantly Lower Than the Stock Market Price of | |||
the Shares of the Same Class and with Equal Rights | |||
Already Listed Within the Meaning of Sections 203 | |||
Paragraphs 1 and 2, 186 Paragraph 3 Sentence 4 Aktg | |||
and the Proportion of the Share Capital | |||
Attributable to the New Shares Issued Subject to | |||
the Exclusion of Subscription Rights in Accordance | |||
with Section 186 Paragraph 3 Sentence 4 Aktg is in | |||
Total No More Than Ten Percent (10%) of the Share | |||
Capital, Neither at the Time This Authorisation | |||
Becomes Effective Nor - in the Event That This | |||
Amount is Lower - at the Time at Which This | |||
Authorisation is Exercised. This Cap of Ten Percent | |||
(10%) of the Share Capital is to Include (i) Any | |||
Shares of the Company Issued Or Disposed During the | |||
Term of This Authorisation Under Exclusion of | |||
Subscription Rights in Direct Or Analogous | |||
Application of Section 186 Paragraph 3 Sentence 4 | |||
Aktg and (ii) Any Shares of the Company to be | |||
Issued to Service Conversion Or Option Rights Or | |||
Conversion Obligations Under Bonds (including | |||
Participation Rights), Provided That These Bonds | |||
(including Participation Rights) are Issued During | |||
the Term of This Authorisation Under Exclusion of | |||
Subscription Rights in Analogous Application of | |||
Section 186 Paragraph 3 Sentence 4 Aktg;- to Issue | |||
Shares Against Contributions in Kind, in Particular | |||
for the Purpose of Granting Shares in the Context | |||
of Mergers Or for the Purpose of Acquiring | |||
Companies, Parts Thereof, Participations in |
122
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Companies Or Other Assets Or Claims to the | |||||
Acquisition of Assets, Including Claims Against the | |||||
Company Or Its Group Companies. the Sum of Shares | |||||
Issued Against Contribution in Cash And/or in Kind | |||||
in Accordance with This Authorisation Under | |||||
Exclusion of Subscription Rights May Not Exceed A | |||||
Total of Ten Percent (10%) of the Company's Share | |||||
Capital at the Time This Authorisation Becomes | |||||
Effective Or - in the Event That This Amount is | |||||
Lower - at the Time It is Exercised. the | |||||
Aforementioned Cap of Ten Percent (10%) is to | |||||
Include (i) Any Shares Of | Non-Voting | ||||
The Company Issued During the Term of This | |||||
Authorisation from Other Authorisations Under | |||||
Exclusion of Subscription Rights and (ii) Any | |||||
Shares of the Company to be Issued to Service | |||||
Conversion Or Option Rights Or Conversion | |||||
Obligations Under Bonds (including Participation | |||||
Rights), Provided That These Bonds (including | |||||
Participation Rights) are Issued During the Term of | |||||
This Authorisation Under Exclusion of Subscription | |||||
Rights. the Management Board is Authorised, with | |||||
the Consent of the Supervisory Board, to Determine | |||||
the Further Content of the Share Rights and the | |||||
Conditions of the Share Issue." | Non-Voting | ||||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian- Bank. If No Shareholder | |||||
Details are Provided, Your Instructions May Be- | |||||
Rejected. | Non-Voting | Non-Voting | |||
Please Note That This is an Amendment to Meeting Id | |||||
771621 Due to , Received-addition of Resolution 3. | |||||
All Votes Received on the Previous Meeting Will | |||||
Be-disregarded If Vote Deadline Extensions are | |||||
Granted. Therefore Please-reinstruct on This | |||||
Meeting Notice on the New Job. If However Vote | |||||
Deadline-extensions are Not Granted in the Market, | |||||
This Meeting Will be Closed And-your Vote | |||||
Intentions on the Original Meeting Will be | |||||
Applicable. Please-ensure Voting is Submitted Prior | |||||
to Cutoff on the Original Meeting, and As-soon As | |||||
Possible on This New Amended Meeting. Thank You. | Non-Voting | Non-Voting | |||
1 | Change Jurisdiction of Incorporation from | ||||
Luxembourg to Germany | Management | For | Voted - For | ||
2 | Adopt New Articles of Association | Management | For | Voted - For | |
3 | Approve Confirmation of the Mandates of the Current | ||||
Members of the Supervisory Board of the Company | Management | For | Voted - For | ||
TAIYO YUDEN CO.,LTD. | |||||
Security ID: J80206113 | |||||
Meeting Date: 29-Jun-23 | Meeting Type: Annual General Meeting | ||||
Please Reference Meeting Materials. | Non-Voting | Non-Voting | |||
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2.1 | Appoint A Director Tosaka, Shoichi | Management | For | Voted - For |
123
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2.2 | Appoint A Director Masuyama, Shinji | Management | For | Voted - For | |
2.3 | Appoint A Director Sase, Katsuya | Management | For | Voted - For | |
2.4 | Appoint A Director Fukuda, Tomomitsu | Management | For | Voted - For | |
2.5 | Appoint A Director Hiraiwa, Masashi | Management | For | Voted - For | |
2.6 | Appoint A Director Koike, Seiichi | Management | For | Voted - For | |
2.7 | Appoint A Director Hamada, Emiko | Management | For | Voted - For | |
3.1 | Appoint A Corporate Auditor Honda, Toshimitsu | Management | For | Voted - Against | |
3.2 | Appoint A Corporate Auditor Fujita, Tomomi | Management | For | Voted - For | |
TATE & LYLE PLC | |||||
Security ID: G86838151 | |||||
Meeting Date: 28-Jul-22 | Meeting Type: Annual General Meeting | ||||
1 | To Receive and Consider the Annual Report | Management | For | Voted - For | |
2 | To Approve the Directors Remuneration Report | Management | For | Voted - For | |
3 | To Declare A Final Dividend of 12.8pence Per | ||||
Ordinary Share of the Company | Management | For | Voted - For | ||
4 | To Re-elect Dr Gerry Murphy As A Director | Management | For | Voted - For | |
5 | To Re-elect Nick Hampton As A Director | Management | For | Voted - For | |
6 | To Elect Dawn Allen As A Director | Management | For | Voted - For | |
7 | To Re-elect John Cheung As A Director | Management | For | Voted - For | |
8 | To Re-elect Patricia Corsi As A Director | Management | For | Voted - For | |
9 | To Elect Dr Isabelle Esser As A Director | Management | For | Voted - For | |
10 | To Re-elect Paul Forman As A Director | Management | For | Voted - For | |
11 | To Re-elect Lars Frederiksen As A Director | Management | For | Voted - For | |
12 | To Re-elect Kimberly Nelson As A Director | Management | For | Voted - For | |
13 | To Re-elect Sybella Stanley As A Director | Management | For | Voted - For | |
14 | To Re-elect Warren Tucker As A Director | Management | For | Voted - For | |
15 | To Re-appoint Ernst and Young LLP As Auditors | Management | For | Voted - For | |
16 | To Authorise the Audit Committee for and on Behalf | ||||
of the Board to Determine the Amount of the | |||||
Auditors Remuneration | Management | For | Voted - For | ||
17 | To Renew the Authority to Make Political Donations | Management | For | Voted - For | |
18 | To Renew the Authority to Allot Ordinary Shares | Management | For | Voted - For | |
19 | To Renew the Authority for Disapplication of | ||||
Statutory Pre-emption Rights | Management | For | Voted - For | ||
20 | To Renew the Additional Authority for | ||||
Disapplication of Statutory Pre-emption Rights for | |||||
an Acquisition Or Specified Capital Investment | Management | For | Voted - For | ||
21 | To Renew the Authority for the Purchase of the | ||||
Companys Own Shares | Management | For | Voted - For | ||
22 | To Approve A Reduction of Share Capital - | ||||
Preference Shares | Management | For | Voted - For | ||
23 | To Approve the Adoption of New Articles of | ||||
Association | Management | For | Voted - For | ||
24 | To Renew the Authority in Respect of Shorter | ||||
Notices for General Meetings | Management | For | Voted - For |
124
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
TEAMVIEWER SE | |||||
Security ID: D8T895100 | |||||
Meeting Date: 24-May-23 | Meeting Type: Annual General Meeting | ||||
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. | Non-Voting | Non-Voting | |||
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 on the Ballot on | |||||
Proxyedge. | Non-Voting | Non-Voting | |||
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. | Non-Voting | Non-Voting | |||
1 | Receive Financial Statements and Statutory Reports | ||||
for Fiscal Year 2022 | Non-Voting | Non-Voting | |||
2 | Approve Discharge of Management Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For | ||
3 | Approve Discharge of Supervisory Board for Fiscal | ||||
Year 2022 | Management | For | Voted - For | ||
4 | Ratify PricewaterhouseCoopers Gmbh As Auditors for | ||||
Fiscal Year 2023, for the Review of Interim | |||||
Financial Statements for the First Half of Fiscal | |||||
Year 2023 and for the Review of Interim Financial | |||||
Statements Until 2024 Agm | Management | For | Voted - For | ||
5 | Approve Remuneration Report | Management | For | Voted - For | |
6 | Approve Increase in Size of Board to Eight Members | Management | For | Voted - For | |
7.1 | Elect Abraham Peled to the Supervisory Board | Management | For | Voted - For | |
7.2 | Elect Axel Salzmann to the Supervisory Board | Management | For | Voted - For | |
7.3 | Elect Joerg Rockenhaeuser to the Supervisory Board | Management | For | Voted - For | |
7.4 | Elect Stefan Dziarski to the Supervisory Board | Management | For | Voted - For | |
7.5 | Elect Ralf Dieter to the Supervisory Board | Management | For | Voted - For |
125
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
7.6 | Elect Swantje Conrad to the Supervisory Board, If | ||||
Item 6 is Accepted | Management | For | Voted - For | ||
7.7 | Elect Christina Stercken to the Supervisory Board, | ||||
If Item 6 is Accepted | Management | For | Voted - For | ||
8 | Approve Virtual-only Shareholder Meetings Until 2025 | Management | For | Voted - For | |
9 | Amend Articles Re: Participation of Supervisory | ||||
Board Members in the Virtual Annual General Meeting | |||||
by Means of Audio and Video Transmission | Management | For | Voted - For | ||
10 | Approve Remuneration Policy | Management | For | Voted - For | |
11 | Authorize Share Repurchase Program and Reissuance | ||||
Or Cancellation of Repurchased Shares | Management | For | Voted - For | ||
12 | Authorize Use of Financial Derivatives When | ||||
Repurchasing Shares | Management | For | Voted - For | ||
Voting Must be Lodged with Shareholder Details As | |||||
Provided by Your Custodian.-if No Shareholder | |||||
Details are Provided, Your Instruction May be | |||||
Rejected. | Non-Voting | Non-Voting | |||
VIRGIN MONEY UK PLC | |||||
Security ID: G9413V106 | |||||
Meeting Date: 21-Feb-23 | Meeting Type: Annual General Meeting | ||||
1 | Accept Financial Statements and Statutory Reports | Management | For | Voted - For | |
2 | Approve Remuneration Policy | Management | For | Voted - For | |
3 | Approve Remuneration Report | Management | For | Voted - For | |
4 | Approve Final Dividend | Management | For | Voted - For | |
5 | Re-elect Clifford Abrahams As Director | Management | For | Voted - For | |
6 | Re-elect David Bennett As Director | Management | For | Voted - For | |
7 | Re-elect David Duffy As Director | Management | For | Voted - For | |
8 | Re-elect Geeta Gopalan As Director | Management | For | Voted - For | |
9 | Re-elect Elena Novokreshchenova As Director | Management | For | Voted - For | |
10 | Re-elect Darren Pope As Director | Management | For | Voted - For | |
11 | Re-elect Tim Wade As Director | Management | For | Voted - For | |
12 | Elect Sara Weller As Director | Management | For | Voted - For | |
13 | Reappoint Ernst & Young LLP As Auditors | Management | For | Voted - For | |
14 | Authorise the Audit Committee to Fix Remuneration | ||||
of Auditors | Management | For | Voted - For | ||
15 | Authorise Issue of Equity | Management | For | Voted - For | |
16 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights | Management | For | Voted - For | ||
17 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights in Connection with an Acquisition Or Other | |||||
Capital Investment | Management | For | Voted - For | ||
18 | Authorise Issue of Equity in Connection with At1 | ||||
Securities | Management | For | Voted - For | ||
19 | Authorise Issue of Equity Without Pre- Emptive | ||||
Rights in Connection with At1 Securities | Management | For | Voted - For | ||
20 | Authorise Market Purchase of Ordinary Shares | Management | For | Voted - For | |
21 | Authorise the Company to Enter Into A Contingent | ||||
Purchase Contract with Citigroup Global Markets | |||||
Australia Pty Limited | Management | For | Voted - For |
126
Cambiar International Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
22 | Authorise the Company to Enter Into A Contingent | ||||
Purchase Contract with Goldman Sachs International | Management | For | Voted - For | ||
23 | Authorise UK Political Donations and Expenditure | Management | For | Voted - For | |
WNS (HOLDINGS) LIMITED | |||||
Security ID: 92932M101 | Ticker: WNS | ||||
Meeting Date: 22-Sep-22 | Meeting Type: Annual | ||||
1. | Adoption of the Audited Annual Accounts of the | ||||
Company for the Financial Year Ended March 31, | |||||
2022, Together with the Auditors' Report. | Management | For | Voted - For | ||
2. | Re-appointment of Grant Thornton Bharat LLP As the | ||||
Auditors of the Company. | Management | For | Voted - For | ||
3. | Approval of Auditors' Remuneration for the | ||||
Financial Year Ending March 31, 2023. | Management | For | Voted - For | ||
4. | Re-election of the Class I Director, Mr. Timothy L | ||||
Main. | Management | For | Voted - For | ||
5. | Re-election of the Class I Director, Ms. Thi Nhuoc | ||||
Lan Tu. | Management | For | Voted - For | ||
6. | Re-election of the Class I Director, Mr. Mario P | ||||
Vitale. | Management | For | Voted - For | ||
7. | Re-election of the Class I Director Mr. Gareth | ||||
Williams to Serve Until the End of His Term on | |||||
December 31, 2022. | Management | For | Voted - For | ||
8. | Approval of Directors' Remuneration for the Period | ||||
from the Annual General Meeting Until the Next | |||||
Annual General Meeting of the Company to be Held in | |||||
Respect of the Financial Year Ending March 31, 2023. | Management | For | Voted - For | ||
9. | Increase in the Ordinary Shares/american Depositary | ||||
Shares ("adss") to be Available Or Reserved for | |||||
Grant Under the Company's 2016 Incentive Award Plan | |||||
As May be Amended and Restated Pursuant to and in | |||||
Accordance with the Terms Thereof, the 2016 | |||||
Incentive Award Plan Or ("the Plan") by 2.2 Million | |||||
Ordinary Shares/adss, (representing 4.57 % of the | |||||
Total Outstanding Share Capital As on June 30, 2022 | |||||
Excluding Treasury Shares) and Adoption of the | |||||
Company's Fourth Amended and (due to Space | |||||
Limits, See Proxy Material for Full Proposal). | Management | For | Voted - For |
127
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
ALPHABET INC. | |||||
Security ID: 02079K305 | |||||
Meeting Date: 02-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Larry Page | Management | For | Voted - For | |
1b. | Election of Director: Sergey Brin | Management | For | Voted - For | |
1c. | Election of Director: Sundar Pichai | Management | For | Voted - For | |
1d. | Election of Director: John L. Hennessy | Management | For | Voted - For | |
1e. | Election of Director: Frances H. Arnold | Management | For | Voted - For | |
1f. | Election of Director: R. Martin "Marty" Chávez | Management | For | Voted - For | |
1g. | Election of Director: L. John Doerr | Management | For | Voted - For | |
1h. | Election of Director: Roger W. Ferguson Jr. | Management | For | Voted - For | |
1i. | Election of Director: Ann Mather | Management | For | Voted - For | |
1j. | Election of Director: K. Ram Shriram | Management | For | Voted - For | |
1k. | Election of Director: Robin L. Washington | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as Alphabet's independent registered public | |||||
accounting firm for the fiscal year ending December | |||||
31, 2023 | Management | For | Voted - For | ||
3. | Approval of amendment and restatement of Alphabet's | ||||
Amended and Restated 2021 Stock Plan to increase | |||||
the share reserve by 170,000,000 (post stock split) | |||||
shares of Class C capital stock | Management | For | Voted - For | ||
4. | Advisory vote to approve compensation awarded to | ||||
named executive officers | Management | For | Voted - For | ||
5. | Advisory vote on the frequency of advisory votes to | ||||
approve compensation awarded to named executive | |||||
officers | Management | 3 Years | Voted - 3 Years | ||
6. | Stockholder proposal regarding a lobbying report | Shareholder | Against | Voted - Against | |
7. | Stockholder proposal regarding a congruency report | Shareholder | Against | Voted - Against | |
8. | Stockholder proposal regarding a climate lobbying | ||||
report | Shareholder | Against | Voted - Against | ||
9. | Stockholder proposal regarding a report on | ||||
reproductive rights and data privacy | Shareholder | Against | Voted - Against | ||
10. | Stockholder proposal regarding a human rights | ||||
assessment of data center siting | Shareholder | Against | Voted - Against | ||
11. | Stockholder proposal regarding a human rights | ||||
assessment of targeted ad policies and practices | Shareholder | Against | Voted - Against | ||
12. | Stockholder proposal regarding algorithm disclosures | Shareholder | Against | Voted - Against | |
13. | Stockholder proposal regarding a report on | ||||
alignment of YouTube policies with legislation | Shareholder | Against | Voted - Against | ||
14. | Stockholder proposal regarding a content governance | ||||
report | Shareholder | Against | Voted - Against | ||
15. | Stockholder proposal regarding a performance review | ||||
of the Audit and Compliance Committee | Shareholder | Against | Voted - Against | ||
16. | Stockholder proposal regarding bylaws amendment | Shareholder | Against | Voted - Against | |
17. | Stockholder proposal regarding "executives to | ||||
retain significant stock" | Shareholder | Against | Voted - Against | ||
18. | Stockholder proposal regarding equal shareholder | ||||
voting | Shareholder | Against | Voted - Against |
128
Cambiar Opportunity Fund | ||||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |||
AMAZON.COM, INC. | ||||||
Security ID: 023135106 | ||||||
Meeting Date: 24-May-23 | Meeting Type: Annual | |||||
1a. | Election of Director: Jeffrey P. Bezos | Management | For | Voted - For | ||
1b. | Election of Director: Andrew R. Jassy | Management | For | Voted - For | ||
1c. | Election of Director: Keith B. Alexander | Management | For | Voted - For | ||
1d. | Election of Director: Edith W. Cooper | Management | For | Voted - For | ||
1e. | Election of Director: Jamie S. Gorelick | Management | For | Voted - For | ||
1f. | Election of Director: Daniel P. Huttenlocher | Management | For | Voted - For | ||
1g. | Election of Director: Judith A. McGrath | Management | For | Voted - For | ||
1h. | Election of Director: Indra K. Nooyi | Management | For | Voted - For | ||
1i. | Election of Director: Jonathan J. Rubinstein | Management | For | Voted - For | ||
1j. | Election of Director: Patricia Q. Stonesifer | Management | For | Voted - For | ||
1k. | Election of Director: Wendell P. Weeks | Management | For | Voted - For | ||
2. | RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG | |||||
LLP AS INDEPENDENT AUDITORS | Management | For | Voted - For | |||
3. | ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION | Management | For | Voted - For | ||
4. | ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY | |||||
VOTES ON EXECUTIVE COMPENSATION | Management | 1 Year | Voted - 1 Year | |||
5. | REAPPROVAL OF OUR 1997 STOCK INCENTIVE PLAN, AS | |||||
AMENDED AND RESTATED, FOR PURPOSES OF FRENCH TAX LAW | Management | For | Voted - For | |||
6. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON | |||||
RETIREMENT PLAN OPTIONS | Shareholder | Against | Voted - Against | |||
7. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON | |||||
CUSTOMER DUE DILIGENCE | Shareholder | Against | Voted - Against | |||
8. | SHAREHOLDER PROPOSAL REQUESTING REPORTING ON | |||||
CONTENT AND PRODUCT REMOVAL/RESTRICTIONS | Shareholder | Against | Voted - Against | |||
9. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CONTENT | |||||
REMOVAL REQUESTS | Shareholder | Against | Voted - Against | |||
10. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL | |||||
REPORTING ON STAKEHOLDER IMPACTS | Shareholder | Against | Voted - Against | |||
11. | SHAREHOLDER PROPOSAL REQUESTING ALTERNATIVE TAX | |||||
REPORTING | Shareholder | Against | Voted - Against | |||
12. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL | |||||
REPORTING ON CLIMATE LOBBYING | Shareholder | Against | Voted - Against | |||
13. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL | |||||
REPORTING ON GENDER/RACIAL PAY | Shareholder | Against | Voted - Against | |||
14. | SHAREHOLDER PROPOSAL REQUESTING AN ANALYSIS OF | |||||
COSTS ASSOCIATED WITH DIVERSITY, EQUITY, AND | ||||||
INCLUSION PROGRAMS | Shareholder | Against | Voted - Against | |||
15. | SHAREHOLDER PROPOSAL REQUESTING AN AMENDMENT TO OUR | |||||
BYLAWS TO REQUIRE SHAREHOLDER APPROVAL FOR CERTAIN | ||||||
FUTURE AMENDMENTS | Shareholder | Against | Voted - Against | |||
16. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL | |||||
REPORTING ON FREEDOM OF ASSOCIATION | Shareholder | Against | Voted - Against | |||
17. | SHAREHOLDER PROPOSAL REQUESTING A NEW POLICY | |||||
REGARDING OUR EXECUTIVE COMPENSATION PROCESS | Shareholder | Against Voted - Against | ||||
18. | SHAREHOLDER PROPOSAL REQUESTING ADDITIONAL | |||||
REPORTING ON ANIMAL WELFARE STANDARDS | Shareholder | Against | Voted - Against |
129
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
19. | SHAREHOLDER PROPOSAL REQUESTING AN ADDITIONAL BOARD | ||||
COMMITTEE | Shareholder | Against | Voted - Against | ||
20. | SHAREHOLDER PROPOSAL REQUESTING AN ALTERNATIVE | ||||
DIRECTOR CANDIDATE POLICY | Shareholder | Against | Voted - Against | ||
21. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON | ||||
WAREHOUSE WORKING CONDITIONS | Shareholder | Against | Voted - Against | ||
22. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON | ||||
PACKAGING MATERIALS | Shareholder | Against | Voted - Against | ||
23. | SHAREHOLDER PROPOSAL REQUESTING A REPORT ON | ||||
CUSTOMER USE OF CERTAIN TECHNOLOGIES | Shareholder | Against | Voted - Against | ||
AMERICAN EXPRESS COMPANY | |||||
Security ID: 025816109 | |||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director for a term of one year: Thomas | ||||
J. Baltimore | Management | For | Voted - For | ||
1b. | Election of Director for a term of one year: John | ||||
J. Brennan | Management | For | Voted - For | ||
1c. | Election of Director for a term of one year: Peter | ||||
Chernin | Management | For | Voted - For | ||
1d. | Election of Director for a term of one year: Walter | ||||
J. Clayton III | Management | For | Voted - For | ||
1e. | Election of Director for a term of one year: Ralph | ||||
de la Vega | Management | For | Voted - For | ||
1f. | Election of Director for a term of one year: | ||||
Theodore J. Leonsis | Management | For | Voted - For | ||
1g. | Election of Director for a term of one year: | ||||
Deborah P. Majoras | Management | For | Voted - For | ||
1h. | Election of Director for a term of one year: Karen | ||||
L. Parkhill | Management | For | Voted - For | ||
1i. | Election of Director for a term of one year: | ||||
Charles E. Phillips | Management | For | Voted - For | ||
1j. | Election of Director for a term of one year: Lynn | ||||
A. Pike | Management | For | Voted - For | ||
1k. | Election of Director for a term of one year: | ||||
Stephen J. Squeri | Management | For | Voted - For | ||
1l. | Election of Director for a term of one year: Daniel | ||||
L. Vasella | Management | For | Voted - For | ||
1m. | Election of Director for a term of one year: Lisa | ||||
W. Wardell | Management | For | Voted - For | ||
1n. | Election of Director for a term of one year: | ||||
Christopher D. Young | Management | For | Voted - For | ||
2. | Ratification of appointment of | ||||
PricewaterhouseCoopers LLP as independent | |||||
registered public accounting firm for 2023. | Management | For | Voted - For | ||
3. | Approval, on an advisory basis, of the Company's | ||||
executive compensation. | Management | For | Voted - For | ||
4. | Advisory resolution to approve the frequency of | ||||
future advisory say-on-pay votes. | Management | 1 Year | Voted - 1 Year |
130
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | Shareholder proposal relating to shareholder | ||||
ratification of excessive termination pay. | Shareholder | Against | Voted - For | ||
6. | Shareholder proposal relating to abortion & | ||||
consumer data privacy. | Shareholder | Against | Voted - For | ||
APPLIED MATERIALS, INC. | |||||
Security ID: 038222105 | |||||
Meeting Date: 09-Mar-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Rani Borkar | Management | For | Voted - For | |
1b. | Election of Director: Judy Bruner | Management | For | Voted - For | |
1c. | Election of Director: Xun (Eric) Chen | Management | For | Voted - For | |
1d. | Election of Director: Aart J. de Geus | Management | For | Voted - For | |
1e. | Election of Director: Gary E. Dickerson | Management | For | Voted - For | |
1f. | Election of Director: Thomas J. Iannotti | Management | For | Voted - For | |
1g. | Election of Director: Alexander A. Karsner | Management | For | Voted - For | |
1h. | Election of Director: Kevin P. March | Management | For | Voted - For | |
1i. | Election of Director: Yvonne McGill | Management | For | Voted - For | |
1j. | Election of Director: Scott A. McGregor | Management | For | Voted - For | |
2. | Approval, on an advisory basis, of the compensation | ||||
of Applied Materials' named executive officers for | |||||
fiscal year 2022. | Management | For | Voted - For | ||
3. | Approval, on an advisory basis, of the frequency of | ||||
holding an advisory vote on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of KPMG LLP as | ||||
Applied Materials' independent registered public | |||||
accounting firm for fiscal year 2023. | Management | For | Voted - For | ||
5. | Shareholder proposal to amend the appropriate | ||||
company governing documents to give the owners of a | |||||
combined 10% of our outstanding common stock the | |||||
power to call a special shareholder meeting. | Shareholder | Against | Voted - Against | ||
6. | Shareholder proposal to improve the executive | ||||
compensation program and policy to include the CEO | |||||
pay ratio factor. | Shareholder | Against | Voted - Against | ||
CENOVUS ENERGY INC. | |||||
Security ID: 15135U109 | |||||
Meeting Date: 26-Apr-23 | Meeting Type: Annual | ||||
1 | Appoint PricewaterhouseCoopers LLP, Chartered | ||||
Professional Accountants, as auditor of the | |||||
Corporation. | Management | For | Voted - For | ||
2A | Election of Director - Keith M. Casey | Management | For | Voted - For | |
2B | Election of Director - Canning K.N. Fok | Management | For | Voted - For | |
2C | Election of Director - Jane E. Kinney | Management | For | Voted - For | |
2D | Election of Director - Harold N. Kvisle | Management | For | Voted - For | |
2E | Election of Director - Eva L. Kwok | Management | For | Voted - For | |
2F | Election of Director - Melanie A. Little | Management | For | Voted - For | |
2G | Election of Director - Richard J. Marcogliese | Management | For | Voted - For |
131
Cambiar Opportunity Fund | ||||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |||
2H | Election of Director - Jonathan M. McKenzie | Management | For | Voted - For | ||
2I | Election of Director - Claude Mongeau | Management | For | Voted - For | ||
2J | Election of Director - Alexander J. Pourbaix | Management | For | Voted - For | ||
2K | Election of Director - Wayne E. Shaw | Management | For | Voted - For | ||
2L | Election of Director - Frank J. Sixt | Management | For | Voted - For | ||
2M | Election of Director - Rhonda I. Zygocki | Management | For | Voted - For | ||
3 | Accept the Corporation's approach to executive | |||||
compensation. | Management | For | Voted - For | |||
4 | Approve the shareholder proposal on lobbying | |||||
reporting. | Shareholder | For | Voted - For | |||
CENTENE CORPORATION | ||||||
Security ID: 15135B101 | ||||||
Meeting Date: 27-Sep-22 | Meeting Type: Special | |||||
1. | To adopt an amendment to Centene Corporation's | |||||
Amended and Restated Certificate of Incorporation | ||||||
to declassify the Board of Directors immediately. | Management | For | Voted - For | |||
2. | To adopt an amendment to Centene Corporation's | |||||
Amended and Restated Certificate of Incorporation | ||||||
to eliminate the prohibition on stockholders | ||||||
calling special meetings. | Management | For | Voted - For | |||
3. | To adopt an amendment to Centene Corporation's | |||||
Amended and Restated Certificate of Incorporation | ||||||
to grant stockholders the right to act by written | ||||||
consent, subject to certain terms and conditions. | Management | For | Voted - For | |||
4. | To approve the adjournment of the Special Meeting | |||||
to a later date or time if necessary or | ||||||
appropriate, including to solicit additional | ||||||
proxies in favor of any of Proposals 1, 2 or 3 if | ||||||
there are insufficient votes at the time of the | ||||||
Special Meeting to approve any such Proposal. | Management | For | Voted - For | |||
Meeting Date: 10-May-23 | Meeting Type: Annual | |||||
1a. | ELECTION OF DIRECTOR: Jessica L. Blume | Management | For | Voted - For | ||
1b. | ELECTION OF DIRECTOR: Kenneth A. Burdick | Management | For | Voted - For | ||
1c. | ELECTION OF DIRECTOR: Christopher J. Coughlin | Management | For | Voted - For | ||
1d. | ELECTION OF DIRECTOR: H. James Dallas | Management | For | Voted - For | ||
1e. | ELECTION OF DIRECTOR: Wayne S. DeVeydt | Management | For | Voted - For | ||
1f. | ELECTION OF DIRECTOR: Frederick H. Eppinger | Management | For | Voted - For | ||
1g. | ELECTION OF DIRECTOR: Monte E. Ford | Management | For | Voted - For | ||
1h. | ELECTION OF DIRECTOR: Sarah M. London | Management | For | Voted - For | ||
1i. | ELECTION OF DIRECTOR: Lori J. Robinson | Management | For | Voted - For | ||
1j. | ELECTION OF DIRECTOR: Theodore R. Samuels | Management | For | Voted - For | ||
2. | ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. | Management | For | Voted - For | ||
3. | ADVISORY VOTE ON FREQUENCY OF FUTURE ADVISORY VOTES | |||||
ON EXECUTIVE COMPENSATION. | Management | 1 Year | Voted - 1 Year | |||
4. | RATIFICATION OF APPOINTMENT OF KPMG LLP AS OUR | |||||
INDEPENDENT PUBLIC ACCOUNTING FIRM FOR THE YEAR | ||||||
ENDING DECEMBER 31, 2023. | Management | For | Voted - For |
132
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | STOCKHOLDER PROPOSAL FOR SHAREHOLDER RATIFICATION | ||||
OF TERMINATION PAY. | Shareholder | Against | Voted - For | ||
6. | STOCKHOLDER PROPOSAL FOR MATERNAL MORBIDITY | ||||
REDUCTION METRICS IN EXECUTIVE COMPENSATION. | Shareholder | Against Voted - For | |||
CHEVRON CORPORATION | |||||
Security ID: 166764100 | |||||
Meeting Date: 31-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Wanda M. Austin | Management | For | Voted - For | |
1b. | Election of Director: John B. Frank | Management | For | Voted - For | |
1c. | Election of Director: Alice P. Gast | Management | For | Voted - For | |
1d. | Election of Director: Enrique Hernandez, Jr. | Management | For | Voted - For | |
1e. | Election of Director: Marillyn A. Hewson | Management | For | Voted - For | |
1f. | Election of Director: Jon M. Huntsman Jr. | Management | For | Voted - For | |
1g. | Election of Director: Charles W. Moorman | Management | For | Voted - For | |
1h. | Election of Director: Dambisa F. Moyo | Management | For | Voted - For | |
1i. | Election of Director: Debra Reed-Klages | Management | For | Voted - For | |
1j. | Election of Director: D. James Umpleby III | Management | For | Voted - For | |
1k. | Election of Director: Cynthia J. Warner | Management | For | Voted - For | |
1l. | Election of Director: Michael K. Wirth | Management | For | Voted - For | |
2. | Ratification of Appointment of | ||||
PricewaterhouseCoopers LLP as the Independent | |||||
Registered Public Accounting Firm | Management | For | Voted - For | ||
3. | Advisory Vote to Approve Named Executive Officer | ||||
Compensation | Management | For | Voted - For | ||
4. | Advisory Vote on the Frequency of Future Advisory | ||||
Votes on Named Executive Officer Compensation | Management | 1 Year | Voted - 1 Year | ||
5. | Rescind the 2021 "Reduce Scope 3 Emissions" | ||||
Stockholder Proposal | Shareholder | Against | Voted - Against | ||
6. | Set a Medium-Term Scope 3 GHG Emissions Reduction | ||||
Target | Shareholder | Against | Voted - Against | ||
7. | Recalculate Emissions Baseline to Exclude Emissions | ||||
from Material Divestitures | Shareholder | Against | Voted - For | ||
8. | Establish Board Committee on Decarbonization Risk | Shareholder | Against | Voted - Against | |
9. | Report on Worker and Community Impact from Facility | ||||
Closures and Energy Transitions | Shareholder | Against | Voted - For | ||
10. | Report on Racial Equity Audit | Shareholder | Against | Voted - Against | |
11. | Report on Tax Practices | Shareholder | Against | Voted - For | |
12. | Independent Chair | Shareholder | Against | Voted - For | |
CHUBB LIMITED | |||||
Security ID: H1467J104 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1 | Approval of the management report, standalone | ||||
financial statements and consolidated financial | |||||
statements of Chubb Limited for the year ended | |||||
December 31, 2022 | Management | For | Voted - For |
133
Cambiar Opportunity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
2a | Allocation of disposable profit | Management | For | Voted - For |
2b | Distribution of a dividend out of legal reserves | |||
(by way of release and allocation to a dividend | ||||
reserve) | Management | For | Voted - For | |
3 | Discharge of the Board of Directors | Management | For | Voted - For |
4a | Election of PricewaterhouseCoopers AG (Zurich) as | |||
our statutory auditor | Management | For | Voted - For | |
4b | Ratification of appointment of | |||
PricewaterhouseCoopers LLP (United States) as | ||||
independent registered public accounting firm for | ||||
purposes of U.S. securities law reporting | Management | For | Voted - For | |
4c | Election of BDO AG (Zurich) as special audit firm | Management | For | Voted - For |
5a | Election of Director: Evan G. Greenberg | Management | For | Voted - For |
5b | Election of Director: Michael P. Connors | Management | For | Voted - For |
5c | Election of Director: Michael G. Atieh | Management | For | Voted - For |
5d | Election of Director: Kathy Bonanno | Management | For | Voted - For |
5e | Election of Director: Nancy K. Buese | Management | For | Voted - For |
5f | Election of Director: Sheila P. Burke | Management | For | Voted - For |
5g | Election of Director: Michael L. Corbat | Management | For | Voted - For |
5h | Election of Director: Robert J. Hugin | Management | For | Voted - For |
5i | Election of Director: Robert W. Scully | Management | For | Voted - For |
5j | Election of Director: Theodore E. Shasta | Management | For | Voted - For |
5k | Election of Director: David H. Sidwell | Management | For | Voted - For |
5l | Election of Director: Olivier Steimer | Management | For | Voted - For |
5m | Election of Director: Frances F. Townsend | Management | For | Voted - For |
6 | Election of Evan G. Greenberg as Chairman of the | |||
Board of Directors | Management | For | Voted - For | |
7a | Election of the Compensation Committee of the Board | |||
of Directors: Michael P. Connors | Management | For | Voted - For | |
7b | Election of the Compensation Committee of the Board | |||
of Directors: David H. Sidwell | Management | For | Voted - For | |
7c | Election of the Compensation Committee of the Board | |||
of Directors: Frances F. Townsend | Management | For | Voted - For | |
8 | Election of Homburger AG as independent proxy | Management | For | Voted - For |
9a | Amendments to the Articles of Association: | |||
Amendments relating to Swiss corporate law updates | Management | For | Voted - For | |
9b | Amendments to the Articles of Association: | |||
Amendment to advance notice period | Management | For | Voted - For | |
10a | Reduction of share capital: Cancellation of | |||
repurchased shares | Management | For | Voted - For | |
10b | Reduction of share capital: Par value reduction | Management | For | Voted - For |
11a | Approval of the compensation of the Board of | |||
Directors and Executive Management under Swiss law | ||||
requirements: Maximum compensation of the Board of | ||||
Directors until the next annual general meeting | Management | For | Voted - For | |
11b | Approval of the compensation of the Board of | |||
Directors and Executive Management under Swiss law | ||||
requirements: Maximum compensation of Executive | ||||
Management for the 2024 calendar year | Management | For | Voted - For | |
11c | Approval of the compensation of the Board of | |||
Directors and Executive Management under Swiss law |
134
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
requirements: Advisory vote to approve the Swiss | |||||
compensation report | Management | For | Voted - For | ||
12 | Advisory vote to approve executive compensation | ||||
under U.S. securities law requirements | Management | For | Voted - For | ||
13 | Advisory vote on the frequency of the U.S. | ||||
securities law advisory vote on executive | |||||
compensation | Management | 1 Year | Voted - 1 Year | ||
14 | Shareholder proposal on greenhouse gas emissions | ||||
targets, if properly presented | Shareholder | Against | Voted - Against | ||
15 | Shareholder proposal on human rights and | ||||
underwriting, if properly presented. | Shareholder | Against | Voted - Against | ||
A | If a new agenda item or a new proposal for an | ||||
existing agenda item is put before the meeting, | |||||
I/we hereby authorize and instruct the independent | |||||
proxy to vote as follows. | Management | For | Voted - Against | ||
COLGATE-PALMOLIVE COMPANY | |||||
Security ID: 194162103 | |||||
Meeting Date: 12-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: John P. Bilbrey | Management | For | Voted - For | |
1b. | Election of Director: John T. Cahill | Management | For | Voted - For | |
1c. | Election of Director: Steve Cahillane | Management | For | Voted - For | |
1d. | Election of Director: Lisa M. Edwards | Management | For | Voted - For | |
1e. | Election of Director: C. Martin Harris | Management | For | Voted - For | |
1f. | Election of Director: Martina Hund-Mejean | Management | For | Voted - For | |
1g. | Election of Director: Kimberly A. Nelson | Management | For | Voted - For | |
1h. | Election of Director: Lorrie M. Norrington | Management | For | Voted - For | |
1i. | Election of Director: Michael B. Polk | Management | For | Voted - For | |
1j. | Election of Director: Stephen I. Sadove | Management | For | Voted - For | |
1k. | Election of Director: Noel R. Wallace | Management | For | Voted - For | |
2. | Ratify selection of PricewaterhouseCoopers LLP as | ||||
Colgate's independent registered public accounting | |||||
firm. | Management | For | Voted - For | ||
3. | Advisory vote on executive compensation. | Management | For | Voted - For | |
4. | Advisory vote on the frequency of future advisory | ||||
votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
5. | Stockholder proposal on independent Board Chairman. | Shareholder | Against | Voted - Against | |
6. | Stockholder proposal on executives to retain | ||||
significant stock. | Shareholder | Against | Voted - Against | ||
CONSTELLATION BRANDS, INC. | |||||
Security ID: 21036P108 | |||||
Meeting Date: 19-Jul-22 | Meeting Type: Annual | ||||
1.1 | Director: Jennifer M. Daniels | Management | For | Voted - For | |
1.2 | Director: Jeremy S.G. Fowden | Management | For | Voted - For | |
1.3 | Director: Jose M. Madero Garza | Management | For | Voted - For | |
1.4 | Director: Daniel J. McCarthy | Management | For | Voted - For |
135
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2. | To ratify the selection of KPMG LLP as the | ||||
Company's independent registered public accounting | |||||
firm for the fiscal year ending February 28, 2023. | Management | For | Voted - For | ||
3. | To approve, by an advisory vote, the compensation | ||||
of the Company's named executive officers as | |||||
disclosed in the Proxy Statement. | Management | For | Voted - For | ||
Meeting Date: 09-Nov-22 | Meeting Type: Special | ||||
1. | To approve and adopt the Amended and Restated | ||||
Charter, which will effectuate the Reclassification | |||||
described in the Proxy Statement. | Management | For | Voted - Against | ||
2. | To adjourn the Special Meeting to a later date or | ||||
dates, if necessary or appropriate, to solicit | |||||
additional proxies if there are insufficient votes | |||||
to approve the Reclassification Proposal at the | |||||
time of the Special Meeting. | Management | For | Voted - Against | ||
CORTEVA INC. | |||||
Security ID: 22052L104 | |||||
Meeting Date: 21-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Lamberto Andreotti | Management | For | Voted - For | |
1b. | Election of Director: Klaus A. Engel | Management | For | Voted - For | |
1c. | Election of Director: David C. Everitt | Management | For | Voted - For | |
1d. | Election of Director: Janet P. Giesselman | Management | For | Voted - For | |
1e. | Election of Director: Karen H. Grimes | Management | For | Voted - For | |
1f. | Election of Director: Michael O. Johanns | Management | For | Voted - For | |
1g. | Election of Director: Rebecca B. Liebert | Management | For | Voted - For | |
1h. | Election of Director: Marcos M. Lutz | Management | For | Voted - For | |
1i. | Election of Director: Charles V. Magro | Management | For | Voted - For | |
1j. | Election of Director: Nayaki R. Nayyar | Management | For | Voted - For | |
1k. | Election of Director: Gregory R. Page | Management | For | Voted - For | |
1l. | Election of Director: Kerry J. Preete | Management | For | Voted - For | |
1m. | Election of Director: Patrick J. Ward | Management | For | Voted - For | |
2. | Advisory resolution to approve executive | ||||
compensation of the Company's named executive | |||||
officers. | Management | For | Voted - For | ||
3. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as the Company's | |||||
independent registered public accounting firm for | |||||
2023. | Management | For | Voted - For | ||
FISERV, INC. | |||||
Security ID: 337738108 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Frank J. Bisignano | Management | For | Voted - For | |
1.2 | Director: Henrique de Castro | Management | For | Voted - For |
136
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.3 | Director: Harry F. DiSimone | Management | For | Voted - For | |
1.4 | Director: Dylan G. Haggart | Management | For | Voted - For | |
1.5 | Director: Wafaa Mamilli | Management | For | Voted - For | |
1.6 | Director: Heidi G. Miller | Management | For | Voted - For | |
1.7 | Director: Doyle R. Simons | Management | For | Voted - For | |
1.8 | Director: Kevin M. Warren | Management | For | Voted - For | |
2. | To approve, on an advisory basis, the compensation | ||||
of the named executive officers of Fiserv, Inc. | Management | For | Voted - For | ||
3. | Advisory vote on the frequency of advisory votes on | ||||
the compensation of the named executive officers of | |||||
Fiserv, Inc. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the appointment of Deloitte & Touche LLP | ||||
as the independent registered public accounting | |||||
firm of Fiserv, Inc. for 2023. | Management | For | Voted - For | ||
5. | Shareholder proposal requesting an independent | ||||
board chair policy. | Shareholder | Against | Voted - Against | ||
HUMANA INC. | |||||
Security ID: 444859102 | |||||
Meeting Date: 20-Apr-23 | Meeting Type: Annual | ||||
1a) | Election of Director: Raquel C. Bono, M.D. | Management | For | Voted - For | |
1b) | Election of Director: Bruce D. Broussard | Management | For | Voted - For | |
1c) | Election of Director: Frank A. D'Amelio | Management | For | Voted - For | |
1d) | Election of Director: David T. Feinberg, M.D. | Management | For | Voted - For | |
1e) | Election of Director: Wayne A. I. Frederick, M.D. | Management | For | Voted - For | |
1f) | Election of Director: John W. Garratt | Management | For | Voted - For | |
1g) | Election of Director: Kurt J. Hilzinger | Management | For | Voted - For | |
1h) | Election of Director: Karen W. Katz | Management | For | Voted - For | |
1i) | Election of Director: Marcy S. Klevorn | Management | For | Voted - For | |
1j) | Election of Director: William J. McDonald | Management | For | Voted - For | |
1k) | Election of Director: Jorge S. Mesquita | Management | For | Voted - For | |
1l) | Election of Director: Brad D. Smith | Management | For | Voted - For | |
2. | The ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as the Company's | |||||
independent registered public accounting firm. | Management | For | Voted - For | ||
3. | Non-binding advisory vote for the approval of the | ||||
compensation of the named executive officers as | |||||
disclosed in the 2023 proxy statement. | Management | For | Voted - For | ||
4. | Non-binding advisory vote for the approval of the | ||||
frequency with which future stockholder votes on | |||||
the compensation of the named executive officers | |||||
will be held. | Management | 1 Year | Voted - 1 Year |
137
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
INTERCONTINENTAL EXCHANGE, INC. | |||||
Security ID: 45866F104 | |||||
Meeting Date: 19-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director for terms expiring in 2024: | ||||
Hon. Sharon Y. Bowen | Management | For | Voted - For | ||
1b. | Election of Director for terms expiring in 2024: | ||||
Shantella E. Cooper | Management | For | Voted - For | ||
1c. | Election of Director for terms expiring in 2024: | ||||
Duriya M. Farooqui | Management | For | Voted - For | ||
1d. | Election of Director for terms expiring in 2024: | ||||
The Rt. Hon. the Lord Hague of Richmond | Management | For | Voted - For | ||
1e. | Election of Director for terms expiring in 2024: | ||||
Mark F. Mulhern | Management | For | Voted - For | ||
1f. | Election of Director for terms expiring in 2024: | ||||
Thomas E. Noonan | Management | For | Voted - For | ||
1g. | Election of Director for terms expiring in 2024: | ||||
Caroline L. Silver | Management | For | Voted - For | ||
1h. | Election of Director for terms expiring in 2024: | ||||
Jeffrey C. Sprecher | Management | For | Voted - For | ||
1i. | Election of Director for terms expiring in 2024: | ||||
Judith A. Sprieser | Management | For | Voted - For | ||
1j. | Election of Director for terms expiring in 2024: | ||||
Martha A. Tirinnanzi | Management | For | Voted - For | ||
2. | To approve, by non-binding vote, the advisory | ||||
resolution on executive compensation for named | |||||
executive officers. | Management | For | Voted - For | ||
3. | To approve, by non-binding vote, the advisory | ||||
resolution to approve the frequency of future | |||||
advisory votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the appointment of Ernst & Young LLP as | ||||
our independent registered public accounting firm | |||||
for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
5. | A stockholder proposal regarding special | ||||
stockholder meeting improvement, if properly | |||||
presented at the Annual Meeting. | Shareholder | Against | Voted - Against | ||
JOHNSON & JOHNSON | |||||
Security ID: 478160104 | |||||
Meeting Date: 27-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Darius Adamczyk | Management | For | Voted - For | |
1b. | Election of Director: Mary C. Beckerle | Management | For | Voted - For | |
1c. | Election of Director: D. Scott Davis | Management | For | Voted - For | |
1d. | Election of Director: Jennifer A. Doudna | Management | For | Voted - For | |
1e. | Election of Director: Joaquin Duato | Management | For | Voted - For | |
1f. | Election of Director: Marillyn A. Hewson | Management | For | Voted - For | |
1g. | Election of Director: Paula A. Johnson | Management | For | Voted - For | |
1h. | Election of Director: Hubert Joly | Management | For | Voted - For |
138
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1I. | Election of Director: Mark B. McClellan | Management | For | Voted - For | |
1j. | Election of Director: Anne M. Mulcahy | Management | For | Voted - For | |
1k. | Election of Director: Mark A. Weinberger | Management | For | Voted - For | |
1l. | Election of Director: Nadja Y. West | Management | For | Voted - For | |
2. | Advisory Vote to Approve Named Executive Officer | ||||
Compensation | Management | For | Voted - For | ||
3. | Advisory Vote on the Frequency of Voting to Approve | ||||
Named Executive Officer Compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of Appointment of | ||||
PricewaterhouseCoopers LLP as the Independent | |||||
Registered Public Accounting Firm | Management | For | Voted - For | ||
5. | Proposal Withdrawn (Federal Securities Laws | ||||
Mandatory Arbitration Bylaw) | Shareholder | Against | Voted - Abstain | ||
6. | Vaccine Pricing Report | Shareholder | Against | Voted - Against | |
7. | Executive Compensation Adjustment Policy | Shareholder | Against | Voted - Abstain | |
8. | Impact of Extended Patent Exclusivities on Product | ||||
Access | Shareholder | Against | Voted - Against | ||
JPMORGAN CHASE & CO. | |||||
Security ID: 46625H100 | |||||
Meeting Date: 16-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Linda B. Bammann | Management | For | Voted - For | |
1b. | Election of Director: Stephen B. Burke | Management | For | Voted - For | |
1c. | Election of Director: Todd A. Combs | Management | For | Voted - For | |
1d. | Election of Director: James S. Crown | Management | For | Voted - For | |
1e. | Election of Director: Alicia Boler Davis | Management | For | Voted - For | |
1f. | Election of Director: James Dimon | Management | For | Voted - For | |
1g. | Election of Director: Timothy P. Flynn | Management | For | Voted - For | |
1h. | Election of Director: Alex Gorsky | Management | For | Voted - For | |
1i. | Election of Director: Mellody Hobson | Management | For | Voted - For | |
1j. | Election of Director: Michael A. Neal | Management | For | Voted - For | |
1k. | Election of Director: Phebe N. Novakovic | Management | For | Voted - For | |
1l. | Election of Director: Virginia M. Rometty | Management | For | Voted - For | |
2. | Advisory resolution to approve executive | ||||
compensation | Management | For | Voted - For | ||
3. | Advisory vote on frequency of advisory resolution | ||||
to approve executive compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of independent registered public | ||||
accounting firm | Management | For | Voted - For | ||
5. | Independent board chairman | Shareholder | Against | Voted - For | |
6. | Fossil fuel phase out | Shareholder | Against | Voted - Against | |
7. | Amending public responsibility committee charter to | ||||
include mandate to oversee animal welfare impact | |||||
and risk | Shareholder | Against | Voted - Against | ||
8. | Special shareholder meeting improvement | Shareholder | Against | Voted - Against | |
9. | Report on climate transition planning | Shareholder | Against | Voted - Against | |
10. | Report on ensuring respect for civil liberties | Shareholder | Against | Voted - Against | |
11. | Report analyzing the congruence of the company's | ||||
political and electioneering expenditures | Shareholder | Against | Voted - Against |
139
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
12. | Absolute GHG reduction goals | Shareholder | Against | Voted - Against | |
L3HARRIS TECHNOLOGIES INC. | |||||
Security ID: 502431109 | |||||
Meeting Date: 21-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Sallie B. Bailey | Management | For | Voted - For | ||
1b. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Peter W. Chiarelli | Management | For | Voted - For | ||
1c. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Thomas A. Dattilo | Management | For | Voted - For | ||
1d. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Roger B. Fradin | Management | For | Voted - For | ||
1e. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Joanna L. Geraghty | Management | For | Voted - For | ||
1f. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Harry B. Harris, Jr. | Management | For | Voted - For | ||
1g. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Lewis Hay III | Management | For | Voted - For | ||
1h. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Christopher E. Kubasik | Management | For | Voted - For | ||
1i. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Rita S. Lane | Management | For | Voted - For | ||
1j. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Robert B. Millard | Management | For | Voted - For | ||
1k. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Edward A. Rice, Jr. | Management | For | Voted - For | ||
1l. | Election of Director for a Term Expiring at the | ||||
2024 Annual Meeting: Christina L. Zamarro | Management | For | Voted - For | ||
2. | Approval, in an Advisory Vote, of the Compensation | ||||
of Named Executive Officers as Disclosed in the | |||||
Proxy Statement | Management | For | Voted - For | ||
3. | Approval, in an Advisory Vote, of the Frequency of | ||||
Future Shareholder Votes Regarding the Compensation | |||||
of Named Executive Officers | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of Appointment of Ernst & Young LLP as | ||||
Independent Registered Public Accounting Firm for | |||||
Fiscal Year 2023 | Management | For | Voted - For | ||
5. | Shareholder Proposal titled "Transparency in Regard | ||||
to Lobbying" | Shareholder | Against | Voted - Against | ||
LABORATORY CORP. OF AMERICA HOLDINGS | |||||
Security ID: 50540R409 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Kerrii B. Anderson | Management | For | Voted - For | |
1b. | Election of Director: Jean-Luc Bélingard | Management | For | Voted - For | |
1c. | Election of Director: Jeffrey A. Davis | Management | For | Voted - For | |
1d. | Election of Director: D. Gary Gilliland, M.D., Ph.D. | Management | For | Voted - For |
140
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1e. | Election of Director: Kirsten M. Kliphouse | Management | For | Voted - For | |
1f. | Election of Director: Garheng Kong, M.D., Ph.D. | Management | For | Voted - For | |
1g. | Election of Director: Peter M. Neupert | Management | For | Voted - For | |
1h. | Election of Director: Richelle P. Parham | Management | For | Voted - For | |
1i. | Election of Director: Adam H. Schechter | Management | For | Voted - For | |
1j. | Election of Director: Kathryn E. Wengel | Management | For | Voted - For | |
1k. | Election of Director: R. Sanders Williams, M.D. | Management | For | Voted - For | |
2. | To approve, by non-binding vote, executive | ||||
compensation. | Management | For | Voted - For | ||
3. | To recommend by non-binding vote, the frequency of | ||||
future non- binding votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of Deloitte and | ||||
Touche LLP as Laboratory Corporation of America | |||||
Holdings' independent registered public accounting | |||||
firm for the year ending December 31, 2023. | Management | For | Voted - For | ||
5. | Shareholder proposal relating to a policy regarding | ||||
separation of the roles of Board Chairman and Chief | |||||
Executive Officer. | Shareholder | Against | Voted - For | ||
6. | Shareholder proposal regarding a Board report on | ||||
transport of nonhuman primates within the U.S. | Shareholder | Against | Voted - Against | ||
7. | Shareholder proposal regarding a Board report on | ||||
known risks of fulfilling information requests and | |||||
mitigation strategies. | Shareholder | Against | Voted - Against | ||
MARVELL TECHNOLOGY, INC. | |||||
Security ID: 573874104 | |||||
Meeting Date: 16-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Sara Andrews | Management | For | Voted - For | |
1b. | Election of Director: W. Tudor Brown | Management | For | Voted - For | |
1c. | Election of Director: Brad W. Buss | Management | For | Voted - For | |
1d. | Election of Director: Rebecca W. House | Management | For | Voted - For | |
1e. | Election of Director: Marachel L. Knight | Management | For | Voted - For | |
1f. | Election of Director: Matthew J. Murphy | Management | For | Voted - For | |
1g. | Election of Director: Michael G. Strachan | Management | For | Voted - For | |
1h. | Election of Director: Robert E. Switz | Management | For | Voted - For | |
1i. | Election of Director: Ford Tamer | Management | For | Voted - For | |
2. | An advisory (non-binding) vote to approve | ||||
compensation of our named executive officers. | Management | For | Voted - For | ||
3. | To conduct an advisory (non-binding) vote on the | ||||
frequency of holding an advisory shareholder vote | |||||
on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the appointment of Deloitte and Touche | ||||
LLP as our independent registered public accounting | |||||
firm for the fiscal year ending February 3, 2024. | Management | For | Voted - For |
141
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
MASTERCARD INCORPORATED | |||||
Security ID: 57636Q104 | |||||
Meeting Date: 27-Jun-23 | Meeting Type: Annual | ||||
1a. | ELECTION OF DIRECTOR: Merit E. Janow | Management | For | Voted - For | |
1b. | ELECTION OF DIRECTOR: Candido Bracher | Management | For | Voted - For | |
1c. | ELECTION OF DIRECTOR: Richard K. Davis | Management | For | Voted - For | |
1d. | ELECTION OF DIRECTOR: Julius Genachowski | Management | For | Voted - For | |
1e. | ELECTION OF DIRECTOR: Choon Phong Goh | Management | For | Voted - For | |
1f. | ELECTION OF DIRECTOR: Oki Matsumoto | Management | For | Voted - For | |
1g. | ELECTION OF DIRECTOR: Michael Miebach | Management | For | Voted - For | |
1h. | ELECTION OF DIRECTOR: Youngme Moon | Management | For | Voted - For | |
1i. | ELECTION OF DIRECTOR: Rima Qureshi | Management | For | Voted - For | |
1j. | ELECTION OF DIRECTOR: Gabrielle Sulzberger | Management | For | Voted - For | |
1k. | ELECTION OF DIRECTOR: Harit Talwar | Management | For | Voted - For | |
1l. | ELECTION OF DIRECTOR: Lance Uggla | Management | For | Voted - For | |
2. | Advisory approval of Mastercard's executive | ||||
compensation. | Management | For | Voted - For | ||
3. | Advisory approval of the frequency of future | ||||
advisory votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Approval of Mastercard Incorporated Employee Stock | ||||
Purchase Plan. | Management | For | Voted - For | ||
5. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as the independent | |||||
registered public accounting firm for Mastercard | |||||
for 2023. | Management | For | Voted - For | ||
6. | Consideration of a stockholder proposal requesting | ||||
a report on ensuring respect for civil liberties. | Shareholder | Against | Voted - Against | ||
7. | Consideration of a stockholder proposal requesting | ||||
a report on Mastercard's stance on new Merchant | |||||
Category Code. | Shareholder | Against | Voted - Against | ||
8. | Consideration of a stockholder proposal requesting | ||||
lobbying disclosure. | Shareholder | Against | Voted - Against | ||
9. | Consideration of a stockholder proposal requesting | ||||
stockholders approve advance notice bylaw | |||||
amendments. | Shareholder | Against | Voted - Against | ||
10. | Consideration of a stockholder proposal requesting | ||||
a report on the cost-benefit analysis of diversity | |||||
and inclusion efforts. | Shareholder | Against | Voted - Against | ||
MEDTRONIC PLC | |||||
Security ID: G5960L103 | |||||
Meeting Date: 08-Dec-22 | Meeting Type: Annual | ||||
1a. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Richard H. Anderson | Management | For | Voted - For | ||
1b. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Craig Arnold | Management | For | Voted - For |
142
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1c. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Scott C. Donnelly | Management | For | Voted - For | ||
1d. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Lidia L. Fonseca | Management | For | Voted - For | ||
1e. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Andrea J. Goldsmith, Ph.D. | Management | For | Voted - For | ||
1f. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Randall J. Hogan, III | Management | For | Voted - For | ||
1g. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Kevin E. Lofton | Management | For | Voted - For | ||
1h. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Geoffrey S. Martha | Management | For | Voted - For | ||
1i. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Elizabeth G. Nabel, M.D. | Management | For | Voted - For | ||
1j. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Denise M. O'Leary | Management | For | Voted - For | ||
1k. | Election of Director to hold office until the 2023 | ||||
Annual General Meeting: Kendall J. Powell | Management | For | Voted - Against | ||
2. | Ratifying, in a non-binding vote, the appointment | ||||
of PricewaterhouseCoopers LLP as the Company's | |||||
independent auditor for fiscal year 2023 and | |||||
authorizing, in a binding vote, the Board of | |||||
Directors, acting through the Audit Committee, to | |||||
set the auditor's remuneration. | Management | For | Voted - For | ||
3. | Approving, on an advisory basis, the Company's | ||||
executive compensation. | Management | For | Voted - For | ||
4. | Renewing the Board of Directors' authority to issue | ||||
shares under Irish law. | Management | For | Voted - For | ||
5. | Renewing the Board of Directors' authority to opt | ||||
out of pre-emption rights under Irish law. | Management | For | Voted - For | ||
6. | Authorizing the Company and any subsidiary of the | ||||
Company to make overseas market purchases of | |||||
Medtronic ordinary shares. | Management | For | Voted - For | ||
ONEOK, INC. | |||||
Security ID: 682680103 | |||||
Meeting Date: 24-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Brian L. Derksen | Management | For | Voted - For | |
1b. | Election of Director: Julie H. Edwards | Management | For | Voted - For | |
1c. | Election of Director: Mark W. Helderman | Management | For | Voted - For | |
1d. | Election of Director: Randall J. Larson | Management | For | Voted - For | |
1e. | Election of Director: Steven J. Malcolm | Management | For | Voted - For | |
1f. | Election of Director: Jim W. Mogg | Management | For | Voted - Against | |
1g. | Election of Director: Pattye L. Moore | Management | For | Voted - For | |
1h. | Election of Director: Pierce H. Norton II | Management | For | Voted - For | |
1i. | Election of Director: Eduardo A. Rodriguez | Management | For | Voted - For | |
1j. | Election of Director: Gerald B. Smith | Management | For | Voted - For | |
2. | Ratification of the selection of | ||||
PricewaterhouseCoopers LLP as the independent |
143
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
registered public accounting firm of ONEOK, Inc. | |||||
for the year ending December 31, 2023. | Management | For | Voted - For | ||
3. | Amendment and restatement of the ONEOK, Inc. | ||||
Employee Stock Purchase Plan to increase the total | |||||
number of shares under the Plan. | Management | For | Voted - For | ||
4. | An advisory vote to approve ONEOK, Inc.'s executive | ||||
compensation. | Management | For | Voted - For | ||
5. | An advisory vote on the frequency of holding the | ||||
shareholder advisory vote on ONEOK's executive | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
RAYTHEON TECHNOLOGIES | |||||
Security ID: 75513E101 | |||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Tracy A. Atkinson | Management | For | Voted - For | |
1b. | Election of Director: Leanne G. Caret | Management | For | Voted - For | |
1c. | Election of Director: Bernard A. Harris, Jr. | Management | For | Voted - For | |
1d. | Election of Director: Gregory J. Hayes | Management | For | Voted - For | |
1e. | Election of Director: George R. Oliver | Management | For | Voted - For | |
1f. | Election of Director: Robert K. (Kelly) Ortberg | Management | For | Voted - For | |
1g. | Election of Director: Dinesh C. Paliwal�� | Management | For | Voted - For | |
1h. | Election of Director: Ellen M. Pawlikowski | Management | For | Voted - For | |
1i. | Election of Director: Denise L. Ramos | Management | For | Voted - For | |
1j. | Election of Director: Fredric G. Reynolds | Management | For | Voted - For | |
1k. | Election of Director: Brian C. Rogers | Management | For | Voted - For | |
1l. | Election of Director: James A. Winnefeld, Jr. | Management | For | Voted - For | |
1m. | Election of Director: Robert O. Work | Management | For | Voted - For | |
2. | Advisory Vote to Approve Executive Compensation | Management | For | Voted - For | |
3. | Advisory Vote on the Frequency of Shareowner Votes | ||||
on Named Executive Officer Compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Appoint PricewaterhouseCoopers LLP to Serve as | ||||
Independent Auditor for 2023 | Management | For | Voted - For | ||
5. | Approve an Amendment to the Restated Certificate of | ||||
Incorporation to Repeal Article Ninth | Management | For | Voted - For | ||
6. | Approve an Amendment to the Restated Certificate of | ||||
Incorporation to Eliminate Personal Liability of | |||||
Officers for Monetary Damages for Breach of | |||||
Fiduciary Duty as an Officer | Management | For | Voted - Against | ||
7. | Shareowner Proposal Requesting the Board Adopt an | ||||
Independent Board Chair Policy | Shareholder | Against | Voted - For | ||
8. | Shareowner Proposal Requesting a Report on | ||||
Greenhouse Gas Reduction Plan | Shareholder | Against | Voted - For | ||
ROCKWELL AUTOMATION, INC. | |||||
Security ID: 773903109 | |||||
Meeting Date: 07-Feb-23 | Meeting Type: Annual | ||||
1.1 | Director: William P. Gipson | Management | For | Voted - For |
144
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.2 | Director: Pam Murphy | Management | For | Voted - For | |
1.3 | Director: Donald R. Parfet | Management | For | Voted - For | |
1.4 | Director: Robert W. Soderbery | Management | For | Voted - For | |
B. | To approve, on an advisory basis, the compensation | ||||
of the Corporation's named executive officers. | Management | For | Voted - For | ||
C. | To approve, on an advisory basis, the frequency of | ||||
the shareowner vote on the compensation of the | |||||
Corporation's named executive officers. | Management | 1 Year | Voted - 1 Year | ||
D. | To approve the selection of Deloitte & Touche LLP | ||||
as the Corporation's independent registered public | |||||
accounting firm for fiscal 2023. | Management | For | Voted - For | ||
SEMPRA ENERGY | |||||
Security ID: 816851109 | |||||
Meeting Date: 12-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Andrés Conesa | Management | For | Voted - For | |
1b. | Election of Director: Pablo A. Ferrero | Management | For | Voted - For | |
1c. | Election of Director: Jeffrey W. Martin | Management | For | Voted - For | |
1d. | Election of Director: Bethany J. Mayer | Management | For | Voted - For | |
1e. | Election of Director: Michael N. Mears | Management | For | Voted - For | |
1f. | Election of Director: Jack T. Taylor | Management | For | Voted - For | |
1g. | Election of Director: Cynthia L. Walker | Management | For | Voted - For | |
1h. | Election of Director: Cynthia J. Warner | Management | For | Voted - For | |
1i. | Election of Director: James C. Yardley | Management | For | Voted - For | |
2. | Ratification of Appointment of Independent | ||||
Registered Public Accounting Firm | Management | For | Voted - For | ||
3. | Advisory Approval of Our Executive Compensation | Management | For | Voted - For | |
4. | Advisory Approval of How Often Shareholders Will | ||||
Vote on an Advisory Basis on Our Executive | |||||
Compensation | Management | 1 Year | Voted - 1 Year | ||
5. | Amendment to Our Articles of Incorporation to | ||||
Increase the Number of Authorized Shares of Our | |||||
Common Stock | Management | For | Voted - For | ||
6. | Amendment to Our Articles of Incorporation to | ||||
Change the Company's Legal Name | Management | For | Voted - For | ||
7. | Amendments to Our Articles of Incorporation to Make | ||||
Certain Technical and Administrative Changes | Management | For | Voted - For | ||
8. | Shareholder Proposal Requiring an Independent Board | ||||
Chairman | Shareholder | Against | Voted - Against | ||
SYSCO CORPORATION | |||||
Security ID: 871829107 | |||||
Meeting Date: 18-Nov-22 | Meeting Type: Annual | ||||
1a. | Election of Director: Daniel J. Brutto | Management | For | Voted - For | |
1b. | Election of Director: Ali Dibadj | Management | For | Voted - For | |
1c. | Election of Director: Larry C. Glasscock | Management | For | Voted - For | |
1d. | Election of Director: Jill M. Golder | Management | For | Voted - For |
145
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1e. | Election of Director: Bradley M. Halverson | Management | For | Voted - For | |
1f. | Election of Director: John M. Hinshaw | Management | For | Voted - For | |
1g. | Election of Director: Kevin P. Hourican | Management | For | Voted - For | |
1h. | Election of Director: Hans-Joachim Koerber | Management | For | Voted - For | |
1i. | Election of Director: Alison Kenney Paul | Management | For | Voted - For | |
1j. | Election of Director: Edward D. Shirley | Management | For | Voted - For | |
1k. | Election of Director: Sheila G. Talton | Management | For | Voted - For | |
2. | To approve, by advisory vote, the compensation paid | ||||
to Sysco's named executive officers, as disclosed | |||||
in Sysco's 2022 proxy statement. | Management | For | Voted - For | ||
3. | To ratify the appointment of Ernst & Young LLP as | ||||
Sysco's independent registered public accounting | |||||
firm for fiscal 2023. | Management | For | Voted - For | ||
4. | To consider a stockholder proposal, if properly | ||||
presented at the meeting, related to a third party | |||||
civil rights audit. | Shareholder | Against | Voted - For | ||
5. | To consider a stockholder proposal, if properly | ||||
presented at the meeting, related to third party | |||||
assessments of supply chain risks. | Shareholder | Against | Voted - For | ||
6. | To consider a stockholder proposal, if properly | ||||
presented at the meeting, related to a report on | |||||
the reduction of plastic packaging use. | Shareholder | Against | Voted - For | ||
TE CONNECTIVITY LTD | |||||
Security ID: H84989104 | |||||
Meeting Date: 15-Mar-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Jean-Pierre Clamadieu | Management | For | Voted - For | |
1b. | Election of Director: Terrence R. Curtin | Management | For | Voted - For | |
1c. | Election of Director: Carol A. ("John") Davidson | Management | For | Voted - For | |
1d. | Election of Director: Lynn A. Dugle | Management | For | Voted - For | |
1e. | Election of Director: William A. Jeffrey | Management | For | Voted - For | |
1f. | Election of Director: Syaru Shirley Lin | Management | For | Voted - For | |
1g. | Election of Director: Thomas J. Lynch | Management | For | Voted - For | |
1h. | Election of Director: Heath A. Mitts | Management | For | Voted - For | |
1i. | Election of Director: Abhijit Y. Talwalkar | Management | For | Voted - For | |
1j. | Election of Director: Mark C. Trudeau | Management | For | Voted - For | |
1k. | Election of Director: Dawn C. Willoughby | Management | For | Voted - For | |
1l. | Election of Director: Laura H. Wright | Management | For | Voted - For | |
2. | To elect Thomas J. Lynch as the Chairman of the | ||||
Board of Directors | Management | For | Voted - For | ||
3a. | To elect the individual member of the Management | ||||
Development and Compensation Committee: Abhijit Y. | |||||
Talwalkar | Management | For | Voted - For | ||
3b. | To elect the individual member of the Management | ||||
Development and Compensation Committee: Mark C. | |||||
Trudeau | Management | For | Voted - For | ||
3c. | To elect the individual member of the Management | ||||
Development and Compensation Committee: Dawn C. | |||||
Willoughby | Management | For | Voted - For |
146
Cambiar Opportunity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
4. | To elect Dr. René Schwarzenbach, of Proxy Voting | |||
Services GmbH, or another individual representative | ||||
of Proxy Voting Services GmbH if Dr. Schwarzenbach | ||||
is unable to serve at the relevant meeting, as the | ||||
independent proxy at the 2024 annual meeting of TE | ||||
Connectivity and any shareholder meeting that may | ||||
be held prior to that meeting. | Management | For | Voted - For | |
5.1 | To approve the 2022 Annual Report of TE | |||
Connectivity Ltd. (excluding the statutory | ||||
financial statements for the fiscal year ended | ||||
September 30, 2022, the consolidated financial | ||||
statements for the fiscal year ended September 30, | ||||
2022 and the Swiss Statutory Compensation Report | ||||
for the fiscal year ended September 30, 2022). | Management | For | Voted - For | |
5.2 | To approve the statutory financial statements of TE | |||
Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
5.3 | To approve the consolidated financial statements of | |||
TE Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
6. | To release the members of the Board of Directors | |||
and executive officers of TE Connectivity for | ||||
activities during the fiscal year ended September | ||||
30, 2022. | Management | For | Voted - For | |
7.1 | To elect Deloitte & Touche LLP as TE Connectivity's | |||
independent registered public accounting firm for | ||||
fiscal year 2023. | Management | For | Voted - For | |
7.2 | To elect Deloitte AG, Zurich, Switzerland, as TE | |||
Connectivity's Swiss registered auditor until the | ||||
next annual general meeting of TE Connectivity. | Management | For | Voted - For | |
7.3 | To elect PricewaterhouseCoopers AG, Zurich, | |||
Switzerland, as TE Connectivity's special auditor | �� | |||
until the next annual general meeting of TE | ||||
Connectivity. | Management | For | Voted - For | |
8. | An advisory vote to approve named executive officer | |||
compensation. | Management | For | Voted - For | |
9. | An advisory vote on the frequency of an advisory | |||
vote to approve named executive officer | ||||
compensation. | Management | 1 Year | Voted - 1 Year | |
10. | An advisory vote to approve the Swiss Statutory | |||
Compensation Report for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
11. | A binding vote to approve fiscal year 2024 maximum | |||
aggregate compensation amount for executive | ||||
management. | Management | For | Voted - For | |
12. | A binding vote to approve fiscal year 2024 maximum | |||
aggregate compensation amount for the Board of | ||||
Directors. | Management | For | Voted - For | |
13. | To approve the carryforward of unappropriated | |||
accumulated earnings at September 30, 2022. | Management | For | Voted - For | |
14. | To approve a dividend payment to shareholders equal | |||
to $2.36 per issued share to be paid in four equal | ||||
quarterly installments of $0.59 starting with the | ||||
third fiscal quarter of 2023 and ending in the |
147
Cambiar Opportunity Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
second fiscal quarter of 2024 pursuant to the terms | ||||
of the dividend resolution. | Management | For | Voted - For | |
15. | To approve an authorization relating to TE | |||
Connectivity's Share Repurchase Program. | Management | For | Voted - For | |
16. | To approve a reduction of share capital for shares | |||
acquired under TE Connectivity's share repurchase | ||||
program and related amendments to the articles of | ||||
association of TE Connectivity Ltd. | Management | For | Voted - For | |
17. | To approve changes to share capital and related | |||
amendments to the articles of association of TE | ||||
Connectivity Ltd. | Management | For | Voted - For | |
1a. | Election of Director: Jean-Pierre Clamadieu | Management | For | Voted - For |
1b. | Election of Director: Terrence R. Curtin | Management | For | Voted - For |
1c. | Election of Director: Carol A. ("John") Davidson | Management | For | Voted - For |
1d. | Election of Director: Lynn A. Dugle | Management | For | Voted - For |
1e. | Election of Director: William A. Jeffrey | Management | For | Voted - For |
1f. | Election of Director: Syaru Shirley Lin | Management | For | Voted - For |
1g. | Election of Director: Thomas J. Lynch | Management | For | Voted - For |
1h. | Election of Director: Heath A. Mitts | Management | For | Voted - For |
1i. | Election of Director: Abhijit Y. Talwalkar | Management | For | Voted - For |
1j. | Election of Director: Mark C. Trudeau | Management | For | Voted - For |
1k. | Election of Director: Dawn C. Willoughby | Management | For | Voted - For |
1l. | Election of Director: Laura H. Wright | Management | For | Voted - For |
2. | To elect Thomas J. Lynch as the Chairman of the | |||
Board of Directors | Management | For | Voted - For | |
3a. | To elect the individual member of the Management | |||
Development and Compensation Committee: Abhijit Y. | ||||
Talwalkar | Management | For | Voted - For | |
3b. | To elect the individual member of the Management | |||
Development and Compensation Committee: Mark C. | ||||
Trudeau | Management | For | Voted - For | |
3c. | To elect the individual member of the Management | |||
Development and Compensation Committee: Dawn C. | ||||
Willoughby | Management | For | Voted - For | |
4. | To elect Dr. René Schwarzenbach, of Proxy Voting | |||
Services GmbH, or another individual representative | ||||
of Proxy Voting Services GmbH if Dr. Schwarzenbach | ||||
is unable to serve at the relevant meeting, as the | ||||
independent proxy at the 2024 annual meeting of TE | ||||
Connectivity and any shareholder meeting that may | ||||
be held prior to that meeting. | Management | For | Voted - For | |
5.1 | To approve the 2022 Annual Report of TE | |||
Connectivity Ltd. (excluding the statutory | ||||
financial statements for the fiscal year ended | ||||
September 30, 2022, the consolidated financial | ||||
statements for the fiscal year ended September 30, | ||||
2022 and the Swiss Statutory Compensation Report | ||||
for the fiscal year ended September 30, 2022). | Management | For | Voted - For | |
5.2 | To approve the statutory financial statements of TE | |||
Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For | |
5.3 | To approve the consolidated financial statements of | |||
TE Connectivity Ltd. for the fiscal year ended | ||||
September 30, 2022. | Management | For | Voted - For |
148
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
6. | To release the members of the Board of Directors | ||||
and executive officers of TE Connectivity for | |||||
activities during the fiscal year ended September | |||||
30, 2022. | Management | For | Voted - For | ||
7.1 | To elect Deloitte & Touche LLP as TE Connectivity's | ||||
independent registered public accounting firm for | |||||
fiscal year 2023. | Management | For | Voted - For | ||
7.2 | To elect Deloitte AG, Zurich, Switzerland, as TE | ||||
Connectivity's Swiss registered auditor until the | |||||
next annual general meeting of TE Connectivity. | Management | For | Voted - For | ||
7.3 | To elect PricewaterhouseCoopers AG, Zurich, | ||||
Switzerland, as TE Connectivity's special auditor | |||||
until the next annual general meeting of TE | |||||
Connectivity. | Management | For | Voted - For | ||
8. | An advisory vote to approve named executive officer | ||||
compensation. | Management | For | Voted - For | ||
9. | An advisory vote on the frequency of an advisory | ||||
vote to approve named executive officer | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
10. | An advisory vote to approve the Swiss Statutory | ||||
Compensation Report for the fiscal year ended | |||||
September 30, 2022. | Management | For | Voted - For | ||
11. | A binding vote to approve fiscal year 2024 maximum | ||||
aggregate compensation amount for executive | |||||
management. | Management | For | Voted - For | ||
12. | A binding vote to approve fiscal year 2024 maximum | ||||
aggregate compensation amount for the Board of | |||||
Directors. | Management | For | Voted - For | ||
13. | To approve the carryforward of unappropriated | ||||
accumulated earnings at September 30, 2022. | Management | For | Voted - For | ||
14. | To approve a dividend payment to shareholders equal | ||||
to $2.36 per issued share to be paid in four equal | |||||
quarterly installments of $0.59 starting with the | |||||
third fiscal quarter of 2023 and ending in the | |||||
second fiscal quarter of 2024 pursuant to the terms | |||||
of the dividend resolution. | Management | For | Voted - For | ||
15. | To approve an authorization relating to TE | ||||
Connectivity's Share Repurchase Program. | Management | For | Voted - For | ||
16. | To approve a reduction of share capital for shares | ||||
acquired under TE Connectivity's share repurchase | |||||
program and related amendments to the articles of | |||||
association of TE Connectivity Ltd. | Management | For | Voted - For | ||
17. | To approve changes to share capital and related | ||||
amendments to the articles of association of TE | |||||
Connectivity Ltd. | Management | For | Voted - For | ||
THE CHARLES SCHWAB CORPORATION | |||||
Security ID: 808513105 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1a. | Election of director: Marianne C. Brown | Management | For | Voted - Abstain | |
1b. | Election of director: Frank C. Herringer | Management | For | Voted - Abstain |
149
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1c. | Election of director: Gerri K. Martin-Flickinger | Management | For | Voted - Abstain | |
1d. | Election of director: Todd M. Ricketts | Management | For | Voted - Abstain | |
1e. | Election of director: Carolyn Schwab-Pomerantz | Management | For | Voted - Abstain | |
2. | Ratification of the selection of Deloitte & Touche | ||||
LLP as independent auditors | Management | For | Voted - Abstain | ||
3. | Advisory vote to approve named executive officer | ||||
compensation | Management | For | Voted - Abstain | ||
4. | Frequency of advisory vote on named executive | ||||
officer compensation | Management | For | Voted - Abstain | ||
5. | Stockholder Proposal requesting pay equity | ||||
disclosure | Shareholder | Against | Voted - Abstain | ||
6. | Stockholder Proposal requesting company report on | ||||
discrimination risk oversight and impact | Shareholder | Against | Voted - Abstain | ||
THE GOLDMAN SACHS GROUP, INC. | |||||
Security ID: 38141G104 | |||||
Meeting Date: 26-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Michele Burns | Management | For | Voted - For | |
1b. | Election of Director: Mark Flaherty | Management | For | Voted - For | |
1c. | Election of Director: Kimberley Harris | Management | For | Voted - For | |
1d. | Election of Director: Kevin Johnson | Management | For | Voted - For | |
1e. | Election of Director: Ellen Kullman | Management | For | Voted - For | |
1f. | Election of Director: Lakshmi Mittal | Management | For | Voted - For | |
1g. | Election of Director: Adebayo Ogunlesi | Management | For | Voted - For | |
1h. | Election of Director: Peter Oppenheimer | Management | For | Voted - For | |
1i. | Election of Director: David Solomon | Management | For | Voted - For | |
1j. | Election of Director: Jan Tighe | Management | For | Voted - For | |
1k. | Election of Director: Jessica Uhl | Management | For | Voted - For | |
1l. | Election of Director: David Viniar | Management | For | Voted - For | |
2. | Advisory Vote to Approve Executive Compensation | ||||
(Say on Pay) | Management | For | Voted - For | ||
3. | Advisory Vote on the Frequency of Say on Pay | Management | 1 Year | Voted - 1 Year | |
4. | Ratification of PricewaterhouseCoopers LLP as our | ||||
Independent Registered Public Accounting Firm for | |||||
2023 | Management | For | Voted - For | ||
5. | Shareholder Proposal Regarding a Report on Lobbying | Shareholder | Against | Voted - For | |
6. | Shareholder Proposal Regarding a Policy for an | ||||
Independent Chair | Shareholder | Against | Voted - Against | ||
7. | Shareholder Proposal Regarding Chinese Congruency | ||||
of Certain ETFs | Shareholder | Against | Voted - For | ||
8. | Shareholder Proposal Regarding a Racial Equity Audit | Shareholder | Against | Voted - For | |
9. | Shareholder Proposal Regarding a Policy to Phase | ||||
Out Fossil Fuel-Related Lending & Underwriting | |||||
Activities | Shareholder | Against | Voted - For | ||
10. | Shareholder Proposal Regarding Disclosure of 2030 | ||||
Absolute Greenhouse Gas Reduction Goals | Shareholder | Against | Voted - For | ||
11. | Shareholder Proposal Regarding Climate Transition | ||||
Report | Shareholder | Against | Voted - For |
150
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
12. | Shareholder Proposal Regarding Reporting on Pay | ||||
Equity | Shareholder | Against | Voted - For | ||
THE TJX COMPANIES, INC. | |||||
Security ID: 872540109 | |||||
Meeting Date: 06-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director: José B. Alvarez | Management | For | Voted - For | |
1b. | Election of Director: Alan M. Bennett | Management | For | Voted - For | |
1c. | Election of Director: Rosemary T. Berkery | Management | For | Voted - For | |
1d. | Election of Director: David T. Ching | Management | For | Voted - For | |
1e. | Election of Director: C. Kim Goodwin | Management | For | Voted - For | |
1f. | Election of Director: Ernie Herrman | Management | For | Voted - For | |
1g. | Election of Director: Amy B. Lane | Management | For | Voted - For | |
1h. | Election of Director: Carol Meyrowitz | Management | For | Voted - For | |
1i. | Election of Director: Jackwyn L. Nemerov | Management | For | Voted - For | |
2. | Ratification of appointment of | ||||
PricewaterhouseCoopers as TJX's independent | |||||
registered public accounting firm for fiscal 2024. | Management | For | Voted - For | ||
3. | Advisory approval of TJX's executive compensation | ||||
(the say-on-pay vote). | Management | For | Voted - For | ||
4. | Advisory approval of the frequency of TJX's | ||||
say-on-pay votes. | Management | 1 Year | Voted - 1 Year | ||
5. | Shareholder proposal for a report on effectiveness | ||||
of social compliance efforts in TJX's supply chain. | Shareholder | Against | Voted - Against | ||
6. | Shareholder proposal for a report on risk to TJX | ||||
from supplier misclassification of supplier's | |||||
employees. | Shareholder | Against | Voted - Against | ||
7. | Shareholder proposal to adopt a paid sick leave | ||||
policy for all Associates. | Shareholder | Against | Voted - Against | ||
THE WILLIAMS COMPANIES, INC. | |||||
Security ID: 969457100 | |||||
Meeting Date: 25-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director for a one-year term: Alan S. | ||||
Armstrong | Management | For | Voted - For | ||
1b. | Election of Director for a one-year term: Stephen | ||||
W. Bergstrom | Management | For | Voted - For | ||
1c. | Election of Director for a one-year term: Michael | ||||
A. Creel | Management | For | Voted - For | ||
1d. | Election of Director for a one-year term: Stacey H. | ||||
Doré | Management | For | Voted - For | ||
1e. | Election of Director for a one-year term: Carri A. | ||||
Lockhart | Management | For | Voted - For | ||
1f. | Election of Director for a one-year term: Richard | ||||
E. Muncrief | Management | For | Voted - For | ||
1g. | Election of Director for a one-year term: Peter A. | ||||
Ragauss | Management | For | Voted - For |
151
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1h. | Election of Director for a one-year term: Rose M. | ||||
Robeson | Management | For | Voted - For | ||
1i. | Election of Director for a one-year term: Scott D. | ||||
Sheffield | Management | For | Voted - For | ||
1j. | Election of Director for a one-year term: Murray D. | ||||
Smith | Management | For | Voted - For | ||
1k. | Election of Director for a one-year term: William | ||||
H. Spence | Management | For | Voted - For | ||
1l. | Election of Director for a one-year term: Jesse J. | ||||
Tyson | Management | For | Voted - For | ||
2. | Ratify the selection of Ernst & Young LLP as the | ||||
Company's independent registered public accounting | |||||
firm for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
3. | Approve, on an advisory basis, the compensation of | ||||
our named executive officers. | Management | For | Voted - For | ||
4. | Approve, on an advisory basis, the frequency of | ||||
future advisory votes to approve the compensation | |||||
of the Company's named executive officers. | Management | 1 Year | Voted - 1 Year | ||
TYSON FOODS, INC. | |||||
Security ID: 902494103 | |||||
Meeting Date: 09-Feb-23 | Meeting Type: Annual | ||||
1a. | Election of Director: John H. Tyson | Management | For | Voted - Abstain | |
1b. | Election of Director: Les R. Baledge | Management | For | Voted - Abstain | |
1c. | Election of Director: Mike Beebe | Management | For | Voted - Abstain | |
1d. | Election of Director: Maria Claudia Borras | Management | For | Voted - Abstain | |
1e. | Election of Director: David J. Bronczek | Management | For | Voted - Abstain | |
1f. | Election of Director: Mikel A. Durham | Management | For | Voted - Abstain | |
1g. | Election of Director: Donnie King | Management | For | Voted - Abstain | |
1h. | Election of Director: Jonathan D. Mariner | Management | For | Voted - Abstain | |
1i. | Election of Director: Kevin M. McNamara | Management | For | Voted - Abstain | |
1j. | Election of Director: Cheryl S. Miller | Management | For | Voted - Abstain | |
1k. | Election of Director: Jeffrey K. Schomburger | Management | For | Voted - Abstain | |
1l. | Election of Director: Barbara A. Tyson | Management | For | Voted - Abstain | |
1m. | Election of Director: Noel White | Management | For | Voted - Abstain | |
2. | To ratify the selection of PricewaterhouseCoopers | ||||
LLP as the independent registered public accounting | |||||
firm for the Company for the fiscal year ending | |||||
September 30, 2023. | Management | For | Voted - Abstain | ||
3. | To approve, on a non-binding advisory basis, the | ||||
compensation of the Company's named executive | |||||
officers. | Management | For | Voted - Abstain | ||
4. | To approve, on a non-binding advisory basis, the | ||||
frequency of the advisory vote regarding the | |||||
compensation of the Company's named executive | |||||
officers. | Management | For | Voted - Abstain | ||
5. | To approve the amendment and restatement of the | ||||
Tyson Foods, Inc. 2000 Stock Incentive Plan. | Management | For | Voted - Abstain | ||
6. | Shareholder proposal regarding compliance with | ||||
World Health Organization guidelines on use of |
152
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
medically important antimicrobials in | |||||
food-producing animals. | Shareholder | Against | Voted - Abstain | ||
UBER TECHNOLOGIES, INC. | |||||
Security ID: 90353T100 | |||||
Meeting Date: 08-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Ronald Sugar | Management | For | Voted - For | |
1b. | Election of Director: Revathi Advaithi | Management | For | Voted - For | |
1c. | Election of Director: Ursula Burns | Management | For | Voted - For | |
1d. | Election of Director: Robert Eckert | Management | For | Voted - For | |
1e. | Election of Director: Amanda Ginsberg | Management | For | Voted - For | |
1f. | Election of Director: Dara Khosrowshahi | Management | For | Voted - For | |
1g. | Election of Director: Wan Ling Martello | Management | For | Voted - For | |
1h. | Election of Director: John Thain | Management | For | Voted - For | |
1i. | Election of Director: David Trujillo | Management | For | Voted - For | |
1j. | Election of Director: Alexander Wynaendts | Management | For | Voted - For | |
2. | Advisory vote to approve 2022 named executive | ||||
officer compensation. | Management | For | Voted - For | ||
3. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as our independent | |||||
registered public accounting firm for 2023. | Management | For | Voted - For | ||
4. | Stockholder proposal to prepare an independent | ||||
third- party audit on Driver health and safety. | Shareholder | Against | Voted - Against | ||
UNION PACIFIC CORPORATION | |||||
Security ID: 907818108 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: William J. DeLaney | Management | For | Voted - For | |
1b. | Election of Director: David B. Dillon | Management | For | Voted - For | |
1c. | Election of Director: Sheri H. Edison | Management | For | Voted - For | |
1d. | Election of Director: Teresa M. Finley | Management | For | Voted - For | |
1e. | Election of Director: Lance M. Fritz | Management | For | Voted - For | |
1f. | Election of Director: Deborah C. Hopkins | Management | For | Voted - For | |
1g. | Election of Director: Jane H. Lute | Management | For | Voted - For | |
1h. | Election of Director: Michael R. McCarthy | Management | For | Voted - For | |
1i. | Election of Director: Jose H. Villarreal | Management | For | Voted - For | |
1j. | Election of Director: Christopher J. Williams | Management | For | Voted - For | |
2. | Ratification of the appointment of Deloitte & | ||||
Touche LLP as the independent registered public | |||||
accounting firm of the Company for 2023. | Management | For | Voted - For | ||
3. | An advisory vote to approve executive compensation | ||||
("Say On Pay"). | Management | For | Voted - For | ||
4. | An advisory vote on the frequency of future | ||||
advisory votes on executive compensation ("Say on | |||||
Frequency"). | Management | 1 Year | Voted - 1 Year |
153
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | Shareholder proposal regarding independent board | ||||
chairman. | Shareholder | Against | Voted - Against | ||
6. | Shareholder proposal requesting an amendment to our | ||||
Bylaws to require shareholder approval for certain | |||||
future amendments. | Shareholder | Against | Voted - Against | ||
7. | Shareholder proposal requesting a paid sick leave | ||||
policy. | Shareholder | Against | Voted - Against | ||
UNITED PARCEL SERVICE, INC. | |||||
Security ID: 911312106 | |||||
Meeting Date: 04-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director to serve until 2024 annual | ||||
meeting: Carol B. Tomé | Management | For | Voted - For | ||
1b. | Election of Director to serve until 2024 annual | ||||
meeting: Rodney C. Adkins | Management | For | Voted - For | ||
1c. | Election of Director to serve until 2024 annual | ||||
meeting: Eva C. Boratto | Management | For | Voted - For | ||
1d. | Election of Director to serve until 2024 annual | ||||
meeting: Michael J. Burns | Management | For | Voted - For | ||
1e. | Election of Director to serve until 2024 annual | ||||
meeting: Wayne M. Hewett | Management | For | Voted - For | ||
1f. | Election of Director to serve until 2024 annual | ||||
meeting: Angela Hwang | Management | For | Voted - For | ||
1g. | Election of Director to serve until 2024 annual | ||||
meeting: Kate E. Johnson | Management | For | Voted - For | ||
1h. | Election of Director to serve until 2024 annual | ||||
meeting: William R. Johnson | Management | For | Voted - For | ||
1i. | Election of Director to serve until 2024 annual | ||||
meeting: Franck J. Moison | Management | For | Voted - For | ||
1j. | Election of Director to serve until 2024 annual | ||||
meeting: Christiana Smith Shi | Management | For | Voted - For | ||
1k. | Election of Director to serve until 2024 annual | ||||
meeting: Russell Stokes | Management | For | Voted - For | ||
1l. | Election of Director to serve until 2024 annual | ||||
meeting: Kevin Warsh | Management | For | Voted - For | ||
2. | To approve on an advisory basis named executive | ||||
officer compensation. | Management | For | Voted - For | ||
3. | To approve on an advisory basis the frequency of | ||||
future advisory votes on named executive officer | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the appointment of Deloitte & Touche LLP | ||||
as UPS's independent registered public accounting | |||||
firm for the year ending December 31, 2023. | Management | For | Voted - For | ||
5. | To reduce the voting power of UPS class A stock | ||||
from 10 votes per share to one vote per share. | Shareholder | Against | Voted - For | ||
6. | To adopt independently verified science-based | ||||
greenhouse gas emissions reduction targets. | Shareholder | Against | Voted - Against | ||
7. | To prepare a report on integrating GHG emissions | ||||
reductions targets into executive compensation. | Shareholder | Against | Voted - Against | ||
8. | To prepare a report on addressing the impact of | ||||
UPS's climate change strategy on relevant |
154
Cambiar Opportunity Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
stakeholders consistent with the "Just Transition" | |||||
guidelines. | Shareholder | Against | Voted - Against | ||
9. | To prepare a report on risks or costs caused by | ||||
state policies restricting reproductive rights. | Shareholder | Against | Voted - Against | ||
10. | To prepare a report on the impact of UPS's DE&I | ||||
policies on civil rights, non-discrimination and | |||||
returns to merit, and the company's business. | Shareholder | Against | Voted - Against | ||
11. | To prepare an annual report on the effectiveness of | ||||
UPS's diversity, equity and inclusion efforts. | Shareholder | Against | Voted - Against | ||
WELLTOWER INC. | |||||
Security ID: 95040Q104 | |||||
Meeting Date: 23-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Kenneth J. Bacon | Management | For | Voted - For | |
1b. | Election of Director: Karen B. DeSalvo | Management | For | Voted - For | |
1c. | Election of Director: Philip L. Hawkins | Management | For | Voted - For | |
1d. | Election of Director: Dennis G. Lopez | Management | For | Voted - For | |
1e. | Election of Director: Shankh Mitra | Management | For | Voted - For | |
1f. | Election of Director: Ade J. Patton | Management | For | Voted - For | |
1g. | Election of Director: Diana W. Reid | Management | For | Voted - For | |
1h. | Election of Director: Sergio D. Rivera | Management | For | Voted - For | |
1i. | Election of Director: Johnese M. Spisso | Management | For | Voted - For | |
1j. | Election of Director: Kathryn M. Sullivan | Management | For | Voted - For | |
2. | The ratification of the appointment of Ernst & | ||||
Young LLP as independent registered public | |||||
accounting firm for the year ending December 31, | |||||
2023. | Management | For | Voted - For | ||
3. | The approval, on an advisory basis, of the | ||||
compensation of our named executive officers as | |||||
disclosed in the 2023 Proxy Statement. | Management | For | Voted - Against | ||
4. | An advisory vote on the frequency of future | ||||
advisory votes on executive compensation. | Management | 1 Year | Voted - 1 Year |
155
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
ADDUS HOMECARE CORPORATION | |||||
Security ID: 006739106 | |||||
Meeting Date: 14-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: Heather Dixon | Management | For | Voted - For | |
1.2 | Director: Michael Earley | Management | For | Voted - For | |
1.3 | Director: Veronica Hill-Milbourne | Management | For | Voted - For | |
2. | To ratify the appointment of PricewaterhouseCoopers | ||||
LLP, an independent registered public accounting | |||||
firm, as our independent auditor for the fiscal | |||||
year ending December 31, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory, non-binding basis, the | ||||
compensation of the named executive officers. | Management | For | Voted - For | ||
4. | To approve the Addus HomeCare Corporation Amended | ||||
and Restated 2017 Omnibus Incentive Plan. | Management | For | Voted - For | ||
ADVANCED ENERGY INDUSTRIES, INC. | |||||
Security ID: 007973100 | |||||
Meeting Date: 27-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Grant H. Beard (Chairman) | Management | For | Voted - For | |
1b. | Election of Director: Frederick A. Ball | Management | For | Voted - For | |
1c. | Election of Director: Anne T. DelSanto | Management | For | Voted - For | |
1d. | Election of Director: Tina M. Donikowski | Management | For | Voted - For | |
1e. | Election of Director: Ronald C. Foster | Management | For | Voted - For | |
1f. | Election of Director: Stephen D. Kelley | Management | For | Voted - For | |
1g. | Election of Director: Lanesha T. Minnix | Management | For | Voted - For | |
1h. | Election of Director: David W. Reed | Management | For | Voted - For | |
1i. | Election of Director: John A. Roush | Management | For | Voted - For | |
1j. | Election of Director: Brian M. Shirley | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as Advanced Energy's independent registered | |||||
public accounting firm for 2023. | Management | For | Voted - For | ||
3. | Advisory approval on the compensation of our named | ||||
executive officers. | Management | For | Voted - For | ||
4. | Advisory vote on the frequency of future advisory | ||||
votes on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
5. | Approval of Advanced Energy's 2023 Omnibus | ||||
Incentive Plan. | Management | For | Voted - For | ||
ALAMO GROUP INC. | |||||
Security ID: 011311107 | |||||
Meeting Date: 04-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Roderick R. Baty | Management | For | Voted - For | |
1b. | Election of Director: Robert P. Bauer | Management | For | Voted - For |
156
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1c. | Election of Director: Eric P. Etchart | Management | For | Voted - For | |
1d. | Election of Director: Nina C. Grooms | Management | For | Voted - For | |
1e. | Election of Director: Tracy C. Jokinen | Management | For | Voted - For | |
1f. | Election of Director: Jeffery A. Leonard | Management | For | Voted - For | |
1g. | Election of Director: Richard W. Parod | Management | For | Voted - For | |
1h. | Election of Director: Lorie L. Tekorius | Management | For | Voted - For | |
2. | Proposal FOR approval of the advisory vote on the | ||||
compensation of the named executive officers. | Management | For | Voted - For | ||
3. | Proposal FOR approval, on an advisory basis, of | ||||
annually as the frequency with which to hold an | |||||
advisory vote concerning the compensation of the | |||||
named executive officers. | Management | 1 Year | Voted - 1 Year | ||
4. | Proposal FOR ratification of the appointment of | ||||
KPMG LLP as the Company's Independent Auditors for | |||||
the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
AVISTA CORP. | |||||
Security ID: 05379B107 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Julie A. Bentz | Management | For | Voted - For | |
1b. | Election of Director: Donald C. Burke | Management | For | Voted - For | |
1c. | Election of Director: Kevin B. Jacobsen | Management | For | Voted - For | |
1d. | Election of Director: Rebecca A. Klein | Management | For | Voted - For | |
1e. | Election of Director: Sena M. Kwawu | Management | For | Voted - For | |
1f. | Election of Director: Scott H. Maw | Management | For | Voted - For | |
1g. | Election of Director: Scott L. Morris | Management | For | Voted - For | |
1h. | Election of Director: Jeffry L. Philipps | Management | For | Voted - For | |
1i. | Election of Director: Heidi B. Stanley | Management | For | Voted - For | |
1j. | Election of Director: Dennis P. Vermillion | Management | For | Voted - For | |
1k. | Election of Director: Janet D. Widmann | Management | For | Voted - For | |
2. | Ratification of the appointment of Deloitte & | ||||
Touche LLP as the Company's independent registered | |||||
public accounting firm for 2023. | Management | For | Voted - For | ||
3. | Advisory (non-binding) vote on executive | ||||
compensation. | Management | For | Voted - For | ||
4. | Advisory (non-binding) vote to conduct an advisory | ||||
(non- binding) vote on executive compensation every | |||||
year. | Management | For | Voted - For | ||
AXIS CAPITAL HOLDINGS LIMITED | |||||
Security ID: G0692U109 | |||||
Meeting Date: 04-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Director: W. Marston Becker | Management | For | Voted - For | |
1.2 | Election of Director: Michael Millegan | Management | For | Voted - For | |
1.3 | Election of Director: Thomas C. Ramey | Management | For | Voted - For | |
1.4 | Election of Director: Lizabeth H. Zlatkus | Management | For | Voted - For |
157
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2. | To approve, by non-binding vote, the compensation | ||||
paid to our named executive officers. | Management | For | Voted - Against | ||
3. | To determine, by non-binding vote, whether a | ||||
shareholder vote to approve the compensation of our | |||||
named executive officers should occur every one, | |||||
two or three years. | Management | 1 Year | Voted - 1 Year | ||
4. | To approve an amendment to our Amended and Restated | ||||
2017 Long- Term Equity Compensation Plan, | |||||
increasing the aggregate number of shares of common | |||||
stock authorized for issuance. | Management | For | Voted - For | ||
5. | To appoint Deloitte Ltd., Hamilton, Bermuda, to act | ||||
as our independent registered public accounting | |||||
firm for the fiscal year ending December 31, 2023 | |||||
and to authorize the Board of Directors, acting | |||||
through the Audit Committee, to set the fees for | |||||
the independent registered public accounting firm. | Management | For | Voted - For | ||
BWX TECHNOLOGIES, INC. | |||||
Security ID: 05605H100 | |||||
Meeting Date: 03-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director to hold office until 2024: Jan | ||||
A. Bertsch | Management | For | Voted - For | ||
1b. | Election of Director to hold office until 2024: | ||||
Gerhard F. Burbach | Management | For | Voted - For | ||
1c. | Election of Director to hold office until 2024: Rex | ||||
D. Geveden | Management | For | Voted - For | ||
1d. | Election of Director to hold office until 2024: | ||||
James M. Jaska | Management | For | Voted - For | ||
1e. | Election of Director to hold office until 2024: | ||||
Kenneth J. Krieg | Management | For | Voted - For | ||
1f. | Election of Director to hold office until 2024: | ||||
Leland D. Melvin | Management | For | Voted - For | ||
1g. | Election of Director to hold office until 2024: | ||||
Robert L. Nardelli | Management | For | Voted - For | ||
1h. | Election of Director to hold office until 2024: | ||||
Barbara A. Niland | Management | For | Voted - For | ||
1i. | Election of Director to hold office until 2024: | ||||
John M. Richardson | Management | For | Voted - For | ||
2. | Advisory vote on compensation of our Named | ||||
Executive Officers. | Management | For | Voted - For | ||
3. | Advisory vote on the frequency of the advisory vote | ||||
on the compensation of our Named Executive Officers. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of Appointment of Independent | ||||
Registered Public Accounting Firm for the year | |||||
ending December 31, 2023. | Management | For | Voted - For |
158
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
CERENCE INC. | |||||
Security ID: 156727109 | |||||
Meeting Date: 09-Feb-23 | Meeting Type: Annual | ||||
1.1 | Election of Class III Director: Arun Sarin | Management | For | Voted - For | |
1.2 | Election of Class III Director: Kristi Ann Matus | Management | For | Voted - For | |
1.3 | Election of Class III Director: Stefan Ortmanns | Management | For | Voted - For | |
1.4 | Election of Class III Director: Sanjay Jha | Management | For | Voted - For | |
1.5 | Election of Class III Director: Marianne Budnik | Management | For | Voted - For | |
1.6 | Election of Class III Director: Alfred Nietzel | Management | For | Voted - For | |
1.7 | Election of Class III Director: Douglas Davis | Management | For | Voted - For | |
1.8 | Election of Class III Director: Thomas Beaudoin | Management | For | Voted - For | |
2. | Ratification of the appointment of BDO USA, LLP as | ||||
the Company's independent registered public | |||||
accounting firm for the fiscal year ending | |||||
September 30, 2023. | Management | For | Voted - For | ||
3. | Approval, on a non-binding, advisory basis, of the | ||||
compensation of the Company's named executive | |||||
officers, as disclosed in the proxy statement. | Management | For | Voted - For | ||
DIODES INCORPORATED | |||||
Security ID: 254543101 | |||||
Meeting Date: 23-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Director: Elizabeth (Beth) Bull | Management | For | Voted - For | |
1.2 | Election of Director: Angie Chen Button | Management | For | Voted - For | |
1.3 | Election of Director: Warren Chen | Management | For | Voted - For | |
1.4 | Election of Director: Michael R. Giordano | Management | For | Voted - For | |
1.5 | Election of Director: Keh-Shew Lu | Management | For | Voted - For | |
1.6 | Election of Director: Peter M. Menard | Management | For | Voted - For | |
1.7 | Election of Director: Christina Wen-Chi Sung | Management | For | Voted - For | |
2. | Approval of Executive Compensation. To approve, on | ||||
an advisory basis, the Company's executive | |||||
compensation. | Management | For | Voted - For | ||
3. | Frequency of Advisory Vote on Executive | ||||
Compensation. To consider an advisory vote on the | |||||
frequency of the stockholder advisory vote on | |||||
executive compensation on a three-, two- or one- | |||||
year basis. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of Appointment of Independent | ||||
Registered Public Accounting Firm. To ratify | |||||
appointment of Moss Adams LLP as the Company's | |||||
independent registered public accounting firm for | |||||
the fiscal year ending December 31, 2023. | Management | For | Voted - For |
159
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
ENVESTNET, INC. | |||||
Security ID: 29404K106 | |||||
Meeting Date: 15-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: Luis Aguilar | Management | For | Voted - For | |
1.2 | Director: Gayle Crowell | Management | For | Voted - For | |
1.3 | Director: James Fox | Management | For | Voted - For | |
2. | The approval, on an advisory basis, of 2022 | ||||
executive compensation. | Management | For | Voted - For | ||
3. | The approval, on an advisory basis, on the | ||||
frequency of the advisory vote on executive | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | The ratification of KPMG LLP as the independent | ||||
registered public accounting firm for the fiscal | |||||
year ending December 31, 2023. | Management | For | Voted - For | ||
EXELIXIS, INC. | |||||
Security ID: 30161Q104 | |||||
Meeting Date: 31-May-23 | Meeting Type: Contested-annual | ||||
1A. | Farallon Nominee: Thomas J. Heyman | Management | For | Voted - For | |
1B. | Farallon Nominee: David E. Johnson | Management | For | Voted - For | |
1C. | Farallon Nominee: Robert "Bob" Oliver, Jr. | Management | For | Voted - For | |
1D. | Unopposed Company Nominee: Maria C. Freire | Management | For | Voted - For | |
1E. | Unopposed Company Nominee: Alan M. Garber | Management | For | Voted - For | |
1F. | Unopposed Company Nominee: Michael M. Morrissey | Management | For | Voted - For | |
1G. | Unopposed Company Nominee: Stelios Papadopoulos | Management | For | Voted - For | |
1H. | Unopposed Company Nominee: George Poste | Management | For | Voted - For | |
1I. | Unopposed Company Nominee: Julie Anne Smith | Management | For | Voted - For | |
1J. | Unopposed Company Nominee: Jacqueline Wright | Management | For | Voted - For | |
1K. | Unopposed Company Nominee: Jack L. Wyszomierski | Management | For | Voted - For | |
1L. | Opposed Company Nominee: Lance Willsey | Management | For | Voted - Withheld | |
2. | To ratify the selection by the Audit Committee of | ||||
the Board of Directors of Ernst & Young LLP as the | |||||
Company's independent registered public accounting | |||||
firm for the fiscal year ending December 29, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, the compensation | ||||
of the Company's named executive officers. | Management | Against | Voted - For | ||
4. | To indicate, on an advisory basis, the preferred | ||||
frequency of shareholder advisory votes on the | |||||
compensation of the Company's named executive | |||||
officers. | Management | 1 Year | Voted - 1 Year |
160
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
FIRST AMERICAN FINANCIAL CORPORATION | |||||
Security ID: 31847R102 | |||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director: Kenneth D. DeGiorgio | Management | For | Voted - For | |
1.2 | Election of Class I Director: James L. Doti | Management | For | Voted - For | |
1.3 | Election of Class I Director: Michael D. McKee | Management | For | Voted - For | |
1.4 | Election of Class I Director: Marsha A. Spence | Management | For | Voted - For | |
2. | Advisory vote to approve executive compensation. | Management | For | Voted - For | |
3. | Advisory vote to recommend whether a stockholder | ||||
vote to approve the Company's executive | |||||
compensation should occur every one, two or three | |||||
years. | Management | 1 Year | Voted - 1 Year | ||
4. | To approve the amendment and restatement of the | ||||
2020 Incentive Compensation Plan. | Management | For | Voted - For | ||
5. | To ratify the selection of PricewaterhouseCoopers | ||||
LLP as the Company's independent registered public | |||||
accounting firm for the fiscal year ending December | |||||
31, 2023. | Management | For | Voted - For | ||
FORRESTER RESEARCH, INC. | |||||
Security ID: 346563109 | |||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1.1 | Director: David Boyce | Management | For | Voted - For | |
1.2 | Director: Neil Bradford | Management | For | Voted - For | |
1.3 | Director: George F. Colony | Management | For | Voted - For | |
1.4 | Director: Anthony Friscia | Management | For | Voted - For | |
1.5 | Director: Robert M. Galford | Management | For | Voted - For | |
1.6 | Director: Warren Romine | Management | For | Voted - For | |
1.7 | Director: Gretchen Teichgraeber | Management | For | Voted - For | |
1.8 | Director: Yvonne Wassenaar | Management | For | Voted - For | |
2. | To approve an amendment and restatement of the | ||||
Forrester Research, Inc. Amended and Restated | |||||
Equity Incentive Plan. | Management | For | Voted - Against | ||
3. | To ratify the selection of PricewaterhouseCoopers | ||||
LLP as the Company's independent registered public | |||||
accounting firm for fiscal 2023. | Management | For | Voted - For | ||
4. | To approve, by non-binding vote, executive | ||||
compensation. | Management | For | Voted - For | ||
5. | To recommend, by non-binding vote, the frequency of | ||||
executive compensation non-binding votes. | Management | For | Voted - 3 Years |
161
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
FORWARD AIR CORPORATION | |||||
Security ID: 349853101 | |||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Ronald W. Allen | Management | For | Voted - For | |
1.2 | Director: Ana B. Amicarella | Management | For | Voted - For | |
1.3 | Director: Valerie A. Bonebrake | Management | For | Voted - For | |
1.4 | Director: C. Robert Campbell | Management | For | Voted - For | |
1.5 | Director: R. Craig Carlock | Management | For | Voted - For | |
1.6 | Director: G. Michael Lynch | Management | For | Voted - For | |
1.7 | Director: George S. Mayes, Jr. | Management | For | Voted - For | |
1.8 | Director: Chitra Nayak | Management | For | Voted - For | |
1.9 | Director: Scott M. Niswonger | Management | For | Voted - For | |
1.10 | Director: Javier Polit | Management | For | Voted - For | |
1.11 | Director: Thomas Schmitt | Management | For | Voted - For | |
1.12 | Director: Laurie A. Tucker | Management | For | Voted - For | |
2. | To ratify the appointment of Ernst & Young LLP as | ||||
the independent registered public accounting firm | |||||
of the Company. | Management | For | Voted - For | ||
3. | To approve, on a non-binding, advisory basis, the | ||||
compensation of the named executive officers (the | |||||
"say on pay vote"). | Management | For | Voted - For | ||
4. | To approve, on a non-binding advisory basis, | ||||
whether future say on pay votes should occur every | |||||
one, two or three years (the "say on frequency | |||||
vote"). | Management | 1 Year | Voted - 1 Year | ||
FRONTDOOR, INC. | |||||
Security ID: 35905A109 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1a. | Election of Class II Director to serve for a | ||||
one-year term: William C. Cobb | Management | For | Voted - For | ||
1b. | Election of Class II Director to serve for a | ||||
one-year term: D. Steve Boland | Management | For | Voted - For | ||
1c. | Election of Class II Director to serve for a | ||||
one-year term: Anna C. Catalano | Management | For | Voted - For | ||
1d. | Election of Class II Director to serve for a | ||||
one-year term: Peter L. Cella | Management | For | Voted - For | ||
1e. | Election of Class II Director to serve for a | ||||
one-year term: Christopher L. Clipper | Management | For | Voted - For | ||
1f. | Election of Class II Director to serve for a | ||||
one-year term: Brian P. McAndrews | Management | For | Voted - For | ||
1g. | Election of Class II Director to serve for a | ||||
one-year term: Liane J. Pelletier | Management | For | Voted - For | ||
2. | To ratify the selection of Deloitte & Touche LLP as | ||||
the Company's independent registered public | |||||
accounting firm for fiscal 2023. | Management | For | Voted - For |
162
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
3. | Advisory vote to approve the Company's named | ||||
executive officer compensation. | Management | For | Voted - For | ||
GENTEX CORPORATION | |||||
Security ID: 371901109 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Mr. Joseph Anderson | Management | For | Voted - For | |
1.2 | Director: Ms. Leslie Brown | Management | For | Voted - For | |
1.3 | Director: Mr. Garth Deur | Management | For | Voted - For | |
1.4 | Director: Mr. Steve Downing | Management | For | Voted - For | |
1.5 | Director: Mr. Gary Goode | Management | For | Voted - For | |
1.6 | Director: Mr. Richard Schaum | Management | For | Voted - For | |
1.7 | Director: Ms. Kathleen Starkoff | Management | For | Voted - For | |
1.8 | Director: Mr. Brian Walker | Management | For | Voted - For | |
1.9 | Director: Dr. Ling Zang | Management | For | Voted - For | |
2. | To ratify the appointment of Ernst & Young LLP as | ||||
the Company's auditors for the fiscal year ending | |||||
December 31, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, compensation of | ||||
the Company's named executive officers. | Management | For | Voted - For | ||
4. | To determine, on an advisory basis, whether future | ||||
shareholder advisory votes on named executive | |||||
officer compensation should occur every one, two, | |||||
or three years. | Management | For | Voted - Abstain | ||
HEALTHCARE SERVICES GROUP, INC. | |||||
Security ID: 421906108 | |||||
Meeting Date: 30-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Director: Diane S. Casey | Management | For | Voted - For | |
1.2 | Election of Director: Daniela Castagnino | Management | For | Voted - For | |
1.3 | Election of Director: Robert L. Frome | Management | For | Voted - For | |
1.4 | Election of Director: Laura Grant | Management | For | Voted - For | |
1.5 | Election of Director: John J. McFadden | Management | For | Voted - For | |
1.6 | Election of Director: Dino D. Ottaviano | Management | For | Voted - For | |
1.7 | Election of Director: Kurt Simmons, Jr. | Management | For | Voted - For | |
1.8 | Election of Director: Jude Visconto | Management | For | Voted - For | |
1.9 | Election of Director: Theodore Wahl | Management | For | Voted - For | |
2. | To approve and ratify the selection of Grant | ||||
Thornton LLP as the independent registered public | |||||
accounting firm of the Company for its current | |||||
fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
3. | To approve an amendment to the Company's 2020 | ||||
Omnibus Incentive Plan to increase the number of | |||||
shares of our common stock authorized for issuance | |||||
by 2,500,000 shares. | Management | For | Voted - For | ||
4. | To consider an advisory vote on a non-binding | ||||
resolution to approve the compensation of certain |
163
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
of our executive officers disclosed in this Proxy | |||||
Statement. | Management | For | Voted - For | ||
5. | To consider an advisory vote on the frequency of | ||||
future shareholder advice on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
HEALTHEQUITY, INC. | |||||
Security ID: 42226A107 | |||||
Meeting Date: 22-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Robert Selander | Management | For | Voted - For | ||
1b. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Jon Kessler | Management | For | Voted - For | ||
1c. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Stephen Neeleman, M.D. | Management | For | Voted - For | ||
1d. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Paul Black | Management | For | Voted - For | ||
1e. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Frank Corvino | Management | For | Voted - For | ||
1f. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Adrian Dillon | Management | For | Voted - For | ||
1g. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Evelyn Dilsaver | Management | For | Voted - For | ||
1h. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Debra McCowan | Management | For | Voted - For | ||
1i. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Rajesh Natarajan | Management | For | Voted - For | ||
1j. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Stuart Parker | Management | For | Voted - For | ||
1k. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Gayle Wellborn | Management | For | Voted - For | ||
2. | To ratify the appointment of PricewaterhouseCoopers | ||||
LLP as our independent registered public accounting | |||||
firm for our fiscal year ending January 31, 2024 | Management | For | Voted - For | ||
3. | To approve, on a non-binding, advisory basis, the | ||||
fiscal 2023 compensation paid to our named | |||||
executive officers. | Management | For | Voted - For | ||
4. | To approve, on a non-binding, advisory basis, the | ||||
frequency of future advisory votes on the | |||||
compensation paid to our named executive officers. | Management | 1 Year | Voted - 1 Year | ||
HEALTHSTREAM, INC. | |||||
Security ID: 42222N103 | |||||
Meeting Date: 25-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Class II Director to hold office for a | ||||
term of three (3) years: Jeffrey L. McLaren | Management | For | Voted - For | ||
1.2 | Election of Class II Director to hold office for a | ||||
term of three (3) years: Linda E. Rebrovick | Management | For | Voted - For |
164
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2. | To ratify the appointment of Ernst & Young LLP as | ||||
the Company's independent registered public | |||||
accounting firm for the fiscal year ending December | |||||
31, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, the compensation | ||||
of the Company's named executive officers as | |||||
described in the Company's proxy statement. | Management | For | Voted - For | ||
ICU MEDICAL, INC. | |||||
Security ID: 44930G107 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Vivek Jain | Management | For | Voted - For | |
1.2 | Director: George A. Lopez, M.D. | Management | For | Voted - For | |
1.3 | Director: David C. Greenberg | Management | For | Voted - For | |
1.4 | Director: Elisha W. Finney | Management | For | Voted - For | |
1.5 | Director: David F. Hoffmeister | Management | For | Voted - For | |
1.6 | Director: Donald M. Abbey | Management | For | Voted - For | |
1.7 | Director: Laurie Hernandez | Management | For | Voted - For | |
1.8 | Director: Kolleen T. Kennedy | Management | For | Voted - For | |
1.9 | Director: William Seeger | Management | For | Voted - For | |
2. | To approve an amendment to the Amended and Restated | ||||
ICU Medical, Inc. 2011 Stock Incentive Plan. | Management | For | Voted - For | ||
3. | To ratify the selection of Deloitte & Touche LLP as | ||||
the independent registered public accounting firm | |||||
for the Company for the year ending December 31, | |||||
2023. | Management | For | Voted - For | ||
4. | To approve named executive officer compensation on | ||||
an advisory basis. | Management | For | Voted - For | ||
5. | Approve, on an advisory basis, the frequency of | ||||
future advisory votes on named executive officer | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
IDACORP, INC. | |||||
Security ID: 451107106 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director for one year term: Odette C. | ||||
Bolano | Management | For | Voted - For | ||
1b. | Election of Director for one year term: Richard J. | ||||
Dahl | Management | For | Voted - For | ||
1c. | Election of Director for one year term: Annette G. | ||||
Elg | Management | For | Voted - For | ||
1d. | Election of Director for one year term: Lisa A. Grow | Management | For | Voted - For | |
1e. | Election of Director for one year term: Ronald W. | ||||
Jibson | Management | For | Voted - For | ||
1f. | Election of Director for one year term: Judith A. | ||||
Johansen | Management | For | Voted - For |
165
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1g. | Election of Director for one year term: Dennis L. | ||||
Johnson | Management | For | Voted - For | ||
1h. | Election of Director for one year term: Nate R. | ||||
Jorgensen | Management | For | Voted - For | ||
1i. | Election of Director for one year term: Jeff C. | ||||
Kinneeveauk | Management | For | Voted - For | ||
1j. | Election of Director for one year term: Susan D. | ||||
Morris | Management | For | Voted - For | ||
1k. | Election of Director for one year term: Richard J. | ||||
Navarro | Management | For | Voted - For | ||
1l. | Election of Director for one year term: Dr. Mark T. | ||||
Peters | Management | For | Voted - For | ||
2. | Advisory resolution to approve executive | ||||
compensation | Management | For | Voted - For | ||
3. | Advisory vote on the frequency of future advisory | ||||
votes on executive compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Ratify the appointment of Deloitte & Touche LLP as | ||||
our independent registered public accounting firm | |||||
for the year ending December 31, 2023 | Management | For | Voted - For | ||
INNOVAGE HOLDING CORP. | |||||
Security ID: 45784A104 | |||||
Meeting Date: 13-Dec-22 | Meeting Type: Annual | ||||
1a. | Election of Director: James Carlson | Management | For | Voted - For | |
1b. | Election of Director: Caroline Dechert | Management | For | Voted - For | |
1c. | Election of Director: Pavithra Mahesh | Management | For | Voted - For | |
1d. | Election of Director: Richard Zoretic | Management | For | Voted - For | |
2. | The ratification of the appointment of Deloitte & | ||||
Touche LLP as the Company's independent registered | |||||
public accounting firm for the year ending June 30, | |||||
2023. | Management | For | Voted - For | ||
INSPERITY, INC. | |||||
Security ID: 45778Q107 | |||||
Meeting Date: 22-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director: Timothy T. Clifford | Management | For | Voted - For | |
1.2 | Election of Class I Director: Ellen H. Masterson | Management | For | Voted - For | |
1.3 | Election of Class I Director: Latha Ramchand | Management | For | Voted - For | |
2. | Approval of the Insperity, Inc. Incentive Plan | Management | For | Voted - For | |
3. | Advisory vote to approve the Company's executive | ||||
compensation ("say on pay") | Management | For | Voted - Against | ||
4. | Advisory vote on the frequency of holding the | ||||
advisory vote on executive compensation | Management | 1 Year | Voted - 1 Year | ||
5. | Ratification of the appointment of Ernst & Young | ||||
LLP as the Company's independent registered public | |||||
accounting firm for the year ending December 31, | |||||
2023 | Management | For | Voted - For |
166
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
JAMES RIVER GROUP HOLDINGS, LTD. | |||||
Security ID: G5005R107 | |||||
Meeting Date: 25-Oct-22 | Meeting Type: Annual | ||||
1.1 | Director: Peter B. Migliorato* | Management | For | Voted - For | |
1.2 | Director: Ollie L. Sherman Jr.* | Management | For | Voted - For | |
1.3 | Director: Kirstin M. Gould+ | Management | For | Voted - For | |
1.4 | Director: Michael T. Oakes# | Management | For | Voted - For | |
2. | To approve a proposal to amend the Third Amended | ||||
and Restated Bye-laws of the Company (the | |||||
"Bye-laws") to declassify the Board of Directors. | Management | For | Voted - For | ||
3. | To approve the re-appointment of Ernst & Young LLP, | ||||
an independent registered public accounting firm, | |||||
as our independent auditor to serve until the 2023 | |||||
annual general meeting of shareholders and | |||||
authorization of our Board of Directors, acting by | |||||
the Audit Committee, to determine the independent | |||||
auditor's remuneration. | Management | For | Voted - For | ||
4. | To approve, on a non-binding, advisory basis, the | ||||
2021 compensation of our named executive officers. | Management | For | Voted - For | ||
5. | To approve a proposal to amend the Bye-laws to | ||||
implement majority voting in uncontested director | |||||
elections. | Management | For | Voted - For | ||
6. | To approve a proposal to amend the Bye-laws to | ||||
provide a range in the size of the Board of | |||||
Directors of 5 to 15 directors, with the exact | |||||
number to be determined by the Board of Directors | |||||
from time to time. | Management | For | Voted - For | ||
7. | To approve a proposal to amend the Bye-laws to | ||||
remove supermajority voting requirements for the | |||||
amendment of certain provisions of the Bye-laws and | |||||
the Memorandum of Association. | Management | For | Voted - For | ||
8. | To approve a proposal to amend the Bye-laws to | ||||
provide that shareholder approval of mergers and | |||||
amalgamations shall require approval of a majority | |||||
of the voting power attached to all issued and | |||||
outstanding shares entitled to a vote at a general | |||||
or special meeting at which a quorum is present. | Management | For | Voted - For | ||
9. | To approve a proposal to amend the Bye-laws to | ||||
remove the voting cutback and pass-through voting | |||||
with respect to our subsidiaries. | Management | For | Voted - For | ||
10. | To approve a proposal to amend the Bye-laws to | ||||
remove provisions pertaining to our former largest | |||||
shareholders. | Management | For | Voted - For | ||
11. | To approve a proposal to amend the Bye-laws for | ||||
general updates. | Management | For | Voted - For | ||
12. | To approve a proposal to amend the James River | ||||
Group Holdings, Ltd. 2014 Long-Term Incentive Plan. | Management | For | Voted - For |
167
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
JOHNSON OUTDOORS INC. | |||||
Security ID: 479167108 | |||||
Meeting Date: 01-Mar-23 | Meeting Type: Annual | ||||
1.1 | Director: Paul G. Alexander | Management | For | Voted - For | |
1.2 | Director: John M. Fahey, Jr. | Management | For | Voted - For | |
2. | To ratify the appointment of RSM US LLP, an | ||||
independent registered public accounting firm, as | |||||
auditors of the Company for its fiscal year ending | |||||
September 29, 2023. | Management | For | Voted - For | ||
3. | To approve a non-binding advisory proposal on | ||||
executive compensation. | Management | For | Voted - For | ||
4. | To approve a non-binding advisory proposal on the | ||||
frequency of future advisory votes on executive | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
5. | To consider and act on a proposal to adopt and | ||||
approve the Johnson Outdoors Inc. 2023 Non-Employee | |||||
Director Stock Ownership Plan. | Management | For | Voted - For | ||
M.D.C. HOLDINGS, INC. | |||||
Security ID: 552676108 | |||||
Meeting Date: 17-Apr-23 | Meeting Type: Annual | ||||
1.1 | Director: Rafay Farooqui | Management | For | Voted - For | |
1.2 | Director: David D. Mandarich | Management | For | Voted - For | |
1.3 | Director: Paris G. Reece III | Management | For | Voted - For | |
1.4 | Director: David Siegel | Management | For | Voted - For | |
2. | To approve an advisory proposal regarding the | ||||
compensation of the Company's named executive | |||||
officers (Say on Pay). | Management | For | Voted - Against | ||
3. | An advisory vote regarding the frequency of | ||||
submission to shareholders of advisory "Say on Pay" | |||||
proposals. | Management | 1 Year | Voted - 1 Year | ||
4. | To approve an amendment to the M.D.C. Holdings, | ||||
Inc. 2021 Equity Incentive Plan to increase the | |||||
shares authorized for issuance under the plan. | Management | For | Voted - For | ||
5. | To ratify the selection of Ernst & Young LLP as the | ||||
Company's independent registered public accounting | |||||
firm for the 2023 fiscal year. | Management | For | Voted - For | ||
MAGNOLIA OIL & GAS CORPORATION | |||||
Security ID: 559663109 | |||||
Meeting Date: 03-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Christopher G. Stavros | Management | For | Voted - For | |
1b. | Election of Director: Arcilia C. Acosta | Management | For | Voted - For | |
1c. | Election of Director: Angela M. Busch | Management | For | Voted - For | |
1d. | Election of Director: Edward P. Djerejian | Management | For | Voted - For |
168
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1e. | Election of Director: James R. Larson | Management | For | Voted - For | |
1f. | Election of Director: Dan F. Smith | Management | For | Voted - For | |
1g. | Election of Director: John B. Walker | Management | For | Voted - For | |
2. | Approval of the advisory, non-binding resolution | ||||
regarding the compensation of our named executive | |||||
officers for 2022 ("say-on-pay vote") | Management | For | Voted - For | ||
3. | Ratification of appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
the 2023 fiscal year | Management | For | Voted - For | ||
MANPOWERGROUP INC. | |||||
Security ID: 56418H100 | |||||
Meeting Date: 05-May-23 | Meeting Type: Annual | ||||
1A. | Election of Director: Jean-Philippe Courtois | Management | For | Voted - For | |
1B. | Election of Director: William Downe | Management | For | Voted - For | |
1C. | Election of Director: John F. Ferraro | Management | For | Voted - For | |
1D. | Election of Director: William P. Gipson | Management | For | Voted - For | |
1E. | Election of Director: Patricia Hemingway Hall | Management | For | Voted - For | |
1F. | Election of Director: Julie M. Howard | Management | For | Voted - For | |
1G. | Election of Director: Ulice Payne, Jr. | Management | For | Voted - For | |
1H. | Election of Director: Muriel Pénicaud | Management | For | Voted - For | |
1I. | Election of Director: Jonas Prising | Management | For | Voted - For | |
1J. | Election of Director: Paul Read | Management | For | Voted - For | |
1K. | Election of Director: Elizabeth P. Sartain | Management | For | Voted - For | |
1L. | Election of Director: Michael J. Van Handel | Management | For | Voted - For | |
2. | Ratification of Deloitte & Touche LLP as our | ||||
independent auditors for 2023. | Management | For | Voted - For | ||
3. | Advisory vote to approve the compensation of our | ||||
named executive officers. | Management | For | Voted - Against | ||
4. | Advisory vote on the frequency of the advisory vote | ||||
on the compensation of our named executive officers. | Management | 1 Year | Voted - 1 Year | ||
MARCUS & MILLICHAP, INC. | |||||
Security ID: 566324109 | |||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Norma J. Lawrence | Management | For | Voted - For | |
1.2 | Director: Hessam Nadji | Management | For | Voted - For | |
2. | To ratify the appointment of Ernst & Young LLP as | ||||
the Company's independent registered public | |||||
accounting firm for the year ending December 31, | |||||
2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, the compensation | ||||
of the Company's named executive officers as | |||||
disclosed in the proxy statement. | Management | For | Voted - Against |
169
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
MERCURY SYSTEMS, INC. | |||||
Security ID: 589378108 | |||||
Meeting Date: 26-Oct-22 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director to serve for a | ||||
three-year term: William L. Ballhaus | Management | For | Voted - For | ||
1.2 | Election of Class I Director to serve for a | ||||
three-year term: Lisa S. Disbrow | Management | For | Voted - For | ||
1.3 | Election of Class I Director to serve for a | ||||
three-year term: Howard L. Lance | Management | For | Voted - For | ||
2. | To approve, on an advisory basis, the compensation | ||||
of our named executive officers. | Management | For | Voted - Against | ||
3. | To approve our amended and restated 2018 stock | ||||
incentive plan. | Management | For | Voted - For | ||
4. | To ratify the appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
fiscal 2023. | Management | For | Voted - For | ||
5. | To consider and act upon any other business that | ||||
may properly come before the meeting or any | |||||
adjournment or postponement of the meeting. | Management | For | Voted - Against | ||
MONARCH CASINO & RESORT, INC. | |||||
Security ID: 609027107 | |||||
Meeting Date: 22-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Bob Farahi | Management | For | Voted - Against | |
1b. | Election of Director: Yvette E. Landau | Management | For | Voted - For | |
2. | To approve, on a non-binding, advisory basis, the | ||||
executive compensation of our named executive | |||||
officers. | Management | For | Voted - For | ||
3. | To recommend, by non-binding, advisory vote, the | ||||
frequency of votes on executive compensation. | Management | For | Voted - 1 Year | ||
NETSTREIT CORP. | |||||
Security ID: 64119V303 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Mark Manheimer | Management | For | Voted - For | |
1b. | Election of Director: Todd Minnis | Management | For | Voted - For | |
1c. | Election of Director: Michael Christodolou | Management | For | Voted - For | |
1d. | Election of Director: Heidi Everett | Management | For | Voted - For | |
1e. | Election of Director: Matthew Troxell | Management | For | Voted - For | |
1f. | Election of Director: Lori Wittman | Management | For | Voted - For | |
1g. | Election of Director: Robin Zeigler | Management | For | Voted - For | |
2. | Ratification of appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
2023. | Management | For | Voted - For |
170
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
3. | Approval, on an advisory basis, of the compensation | ||||
of NETSTREIT Corp.'s named executive officers. | Management | For | Voted - For | ||
NUVASIVE, INC. | |||||
Security ID: 670704105 | |||||
Meeting Date: 27-Apr-23 | Meeting Type: Special | ||||
1. | To adopt the Agreement and Plan of Merger, dated | ||||
February 8, 2023 (which agreement is referred to as | |||||
the "Merger Agreement"), by and among Globus | |||||
Medical, Inc., Zebra Merger Sub, Inc., and | |||||
NuVasive, Inc. ("NuVasive"), as it may be amended | |||||
from time to time (which proposal is referred to as | |||||
the "NuVasive Merger Proposal"). | Management | For | Voted - For | ||
2. | To approve, on a non-binding advisory basis, the | ||||
compensation that may be paid or become payable to | |||||
NuVasive named executive officers that is based on | |||||
or otherwise relates to the transactions | |||||
contemplated by the Merger Agreement. | Management | For | Voted - Against | ||
3. | To approve the adjournment of the NuVasive special | ||||
meeting, if necessary or appropriate, to solicit | |||||
additional proxies if there are insufficient votes | |||||
at the time of the NuVasive special meeting to | |||||
approve the NuVasive Merger Proposal. | Management | For | Voted - For | ||
Meeting Date: 09-Jun-23 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director: J. Christopher Barry | Management | For | Voted - For | |
1.2 | Election of Class I Director: Leslie V. Norwalk, | ||||
Esq. | Management | For | Voted - Against | ||
1.3 | Election of Class I Director: Amy Belt Raimundo | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as the Company's independent registered public | |||||
accounting firm for the fiscal year ending December | |||||
31, 2023. | Management | For | Voted - For | ||
3. | Approval of a non-binding advisory resolution | ||||
regarding the compensation of the Company's named | |||||
executive officers for the fiscal year ended | |||||
December 31, 2022. | Management | For | Voted - Against | ||
4. | Approval of a non-binding advisory vote on the | ||||
frequency of the stockholders advisory vote on the | |||||
compensation of the Company's named executive | |||||
officers. | Management | 1 Year | Voted - 1 Year | ||
PERFICIENT, INC. | |||||
Security ID: 71375U101 | |||||
Meeting Date: 07-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Romil Bahl | Management | For | Voted - For | |
1b. | Election of Director: Jeffrey S. Davis | Management | For | Voted - For | |
1c. | Election of Director: Ralph C. Derrickson | Management | For | Voted - For |
171
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1d. | Election of Director: Jill A. Jones | Management | For | Voted - For | |
1e. | Election of Director: David S. Lundeen | Management | For | Voted - For | |
1f. | Election of Director: Brian L. Matthews | Management | For | Voted - For | |
1g. | Election of Director: Nancy C. Pechloff | Management | For | Voted - For | |
1h. | Election of Director: Gary M. Wimberly | Management | For | Voted - For | |
2. | Proposal to approve, on an advisory basis, the | ||||
frequency of the future advisory vote on executive | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
3. | Proposal to approve, on an advisory basis, a | ||||
resolution relating to the 2022 compensation of the | |||||
named executive officers. | Management | For | Voted - For | ||
4. | Proposal to approve the Third Amended and Restated | ||||
Perficient, Inc. 2012 Long Term Incentive Plan. | Management | For | Voted - For | ||
5. | Proposal to amend and restate the Company's | ||||
Certificate of Incorporation to permit the | |||||
exculpation of officers. | Management | For | Voted - For | ||
6. | Proposal to ratify KPMG LLP as Perficient, Inc.'s | ||||
independent registered public accounting firm for | |||||
the 2023 fiscal year. | Management | For | Voted - For | ||
PGT INNOVATIONS, INC. | |||||
Security ID: 69336V101 | |||||
Meeting Date: 20-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: Richard D. Feintuch | Management | For | Voted - For | |
1.2 | Director: Jeffrey T. Jackson | Management | For | Voted - For | |
1.3 | Director: Brett N. Milgrim | Management | For | Voted - For | |
1.4 | Director: Frances Powell Hawes | Management | For | Voted - For | |
2. | To approve the compensation of our Named Executive | ||||
Officers on an advisory basis. | Management | For | Voted - For | ||
3. | To ratify the appointment of Ernst & Young LLP as | ||||
our independent registered public accounting firm | |||||
for the 2023 fiscal year. | Management | For | Voted - For | ||
PROSPERITY BANCSHARES, INC. | |||||
Security ID: 743606105 | |||||
Meeting Date: 18-Apr-23 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director to serve until the | ||||
Company's 2026 annual meeting of shareholders: | |||||
Kevin J. Hanigan | Management | For | Voted - For | ||
1.2 | Election of Class I Director to serve until the | ||||
Company's 2026 annual meeting of shareholders: | |||||
William T. Luedke IV | Management | For | Voted - For | ||
1.3 | Election of Class I Director to serve until the | ||||
Company's 2026 annual meeting of shareholders: | |||||
Perry Mueller, Jr. | Management | For | Voted - For | ||
1.4 | Election of Class I Director to serve until the | ||||
Company's 2026 annual meeting of shareholders: | |||||
Harrison Stafford II | Management | For | Voted - For |
172
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.5 | Election of Class II Director to serve until the | ||||
Company's 2024 annual meeting of shareholders: | |||||
Laura Murillo | Management | For | Voted - For | ||
1.6 | Election of Class III Director to serve until the | ||||
Company's 2025 annual meeting of shareholders: | |||||
Ileana Blanco | Management | For | Voted - For | ||
2. | Ratification of the appointment of Deloitte & | ||||
Touche LLP as the independent registered public | |||||
accounting firm of the Company for the year ending | |||||
December 31, 2023. | Management | For | Voted - For | ||
3. | Advisory approval of the compensation of the | ||||
Company's named executive officers ("Say-On-Pay"). | Management | For | Voted - For | ||
4. | Advisory approval of the frequency of future | ||||
advisory votes on executive compensation | |||||
("Say-On-Frequency"). | Management | 1 Year | Voted - 1 Year | ||
RADA ELECTRONIC INDUSTRIES LTD. | |||||
Security ID: M81863124 | |||||
Meeting Date: 14-Jul-22 | Meeting Type: Annual | ||||
1a. | Re-election of Director for term expiring at 2023 | ||||
Annual General Meeting: YOSSI BEN SHALOM | Management | For | Voted - For | ||
1b. | Re-election of Director for term expiring at 2023 | ||||
Annual General Meeting: JOSEPH WEISS | Management | For | Voted - For | ||
1c. | Re-election of Director for term expiring at 2023 | ||||
Annual General Meeting: ALON DUMANIS | Management | For | Voted - For | ||
1d. | Re-election of Director for term expiring at 2023 | ||||
Annual General Meeting: GUY ZUR | Management | For | Voted - For | ||
1e. | Re-election of Director for term expiring at 2023 | ||||
Annual General Meeting: OFRA BROWN | Management | For | Voted - For | ||
2. | To approve the terms of service including a grant | ||||
of options to purchase the Company's shares to | |||||
certain directors. | Management | For | Voted - For | ||
3. | To approve the grant of options to purchase the | ||||
Company's shares to Mr. Yossi Ben Shalom, the | |||||
Chairman of the Company's Board of Directors. | Management | For | Voted - For | ||
4. | To approve a grant of options to purchase the | ||||
Company's shares to Mr. Dov Sella, the Company's | |||||
Chief Executive Officer. | Management | For | Voted - For | ||
4a. | Are you (a) a controlling shareholder of the | ||||
Company; or (b) do you have a personal interest in | |||||
the approval of Item 4 as such terms are explained | |||||
in the proxy statement? "for" = yes or "against" = | |||||
no. | Management | For | Take No Action | ||
5. | To approve a grant of options to purchase our | ||||
shares to certain executive officers. | Management | For | Voted - For | ||
6. | To ratify and approve the reappointment of Kost | ||||
Forer Gabbay & Kasierer, registered public | |||||
accounting firm, a member firm of Ernst & Young | |||||
Global, as the Company's independent registered | |||||
public accountants for the year ending December 31, | |||||
2022 and to authorize the Company's Board of |
173
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
Directors to determine their compensation based on | |||||
the recommendation of the Company's Audit Committee. | Management | For | Voted - For | ||
RAMBUS INC. | |||||
Security ID: 750917106 | |||||
Meeting Date: 27-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Class II Director: Emiko Higashi | Management | For | Voted - For | |
1b. | Election of Class II Director: Steven Laub | Management | For | Voted - For | |
1c. | Election of Class II Director: Eric Stang | Management | For | Voted - For | |
2. | Ratification of PricewaterhouseCoopers LLP as the | ||||
Company's independent registered public accounting | |||||
firm for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
3. | Advisory vote to approve named executive officer | ||||
compensation. | Management | For | Voted - For | ||
4. | Advisory vote on the frequency of holding an | ||||
advisory vote on named executed officer | |||||
compensation. | Management | 1 Year | Voted - 1 Year | ||
5. | Amendment of the Rambus 2015 Equity Incentive Plan | ||||
to increase the number of shares reserved for | |||||
issuance thereunder by 5,210,000 and adopt a new | |||||
ten-year term. | Management | For | Voted - For | ||
6. | Amendment and restatement of the Company's Amended | ||||
and Restated Certificate of Incorporation, as | |||||
amended, to reflect recently adopted Delaware law | |||||
provisions regarding officer exculpation. | Management | For | Voted - For | ||
REINSURANCE GROUP OF AMERICA, INC. | |||||
Security ID: 759351604 | |||||
Meeting Date: 24-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Pina Albo | Management | For | Voted - For | |
1b. | Election of Director: Tony Cheng | Management | For | Voted - For | |
1c. | Election of Director: John J. Gauthier | Management | For | Voted - For | |
1d. | Election of Director: Patricia L. Guinn | Management | For | Voted - For | |
1e. | Election of Director: Anna Manning | Management | For | Voted - For | |
1f. | Election of Director: Hazel M. McNeilage | Management | For | Voted - For | |
1g. | Election of Director: George Nichols III | Management | For | Voted - For | |
1h. | Election of Director: Stephen O'Hearn | Management | For | Voted - For | |
1i. | Election of Director: Shundrawn Thomas | Management | For | Voted - For | |
1j. | Election of Director: Khanh T. Tran | Management | For | Voted - For | |
1k. | Election of Director: Steven C. Van Wyk | Management | For | Voted - For | |
2. | Vote on the frequency of the shareholders' vote to | ||||
approve named executive officer compensation. | Management | 1 Year | Voted - 1 Year | ||
3. | Advisory vote to approve named executive officer | ||||
compensation. | Management | For | Voted - For | ||
4. | Ratify the appointment of Deloitte & Touche LLP as | ||||
the Company's independent auditor for the year | |||||
ending December 31, 2023. | Management | For | Voted - For |
174
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
RENAISSANCERE HOLDINGS LTD. | |||||
Security ID: G7496G103 | |||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: David C. Bushnell | Management | For | Voted - For | |
1b. | Election of Director: James L. Gibbons | Management | For | Voted - For | |
1c. | Election of Director: Shyam Gidumal | Management | For | Voted - For | |
1d. | Election of Director: Torsten Jeworrek | Management | For | Voted - For | |
2. | To approve, by a non-binding advisory vote, the | ||||
compensation of the named executive officers of | |||||
RenaissanceRe Holdings Ltd. as disclosed in the | |||||
proxy statement. | Management | For | Voted - For | ||
3. | To approve, by a non-binding advisory vote, the | ||||
frequency of the advisory vote on the compensation | |||||
of the named executive officers of RenaissanceRe | |||||
Holdings Ltd. | Management | 1 Year | Voted - 1 Year | ||
4. | To approve the appointment of | ||||
PricewaterhouseCoopers Ltd. as the independent | |||||
registered public accounting firm of RenaissanceRe | |||||
Holdings Ltd. for the 2023 fiscal year and to refer | |||||
the determination of the auditor's remuneration to | |||||
the Board of Directors. | Management | For | Voted - For | ||
TEXAS CAPITAL BANCSHARES, INC. | |||||
Security ID: 88224Q107 | |||||
Meeting Date: 18-Apr-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Paola M. Arbour | Management | For | Voted - For | |
1b. | Election of Director: Jonathan E. Baliff | Management | For | Voted - For | |
1c. | Election of Director: James H. Browning | Management | For | Voted - For | |
1d. | Election of Director: Rob C. Holmes | Management | For | Voted - For | |
1e. | Election of Director: David S. Huntley | Management | For | Voted - For | |
1f. | Election of Director: Charles S. Hyle | Management | For | Voted - For | |
1g. | Election of Director: Thomas E. Long | Management | For | Voted - For | |
1h. | Election of Director: Elysia Holt Ragusa | Management | For | Voted - For | |
1i. | Election of Director: Steven P. Rosenberg | Management | For | Voted - For | |
1j. | Election of Director: Robert W. Stallings | Management | For | Voted - For | |
1k. | Election of Director: Dale W. Tremblay | Management | For | Voted - For | |
2. | Ratification of the Appointment of Ernst & Young | ||||
LLP as the Company's Independent Registered Public | |||||
Accounting Firm. | Management | For | Voted - For | ||
3. | Advisory Approval of the Company's Executive | ||||
Compensation. | Management | For | Voted - For | ||
4. | Advisory Approval of Say on Pay Frequency. | Management | 1 Year | Voted - 1 Year |
175
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
THE HAIN CELESTIAL GROUP, INC. | |||||
Security ID: 405217100 | |||||
Meeting Date: 17-Nov-22 | Meeting Type: Annual | ||||
1a. | Election of Director: Richard A. Beck | Management | For | Voted - For | |
1b. | Election of Director: Celeste A. Clark | Management | For | Voted - For | |
1c. | Election of Director: Dean Hollis | Management | For | Voted - For | |
1d. | Election of Director: Shervin J. Korangy | Management | For | Voted - For | |
1e. | Election of Director: Mark L. Schiller | Management | For | Voted - For | |
1f. | Election of Director: Michael B. Sims | Management | For | Voted - For | |
1g. | Election of Director: Carlyn R. Taylor | Management | For | Voted - For | |
1h. | Election of Director: Dawn M. Zier | Management | For | Voted - For | |
2. | Proposal to approve, on an advisory basis, named | ||||
executive officer compensation. | Management | For | Voted - For | ||
3. | Proposal to ratify the appointment of Ernst & Young | ||||
LLP to act as registered independent accountants of | |||||
the Company for the fiscal year ending June 30, | |||||
2023. | Management | For | Voted - For | ||
4. | Proposal to approve the 2022 Long Term Incentive | ||||
and Stock Award Plan. | Management | For | Voted - For | ||
U.S. PHYSICAL THERAPY, INC. | |||||
Security ID: 90337L108 | |||||
Meeting Date: 16-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Edward L. Kuntz | Management | For | Voted - For | |
1.2 | Director: Christopher J. Reading | Management | For | Voted - For | |
1.3 | Director: Dr. Bernard A Harris Jr | Management | For | Voted - For | |
1.4 | Director: Kathleen A. Gilmartin | Management | For | Voted - For | |
1.5 | Director: Regg E. Swanson | Management | For | Voted - For | |
1.6 | Director: Clayton K. Trier | Management | For | Voted - For | |
1.7 | Director: Anne B. Motsenbocker | Management | For | Voted - For | |
1.8 | Director: Nancy J. Ham | Management | For | Voted - For | |
2. | Advisory vote to approve the named executive | ||||
officer compensation. | Management | For | Voted - For | ||
3. | Advisory vote on the frequency of stockholders' | ||||
advisory vote on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of Grant Thornton | ||||
LLP as our independent registered public accounting | |||||
firm for the year ending December 31, 2023. | Management | For | Voted - For | ||
UNITED BANKSHARES, INC. | |||||
Security ID: 909907107 | |||||
Meeting Date: 10-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Richard M. Adams | Management | For | Voted - For | |
1.2 | Director: Richard M. Adams, Jr. | Management | For | Voted - For |
176
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.3 | Director: Charles L. Capito, Jr. | Management | For | Voted - For | |
1.4 | Director: Peter A. Converse | Management | For | Voted - For | |
1.5 | Director: Michael P. Fitzgerald | Management | For | Voted - For | |
1.6 | Director: Patrice A. Harris MD | Management | For | Voted - For | |
1.7 | Director: Diana Lewis Jackson | Management | For | Voted - For | |
1.8 | Director: J. Paul McNamara | Management | For | Voted - Withheld | |
1.9 | Director: Mark R. Nesselroad | Management | For | Voted - For | |
1.10 | Director: Jerold L. Rexroad | Management | For | Voted - For | |
1.11 | Director: Lacy I. Rice, III | Management | For | Voted - For | |
1.12 | Director: Albert H. Small, Jr. | Management | For | Voted - For | |
1.13 | Director: Mary K. Weddle | Management | For | Voted - For | |
1.14 | Director: Gary G. White | Management | For | Voted - For | |
1.15 | Director: P. Clinton Winter | Management | For | Voted - For | |
2. | To ratify the selection of Ernst & Young LLP to act | ||||
as the independent registered public accounting | |||||
firm for 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, the compensation | ||||
of United's named executive officers. | Management | For | Voted - For | ||
4. | To approve a non-binding advisory proposal on the | ||||
frequency of future advisory shareholder votes on | |||||
the compensation of United's named executive | |||||
officers. | Management | 1 Year | Voted - 1 Year | ||
UNITED COMMUNITY BANKS, INC. | |||||
Security ID: 90984P303 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Jennifer M. Bazante | Management | For | Voted - For | |
1.2 | Director: George B. Bell | Management | For | Voted - For | |
1.3 | Director: James P. Clements | Management | For | Voted - For | |
1.4 | Director: Kenneth L. Daniels | Management | For | Voted - For | |
1.5 | Director: Lance F. Drummond | Management | For | Voted - For | |
1.6 | Director: H. Lynn Harton | Management | For | Voted - For | |
1.7 | Director: Jennifer K. Mann | Management | For | Voted - For | |
1.8 | Director: Thomas A. Richlovsky | Management | For | Voted - For | |
1.9 | Director: David C. Shaver | Management | For | Voted - For | |
1.10 | Director: Tim R. Wallis | Management | For | Voted - For | |
1.11 | Director: David H. Wilkins | Management | For | Voted - Withheld | |
2. | To approve, on an advisory basis, the compensation | ||||
of our Named Executive Officers. | Management | For | Voted - For | ||
3. | To ratify the appointment of PricewaterhouseCoopers | ||||
LLP as our independent registered public | |||||
accountants for the fiscal year ending December 31, | |||||
2023. | Management | For | Voted - For |
177
Cambiar Small Cap Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
UNIVERSAL DISPLAY CORPORATION | |||||
Security ID: 91347P105 | |||||
Meeting Date: 15-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director to serve for a one-year term: | ||||
Steven V. Abramson | Management | For | Voted - For | ||
1b. | Election of Director to serve for a one-year term: | ||||
Cynthia J. Comparin | Management | For | Voted - For | ||
1c. | Election of Director to serve for a one-year term: | ||||
Richard C. Elias | Management | For | Voted - For | ||
1d. | Election of Director to serve for a one-year term: | ||||
Elizabeth H. Gemmill | Management | For | Voted - For | ||
1e. | Election of Director to serve for a one-year term: | ||||
C. Keith Hartley | Management | For | Voted - For | ||
1f. | Election of Director to serve for a one-year term: | ||||
Celia M. Joseph | Management | For | Voted - For | ||
1g. | Election of Director to serve for a one-year term: | ||||
Lawrence Lacerte | Management | For | Voted - For | ||
1h. | Election of Director to serve for a one-year term: | ||||
Sidney D. Rosenblatt | Management | For | Voted - For | ||
2. | Approval of the Company's Equity Compensation Plan. | Management | For | Voted - For | |
3. | Advisory resolution to approve the compensation of | ||||
the Company's named executive officers. | Management | For | Voted - For | ||
4. | Advisory resolution regarding the frequency of | ||||
future advisory shareholder votes on compensation | |||||
of the Company's named executive officers. | Management | 1 Year | Voted - 1 Year | ||
5. | Ratification of the appointment of KPMG LLP as the | ||||
Company's independent registered public accounting | |||||
firm for 2023. | Management | For | Voted - For | ||
WNS (HOLDINGS) LIMITED | |||||
Security ID: 92932M101 | |||||
Meeting Date: 22-Sep-22 | Meeting Type: Annual | ||||
1. | Adoption of the audited annual accounts of the | ||||
Company for the financial year ended March 31, | |||||
2022, together with the auditors' report. | Management | For | Voted - For | ||
2. | Re-appointment of Grant Thornton Bharat LLP as the | ||||
auditors of the Company. | Management | For | Voted - For | ||
3. | Approval of auditors' remuneration for the | ||||
financial year ending March 31, 2023. | Management | For | Voted - For | ||
4. | Re-election of the Class I Director, Mr. Timothy L | ||||
Main. | Management | For | Voted - For | ||
5. | Re-election of the Class I Director, Ms. Thi Nhuoc | ||||
Lan Tu. | Management | For | Voted - For | ||
6. | Re-election of the Class I Director, Mr. Mario P | ||||
Vitale. | Management | For | Voted - For | ||
7. | Re-election of the Class I Director Mr. Gareth | ||||
Williams to serve until the end of his term on | |||||
December 31, 2022. | Management | For | Voted - For |
178
Cambiar Small Cap Fund | ||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | |
8. | Approval of Directors' remuneration for the period | |||
from the Annual General Meeting until the next | ||||
annual general meeting of the Company to be held in | ||||
respect of the financial year ending March 31, 2023. | Management | For | Voted - For | |
9. | Increase in the ordinary shares/American Depositary | |||
Shares ("ADSs") to be available or reserved for | ||||
grant under the Company's 2016 Incentive Award Plan | ||||
as may be amended and restated pursuant to and in | ||||
accordance with the terms thereof, the 2016 | ||||
Incentive Award Plan or ("the Plan") by 2.2 million | ||||
ordinary shares/ADSs, (representing 4.57 % of the | ||||
total outstanding share capital as on June 30, 2022 | ||||
excluding treasury shares) and adoption of the | ||||
Company's Fourth Amended and (due to space | ||||
limits, see proxy material for full proposal). | Management | For | Voted - For |
179
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
AMDOCS LIMITED | |||||
Security ID: G02602103 | |||||
Meeting Date: 27-Jan-23 | Meeting Type: Annual | ||||
1a. | ELECTION OF DIRECTOR: Robert A. Minicucci | Management | For | Voted - For | |
1b. | ELECTION OF DIRECTOR: Adrian Gardner | Management | For | Voted - For | |
1c. | ELECTION OF DIRECTOR: Rafael de la Vega | Management | For | Voted - For | |
1d. | ELECTION OF DIRECTOR: Eli Gelman | Management | For | Voted - For | |
1e. | ELECTION OF DIRECTOR: Richard T.C. LeFave | Management | For | Voted - For | |
1f. | ELECTION OF DIRECTOR: John A. MacDonald | Management | For | Voted - For | |
1g. | ELECTION OF DIRECTOR: Shuky Sheffer | Management | For | Voted - For | |
1h. | ELECTION OF DIRECTOR: Yvette Kanouff | Management | For | Voted - For | |
1i. | ELECTION OF DIRECTOR: Sarah ruth Davis | Management | For | Voted - For | |
1j. | ELECTION OF DIRECTOR: Amos Genish | Management | For | Voted - For | |
2. | To approve the Amdocs Limited 2023 Employee Share | ||||
Purchase Plan (Proposal II). | Management | For | Voted - For | ||
3. | To approve an increase in the dividend rate under | ||||
our quarterly cash dividend program from $0.395 per | |||||
share to $0.435 per share (Proposal III). | Management | For | Voted - For | ||
4. | To approve our Consolidated Financial Statements | ||||
for the fiscal year ended September 30, 2022 | |||||
(Proposal IV). | Management | For | Voted - For | ||
5. | To ratify and approve the appointment of Ernst & | ||||
Young LLP as our independent registered public | |||||
accounting firm for the fiscal year ending | |||||
September 30, 2023, and until the next annual | |||||
general meeting, and authorize the Audit Committee | |||||
of the Board of Directors to fix the remuneration | |||||
of such independent registered public accounting | |||||
firm in accordance with the nature and extent of | |||||
its services (Proposal V). | Management | For | Voted - For | ||
AMEDISYS, INC. | |||||
Security ID: 023436108 | |||||
Meeting Date: 08-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: Richard M. Ashworth | Management | For | Voted - For | |
1.2 | Director: Vickie L. Capps | Management | For | Voted - For | |
1.3 | Director: Molly J. Coye, MD | Management | For | Voted - For | |
1.4 | Director: Julie D. Klapstein | Management | For | Voted - For | |
1.5 | Director: Teresa L. Kline | Management | For | Voted - For | |
1.6 | Director: Paul B. Kusserow | Management | For | Voted - For | |
1.7 | Director: Bruce D. Perkins | Management | For | Voted - For | |
1.8 | Director: Jeffery A. Rideout, MD | Management | For | Voted - For | |
1.9 | Director: Ivanetta Davis Samuels | Management | For | Voted - For |
180
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
2. | To ratify the appointment of KPMG LLP as the | ||||
Company's independent registered public accountants | |||||
for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory (non-binding) basis, the | ||||
compensation paid to the Company's Named Executive | |||||
Officers, as set forth in the Company's 2023 Proxy | |||||
Statement ("Say on Pay" Vote). | Management | For | Voted - For | ||
4. | To approve, on an advisory (non-binding) basis, the | ||||
frequency of future stockholder Say on Pay Votes. | Management | 1 Year | Voted - 1 Year | ||
AMERICAN FINANCIAL GROUP, INC. | |||||
Security ID: 025932104 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Carl H. Lindner III | Management | For | Voted - For | |
1.2 | Director: S. Craig Lindner | Management | For | Voted - For | |
1.3 | Director: John B. Berding | Management | For | Voted - For | |
1.4 | Director: James E. Evans | Management | For | Voted - For | |
1.5 | Director: Terry S. Jacobs | Management | For | Voted - For | |
1.6 | Director: Gregory G. Joseph | Management | For | Voted - For | |
1.7 | Director: Mary Beth Martin | Management | For | Voted - For | |
1.8 | Director: Amy Y. Murray | Management | For | Voted - For | |
1.9 | Director: Evans N. Nwankwo | Management | For | Voted - For | |
1.10 | Director: William W. Verity | Management | For | Voted - For | |
1.11 | Director: John I. Von Lehman | Management | For | Voted - For | |
2. | Proposal to ratify the Audit Committee's | ||||
appointment of Ernst & Young LLP as the Company's | |||||
Independent Registered Public Accounting Firm for | |||||
2023. | Management | For | Voted - For | ||
3. | Advisory vote on compensation of named executive | ||||
officers. | Management | For | Voted - For | ||
4. | Advisory vote on frequency of advisory vote on | ||||
compensation of named executive officers. | Management | 1 Year | Voted - 1 Year | ||
AMERICOLD REALTY TRUST | |||||
Security ID: 03064D108 | |||||
Meeting Date: 16-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: George F. | |||||
Chappelle Jr. | Management | For | Voted - For | ||
1b. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: George J. | |||||
Alburger, Jr. | Management | For | Voted - For | ||
1c. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: Kelly H. Barrett | Management | For | Voted - For | ||
1d. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: Robert L. Bass | Management | For | Voted - For |
181
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1e. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: Antonio F. | |||||
Fernandez | Management | For | Voted - For | ||
1f. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: Pamela K. Kohn | Management | For | Voted - For | ||
1g. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: David J. | |||||
Neithercut | Management | For | Voted - For | ||
1h. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: Mark R. Patterson | Management | For | Voted - For | ||
1i. | Election of Director to hold office until the | ||||
Annual Meeting to be held in 2024: Andrew P. Power | Management | For | Voted - For | ||
2. | Advisory Vote on Compensation of Named Executive | ||||
Officers (Say-On-Pay). | Management | For | Voted - For | ||
3. | Ratification of Ernst & Young LLP as our | ||||
Independent Accounting Firm for 2023. | Management | For | Voted - For | ||
ARCH CAPITAL GROUP LTD. | |||||
Security ID: G0450A105 | |||||
Meeting Date: 04-May-23 | Meeting Type: Annual | ||||
1a. | Election of Class I Director for a term of three | ||||
years: Francis Ebong | Management | For | Voted - For | ||
1b. | Election of Class I Director for a term of three | ||||
years: Eileen Mallesch | Management | For | Voted - For | ||
1c. | Election of Class I Director for a term of three | ||||
years: Louis J. Paglia | Management | For | Voted - For | ||
1d. | Election of Class I Director for a term of three | ||||
years: Brian S. Posner | Management | For | Voted - Against | ||
1e. | Election of Class I Director for a term of three | ||||
years: John D. Vollaro | Management | For | Voted - For | ||
2. | Advisory vote to approve named executive officer | ||||
compensation. | Management | For | Voted - For | ||
3. | Advisory vote of preferred frequency for advisory | ||||
vote on named executive officer compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Approval of the Amended and Restated Arch Capital | ||||
Group Ltd. 2007 Employee Share Purchase Plan. | Management | For | Voted - For | ||
5. | To appoint PricewaterhouseCoopers LLP as our | ||||
independent registered public accounting firm for | |||||
the year ending December 31, 2023. | Management | For | Voted - For | ||
6a. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Matthew | |||||
Dragonetti | Management | For | Voted - For | ||
6b. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Seamus Fearon | Management | For | Voted - For | ||
6c. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: H. Beau | |||||
Franklin | Management | For | Voted - For |
182
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
6d. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Jerome Halgan | Management | For | Voted - For | ||
6e. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: James Haney | Management | For | Voted - For | ||
6f. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Chris Hovey | Management | For | Voted - For | ||
6g. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Pierre Jal | Management | For | Voted - For | ||
6h. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: François Morin | Management | For | Voted - Against | ||
6i. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: David J. | |||||
Mulholland | Management | For | Voted - For | ||
6j. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Chiara Nannini | Management | For | Voted - Against | ||
6k. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Maamoun Rajeh | Management | For | Voted - For | ||
6l. | To elect the nominee listed as Designated Company | ||||
Director so that they may be elected directors of | |||||
certain of our non-U.S. subsidiaries: Christine Todd | Management | For | Voted - For | ||
ATMOS ENERGY CORPORATION | |||||
Security ID: 049560105 | |||||
Meeting Date: 08-Feb-23 | Meeting Type: Annual | ||||
1a. | ELECTION OF DIRECTOR: John C. Ale | Management | For | Voted - For | |
1b. | ELECTION OF DIRECTOR: J. Kevin Akers | Management | For | Voted - For | |
1c. | ELECTION OF DIRECTOR: Kim R. Cocklin | Management | For | Voted - For | |
1d. | ELECTION OF DIRECTOR: Kelly H. Compton | Management | For | Voted - For | |
1e. | ELECTION OF DIRECTOR: Sean Donohue | Management | For | Voted - For | |
1f. | ELECTION OF DIRECTOR: Rafael G. Garza | Management | For | Voted - For | |
1g. | ELECTION OF DIRECTOR: Richard K. Gordon | Management | For | Voted - For | |
1h. | ELECTION OF DIRECTOR: Nancy K. Quinn | Management | For | Voted - For | |
1i. | ELECTION OF DIRECTOR: Richard A. Sampson | Management | For | Voted - Against | |
1j. | ELECTION OF DIRECTOR: Diana J. Walters | Management | For | Voted - For | |
1k. | ELECTION OF DIRECTOR: Frank Yoho | Management | For | Voted - For | |
2. | Proposal to ratify the appointment of Ernst & Young | ||||
LLP as the Company's independent registered public | |||||
accounting firm for fiscal 2023. | Management | For | Voted - For | ||
3. | Proposal for an advisory vote by shareholders to | ||||
approve the compensation of the Company's named | |||||
executive officers for fiscal 2022 ("Say-on-Pay"). | Management | For | Voted - For |
183
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
BOK FINANCIAL CORPORATION | |||||
Security ID: 05561Q201 | |||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Alan S. Armstrong | Management | For | Voted - For | |
1.2 | Director: Steven Bangert | Management | For | Voted - For | |
1.3 | Director: Chester E. Cadieux, III | Management | For | Voted - Withheld | |
1.4 | Director: John W. Coffey | Management | For | Voted - For | |
1.5 | Director: Joseph W. Craft, III | Management | For | Voted - For | |
1.6 | Director: David F. Griffin | Management | For | Voted - For | |
1.7 | Director: V. Burns Hargis | Management | For | Voted - For | |
1.8 | Director: Douglas D. Hawthorne | Management | For | Voted - For | |
1.9 | Director: Kimberley D. Henry | Management | For | Voted - For | |
1.10 | Director: E. Carey Joullian, IV | Management | For | Voted - For | |
1.11 | Director: George B. Kaiser | Management | For | Voted - For | |
1.12 | Director: Stacy C. Kymes | Management | For | Voted - For | |
1.13 | Director: Stanley A. Lybarger | Management | For | Voted - For | |
1.14 | Director: Steven J. Malcolm | Management | For | Voted - For | |
1.15 | Director: E. C. Richards | Management | For | Voted - For | |
1.16 | Director: Claudia San Pedro | Management | For | Voted - For | |
1.17 | Director: Peggy I. Simmons | Management | For | Voted - For | |
1.18 | Director: Michael C. Turpen | Management | For | Voted - For | |
1.19 | Director: Rose M. Washington | Management | For | Voted - For | |
2. | Ratification of the selection of Ernst & Young LLP | ||||
as BOK Financial Corporation's independent auditors | |||||
for the fiscal year ending December 31, 2023. | Management | For | Voted - For | ||
3. | Approval of the compensation of the Company's named | ||||
executive officers as disclosed in the Proxy | |||||
Statement. | Management | For | Voted - For | ||
4. | Advisory vote on the frequency of future advisory | ||||
votes to approve the compensation of the named | |||||
executive officers. | Management | 1 Year | Voted - 1 Year | ||
5. | Approval of the Amendment to the Amended and | ||||
Restated BOK Financial Corporation 2009 Omnibus | |||||
Incentive Plan to extend the time awards may be | |||||
made pursuant to the Omnibus Plan until January 1, | |||||
2033, effective as of January 1, 2023. | Management | For | Voted - For | ||
BOOZ ALLEN HAMILTON HOLDING CORPORATION | |||||
Security ID: 099502106 | |||||
Meeting Date: 27-Jul-22 | Meeting Type: Annual | ||||
1a. | Election of Director: Horacio D. Rozanski | Management | For | Voted - For | |
1b. | Election of Director: Mark Gaumond | Management | For | Voted - For | |
1c. | Election of Director: Gretchen W. McClain | Management | For | Voted - For | |
1d. | Election of Director: Melody C. Barnes | Management | For | Voted - For | |
1e. | Election of Director: Ellen Jewett | Management | For | Voted - For |
184
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1f. | Election of Director: Arthur E. Johnson | Management | For | Voted - For | |
1g. | Election of Director: Charles O. Rossotti | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as the Company's registered independent public | |||||
accountants for fiscal year 2023. | Management | For | Voted - For | ||
3. | Advisory vote to approve the compensation of the | ||||
Company's named executive officers. | Management | For | Voted - For | ||
4. | Approval of the Adoption of the Sixth Amended and | ||||
Restated Certificate of Incorporation to allow | |||||
stockholders holding not less than 25% of the | |||||
outstanding shares of the Company's common stock to | |||||
call special meetings. | Management | For | Voted - For | ||
5. | Vote on a stockholder proposal regarding | ||||
stockholders' ability to call special meetings. | Shareholder | Against | Voted - Against | ||
BRUKER CORPORATION | |||||
Security ID: 116794108 | |||||
Meeting Date: 07-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: Cynthia M. Friend, Ph.D | Management | For | Voted - For | |
1.2 | Director: Philip Ma, Ph.D. | Management | For | Voted - For | |
1.3 | Director: Hermann Requardt, Ph.D. | Management | For | Voted - For | |
2. | Approval on an advisory basis of the 2022 | ||||
compensation of our named executive officers, as | |||||
discussed in the Proxy Statement. | Management | For | Voted - For | ||
3. | Advisory vote on the frequency of future advisory | ||||
votes on named executive officer compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as our independent | |||||
registered public accounting firm for the fiscal | |||||
year ending December 31, 2023. | Management | For | Voted - For | ||
BURLINGTON STORES, INC. | |||||
Security ID: 122017106 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Ted English | Management | For | Voted - For | |
1b. | Election of Director: Jordan Hitch | Management | For | Voted - For | |
1c. | Election of Director: Mary Ann Tocio | Management | For | Voted - For | |
2. | Ratification of the appointment of Deloitte & | ||||
Touche LLP as Burlington Stores, Inc.'s independent | |||||
registered certified public accounting firm for the | |||||
fiscal year ending February 3, 2024 | Management | For | Voted - For | ||
3. | Approval, on a non-binding advisory basis, of the | ||||
compensation of Burlington Stores, Inc.'s named | |||||
executive officers | Management | For | Voted - For |
185
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
CBOE GLOBAL MARKETS, INC. | |||||
Security ID: 12503M108 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Edward T. Tilly | Management | For | Voted - For | |
1b. | Election of Director: William M. Farrow, III | Management | For | Voted - For | |
1c. | Election of Director: Edward J. Fitzpatrick | Management | For | Voted - For | |
1d. | Election of Director: Ivan K. Fong | Management | For | Voted - For | |
1e. | Election of Director: Janet P. Froetscher | Management | For | Voted - For | |
1f. | Election of Director: Jill R. Goodman | Management | For | Voted - For | |
1g. | Election of Director: Alexander J. Matturri, Jr. | Management | For | Voted - For | |
1h. | Election of Director: Jennifer J. McPeek | Management | For | Voted - For | |
1i. | Election of Director: Roderick A. Palmore | Management | For | Voted - For | |
1j. | Election of Director: James E. Parisi | Management | For | Voted - For | |
1k. | Election of Director: Joseph P. Ratterman | Management | For | Voted - For | |
1l. | Election of Director: Fredric J. Tomczyk | Management | For | Voted - For | |
2. | Approve, in a non-binding resolution, the | ||||
compensation paid to our executive officers. | Management | For | Voted - For | ||
3. | Approve, in a non-binding resolution, the frequency | ||||
that we will hold a non-binding vote on the | |||||
compensation paid to our executive officers. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratify the appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
the 2023 fiscal year. | Management | For | Voted - For | ||
CHARLES RIVER LABORATORIES INTL., INC. | |||||
Security ID: 159864107 | |||||
Meeting Date: 09-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: James C. Foster | Management | For | Voted - For | |
1b. | Election of Director: Nancy C. Andrews | Management | For | Voted - For | |
1c. | Election of Director: Robert Bertolini | Management | For | Voted - For | |
1d. | Election of Director: Deborah T. Kochevar | Management | For | Voted - For | |
1e. | Election of Director: George Llado, Sr. | Management | For | Voted - For | |
1f. | Election of Director: Martin W. Mackay | Management | For | Voted - For | |
1g. | Election of Director: George E. Massaro | Management | For | Voted - For | |
1h. | Election of Director: C. Richard Reese | Management | For | Voted - For | |
1i. | Election of Director: Craig B. Thompson | Management | For | Voted - For | |
1j. | Election of Director: Richard F. Wallman | Management | For | Voted - For | |
1k. | Election of Director: Virginia M. Wilson | Management | For | Voted - For | |
2. | Advisory Approval of 2022 Executive Officer | ||||
Compensation | Management | For | Voted - For | ||
3. | Advisory Vote on the Frequency of Future Advisory | ||||
Votes on Executive Compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of PricewaterhouseCoopers LLC as | ||||
independent registered public accounting firm for | |||||
2023 | Management | For | Voted - For |
186
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | Proposal to publish a report on non-human primates | ||||
imported by Charles River Laboratories | |||||
International, Inc. | Management | Against | Voted - For | ||
DENTSPLY SIRONA INC. | |||||
Security ID: 24906P109 | |||||
Meeting Date: 24-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Eric K. Brandt | Management | For | Voted - For | |
1b. | Election of Director: Simon D. Campion | Management | For | Voted - For | |
1c. | Election of Director: Willie A. Deese | Management | For | Voted - For | |
1d. | Election of Director: Betsy D. Holden | Management | For | Voted - For | |
1e. | Election of Director: Clyde R. Hosein | Management | For | Voted - For | |
1f. | Election of Director: Harry M. Kraemer, Jr. | Management | For | Voted - For | |
1g. | Election of Director: Gregory T. Lucier | Management | For | Voted - For | |
1h. | Election of Director: Jonathan J. Mazelsky | Management | For | Voted - For | |
1i. | Election of Director: Leslie F. Varon | Management | For | Voted - For | |
1j. | Election of Director: Janet S. Vergis | Management | For | Voted - For | |
1k. | Election of Director: Dorothea Wenzel | Management | For | Voted - For | |
2. | Ratification of the appointment of | ||||
PricewaterhouseCoopers LLP as the Company's | |||||
independent registered public accountants for 2023. | Management | For | Voted - For | ||
3. | Approval, by non-binding vote, of the Company's | ||||
executive compensation for 2022. | Management | For | Voted - For | ||
4. | Approval, on a non-binding advisory basis, of the | ||||
frequency of holding the say-on-pay vote. | Management | 1 Year | Voted - 1 Year | ||
DOLBY LABORATORIES, INC. | |||||
Security ID: 25659T107 | |||||
Meeting Date: 07-Feb-23 | Meeting Type: Annual | ||||
1.1 | Election of Director: Kevin Yeaman | Management | For | Voted - For | |
1.2 | Election of Director: Peter Gotcher | Management | For | Voted - For | |
1.3 | Election of Director: Micheline Chau | Management | For | Voted - For | |
1.4 | Election of Director: David Dolby | Management | For | Voted - For | |
1.5 | Election of Director: Tony Prophet | Management | For | Voted - For | |
1.6 | Election of Director: Emily Rollins | Management | For | Voted - For | |
1.7 | Election of Director: Simon Segars | Management | For | Voted - For | |
1.8 | Election of Director: Anjali Sud | Management | For | Voted - For | |
1.9 | Election of Director: Avadis Tevanian, Jr. | Management | For | Voted - For | |
2. | An advisory vote to approve Named Executive Officer | ||||
compensation. | Management | For | Voted - For | ||
3. | Amendment and restatement of the Dolby | ||||
Laboratories, Inc. 2020 Stock Plan. | Management | For | Voted - For | ||
4. | Amendment and restatement of the Dolby | ||||
Laboratories, Inc. Employee Stock Purchase Plan. | Management | For | Voted - For |
187
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
5. | Ratification of the appointment of KPMG LLP as the | ||||
Company's independent registered public accounting | |||||
firm for the fiscal year ending September 29, 2023. | Management | For | Voted - For | ||
ESSENTIAL UTILITIES, INC. | |||||
Security ID: 29670G102 | |||||
Meeting Date: 03-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Elizabeth B. Amato | Management | For | Voted - For | |
1.2 | Director: David A. Ciesinski | Management | For | Voted - For | |
1.3 | Director: Christopher H. Franklin | Management | For | Voted - For | |
1.4 | Director: Daniel J. Hilferty | Management | For | Voted - For | |
1.5 | Director: Edwina Kelly | Management | For | Voted - For | |
1.6 | Director: W. Bryan Lewis | Management | For | Voted - For | |
1.7 | Director: Ellen T. Ruff | Management | For | Voted - For | |
1.8 | Director: Lee C. Stewart | Management | For | Voted - For | |
2. | To approve an advisory vote on the compensation | ||||
paid to the Company's named executive officers for | |||||
2022. | Management | For | Voted - For | ||
3. | To ratify the appointment of PricewaterhouseCoopers | ||||
LLP as the independent registered public accounting | |||||
firm for the Company for the 2023 fiscal year. | Management | For | Voted - For | ||
4. | To approve an advisory vote on whether the | ||||
frequency of the advisory vote on compensation paid | |||||
to the Company's named executive officers should be | |||||
every 1, 2 or 3 years. | Management | 1 Year | Voted - 1 Year | ||
EURONET WORLDWIDE, INC. | |||||
Security ID: 298736109 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Ligia Torres Fentanes | Management | For | Voted - For | |
1.2 | Director: Dr. Andrzej Olechowski | Management | For | Voted - For | |
2. | Ratification of the appointment of KPMG LLP as | ||||
Euronet's independent registered public accounting | |||||
firm for the year ending December 31, 2023. | Management | For | Voted - For | ||
3. | Advisory vote on executive compensation. | Management | For | Voted - For | |
4. | Advisory vote on the frequency of stockholder vote | ||||
on executive compensation. | Management | 1 Year | Voted - 1 Year | ||
EXPEDITORS INT'L OF WASHINGTON, INC. | |||||
Security ID: 302130109 | |||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Director: Glenn M. Alger | Management | For | Voted - For | |
1.2 | Election of Director: Robert P. Carlile | Management | For | Voted - For |
188
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.3 | Election of Director: James M. DuBois | Management | For | Voted - For | |
1.4 | Election of Director: Mark A. Emmert | Management | For | Voted - For | |
1.5 | Election of Director: Diane H. Gulyas | Management | For | Voted - For | |
1.6 | Election of Director: Jeffrey S. Musser | Management | For | Voted - For | |
1.7 | Election of Director: Brandon S. Pedersen | Management | For | Voted - For | |
1.8 | Election of Director: Liane J. Pelletier | Management | For | Voted - For | |
1.9 | Election of Director: Olivia D. Polius | Management | For | Voted - For | |
2. | Advisory Vote to Approve Named Executive Officer | ||||
Compensation | Management | For | Voted - For | ||
3. | Approve the Frequency of Advisory Votes on Named | ||||
Executive Officer Compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of Independent Registered Public | ||||
Accounting Firm | Management | For | Voted - For | ||
5. | Shareholder Proposal: Shareholder Ratification of | ||||
Excessive Termination Pay | Shareholder | Against | Voted - For | ||
6. | Shareholder Proposal | Shareholder | Against | Voted - For | |
FIDELITY NATIONAL FINANCIAL, INC. | |||||
Security ID: 31620R303 | |||||
Meeting Date: 14-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: William P. Foley, II | Management | For | Voted - For | |
1.2 | Director: Douglas K. Ammerman | Management | For | Voted - For | |
1.3 | Director: Thomas M. Hagerty | Management | For | Voted - For | |
1.4 | Director: Peter O. Shea, Jr. | Management | For | Voted - Withheld | |
2. | Approval of a non-binding advisory resolution on | ||||
the compensation paid to our named executive | |||||
officers. | Management | For | Voted - For | ||
3. | Selection, on a non-binding advisory basis, of the | ||||
frequency (annual or "1 Year," biennial or "2 | |||||
Years," triennial or "3 Years") with which we | |||||
solicit future non- binding advisory votes on the | |||||
compensation paid to our named executive officers. | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of Ernst & Young | ||||
LLP as our independent registered public accounting | |||||
firm for the 2023 fiscal year. | Management | For | Voted - For | ||
GENTEX CORPORATION | |||||
Security ID: 371901109 | |||||
Meeting Date: 18-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Mr. Joseph Anderson | Management | For | Voted - For | |
1.2 | Director: Ms. Leslie Brown | Management | For | Voted - For | |
1.3 | Director: Mr. Garth Deur | Management | For | Voted - For | |
1.4 | Director: Mr. Steve Downing | Management | For | Voted - For | |
1.5 | Director: Mr. Gary Goode | Management | For | Voted - For | |
1.6 | Director: Mr. Richard Schaum | Management | For | Voted - For | |
1.7 | Director: Ms. Kathleen Starkoff | Management | For | Voted - For |
189
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1.8 | Director: Mr. Brian Walker | Management | For | Voted - For | |
1.9 | Director: Dr. Ling Zang | Management | For | Voted - For | |
2. | To ratify the appointment of Ernst & Young LLP as | ||||
the Company's auditors for the fiscal year ending | |||||
December 31, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, compensation of | ||||
the Company's named executive officers. | Management | For | Voted - For | ||
4. | To determine, on an advisory basis, whether future | ||||
shareholder advisory votes on named executive | |||||
officer compensation should occur every one, two, | |||||
or three years. | Management | For | Voted - Abstain | ||
HEALTHEQUITY, INC. | |||||
Security ID: 42226A107 | |||||
Meeting Date: 22-Jun-23 | Meeting Type: Annual | ||||
1a. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Robert Selander | Management | For | Voted - For | ||
1b. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Jon Kessler | Management | For | Voted - For | ||
1c. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Stephen Neeleman, M.D. | Management | For | Voted - For | ||
1d. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Paul Black | Management | For | Voted - For | ||
1e. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Frank Corvino | Management | For | Voted - For | ||
1f. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Adrian Dillon | Management | For | Voted - For | ||
1g. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Evelyn Dilsaver | Management | For | Voted - For | ||
1h. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Debra McCowan | Management | For | Voted - For | ||
1i. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Rajesh Natarajan | Management | For | Voted - For | ||
1j. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Stuart Parker | Management | For | Voted - For | ||
1k. | Election of Director to hold office until the 2024 | ||||
Annual Meeting: Gayle Wellborn | Management | For | Voted - For | ||
2. | To ratify the appointment of PricewaterhouseCoopers | ||||
LLP as our independent registered public accounting | |||||
firm for our fiscal year ending January 31, 2024 | Management | For | Voted - For | ||
3. | To approve, on a non-binding, advisory basis, the | ||||
fiscal 2023 compensation paid to our named | |||||
executive officers. | Management | For | Voted - For | ||
4. | To approve, on a non-binding, advisory basis, the | ||||
frequency of future advisory votes on the | |||||
compensation paid to our named executive officers. | Management | 1 Year | Voted - 1 Year |
190
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
HUBBELL INCORPORATED | |||||
Security ID: 443510607 | |||||
Meeting Date: 02-May-23 | Meeting Type: Annual | ||||
1.1 | Director: Gerben W. Bakker | Management | For | Voted - For | |
1.2 | Director: Carlos M. Cardoso | Management | For | Voted - For | |
1.3 | Director: Anthony J. Guzzi | Management | For | Voted - For | |
1.4 | Director: Rhett A. Hernandez | Management | For | Voted - For | |
1.5 | Director: Neal J. Keating | Management | For | Voted - For | |
1.6 | Director: Bonnie C. Lind | Management | For | Voted - For | |
1.7 | Director: John F. Malloy | Management | For | Voted - For | |
1.8 | Director: Jennifer M. Pollino | Management | For | Voted - For | |
1.9 | Director: John G. Russell | Management | For | Voted - For | |
2. | To approve, by non-binding vote, the compensation | ||||
of our named executive officers as presented in the | |||||
2023 Proxy Statement. | Management | For | Voted - For | ||
3. | To recommend, by non-binding vote, the frequency | ||||
with which executive compensation will be subject | |||||
to a shareholder vote. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the selection of PricewaterhouseCoopers | ||||
LLP as our independent registered public accounting | |||||
firm for the year 2023. | Management | For | Voted - For | ||
INCYTE CORPORATION | |||||
Security ID: 45337C102 | |||||
Meeting Date: 14-Jun-23 | Meeting Type: Annual | ||||
1.1 | Election of Director: Julian C. Baker | Management | For | Voted - For | |
1.2 | Election of Director: Jean-Jacques Bienaimé | Management | For | Voted - For | |
1.3 | Election of Director: Otis W. Brawley | Management | For | Voted - For | |
1.4 | Election of Director: Paul J. Clancy | Management | For | Voted - For | |
1.5 | Election of Director: Jacqualyn A. Fouse | Management | For | Voted - For | |
1.6 | Election of Director: Edmund P. Harrigan | Management | For | Voted - For | |
1.7 | Election of Director: Katherine A. High | Management | For | Voted - For | |
1.8 | Election of Director: Hervé Hoppenot | Management | For | Voted - For | |
1.9 | Election of Director: Susanne Schaffert | Management | For | Voted - For | |
2. | Approve, on a non-binding, advisory basis, the | ||||
compensation of the Company's named executive | |||||
officers. | Management | For | Voted - For | ||
3. | Approve, on a non-binding, advisory basis, the | ||||
frequency of future advisory votes on the | |||||
compensation of the Company's named executive | |||||
officers. | Management | 1 Year | Voted - 1 Year | ||
4. | Approve an amendment to the Company's Amended and | ||||
Restated 2010 Stock Incentive Plan. | Management | For | Voted - For | ||
5. | Approve an amendment to the Company's 1997 Employee | ||||
Stock Purchase Plan. | Management | For | Voted - For |
191
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
6. | Ratify the appointment of Ernst & Young LLP as the | ||||
Company's independent registered public accounting | |||||
firm for 2023. | Management | For | Voted - For | ||
IPG PHOTONICS CORPORATION | |||||
Security ID: 44980X109 | |||||
Meeting Date: 23-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Gregory Beecher | Management | For | Voted - For | |
1b. | Election of Director: Michael Child | Management | For | Voted - For | |
1c. | Election of Director: Jeanmarie Desmond | Management | For | Voted - For | |
1d. | Election of Director: Gregory Dougherty | Management | For | Voted - For | |
1e. | Election of Director: Eric Meurice | Management | For | Voted - For | |
1f. | Election of Director: Natalia Pavlova | Management | For | Voted - For | |
1g. | Election of Director: John Peeler | Management | For | Voted - Against | |
1h. | Election of Director: Eugene Scherbakov, Ph.D. | Management | For | Voted - For | |
1i. | Election of Director: Felix Stukalin | Management | For | Voted - For | |
1j. | Election of Director: Agnes Tang | Management | For | Voted - For | |
2. | Advisory Approval of our Executive Compensation | Management | For | Voted - For | |
3. | Frequency of Advisory Approval of our Executive | ||||
Compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Approve Amendments to the IPG Photonics Corporation | ||||
2006 Incentive Compensation Plan | Management | For | Voted - For | ||
5. | Approve Amendments to IPG Photonics Corporation's | ||||
Amended and Restated Certificate of Incorporation | Management | For | Voted - Against | ||
6. | Ratification of the appointment of Deloitte & | ||||
Touche LLP as our independent registered public | |||||
accounting firm for 2023 | Management | For | Voted - For | ||
LAMB WESTON HOLDINGS, INC. | |||||
Security ID: 513272104 | |||||
Meeting Date: 29-Sep-22 | Meeting Type: Annual | ||||
1a. | Election of Director: Peter J. Bensen | Management | For | Voted - For | |
1b. | Election of Director: Charles A. Blixt | Management | For | Voted - For | |
1c. | Election of Director: Robert J. Coviello | Management | For | Voted - For | |
1d. | Election of Director: André J. Hawaux | Management | For | Voted - For | |
1e. | Election of Director: W.G. Jurgensen | Management | For | Voted - For | |
1f. | Election of Director: Thomas P. Maurer | Management | For | Voted - For | |
1g. | Election of Director: Hala G. Moddelmog | Management | For | Voted - For | |
1h. | Election of Director: Robert A. Niblock | Management | For | Voted - For | |
1i. | Election of Director: Maria Renna Sharpe | Management | For | Voted - For | |
1j. | Election of Director: Thomas P. Werner | Management | For | Voted - For | |
2. | Advisory Vote to Approve Executive Compensation. | Management | For | Voted - For | |
3. | Ratification of the Selection of KPMG LLP as | ||||
Independent Auditors for Fiscal Year 2023. | Management | For | Voted - For |
192
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
LINCOLN ELECTRIC HOLDINGS, INC. | |||||
Security ID: 533900106 | |||||
Meeting Date: 19-Apr-23 | Meeting Type: Annual | ||||
1.1 | Director: Brian D. Chambers | Management | For | Voted - For | |
1.2 | Director: Curtis E. Espeland | Management | For | Voted - For | |
1.3 | Director: Patrick P. Goris | Management | For | Voted - For | |
1.4 | Director: Michael F. Hilton | Management | For | Voted - For | |
1.5 | Director: Kathryn Jo Lincoln | Management | For | Voted - For | |
1.6 | Director: Christopher L. Mapes | Management | For | Voted - For | |
1.7 | Director: Phillip J. Mason | Management | For | Voted - For | |
1.8 | Director: Ben P. Patel | Management | For | Voted - For | |
1.9 | Director: Hellene S. Runtagh | Management | For | Voted - For | |
1.10 | Director: Kellye L. Walker | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as our independent registered public accounting | |||||
firm for the year ending December 31, 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, the compensation | ||||
of our named executive officers (NEOs). | Management | For | Voted - For | ||
4. | To recommend, on an advisory basis, the frequency | ||||
for future advisory votes to approve the | |||||
compensation of our NEOs. | Management | 1 Year | Voted - 1 Year | ||
5. | To approve Lincoln Electric's 2023 Equity and | ||||
Incentive Compensation Plan. | Management | For | Voted - For | ||
6. | To approve Lincoln Electric's 2023 Stock Plan for | ||||
Non- Employee Directors. | Management | For | Voted - For | ||
MAGNOLIA OIL & GAS CORPORATION | |||||
Security ID: 559663109 | |||||
Meeting Date: 03-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Christopher G. Stavros | Management | For | Voted - For | |
1b. | Election of Director: Arcilia C. Acosta | Management | For | Voted - For | |
1c. | Election of Director: Angela M. Busch | Management | For | Voted - For | |
1d. | Election of Director: Edward P. Djerejian | Management | For | Voted - For | |
1e. | Election of Director: James R. Larson | Management | For | Voted - For | |
1f. | Election of Director: Dan F. Smith | Management | For | Voted - For | |
1g. | Election of Director: John B. Walker | Management | For | Voted - For | |
2. | Approval of the advisory, non-binding resolution | ||||
regarding the compensation of our named executive | |||||
officers for 2022 ("say-on-pay vote") | Management | For | Voted - For | ||
3. | Ratification of appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
the 2023 fiscal year | Management | For | Voted - For |
193
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
MASCO CORPORATION | |||||
Security ID: 574599106 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Keith J. Allman | Management | For | Voted - For | |
1b. | Election of Director: Aine L. Denari | Management | For | Voted - For | |
1c. | Election of Director: Christopher A. O'Herlihy | Management | For | Voted - For | |
1d. | Election of Director: Charles K. Stevens, III | Management | For | Voted - For | |
2. | To approve, by non-binding advisory vote, the | ||||
compensation paid to the Company's named executive | |||||
officers, as disclosed pursuant to the compensation | |||||
disclosure rules of the SEC, including the | |||||
Compensation Discussion and Analysis, the | |||||
compensation tables and the related materials | |||||
disclosed in the Proxy Statement. | Management | For | Voted - For | ||
3. | To recommend, by non-binding advisory vote, the | ||||
frequency of the non-binding advisory votes on the | |||||
Company's executive compensation. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the selection of PricewaterhouseCoopers | ||||
LLP as independent auditors for the Company for | |||||
2023. | Management | For | Voted - For | ||
MAXIMUS, INC. | |||||
Security ID: 577933104 | |||||
Meeting Date: 14-Mar-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Anne K. Altman | Management | For | Voted - For | |
1b. | Election of Director: Bruce L. Caswell | Management | For | Voted - For | |
1c. | Election of Director: John J. Haley | Management | For | Voted - For | |
1d. | Election of Director: Jan D. Madsen | Management | For | Voted - For | |
1e. | Election of Director: Richard A. Montoni | Management | For | Voted - For | |
1f. | Election of Director: Gayathri Rajan | Management | For | Voted - For | |
1g. | Election of Director: Raymond B. Ruddy | Management | For | Voted - For | |
1h. | Election of Director: Michael J. Warren | Management | For | Voted - For | |
2. | Ratification of the appointment of Ernst & Young | ||||
LLP as our independent public accountants for our | |||||
2023 fiscal year. | Management | For | Voted - For | ||
3. | Advisory vote to approve the compensation of the | ||||
named executive officers. | Management | For | Voted - For | ||
4. | Advisory vote on whether shareholders will vote on | ||||
named executive officer compensation every one, two | |||||
or three years. | Management | 1 Year | Voted - 1 Year |
194
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
MERCURY SYSTEMS, INC. | |||||
Security ID: 589378108 | |||||
Meeting Date: 26-Oct-22 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director to serve for a | ||||
three-year term: William L. Ballhaus | Management | For | Voted - For | ||
1.2 | Election of Class I Director to serve for a | ||||
three-year term: Lisa S. Disbrow | Management | For | Voted - For | ||
1.3 | Election of Class I Director to serve for a | ||||
three-year term: Howard L. Lance | Management | For | Voted - For | ||
2. | To approve, on an advisory basis, the compensation | ||||
of our named executive officers. | Management | For | Voted - Against | ||
3. | To approve our amended and restated 2018 stock | ||||
incentive plan. | Management | For | Voted - For | ||
4. | To ratify the appointment of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
fiscal 2023. | Management | For | Voted - For | ||
5. | To consider and act upon any other business that | ||||
may properly come before the meeting or any | |||||
adjournment or postponement of the meeting. | Management | For | Voted - Against | ||
NNN REIT, INC. | |||||
Security ID: 637417106 | |||||
Meeting Date: 16-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Pamela K. M. Beall | Management | For | Voted - For | ||
1b. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Steven D. Cosler | Management | For | Voted - For | ||
1c. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: David M. Fick | Management | For | Voted - For | ||
1d. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Edward J. Fritsch | Management | For | Voted - For | ||
1e. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Elizabeth C. Gulacsy | Management | For | Voted - For | ||
1f. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Kevin B. Habicht | Management | For | Voted - Against | ||
1g. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Betsy D. Holden | Management | For | Voted - For | ||
1h. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Stephen A. Horn, Jr. | Management | For | Voted - For | ||
1i. | Election of Director to serve for a term ending at | ||||
the 2024 annual meeting: Kamau O. Witherspoon | Management | For | Voted - For | ||
2. | Non-binding advisory vote to approve the | ||||
compensation of our named executive officers as | |||||
described in this Proxy Statement. | Management | For | Voted - For | ||
3. | Non-binding advisory vote to approve the frequency | ||||
of future non-binding advisory votes by |
195
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
stockholders on the compensation of our named | |||||
executive officers. | Management | 1 Year | Voted - 1 Year | ||
4. | Approval of an amendment to the Company's 2017 | ||||
Performance Incentive Plan. | Management | For | Voted - For | ||
5. | Ratification of the selection of our independent registered public accounting firm for the year | ||||
ending December 31, 2023. | Management | For | Voted - For | ||
QUEST DIAGNOSTICS INCORPORATED | |||||
Security ID: 74834L100 | |||||
Meeting Date: 17-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: James E. Davis | Management | For | Voted - For | |
1b. | Election of Director: Luis A. Diaz, Jr., M.D. | Management | For | Voted - For | |
1c. | Election of Director: Tracey C. Doi | Management | For | Voted - For | |
1d. | Election of Director: Vicky B. Gregg | Management | For | Voted - For | |
1e. | Election of Director: Wright L. Lassiter, III | Management | For | Voted - For | |
1f. | Election of Director: Timothy L. Main | Management | For | Voted - For | |
1g. | Election of Director: Denise M. Morrison | Management | For | Voted - For | |
1h. | Election of Director: Gary M. Pfeiffer | Management | For | Voted - For | |
1i. | Election of Director: Timothy M. Ring | Management | For | Voted - For | |
1j. | Election of Director: Gail R. Wilensky, Ph.D. | Management | For | Voted - For | |
2. | An advisory resolution to approve the executive officer compensation disclosed in the Company's | ||||
2023 proxy statement | Management | For | Voted - For | ||
3. | An advisory vote to recommend the frequency of the stockholder advisory vote to approve executive | ||||
officer compensation | Management | 1 Year | Voted - 1 Year | ||
4. | Ratification of the appointment of our independent | ||||
registered public accounting firm for 2023 | Management | For | Voted - For | ||
5. | Approval of the Amended and Restated Employee Long- | ||||
Term Incentive Plan | Management | For | Voted - For | ||
6. | Stockholder proposal regarding a report on the | ||||
Company's greenhouse gas emissions | Shareholder | Against | Voted - For | ||
REINSURANCE GROUP OF AMERICA, INC. | |||||
Security ID: 759351604 | |||||
Meeting Date: 24-May-23 | Meeting Type: Annual | ||||
1a. | Election of Director: Pina Albo | Management | For | Voted - For | |
1b. | Election of Director: Tony Cheng | Management | For | Voted - For | |
1c. | Election of Director: John J. Gauthier | Management | For | Voted - For | |
1d. | Election of Director: Patricia L. Guinn | Management | For | Voted - For | |
1e. | Election of Director: Anna Manning | Management | For | Voted - For | |
1f. | Election of Director: Hazel M. McNeilage | Management | For | Voted - For | |
1g. | Election of Director: George Nichols III | Management | For | Voted - For | |
1h. | Election of Director: Stephen O'Hearn | Management | For | Voted - For |
196
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
1i. | Election of Director: Shundrawn Thomas | Management | For | Voted - For | |
1j. | Election of Director: Khanh T. Tran | Management | For | Voted - For | |
1k. | Election of Director: Steven C. Van Wyk | Management | For | Voted - For | |
2. | Vote on the frequency of the shareholders' vote to | ||||
approve named executive officer compensation. | Management | 1 Year | Voted - 1 Year | ||
3. | Advisory vote to approve named executive officer | ||||
compensation. | Management | For | Voted - For | ||
4. | Ratify the appointment of Deloitte & Touche LLP as | ||||
the Company's independent auditor for the year | |||||
ending December 31, 2023. | Management | For | Voted - For | ||
TARGA RESOURCES CORP. | |||||
Security ID: 87612G101 | |||||
Meeting Date: 23-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Class I Director to serve until the | ||||
2026 annual meeting: Paul W. Chung | Management | For | Voted - For | ||
1.2 | Election of Class I Director to serve until the | ||||
2026 annual meeting: Charles R. Crisp | Management | For | Voted - For | ||
1.3 | Election of Class I Director to serve until the | ||||
2026 annual meeting: Laura C. Fulton | Management | For | Voted - For | ||
2. | To ratify the selection of PricewaterhouseCoopers | ||||
LLP as the Company's independent auditors for 2023. | Management | For | Voted - For | ||
3. | To approve, on an advisory basis, the compensation | ||||
of the Company's named executive officers for the | |||||
fiscal year ended December 31, 2022. | Management | For | Voted - For | ||
4. | To approve, on an advisory basis, the frequency of | ||||
future advisory votes to approve the compensation | |||||
of the Company's named executive officers. | Management | 1 Year | Voted - 1 Year | ||
5. | Stockholder proposal to request that the Company | ||||
issue a report assessing policy options related to | |||||
venting and flaring, if the stockholder proposal is | |||||
properly presented at the meeting. | Shareholder | Against | Voted - For | ||
THE TORO COMPANY | |||||
Security ID: 891092108 | |||||
Meeting Date: 21-Mar-23 | Meeting Type: Annual | ||||
1.1 | Director: Jeffrey M. Ettinger | Management | For | Voted - For | |
1.2 | Director: Eric P. Hansotia | Management | For | Voted - For | |
1.3 | Director: D. Christian Koch | Management | For | Voted - For | |
2. | Ratification of the selection of KPMG LLP as our | ||||
independent registered public accounting firm for | |||||
our fiscal year ending October 31, 2023. | Management | For | Voted - For | ||
3. | Approval of, on an advisory basis, our executive | ||||
compensation. | Management | For | Voted - For | ||
4. | Approval of, on an advisory basis, the frequency of | ||||
the advisory approval of our executive compensation. | Management | 1 Year | Voted - 1 Year |
197
Cambiar SMID Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted | ||
WATSCO, INC. | |||||
Security ID: 942622200 | |||||
Meeting Date: 05-Jun-23 | Meeting Type: Annual | ||||
1.1 | Director: Ana Lopez-Blazquez | Management | For | Voted - For | |
2. | To approve the advisory resolution regarding the | ||||
compensation of our named executive officers. | Management | For | Voted - Against | ||
3. | To approve the advisory resolution on the frequency | ||||
of the advisory resolution regarding the | |||||
compensation of our named executive officers. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the appointment of Deloitte & Touche LLP | ||||
as our independent registered public accounting | |||||
firm for the 2023 fiscal year. | Management | For | Voted - For | ||
WEX INC. | |||||
Security ID: 96208T104 | |||||
Meeting Date: 11-May-23 | Meeting Type: Annual | ||||
1.1 | Election of Director for one-year term: Daniel | ||||
Callahan | Management | For | Voted - For | ||
1.2 | Election of Director for one-year term: Shikhar | ||||
Ghosh | Management | For | Voted - For | ||
1.3 | Election of Director for one-year term: James Groch | Management | For | Voted - For | |
1.4 | Election of Director for one-year term: James (Jim) | ||||
Neary | Management | For | Voted - For | ||
1.5 | Election of Director for one-year term: Melissa | ||||
Smith | Management | For | Voted - For | ||
1.6 | Election of Director for one-year term: Stephen | ||||
Smith | Management | For | Voted - For | ||
1.7 | Election of Director for one-year term: Susan | ||||
Sobbott | Management | For | Voted - For | ||
1.8 | Election of Director for one-year term: Regina | ||||
Sommer | Management | For | Voted - For | ||
2. | Advisory (non-binding) vote to approve the | ||||
compensation of our named executive officers. | Management | For | Voted - For | ||
3. | To determine, in an advisory (non-binding) vote, | ||||
whether a stockholder vote to approve the | |||||
compensation of our named executive officers should | |||||
occur every one, two or three years. | Management | 1 Year | Voted - 1 Year | ||
4. | To ratify the selection of Deloitte & Touche LLP as | ||||
the Company's independent registered public | |||||
accounting firm for the year ending December 31, | |||||
2023. | Management | For | Voted - For |
198
199