AGRIUM INC.
Annual Meeting of Shareholders
of
Agrium Inc.
May 2, 2017
REPORT OF VOTING RESULTS
National Instrument 51-102 – Continuous Disclosure Obligations
Section 11.3
Matters Voted Upon
General Business
| 1. | Each of the nine director nominees proposed by Management were elected by way of ballot to serve until the earlier of Agrium Inc.’s next annual meeting or until his or her successor is elected or appointed. The results of the director election are as follows: |
| DIRECTOR | FOR | WITHHELD | ||||||||||||||
(a) Maura J. Clark | 99,011,029 | 99.20% | 798,526 | 0.80% | ||||||||||||
(b) David C. Everitt | 98,864,332 | 99.05% | 945,178 | 0.95% | ||||||||||||
(c) Russell K. Girling | 99,265,521 | 99.45% | 544,034 | 0.55% | ||||||||||||
(d) Russell J. Horner | 99,360,793 | 99.55% | 448,762 | 0.45% | ||||||||||||
(e) Miranda C. Hubbs | 99,590,383 | 99.78% | 219,172 | 0.22% | ||||||||||||
(f) Charles V. Magro | 99,471,616 | 99.66% | 337,939 | 0.34% | ||||||||||||
(g) A. Anne McLellan | 99,376,871 | 99.57% | 432,684 | 0.43% | ||||||||||||
(h) Derek G. Pannell | 95,817,089 | 96.00% | 3,992,466 | 4.00% | ||||||||||||
(i) Mayo M. Schmidt | 98,883,213 | 99.07% | 926,342 | 0.93% | ||||||||||||
| 2. | The appointment of KPMG LLP, as independent auditors of Agrium for 2017, was approved by a show of hands. Proxies were received representing 102,030,384 (97.94%) votes for and 2,151,145 (2.06%) votes withheld. |
| 3. | The Advisory Vote on Agrium’s approach to Executive Compensation was approved by way of ballot. Ballots were deposited representing 95,999,840 (96.18%) votes for and 3,810,308 (3.82%) votes against. |
