UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT
COMPANY
INVESTMENT COMPANY ACT FILE NUMBER: 811-22668
NAME OF REGISTRANT: ETF Series Solutions
ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 615 East Michigan Street
Milwaukee, WI 53202
NAME AND ADDRESS OF AGENT FOR SERVICE: Michael Barolsky
ETF Series Solutions
615 East Michigan Street
Milwaukee, WI 53202
REGISTRANT'S TELEPHONE NUMBER: 414-765-5586
DATE OF FISCAL YEAR END: 05/31
DATE OF REPORTING PERIOD: 07/01/2018 - 06/30/2019
AI Powered International Equity ETF
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ACCENTURE PLC Agenda Number: 934912634
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Security: G1151C101
Meeting Type: Annual
Meeting Date: 01-Feb-2019
Ticker: ACN
ISIN: IE00B4BNMY34
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Re-Appointment of Director: Jaime Ardila Mgmt For For
1b. Re-Appointment of Director: Herbert Hainer Mgmt For For
1c. Re-Appointment of Director: Marjorie Magner Mgmt For For
1d. Re-Appointment of Director: Nancy McKinstry Mgmt For For
1e. Re-Appointment of Director: Pierre Nanterme Mgmt For For
1f. Re-Appointment of Director: Gilles C. Mgmt For For
Pelisson
1g. Re-Appointment of Director: Paula A. Price Mgmt For For
1h. Re-Appointment of Director: Venkata Mgmt For For
(Murthy) Renduchintala
1i. Re-Appointment of Director: Arun Sarin Mgmt For For
1j. Re-Appointment of Director: Frank K. Tang Mgmt For For
1k. Re-Appointment of Director: Tracey T. Mgmt For For
Travis
2. To approve, in a non-binding vote, the Mgmt For For
compensation of our named executive
officers.
3. To ratify, in a non-binding vote, the Mgmt For For
appointment of KPMG LLP ("KPMG") as
independent auditors of Accenture and to
authorize, in a binding vote, the Audit
Committee of the Board of Directors to
determine KPMG's remuneration.
4. To grant the Board of Directors the Mgmt For For
authority to issue shares under Irish law.
5. To grant the Board of Directors the Mgmt For For
authority to opt-out of pre-emption rights
under Irish law.
6. To determine the price range at which Mgmt For For
Accenture can re-allot shares that it
acquires as treasury shares under Irish
law.
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ADIENT PLC Agenda Number: 934923815
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Security: G0084W101
Meeting Type: Annual
Meeting Date: 11-Mar-2019
Ticker: ADNT
ISIN: IE00BD845X29
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: John M. Barth Mgmt For For
1b. Election of Director: Julie L. Bushman Mgmt For For
1c. Election of Director: Peter H. Carlin Mgmt For For
1d. Election of Director: Raymond L. Conner Mgmt For For
1e. Election of Director: Douglas G. Del Grosso Mgmt For For
1f. Election of Director: Richard Goodman Mgmt For For
1g. Election of Director: Frederick A. Mgmt For For
Henderson
1h. Election of Director: Barb J. Samardzich Mgmt For For
2. To ratify, by non-binding advisory vote, Mgmt For For
the appointment of PricewaterhouseCoopers
LLP as our independent auditor for fiscal
year 2019 and to authorize, by binding
vote, the Board of Directors, acting
through the Audit Committee, to set the
auditors' remuneration.
3. To approve, on an advisory basis, our named Mgmt For For
executive officer compensation.
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AERCAP HOLDINGS N.V. Agenda Number: 934949390
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Security: N00985106
Meeting Type: Annual
Meeting Date: 24-Apr-2019
Ticker: AER
ISIN: NL0000687663
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
4 Adoption of the annual accounts for the Mgmt For For
2018 financial year.
6 Release of liability of the directors with Mgmt For For
respect to their management during the 2018
financial year.
7a Appointment of Ms. Stacey L. Cartwright as Mgmt For For
non-executive director for a period of four
years.
7b Appointment of Ms. Rita Forst as Mgmt For For
non-executive director for a period of four
years.
8 Appointment of Mr. Peter L. Juhas as the Mgmt For For
person referred to in article 16, paragraph
8 of the Company's articles of association.
9 Appointment of PricewaterhouseCoopers Mgmt For For
Accountants N.V. for the audit of the
Company's annual accounts for the 2019
financial year.
10a Authorization of the Board of Directors to Mgmt For For
issue shares and to grant rights to
subscribe for shares.
10b Authorization of the Board of Directors to Mgmt For For
limit or exclude pre- emptive rights in
relation to agenda item 10(a).
10c Authorization of the Board of Directors to Mgmt Against Against
issue additional shares and to grant
additional rights to subscribe for shares.
10d Authorization of the Board of Directors to Mgmt Against Against
limit or exclude pre- emptive rights in
relation to agenda item 10(c).
11a Authorization of the Board of Directors to Mgmt For For
repurchase shares.
11b Conditional authorization of the Board of Mgmt For For
Directors to repurchase additional shares.
12 Reduction of capital through cancellation Mgmt For For
of shares.
13a Amendment to the articles of association. Mgmt For For
13b Designation of each of the Company's Mgmt For For
directors and each (candidate) civil law
notary and lawyer at NautaDutilh N.V. to
implement the amendment to the articles of
association.
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AERCAP HOLDINGS N.V. Agenda Number: 934975890
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Security: N00985106
Meeting Type: Annual
Meeting Date: 24-Apr-2019
Ticker: AER
ISIN: NL0000687663
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
4 Adoption of the annual accounts for the Mgmt For For
2018 financial year.
6 Release of liability of the directors with Mgmt For For
respect to their management during the 2018
financial year.
7a Appointment of Ms. Stacey L. Cartwright as Mgmt For For
non-executive director for a period of four
years.
7b Appointment of Ms. Rita Forst as Mgmt For For
non-executive director for a period of four
years.
8 Appointment of Mr. Peter L. Juhas as the Mgmt For For
person referred to in article 16, paragraph
8 of the Company's articles of association.
9 Appointment of PricewaterhouseCoopers Mgmt For For
Accountants N.V. for the audit of the
Company's annual accounts for the 2019
financial year.
10a Authorization of the Board of Directors to Mgmt For For
issue shares and to grant rights to
subscribe for shares.
10b Authorization of the Board of Directors to Mgmt For For
limit or exclude pre- emptive rights in
relation to agenda item 10(a).
10c Authorization of the Board of Directors to Mgmt Against Against
issue additional shares and to grant
additional rights to subscribe for shares.
10d Authorization of the Board of Directors to Mgmt Against Against
limit or exclude pre- emptive rights in
relation to agenda item 10(c).
11a Authorization of the Board of Directors to Mgmt For For
repurchase shares.
11b Conditional authorization of the Board of Mgmt For For
Directors to repurchase additional shares.
12 Reduction of capital through cancellation Mgmt For For
of shares.
13a Amendment to the articles of association. Mgmt For For
13b Designation of each of the Company's Mgmt For For
directors and each (candidate) civil law
notary and lawyer at NautaDutilh N.V. to
implement the amendment to the articles of
association.
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ALLEGION PLC Agenda Number: 934991200
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Security: G0176J109
Meeting Type: Annual
Meeting Date: 05-Jun-2019
Ticker: ALLE
ISIN: IE00BFRT3W74
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Carla Cico Mgmt For For
1b. Election of Director: Kirk S. Hachigian Mgmt For For
1c. Election of Director: Nicole Parent Haughey Mgmt For For
1d. Election of Director: David D. Petratis Mgmt For For
1e. Election of Director: Dean I. Schaffer Mgmt For For
1f. Election of Director: Charles L. Szews Mgmt For For
1g. Election of Director: Martin E. Welch III Mgmt For For
2. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
3. Approval of the appointment of Mgmt For For
PricewaterhouseCoopers as independent
auditors of the Company and authorize the
Audit and Finance Committee of the Board of
Directors to set the auditors'
remuneration.
4. Approval of renewal of the Board of Mgmt For For
Directors' existing authority to issue
shares.
5. Approval of renewal of the Board of Mgmt For For
Directors' existing authority to issue
shares for cash without first offering
shares to existing shareholders. (Special
Resolution)
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AMARIN CORPORATION PLC Agenda Number: 935013196
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Security: 023111206
Meeting Type: Annual
Meeting Date: 20-May-2019
Ticker: AMRN
ISIN: US0231112063
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To re-elect Mr. Jan van Heek as a director. Mgmt For For
2. To re-elect Ms. Kristine Peterson as a Mgmt For For
director.
3. To hold an advisory (non-binding) vote to Mgmt For For
approve the compensation of the Company's
"named executive officers" as described in
full in the "Executive Compensation
Discussion and Analysis" section, the
tabular disclosure regarding such
compensation, and the accompanying
narrative disclosure on pages 25 to 55 of
the accompanying Proxy Statement.
4. To appoint Ernst & Young LLP as auditors of Mgmt For For
the Company to hold office until the
conclusion of the next general meeting at
which accounts are laid before the Company
and to authorize the Audit Committee of the
Board of Directors of the Company to fix
the auditors' remuneration as described in
full on pages 9 to 10 of the accompanying
Proxy Statement.
5. To generally and unconditionally Mgmt Against Against
reauthorize the Board of Directors of the
Company to exercise all powers of the
Company to allot shares in the Company or
grant rights to subscribe for or to convert
any security into shares of the Company up
to an aggregate nominal amount of GBP
148,000,000 (being the aggregate nominal
amount of GBP 125,000,000 in respect of
ordinary shares and GBP 23,000,000 in
respect of preference shares) as described
in full on pages 11 to 12 of the
accompanying Proxy Statement.
6. To, subject to the passing of Resolution Mgmt Against Against
No. 5, disapply statutory pre-emption
rights otherwise applicable to shares in
the Company allotted by the Board of
Directors, up to an aggregate nominal
amount of GBP 148,000,000 (being the
aggregate nominal amount of GBP 125,000,000
in respect of ordinary shares and GBP
23,000,000 in respect of preference shares)
as described in full on pages 13 to 14 of
the accompanying Proxy Statement.
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AMCOR LIMITED Agenda Number: 934987592
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Security: 02341R302
Meeting Type: Special
Meeting Date: 02-May-2019
Ticker: AMCRY
ISIN: US02341R3021
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. That, pursuant to and in accordance with Mgmt For For
section 411 of the Corporations Act, the
Scheme of Arrangement (contained in and the
terms of which are described in the Scheme
Booklet of which the notice convening this
meeting forms part)is agreed to (with or
without modifications as approved by the
Court).
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AON PLC Agenda Number: 935016471
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Security: G0408V102
Meeting Type: Annual
Meeting Date: 21-Jun-2019
Ticker: AON
ISIN: GB00B5BT0K07
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jin-Yong Cai Mgmt For For
1b. Election of Director: Jeffrey C. Campbell Mgmt For For
1c. Election of Director: Gregory C. Case Mgmt For For
1d. Election of Director: Fulvio Conti Mgmt For For
1e. Election of Director: Cheryl A. Francis Mgmt For For
1f. Election of Director: Lester B. Knight Mgmt For For
1g. Election of Director: J. Michael Losh Mgmt For For
1h. Election of Director: Richard B. Myers Mgmt For For
1i. Election of Director: Richard C. Notebaert Mgmt For For
1j. Election of Director: Gloria Santona Mgmt For For
1k. Election of Director: Carolyn Y. Woo Mgmt For For
2. Advisory vote to approve executive Mgmt For For
compensation
3. Advisory vote to approve directors' Mgmt For For
remuneration report
4. Receipt of Aon plc's annual report and Mgmt For For
accounts, together with the reports of the
directors and auditors, for the year ended
December 31, 2018
5. Ratify the appointment of Ernst & Young LLP Mgmt For For
as Aon plc's Independent Registered Public
Accounting Firm
6. Reappoint of Ernst & Young LLP as Aon plc's Mgmt For For
U.K. statutory auditor under the Companies
Act of 2006
7. Authorize the Board of Directors to Mgmt For For
determine remuneration of Aon plc's U.K.
statutory auditor
8. Approve the Amended and Restated Aon plc Mgmt Against Against
2011 Incentive Compensation Plan
9. Approve a reduction of capital Mgmt For For
10. Approve the new Articles of Association Mgmt For For
11. Approve forms of share repurchase contracts Mgmt For For
and repurchase counterparties
12. Authorize the Board of Directors to Mgmt For For
exercise all powers of Aon plc to allot
shares
13. Authorize the Board of Directors to allot Mgmt For For
equity securities for cash without rights
of preemption
14. Authorize Aon plc and its subsidiaries to Mgmt For For
make political donations or expenditures
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APHRIA INC. Agenda Number: 934882463
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Security: 03765K104
Meeting Type: Annual and Special
Meeting Date: 02-Nov-2018
Ticker: APHQF
ISIN: CA03765K1049
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Schlomo Bibas Mgmt For For
Cole Cacciavillani Mgmt For For
John Cervini Mgmt For For
Shawn Dym Mgmt For For
John Herhalt Mgmt For For
Tom Looney Mgmt For For
Vic Neufeld Mgmt For For
Renah Persofsky Mgmt For For
Michael Serruya Mgmt For For
2 Appointment of PricewaterhouseCoopers as Mgmt For For
Auditors of the Corporation for the ensuing
year and authorizing the Directors to fix
their remuneration.
3 To approve the Omnibus Plan Resolution, the Mgmt Against Against
full text of which is set forth in Exhibit
A of the Management Information Circular of
Aphria Inc.
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ARDAGH GROUP S.A. Agenda Number: 935008474
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Security: L0223L101
Meeting Type: Annual
Meeting Date: 23-May-2019
Ticker: ARD
ISIN: LU1565283667
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Consider the reports of the Board of Mgmt For For
Directors of the Company and the report of
the statutory auditor (reviseur
d entreprises agree) on the Company's
consolidated financial statements for the
financial year ended December 31, 2018 and
approve the Company's consolidated
financial statements for the financial year
ended December 31, 2018.
2. Consider the report of the statutory Mgmt For For
auditor (reviseur d entreprises agree) on
the Company's annual accounts for the
financial year ended December 31, 2018 and
approve the Company's annual accounts for
the financial year ended December 31, 2018.
3. Confirm the distribution of dividends Mgmt For For
decided by the Board of Directors of the
Company during the financial year ended
December 31, 2018 and resolve to carry
forward the remaining profit for the year
ended December 31, 2018.
4. Grant discharge (quitus) to all members of Mgmt For For
the Board of Directors of the Company who
were in office during the financial year
ended December 31, 2018 for the proper
performance of their duties.
5A Re-Election of Class II Director until the Mgmt Against Against
2022 annual general meeting: Mr. Wolfgang
Baertz
5B Re-Election of Class II Director until the Mgmt Against Against
2022 annual general meeting: Mr. Brendan
Dowling
5C Re-Election of Class II Director until the Mgmt Against Against
2022 annual general meeting: Mr. Houghton
Fry
5D Re-Election of Class II Director until the Mgmt Against Against
2022 annual general meeting: Mr. Gerald
Moloney
6. Approve the aggregate amount of the Mgmt For For
directors' remuneration.
7. Appoint PricewaterhouseCoopers Societe Mgmt For For
cooperative as statutory auditor (reviseur
d entreprises agree) of the Company for the
period ending at the 2020 annual general
meeting of the shareholders.
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ASCENDIS PHARMA A S Agenda Number: 934886978
--------------------------------------------------------------------------------------------------------------------------
Security: 04351P101
Meeting Type: Special
Meeting Date: 02-Nov-2018
Ticker: ASND
ISIN: US04351P1012
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Election of Chairman of the Meeting: Anders Mgmt For For
Carstensen
2. Election of new Board Member: Lars Holtug Mgmt For For
3. Authorisation of the Chairman of the Mgmt For For
Meeting
--------------------------------------------------------------------------------------------------------------------------
ASCENDIS PHARMA A S Agenda Number: 935023375
--------------------------------------------------------------------------------------------------------------------------
Security: 04351P101
Meeting Type: Annual
Meeting Date: 29-May-2019
Ticker: ASND
ISIN: US04351P1012
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Election of Chairman of the Meeting Mgmt For For
2. Report on the Company's Activities during Mgmt For For
the Past Year
3. Presentation of Audited Annual Report with Mgmt For For
Auditor's Statement for Approval and
Discharge of the Board of Directors and
Management
4. Resolution on Application of Profits or Mgmt For For
Covering of Losses as per the Adopted
Annual Report
5a. Election of Board Member Class I, with a Mgmt For For
term expiring at the annual general meeting
to be held in 2021: James I. Healy
5b. Election of Board Member Class I, with a Mgmt For For
term expiring at the annual general meeting
to be held in 2021: Jan Moller Mikkelsen
5c. Election of Board Member Class I, with a Mgmt For For
term expiring at the annual general meeting
to be held in 2021: Lisa Morrison
5d. Election of Board Member Class I, with a Mgmt For For
term expiring at the annual general meeting
to be held in 2021: Michael Wolff Jensen
6. Election of State-authorized Public Auditor Mgmt For For
7A. The Board of Directors proposes to amend Mgmt For For
the Articles of Association by renewing the
existing authorization in article 4d(1)
that authorize to the Board of Directors to
increase the company's share capital at one
or more times by up to nominal 9,000,000
with pre-emptive subscription rights for
the company's shareholders.
7B. The Board of Directors proposes to amend Mgmt Against Against
the Articles of Association by renewing and
amending the existing authorization in
article 4d(2) that authorize the Board of
Directors to increase the company's share
capital at one or more times by up to
nominal 9,000,000 without pre-emptive
subscription rights for the company's
shareholders.
7C. The Board of Directors proposes to amend Mgmt Against Against
the Articles of Association by renewing and
amending the existing authorization in
article 4e that authorize the Board of
Directors to issue convertible bonds which
gives the right to subscribe for shares in
the Company by a nominal value at up to
9,000,000.
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ATLANTICA YIELD PLC Agenda Number: 935025317
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Security: G0751N103
Meeting Type: Annual
Meeting Date: 20-Jun-2019
Ticker: AY
ISIN: GB00BLP5YB54
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To receive the accounts and reports of the Mgmt For For
directors and the auditors for the year
ended 31 December 2018
2. To approve the directors' remuneration Mgmt For For
report, excluding the directors'
remuneration policy, for the year ended 31
December 2018
3. To approve the directors' remuneration Mgmt For For
policy
4. To elect Santiago Seage as director of the Mgmt For For
Company
5. Redemption of share premium account Mgmt For For
6. To authorise the Company to purchase its Mgmt Against Against
own shares
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AUDIOCODES LTD. Agenda Number: 934867992
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Security: M15342104
Meeting Type: Annual
Meeting Date: 13-Sep-2018
Ticker: AUDC
ISIN: IL0010829658
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. TO REELECT MR. DORON NEVO AS AN OUTSIDE Mgmt Against Against
DIRECTOR FOR AN ADDITIONAL TERM OF THREE
YEARS
1a. PLEASE CONFIRM YOU ARE NOT A CONTROLLING Mgmt For
SHAREHOLDER/HAVE A PERSONAL INTEREST. IF
YOU VOTE AGAINST YOUR VOTE WILL NOT COUNT
FOR THE PROPOSAL #1
2. TO REELECT MR. SHABTAI ADLERSBERG AS A Mgmt For For
CLASS III DIRECTOR FOR AN ADDITIONAL TERM
OF THREE YEARS
3. TO REELECT MR. STANLEY STERN AS A CLASS III Mgmt For For
DIRECTOR FOR AN ADDITIONAL TERM OF THREE
YEARS
4. TO RATIFY THE APPOINTMENT OF THE COMPANY'S Mgmt For For
INDEPENDENT AUDITORS FOR 2018 AND TO
AUTHORIZE THE BOARD OF DIRECTORS TO
DETERMINE THE COMPENSATION OF THE AUDITORS
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AURORA CANNABIS INC. Agenda Number: 934893113
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Security: 05156X108
Meeting Type: Annual and Special
Meeting Date: 30-Nov-2018
Ticker: ACB
ISIN: CA05156X1087
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Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To fix the number of Directors at eight. Mgmt For For
2 DIRECTOR
Terry Booth Mgmt Withheld Against
Steve Dobler Mgmt Withheld Against
Jason Dyck Mgmt Withheld Against
Adam Szweras Mgmt For For
Michael Singer Mgmt Withheld Against
Diane Jang Mgmt For For
Norma Beauchamp Mgmt For For
Ronald Funk Mgmt For For
3 Appointment of KPMG LLP, Chartered Mgmt For For
Professional Accountants, as Auditors of
the Company for the ensuing year and
authorizing the Directors to fix their
remuneration.
4 To consider and, if deemed appropriate, to Mgmt For For
pass with or without variation, a
non-binding advisory resolution on
executive compensation, as more
particularly described in the accompanying
Information Circular.
5 To approve an ordinary resolution to ratify Mgmt Against Against
and approve the adoption of the Company's
deferred share unit plan, as more
particularly described in the accompanying
Information Circular.
6 To approve an ordinary resolution to ratify Mgmt For For
and approve the adoption of the Company's
shareholder rights plan for the Company, as
more particularly described in the
accompanying Information Circular.
7 To pass a special resolution to approve the Mgmt Against Against
adoption of the Company's new Business
Corporations Act (British Columbia)
Articles, as more particularly described in
the accompanying Information Circular.
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AURYN RESOURCES INC. Agenda Number: 935016368
--------------------------------------------------------------------------------------------------------------------------
Security: 05208W108
Meeting Type: Annual and Special
Meeting Date: 05-Jun-2019
Ticker: AUG
ISIN: CA05208W1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To set the number of Directors at 7. Mgmt For For
2 DIRECTOR
Shawn Wallace Mgmt For For
Ivan James Bebek Mgmt For For
Gordon J. Fretwell Mgmt For For
Steve Cook Mgmt For For
Jeffrey R. Mason Mgmt For For
Antonio Arribas Mgmt For For
Michael Kosowan Mgmt For For
3 To appoint Deloitte, Chartered Professional Mgmt For For
Accountants, as Auditor of the Company for
the ensuing year and to authorize the
directors to fix the Auditor's
remuneration.
4 To pass the special resolution to alter the Mgmt For For
Articles of the Company to increase quorum
for shareholder meetings to a minimum
representation of 25% of the issued shares
of the Company.
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B2GOLD CORP. Agenda Number: 935034900
--------------------------------------------------------------------------------------------------------------------------
Security: 11777Q209
Meeting Type: Annual and Special
Meeting Date: 14-Jun-2019
Ticker: BTG
ISIN: CA11777Q2099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To set the number of Directors at eight Mgmt For For
(8).
2 DIRECTOR
Mr. Kevin Bullock Mgmt For For
Mr. Robert Cross Mgmt For For
Mr. Robert Gayton Mgmt For For
Mr. Clive Johnson Mgmt For For
Mr. George Johnson Mgmt For For
Mr. Jerry Korpan Mgmt For For
Mr. Bongani Mtshisi Mgmt For For
Ms. Robin Weisman Mgmt For For
3 Appointment of PricewaterhouseCoopers LLP Mgmt For For
as Auditors of the Corporation for the
ensuing year and authorizing the Directors
to fix their remuneration.
4 To ratify and approve the PSU Plan Shr For For
Resolution relating to the adoption of the
Performance Share Unit Plan, as described
in the Management Information Circular of
B2Gold Corp. for the Annual General and
Special Meeting of the shareholders to be
held on June 14, 2019.
5 To approve a non-binding advisory Mgmt For For
resolution accepting the Corporation's
approach to executive compensation, as
described in the Management Information
Circular of B2Gold Corp. for the Annual
General and Special Meeting of the
shareholders to be held on June 14, 2019.
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BANK OF MONTREAL Agenda Number: 934937840
--------------------------------------------------------------------------------------------------------------------------
Security: 063671101
Meeting Type: Annual
Meeting Date: 02-Apr-2019
Ticker: BMO
ISIN: CA0636711016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
JANICE M. BABIAK Mgmt For For
SOPHIE BROCHU Mgmt For For
CRAIG BRODERICK Mgmt For For
GEORGE A. COPE Mgmt For For
CHRISTINE A. EDWARDS Mgmt For For
MARTIN S. EICHENBAUM Mgmt For For
RONALD H. FARMER Mgmt For For
DAVID HARQUAIL Mgmt For For
LINDA S. HUBER Mgmt For For
ERIC R. LA FLECHE Mgmt For For
LORRAINE MITCHELMORE Mgmt For For
PHILIP S. ORSINO Mgmt For For
J. ROBERT S. PRICHARD Mgmt For For
DARRYL WHITE Mgmt For For
DON M. WILSON III Mgmt For For
2 APPOINTMENT OF SHAREHOLDERS' AUDITORS Mgmt For For
3 ADVISORY VOTE ON THE BANK'S APPROACH TO Mgmt For For
EXECUTIVE COMPENSATION
4 SHAREHOLDER PROPOSAL NO. 1 Shr Against For
5 SHAREHOLDER PROPOSAL NO. 2 Shr Against For
--------------------------------------------------------------------------------------------------------------------------
BAYER AG Agenda Number: 934976599
--------------------------------------------------------------------------------------------------------------------------
Security: 072730302
Meeting Type: Annual
Meeting Date: 26-Apr-2019
Ticker: BAYRY
ISIN: US0727303028
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Distribution of the profit Mgmt For For
2. Ratification of the actions of the Board of Mgmt Against Against
Management
3. Ratification of the actions of the Mgmt For For
Supervisory Board
4. Supervisory Board election Mgmt For For
5A. Own shares: Authorization to acquire and Mgmt For For
use own shares
5B. Own shares: Authorization to acquire own Mgmt For For
shares using derivatives
6. Election of the Auditor (full-year, Mgmt For For
half-year and Q3 2019; Q1 2020)
--------------------------------------------------------------------------------------------------------------------------
BCE INC. Agenda Number: 934962134
--------------------------------------------------------------------------------------------------------------------------
Security: 05534B760
Meeting Type: Annual
Meeting Date: 02-May-2019
Ticker: BCE
ISIN: CA05534B7604
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
BARRY K. ALLEN Mgmt For For
SOPHIE BROCHU Mgmt For For
ROBERT E. BROWN Mgmt For For
GEORGE A. COPE Mgmt For For
DAVID F. DENISON Mgmt For For
ROBERT P. DEXTER Mgmt For For
IAN GREENBERG Mgmt For For
KATHERINE LEE Mgmt For For
MONIQUE F. LEROUX Mgmt For For
GORDON M. NIXON Mgmt For For
CALIN ROVINESCU Mgmt For For
KAREN SHERIFF Mgmt For For
ROBERT C. SIMMONDS Mgmt For For
PAUL R. WEISS Mgmt For For
2 APPOINTMENT OF DELOITTE LLP AS AUDITORS. Mgmt For For
3 ADVISORY RESOLUTION ON EXECUTIVE Mgmt For For
COMPENSATION AS DESCRIBED IN THE MANAGEMENT
PROXY CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
BRITISH AMERICAN TOBACCO P.L.C. Agenda Number: 934965281
--------------------------------------------------------------------------------------------------------------------------
Security: 110448107
Meeting Type: Annual
Meeting Date: 25-Apr-2019
Ticker: BTI
ISIN: US1104481072
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receipt of the 2018 Annual Report and Mgmt For For
Accounts
2. Approval of the Directors' remuneration Mgmt For For
policy
3. Approval of the 2018 Directors' Mgmt For For
remuneration report, other than the
Directors' remuneration policy
4. Reappointment of the Auditors Mgmt For For
5. Authority for the Audit Committee to agree Mgmt For For
the Auditors' remuneration
6. Re-election of Richard Burrows as a Mgmt For For
Director (Nominations)
7. Re-election of Sue Farr as a Director Mgmt For For
(Nominations, Remuneration)
8. Re-election of Dr Marion Helmes as a Mgmt For For
Director (Nominations, Remuneration)
9. Re-election of Luc Jobin as a Director Mgmt For For
(Audit, Nominations)
10. Re-election of Holly Keller Koeppel as a Mgmt For For
Director (Audit, Nominations)
11. Re-election of Savio Kwan as a Director Mgmt For For
(Nominations, Remuneration)
12. Re-election of Dimitri Panayotopoulos as a Mgmt For For
Director (Nominations, Remuneration)
13. Re-election of Kieran Poynter as a Director Mgmt For For
(Audit, Nominations)
14. Re-election of Ben Stevens as a Director Mgmt For For
15. Election of Jack Bowles as a Director who Mgmt For For
has been appointed since the last Annual
General Meeting
16. Renewal of the Directors' authority to Mgmt For For
allot shares
17. Renewal of the Directors' authority to Mgmt For For
disapply pre-emption rights
18. Authority for the Company to purchase its Mgmt For For
own shares
19. Authority to make donations to political Mgmt For For
organisations and to incur political
expenditure
20. Notice period for General Meetings Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
BROADCOM INC Agenda Number: 934928598
--------------------------------------------------------------------------------------------------------------------------
Security: 11135F101
Meeting Type: Annual
Meeting Date: 01-Apr-2019
Ticker: AVGO
ISIN: US11135F1012
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mr. Hock E. Tan Mgmt For For
1b. Election of Director: Dr. Henry Samueli Mgmt For For
1c. Election of Director: Mr. Eddy W. Mgmt For For
Hartenstein
1d. Election of Director: Ms. Diane M. Bryant Mgmt For For
1e. Election of Director: Ms. Gayla J. Delly Mgmt For For
1f. Election of Director: Mr. Check Kian Low Mgmt For For
1g. Election of Director: Mr. Peter J. Marks Mgmt For For
1h. Election of Director: Mr. Harry L. You Mgmt For For
2. Ratification of the appointment of Mgmt For For
Pricewaterhouse- Coopers LLP as Broadcom's
independent registered public accounting
firm for the fiscal year ending November 3,
2019.
3. To approve amendments to Broadcom's Second Mgmt For For
Amended and Restated Employee Share
Purchase Plan.
4. Non-binding, advisory vote to approve Mgmt For For
compensation of Broadcom's named executive
officers.
--------------------------------------------------------------------------------------------------------------------------
BROOKFIELD ASSET MANAGEMENT INC. Agenda Number: 935032487
--------------------------------------------------------------------------------------------------------------------------
Security: 112585104
Meeting Type: Annual and Special
Meeting Date: 14-Jun-2019
Ticker: BAM
ISIN: CA1125851040
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
M. Elyse Allan Mgmt For For
Angela F. Braly Mgmt For For
M. Kempston Darkes Mgmt For For
Murilo Ferreira Mgmt For For
Frank J. McKenna Mgmt For For
Rafael Miranda Mgmt For For
Seek Ngee Huat Mgmt For For
Diana L. Taylor Mgmt For For
2 The appointment of Deloitte LLP as the Mgmt For For
external auditor and authorizing the
directors to set its remuneration.
3 The Say on Pay Resolution set out in the Mgmt For For
Corporation's Management Information
Circular dated April 29, 2019 (the
"Circular").
4 The 2019 Plan Resolution set out in the Mgmt For For
Circular.
5 The Shareholder Proposal One set out in the Shr Against For
Circular.
6 The Shareholder Proposal Two set out in the Shr Against For
Circular.
--------------------------------------------------------------------------------------------------------------------------
CAMECO CORPORATION Agenda Number: 934969796
--------------------------------------------------------------------------------------------------------------------------
Security: 13321L108
Meeting Type: Annual
Meeting Date: 07-May-2019
Ticker: CCJ
ISIN: CA13321L1085
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A DIRECTOR
IAN BRUCE Mgmt For For
DANIEL CAMUS Mgmt For For
DONALD DERANGER Mgmt For For
CATHERINE GIGNAC Mgmt For For
TIM GITZEL Mgmt For For
JIM GOWANS Mgmt For For
KATHRYN JACKSON Mgmt For For
DON KAYNE Mgmt For For
ANNE MCLELLAN Mgmt For For
B APPOINT KPMG LLP AS AUDITORS. Mgmt For For
C BE IT RESOLVED THAT, ON AN ADVISORY BASIS Mgmt For For
AND NOT TO DIMINISH THE ROLE AND
RESPONSIBILITIES OF THE BOARD OF DIRECTORS
FOR EXECUTIVE COMPENSATION, THE
SHAREHOLDERS ACCEPT THE APPROACH TO
EXECUTIVE COMPENSATION DISCLOSED IN
CAMECO'S MANAGEMENT PROXY CIRCULAR
DELIVERED IN ADVANCE OF THE 2019 ANNUAL
MEETING OF SHAREHOLDERS.
D YOU DECLARE THAT THE SHARES REPRESENTED BY Mgmt Abstain Against
THIS VOTING INSTRUCTION FORM ARE HELD,
BENEFICIALLY OWNED OR CONTROLLED, EITHER
DIRECTLY OR INDIRECTLY, BY A RESIDENT OF
CANADA AS DEFINED BELOW. IF THE SHARES ARE
HELD IN THE NAMES OF TWO OR MORE PEOPLE,
YOU DECLARE THAT ALL OF THESE PEOPLE ARE
RESIDENTS OF CANADA. NOTE: "FOR" = YES,
"ABSTAIN" = NO "AGAINST" WILL BE TREATED AS
NOT MARKED
--------------------------------------------------------------------------------------------------------------------------
CANADIAN PACIFIC RAILWAY LIMITED Agenda Number: 934964835
--------------------------------------------------------------------------------------------------------------------------
Security: 13645T100
Meeting Type: Annual
Meeting Date: 07-May-2019
Ticker: CP
ISIN: CA13645T1003
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Appointment of Auditor as named in the Mgmt For For
Proxy Circular
2 Advisory vote to approve Compensation of Mgmt For For
the Corporation's named Executive Officers
as described in the Proxy Circular
3 DIRECTOR
The Hon. John Baird Mgmt For For
Isabelle Courville Mgmt For For
Keith E. Creel Mgmt For For
Gillian H. Denham Mgmt For For
Rebecca MacDonald Mgmt For For
Edward L. Monser Mgmt For For
Matthew H. Paull Mgmt For For
Jane L. Peverett Mgmt For For
Gordon T. Trafton Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CELLCOM ISRAEL LTD Agenda Number: 934912672
--------------------------------------------------------------------------------------------------------------------------
Security: M2196U109
Meeting Type: Annual
Meeting Date: 31-Dec-2018
Ticker: CEL
ISIN: IL0011015349
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Re-election of Ami Erel. Mgmt For For
2. Re-election of Sholem Lapidot. Mgmt For For
3. Re-election of Shlomo Waxe. Mgmt For For
4. Re-election of Ephraim Kunda. Mgmt For For
5. Re-election of Ronit Baytel. Mgmt For For
5a. The undersigned confirms it is not a Mgmt For
"controlling shareholder" of the Company
under the Companies Law and does not have a
personal benefit or other interest in the
approval of the election of Ronit Baytel
resulting from the undersigned's ...(due to
space limits, see proxy material for full
proposal). If you do not vote "For" on this
item, your vote will not be counted for
Proposal 5. Mark for = I certify that I am
not a Controlling Owner for this proposal.
Against = I certify that I am a Controlling
Owner for this proposal.
6. Re-election of Joseph Barnea. Mgmt For For
6a. The undersigned confirms it is not a Mgmt For
"controlling shareholder" of the Company
under the Companies Law and does not have a
personal benefit or other interest in the
approval of the election of Joseph Barnea
resulting from the undersigned's ...(due to
space limits, see proxy material for full
proposal). If you do not vote "For" on this
item, your vote will not be counted for
Proposal 6. Mark for = I certify that I am
not a Controlling Owner for this proposal.
Against = I certify that I am a Controlling
Owner for this proposal.
7. Appointment of Somekh Chaikin, a member of Mgmt For For
KPMG International, and Keselman &
Keselman, a member of
PricewaterhouseCoopers International
Limited, as the Company's joint independent
auditors.
8. The undersigned hereby confirms that the Mgmt For
holding of Ordinary Shares of the Company,
directly or indirectly, by the undersigned
does not contravene any of the holding or
transfer restrictions set forth in the
Company's telecommunications ...(due to
space limits, see proxy material for full
proposal). If you do not vote "For" on this
item, your vote will not be counted for the
entire agenda For = I certify that I have
no Conflict of interest for this proposal.
Against = I certify that I do have a
conflict of interest for this proposal.
--------------------------------------------------------------------------------------------------------------------------
CELLCOM ISRAEL LTD Agenda Number: 934934781
--------------------------------------------------------------------------------------------------------------------------
Security: M2196U109
Meeting Type: Annual
Meeting Date: 28-Mar-2019
Ticker: CEL
ISIN: IL0011015349
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Re-election of Ami Erel. Mgmt For For
2. Re-election of Sholem Lapidot. Mgmt For For
3. Re-election of Ephraim Kunda. Mgmt For For
4. Election of Gustavo Traiber. Mgmt For For
5. Election of Varda Liberman. Mgmt For For
5A. The undersigned confirms it is not a Mgmt For
"controlling shareholder" of the Company
under the Companies Law and does not have a
personal benefit or other interest in the
approval of the election of Varda Liberman
resulting from the undersigned's connection
with a controlling shareholder, as
described in the Proxy Statement. Please
confirm you are a controlling
shareholder/have a personal interest. If
you do not vote For = YES your vote will
not count for the proposal 5.
6. Re-election of Shmuel Hauzer. Mgmt For For
6A. The undersigned confirms it is not a Mgmt For
"controlling shareholder" of the Company
under the Companies Law and does not have a
personal benefit or other interest in the
approval of the election of Shmuel Hauzer
resulting from the undersigned's connection
with a controlling shareholder, as
described in the Proxy Statement. Please
confirm you are a controlling
shareholder/have a personal interest. If
you do not vote For = YES your vote will
not count for the proposal 6.
7. Appointment of Keselman & Keselman, a Mgmt For For
member of PricewaterhouseCoopers
International Limited, as the Company's
independent auditors.
8. The undersigned hereby confirms that Mgmt Against
holding of Ordinary Shares of the Company,
directly or indirectly, by undersigned does
not contravene any of the holding or
transfer restrictions set forth in the
Company's telecommunications licenses. If
only a portion of your holdings so
contravenes, you may be entitled to vote
the portion that does not contravene. See
page 3 of the Proxy Statement for more
information. Please confirm you are a
controlling shareholder/have a personal
interest. If you do not vote For = YES your
vote will not count for the entire card.
--------------------------------------------------------------------------------------------------------------------------
CHECK-CAP LTD Agenda Number: 934866899
--------------------------------------------------------------------------------------------------------------------------
Security: M2361E203
Meeting Type: Annual
Meeting Date: 20-Sep-2018
Ticker: CHEK
ISIN: IL0011336851
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Re-election of Board of Director: Steven Mgmt For For
Hanley
1b. Re-election of Board of Director: Clara Mgmt For For
Ezed
1c. Re-election of Board of Director: Dr. Mary Mgmt For For
Jo Gorman
1d. Re-election of Board of Director: XiangQian Mgmt For For
(XQ) Lin
1e. Re-election of Board of Director: Yuval Mgmt For For
Yanai
2. To approve the remuneration to be paid to Mgmt For For
each of the director nominees, subject to
their election at the Meeting.
3. To approve a one-time award of equity-based Mgmt For For
compensation, consisting of restricted
stock units and options, to each of the
director nominees, subject to their
election at the Meeting.
4. To approve amended compensation terms for, Mgmt Against Against
and a one-time award of equity-based
compensation, consisting of restricted
stock units and options to, Mr. Alex
Ovadia, the Chief Executive Officer of the
Company.
4a. Do you have a "personal interest" (as Mgmt Against
defined in the Proxy Statement) with
respect to the subject matter of Proposal
4? Please confirm you are a controlling
shareholder/have a personal interest If
you do not vote FOR=YES or AGAINST=NO your
vote will not count for Proposal 4. Mark
"for" = yes or "against" = no.
5. To ratify and approve the reappointment of Mgmt For For
Brightman Almagor Zohar & Co., a member of
Deloitte Touche Tohmatsu, as the
independent auditor of the Company for the
year ending December 31, 2018 and for such
additional period until the next annual
general meeting of the Company.
--------------------------------------------------------------------------------------------------------------------------
CHECK-CAP LTD Agenda Number: 934903104
--------------------------------------------------------------------------------------------------------------------------
Security: M2361E203
Meeting Type: Special
Meeting Date: 20-Dec-2018
Ticker: CHEK
ISIN: IL0011336851
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve amended compensation terms for Mgmt Against Against
Mr. Alex Ovadia, the Chief Executive
Officer of the Company.
1a. Please confirm you are a controlling Mgmt Against
shareholder/have a personal interest If you
do not vote or AGAINST=NO or FOR=YES your
vote will not count for Proposal 1.
2. To approve a one-time award of equity-based Mgmt For For
compensation, consisting of restricted
stock units and options, to Mr. Alex
Ovadia, the Chief Executive Officer of the
Company.
2a. Please confirm you are a controlling Mgmt Against
shareholder/have a personal interest If you
do not vote or AGAINST=NO or FOR=YES your
vote will not count for Proposal 2.
--------------------------------------------------------------------------------------------------------------------------
CHUBB LIMITED Agenda Number: 934976703
--------------------------------------------------------------------------------------------------------------------------
Security: H1467J104
Meeting Type: Annual
Meeting Date: 16-May-2019
Ticker: CB
ISIN: CH0044328745
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the management report, Mgmt For For
standalone financial statements and
consolidated financial statements of Chubb
Limited for the year ended December 31,
2018
2a. Allocation of disposable profit Mgmt For For
2b. Distribution of a dividend out of legal Mgmt For For
reserves (by way of release and allocation
to a dividend reserve)
3. Discharge of the Board of Directors Mgmt For For
4a. Election of Auditor: Election of Mgmt For For
PricewaterhouseCoopers AG (Zurich) as our
statutory auditor
4b. Election of Auditor: Ratification of Mgmt For For
appointment of PricewaterhouseCoopers LLP
(United States) as independent registered
public accounting firm for purposes of U.S.
securities law reporting
4c. Election of Auditor: Election of BDO AG Mgmt For For
(Zurich) as special audit firm
5a. Election of Director: Evan G. Greenberg Mgmt For For
5b. Election of Director: Robert M. Hernandez Mgmt For For
5c. Election of Director: Michael G. Atieh Mgmt For For
5d. Election of Director: Sheila P. Burke Mgmt For For
5e. Election of Director: James I. Cash Mgmt For For
5f. Election of Director: Mary Cirillo Mgmt For For
5g. Election of Director: Michael P. Connors Mgmt For For
5h. Election of Director: John A. Edwardson Mgmt For For
5i. Election of Director: Kimberly A. Ross Mgmt For For
5j. Election of Director: Robert W. Scully Mgmt For For
5k. Election of Director: Eugene B. Shanks, Jr. Mgmt For For
5l. Election of Director: Theodore E. Shasta Mgmt For For
5m. Election of Director: David H. Sidwell Mgmt For For
5n. Election of Director: Olivier Steimer Mgmt For For
6. Election of Evan G. Greenberg as Chairman Mgmt Against Against
of the Board of Directors
7a. Election of the Compensation Committee of Mgmt For For
the Board of Directors: Michael P. Connors
7b. Election of the Compensation Committee of Mgmt For For
the Board of Directors: Mary Cirillo
7c. Election of the Compensation Committee of Mgmt For For
the Board of Directors: John A. Edwardson
7d. Election of the Compensation Committee of Mgmt For For
the Board of Directors: Robert M. Hernandez
8. Election of Homburger AG as independent Mgmt For For
proxy
9a. Approval of the Compensation of the Board Mgmt For For
of Directors until the next annual general
meeting
9b. Approval of the Compensation of Executive Mgmt For For
Management for the next calendar year
10. Advisory vote to approve executive Mgmt For For
compensation under U.S. securities law
requirements
A. If a new agenda item or a new proposal for Mgmt Against Against
an existing agenda item is put before the
meeting, I/we hereby authorize and instruct
the independent proxy to vote as follows.
--------------------------------------------------------------------------------------------------------------------------
CNOOC LIMITED Agenda Number: 935013350
--------------------------------------------------------------------------------------------------------------------------
Security: 126132109
Meeting Type: Annual
Meeting Date: 23-May-2019
Ticker: CEO
ISIN: US1261321095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A1. To receive and consider the audited Mgmt For For
financial statements together with the
Report of the Directors and Independent
Auditors' Report thereon for the year ended
31 December 2018.
A2. To declare a final dividend for the year Mgmt For For
ended 31 December 2018.
A3. To re-elect Mr. Wang Dongjin as a Mgmt For For
Non-executive Director of the Company.
A4. To re-elect Mr. Xu Keqiang as an Executive Mgmt For For
Director of the Company.
A5. To re-elect Mr. Chiu Sung Hong, who has Mgmt For For
already served the Company for more than
nine years, as an Independent Non-executive
Director of the Company.
A6. To re-elect Mr. Qiu Zhi Zhong as an Mgmt For For
Independent Non-executive Director of the
company.
A7. To authorise the Board of Directors to fix Mgmt For For
the remuneration of each of the Directors.
A8. To re-appoint Deloitte Touche Tohmatsu as Mgmt For For
the independent auditors of the Company and
its subsidiaries, and to authorize the
Board of Directors to fix their
remuneration.
B1. To grant a general mandate to the Directors Mgmt For For
to buy back shares in the capital of the
Company not exceeding 10% of the total
number of issued shares of the Company as
at the date of passing of this resolution.
B2. To grant a general mandate to the Directors Mgmt Against Against
to issue, allot and deal with additional
shares in the capital of the Company and to
make or grant offers, agreements, options
and similar rights to subscribe for or
convert any security into shares in the
Company which would or might require the
exercise of such power, which shall not
exceed 20% of the total number of issued
shares of the Company as at the date of
passing of this resolution.
B3. To extend the general mandate granted to Mgmt Against Against
the Directors to issue, allot and deal with
additional shares of the Company and to
make or grant offers, agreements, options
and similar rights to subscribe for or
convert any security into shares in the
Company by the aggregate number of shares
bought back, which shall not exceed 10% of
the total number of issued shares of the
Company as at the date of passing of this
resolution.
--------------------------------------------------------------------------------------------------------------------------
COCA-COLA EUROPEAN PARTNERS Agenda Number: 934997226
--------------------------------------------------------------------------------------------------------------------------
Security: G25839104
Meeting Type: Annual
Meeting Date: 29-May-2019
Ticker: CCEP
ISIN: GB00BDCPN049
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receipt of the Report and Accounts Mgmt For For
2. Approval of the Directors' Remuneration Mgmt For For
Report
3. Election of Nathalie Gaveau as a director Mgmt For For
of the Company
4. Election of Dagmar Kollmann as a director Mgmt For For
of the Company
5. Election of Mark Price as a director of the Mgmt For For
Company
6. Re-election of Jose Ignacio Comenge Mgmt For For
Sanchez-Real as a director of the Company
7. Re-election of Francisco Crespo Benitez as Mgmt For For
a director of the Company
8. Re-election of Irial Finan as a director of Mgmt Against Against
the Company
9. Re-election of Damian Gammell as a director Mgmt For For
of the Company
10. Re-election of Alvaro Gomez-Trenor Aguilar Mgmt For For
as a director of the Company
11. Re-election of Alfonso Libano Daurella as a Mgmt For For
director of the Company
12. Re-election of Mario Rotllant Sola as a Mgmt Against Against
director of the Company
13. Reappointment of the Auditor Mgmt For For
14. Remuneration of the Auditor Mgmt For For
15. Political Donations Mgmt For For
16. Authority to allot new shares Mgmt For For
17. Waiver of mandatory offer provisions set Mgmt Against
out in Rule 9 of the Takeover Code
18. Authority to disapply pre-emption rights Mgmt For For
19. Authority to purchase own shares on market Mgmt For For
20. Authority to purchase own shares off market Mgmt For For
21. Notice period for general meetings other Mgmt For For
than annual general meetings
22. Amendment of the Articles of Association Mgmt Against Against
--------------------------------------------------------------------------------------------------------------------------
CONSTELLIUM N.V. Agenda Number: 935050120
--------------------------------------------------------------------------------------------------------------------------
Security: N22035104
Meeting Type: Annual
Meeting Date: 27-Jun-2019
Ticker: CSTM
ISIN: NL0010489522
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Conversion of the Company into a European Mgmt For For
Company (Societas Europaea - SE) (Agenda
Item 2)
2 Amendments to the Company's Articles of Mgmt For For
Association (Agenda Item 3)
3 Remuneration of the Non-Executive Board Mgmt For For
Members (Agenda Item 6 (ii))
4 Adoption of the Annual Accounts 2018 Mgmt For For
(Agenda Item 7)
5 Release from liability of Executive Board Mgmt For For
Member of the Company (Agenda Item 9)
6 Release from liability of Non-Executive Mgmt For For
Board Members of the Company (Agenda Item
10)
7 Authorization to the Board to allow the Mgmt For For
Company to repurchase its own shares
(Agenda Item 11)
8 Authorization to the Board to issue shares Mgmt Against Against
and/or grant rights to subscribe for shares
(Agenda Item 12)
9 Authorization to the Board to limit or Mgmt Against Against
exclude pre-emptive rights upon the issue
of shares and/or the granting of rights to
subscribe for shares (Agenda Item 13)
10a Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. Michiel Brandjes (Agenda Item
14 (I))
10b Re-appointment of Non-Executive Board Mgmt For For
Member: Ms. Martha Brooks (Agenda Item 14
(II))
10c Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. Richard B. Evans (Agenda Item
14 (III))
10d Re-appointment of Non-Executive Board Mgmt For For
Member: Ms. Stephanie Frachet (Agenda Item
14 (IV))
10e Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. Philippe C.A. Guillemot (Agenda
Item 14 (V))
10f Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. Peter Hartman (Agenda Item 14
(VI))
10g Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. Guy Maugis (Agenda Item 14
(VII))
10h Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. John Ormerod (Agenda Item 14
(VIII))
10i Re-appointment of Non-Executive Board Mgmt For For
Member: Mr. Werner Paschke (Agenda Item 14
(IX))
10j Re-appointment of Non-Executive Board Mgmt For For
Member: Ms. Lori Walker (Agenda Item 14
(X))
11 Appointment of PricewaterhouseCoopers Mgmt For For
Accountants N.V. as Dutch independent
auditor of the Company for 2019 (Agenda
Item 15)
--------------------------------------------------------------------------------------------------------------------------
CRISPR THERAPEUTICS AG Agenda Number: 935017310
--------------------------------------------------------------------------------------------------------------------------
Security: H17182108
Meeting Type: Annual
Meeting Date: 11-Jun-2019
Ticker: CRSP
ISIN: CH0334081137
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. The approval of the annual report, the Mgmt For For
consolidated financial statements and the
statutory financial statements of the
Company for the year ended December 31,
2018.
2. The approval of the appropriation of Mgmt For For
financial results.
3. The discharge of the members of the Board Mgmt For For
of Directors and Executive Committee.
4a. Re-election of the member to the Board of Mgmt For For
Director: Rodger Novak, M.D. (as member and
Chairman)
4b. Re-election of the member to the Board of Mgmt For For
Director: Samarth Kulkarni, Ph.D.
4c. Re-election of the member to the Board of Mgmt Against Against
Director: Ali Behbahani, M.D.
4d. Re-election of the member to the Board of Mgmt Against Against
Director: Bradley Bolzon, Ph.D.
4e. Re-election of the member to the Board of Mgmt Against Against
Director: Pablo Cagnoni, M.D.
4f. Re-election of the member to the Board of Mgmt For For
Director: Simeon J. George, M.D.
4g. Election of the member to the Board of Mgmt For For
Director: John T. Greene
4h. Election of the member to the Board of Mgmt For For
Director: Katherine A. High, M.D.
5a. Re-election of the member of the Mgmt For For
Compensation Committee: Simeon J. George,
M.D.
5b. Re-election of the member of the Mgmt For For
Compensation Committee: Pablo Cagnoni, M.D.
5c. Election of the member of the Compensation Mgmt For For
Committee: John T. Greene
6a. Binding vote on total Mgmt For For
non-performance-related compensation for
members of the Board of Directors from the
2019 Annual General Meeting to the 2020
Annual General Meeting of Shareholders.
6b. Binding vote on equity for members of the Mgmt Against Against
Board of Directors from the 2019 Annual
General Meeting to the 2020 Annual General
Meeting of Shareholders.
6c. Binding vote on total Mgmt For For
non-performance-related compensation for
members of the Executive Committee from
July 1, 2019 to June 30, 2020.
6d. Binding vote on total variable compensation Mgmt For For
for members of the Executive Committee for
the current year ending December 31, 2019.
6e. Binding vote on equity for members of the Mgmt For For
Executive Committee from the 2019 Annual
General Meeting to the 2020 Annual General
Meeting of Shareholders.
7. Non-binding advisory vote to approve the Mgmt For For
compensation paid to the Company's named
executive officers under U.S. securities
law requirements.
8. Non-binding advisory vote on the frequency Mgmt 1 Year Against
of future shareholder advisory votes on the
compensation paid to the Company's named
executive officers under U.S. securities
law requirements.
9. The approval of an increase in the Mgmt Against Against
Conditional Share Capital for Employee
Benefit Plans.
10. The approval of an Amendment to the CRISPR Mgmt Against Against
Therapeutics AG 2018 Stock Option and
Incentive Plan.
11. The approval of amending and restating art. Mgmt Against Against
3a of the Articles of Association.
12. The approval of amending and restating art. Mgmt Against Against
4 of the Articles of Association.
13. The approval of amending and restating art. Mgmt Against Against
16 of the Articles of Association.
14. The approval of amending and restating art. Mgmt Against Against
17 of the Articles of Association.
15. The approval of amending and restating art. Mgmt Against Against
41 of the Articles of Association.
16. The re-election of the independent voting Mgmt For For
rights representative.
17. The election of the auditors. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
CRONOS GROUP INC. Agenda Number: 934921277
--------------------------------------------------------------------------------------------------------------------------
Security: 22717L101
Meeting Type: Special
Meeting Date: 21-Feb-2019
Ticker: CRON
ISIN: CA22717L1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a To elect, conditional upon and effective as Mgmt Abstain Against
of the closing of the transactions
contemplated by the subscription agreement
(the "Subscription Agreement"), dated as of
December 7, 2018, by and among the Company,
Altria Summit LLC (the "Purchaser"), a
wholly owned subsidiary of Altria Group,
Inc. and, solely for the purposes set forth
therein, Altria Group, Inc., and otherwise
in the manner contemplated in the
accompanying management information
circular of the Company dated as of
December 31, 2018 (the "Circular"): Kevin
C. Crosthwaite Jr.
1b Bronwen Evans Mgmt For For
1c Murray R. Garnick Mgmt Abstain Against
1d Bruce A. Gates Mgmt Abstain Against
2 To consider and, if thought advisable, to Mgmt For For
pass, with or without variation, an
ordinary resolution, the full text of which
is set forth in Schedule A to the
accompanying Circular, approving the
transactions contemplated by the
Subscription Agreement, whereby, among
other things, the Company will issue to the
Purchaser, in a private placement
transaction: (i) 146,220,892 common shares
of the Company (the "Shares") (subject to
adjustment in accordance with the terms of
the Subscription Agreement); and (ii) one
warrant (the "Warrant") of the Company
(which may be exercised in full or in part
at any time and from time to time)
entitling the holder thereof, upon the
valid exercise in full thereof, to acquire,
accept and receive from the Company an
aggregate of 72,207,848 Shares, as more
particularly described in the accompanying
Circular.
--------------------------------------------------------------------------------------------------------------------------
CRONOS GROUP INC. Agenda Number: 935039532
--------------------------------------------------------------------------------------------------------------------------
Security: 22717L101
Meeting Type: Annual
Meeting Date: 19-Jun-2019
Ticker: CRON
ISIN: CA22717L1013
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
JASON ADLER Mgmt For For
K.C. CROSTHWAITE, JR. Mgmt Withheld Against
BRONWEN EVANS Mgmt For For
MURRAY R. GARNICK Mgmt Withheld Against
BRUCE A. GATES Mgmt Withheld Against
MICHAEL GORENSTEIN Mgmt Withheld Against
JAMES RUDYK Mgmt Withheld Against
2 APPOINTMENT OF AUDITORS APPOINTMENT OF KPMG Mgmt For For
LLP AS AUDITORS OF THE COMPANY FOR THE
ENSUING YEAR AND AUTHORIZING THE DIRECTORS
TO FIX THEIR REMUNERATION.
--------------------------------------------------------------------------------------------------------------------------
DBV TECHNOLOGIES S.A. Agenda Number: 935030027
--------------------------------------------------------------------------------------------------------------------------
Security: 23306J101
Meeting Type: Annual
Meeting Date: 24-May-2019
Ticker: DBVT
ISIN: US23306J1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O2 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O3 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O4 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O5 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O6 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O7 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O8 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O9 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O10 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O11 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O12 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O13 Please see attached copy of the Notice of Mgmt For For
Meeting for details
O14 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O15 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
O16 Please see attached copy of the Notice of Mgmt For For
Meeting for details
E17 Please see attached copy of the Notice of Mgmt For For
Meeting for details
E18 Please see attached copy of the Notice of Mgmt For For
Meeting for details
E19 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E20 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E21 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E22 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E23 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E24 Please see attached copy of the Notice of Mgmt For For
Meeting for details
E25 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E26 Please see attached copy of the Notice of Mgmt For For
Meeting for details
E27 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E28 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E29 Please see attached copy of the Notice of Mgmt Against Against
Meeting for details
E30 Please see attached copy of the Notice of Mgmt For For
Meeting for details
--------------------------------------------------------------------------------------------------------------------------
DIAGEO PLC Agenda Number: 934867942
--------------------------------------------------------------------------------------------------------------------------
Security: 25243Q205
Meeting Type: Annual
Meeting Date: 20-Sep-2018
Ticker: DEO
ISIN: US25243Q2057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Report and accounts 2018. Mgmt For For
2. Directors' remuneration report 2018. Mgmt For For
3. Declaration of final dividend. Mgmt For For
4. Election of SS Kilsby. Mgmt For For
5. Re-election of Lord Davies as a director. Mgmt For For
(Audit, Nomination and Chairman of
Remuneration Committee)
6. Re-election of J Ferran as a director. Mgmt For For
(Chairman of Nomination Committee)
7. Re-election of Ho KwonPing as a director. Mgmt For For
(Audit, Nomination and Remuneration)
8. Re-election of NS Mendelsohn as a director. Mgmt For For
(Audit, Nomination and Remuneration)
9. Re-election of IM Menezes as a director. Mgmt For For
(Chairman of Executive Committee)
10. Re-election of KA Mikells as a director. Mgmt For For
(Executive)
11. Re-election of AJH Stewart as a director. Mgmt For For
(Nomination, Remuneration and Chairman of
Audit Committee)
12. Re-appointment of auditor. Mgmt For For
13. Remuneration of auditor. Mgmt For For
14. Authority to make political donations Mgmt For For
and/or to incur political expenditure in
the EU.
15. Authority to allot shares. Mgmt For For
16. Disapplication of pre-emption rights. Mgmt For For
17. Authority to purchase own shares. Mgmt For For
18. Adoption of new articles of association. Mgmt For For
19. Notice of a general meeting. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
E.ON SE Agenda Number: 935006090
--------------------------------------------------------------------------------------------------------------------------
Security: 268780103
Meeting Type: Annual
Meeting Date: 14-May-2019
Ticker: EONGY
ISIN: US2687801033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Appropriation of balance sheet profit for Mgmt For
financial year 2018
3. Discharge of the Board of Management for Mgmt For
financial year 2018
4. Discharge of the Supervisory Board for Mgmt For
financial year 2018
5a. Appointment of PricewaterhouseCoopers GmbH Mgmt For
Wirtschaftsprufungsgesellschaft, Dusseldorf
as auditor and group auditor for financial
year 2019
5b. Appointment of PricewaterhouseCoopers GmbH Mgmt For
Wirtschaftsprufungsgesellschaft, Dusseldorf
as auditor for a review of short-version
financial statements and interim management
reports for financial year 2019
5c. Appointment of PricewaterhouseCoopers GmbH Mgmt For
Wirtschaftsprufungsgesellschaft, Dusseldorf
as auditor for a review of the
short-version financial statements and the
interim management report for the first
quarter of financial year 2020
6. Amendment to the Articles of Association, Mgmt For
size of the Supervisory Board
7a. Approval of the control and profit and loss Mgmt For
transfer agreement concluded on March 18,
2019 between E.ON SE as the controlling
company and E.ON 11. Verwaltungs GmbH as
the dependent entity, with its registered
office in Essen, Local Court of Essen, HRB
29626
7b. Approval of the control and profit and loss Mgmt For
transfer agreement concluded on March 18,
2019 between E.ON SE as the controlling
company and E.ON 12. Verwaltungs GmbH as
the dependent entity, with its registered
office in Essen, Local Court of Essen, HRB
29627
--------------------------------------------------------------------------------------------------------------------------
EATON CORPORATION PLC Agenda Number: 934942079
--------------------------------------------------------------------------------------------------------------------------
Security: G29183103
Meeting Type: Annual
Meeting Date: 24-Apr-2019
Ticker: ETN
ISIN: IE00B8KQN827
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Craig Arnold Mgmt For For
1b. Election of Director: Todd M. Bluedorn Mgmt For For
1c. Election of Director: Christopher M. Connor Mgmt For For
1d. Election of Director: Michael J. Critelli Mgmt For For
1e. Election of Director: Richard H. Fearon Mgmt For For
1f. Election of Director: Arthur E. Johnson Mgmt For For
1g. Election of Director: Olivier Leonetti Mgmt For For
1h. Election of Director: Deborah L. McCoy Mgmt For For
1i. Election of Director: Gregory R. Page Mgmt For For
1j. Election of Director: Sandra Pianalto Mgmt For For
1k. Election of Director: Gerald B. Smith Mgmt For For
1l. Election of Director: Dorothy C. Thompson Mgmt For For
2. Approving the appointment of Ernst & Young Mgmt For For
as independent auditor for 2019 and
authorizing the Audit Committee of the
Board of Directors to set its remuneration.
3. Advisory approval of the Company's Mgmt For For
executive compensation.
4. Approving a proposal to grant the Board Mgmt For For
authority to issue shares.
5. Approving a proposal to grant the Board Mgmt For For
authority to opt out of pre-emption rights.
6. Authorizing the Company and any subsidiary Mgmt For For
of the Company to make overseas market
purchases of Company shares.
--------------------------------------------------------------------------------------------------------------------------
EDP-ENERGIAS DE PORTUGAL, S.A. Agenda Number: 934982035
--------------------------------------------------------------------------------------------------------------------------
Security: 268353109
Meeting Type: Annual
Meeting Date: 24-Apr-2019
Ticker: EDPFY
ISIN: US2683531097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Resolve on the approval of the individual Mgmt For
and consolidated accounts' reporting
documents for 2018, including the global
management report (which incorporates a
chapter regarding corporate governance),
the individual and consolidated accounts,
the sustainability report (containing the
non-financial consolidated statement), the
annual report and the opinion of the
General and Supervisory Board (that
integrates the annual report of the
Financial Matters ...(due to space limits,
see proxy material for full proposal).
2. Resolve on the allocation of profits in Mgmt For
relation to the 2018 financial year.
3.1 Resolve on the general appraisal of the Mgmt For
management and supervision of the company,
under article 455 of the Portuguese
Companies Code: General appraisal of the
Executive Board of Directors
3.2 Resolve on the general appraisal of the Mgmt For
management and supervision of the company,
under article 455 of the Portuguese
Companies Code: General appraisal of the
General and Supervisory Board
3.3 Resolve on the general appraisal of the Mgmt For
management and supervision of the company,
under article 455 of the Portuguese
Companies Code: General appraisal of the
Statutory Auditor
4. Resolve on the granting of authorization to Mgmt For
the Executive Board of Directors for the
acquisition and sale of own shares by EDP
and subsidiaries of EDP.
5. Resolve on the granting of authorization to Mgmt For
the Executive Board of Directors for the
acquisition and sale of own bonds by EDP.
6. Resolve on the remuneration policy of the Mgmt For
members of the Executive Board of Directors
presented by the Remunerations Committee of
the General and Supervisory Board.
7. Resolve on the remuneration policy of the Mgmt For
members of the other corporate bodies
presented by the Remunerations Committee
elected by the General Shareholders'
Meeting.
8. Resolve on the appointment of the Chairman Mgmt For
of the Board of EDP's General Shareholders'
Meeting who, by virtue of EDP By-Laws, is
inherently a Member of the General and
Supervisory Board, for the remaining period
of the current term-of-office (triennium
2018- 2020).
9. Amendment of the Company's By-Laws by Mgmt Against
eliminating (i) the expression "and to
paragraphs 3 to 5 of Article 14" in
paragraph 5 of article 11, (ii) paragraphs
3, 4, 5 and 14 of article 14, and
consequently renumbering the current
paragraphs 6 to 15 into paragraphs 3 to 11
of article 14, and (iii) the expression
"and paragraphs 3 and 4 of Article 14" in
paragraph 2 to article 15, all from the
Company's By-Laws, and replacing the
expression "as well as amendments to this
paragraph insofar ...(due to space limits,
see proxy material for full proposal).
--------------------------------------------------------------------------------------------------------------------------
ELDORADO GOLD CORPORATION Agenda Number: 934962362
--------------------------------------------------------------------------------------------------------------------------
Security: 284902509
Meeting Type: Annual
Meeting Date: 02-May-2019
Ticker: EGO
ISIN: CA2849025093
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
George Albino Mgmt For For
George Burns Mgmt For For
Teresa Conway Mgmt For For
Pamela Gibson Mgmt For For
Geoffrey Handley Mgmt For For
Michael Price Mgmt For For
Steven Reid Mgmt For For
John Webster Mgmt For For
2 Appointment of KPMG LLP as Auditors of the Mgmt For For
Company for the ensuing year.
3 Authorize the Directors to fix the Mgmt For For
Auditor's pay.
4 Approve an ordinary resolution as set out Mgmt For For
in the management proxy circular supporting
the Company's approach to executive
compensation on an advisory basis.
--------------------------------------------------------------------------------------------------------------------------
ENCANA CORPORATION Agenda Number: 934920186
--------------------------------------------------------------------------------------------------------------------------
Security: 292505104
Meeting Type: Special
Meeting Date: 12-Feb-2019
Ticker: ECA
ISIN: CA2925051047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 The resolution to approve the issuance of Mgmt For For
the Corporation's common shares, no par
value, to stockholders of Newfield
Exploration Company, a Delaware corporation
("Newfield"), in connection with the
Agreement and Plan of Merger, dated as of
October 31, 2018, by and among the
Corporation, Neapolitan Merger Corp., a
Delaware corporation and an indirect
wholly-owned subsidiary of the Corporation,
and Newfield (the "share issuance
proposal");
2 The adjournment of the Meeting, if Mgmt For For
necessary or appropriate, to solicit
additional proxies if there are not
sufficient votes to approve the share
issuance proposal.
--------------------------------------------------------------------------------------------------------------------------
ENCANA CORPORATION Agenda Number: 934957652
--------------------------------------------------------------------------------------------------------------------------
Security: 292505104
Meeting Type: Annual
Meeting Date: 30-Apr-2019
Ticker: ECA
ISIN: CA2925051047
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Peter A. Dea Mgmt For For
Fred J. Fowler Mgmt For For
Howard J. Mayson Mgmt For For
Lee A. McIntire Mgmt For For
Margaret A. McKenzie Mgmt For For
Steven W. Nance Mgmt For For
Suzanne P. Nimocks Mgmt For For
Thomas G. Ricks Mgmt For For
Brian G. Shaw Mgmt For For
Douglas J. Suttles Mgmt For For
Bruce G. Waterman Mgmt For For
Clayton H. Woitas Mgmt For For
2 APPOINT PRICEWATERHOUSECOOPERS LLP as Mgmt For For
Independent Auditors at a remuneration to
be fixed by the Board of Directors
3 AMEND AND RECONFIRM THE CORPORATION'S Mgmt For For
SHAREHOLDER RIGHTS PLAN
4 APPROVE A NEW OMNIBUS INCENTIVE PLAN Mgmt For For
5 ADVISORY VOTE TO APPROVE COMPENSATION OF Mgmt Against Against
NAMED EXECUTIVE OFFICERS
--------------------------------------------------------------------------------------------------------------------------
ENI S.P.A Agenda Number: 934992428
--------------------------------------------------------------------------------------------------------------------------
Security: 26874R108
Meeting Type: Annual
Meeting Date: 14-May-2019
Ticker: E
ISIN: US26874R1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Eni S.p.A. financial statements at December Mgmt For For
31, 2018. Related resolutions. Eni
consolidated financial statements at
December 31, 2018. Reports of the
Directors, of the Board of Statutory
Auditors and of the Audit Firm.
2. Allocation of net profit. Mgmt For For
3. Authorisation of buy-back programme of Eni Mgmt For For
shares; related and consequent resolutions.
4. Remuneration report (Section I): policy on Mgmt For For
remuneration.
--------------------------------------------------------------------------------------------------------------------------
EROS INTERNATIONAL PLC Agenda Number: 934894608
--------------------------------------------------------------------------------------------------------------------------
Security: G3788M114
Meeting Type: Annual
Meeting Date: 20-Dec-2018
Ticker: EROS
ISIN: IM00B86NL059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to receive and adopt the Company's Mgmt For For
annual report and accounts on Form 20-F for
the year ended March 31, 2018.
2. Proposal to reappoint Mr. Sunil Lulla as a Mgmt Against Against
director.
3. Proposal to reappoint Ms. Jyoti Deshpande Mgmt Against Against
as a director.
4. Proposal to re-appoint Grant Thornton India Mgmt For For
LLP as auditors.
5. Proposal to adopt amended Articles of Mgmt Against Against
Association.
--------------------------------------------------------------------------------------------------------------------------
FERROGLOBE PLC Agenda Number: 934858854
--------------------------------------------------------------------------------------------------------------------------
Security: G33856108
Meeting Type: Special
Meeting Date: 03-Aug-2018
Ticker: GSM
ISIN: GB00BYW6GV68
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. That the terms of the buyback contract(s) Mgmt For For
made available to shareholders for review
be approved and the Company be authorised
to make off-market purchases of its
ordinary shares under those contracts,
subject to the provisos set out in the
notice of meeting
--------------------------------------------------------------------------------------------------------------------------
FLEX LTD. Agenda Number: 934854438
--------------------------------------------------------------------------------------------------------------------------
Security: Y2573F102
Meeting Type: Annual
Meeting Date: 16-Aug-2018
Ticker: FLEX
ISIN: SG9999000020
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Re-election of Mr. Lay Koon Tan as a Mgmt For For
director of Flex.
2. Re-election of Ms. Jennifer Li as a Mgmt For For
director of Flex.
3. To approve the re-appointment of Deloitte & Mgmt For For
Touche LLP as Flex's independent auditors
for the 2019 fiscal year and to authorize
the Board of Directors to fix its
remuneration.
4. To approve a general authorization for the Mgmt For For
directors of Flex to allot and issue
ordinary shares.
5. NON-BINDING, ADVISORY RESOLUTION. To Mgmt For For
approve the compensation of Flex's named
executive officers, as disclosed pursuant
to item 402 of Regulation S-K, set forth in
"Compensation Discussion and Analysis" and
in the compensation tables and the
accompanying narrative disclosure under
"Executive Compensation" in Flex's proxy
statement relating to its 2018 annual
general meeting.
6. To approve the renewal of the Share Mgmt For For
Purchase Mandate relating to acquisitions
by Flex of its own issued ordinary shares.
--------------------------------------------------------------------------------------------------------------------------
FORTIS INC. Agenda Number: 934964633
--------------------------------------------------------------------------------------------------------------------------
Security: 349553107
Meeting Type: Annual
Meeting Date: 02-May-2019
Ticker: FTS
ISIN: CA3495531079
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Tracey C. Ball Mgmt For For
Pierre J. Blouin Mgmt For For
Paul J. Bonavia Mgmt For For
Lawrence T. Borgard Mgmt For For
Maura J. Clark Mgmt For For
Margarita K. Dilley Mgmt For For
Julie A. Dobson Mgmt For For
Ida J. Goodreau Mgmt For For
Douglas J. Haughey Mgmt For For
Barry V. Perry Mgmt For For
Joseph L. Welch Mgmt For For
Jo Mark Zurel Mgmt For For
2 Appointment of auditors and authorization Mgmt For For
of directors to fix the auditors'
remuneration as described in the Management
Information Circular
3 Approval of the Advisory and Non-Binding Mgmt For For
Resolution on the Approach to Executive
Compensation as described in the Management
Information Circular.
--------------------------------------------------------------------------------------------------------------------------
FRESENIUS MEDICAL CARE AG & CO. KGAA Agenda Number: 935008791
--------------------------------------------------------------------------------------------------------------------------
Security: 358029106
Meeting Type: Annual
Meeting Date: 16-May-2019
Ticker: FMS
ISIN: US3580291066
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Resolution on the approval of the annual Mgmt For For
financial statements of Fresenius Medical
Care AG & Co. KGaA for fiscal year 2018
2. Resolution on the allocation of Mgmt Against Against
distributable profit
3. Resolution on the approval of the actions Mgmt Against Against
of the General Partner for fiscal year 2018
4. Resolution on the approval of the actions Mgmt Against Against
of the Supervisory Board for fiscal year
2018
5a. Election of the auditors: Election of KPMG Mgmt For For
AG Wirtschaftsprufungsgesellschaft, Berlin,
as auditor and consolidated group auditor
for fiscal year 2019 and as auditor for the
potential review of the first half year
financial report and other interim
financial information for fiscal year 2019
5b. Election of the auditors: Election of Mgmt For For
PricewaterhouseCoopers GmbH
Wirtschaftsprufungsgesellschaft, Frankfurt
am Main, as auditor for the potential
review of interim financial information for
fiscal year 2020 that is prepared prior to
the Annual General Meeting 2020
6a. Elections to the Supervisory Board: Prof. Mgmt For For
Dr. Gregor Zund
6b. Elections to the Supervisory Board: Dr. Mgmt For For
Dorothea Wenzel
--------------------------------------------------------------------------------------------------------------------------
GALAPAGOS N V Agenda Number: 935004654
--------------------------------------------------------------------------------------------------------------------------
Security: 36315X101
Meeting Type: Annual
Meeting Date: 30-Apr-2019
Ticker: GLPG
ISIN: US36315X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O2 Acknowledgement and approval of the Mgmt For For
non-consolidated annual accounts of the
Company for the financial year ended on 31
December 2018 and approval of the
allocation of the annual result as proposed
by the board of directors.
O5 Acknowledgement and approval of the Mgmt Against Against
remuneration report.
O6 Release from liability to be granted to the Mgmt For For
directors and the statutory auditor for the
performance of their duties in the course
of the financial year ended 31 December
2018.
O7 Revision of the remuneration of the Mgmt For For
statutory auditor.
O8 Appointment of Mr. Peter Guenter as Mgmt For For
director of the Company.
O9 Remuneration of directors. Mgmt For For
O10 Offer of warrants. Mgmt Against Against
S11 Application of article 556 of the Belgian Mgmt For For
Companies Code.
--------------------------------------------------------------------------------------------------------------------------
GAZIT-GLOBE LTD. Agenda Number: 934912103
--------------------------------------------------------------------------------------------------------------------------
Security: M4793C102
Meeting Type: Special
Meeting Date: 27-Dec-2018
Ticker: GZT
ISIN: IL0001260111
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Re-appointment of Kost Forer Gabbay & Mgmt For For
Kasierer, a member of Ernst & Young Global,
as the independent auditors of the Company
and authorization of the Board to set their
fees
3a. Re-election of the director of the Company Mgmt For For
until the 2019 annual meeting of
shareholders: Mr. Ehud Arnon (chairman of
the Board)
3b. Re-election of the director of the Company Mgmt For For
until the 2019 annual meeting of
shareholders: Mr. Chaim Katzman (Vice
Chairman of the Board)
3c. Re-election of the director of the Company Mgmt For For
until the 2019 annual meeting of
shareholders: Mr. Haim Ben-Dor
3d. Re-election of the director of the Company Mgmt For For
until the 2019 annual meeting of
shareholders: Ms. Zehavit Cohen
3e. Re-election of the director of the Company Mgmt For For
until the 2019 annual meeting of
shareholders: Mr. Dor J. Segal
3f. Re-election of the director of the Company Mgmt For For
until the 2019 annual meeting of
shareholders: Mr. Douglas Sesler
4. Election of Mr. Ronnie Bar-On as an Mgmt For For
external director under the Israeli
Companies Law 5759-1999 (the "Companies
Law"), for a three-year term
4a. Please confirm you are a controlling Mgmt For
shareholder/have a personal interest. You
must vote FOR=NO or AGAINST=YES for your
vote to count for the Proposal 4
5. Election of Ms. Limor Shofman Gutman as an Mgmt For For
external director under the Companies Law,
for a three-year term
5a. Please confirm you are a controlling Mgmt For
shareholder/have a personal interest. You
must vote FOR=NO or AGAINST=YES for your
vote to count for the Proposal 5
6. Election of Mr. Shmuel Hauser as an Mgmt For For
external director under the Companies Law,
for a three-year term
6a. Please confirm you are a controlling Mgmt For
shareholder/have a personal interest. You
must vote FOR=NO or AGAINST=YES for your
vote to count for the Proposal 6
7. Approval of payment of cash compensation to Mgmt For For
the Company's directors (other than
external directors, independent directors
and directors affiliated with the
controlling shareholder) for service as
directors of the Company's wholly-owned
subsidiaries
8. Approval of exemption from liability for Mgmt For For
Mr. Zvi Gordon, the Company's VP of
Investments and son-in-law of Mr. Chaim
Katzman
8a. Please confirm you are a controlling Mgmt For
shareholder/have a personal interest. You
must vote FOR=NO or AGAINST=YES for your
vote to count for the Proposal 8
--------------------------------------------------------------------------------------------------------------------------
GLAXOSMITHKLINE PLC Agenda Number: 934979925
--------------------------------------------------------------------------------------------------------------------------
Security: 37733W105
Meeting Type: Annual
Meeting Date: 08-May-2019
Ticker: GSK
ISIN: US37733W1053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
A1 To receive and adopt the 2018 Annual Report Mgmt For For
A2 To approve the Annual report on Mgmt For For
remuneration
A3 To elect Iain Mackay as a Director Mgmt For For
A4 To re-elect Philip Hampton as a Director Mgmt For For
A5 To re-elect Emma Walmsley as a Director Mgmt For For
A6 To re-elect Vindi Banga as a Director Mgmt For For
A7 To re-elect Dr Hal Barron as a Director Mgmt For For
A8 To re-elect Dr Vivienne Cox as a Director Mgmt For For
A9 To re-elect Lynn Elsenhans as a Director Mgmt For For
A10 To re-elect Dr Laurie Glimcher as a Mgmt For For
Director
A11 To re-elect Dr Jesse Goodman as a Director Mgmt For For
A12 To re-elect Judy Lewent as a Director Mgmt For For
A13 To re-elect Urs Rohner as a Director Mgmt For For
A14 To re-appoint the auditor Mgmt For For
A15 To determine remuneration of the auditor Mgmt For For
A16 To authorise the company and its Mgmt For For
subsidiaries to make donations to political
organisations and incur political
expenditure
A17 To authorise allotment of shares Mgmt For For
A18 To disapply pre-emption rights - general Mgmt For For
power (special resolution)
A19 To disapply pre-emption rights - in Mgmt For For
connection with an acquisition or specified
capital investment (special resolution)
A20 To authorise the company to purchase its Mgmt For For
own shares (special resolution)
A21 To authorise exemption from statement of Mgmt For For
name of senior statutory auditor
A22 To authorise reduced notice of a general Mgmt For For
meeting other than an AGM (special
resolution)
1 To approve the transaction between Mgmt For For
GlaxoSmithKline plc, GlaxoSmithKline
Consumer Healthcare Holdings Limited and
Pfizer, Inc for the purposes of Chapter 11
of the Listing Rules of the Financial
Conduct Authority
--------------------------------------------------------------------------------------------------------------------------
HITACHI, LTD. Agenda Number: 935050384
--------------------------------------------------------------------------------------------------------------------------
Security: 433578507
Meeting Type: Annual
Meeting Date: 19-Jun-2019
Ticker: HTHIY
ISIN: US4335785071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A. Election of Director: Katsumi Ihara Mgmt For
1B. Election of Director: Cynthia Carroll Mgmt For
1C. Election of Director: Joe Harlan Mgmt For
1D. Election of Director: George Buckley Mgmt For
1E. Election of Director: Louise Pentland Mgmt For
1F. Election of Director: Harufumi Mochizuki Mgmt For
1G. Election of Director: Takatoshi Yamamoto Mgmt For
1H. Election of Director: Hiroaki Yoshihara Mgmt For
1I. Election of Director: Hiroaki Nakanishi Mgmt For
1J. Election of Director: Toyoaki Nakamura Mgmt For
1K. Election of Director: Toshiaki Higashihara Mgmt For
2. Dismissal of Director Toyoaki Nakamura Shr Against
--------------------------------------------------------------------------------------------------------------------------
HUDBAY MINERALS INC. Agenda Number: 934999991
--------------------------------------------------------------------------------------------------------------------------
Security: 443628102
Meeting Type: Annual and Special
Meeting Date: 07-May-2019
Ticker: HBM
ISIN: CA4436281022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A ELECTION OF DIRECTORS: WATERTON NOMINEES Mgmt Abstain *
PETER KUKIELSKI WATERTON RECOMMENDS A "FOR"
VOTE SHAREHOLDERS ARE NOT TO VOTE "FOR"
MORE THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1B WATERTON NOMINEES RICHARD NESBITT WATERTON Mgmt Abstain *
RECOMMENDS A "FOR" VOTE SHAREHOLDERS ARE
NOT TO VOTE "FOR" MORE THAN A TOTAL OF
ELEVEN (11) DIRECTOR NOMINEES
1C WATERTON NOMINEES DANIEL MUNIZ QUINTANILLA Mgmt For *
WATERTON RECOMMENDS A "FOR" VOTE
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1D WATERTON NOMINEES A.E. MICHAEL ANGLIN Mgmt Abstain *
WATERTON RECOMMENDS A "FOR" VOTE
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1E WATERTON NOMINEES DAVID SMITH WATERTON Mgmt For *
RECOMMENDS A "FOR" VOTE SHAREHOLDERS ARE
NOT TO VOTE "FOR" MORE THAN A TOTAL OF
ELEVEN (11) DIRECTOR NOMINEES
1F HUDBAY MANAGEMENT NOMINEES: RICHARD HOWES Mgmt For *
WATERTON MAKES NO RECOMMENDATION
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1G HUDBAY MANAGEMENT NOMINEES: CAROL T. Mgmt For *
BANDUCCI WATERTON MAKES NO RECOMMENDATION
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1H HUDBAY MANAGEMENT NOMINEES: ALAN HAIR Mgmt For *
WATERTON MAKES NO RECOMMENDATION
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1I HUDBAY MANAGEMENT NOMINEES: SARAH B. Mgmt For *
KAVANAGH WATERTON MAKES NO RECOMMENDATION
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1J HUDBAY MANAGEMENT NOMINEES: CARIN S. Mgmt For *
KNICKEL WATERTON MAKES NO RECOMMENDATION
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1K HUDBAY MANAGEMENT NOMINEES: COLIN OSBORNE Mgmt For *
WATERTON MAKES NO RECOMMENDATION
SHAREHOLDERS ARE NOT TO VOTE "FOR" MORE
THAN A TOTAL OF ELEVEN (11) DIRECTOR
NOMINEES
1L KENNETH G. STOWE WATERTON RECOMMENDS A Mgmt Abstain *
"WITHHOLD" VOTE SHAREHOLDERS ARE NOT TO
VOTE "FOR" MORE THAN A TOTAL OF ELEVEN (11)
DIRECTOR NOMINEES
1M IGOR A. GONZALES WATERTON RECOMMENDS A Mgmt For *
"WITHHOLD" VOTE SHAREHOLDERS ARE NOT TO
VOTE "FOR" MORE THAN A TOTAL OF ELEVEN (11)
DIRECTOR NOMINEES
1N ALAN R. HIBBEN WATERTON RECOMMENDS A Mgmt For *
"WITHHOLD" VOTE SHAREHOLDERS ARE NOT TO
VOTE "FOR" MORE THAN A TOTAL OF ELEVEN (11)
DIRECTOR NOMINEES
2 APPOINTMENT OF DELOITTE LLP AS THE AUDITOR Mgmt For *
OF HUDBAY FOR THE ENSUING YEAR AND
AUTHORIZING THE DIRECTORS OF HUDBAY TO FIX
THEIR REMUNERATION.
3 ADOPT BY-LAW NO. 2, RELATING TO ADVANCE Mgmt For *
NOTICE REQUIREMENTS FOR THE ELECTION OF THE
DIRECTORS OF HUDBAY.
4 ON AN ADVISORY BASIS, AND NOT TO DIMINISH Mgmt For *
THE ROLE AND RESPONSIBILITIES OF HUDBAY'S
BOARD OF DIRECTORS, YOU ACCEPT THE APPROACH
TO EXECUTIVE COMPENSATION DISCLOSED IN
HUDBAY'S 2019 MANAGEMENT INFORMATION
CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
IAMGOLD CORPORATION Agenda Number: 934982857
--------------------------------------------------------------------------------------------------------------------------
Security: 450913108
Meeting Type: Annual
Meeting Date: 07-May-2019
Ticker: IAG
ISIN: CA4509131088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
John E. Caldwell Mgmt For For
Donald K. Charter Mgmt For For
Richard J. Hall Mgmt For For
Stephen J. J. Letwin Mgmt For For
Mahendra Naik Mgmt For For
Timothy R. Snider Mgmt For For
Sybil E. Veenman Mgmt For For
Ronald P. Gagel Mgmt For For
2 Appointment of KPMG LLP, Chartered Mgmt For For
Accountants, as auditor of the Corporation
for the ensuing year and authorizing the
directors to fix their remuneration.
3 Resolved, on an advisory basis, and not to Mgmt For For
diminish the role and responsibilities of
the board of directors of the Corporation,
that the shareholders accept the approach
to executive compensation disclosed in the
Corporation's information circular
delivered in advance of the 2019 annual
meeting of shareholders.
--------------------------------------------------------------------------------------------------------------------------
INFINEON TECHNOLOGIES AG Agenda Number: 934923435
--------------------------------------------------------------------------------------------------------------------------
Security: 45662N103
Meeting Type: Annual
Meeting Date: 21-Feb-2019
Ticker: IFNNY
ISIN: US45662N1037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Allocation of unappropriated profit. Mgmt For For
3. Approval of the acts of the members of the Mgmt For For
Management Board.
4. Approval of the acts of the members of the Mgmt For For
Supervisory Board.
5. Appointment of the auditor. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
INGERSOLL-RAND PLC Agenda Number: 935006709
--------------------------------------------------------------------------------------------------------------------------
Security: G47791101
Meeting Type: Annual
Meeting Date: 06-Jun-2019
Ticker: IR
ISIN: IE00B6330302
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kirk E. Arnold Mgmt For For
1b. Election of Director: Ann C. Berzin Mgmt For For
1c. Election of Director: John Bruton Mgmt For For
1d. Election of Director: Jared L. Cohon Mgmt For For
1e. Election of Director: Gary D. Forsee Mgmt For For
1f. Election of Director: Linda P. Hudson Mgmt For For
1g. Election of Director: Michael W. Lamach Mgmt For For
1h. Election of Director: Myles P. Lee Mgmt For For
1i. Election of Director: Karen B. Peetz Mgmt For For
1j. Election of Director: John P. Surma Mgmt For For
1k. Election of Director: Richard J. Swift Mgmt For For
1l. Election of Director: Tony L. White Mgmt For For
2. Advisory approval of the compensation of Mgmt For For
the Company's named executive officers.
3. Approval of the appointment of independent Mgmt For For
auditors of the Company and authorization
of the Audit Committee of the Board of
Directors to set the auditors'
remuneration.
4. Approval of the renewal of the Directors' Mgmt For For
existing authority to issue shares.
5. Approval of the renewal of the Directors' Mgmt For For
existing authority to issue shares for cash
without first offering shares to existing
shareholders. (Special Resolution)
6. Determination of the price range at which Mgmt For For
the Company can re- allot shares that it
holds as treasury shares. (Special
Resolution)
--------------------------------------------------------------------------------------------------------------------------
INTEC PHARMA LTD Agenda Number: 934910363
--------------------------------------------------------------------------------------------------------------------------
Security: M53644106
Meeting Type: Special
Meeting Date: 20-Dec-2018
Ticker: NTEC
ISIN: IL0011177958
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve an amendment to the Company's Mgmt For For
articles of association as detailed in the
Proxy Statement dated November 27, 2018.
--------------------------------------------------------------------------------------------------------------------------
INTEC PHARMA LTD Agenda Number: 934942815
--------------------------------------------------------------------------------------------------------------------------
Security: M53644106
Meeting Type: Special
Meeting Date: 04-Apr-2019
Ticker: NTEC
ISIN: IL0011177958
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To approve the revised terms of employment Mgmt Against Against
of Jeffrey Meckler as our Chief Executive
Officer and grant of an option to Mr.
Meckler.
2. To approve amendments to our Compensation Mgmt For For
Policy for Directors and Officers.
2a. Are you a controlling shareholder in the Mgmt Against
Company, or do you have a personal interest
in the approval of Proposal No. 2? (Please
note: If you do not mark either Yes or No,
your shares will not be voted for Proposal
No. 2). Mark "For" = Yes or "Against" = No.
3. To approve an amendment to the annual fixed Mgmt For For
compensation for our non-employee directors
paid for membership on committees and for
service as chair of a committee of our
board of directors.
3a. Are you a controlling shareholder in the Mgmt Against
Company, or do you have a personal interest
in the approval of Proposal No. 3? (Please
note: If you do not mark either Yes or No,
in case Proposal No. 2 is not adopted, your
shares will not be voted for Proposal No.
3). Mark "For" = Yes or "Against" = No.
4. To approve and ratify the purchase of a Mgmt For For
professional liability insurance policy for
our current and future directors and
officers.
4a. Are you a controlling shareholder in the Mgmt Against
Company, or do you have a personal interest
in the approval of Proposal No. 4? (Please
note: If you do not mark either Yes or No,
your shares will not be voted for Proposal
No. 4). Mark "For" = Yes or "Against" = No.
--------------------------------------------------------------------------------------------------------------------------
INTERNET INITIATIVE JAPAN INC. Agenda Number: 935049898
--------------------------------------------------------------------------------------------------------------------------
Security: 46059T109
Meeting Type: Annual
Meeting Date: 27-Jun-2019
Ticker: IIJIY
ISIN: US46059T1097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Appropriation of Retained Earnings Mgmt For
2a. Election of Director: Koichi Suzuki Mgmt For
2b. Election of Director: Eijiro Katsu Mgmt For
2c. Election of Director: Tadashi Kawashima Mgmt For
2d. Election of Director: Junichi Shimagami Mgmt For
2e. Election of Director: Naoshi Yoneyama Mgmt For
2f. Election of Director: Toshinori Iwasawa Mgmt For
2g. Election of Director: Tadashi Okamura Mgmt For
2h. Election of Director: Takashi Tsukamoto Mgmt For
3. Election of an Accounting Auditor Mgmt For
--------------------------------------------------------------------------------------------------------------------------
KIRKLAND LAKE GOLD LTD. Agenda Number: 935004135
--------------------------------------------------------------------------------------------------------------------------
Security: 49741E100
Meeting Type: Annual and Special
Meeting Date: 07-May-2019
Ticker: KL
ISIN: CA49741E1007
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To Set the Number of Directors at Seven. Mgmt For For
2 DIRECTOR
Jonathan Gill Mgmt For For
Arnold Klassen Mgmt For For
Pamela Klessig Mgmt For For
Anthony Makuch Mgmt For For
Barry Olson Mgmt For For
Jeffrey Parr Mgmt For For
Raymond Threlkeld Mgmt For For
3 Appointment of KPMG LLP as Auditors of the Mgmt For For
Company for the ensuing year and
authorizing the Directors to fix their
remuneration.
4 To consider and, if deemed appropriate, Mgmt For For
pass, with or without variation, a
non-binding advisory resolution on the
Company's approach to executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
KONINKLIJKE PHILIPS ELECTRONICS N.V. Agenda Number: 934998494
--------------------------------------------------------------------------------------------------------------------------
Security: 500472303
Meeting Type: Annual
Meeting Date: 09-May-2019
Ticker: PHG
ISIN: US5004723038
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2c. Proposal to adopt the financial statements Mgmt For
2d. Proposal to adopt dividend Mgmt For
2e. Proposal to discharge the members of the Mgmt For
Board of Management
2f. Proposal to discharge the members of the Mgmt For
Supervisory Board
3a. Composition of the Board of Management: Mgmt For
Proposal to re-appoint Mr F.A. van Houten
as President/Chief Executive Officer and
member of the Board of Management
3b. Composition of the Board of Management: Mgmt For
Proposal to re-appoint Mr A. Bhattacharya
as member of the Board of Management
4a. Composition of the Supervisory Board: Mgmt For
Proposal to re-appoint Mr D.E.I. Pyott as
member of the Supervisory Board
4b. Composition of the Supervisory Board: Mgmt For
Proposal to appoint Ms E. Doherty as member
of the Supervisory Board
5. Proposal to re-appoint Ernst & Young Mgmt For
Accountants LLP as the external auditor of
the company
6a. Proposal to authorize the Board of Mgmt For
Management to: issue shares or grant rights
to acquire shares
6b. Proposal to authorize the Board of Mgmt For
Management to: restrict or exclude
preemption rights
7. Proposal to authorize the Board of Mgmt For
Management to acquire shares in the company
8. Proposal to cancel shares Mgmt For
--------------------------------------------------------------------------------------------------------------------------
KT CORPORATION Agenda Number: 934947461
--------------------------------------------------------------------------------------------------------------------------
Security: 48268K101
Meeting Type: Annual
Meeting Date: 29-Mar-2019
Ticker: KT
ISIN: US48268K1016
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of Financial Statements for the Mgmt For For
37th Fiscal Year
2. Amendment of Articles of Incorporation Mgmt For For
3.1 Election of Director: Mr. In Hoe Kim Mgmt For For
(Inside Director Candidate)
3.2 Election of Director: Mr. Dongmyun Lee Mgmt For For
(Inside Director Candidate)
3.3 Election of Director: Mr. Sung, Taeyoon Mgmt For For
(Outside Director Candidate)
3.4 Election of Director: Mr. Hee-Yol Yu Mgmt For For
(Outside Director Candidate)
4.1 Election of Member of Audit Committee: Mr. Mgmt For For
Kim, Dae-you
5. Approval of Limit on Remuneration of Mgmt For For
Directors
--------------------------------------------------------------------------------------------------------------------------
LINE CORPORATION Agenda Number: 934940138
--------------------------------------------------------------------------------------------------------------------------
Security: 53567X101
Meeting Type: Annual
Meeting Date: 28-Mar-2019
Ticker: LN
ISIN: US53567X1019
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Partial Amendments to the Articles of Mgmt For For
Incorporation
2. DIRECTOR
Takeshi Idezawa Mgmt For For
Jun Masuda Mgmt For For
Joongho Shin Mgmt For For
In Joon Hwang Mgmt For For
Hae-jin Lee Mgmt For For
Tadashi Kunihiro Mgmt For For
Koji Kotaka Mgmt For For
Rehito Hatoyama Mgmt For For
3A. Election of Corporate Auditor: Hitoshi Mgmt For For
Kurasawa
3B. Election of Corporate Auditor: Yoichi Mgmt For For
Namekata
3C. Election of Corporate Auditor: Noriyuki Mgmt For For
Uematsu
4A. Election of Substitute Corporate Auditor: Mgmt For For
Masaaki Suda
5. Determination of Amounts and Details of Mgmt For For
Stock Options (Warrants) to Be Paid as
Compensation, etc. to Directors (Excluding
Outside Directors)
6. Determination of Amounts and Details of Mgmt For For
Stock Options (Warrants) to Be Paid as
Compensation, etc. to Outside Directors
--------------------------------------------------------------------------------------------------------------------------
LIVANOVA PLC Agenda Number: 935024290
--------------------------------------------------------------------------------------------------------------------------
Security: G5509L101
Meeting Type: Annual
Meeting Date: 18-Jun-2019
Ticker: LIVN
ISIN: GB00BYMT0J19
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mr. Francesco Bianchi Mgmt For For
1b. Election of Director: Ms. Stacy Enxing Seng Mgmt For For
1c. Election of Director: Mr. William A. Kozy Mgmt For For
1d. Election of Director: Mr. Damien McDonald Mgmt For For
1e. Election of Director: Mr. Daniel J. Moore Mgmt For For
1f. Election of Director: Mr. Hugh M. Morrison Mgmt For For
1g. Election of Director: Mr. Alfred J. Novak Mgmt For For
1h. Election of Director: Dr. Sharon O'Kane Mgmt For For
1i. Election of Director: Dr. Arthur L. Mgmt For For
Rosenthal
1j. Election of Director: Ms. Andrea L. Saia Mgmt For For
2. To approve, on an advisory basis, Mgmt For For
LivaNova's compensation of its named
executive officers ("US Say-on-Pay")
3. To ratify PricewaterhouseCoopers LLP, a Mgmt For For
Delaware limited liability partnership
("PwC USA") as the Company's independent
registered public accountancy firm
4. To approve, on an advisory basis, the U.K. Mgmt For For
directors' remuneration report in the form
set out in the Company's U.K. annual report
and accounts ("U.K. Annual Report") for the
period ended 31 December, 2018
5. To approve the directors' Remuneration Mgmt For For
Policy as set out in the UK Annual Report
for the period ended 31 December 2018
6. To receive and adopt the Company's audited Mgmt For For
UK statutory accounts for the year ended
December 31, 2018, together with the
reports of the directors and the auditors
thereon
7. To re-appoint PricewaterhouseCoopers LLP, a Mgmt For For
limited liability partnership registered in
England, ("PwC UK"), as the Company's UK
statutory auditor
8. To authorize the directors and/or the Audit Mgmt For For
and Compliance Committee to determine the
UK statutory auditor's remuneration
--------------------------------------------------------------------------------------------------------------------------
LYONDELLBASELL INDUSTRIES N.V. Agenda Number: 935028589
--------------------------------------------------------------------------------------------------------------------------
Security: N53745100
Meeting Type: Annual
Meeting Date: 31-May-2019
Ticker: LYB
ISIN: NL0009434992
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jacques Aigrain Mgmt For For
1b. Election of Director: Lincoln Benet Mgmt For For
1c. Election of Director: Jagjeet (Jeet) Bindra Mgmt For For
1d. Election of Director: Robin Buchanan Mgmt For For
1e. Election of Director: Stephen Cooper Mgmt For For
1f. Election of Director: Nance Dicciani Mgmt For For
1g. Election of Director: Claire Farley Mgmt For For
1h. Election of Director: Isabella (Bella) Mgmt For For
Goren
1i. Election of Director: Michael Hanley Mgmt For For
1j. Election of Director: Albert Manifold Mgmt For For
1k. Election of Director: Bhavesh (Bob) Patel Mgmt For For
1l. Election of Director: Rudy van der Meer Mgmt For For
2. Discharge of Executive Director and Members Mgmt For For
of the (Prior) Management Board from
Liability.
3. Discharge of Non-Executive Directors and Mgmt For For
Members of the (Prior) Supervisory Board
from Liability.
4. Adoption of 2018 Dutch Statutory Annual Mgmt For For
Accounts.
5. Appointment of PricewaterhouseCoopers Mgmt For For
Accountants N.V. as the Auditor of our 2019
Dutch Statutory Annual Accounts.
6. Ratification of PricewaterhouseCoopers LLP Mgmt For For
as our Independent Registered Public
Accounting Firm.
7. Advisory Vote Approving Executive Mgmt For For
Compensation (Say-on-Pay).
8. Ratification and Approval of Dividends. Mgmt For For
9. Authorization to Conduct Share Repurchases. Mgmt For For
10. Amendment of Long Term Incentive Plan. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MAG SILVER CORP. Agenda Number: 935036574
--------------------------------------------------------------------------------------------------------------------------
Security: 55903Q104
Meeting Type: Annual and Special
Meeting Date: 13-Jun-2019
Ticker: MAG
ISIN: CA55903Q1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To set the number of Directors at seven Mgmt For For
(7).
2 DIRECTOR
Peter D. Barnes Mgmt For For
Richard P. Clark Mgmt For For
Jill D. Leversage Mgmt For For
Daniel T. MacInnis Mgmt For For
George N. Paspalas Mgmt For For
Jonathan A. Rubenstein Mgmt For For
Derek C. White Mgmt For For
3 To appoint Deloitte LLP, an Independent Mgmt For For
Registered Public Accounting Firm, as the
Auditor of the Company for the ensuing year
and to authorize the Directors to fix their
remuneration.
4 To reconfirm and approve the continuation Mgmt For For
of the Shareholder Rights Plan of the
Company in accordance with its terms.
5 To consider and, if deemed advisable, Mgmt For For
approve a non-binding advisory resolution
to accept the Company's approach to
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
MALLINCKRODT PLC Agenda Number: 934961536
--------------------------------------------------------------------------------------------------------------------------
Security: G5785G107
Meeting Type: Annual
Meeting Date: 15-May-2019
Ticker: MNK
ISIN: IE00BBGT3753
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: David R. Carlucci Mgmt For For
1b. Election of Director: J. Martin Carroll Mgmt For For
1c. Election of Director: Paul R. Carter Mgmt For For
1d. Election of Director: David Y. Norton Mgmt For For
1e. Election of Director: JoAnn A. Reed Mgmt For For
1f. Election of Director: Angus C. Russell Mgmt For For
1g. Election of Director: Mark C. Trudeau Mgmt For For
1h. Election of Director: Anne C. Whitaker Mgmt For For
1i. Election of Director: Kneeland C. Mgmt For For
Youngblood, M.D.
2. Approve, in a non-binding vote, the Mgmt For For
re-appointment of the Independent Auditors
and to authorize, in a binding vote, the
Audit Committee to set the auditors'
remuneration.
3. Approve, in a non-binding advisory vote, Mgmt Against Against
the compensation of named executive
officers.
4. Approve the authority of the Board to issue Mgmt For For
shares.
5. Authorize the Company and/or any subsidiary Mgmt For For
to make market purchases or overseas market
purchases of Company shares.
6. Approve the change of name of the Company. Mgmt For For
(Special Resolution).
7. Approve the waiver of pre-emption rights. Mgmt For For
(Special Resolution).
8. Authorize the price range at which the Mgmt For For
Company can re-allot shares it holds as
treasury shares. (Special Resolution).
9. Shareholder Proposal Regarding Incentive Shr For Against
Compensation Clawback.
10. Shareholder Proposal Regarding Report on Shr For Against
Governance Measures.
11. Shareholder Proposal Regarding Report on Shr For For
Lobbying Activities.
--------------------------------------------------------------------------------------------------------------------------
MEDTRONIC PLC Agenda Number: 934889215
--------------------------------------------------------------------------------------------------------------------------
Security: G5960L103
Meeting Type: Annual
Meeting Date: 07-Dec-2018
Ticker: MDT
ISIN: IE00BTN1Y115
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Richard H. Anderson Mgmt For For
1b. Election of Director: Craig Arnold Mgmt For For
1c. Election of Director: Scott C. Donnelly Mgmt For For
1d. Election of Director: Randall J. Hogan III Mgmt For For
1e. Election of Director: Omar Ishrak Mgmt For For
1f. Election of Director: Michael O. Leavitt Mgmt For For
1g. Election of Director: James T. Lenehan Mgmt For For
1h. Election of Director: Elizabeth Nabel, M.D. Mgmt For For
1i. Election of Director: Denise M. O'Leary Mgmt For For
1j. Election of Director: Kendall J. Powell Mgmt For For
2. To ratify, in a non-binding vote, the Mgmt For For
re-appointment of PricewaterhouseCoopers
LLP as Medtronic's independent auditor for
fiscal year 2019 and authorize the Board of
Directors, acting through the Audit
Committee, to set the auditor's
remuneration.
3. To approve in a non-binding advisory vote, Mgmt For For
named executive officer compensation (a
"Say-on-Pay" vote).
--------------------------------------------------------------------------------------------------------------------------
MELLANOX TECHNOLOGIES LTD. Agenda Number: 934853361
--------------------------------------------------------------------------------------------------------------------------
Security: M51363113
Meeting Type: Annual
Meeting Date: 25-Jul-2018
Ticker: MLNX
ISIN: IL0011017329
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Glenda Dorchak Mgmt For For
1b. Election of Director: Irwin Federman Mgmt For For
1c. Election of Director: Amal Johnson Mgmt For For
1d. Election of Director: Jack Lazar Mgmt For For
1e. Election of Director: Jon A. Olson Mgmt For For
1f. Election of Director: Umesh Padval Mgmt For For
1g. Election of Director: David Perlmutter Mgmt For For
1h. Election of Director: Steve Sanghi Mgmt For For
1i. Election of Director: Eyal Waldman Mgmt For For
1j. Election of Director: Gregory Waters Mgmt For For
1k. Election of Director: Thomas Weatherford Mgmt For For
2a. Do you have a Personal Interest with Mgmt For
regards to Proposal 2b? By selecting FOR I
confirm that I DO NOT HAVE a Personal
Interest and by selecting AGAINST I confirm
I DO HAVE a Personal Interest in voting
this proposal.
2b. To approve the 2018 performance-based cash Mgmt For For
incentive award to Eyal Waldman, our CEO,
which will be tied to the Company's
achievement of pre-established revenue and
earnings per share objectives for fiscal
2018 and which will be measured and paid,
if earned, in 2019.
3a. Do you have a Personal Interest with Mgmt For
regards to Proposal 3b? By selecting FOR I
confirm that I DO NOT HAVE a Personal
Interest and by selecting AGAINST I confirm
I DO HAVE a Personal Interest in voting
this proposal.
3b. To approve the grant to Eyal Waldman of Mgmt For For
36,000 restricted share units and 36,000
performance share units, which number can
be increased to up to 63,000 shares for
over achievement of performance objectives
under the Third Amended and Restated Global
Share Incentive Plan (2006) (the "Third
Restated Plan") if approved by our
shareholders.
4. To conduct an advisory vote to approve the Mgmt For For
compensation of our named executive
officers.
5. To approve the Third Restated Plan, making Mgmt For For
certain changes to the terms of the Second
Amended and Restated Global Share Incentive
Plan (2006) and to increase the number of
ordinary shares reserved for issuance under
the plan by an additional 2,077,000 shares
to 4,467,000 shares.
6. To approve cash compensation in the amount Mgmt For For
of $8,506.85 for Steve Sanghi and $9,000.00
for Umesh Padval and the vesting of an
additional 700 restricted share units out
of the 4,200 restricted share units
previously granted to each of Mr. Sanghi
and Mr. Padval, as compensation for their
services as directors during the period
beginning on May 25, 2018 through the date
prior to the Annual General Meeting, July
24, 2018.
7. To appoint Kost Forer Gabbay & Kasierer, Mgmt For For
the Israel-based member of Ernst & Young
Global, as our independent registered
public accounting firm for the fiscal year
ending December 31, 2018 and to authorize
our audit committee to determine our
accounting firm's fiscal 2018 remuneration
in accordance with the volume and nature of
their services.
--------------------------------------------------------------------------------------------------------------------------
MELLANOX TECHNOLOGIES LTD. Agenda Number: 935045749
--------------------------------------------------------------------------------------------------------------------------
Security: M51363113
Meeting Type: Special
Meeting Date: 20-Jun-2019
Ticker: MLNX
ISIN: IL0011017329
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Are you a Parent Affiliate (as defined in Mgmt For
the Proxy Statement)? By selecting FOR I
confirm that I AM NOT a Parent Affiliate
and by selecting AGAINST I confirm that I
AM a Parent Affiliate.
1b. The Merger Proposal: To approve the Mgmt For For
acquisition of the Company by NVIDIA
International Holdings Inc., a Delaware
corporation ("Parent"), including the
approval of (a) the Agreement and Plan of
Merger (as it may be amended from time to
time, the "Merger Agreement"), dated March
10, 2019, by and among Parent, Teal Barvaz
Ltd., a company organized under the laws of
the State of Israel and a wholly-owned
subsidiary of Parent ("Merger Sub"), NVIDIA
Corporation, a Delaware corporation ...(due
to space limits, see proxy material for
full proposal).
2. The Adjournment Proposal: To approve the Mgmt For For
adjournment of the Extraordinary General
Meeting to a later date or dates if
necessary to solicit additional proxies if
there are insufficient votes to approve the
Merger Proposal at the time of the
Extraordinary General Meeting.
3. The Merger-Related Executive Compensation Mgmt For For
Proposal: To approve on a nonbinding,
advisory basis, any "golden parachute
compensation" that will or may become
payable to the Company's named executive
officers in connection with the Merger.
4a. Do you have a Personal Interest (as defined Mgmt For
in the Proxy Statement) with regards to
Proposal 4b? By selecting FOR I confirm
that I DO NOT HAVE a Personal Interest and
by selecting AGAINST I confirm I DO HAVE a
Personal Interest in voting this proposal.
4b. The CEO Base Salary Proposal: To approve Mgmt For For
the increase in annual base cash
compensation for Eyal Waldman, our chief
executive officer, from $610,000 to
$650,000.
5a. Do you have a Personal Interest with Mgmt For
regards to Proposal 5b? By selecting FOR I
confirm that I DO NOT HAVE a Personal
Interest and by selecting AGAINST I confirm
I DO HAVE a Personal Interest in voting
this proposal.
5b. The CEO Cash Incentive Proposal: To approve Mgmt For For
the grant to Mr. Waldman of a 2019
performance-based cash incentive award,
which will be tied to the Company's
achievement of pre-established revenue and
adjusted operating income objectives for
fiscal 2019 and which will be measured and
paid, if earned, in 2020.
6a. Do you have a Personal Interest with Mgmt For
regards to Proposal 6b? By selecting FOR I
confirm that I DO NOT HAVE a Personal
Interest and by selecting AGAINST I confirm
I DO HAVE a Personal Interest in voting
this proposal.
6b. The CEO Severance Proposal: To approve the Mgmt For For
amendment and restatement of Mr. Waldman's
executive severance benefits agreement, in
accordance with the Amended Severance
Agreement attached as Annex D to the Proxy
Statement, to (i) amend the benefits
thereunder to two years of base salary and
two years of target bonus (to be paid in
accordance with the terms and conditions
therein) and vesting acceleration of 100%
of his equity awards in the event of
certain employment terminations ...(due to
space limits, see proxy material for full
proposal).
7a. Do you have a Personal Interest (as defined Mgmt For
in the Proxy Statement) with regards to
Proposal 7b? By selecting FOR I confirm
that I DO NOT HAVE a Personal Interest and
by selecting AGAINST I confirm I DO HAVE a
Personal Interest in voting this proposal.
7b. The CEO Equity Award Proposal: To approve Mgmt For For
the grant to Mr.Waldman of a 2019 equity
incentive award of 55,696 restricted share
units.
8a. Do you have a Personal Interest (as defined Mgmt For
in the Proxy Statement) with regards to
Proposal 8b? By selecting FOR I confirm
that I DO NOT HAVE a Personal Interest and
by selecting AGAINST I confirm I DO HAVE a
Personal Interest in voting this proposal.
8b. The CEO Tax Equalization Proposal: To Mgmt For For
approve certain tax equalization payments
to Mr. Waldman to reimburse Mr. Waldman for
additional personal income tax liability
incurred as the result of him allocating
his time between Israel and the United
States in the amount of $54,000 for the
2018 tax year and an amount to be
determined consistently with past practice
but not to exceed $125,000 for the 2019 tax
year to be made as soon as administratively
practicable after the tax differential is
...(due to space limits, see proxy material
for full proposal).
9. The Waters Bonus Proposal: To approve Mgmt For For
payment of a cash bonus of $25,000 to Greg
Waters, an independent member of the
Company's board of directors, in
recognition of his services with respect to
the Merger.
--------------------------------------------------------------------------------------------------------------------------
MESOBLAST LIMITED Agenda Number: 934898505
--------------------------------------------------------------------------------------------------------------------------
Security: 590717104
Meeting Type: Annual
Meeting Date: 30-Nov-2018
Ticker: MESO
ISIN: US5907171046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2a Election of Mr Joseph R. Swedish as a Mgmt For For
Director
2b Election of Ms Shawn Cline Tomasello as a Mgmt For For
Director
2c Re-election of Mr Brian Jamieson as a Mgmt For For
Director
2d Re-election of Mr Michael Spooner as a Mgmt For For
Director
3 Adoption of the Remuneration Report Mgmt Against Against
4a Approval of Proposed Issue of Options to Mgmt Against Against
newly-appointed directors Mr Joseph R.
Swedish and Ms Shawn Cline Tomasello
4b Approval of Proposed Issue of Options to Mgmt Against Against
other Non-Executive Directors
5a Subsequent Approval of Issues of Shares: Mgmt For For
NovaQuest Capital Management LLC
5b Subsequent Approval of Issues of Shares: Mgmt For For
Tasly Pharmaceutical Group Co Ltd
6 Increase in Directors' Fees Pool Mgmt For For
7 Renewal of Proportional Takeover Approval Mgmt For For
Provisions in the Company's Constitution
8 Adoption of New Constitution Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
MFC BANCORP LTD Agenda Number: 934909574
--------------------------------------------------------------------------------------------------------------------------
Security: G60630103
Meeting Type: Annual
Meeting Date: 20-Dec-2018
Ticker: MFCB
ISIN: KYG606301037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Michael J. Smith Mgmt For For
Indrajit Chatterjee Mgmt For For
Dr. Shuming Zhao Mgmt For For
Silke Stenger Mgmt For For
Friedrich Hondl Mgmt For For
Jochen Dumler Mgmt For For
2. The appointment of the auditors for the Mgmt For For
fiscal year ended December 31, 2018 (as set
forth in the notice of meeting and
management information circular delivered
to the Company's shareholders in connection
with the Meeting) and the authorization of
the directors to fix the remuneration of
the auditors for the ensuing year.
--------------------------------------------------------------------------------------------------------------------------
MFC BANCORP LTD Agenda Number: 935031978
--------------------------------------------------------------------------------------------------------------------------
Security: G60630103
Meeting Type: Special
Meeting Date: 31-May-2019
Ticker: MFCB
ISIN: KYG606301037
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve a special resolution to change the Mgmt For For
Company's name to "Scully Royalty Ltd.".
2. Approve special and ordinary resolutions to Mgmt Against Against
effect: (i) a share consolidation on a 25
to 1 basis and (ii) a subsequent share
split on a 1 to 25 basis, together with
related amendments to the Amended and
Restated Memorandum and Articles of
Association of the Company, all as more
fully set forth in the Proxy Statement.
--------------------------------------------------------------------------------------------------------------------------
MITEL NETWORKS CORPORATION Agenda Number: 934847534
--------------------------------------------------------------------------------------------------------------------------
Security: 60671Q104
Meeting Type: Special
Meeting Date: 10-Jul-2018
Ticker: MITL
ISIN: CA60671Q1046
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To consider, pursuant to an interim order Mgmt For For
of the Ontario Superior Court of Justice,
dated as of June 7, 2018 and, if deemed
advisable, to pass, with or without
variation, a special resolution (the
"arrangement resolution") to approve an
arrangement (the "arrangement") under
section 192 of the Canada Business
Corporations Act pursuant to the
Arrangement Agreement, dated as of April
23, 2018, among Mitel, MLN AcquisitionCo
ULC ("Purchaser"), a British Columbia
unlimited liability company and MLN TopCo
Ltd., a Cayman Islands exempted company, to
effect among other things, the acquisition
by Purchaser of all of the outstanding
common shares of the Company in exchange
for $11.15 cash (less any applicable
withholding taxes) per common share.
2 To consider and vote on a proposal to Mgmt Against Against
approve, by non-binding, advisory vote,
certain compensation arrangements for the
Company's named executive officers in
connection with the arrangement.
3 To approve the adjournment of the special Mgmt For For
meeting, if necessary, to solicit
additional proxies if there are
insufficient votes at the time of the
meeting to approve the arrangement
resolution.
--------------------------------------------------------------------------------------------------------------------------
MOUNTAIN PROVINCE DIAMONDS INC. Agenda Number: 935026345
--------------------------------------------------------------------------------------------------------------------------
Security: 62426E402
Meeting Type: Annual and Special
Meeting Date: 13-Jun-2019
Ticker: MPVD
ISIN: CA62426E4022
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To set the number of Directors at seven Mgmt For For
(7).
2 DIRECTOR
Jonathan Comerford Mgmt Withheld Against
Stuart Brown Mgmt Withheld Against
Karen Goracke Mgmt For For
David Whittle Mgmt Withheld Against
William Lamb Mgmt For For
Tom Peregoodoff Mgmt For For
Brett Desmond Mgmt Withheld Against
3 Appointment of KPMG LLP as Auditors of the Mgmt For For
Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
4 Re-approve the Corporation's Long Term Mgmt Against Against
Equity Incentive Plan and authorize for
grant all available and unallocated
options, rights and other entitlements
issuable thereunder.
--------------------------------------------------------------------------------------------------------------------------
NATIONAL GRID PLC Agenda Number: 934852977
--------------------------------------------------------------------------------------------------------------------------
Security: 636274409
Meeting Type: Annual
Meeting Date: 30-Jul-2018
Ticker: NGG
ISIN: US6362744095
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. To receive the Annual Report and Accounts Mgmt For For
2. To declare a final dividend Mgmt For For
3. To re-elect Sir Peter Gershon Mgmt For For
4. To re-elect John Pettigrew Mgmt For For
5. To re-elect Dean Seavers Mgmt For For
6. To re-elect Nicola Shaw Mgmt For For
7. To re-elect Nora Mead Brownell Mgmt For For
8. To re-elect Jonathan Dawson Mgmt For For
9. To re-elect Therese Esperdy Mgmt For For
10. To re-elect Paul Golby Mgmt For For
11. To re-elect Mark Williamson Mgmt For For
12. To elect Amanda Mesler Mgmt For For
13. To re-appoint the auditors Deloitte LLP Mgmt For For
14. To authorise the Directors to set the Mgmt For For
auditors' remuneration
15. To approve the Directors' Remuneration Mgmt For For
Report excluding the excerpts from the
Directors' remuneration policy
16. To authorise the Company to make political Mgmt For For
donations
17. To authorise the Directors to allot Mgmt For For
ordinary shares
18. To disapply pre-emption rights (special Mgmt For For
resolution)
19. To disapply pre-emption rights for Mgmt For For
acquisitions (special resolution)
20. To authorise the Company to purchase its Mgmt For For
own ordinary shares (special resolution)
21. To authorise the Directors to hold general Mgmt For For
meetings on 14 clear days' notice (special
resolution)
--------------------------------------------------------------------------------------------------------------------------
NESTLE S.A. Agenda Number: 934948449
--------------------------------------------------------------------------------------------------------------------------
Security: 641069406
Meeting Type: Annual
Meeting Date: 11-Apr-2019
Ticker: NSRGY
ISIN: US6410694060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1A Approval of the Annual Review, the Mgmt For For
financial statements of Nestle S.A. and the
consolidated financial statements of the
Nestle Group for 2018
1B Acceptance of the Compensation Report 2018 Mgmt For For
(advisory vote)
2 Discharge to the members of the Board of Mgmt For For
Directors and of the Management
3 Appropriation of profit resulting from the Mgmt For For
balance sheet of Nestle S.A. (proposed
dividend) for the financial year 2018
4AA Re-election of the member of the Board of Mgmt For For
Director: Mr Paul Bulcke, as member and
Chairman
4AB Re-election of the member of the Board of Mgmt For For
Director: Mr Ulf Mark Schneider
4AC Re-election of the member of the Board of Mgmt For For
Director: Mr Henri de Castries
4AD Re-election of the member of the Board of Mgmt For For
Director: Mr Beat W. Hess
4AE Re-election of the member of the Board of Mgmt For For
Director: Mr Renato Fassbind
4AF Re-election of the member of the Board of Mgmt For For
Director: Ms Ann M. Veneman
4AG Re-election of the member of the Board of Mgmt For For
Director: Ms Eva Cheng
4AH Re-election of the member of the Board of Mgmt For For
Director: Mr Patrick Aebischer
4AI Re-election of the member of the Board of Mgmt For For
Director: Ms Ursula M. Burns
4AJ Re-election of the member of the Board of Mgmt For For
Director: Mr Kasper Rorsted
4AK Re-election of the member of the Board of Mgmt For For
Director: Mr Pablo Isla
4AL Re-election of the member of the Board of Mgmt For For
Director: Ms Kimberly A. Ross
4BA Election to the Board of Director: Mr Dick Mgmt For For
Boer
4BB Election to the Board of Director: Mr Mgmt For For
Dinesh Paliwal
4CA Election of the member of the Compensation Mgmt For For
Committee: Mr Beat W. Hess
4CB Election of the member of the Compensation Mgmt For For
Committee: Mr Patrick Aebischer
4CC Election of the member of the Compensation Mgmt For For
Committee: Ms Ursula M. Burns
4CD Election of the member of the Compensation Mgmt For For
Committee: Mr Pablo Isla
4D Election of the statutory auditors KPMG SA, Mgmt For For
Geneva branch
4E Election of the Independent Representative Mgmt For For
Hartmann Dreyer, Attorneys-at-law
5A Approval of the compensation of the Board Mgmt For For
of Directors
5B Approval of the compensation of the Mgmt For For
Executive Board
6 Capital reduction (by cancellation of Mgmt For For
shares)
7 In the event of any yet unknown new or Shr Against For
modified proposal by a shareholder during
the General Meeting, I instruct the
Independent Representative to vote as
follows.
--------------------------------------------------------------------------------------------------------------------------
NEW GOLD INC. Agenda Number: 934956028
--------------------------------------------------------------------------------------------------------------------------
Security: 644535106
Meeting Type: Annual
Meeting Date: 24-Apr-2019
Ticker: NGD
ISIN: CA6445351068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To set the number of Directors at six (6). Mgmt For For
2 DIRECTOR
Renaud Adams Mgmt For For
Gillian Davidson Mgmt For For
James Gowans Mgmt For For
M. (Peggy) Mulligan Mgmt For For
Ian Pearce Mgmt For For
Marilyn Schonberner Mgmt For For
3 Appointment of Deloitte LLP as Auditors of Mgmt For For
the Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
4 Considering and, if deemed appropriate, Mgmt For For
passing, with or without variation, a
non-binding advisory resolution on
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
NIPPON TELEGRAPH & TELEPHONE CORPORATION Agenda Number: 935035483
--------------------------------------------------------------------------------------------------------------------------
Security: 654624105
Meeting Type: Annual
Meeting Date: 25-Jun-2019
Ticker: NTTYY
ISIN: US6546241059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Distribution of Earned Surplus. Mgmt For For
2.1 Election of Member of the Board: Atsuko Oka Mgmt For For
2.2 Election of Member of the Board: Ken Mgmt For For
Sakamura
2.3 Election of Member of the Board: Keiko Mgmt For For
Takegawa
3.1 Election of Audit & Supervisory Board Mgmt For For
Member: Akiko Ide
3.2 Election of Audit & Supervisory Board Mgmt For For
Member: Takao Maezawa
3.3 Election of Audit & Supervisory Board Mgmt For For
Member: Takashi Iida
3.4 Election of Audit & Supervisory Board Mgmt For For
Member: Hideki Kanda
3.5 Election of Audit & Supervisory Board Mgmt For For
Member: Kaoru Kashima
4. Removal of Director Akira Shimada Shr Against For
(Shareholder Proposal)
--------------------------------------------------------------------------------------------------------------------------
NOKIA CORPORATION Agenda Number: 935017423
--------------------------------------------------------------------------------------------------------------------------
Security: 654902204
Meeting Type: Annual
Meeting Date: 21-May-2019
Ticker: NOK
ISIN: US6549022043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
7. Adoption of the Annual Accounts Mgmt For For
8. Resolution on the use of the profit shown Mgmt For For
on the balance sheet and authorization to
the Board of Directors to resolve on the
distribution of distributable funds
9. Resolution on the discharge of the members Mgmt For For
of the Board of Directors and the President
and CEO from liability
10. Resolution on the remuneration to the Mgmt For For
members of the Board of Directors
11. Resolution on the number of members of the Mgmt For For
Board of Directors
12. DIRECTOR
Sari Baldauf Mgmt For For
Bruce Brown Mgmt For For
Jeanette Horan Mgmt For For
Edward Kozel Mgmt For For
Elizabeth Nelson Mgmt For For
Olivier Piou Mgmt For For
Risto Siilasmaa Mgmt For For
Soren Skou Mgmt For For
Carla Smits-Nusteling Mgmt For For
Kari Stadigh Mgmt For For
13. Election of Auditor for the financial year Mgmt For For
2019
14. Election of Auditor for the financial year Mgmt For For
2020
15. Resolution on the remuneration of the Mgmt For For
Auditor
16. Authorization to the Board of Directors to Mgmt For For
resolve to repurchase the Company's own
shares
17. Authorization to the Board of Directors to Mgmt For For
resolve to issue shares and special rights
entitling to shares
--------------------------------------------------------------------------------------------------------------------------
NOVA MEASURING INSTRUMENTS LTD. Agenda Number: 935032627
--------------------------------------------------------------------------------------------------------------------------
Security: M7516K103
Meeting Type: Annual
Meeting Date: 17-Jun-2019
Ticker: NVMI
ISIN: IL0010845571
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Re-election of Director: Dr. Michael Mgmt For For
Brunstein
1b. Re-election of Director: Avi Cohen Mgmt For For
1c. Re-election of Director: Raanan Cohen Mgmt For For
1d. Re-election of Director: Ronnie (Miron) Mgmt For For
Kenneth
2. Approval of a compensation policy for the Mgmt For For
Company's directors and officers.
2a. Are you a controlling shareholder in the Mgmt Against
Company, or have a personal interest in the
approval of this Proposal? (Please note: If
you do not mark either Yes or No, these
Shares will not be voted for Proposal No.
2). Mark "for" = yes or "against" = no.
3. Approval of an amendment to the Mgmt For For
equity-based compensation for our
directors.
3a. Are you a controlling shareholder in the Mgmt Against
Company, or have a personal interest in the
approval of this Proposal? (Please note: If
you do not mark either Yes or No, these
Shares will not be voted for Proposal No. 3
in the event Proposal No. 2 is not
approved). Mark "for" = yes or "against" =
no.
4. Approval of amendments to the employment Mgmt For For
terms of Mr. Eitan Oppenhaim, the President
and Chief Executive Officer of the Company.
4a. Are you a controlling shareholder in the Mgmt Against
Company, or have a personal interest in the
approval of this Proposal? (Please note: If
you do not mark either Yes or No, these
Shares will not be voted for Proposal No.
4). Mark "for" = yes or "against" = no.
5. Approval of amendments to the articles of Mgmt For For
association of the Company.
6. Approval and ratification of the Mgmt For For
re-appointment of Kost Forer Gabbay &
Kasierer, a member of Ernst & Young, as the
independent auditors of the Company for the
period ending at the close of the next
annual general meeting.
--------------------------------------------------------------------------------------------------------------------------
NOVARTIS AG Agenda Number: 934927003
--------------------------------------------------------------------------------------------------------------------------
Security: 66987V109
Meeting Type: Annual
Meeting Date: 28-Feb-2019
Ticker: NVS
ISIN: US66987V1098
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the Operating and Financial Mgmt For For
Review of Novartis AG, the Financial
Statements of Novartis AG and the Group
Consolidated Financial Statements for the
2018 Financial Year
2. Discharge from Liability of the Members of Mgmt For For
the Board of Directors and the Executive
Committee
3. Appropriation of Available Earnings of Mgmt For For
Novartis AG as per Balance Sheet and
Declaration of Dividend
4. Reduction of Share Capital Mgmt For For
5. Further Share Repurchase Program Mgmt For For
6. Special Distribution by Way of a Dividend Mgmt For For
in Kind to Effect the Spin-off of Alcon
Inc.
7a. Votes on Compensation for the Members of Mgmt For For
the Board of Directors and the Executive
Committee: Binding Vote on the Maximum
Aggregate Amount of Compensation for
Members of the Board of Directors from the
2019 Annual General Meeting to the 2020
Annual General Meeting
7b. Votes on Compensation for the Members of Mgmt For For
the Board of Directors and the Executive
Committee: Binding Vote on the Maximum
Aggregate Amount of Compensation for
Members of the Executive Committee for the
next Financial Year, i.e. 2020
7c. Votes on Compensation for the Members of Mgmt For For
the Board of Directors and the Executive
Committee: Advisory Vote on the 2018
Compensation Report
8a. Re-election of Joerg Reinhardt, Ph.D., and Mgmt For For
re-election as Chairman of the Board of
Directors (in a single vote)
8b. Re-election of Director: Nancy C. Andrews, Mgmt For For
M.D., Ph.D.
8c. Re-election of Director: Ton Buechner Mgmt For For
8d. Re-election of Director: Srikant Datar, Mgmt For For
Ph.D.
8e. Re-election of Director: Elizabeth Doherty Mgmt For For
8f. Re-election of Director: Ann Fudge Mgmt For For
8g. Re-election of Director: Frans van Houten Mgmt For For
8h. Re-election of Director: Andreas von Mgmt For For
Planta, Ph.D.
8i. Re-election of Director: Charles L. Mgmt For For
Sawyers, M.D.
8j. Re-election of Director: Enrico Vanni, Mgmt For For
Ph.D.
8k. Re-election of Director: William T. Winters Mgmt For For
8l. Election of Director: Patrice Bula Mgmt For For
9a. Re-election of Srikant Datar, Ph.D., as Mgmt For For
member of the Compensation Committee
9b. Re-election of Ann Fudge as member of the Mgmt For For
Compensation Committee
9c. Re-election of Enrico Vanni, Ph.D., as Mgmt For For
member of the Compensation Committee
9d. Re-election of William T. Winters as member Mgmt For For
of the Compensation Committee
9e. Election of Patrice Bula as member of the Mgmt For For
Compensation Committee
10. Re-election of the Statutory Auditor Mgmt For For
11. Re-election of the Independent Proxy Mgmt For For
12. General instructions in case of alternative Mgmt Against
motions under the agenda items published in
the Notice of Annual General Meeting,
and/or of motions relating to additional
agenda items according to Article 700
paragraph 3 of the Swiss Code of
Obligations.
--------------------------------------------------------------------------------------------------------------------------
NUTRIEN LTD. (THE "CORPORATION") Agenda Number: 934979874
--------------------------------------------------------------------------------------------------------------------------
Security: 67077M108
Meeting Type: Annual
Meeting Date: 09-May-2019
Ticker: NTR
ISIN: CA67077M1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Christopher M. Burley Mgmt For For
Maura J. Clark Mgmt For For
John W. Estey Mgmt For For
David C. Everitt Mgmt For For
Russell K. Girling Mgmt For For
Miranda C. Hubbs Mgmt For For
Alice D. Laberge Mgmt For For
Consuelo E. Madere Mgmt For For
Charles V. Magro Mgmt For For
Keith G. Martell Mgmt For For
Aaron W. Regent Mgmt For For
Mayo M. Schmidt Mgmt For For
2 The re-appointment of KPMG LLP, Chartered Mgmt For For
Accountants, as auditor of the Corporation.
3 A non-binding advisory resolution to accept Mgmt For For
the Corporation's approach to executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
NXP SEMICONDUCTORS NV. Agenda Number: 935037425
--------------------------------------------------------------------------------------------------------------------------
Security: N6596X109
Meeting Type: Annual
Meeting Date: 17-Jun-2019
Ticker: NXPI
ISIN: NL0009538784
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2.C Adoption of the 2018 statutory annual Mgmt For For
accounts
2.D Granting discharge to the executive member Mgmt For For
and non-executive members of the Board of
Directors for their responsibilities in the
financial year 2018
3.A Proposal to re-appoint Mr. Richard L Mgmt For For
Clemmer as executive director
3.B Proposal to re-appoint Sir Peter Bonfield Mgmt For For
as non-executive director
3.C Proposal to re-appoint Mr. Kenneth A. Mgmt For For
Goldman as non-executive director
3.D Proposal to re-appoint Mr. Josef Kaeser as Mgmt For For
non-executive director
3.E Proposal to appoint Mrs. Lena Olving as Mgmt For For
non-executive director
3.F Proposal to re-appoint Mr. Peter Smitham as Mgmt For For
non-executive director
3.G Proposal to re-appoint Ms. Julie Southern Mgmt For For
as non-executive director
3.H Proposal to appoint Mrs. Jasmin Staiblin as Mgmt For For
non-executive director
3.I Proposal to re-appoint Mr. Gregory Summe as Mgmt For For
non-executive director
3.J Proposal to appoint Mr. Karl-Henrik Mgmt For For
Sundstrom as non-executive director
4.A Authorization of the Board of Directors to Mgmt For For
issue shares or grant rights to acquire
shares
4.B Authorization of the Board of Directors to Mgmt For For
restrict or exclude pre-emption rights
5. Approval of the NXP 2019 omnibus incentive Mgmt Against Against
plan (the "Plan") and approval of the
number of shares and rights to acquire
shares for award under the Plan
6. Authorization of the Board of Directors to Mgmt Against Against
repurchase shares in the Company's capital
7. Authorization of the Board of Directors to Mgmt For For
cancel ordinary shares held or to be
acquired by the Company
8. Proposal to re-appoint KPMG Accountants Mgmt For For
N.V. as the Company's external auditor for
fiscal year 2019
--------------------------------------------------------------------------------------------------------------------------
OBSIDIAN ENERGY LTD. Agenda Number: 935016419
--------------------------------------------------------------------------------------------------------------------------
Security: 674482104
Meeting Type: Annual and Special
Meeting Date: 05-Jun-2019
Ticker: OBE
ISIN: CA6744821043
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 An ordinary resolution to appoint Ernst & Mgmt For For
Young LLP, Chartered Accountants, Calgary,
Alberta, as auditor of Obsidian Energy for
the ensuing year.
2 DIRECTOR
John Brydson Mgmt For For
Raymond D. Crossley Mgmt For For
Michael Faust Mgmt For For
William A. Friley Mgmt For For
Maureen Cormier Jackson Mgmt For For
Edward H. Kernaghan Mgmt For For
Stephen Loukas Mgmt For For
Gordon Ritchie Mgmt For For
3 Advisory vote approving Obsidian Energy's Mgmt For For
approach to executive compensation as more
particularly described in the information
circular and proxy statement of Obsidian
Energy dated April 15, 2019 (the
"Information Circular").
4 A special resolution authorizing the filing Mgmt For For
of articles of amendment to consolidate the
issued and outstanding common shares of
Obsidian Energy on a seven (7) old common
shares for one (1) new common share, as
more particularly described in the
Information Circular.
--------------------------------------------------------------------------------------------------------------------------
OPEN TEXT CORPORATION Agenda Number: 934867411
--------------------------------------------------------------------------------------------------------------------------
Security: 683715106
Meeting Type: Annual
Meeting Date: 05-Sep-2018
Ticker: OTEX
ISIN: CA6837151068
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
P. Thomas Jenkins Mgmt For For
Mark J. Barrenechea Mgmt For For
Randy Fowlie Mgmt For For
David Fraser Mgmt For For
Gail E. Hamilton Mgmt For For
Stephen J. Sadler Mgmt For For
Harmit Singh Mgmt For For
Michael Slaunwhite Mgmt For For
Katharine B. Stevenson Mgmt For For
C. Jurgen Tinggren Mgmt For For
Deborah Weinstein Mgmt For For
2 Re-appoint KPMG LLP, Chartered Accountants, Mgmt For For
as independent auditors for the Company.
3 The approval of the non-binding Say-on-Pay Mgmt For For
Resolution, the full text of which is
attached as Schedule "A" to the Circular,
with or without variation, on the Company's
approach to executive compensation, as more
particularly described in the Circular.
--------------------------------------------------------------------------------------------------------------------------
ORIX CORPORATION Agenda Number: 935047337
--------------------------------------------------------------------------------------------------------------------------
Security: 686330101
Meeting Type: Annual
Meeting Date: 21-Jun-2019
Ticker: IX
ISIN: US6863301015
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Makoto Inoue as Director Mgmt For
1b. Election of Yuichi Nishigori as Director Mgmt For
1c. Election of Stan Koyanagi as Director Mgmt For
1d. Election of Shuji Irie as Director Mgmt For
1e. Election of Shoji Taniguchi as Director Mgmt For
1f. Election of Satoru Matsuzaki as Director Mgmt For
1g. Election of Eiko Tsujiyama as Outside Mgmt For
Director
1h. Election of Nobuaki Usui as Outside Mgmt For
Director
1i. Election of Ryuji Yasuda as Outside Mgmt For
Director
1j. Election of Heizo Takenaka as Outside Mgmt For
Director
1k. Election of Michael Cusumano as Outside Mgmt For
Director
1l. Election of Sakie Akiyama as Outside Mgmt For
Director
--------------------------------------------------------------------------------------------------------------------------
PAN AMERICAN SILVER CORP. Agenda Number: 934912040
--------------------------------------------------------------------------------------------------------------------------
Security: 697900108
Meeting Type: Special
Meeting Date: 08-Jan-2019
Ticker: PAAS
ISIN: CA6979001089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To consider and, if thought appropriate, to Mgmt For For
pass a special resolution approving the
increase of the maximum number of common
shares (the "Pan American Shares") of Pan
American Silver Corp. ("Pan American") that
Pan American is authorized to issue from
200,000,000 Pan American Shares to
400,000,000 Pan American Shares. The full
text of the special resolution approving
this increase in authorized capital (the
"Authorized Capital Resolution") is
attached as Part I of Schedule B to the
accompanying management information
circular (the "Circular").
2 To consider and, if thought appropriate, to Mgmt For For
pass an ordinary resolution approving the
issuance of up to 72,533,152 Pan American
Shares as consideration in respect of an
arrangement involving Pan American and
Tahoe Resources Inc. ("Tahoe") under the
Business Corporations Act (British
Columbia), pursuant to which Pan American
will acquire all of the issued and
outstanding common shares of Tahoe, as more
fully described in the accompanying
Circular. The full text of the ordinary
resolution approving this share issuance
(the "Share Issuance Resolution") is
attached as Part II of Schedule B to the
accompanying Circular.
--------------------------------------------------------------------------------------------------------------------------
PAN AMERICAN SILVER CORP. Agenda Number: 934966853
--------------------------------------------------------------------------------------------------------------------------
Security: 697900108
Meeting Type: Annual and Special
Meeting Date: 08-May-2019
Ticker: PAAS
ISIN: CA6979001089
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Ross J. Beaty Mgmt For For
Michael Steinmann Mgmt For For
Michael L. Carroll Mgmt For For
Neil de Gelder Mgmt For For
Walter T. Segsworth Mgmt For For
Gillian D. Winckler Mgmt For For
Charles A. Jeannes Mgmt For For
C. Kevin McArthur Mgmt For For
2 Appointment of Deloitte LLP as Auditors of Mgmt For For
the Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
3 To consider and, if thought appropriate, to Mgmt For For
pass an ordinary resolution approving the
Corporation's approach to executive
compensation, the complete text of which is
set out in the information circular for the
Meeting.
--------------------------------------------------------------------------------------------------------------------------
PARKLAND FUEL CORPORATION Agenda Number: 934965104
--------------------------------------------------------------------------------------------------------------------------
Security: 70137T105
Meeting Type: Annual
Meeting Date: 02-May-2019
Ticker: PKIUF
ISIN: CA70137T1057
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
John F. Bechtold Mgmt For For
Lisa Colnett Mgmt For For
Robert Espey Mgmt For For
Tim W. Hogarth Mgmt For For
Jim Pantelidis Mgmt For For
Domenic Pilla Mgmt For For
Steven Richardson Mgmt For For
David A. Spencer Mgmt For For
Deborah Stein Mgmt For For
2 The appointment of PricewaterhouseCoopers Mgmt For For
LLP as the auditor of Parkland for the
ensuring year and the authorization of the
directors to set the auditor's
remuneration.
3 To approve the approach to executive Mgmt For For
compensation as further described in the
Circular.
--------------------------------------------------------------------------------------------------------------------------
PARTNER COMMUNICATIONS COMPANY LTD. Agenda Number: 934881649
--------------------------------------------------------------------------------------------------------------------------
Security: 70211M109
Meeting Type: Annual
Meeting Date: 28-Oct-2018
Ticker: PTNR
ISIN: US70211M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the re-appointment of Kesselman Mgmt For For
& Kesselman, independent certified public
accountants in Israel and a member of
PricewaterhouseCoopers International
Limited group, as the Company's auditor for
the period ending at the close of the next
annual general meeting.
4A Approval of the re-election of Mr. Adam Mgmt For For
Chesnoff, Mr. Elon Shalev, Mr. Tomer
Bar-Zeev, Mr. Sumeet Jaisinghani, Mr. Barak
Pridor, Mr. Yoav Rubinstein, Mr. Arieh
Saban, Mr. Yehuda Saban, Mr. Arie (Arik)
Steinberg and Mr. Ori Yaron and to serve as
directors of the Company until the close of
the next annual general meeting, unless
their office becomes vacant earlier in
accordance with the provisions of the
Israeli Companies Law and the Company's
Articles of Association.
4B (A) Approval of the Compensation of Mr. Mgmt For
Adam Chesnoff, Mr. Elon Shalev, Mr. Barak
Pridor, Mr. Yoav Rubinstein, Mr. Arieh
Saban, Mr. Yehuda Saban and Mr. Ori Yaron
and approval and ratification of the
Compensation of Mr. Tomer Bar-Zeev and Mr.
Sumeet Jaisinghani; (B) approval and
ratification of the reimbursement of
Reasonable Expenses of each of the
directors listed above in clause (A); (C)
approval that the directors listed above in
clause (A) will continue to benefit from
the ...(Due to space limits, see proxy
material for full proposal).
4B1 Personal Interest, Controlling Party, Mgmt Against
Senior Office Holder or Institutional
Investor declaration. MARK "FOR" = YES OR
"AGAINST" = NO.
4C (A) approval of the Compensation of Ms. Mgmt For For
Osnat Ronen and Mr. Arie Steinberg; (B)
approval and ratification of the
reimbursement of Reasonable Expenses of Ms.
Osnat Ronen and Mr. Arie Steinberg; (C)
approval that Ms. Osnat Ronen and Mr. Arie
Steinberg will continue to benefit from the
Company's existing D&O insurance policy;
and (D) approval that Ms. Osnat Ronen and
Mr. Arie Steinberg who have indemnification
and release letters will continue to
benefit from them which will continue in
full force and effect.
5A Approval and Ratification of the grant of Mgmt For
an indemnification and release letter to
Mr. Tomer Bar Zeev.
5A1 Personal Interest, Controlling Party, Mgmt Against
Senior Office Holder or Institutional
Investor declaration. MARK "FOR" = YES OR
"AGAINST" = NO.
5B Approval and Ratification of the grant of Mgmt For
an indemnification and release letter to
Mr. Sumeet Jaisinghani.
5B1 Personal Interest, Controlling Party, Mgmt Against
Senior Office Holder or Institutional
Investor declaration. MARK "FOR" = YES OR
"AGAINST" = NO.
6 Approval of re-appointment of Mr. Barry Ben Mgmt For
Zeev (Woolfson) as an external director
(Dahatz) for one additional and final term,
approval of his remuneration, and approval
that no change is made to his right to
benefit from the Company's D&O insurance
policy and indemnification and release.
6A Personal Interest, Controlling Party, Mgmt Against
Senior Office Holder or Institutional
Investor declaration. MARK "FOR" = YES OR
"AGAINST" = NO.
7 Approval of a New Equity Incentive Grant to Mgmt For
the CEO.
7A Personal Interest, Controlling Party, Mgmt Against
Senior Office Holder or Institutional
Investor declaration. MARK "FOR" = YES OR
"AGAINST" = NO.
8 I declare that my holdings and my vote DO Mgmt For
NOT require the consent of the Israeli
Minister of Communications pursuant to (i)
Sections 21 (Transfer of Means of Control)
or 23 (Prohibition of Cross-Ownership) of
the Company's General License for the
Provision of Mobile Radio Telephone
Services using the Cellular Method in
Israel dated April 7, 1998, as amended (the
"License"); or (ii) any other license
granted to Partner, directly or indirectly.
MARK "FOR" = DO REQUIRE OR "AGAINST" = DO
NOT REQUIRE.
--------------------------------------------------------------------------------------------------------------------------
PEMBINA PIPELINE CORPORATION Agenda Number: 934965469
--------------------------------------------------------------------------------------------------------------------------
Security: 706327103
Meeting Type: Special
Meeting Date: 25-Jun-2019
Ticker: PBA
ISIN: CA7063271034
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Anne-Marie N. Ainsworth Mgmt For For
Michael H. Dilger Mgmt For For
Randall J. Findlay Mgmt For For
Maureen E. Howe Mgmt For For
Gordon J. Kerr Mgmt For For
David M.B. LeGresley Mgmt For For
Robert B. Michaleski Mgmt For For
Leslie A. O'Donoghue Mgmt For For
Bruce D. Rubin Mgmt For For
Jeffrey T. Smith Mgmt For For
Henry W. Sykes Mgmt For For
2 To appoint KPMG LLP, Chartered Professional Mgmt For For
Accountants, as the auditors of the
Corporation for the ensuing financial year
at a remuneration to be fixed by the Board
of Directors.
3 To vote on the continuation of the Mgmt For For
Corporation's shareholder rights plan, as
more particularly described in the
accompanying management information
circular.
4 To vote on the amendment to the Mgmt For For
Corporation's Articles of Incorporation to
increase the number of authorized Class A
preferred shares, as more particularly
described in the accompanying management
information circular.
5 To accept the approach to executive Mgmt For For
compensation as disclosed in the
accompanying management proxy circular.
--------------------------------------------------------------------------------------------------------------------------
POSCO Agenda Number: 934932155
--------------------------------------------------------------------------------------------------------------------------
Security: 693483109
Meeting Type: Annual
Meeting Date: 15-Mar-2019
Ticker: PKX
ISIN: US6934831099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Approval of the 51st FY Financial Mgmt For
Statements
2.1 Partial Amendments to Articles of Mgmt For
Incorporation: Partial Amendments pursuant
to the Enactment and Enforcement of the Act
titled "Electronic Registration of Stocks,
Bonds, etc."
2.2 Partial Amendments to Articles of Mgmt For
Incorporation: Appointment of External
Auditor
2.3 Partial Amendments to Articles of Mgmt For
Incorporation: Vote by Proxy
3.1 Election of Inside Director: Chang, In-Hwa Mgmt For
3.2 Election of Inside Director: Chon, Jung-Son Mgmt For
3.3 Election of Inside Director: Kim, Hag-Dong Mgmt For
3.4 Election of Inside Director: Jeong, Tak Mgmt For
4.1 Election of Outside Director: Kim, Shin-Bae Mgmt For
4.2 Election of Outside Director: Chung, Mgmt For
Moon-Ki
4.3 Election of Outside Director: Park, Mgmt For
Heui-Jae
5 Election of Audit Committee Member Chung, Mgmt For
Moon-Ki
6 Approval on Limit of Total Remuneration for Mgmt For
Directors
--------------------------------------------------------------------------------------------------------------------------
PRETIUM RESOURCES INC. Agenda Number: 934981134
--------------------------------------------------------------------------------------------------------------------------
Security: 74139C102
Meeting Type: Annual and Special
Meeting Date: 02-May-2019
Ticker: PVG
ISIN: CA74139C1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To set the Number of Directors at seven Mgmt For For
(7).
2 DIRECTOR
ROBERT A. QUARTERMAIN Mgmt For For
JOSEPH J. OVSENEK Mgmt For For
GEORGE PASPALAS Mgmt For For
PETER BIRKEY Mgmt For For
DAVID SMITH Mgmt For For
FAHEEM TEJANI Mgmt For For
ROBIN BIENENSTOCK Mgmt For For
3 To appoint PRICEWATERHOUSECOOPERS LLP as Mgmt For For
Auditors of the Company for the ensuing
year and to authorize the Directors to fix
their remuneration.
4 To authorize and approve the Company's Mgmt For For
Incentive Stock Option Plan, including the
amendments thereto, and the unallocated
options issuable thereunder.
5 To authorize and approve the Company's Mgmt For For
Restricted Share Unit Plan, including the
amendments thereto, and the unallocated
units issuable thereunder.
6 To authorize and approve the amendments to Mgmt For For
the Articles and, as applicable, Notice of
Articles of the Company to increase the
quorum requirement for meetings of
shareholders and to delete preferred shares
from the Company's share capital.
7 To authorize and approve a non-binding Mgmt For For
advisory resolution accepting the Company's
approach to executive compensation.
--------------------------------------------------------------------------------------------------------------------------
PROQR THERAPEUTICS NV Agenda Number: 935012930
--------------------------------------------------------------------------------------------------------------------------
Security: N71542109
Meeting Type: Annual
Meeting Date: 21-May-2019
Ticker: PRQR
ISIN: NL0010872495
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
4 Adoption of the annual accounts, including Mgmt For For
the appropriation of net result,for the
financial year 2018
5 Release from liability of the members of Mgmt For For
the Management Board with respect to the
performance of their management during the
financial year 2018
6 Release from liability of the members of Mgmt For For
the Supervisory Board with respect to the
performance of their supervision during the
financial year 2018
7i Appointment of new Supervisory Board member Mgmt For For
Theresa Heggie
7ii Appointment of new Supervisory Board member Mgmt For For
Bart Filius
8 Amendment compensation policy Management Mgmt Against Against
Board
9 Amendment compensation principles Mgmt Against Against
Supervisory Board
10 Appointment Deloitte Accountants B.V. as Mgmt For For
the Company's external auditor for the
financial year 2020
11 Authorization of the Management Board to Mgmt Against Against
acquire ordinary shares in the capital of
the Company
--------------------------------------------------------------------------------------------------------------------------
QIAGEN N.V. Agenda Number: 935037792
--------------------------------------------------------------------------------------------------------------------------
Security: N72482123
Meeting Type: Annual
Meeting Date: 17-Jun-2019
Ticker: QGEN
ISIN: NL0012169213
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Proposal to adopt the Annual Accounts for Mgmt For For
the year ended December 31, 2018 ("Calendar
Year 2018").
2. Proposal to discharge from liability the Mgmt For For
Managing Directors for the performance of
their duties during Calendar Year 2018.
3. Proposal to discharge from liability the Mgmt For For
Supervisory Directors for the performance
of their duties during Calendar Year 2018.
4a. Reappointment of the Supervisory Director: Mgmt For For
Mr. Stephane Bancel
4b. Reappointment of the Supervisory Director: Mgmt For For
Dr. Hakan Bjorklund
4c. Reappointment of the Supervisory Director: Mgmt For For
Dr. Metin Colpan
4d. Reappointment of the Supervisory Director: Mgmt For For
Prof. Dr. Ross L. Levine
4e. Reappointment of the Supervisory Director: Mgmt For For
Prof. Dr. Elaine Mardis
4f. Reappointment of the Supervisory Director: Mgmt For For
Mr. Lawrence A. Rosen
4g. Reappointment of the Supervisory Director: Mgmt For For
Ms. Elizabeth E. Tallett
5a. Reappointment of the Managing Director: Mr. Mgmt For For
Peer Schatz
5b. Reappointment of the Managing Director: Mr. Mgmt For For
Roland Sackers
6. Proposal to reappoint KPMG Accountants N.V. Mgmt For For
as auditors of the Company for the calendar
year ending December 31, 2019.
7a. Proposal to authorize the Supervisory Mgmt For For
Board, until December 17, 2020 to: Issue a
number of Common 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.
7b. Proposal to authorize the Supervisory Mgmt For For
Board, until December 17, 2020 to: Restrict
or exclude the pre-emptive rights with
respect to issuing Common Shares or
granting subscription rights of up to 10%
of the aggregate par value of all shares
issued and outstanding.
7c. Proposal to authorize the Supervisory Mgmt Against Against
Board, until December 17, 2020 to: Solely
for the purpose of strategic transactions
such as mergers, acquisitions or strategic
alliances, to restrict or exclude the
pre-emptive rights with respect to issuing
additional Common Shares or granting
subscription rights of up to 10% of the
aggregate par value of all shares issued
and outstanding.
8. Proposal to authorize the Managing Board, Mgmt For For
until December 17, 2020, to acquire shares
in the Company's own share capital.
9. Resolution to amend the Company's Articles Mgmt For For
of Association.
--------------------------------------------------------------------------------------------------------------------------
RESTAURANT BRANDS INTERNATIONAL INC. Agenda Number: 935015948
--------------------------------------------------------------------------------------------------------------------------
Security: 76131D103
Meeting Type: Annual
Meeting Date: 11-Jun-2019
Ticker: QSR
ISIN: CA76131D1033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Alexandre Behring Mgmt For For
Marc Caira Mgmt For For
Joao M. Castro-Neves Mgmt For For
Martin E. Franklin Mgmt Withheld Against
Paul J. Fribourg Mgmt Withheld Against
Neil Golden Mgmt For For
Ali Hedayat Mgmt Withheld Against
Golnar Khosrowshahi Mgmt For For
Daniel S. Schwartz Mgmt For For
Carlos Alberto Sicupira Mgmt For For
Roberto Moses T. Motta Mgmt For For
Alexandre Van Damme Mgmt For For
2. Approve an, on a non-binding advisory Mgmt For For
basis, of the compensation paid to named
executive officers.
3. Appoint KPMG LLP as our auditors to serve Mgmt Abstain Against
until the close of the 2020 Annual Meeting
of Shareholders and authorize our directors
to fix the auditors' remuneration.
4. Consider a shareholder proposal to report Shr For Against
on Restaurant Brands International Inc.'s
minimum requirements and standards related
to workforce practices.
5. Consider a shareholder proposal to issue an Shr For Against
annual report to investors regarding supply
chain impacts on deforestation.
6. Consider a shareholder proposal to develop Shr For Against
a comprehensive policy on plastic pollution
and sustainable packaging and issue a
report to investors.
--------------------------------------------------------------------------------------------------------------------------
ROYAL BANK OF CANADA Agenda Number: 934935151
--------------------------------------------------------------------------------------------------------------------------
Security: 780087102
Meeting Type: Annual
Meeting Date: 04-Apr-2019
Ticker: RY
ISIN: CA7800871021
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
A.A. CHISHOLM Mgmt For For
J. COTE Mgmt For For
T.N. DARUVALA Mgmt For For
D.F. DENISON Mgmt For For
A.D. LABERGE Mgmt For For
M.H. MCCAIN Mgmt For For
D. MCKAY Mgmt For For
H. MUNROE-BLUM Mgmt For For
K. TAYLOR Mgmt For For
B.A. VAN KRALINGEN Mgmt For For
T. VANDAL Mgmt For For
J. YABUKI Mgmt For For
2 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP Mgmt For For
AS AUDITOR
3 ADVISORY VOTE ON THE BANK'S APPROACH TO Mgmt For For
EXECUTIVE COMPENSATION
4 SHAREHOLDER PROPOSAL NO. 1 Shr Against For
5 SHAREHOLDER PROPOSAL NO. 2 Shr Against For
--------------------------------------------------------------------------------------------------------------------------
ROYAL DUTCH SHELL PLC Agenda Number: 935000416
--------------------------------------------------------------------------------------------------------------------------
Security: 780259206
Meeting Type: Annual
Meeting Date: 21-May-2019
Ticker: RDSA
ISIN: US7802592060
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Receipt of Annual Report & Accounts Mgmt For For
2. Approval of Directors' Remuneration Report Mgmt For For
3. Appointment of Neil Carson as a Director of Mgmt For For
the Company
4. Reappointment of Director: Ben van Beurden Mgmt For For
5. Reappointment of Director: Ann Godbehere Mgmt For For
6. Reappointment of Director: Euleen Goh Mgmt For For
7. Reappointment of Director: Charles O. Mgmt For For
Holliday
8. Reappointment of Director: Catherine Hughes Mgmt For For
9. Reappointment of Director: Gerard Mgmt For For
Kleisterlee
10. Reappointment of Director: Roberto Setubal Mgmt For For
11. Reappointment of Director: Sir Nigel Mgmt For For
Sheinwald
12. Reappointment of Director: Linda G. Stuntz Mgmt For For
13. Reappointment of Director: Jessica Uhl Mgmt For For
14. Reappointment of Director: Gerrit Zalm Mgmt For For
15. Reappointment of Auditors Mgmt For For
16. Remuneration of Auditors Mgmt For For
17. Authority to allot shares Mgmt For For
18. Disapplication of pre-emption rights Mgmt For For
(Special Resolution)
19. Adoption of new Articles of Association Mgmt For For
(Special Resolution)
20. Authority to purchase own shares (Special Mgmt For For
Resolution)
21. Authority to make certain donations and Mgmt For For
incur expenditure
22. Shareholder resolution (Special Resolution) Shr Against For
--------------------------------------------------------------------------------------------------------------------------
RYANAIR HOLDINGS, PLC Agenda Number: 934869908
--------------------------------------------------------------------------------------------------------------------------
Security: 783513203
Meeting Type: Annual
Meeting Date: 20-Sep-2018
Ticker: RYAAY
ISIN: US7835132033
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Consideration of Financial Statements and Mgmt For For
Reports
2. Consideration of the Remuneration Report Mgmt For For
3a. Election of Director: David Bonderman Mgmt Against Against
3b. Election of Director: Michael Cawley Mgmt Against Against
3c. Election of Director: Stan McCarthy Mgmt For For
3d. Election of Director: Kyran McLaughlin Mgmt Against Against
3e. Election of Director: Howard Millar Mgmt Against Against
3f. Election of Director: Dick Milliken Mgmt For For
3g. Election of Director: Michael O'Brien Mgmt For For
3h. Election of Director: Michael O'Leary Mgmt For For
3i. Election of Director: Julie O'Neill Mgmt For For
3j. Election of Director: Louise Phelan Mgmt For For
3k. Election of Director: Emer Daly Mgmt For For
3l. Election of Director: Roisin Brennan Mgmt For For
4. Directors' Authority to fix the Auditors' Mgmt For For
Remuneration
5. Directors' Authority to allot Ordinary Mgmt For For
Shares
6. Disapplication of Statutory Pre-emption Mgmt For For
Rights
7. Authority to Repurchase Ordinary Shares Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SAP SE Agenda Number: 934994268
--------------------------------------------------------------------------------------------------------------------------
Security: 803054204
Meeting Type: Annual
Meeting Date: 15-May-2019
Ticker: SAP
ISIN: US8030542042
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Resolution on the appropriation of the Mgmt For
retained earnings of fiscal year 2018.
3. Resolution on the formal approval of the Mgmt For
acts of the Executive Board in fiscal year
2018.
4. Resolution on the formal approval of the Mgmt For
acts of the Supervisory Board in fiscal
year 2018.
5. Appointment of the auditors of the annual Mgmt For
financial statements and group annual
financial statements for fiscal year 2019.
6a. Election of Supervisory Board members: Prof Mgmt For
Dr h. c. mult.Hasso Plattner
6b. Election of Supervisory Board members: Dr Mgmt For
h. c. mult. Pekka Ala-Pietila
6c. Election of Supervisory Board members: Mgmt For
Aicha Evans
6d. Election of Supervisory Board members: Mgmt For
Diane Greene
6e. Election of Supervisory Board members: Prof Mgmt For
Dr Gesche Joost
6f. Election of Supervisory Board members: Mgmt For
Bernard Liautaud
6g. Election of Supervisory Board members: Mgmt For
Gerhard Oswald
6h. Election of Supervisory Board members: Dr Mgmt For
Friederike Rotsch
6i. Election of Supervisory Board members: Dr Mgmt For
Gunnar Wiedenfels
--------------------------------------------------------------------------------------------------------------------------
SEABRIDGE GOLD INC. Agenda Number: 935036132
--------------------------------------------------------------------------------------------------------------------------
Security: 811916105
Meeting Type: Annual
Meeting Date: 26-Jun-2019
Ticker: SA
ISIN: CA8119161054
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 To fix the number of Directors of the Mgmt For For
Corporation at nine (9).
2 DIRECTOR
A. Frederick Banfield Mgmt For For
Rudi P. Fronk Mgmt For For
Eliseo Gonzalez-Urien Mgmt For For
Richard C. Kraus Mgmt For For
Jay S. Layman Mgmt For For
Melanie Miller Mgmt For For
Clem Pelletier Mgmt For For
John W. Sabine Mgmt For For
Gary A. Sugar Mgmt For For
3 To appoint KPMG LLP, Chartered Accountants, Mgmt For For
as Auditors of the Corporation for the
ensuing year.
4 To authorize the Directors to fix the Mgmt For For
remuneration to be paid to the auditors.
5 To approve an amendment to the Mgmt Against Against
Corporation's Restricted Share Unit Plan
("RSU Plan") to make directors eligible to
receive awards of RSUs.
6 To approve amendments to the Corporation's Mgmt Against Against
Stock Option Plan and RSU Plan (the
"Plans") to reserve a maximum number of
shares issuable under both Plans combined
which can be used for grants under either
one of the Plans and to increase the number
of shares reserved for issue under the
Plans (but not issued), collectively, by
800,000 shares.
7 To approve, by a majority of disinterested Mgmt Against Against
shareholders, the grants of 408,000 stock
options to directors of the Corporation.
8 To approve, by a majority of disinterested Mgmt Against Against
shareholders, the proposed grant of 50,000
options to the new director, subject to her
election as a director.
9 To transact such other business as may Mgmt Against Against
properly come before the Meeting.
--------------------------------------------------------------------------------------------------------------------------
SEAGATE TECHNOLOGY PLC Agenda Number: 934877917
--------------------------------------------------------------------------------------------------------------------------
Security: G7945M107
Meeting Type: Annual
Meeting Date: 30-Oct-2018
Ticker: STX
ISIN: IE00B58JVZ52
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: William D. Mosley Mgmt For For
1b. Election of Director: Stephen J. Luczo Mgmt For For
1c. Election of Director: Mark W. Adams Mgmt For For
1d. Election of Director: Judy Bruner Mgmt For For
1e. Election of Director: Michael R. Cannon Mgmt For For
1f. Election of Director: William T. Coleman Mgmt For For
1g. Election of Director: Jay L. Geldmacher Mgmt For For
1h. Election of Director: Dylan Haggart Mgmt For For
1i. Election of Director: Stephanie Tilenius Mgmt For For
1j. Election of Director: Edward J. Zander Mgmt For For
2. Approve, in an advisory, non-binding vote, Mgmt For For
the compensation of the Company's named
executive officers ("Say-on-Pay").
3. Ratify, in a non-binding vote, the Mgmt For For
appointment of Ernst & Young LLP as the
independent auditors of the Company and to
authorize, in a binding vote, the Audit
Committee of the Company's Board of
Directors to set the auditors'
remuneration.
4. Grant the Board the authority to allot and Mgmt For For
issue shares under Irish law.
5. Grant the Board the authority to opt-out of Mgmt For For
statutory pre-emption rights under Irish
law.
6. Determine the price range at which the Mgmt For For
Company can re-allot shares that it
acquires as treasury shares under Irish
law.
--------------------------------------------------------------------------------------------------------------------------
SEAGATE TECHNOLOGY PLC Agenda Number: 934942740
--------------------------------------------------------------------------------------------------------------------------
Security: G7945M107
Meeting Type: Special
Meeting Date: 25-Apr-2019
Ticker: STX
ISIN: IE00B58JVZ52
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approve the reduction of Company capital Mgmt For For
and creation of distributable reserves
(special resolution).
--------------------------------------------------------------------------------------------------------------------------
SEQUANS COMMUNICATIONS Agenda Number: 935039722
--------------------------------------------------------------------------------------------------------------------------
Security: 817323108
Meeting Type: Annual
Meeting Date: 28-Jun-2019
Ticker: SQNS
ISIN: US8173231080
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 Approval of the statutory financial Mgmt For For
statements for the year ended December 31,
2018
O2 Approval of the consolidated accounts for Mgmt For For
the year ended December 31, 2018
O3 Appropriation of net loss for the year Mgmt For For
ended December 31, 2018
O4 Agreements within the scope of Article L. Mgmt For For
225-38 of the French Commercial Code
O5 Approval of the compensation plan for Mgmt For For
non-executive directors
O6 Renewal of Mr. Alok Sharma as director Mgmt Against Against
O7 Renewal of Mr. Dominique Pitteloud as Mgmt Against Against
director
O8 Renewal of Mr. Richard Nottenburg as Mgmt Against Against
director
E9 Decision within the scope of Article L. Mgmt For For
225-248 of the French Commercial Code
E10 Subject to the condition precedents that Mgmt Against Against
the renewal of Messrs. ...(due to space
limits, see proxy material for full
proposal).
E11 Authorization granted to the Board of Mgmt Against Against
Directors to grant stock subscription
options to employees and management of the
Company and of its subsidiaries, and
renunciation of shareholders' preemptive
subscription rights in favor of the
beneficiaries of such options; conditions
attached to such authorization; powers to
be granted to the Board of Directors
E12 Authorization granted to the Board of Mgmt For For
Directors to issue stock subscription
warrants ("warrants"), and revocation of
shareholders' preemptive subscription
rights in favor of the holders of such
warrants; conditions attached to such
authorization; powers to be granted to the
Board of Directors
E13 Authorization granted to the Board of Mgmt Against Against
Directors to issue restricted free shares
to employees and management of the Company
and of its subsidiaries, and revocation of
shareholders' preemptive subscription
rights in favor of the holders of such
restricted free shares; conditions attached
to such authorization; powers to be granted
to the Board of Directors
E14 Setting an overall ceiling of 5,000,000 for Mgmt For For
issues of stock subscription options, stock
warrants and restricted free shares.
E15 Authority delegated to the Board of Mgmt Against Against
Directors to carry out a ...(due to space
limits, see proxy material for full
proposal).
E16 Authority delegated to the Board of Mgmt Against Against
Directors to carry out a ...(due to space
limits, see proxy material for full
proposal).
E17 Authority to be delegated to the Board of Mgmt For For
Directors to proceed to a reverse stock
split, with terms and timing to be decided
by the Board of Directors
E18 Authority to be delegated to the Board of Mgmt For For
Directors to proceed to an incorporation of
losses into capital, in the event that
increases in equity make such an
incorporation possible
E19 Authority to be delegated to the Board of Mgmt For Against
Directors to decide to increase stated
capital by issuing shares reserved for
employees and revocation of preemptive
subscription rights in favor of such
employees
E20 Powers and formalities Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SHOPIFY INC. Agenda Number: 935012372
--------------------------------------------------------------------------------------------------------------------------
Security: 82509L107
Meeting Type: Annual
Meeting Date: 29-May-2019
Ticker: SHOP
ISIN: CA82509L1076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Tobias Lutke Mgmt For For
Robert Ashe Mgmt For For
Gail Goodman Mgmt For For
Colleen Johnston Mgmt For For
Jeremy Levine Mgmt For For
John Phillips Mgmt For For
2 Resolution approving the re-appointment of Mgmt For For
PricewaterhouseCoopers LLP as auditors of
the Company and authorizing the Board of
Directors to fix their remuneration.
3 Non-binding advisory resolution that the Mgmt For For
shareholders accept the Company's approach
to executive compensation as disclosed in
the Management Information Circular for the
Meeting.
--------------------------------------------------------------------------------------------------------------------------
SIEMENS AG Agenda Number: 934920441
--------------------------------------------------------------------------------------------------------------------------
Security: 826197501
Meeting Type: Annual
Meeting Date: 30-Jan-2019
Ticker: SIEGY
ISIN: US8261975010
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Appropriation of net income Mgmt For For
3a. Ratification of the acts of the Managing Mgmt For For
Board: J. Kaeser
3b. Ratification of the acts of the Managing Mgmt For For
Board: R. Busch
3c. Ratification of the acts of the Managing Mgmt For For
Board: L. Davis
3d. Ratification of the acts of the Managing Mgmt For For
Board: K. Helmrich
3e. Ratification of the acts of the Managing Mgmt For For
Board: J. Kugel
3f. Ratification of the acts of the Managing Mgmt For For
Board: C. Neike
3g. Ratification of the acts of the Managing Mgmt For For
Board: M. Sen
3h. Ratification of the acts of the Managing Mgmt For For
Board: R. P. Thomas
4a. Ratification of the acts of the Supervisory Mgmt For For
Board: J. H. Snabe
4b. Ratification of the acts of the Supervisory Mgmt For For
Board: B. Steinborn
4c. Ratification of the acts of the Supervisory Mgmt For For
Board: W. Wenning
4d. Ratification of the acts of the Supervisory Mgmt For For
Board: O. Bolduan (until January 31, 2018)
4e. Ratification of the acts of the Supervisory Mgmt For For
Board: W. Brandt (since January 31, 2018)
4f. Ratification of the acts of the Supervisory Mgmt For For
Board: G. Cromme (until January 31, 2018)
4g. Ratification of the acts of the Supervisory Mgmt For For
Board: M. Diekmann
4h. Ratification of the acts of the Supervisory Mgmt For For
Board: A. Fehrmann (since January 31, 2018)
4i. Ratification of the acts of the Supervisory Mgmt For For
Board: H. M. Gaul (until January 31, 2018)
4j. Ratification of the acts of the Supervisory Mgmt For For
Board: R. Hahn
4k. Ratification of the acts of the Supervisory Mgmt For For
Board: B. Haller
4l. Ratification of the acts of the Supervisory Mgmt For For
Board: R. Kensbock
4m. Ratification of the acts of the Supervisory Mgmt For For
Board: H. Kern
4n. Ratification of the acts of the Supervisory Mgmt For For
Board: J. Kerner
4o. Ratification of the acts of the Supervisory Mgmt For For
Board: N. Leibinger-Kammuller
4p. Ratification of the acts of the Supervisory Mgmt For For
Board: G. Mestrallet (until January 31,
2018)
4q. Ratification of the acts of the Supervisory Mgmt For For
Board: B. Potier (since January 31, 2018)
4r. Ratification of the acts of the Supervisory Mgmt For For
Board: N. Reithofer
4s. Ratification of the acts of the Supervisory Mgmt For For
Board: G. Sabanci (until January 31, 2018)
4t. Ratification of the acts of the Supervisory Mgmt For For
Board: D. N. T. Shafik (since January 31,
2018)
4u. Ratification of the acts of the Supervisory Mgmt For For
Board: N. von Siemens
4v. Ratification of the acts of the Supervisory Mgmt For For
Board: M. Sigmund
4w. Ratification of the acts of the Supervisory Mgmt For For
Board: D. Simon
4x. Ratification of the acts of the Supervisory Mgmt For For
Board: S. Wankel (until January 31, 2018)
4y. Ratification of the acts of the Supervisory Mgmt For For
Board: M. Zachert (since January 31, 2018)
4z. Ratification of the acts of the Supervisory Mgmt For For
Board: G. Zukunft (since January 31, 2018)
5. Appointment of independent auditors Mgmt For For
6. Authorized Capital 2019 Mgmt For For
7. Convertible Bonds and/or Warrant Bonds and Mgmt For For
Conditional Capital 2019
8. Control and Profit-and-Loss Transfer Mgmt For For
Agreement with a Subsidiary
--------------------------------------------------------------------------------------------------------------------------
SIERRA WIRELESS, INC. Agenda Number: 935008967
--------------------------------------------------------------------------------------------------------------------------
Security: 826516106
Meeting Type: Annual
Meeting Date: 23-May-2019
Ticker: SWIR
ISIN: CA8265161064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Gregory D. Aasen Mgmt For For
Robin A. Abrams Mgmt For For
Paul G. Cataford Mgmt For For
Joy Chik Mgmt For For
Russell N. Jones Mgmt For For
Thomas Sieber Mgmt For For
Kent P. Thexton Mgmt For For
2 Appointment of Ernst and Young LLP, Mgmt For For
Chartered Professional Accountants as
Auditors of the Corporation for the ensuing
year and authorizing the Directors to fix
their remuneration.
3 To consider and, if deemed advisable, Mgmt For For
approve an advisory resolution to accept
the Corporation's approach to executive
compensation.
--------------------------------------------------------------------------------------------------------------------------
SK TELECOM CO., LTD. Agenda Number: 934935062
--------------------------------------------------------------------------------------------------------------------------
Security: 78440P108
Meeting Type: Annual
Meeting Date: 26-Mar-2019
Ticker: SKM
ISIN: US78440P1084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of Financial Statements for the Mgmt For
35th Fiscal Year (2018)
2. Amendments to the Articles of Mgmt For
Incorporation.
3. Ratification of Stock Option Grant (Non-BOD Mgmt For
members)
4. Stock Option Grant (BOD member) Mgmt For
5. Approval of the Appointment of an Mgmt For
Independent Non-Executive Director
Candidate: Kim, Seok-Dong
6. Approval of the Appointment of a Member of Mgmt For
the Audit Committee Candidate: Kim,
Seok-Dong
7. Approval of Ceiling Amount of the Mgmt For
Remuneration for Directors *Proposed
Ceiling Amount of the Remuneration for 8
Directors is KRW 12 billion.
--------------------------------------------------------------------------------------------------------------------------
SMITH & NEPHEW PLC Agenda Number: 934935290
--------------------------------------------------------------------------------------------------------------------------
Security: 83175M205
Meeting Type: Annual
Meeting Date: 11-Apr-2019
Ticker: SNN
ISIN: US83175M2052
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 To receive the audited accounts. Mgmt For For
O2 To approve the Directors' Remuneration Mgmt For For
Report (excluding policy)
O3 To declare a final dividend. Mgmt For For
O4 Election/Re-Election of Director: Graham Mgmt For For
Baker
O5 Election/Re-Election of Director: Vinita Mgmt For For
Bali
O6 Election/Re-Election of Director: The Rt. Mgmt For For
Hon Baroness Virginia Bottomley
O7 Election/Re-Election of Director: Roland Mgmt For For
Diggelmann
O8 Election/Re-Election of Director: Erik Mgmt For For
Engstrom
O9 Election/Re-Election of Director: Robin Mgmt For For
Freestone
O10 Election/Re-Election of Director: Namal Mgmt For For
Nawana
O11 Election/Re-Election of Director: Marc Owen Mgmt For For
O12 Election/Re-Election of Director: Angie Mgmt For For
Risley
O13 Election/Re-Election of Director: Roberto Mgmt For For
Quarta
O14 To re-appoint the Auditor. Mgmt For For
O15 To authorise the Directors to determine the Mgmt For For
remuneration of the Auditor.
O16 To renew the Directors' authority to allot Mgmt For For
shares.
S17 To renew the Directors' authority for the Mgmt For For
disapplication of the pre-emption rights.
S18 To renew the Directors' limited authority Mgmt For For
to make market purchases of the Company's
own shares.
S19 To authorise general meetings to be held on Mgmt For For
14 clear days' notice.
S20 To adopt new Articles of Association. Mgmt For For
--------------------------------------------------------------------------------------------------------------------------
SONY CORPORATION Agenda Number: 935025189
--------------------------------------------------------------------------------------------------------------------------
Security: 835699307
Meeting Type: Annual
Meeting Date: 18-Jun-2019
Ticker: SNE
ISIN: US8356993076
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Kenichiro Yoshida Mgmt For For
1b. Election of Director: Hiroki Totoki Mgmt For For
1c. Election of Director: Shuzo Sumi Mgmt For For
1d. Election of Director: Tim Schaaff Mgmt For For
1e. Election of Director: Kazuo Matsunaga Mgmt For For
1f. Election of Director: Koichi Miyata Mgmt For For
1g. Election of Director: John V. Roos Mgmt For For
1h. Election of Director: Eriko Sakurai Mgmt For For
1i. Election of Director: Kunihito Minakawa Mgmt For For
1j. Election of Director: Toshiko Oka Mgmt For For
1k. Election of Director: Sakie Akiyama Mgmt For For
1l. Election of Director: Wendy Becker Mgmt For For
1m. Election of Director: Yoshihiko Hatanaka Mgmt For For
2. To issue Stock Acquisition Rights for the Mgmt For For
purpose of granting stock options.
--------------------------------------------------------------------------------------------------------------------------
SPARK NEW ZEALAND LTD. Agenda Number: 934888059
--------------------------------------------------------------------------------------------------------------------------
Security: 84652A102
Meeting Type: Annual
Meeting Date: 02-Nov-2018
Ticker: SPKKY
ISIN: US84652A1025
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 Auditor's remuneration: That the directors Mgmt For For
of Spark are authorised to fix the
auditor's remuneration.
2 Re-election of Ms Alison Barrass: That Ms Mgmt For For
Alison Barrass is re-elected as a director
of Spark.
3 Re-election of Mr Ido Leffler: That Mr Ido Mgmt For For
Leffler is re-elected as a director of
Spark.
4 Election of Ms Pip Greenwood: That Ms Pip Mgmt For For
Greenwood is elected as a director of
Spark.
--------------------------------------------------------------------------------------------------------------------------
STRATASYS LTD Agenda Number: 934868019
--------------------------------------------------------------------------------------------------------------------------
Security: M85548101
Meeting Type: Annual
Meeting Date: 04-Oct-2018
Ticker: SSYS
ISIN: IL0011267213
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Re-election of director: Elchanan Jaglom Mgmt For For
1b. Re-election of director: S. Scott Crump Mgmt For For
1c. Re-election of director: Victor Leventhal Mgmt For For
1d. Re-election of director: John J. McEleney Mgmt For For
1e. Re-election of director: Dov Ofer Mgmt For For
1f. Re-election of director: Ziva Patir Mgmt For For
1g. Re-election of director: David Reis Mgmt For For
1h. Re-election of director: Yair Seroussi Mgmt For For
1i. Re-election of director: Adina Shorr Mgmt For For
2. Approval of simultaneous service on an Mgmt For For
interim basis by Chairman of the Board
Elchanan Jaglom as the Company's CEO.
2A. The undersigned confirms it does not have a Mgmt For
conflict of interest (referred to as a
personal interest under the Companies Law,
as described in the accompanying proxy
statement) in the approval of Proposal 2.
If you do not vote "For" or "Against" you
vote on proposal 2 will not be counted.
3. Approval of additional compensation for Mgmt Against Against
each of David Reis (Vice Chairman and
Executive Director) and Dov Ofer (director)
for service on oversight committee of the
Board
4. Approval of bonus for S. Scott Crump Mgmt Against Against
(Chairman of Executive Committee and CIO)
in respect of (i) 2017 year and (ii)
service on oversight committee of the Board
5. Approval of renewal of the Company's Mgmt Against Against
Compensation Policy for executive officers
and directors (including parameters for
director & officer liability insurance
coverage)
5A. The undersigned confirms it does not have a Mgmt For
conflict of interest (referred to as a
personal interest under the Companies Law)
in the approval of Proposal 5 If you do not
vote "For" or "Against" you vote on
proposal 5 will not be counted.
6. Approval of renewal of director & officer Mgmt For For
liability insurance policy (not to be voted
upon if Proposal 5 is approved)
7. Reappointment of Kesselman & Kesselman, a Mgmt For For
member of PricewaterhouseCoopers
International Limited, as the Company's
independent auditors for the year ending
December 31, 2018
--------------------------------------------------------------------------------------------------------------------------
STRONGBRIDGE BIOPHARMA PLC Agenda Number: 934997529
--------------------------------------------------------------------------------------------------------------------------
Security: G85347105
Meeting Type: Annual
Meeting Date: 15-May-2019
Ticker: SBBP
ISIN: IE00BYZ5XL97
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Re-Election of Class I Director: Marten Mgmt For For
Steen
1.2 Re-Election of Class I Director: Hilde Mgmt For For
Steineger
2. To ratify, in a non-binding vote, the Mgmt For For
selection of Ernst & Young as the Company's
independent registered public accounting
firm for the fiscal year ending December
31, 2019 and authorize, in a binding vote,
the Board of Directors, acting through its
Audit Committee, to determine the
remuneration of the auditors.
--------------------------------------------------------------------------------------------------------------------------
SUMMIT THERAPEUTICS PLC Agenda Number: 934915692
--------------------------------------------------------------------------------------------------------------------------
Security: 86627R102
Meeting Type: Annual
Meeting Date: 04-Jan-2019
Ticker: SMMT
ISIN: US86627R1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Ordinary resolution: To authorise the Mgmt For For
Directors to issue and allot ordinary
shares of pound 0.01 each in the capital of
the Company ("Shares")
2. Special resolution: To approve the Mgmt For For
allotment of the Shares without the making
of a pre-emptive offer to shareholders
3. Ordinary resolution: To approve the waiver Mgmt For For
of Rule 9 of the Takeover Code
--------------------------------------------------------------------------------------------------------------------------
SUN LIFE FINANCIAL INC. Agenda Number: 934962184
--------------------------------------------------------------------------------------------------------------------------
Security: 866796105
Meeting Type: Annual
Meeting Date: 09-May-2019
Ticker: SLF
ISIN: CA8667961053
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
WILLIAM D. ANDERSON Mgmt For For
DEAN A. CONNOR Mgmt For For
STEPHANIE L. COYLES Mgmt For For
MARTIN J. G. GLYNN Mgmt For For
ASHOK K. GUPTA Mgmt For For
M. MARIANNE HARRIS Mgmt For For
SARA GROOTWASSINK LEWIS Mgmt For For
JAMES M. PECK Mgmt For For
SCOTT F. POWERS Mgmt For For
HUGH D. SEGAL Mgmt For For
BARBARA G. STYMIEST Mgmt For For
2 APPOINTMENT OF DELOITTE LLP AS AUDITOR. Mgmt For For
3 NON-BINDING ADVISORY VOTE ON APPROACH TO Mgmt For For
EXECUTIVE COMPENSATION.
--------------------------------------------------------------------------------------------------------------------------
SUNOPTA INC. Agenda Number: 934992860
--------------------------------------------------------------------------------------------------------------------------
Security: 8676EP108
Meeting Type: Annual
Meeting Date: 30-May-2019
Ticker: STKL
ISIN: CA8676EP1086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Margaret Shan Atkins Mgmt For For
1b. Election of Director: Dr. Albert Bolles Mgmt For For
1c. Election of Director: Derek Briffett Mgmt For For
1d. Election of Director: Joseph D. Ennen Mgmt For For
1e. Election of Director: Michael Detlefsen Mgmt For For
1f. Election of Director: R. Dean Hollis Mgmt For For
1g. Election of Director: Katrina Houde Mgmt For For
1h. Election of Director: Brendan Springstubb Mgmt For For
2. Appointment of Ernst & Young LLP Mgmt For For
3. Advisory Vote to Approve Named Executive Mgmt For For
Officer Compensation
4. Vote to Approve Amended 2013 Stock Mgmt For For
Incentive Plan
5. Vote to Reconfirm Amended and Restated Mgmt For For
Shareholder Rights Plan
--------------------------------------------------------------------------------------------------------------------------
TALEND S.A. Agenda Number: 935049420
--------------------------------------------------------------------------------------------------------------------------
Security: 874224207
Meeting Type: Annual
Meeting Date: 25-Jun-2019
Ticker: TLND
ISIN: US8742242071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 To renew the term of office of Mr. Michael Mgmt For For
Tuchen
O2 To renew the term of office of Mr. John Mgmt For For
Brennan
O3 To renew the term of office of Mr. Thierry Mgmt Against Against
Sommelet
O4 To renew the term of office of Mr. Steve Mgmt For For
Singh
O5 To renew the term of office of Ms. Nora Mgmt For For
Denzel
O6 To approve, on an advisory basis, the Mgmt For For
compensation of our named executive
officers
O7 To recommend, on an advisory basis, to hold Mgmt For For
an advisory vote to approve the
compensation for the named executive
officers of the Company every year
O8 To recommend, on an advisory basis, to hold Mgmt Against For
an advisory vote to approve the
compensation for the named executive
officers of the Company every two years
O9 To recommend, on an advisory basis, to hold Mgmt Against For
an advisory vote to approve the
compensation for the named executive
officers of the Company every three years
O10 To approve the statutory financial Mgmt For For
statements for the year ended December 31,
2018; discharge of directors and statutory
auditors
O11 To allocate earnings for the year ended Mgmt For For
December 31, 2018
O12 To approve the consolidated financial Mgmt For For
statements for the year ended December 31,
2018
O13 To review the agreements described under Mgmt For For
articles L. 225-38 et seq. of the French
Commercial Code
E14 To amend the quorum requirements for Mgmt For For
meetings of the shareholders -
corresponding amendment to article 20 of
the By-laws
E15 To delegate authority to the Board of Mgmt For For
Directors to increase the ...(due to space
limits, see proxy material for full
proposal).
E16 To delegate authority to the Board of Mgmt Against Against
Directors to increase the ...(due to space
limits, see proxy material for full
proposal).
E17 To delegate authority to the Board of Mgmt Against Against
Directors to increase the ...(due to space
limits, see proxy material for full
proposal).
E18 To delegate authority to the Board of Mgmt Against Against
Directors to increase the number of
securities to be issued as a result of a
share capital increase pursuant to the
delegations in Proposal Nos. 15 to 17
above, with or without shareholders'
preferential subscription rights
E19 To approve the overall limits on the amount Mgmt For For
of ordinary shares to be issued pursuant to
the delegations in Proposal Nos. 15 to 18
above
E20 To delegate authority to the board of Mgmt Against Against
directors to carry out ...(due to space
limits, see proxy material for full
proposal).
E21 To delegate authority to the board of Mgmt Against Against
directors to issue ...(due to space limits,
see proxy material for full proposal).
E22 To limit the amount of issues under Mgmt For For
Proposal Nos. 20 and 21
E23 To delegate authority to the board of Mgmt For For
directors to increase the ...(due to space
limits, see proxy material for full
proposal).
E24 To delegate authority to the board of Mgmt For For
directors to increase the ...(due to space
limits, see proxy material for full
proposal).
E25 To delegate authority to the board of Mgmt For For
directors to increase the ...(due to space
limits, see proxy material for full
proposal).
E26 To limit the amount of the issuances Mgmt For For
implemented under Proposal Nos. 23, 24 and
25
--------------------------------------------------------------------------------------------------------------------------
TDK CORPORATION Agenda Number: 935048303
--------------------------------------------------------------------------------------------------------------------------
Security: 872351408
Meeting Type: Annual
Meeting Date: 27-Jun-2019
Ticker: TTDKY
ISIN: US8723514084
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Appropriation of Retained Earnings Mgmt For
2.1 Election of Director: Shigenao Ishiguro Mgmt For
(Representative Director)
2.2 Election of Director: Tetsuji Yamanishi Mgmt For
(Representative Director)
2.3 Election of Director: Makoto Sumita Mgmt For
2.4 Election of Director: Seiji Osaka Mgmt For
2.5 Election of Director: Kazumasa Yoshida Mgmt For
(Outside Director)
2.6 Election of Director: Kazuhiko Ishimura Mgmt For
(Outside Director)
2.7 Election of Director: Kazunori Yagi Mgmt For
(Outside Director)
3.1 Election of Audit & Supervisory Board Mgmt For
Member: Satoru Sueki (New)
3.2 Election of Audit & Supervisory Board Mgmt For
Member: Takakazu Momozuka (New)
3.3 Election of Outside Audit & Supervisory Mgmt For
Board Member: Jun Ishii (New)
3.4 Election of Outside Audit & Supervisory Mgmt For
Board Member: Douglas K. Freeman (New)
3.5 Election of Outside Audit & Supervisory Mgmt For
Board Member: Michiko Chib (New)
--------------------------------------------------------------------------------------------------------------------------
TELEFONAKTIEBOLAGET LM ERICSSON Agenda Number: 934936684
--------------------------------------------------------------------------------------------------------------------------
Security: 294821608
Meeting Type: Annual
Meeting Date: 27-Mar-2019
Ticker: ERIC
ISIN: US2948216088
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
ZZZ Ownership Status: Indicate whether you are Mgmt Against
(A) both the record holder and beneficial
owner (as defined on the reverse side
hereof) of the ADSs for which you have
provided voting instructions (if (A)
applies mark "FOR") or (B) the record
holder of such ADSs acting on behalf of the
beneficial owner (if (B) applies mark
"AGAINST"). Note: By marking "AGAINST" you
are making certain further certifications
set out on the reverse side hereof.
1 Election of the Chairman of the Annual Mgmt For
General Meeting
8.1 Resolution with respect to: adoption of the Mgmt For
income statement and the balance sheet, the
consolidated income statement and the
consolidated balance sheet.
8.2 Resolution with respect to: discharge of Mgmt For
liability for the members of the Board of
Directors and the President.
8.3 Resolution with respect to: the Mgmt For
appropriation of the results in accordance
with the approved balance sheet and
determination of the record date for
dividend
9 Determination of the number of Board Mgmt For
members and deputies of the Board of
Directors to be elected by the Annual
General Meeting
10 Determination of the fees payable to Mgmt For
members of the Board of Directors elected
by the Annual General Meeting and members
of the Committees of the Board of Directors
elected by the Annual General Meeting
11A Election of the member and deputies of the Mgmt For
Board of Director: Jon Fredrik Baksaas
11B Election of the member and deputies of the Mgmt Against
Board of Director: Jan Carlson
11C Election of the member and deputies of the Mgmt For
Board of Director: Nora Denzel
11D Election of the member and deputies of the Mgmt For
Board of Director: Borje Ekholm
11E Election of the member and deputies of the Mgmt For
Board of Director: Eric A. Elzvik
11F Election of the member and deputies of the Mgmt For
Board of Director: Kurt Jofs
11G Election of the member and deputies of the Mgmt For
Board of Director: Ronnie Leten
11H Election of the member and deputies of the Mgmt For
Board of Director: Kristin S. Rinne
11I Election of the member and deputies of the Mgmt For
Board of Director: Helena Stjernholm
11J Election of the member and deputies of the Mgmt For
Board of Director: Jacob Wallenberg
12 Election of the Chair of the Board of Mgmt For
Director: The Nomination Committee proposes
that Ronnie Leten be re-elected Chair of
the Board.
13 Determination of the number of auditors Mgmt For
14 Determination of the fees payable to the Mgmt For
auditors
15 Election of auditors Mgmt For
16 Resolution on the guidelines for Mgmt For
remuneration to Group Management
17A Long-Term Variable Compensation Program Mgmt Against
2019 ("LTV 2019"): Resolution on
implementation of Long-Term Variable
Compensation Program 2019 ("LTV 2019")
17B Long-Term Variable Compensation Program Mgmt Against
2019 ("LTV 2019"): Transfer of treasury
stock for the LTV 2019
17C Long-Term Variable Compensation Program Mgmt Against
2019 ("LTV 2019"): Equity Swap Agreement
with third party in relation to the LTV
2019
18A Resolution on transfer of treasury stock to Mgmt Against
employees in relation to the resolution on
the Long-Term Variable Compensation Program
2018 ("LTV 2018"): Transfer of treasury
stock for the LTV 2018
18B Resolution on transfer of treasury stock to Mgmt Against
employees in relation to the resolution on
the Long-Term Variable Compensation Program
2018 ("LTV 2018"): Equity Swap Agreement
with third party in relation to the LTV
2018
19 Resolution on transfer of treasury stock in Mgmt For
relation to the resolutions on the
Long-Term Variable Compensation Programs
2015, 2016 and 2017
20 Resolution on proposal from the shareholder Shr For
Einar Hellbom that the Annual General
Meeting resolve to delegate to the Board to
present a proposal on equal voting rights
for all shares at the Annual General
Meeting 2020
--------------------------------------------------------------------------------------------------------------------------
TELEFONICA, S.A. Agenda Number: 935031067
--------------------------------------------------------------------------------------------------------------------------
Security: 879382208
Meeting Type: Annual
Meeting Date: 06-Jun-2019
Ticker: TEF
ISIN: US8793822086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Approval of the Annual Accounts and of the Mgmt For
Management Report of both Telefonica, S.A.
and its Consolidated Group of Companies for
fiscal year 2018.
1.2 Approval of the Statement of Non-Financial Mgmt For
Information of the Consolidated Group of
Companies led by Telefonica, S.A. for
fiscal year 2018 included in the
Consolidated Management Report of
Telefonica, S.A. and of its Group of
Companies for such fiscal year.
1.3 Approval of the management of the Board of Mgmt For
Directors of Telefonica, S.A. during fiscal
year 2018.
2. Approval of the Proposed Allocation of the Mgmt For
Profits/Losses of Telefonica, S.A. for
fiscal year 2018.
3. Shareholder compensation. Distribution of Mgmt For
dividends with a charge to unrestricted
reserves.
4. Delegation of powers to formalize, Mgmt For
interpret, remedy and carry out the
resolutions adopted by the shareholders at
the General Shareholders' Meeting.
5. Consultative vote on the 2018 Annual Report Mgmt For
on Directors' Remuneration.
--------------------------------------------------------------------------------------------------------------------------
TELUS CORPORATION Agenda Number: 934972008
--------------------------------------------------------------------------------------------------------------------------
Security: 87971M103
Meeting Type: Annual
Meeting Date: 09-May-2019
Ticker: TU
ISIN: CA87971M1032
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
R. H. (DICK) AUCHINLECK Mgmt For For
RAYMOND T. CHAN Mgmt For For
STOCKWELL DAY Mgmt For For
LISA DE WILDE Mgmt For For
DARREN ENTWISTLE Mgmt For For
MARY JO HADDAD Mgmt For For
KATHY KINLOCH Mgmt For For
CHRISTINE MAGEE Mgmt For For
JOHN MANLEY Mgmt For For
CLAUDE MONGEAU Mgmt For For
DAVID MOWAT Mgmt For For
MARC PARENT Mgmt For For
DENISE PICKETT Mgmt For For
2 APPOINTMENT OF AUDITORS APPOINT DELOITTE Mgmt For For
LLP AS AUDITORS FOR THE ENSUING YEAR AND
AUTHORIZE DIRECTORS TO FIX THEIR
REMUNERATION.
3 ADVISORY VOTE ON SAY ON PAY APPROVE THE Mgmt For For
COMPANY'S APPROACH TO EXECUTIVE
COMPENSATION.
4 SHAREHOLDER RIGHTS PLAN APPROVE THE Mgmt For For
RATIFICATION AND CONFIRMATION OF THE
COMPANY'S SHAREHOLDER RIGHTS PLAN.
5 RESTRICTED SHARE UNIT PLAN APPROVE THE Mgmt For For
COMPANY'S RESTRICTED SHARE UNIT PLAN.
6 PERFORMANCE SHARE UNIT PLAN APPROVE THE Mgmt For For
COMPANY'S PERFORMANCE SHARE UNIT PLAN.
--------------------------------------------------------------------------------------------------------------------------
TENARIS, S.A. Agenda Number: 935011178
--------------------------------------------------------------------------------------------------------------------------
Security: 88031M109
Meeting Type: Annual
Meeting Date: 06-May-2019
Ticker: TS
ISIN: US88031M1099
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Consideration of the consolidated Mgmt For
management report and related management
certifications on the Company's
consolidated financial statements as of and
for the year ended 31 December 2018, and on
the annual accounts as at 31 December 2018,
and of the external auditors' reports on
such consolidated financial statements and
annual accounts.
2. Approval of the Company's consolidated Mgmt For
financial statements as of and for the year
ended 31 December 2018.
3. Approval of the Company's annual accounts Mgmt For
as at 31 December 2018.
4. Allocation of results and approval of Mgmt For
dividend payment for the year ended 31
December 2018.
5. Discharge of the members of the Board of Mgmt For
Directors for the exercise of their mandate
throughout the year ended 31 December 2018.
6. Election of the members of the Board of Mgmt Against
Directors.
7. Authorization of the compensation of the Mgmt For
members of the Board of Directors.
8. Appointment of the external auditors for Mgmt For
the fiscal year ending 31 December 2019,
and approval of their fees.
9. Authorization to the Board of Directors to Mgmt For
cause the distribution of all shareholder
communications, including its shareholder
meeting and proxy materials and annual
reports to shareholders, by such electronic
means as is permitted by any applicable
laws or regulations.
--------------------------------------------------------------------------------------------------------------------------
THE DESCARTES SYSTEMS GROUP INC. Agenda Number: 935022905
--------------------------------------------------------------------------------------------------------------------------
Security: 249906108
Meeting Type: Annual
Meeting Date: 30-May-2019
Ticker: DSGX
ISIN: CA2499061083
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
01 DIRECTOR
David I. Beatson Mgmt For For
Deborah Close Mgmt For For
Eric A. Demirian Mgmt For For
Dennis Maple Mgmt For For
Jane O'Hagan Mgmt For For
Edward J. Ryan Mgmt For For
John J. Walker Mgmt For For
02 Appointment of KPMG LLP, Chartered Mgmt For For
Professional Accountants, Licensed Public
Accountants, as auditors of the Corporation
to hold office until the next annual
meeting of shareholders or until a
successor is appointed.
03 Approval of the Say-On-Pay Resolution as Mgmt For For
set out on page 17 of the Corporation's
Management Information Circular dated April
30, 2019.
--------------------------------------------------------------------------------------------------------------------------
TOKIO MARINE HLDGS INC Agenda Number: 935041626
--------------------------------------------------------------------------------------------------------------------------
Security: 889094108
Meeting Type: Annual
Meeting Date: 24-Jun-2019
Ticker: TKOMY
ISIN: US8890941086
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Appropriation of Surplus Mgmt For For
2. DIRECTOR
Tsuyoshi Nagano Mgmt For For
Makoto Okada Mgmt For For
Takayuki Yuasa Mgmt For For
Hirokazu Fujita Mgmt For For
Satoru Komiya Mgmt For For
Akio Mimura Mgmt For For
Masako Egawa Mgmt For For
Takashi Mitachi Mgmt For For
Nobuhiro Endo Mgmt For For
Shinichi Hirose Mgmt For For
Akira Harashima Mgmt For For
Kenji Okada Mgmt For For
3.1 Election of Audit & Supervisory Board Mgmt For For
Member: Takashi Ito
3.2 Election of Audit & Supervisory Board Mgmt For For
Member: Akinari Horii
4. Change in Remuneration and Other Mgmt For For
Compensation Amounts to Directors
--------------------------------------------------------------------------------------------------------------------------
TOTAL S.A. Agenda Number: 935024113
--------------------------------------------------------------------------------------------------------------------------
Security: 89151E109
Meeting Type: Annual
Meeting Date: 29-May-2019
Ticker: TOT
ISIN: US89151E1091
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Approval of the statutory financial Mgmt For For
statements for the fiscal year ended
December 31, 2018
2. Approval of the consolidated financial Mgmt For For
statements for the fiscal year ended
December 31, 2018
3. Allocation of earnings and declaration of Mgmt For For
dividend for the fiscal year ended December
31, 2018
4. Authorization for the Board of Directors, Mgmt For For
granted for a period of 18 months, to trade
on the shares of the Company
5. Agreements covered by Articles L. 225-38 et Mgmt For For
seq. of the French Commercial Code
6. Renewal of the directorship of Ms. Maria Mgmt For For
van der Hoeven
7. Renewal of the directorship of Mr. Jean Mgmt For For
Lemierre
8. Appointment of Ms. Lise Croteau as a Mgmt For For
director
9. Appointment of a director representing Mgmt For For
employee shareholders in accordance with
Article 11 of the bylaws (candidate: Ms.
Valerie Della Puppa Tibi). In accordance
with Article 11 of the Company's bylaws,
since only one seat of director
representing employee shareholders is to be
filled, only the candidate who receives the
highest number of votes and at least a
majority of the votes will be appointed.
9A. Appointment of a director representing Mgmt Against For
employee shareholders in accordance with
Article 11 of the bylaws (candidate: Ms.
Renata Perycz). In accordance with Article
11 of the Company's bylaws, since only one
seat of director representing employee
shareholders is to be filled, only the
candidate who receives the highest number
of votes and at least a majority of the
votes will be appointed.
9B. Appointment of a director representing Mgmt Against For
employee shareholders in accordance with
Article 11 of the bylaws (candidate: Mr.
Oliver Wernecke). In accordance with
Article 11 of the Company's bylaws, since
only one seat of director representing
employee shareholders is to be filled, only
the candidate who receives the highest
number of votes and at least a majority of
the votes will be appointed.
10. Approval of the fixed and variable Mgmt For For
components of the total compensation and
the in-kind benefits paid or granted to the
Chairman and Chief Executive Officer for
the fiscal year ended December 31, 2018
11. Approval of the principles and criteria for Mgmt For For
the determination, breakdown and allocation
of the fixed, variable and extraordinary
components of the total compensation
(including in-kind benefits) attributable
to the Chairman and Chief Executive Officer
--------------------------------------------------------------------------------------------------------------------------
TOWER SEMICONDUCTOR LTD. Agenda Number: 935043341
--------------------------------------------------------------------------------------------------------------------------
Security: M87915274
Meeting Type: Annual
Meeting Date: 25-Jun-2019
Ticker: TSEM
ISIN: IL0010823792
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Mr. Amir Elstein Mgmt For For
1b. Election of Director: Mr. Russell Ellwanger Mgmt For For
1c. Election of Director: Mr. Kalman Kaufman Mgmt For For
1d. Election of Director: Mr. Alex Kornhauser Mgmt For For
1e. Election of Director: Mrs. Dana Gross Mgmt For For
1f. Election of Director: Mr. Ilan Flato Mgmt For For
1g. Election of Director: Mr. Rami Guzman Mgmt For For
1h. Election of Director: Mr. Yoav Chelouche Mgmt For For
1i. Election of Director: Ms. Iris Avner Mgmt For For
1j. Election of Director: Mr. Jerry Neal Mgmt For For
2. TO APPOINT Mr. Amir Elstein as the Chairman Mgmt For For
of the Board of Directors to serve until
the next annual meeting of the shareholders
and until his successor shall be duly
appointed, and to approve his terms of
compensation in compliance with the
Company's compensation policy, as set forth
in Proposal 2 of the Proxy Statement.
3. TO APPROVE an equity grant to our chief Mgmt For For
executive officer, Mr. Russell Ellwanger,
in compliance with the Company's
Compensation Policy, as described in
Proposal 3 of the Proxy Statement.
3a. Do you have a "Personal Interest" with Mgmt Against
respect to the subject matter of Proposal
3? Please confirm you are a controlling
shareholder/have a personal interest. If
you do not vote FOR=YES or AGAINST=NO your
vote will not count for the Proposal 3.
Mark "For" = Yes or "Against" = No.
4. TO APPROVE subject to their appointment as Mgmt For For
directors under Proposal 1, an equity grant
to each of the members of our Board of
Directors (other than to Amir Elstein and
Russell Ellwanger), in compliance with the
Company's Compensation Policy, as described
in Proposal 4 of the Proxy Statement
5. TO APPROVE the renewal of the directors' Mgmt For For
and officers' liability insurance policy as
described in Proposal 5 of the Proxy
Statement.
5a. Do you have a "Personal Interest" with Mgmt Against
respect to the subject matter of Proposal
5? Please confirm you are a controlling
shareholder/have a personal interest. If
you do not vote FOR=YES or AGAINST=NO your
vote will not count for the Proposal 5.
Mark "For" = Yes or "Against" = No.
6. TO APPROVE the appointment of Brightman Mgmt For For
Almagor & Co. as the independent public
accountant of the Company for the year
ending December 31, 2019 and for the period
commencing January 1, 2020 and until the
next annual shareholders' meeting, and the
authorization of the Audit Committee of the
Board of Directors to determine the
remuneration of such auditors.
--------------------------------------------------------------------------------------------------------------------------
TOYOTA MOTOR CORPORATION Agenda Number: 935037158
--------------------------------------------------------------------------------------------------------------------------
Security: 892331307
Meeting Type: Annual
Meeting Date: 13-Jun-2019
Ticker: TM
ISIN: US8923313071
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Takeshi Uchiyamada Mgmt For
1b. Election of Director: Shigeru Hayakawa Mgmt For
1c. Election of Director: Akio Toyoda Mgmt For
1d. Election of Director: Koji Kobayashi Mgmt For
1e. Election of Director: Didier Leroy Mgmt For
1f. Election of Director: Shigeki Terashi Mgmt For
1g. Election of Director: Ikuro Sugawara Mgmt For
1h. Election of Director: Sir Philip Craven Mgmt For
1i. Election of Director: Teiko Kudo Mgmt For
2a. Election of Audit & Supervisory Board Mgmt For
Member: Haruhiko Kato
2b. Election of Audit & Supervisory Board Mgmt For
Member: Katsuyuki Ogura
2c. Election of Audit & Supervisory Board Mgmt For
Member: Yoko Wake
2d. Election of Audit & Supervisory Board Mgmt For
Member: Hiroshi Ozu
3a. Election of Substitute Audit & Supervisory Mgmt For
Board Member: Ryuji Sakai
4. Determination of Compensation for Granting Mgmt For
Restricted Shares to Members of the Board
of Directors (excluding Outside Members of
the Board of Directors) and Revision of the
Amount of Compensation Payable to Members
of the Board of Directors
--------------------------------------------------------------------------------------------------------------------------
TRANSCANADA CORPORATION Agenda Number: 934960762
--------------------------------------------------------------------------------------------------------------------------
Security: 89353D107
Meeting Type: Annual and Special
Meeting Date: 03-May-2019
Ticker: TRP
ISIN: CA89353D1078
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
STEPHAN CRETIER Mgmt For For
RUSSELL K. GIRLING Mgmt For For
S. BARRY JACKSON Mgmt For For
RANDY LIMBACHER Mgmt For For
JOHN E. LOWE Mgmt For For
UNA POWER Mgmt For For
MARY PAT SALOMONE Mgmt For For
INDIRA V. SAMARASEKERA Mgmt For For
D. MICHAEL G. STEWART Mgmt For For
SIIM A. VANASELJA Mgmt For For
THIERRY VANDAL Mgmt For For
STEVEN W. WILLIAMS Mgmt For For
2 RESOLUTION TO APPOINT KPMG LLP, CHARTERED Mgmt For For
PROFESSIONAL ACCOUNTANTS AS AUDITORS AND
AUTHORIZE THE DIRECTORS TO FIX THEIR
REMUNERATION.
3 RESOLUTION TO ACCEPT TRANSCANADA'S APPROACH Mgmt For For
TO EXECUTIVE COMPENSATION, AS DESCRIBED IN
THE MANAGEMENT INFORMATION CIRCULAR.
4 SPECIAL RESOLUTION, AS DESCRIBED IN THE Mgmt For For
MANAGEMENT INFORMATION CIRCULAR, TO APPROVE
AN AMENDMENT TO THE ARTICLES OF
TRANSCANADA, CHANGING THE CORPORATION'S
NAME TO: TC ENERGY CORPORATION CORPORATION
TC ENERGIE
5 RESOLUTION TO CONTINUE AND APPROVE MINOR Mgmt For For
AMENDMENTS TO THE AMENDED AND RESTATED
SHAREHOLDER RIGHTS PLAN, AS DESCRIBED IN
THE MANAGEMENT INFORMATION CIRCULAR.
6 RESOLUTION TO CONSIDER THE SHAREHOLDER Shr Against For
PROPOSAL ABOUT INDIGENOUS RELATIONS
DISCLOSURE, AS SET FORTH IN SCHEDULE A OF
THE MANAGEMENT INFORMATION CIRCULAR.
--------------------------------------------------------------------------------------------------------------------------
TRILOGY METALS INC. Agenda Number: 934993672
--------------------------------------------------------------------------------------------------------------------------
Security: 89621C105
Meeting Type: Annual
Meeting Date: 22-May-2019
Ticker: TMQ
ISIN: CA89621C1059
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Tony Giardini Mgmt For For
James Gowans Mgmt For For
William Hayden Mgmt For For
William Hensley Mgmt For For
Gregory Lang Mgmt For For
Kalidas Madhavpeddi Mgmt For For
Janice Stairs Mgmt For For
Rick Van Nieuwenhuyse Mgmt For For
Diana Walters Mgmt For For
2 Appointment of PricewaterhouseCoopers LLP Mgmt For For
as Auditors of the Company for the ensuing
year and authorizing the Directors to fix
their remuneration.
3 To consider and, if deemed advisable, pass Mgmt For For
an ordinary resolution approving all
unallocated entitlements to be settled in
common shares of the Company from treasury
under the Restricted Share Unit Plan.
4 To consider and, if deemed advisable, pass Mgmt For For
an ordinary resolution approving all
unallocated entitlements to be settled in
common shares of the Company from treasury
under the Deferred Share Unit Plan.
5 To consider and, if deemed advisable, pass Mgmt For For
a non-binding resolution approving the
compensation of the Company's Named
Executive Officers.
6 Non-Binding Frequency of Non-Binding Mgmt 1 Year Against
Advisory Vote on Executive Compensation The
Board recommends a vote of EVERY THREE
YEARS on this proposal.
--------------------------------------------------------------------------------------------------------------------------
TRONOX HOLDINGS PLC Agenda Number: 935011419
--------------------------------------------------------------------------------------------------------------------------
Security: G9087Q102
Meeting Type: Annual
Meeting Date: 22-May-2019
Ticker: TROX
ISIN: GB00BJT16S69
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Jeffry Quinn Mgmt For For
1b. Election of Director: Ilan Kaufthal Mgmt For For
1c. Election of Director: Mutlaq Al- Morished Mgmt For For
1d. Election of Director: Vanessa Guthrie Mgmt For For
1e. Election of Director: Andrew Hines Mgmt For For
1f. Election of Director: Wayne Hinman Mgmt For For
1g. Election of Director: Peter Johnston Mgmt For For
1h. Election of Director: Ginger Jones Mgmt For For
1i. Election of Director: Stephen Jones Mgmt For For
1j. Election of Director: Moazzam Khan Mgmt For For
1k. Election of Director: Mxolisi Mgojo Mgmt Abstain Against
1l. Election of Director: Sipho Nkosi Mgmt For For
2. To approve, on a non-binding advisory Mgmt For For
basis, the compensation of the Company's
named executive officers (the
"Say-on-Pay").
3. To ratify the appointment of the Tronox Mgmt For For
Holdings plc independent registered public
accounting firm, who will serve until the
auditor resigns or is removed.
4. To approve, on a non-binding advisory Mgmt 1 Year For
basis, the frequency of the Say on Pay
vote.
--------------------------------------------------------------------------------------------------------------------------
TRONOX LIMITED Agenda Number: 934942752
--------------------------------------------------------------------------------------------------------------------------
Security: Q9235V101
Meeting Type: Special
Meeting Date: 08-Mar-2019
Ticker:
ISIN: AU000XINEOA7
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Scheme Resolution - To approve the Mgmt For For
re-domicile transaction.
--------------------------------------------------------------------------------------------------------------------------
UNIQURE N.V. Agenda Number: 935042957
--------------------------------------------------------------------------------------------------------------------------
Security: N90064101
Meeting Type: Annual
Meeting Date: 19-Jun-2019
Ticker: QURE
ISIN: NL0010696654
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Resolution to adopt the 2018 annual Mgmt For For
accounts and treatment of the results.
2. Resolution to discharge liability of the Mgmt For For
members of the Board for their management.
3. Re-election of Matthew Kapusta as Executive Mgmt For For
Director.
4. Resolution to reauthorize the Board to Mgmt Against Against
issue ordinary shares and options.
5. Resolution to reauthorize the Board to Mgmt Against Against
exclude or limit preemptive rights upon the
issuance of ordinary shares.
6. Authorization of the Board to repurchase Mgmt For For
ordinary shares.
7. Resolution to appoint KPMG as external Mgmt For For
auditor of the Company for the 2019
financial year.
8. Advisory approval of compensation of named Mgmt For For
executive officers.
9. Advisory approval on frequency of advisory Mgmt 1 Year Against
say on pay votes.
--------------------------------------------------------------------------------------------------------------------------
UROGEN PHARMA LTD Agenda Number: 935017904
--------------------------------------------------------------------------------------------------------------------------
Security: M96088105
Meeting Type: Annual
Meeting Date: 03-Jun-2019
Ticker: URGN
ISIN: IL0011407140
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1.1 Election of Director: Arie Belldegrun Mgmt For For
1.2 Election of Director: Elizabeth Barrett Mgmt For For
1.3 Election of Director: Cynthia M. Butitta Mgmt For For
1.4 Election of Director: Fred E. Cohen Mgmt For For
1.5 Election of Director: Kathryn E. Falberg Mgmt For For
1.6 Election of Director: Stuart Holden Mgmt For For
1.7 Election of Director: Ran Nussbaum Mgmt For For
1.8 Election of Director: Shawn C. Tomasello Mgmt For For
2. To approve the Company's amended and Mgmt For For
restated compensation policy for its office
holders in accordance with the provisions
of the Israeli Companies Law, 5759-1999, or
the Companies Law.
3. To approve additional director cash Mgmt Against Against
compensation payment to Arie Belldegrun,
M.D., FACS, a non-employee director and
Chairman of the Board.
4. To approve a grant of options to Shawn C. Mgmt Against Against
Tomasello, a nonemployee director.
5. To approve terms of employment for and a Mgmt For For
grant of options and restricted stock units
to Elizabeth Barrett, President and Chief
Executive Officer and director of the
Company.
6. To approve terms of employment for and a Mgmt For For
grant of options and restricted stock units
to Stephen L. Mullennix, Chief Operating
Officer of the Company.
7. To approve the 2018 annual goals and Mgmt For For
objectives cash bonus payment to Ron
Bentsur, former President and Chief
Executive Officer and former director of
the Company.
8. To approve the 2018 annual goals and Mgmt For For
objectives cash bonus payment to Stephen L.
Mullennix, Chief Operating Officer of the
Company.
9. To approve, on an advisory basis, the Mgmt For For
compensation of the Company's named
executive officers, as disclosed in this
proxy statement.
10. To indicate, on an advisory basis, the Mgmt 1 Year For
preferred frequency of shareholder advisory
votes on the compensation of the Company's
named executive officers.
11. To ratify the reappointment of Kesselman & Mgmt For For
Kesselman, Certified Public Accountants
(Israel), an independent registered public
accounting firm and a member firm of
PricewaterhouseCoopers International
Limited, as the Company's independent
auditor for the year ending December 31,
2019.
--------------------------------------------------------------------------------------------------------------------------
VBI VACCINES INC. Agenda Number: 935018540
--------------------------------------------------------------------------------------------------------------------------
Security: 91822J103
Meeting Type: Annual
Meeting Date: 13-Jun-2019
Ticker: VBIV
ISIN: CA91822J1030
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. DIRECTOR
Jeffrey Baxter Mgmt For For
Steven Gillis Mgmt For For
Michael De Wilde Mgmt For For
Tomer Kariv Mgmt For For
Joanne Cordeiro Mgmt For For
Blaine McKee Mgmt For For
Christopher McNulty Mgmt For For
2. Appointment of EisnerAmper LLP as the Mgmt For For
independent registered public accounting
firm of the Company until the next annual
meeting of shareholders, and authorization
of the Audit Committee to set EisnerAmper
LLP's remuneration.
--------------------------------------------------------------------------------------------------------------------------
VENATOR MATERIALS PLC Agenda Number: 935014504
--------------------------------------------------------------------------------------------------------------------------
Security: G9329Z100
Meeting Type: Annual
Meeting Date: 11-Jun-2019
Ticker: VNTR
ISIN: GB00BF3ZNS54
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Peter R. Huntsman Mgmt For For
1b. Election of Director: Simon Turner Mgmt For For
1c. Election of Director: Sir Robert J. Mgmt For For
Margetts
1d. Election of Director: Douglas D. Anderson Mgmt For For
1e. Election of Director: Daniele Ferrari Mgmt For For
1f. Election of Director: Kathy D. Patrick Mgmt For For
2. To approve on a non-binding advisory basis Mgmt For For
the compensation of our named executive
officers.
3. To approve receipt of our U.K. audited Mgmt For For
annual report and accounts and related
directors' and auditor's reports for the
year ended December 31, 2018.
4. To approve on a non-binding advisory basis Mgmt For For
our directors' remuneration report for the
year ended December 31, 2018.
5. To ratify the appointment of Deloitte & Mgmt For For
Touche LLP as our independent registered
public accounting firm for the year ending
December 31, 2019.
6. To re-appoint Deloitte LLP as our U.K. Mgmt For For
statutory auditor for the year ending
December 31, 2019.
7. To authorize the directors or the Audit Mgmt For For
Committee to determine the remuneration of
Deloitte LLP, in its capacity as our U.K.
statutory auditor.
8. To authorize Venator (and any company that Mgmt For For
is or becomes a subsidiary) to make
political donations and incur political
expenditures.
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VERONA PHARMA PLC Agenda Number: 934962968
--------------------------------------------------------------------------------------------------------------------------
Security: 925050106
Meeting Type: Annual
Meeting Date: 07-May-2019
Ticker: VRNA
ISIN: US9250501064
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
O1 To receive and adopt the report of the Mgmt For For
directors and the financial statements for
the year ended 31 December 2018.
O2 To approve the Directors' Remuneration Mgmt Against Against
Report.
O3 To re-elect Dr. Ken Cunningham as a Mgmt For For
director of the Company.
O4 To re-elect Dr. Andrew Sinclair as a Mgmt Against Against
director of the Company.
O5 To re-elect Dr. Martin Edwards as a Mgmt For For
director of the Company.
O6 To appoint PricewaterhouseCoopers LLP as Mgmt For For
auditors.
O7 To authorise the directors to determine the Mgmt For For
auditors remuneration.
O8 To authorise the directors to allot Mgmt Against Against
relevant securities pursuant to Section 551
of the Companies Act 2006.
S9 To authorise the directors to allot equity Mgmt Against Against
securities pursuant to Section 570 of the
Companies Act 2006.
--------------------------------------------------------------------------------------------------------------------------
WAVE LIFE SCIENCES LTD. Agenda Number: 934854503
--------------------------------------------------------------------------------------------------------------------------
Security: Y95308105
Meeting Type: Annual
Meeting Date: 07-Aug-2018
Ticker: WVE
ISIN: SG9999014716
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Election of Director: Paul B. Bolno, M.D. Mgmt For For
1b. Election of Director: Christian Henry Mgmt Against Against
1c. Election of Director: Peter Kolchinsky, Mgmt For For
Ph.D.
1d. Election of Director: Koji Miura Mgmt Against Against
1e. Election of Director: Adrian Rawcliffe Mgmt Against Against
1f. Election of Director: Ken Takanashi Mgmt Against Against
1g. Election of Director: Gregory L. Verdine, Mgmt For For
Ph.D.
2. To approve the re-appointment of KPMG LLP Mgmt For For
to serve as our independent registered
public accounting firm and independent
Singapore auditor for the year ending
December 31, 2018, and to authorize the
Audit Committee of the Board of Directors
to fix KPMG LLP's remuneration for services
provided through the date of our 2019
Annual General Meeting of Shareholders
3. To approve the compensation to be paid to Mgmt For For
the non-employee members of the Board of
Directors for service on the Board and its
committees, as described under "Proposal 3:
Non-Employee Directors' Compensation"
4. To authorize the Board of Directors to Mgmt For For
allot and issue Ordinary Shares of Wave
Life Sciences Ltd.
--------------------------------------------------------------------------------------------------------------------------
WESTPORT FUEL SYSTEMS INC. Agenda Number: 934972123
--------------------------------------------------------------------------------------------------------------------------
Security: 960908309
Meeting Type: Annual
Meeting Date: 06-May-2019
Ticker: WPRT
ISIN: CA9609083097
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Anthony Harris Mgmt For For
Brenda Eprile Mgmt For For
Colin Johnston Mgmt For For
Dan Hancock Mgmt For For
David Johnson Mgmt For For
Michele Buchignani Mgmt For For
Peter Yu Mgmt Withheld Against
Rodney Nunn Mgmt Withheld Against
2 Appointment of KPMG LLP as Auditors of the Mgmt For For
Corporation for the ensuing year and
authorizing the Directors to set their
remuneration.
--------------------------------------------------------------------------------------------------------------------------
WRIGHT MEDICAL GROUP N V Agenda Number: 935050562
--------------------------------------------------------------------------------------------------------------------------
Security: N96617118
Meeting Type: Annual
Meeting Date: 28-Jun-2019
Ticker: WMGI
ISIN: NL0011327523
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1a. Appointment of Robert J. Palmisano for Mgmt For For
executive director. Mark "For" to appoint
Palmisano.
1b. Appointment of David D. Stevens for Mgmt For For
non-executive director. Mark "For" to
appoint Stevens.
1c. Appointment of Gary D. Blackford for Mgmt For For
non-executive director. Mark "For" to
appoint Blackford.
1d. Appointment of J. Patrick Mackin for Mgmt For For
non-executive director. Mark "For" to
appoint Mackin.
1e. Appointment of John L. Miclot for Mgmt For For
non-executive director. Mark "For" to
appoint Miclot.
1f. Appointment of Kevin C. O'Boyle for Mgmt For For
non-executive director. Mark "For" to
appoint O'Boyle.
1g. Appointment of Amy S. Paul for Mgmt For For
non-executive director. Mark "For" to
appoint Paul.
1h. Appointment of Richard F. Wallman for Mgmt For For
non-executive director. Mark "For" to
appoint Wallman.
1i. Appointment of Elizabeth H. Weatherman for Mgmt For For
non-executive director. Mark "For" to
appoint Weatherman.
2. Ratification of the appointment of KPMG LLP Mgmt For For
as our independent registered public
accounting firm for the fiscal year ending
December 29, 2019.
3. Appointment of KPMG N.V. as the auditor for Mgmt For For
our Dutch statutory annual accounts for the
fiscal year ending December 29, 2019.
4. Adoption of our Dutch statutory annual Mgmt For For
accounts for the fiscal year ended December
30, 2018.
5. Release of each member of our board of Mgmt For For
directors from liability with respect to
the exercise of his or her duties during
the fiscal year ended December 30, 2018.
6. Extension of the authority of our board of Mgmt For For
directors to repurchase up to 10% of our
issued share capital (including depositary
receipts issued for our shares) until
December 28, 2020 on the open market,
through privately negotiated transactions
or in one or more self-tender offers for a
price per share (or depositary receipt) not
less than the nominal value of a share and
not higher than 110% of the market price of
a share (or depositary receipt) at the time
of the transaction.
7. Limited authorization of our board of Mgmt Against Against
directors to issue ordinary shares or grant
rights to subscribe for ordinary shares up
to 20% of our issued and outstanding shares
at the time of the issue until June 28,
2021.
8. Limited authorization of our board of Mgmt Against Against
directors to resolve to exclude or restrict
our shareholders' pre-emptive rights under
Dutch law with respect to the ordinary
shares and rights to subscribe therefor
that the board of directors may issue or
grant pursuant to the authority in proposal
7 above until June 28, 2021.
9. Approval of the Wright Medical Group N.V. Mgmt For For
Amended and Restated 2017 Equity and
Incentive Plan.
10. Approval, on an advisory basis, of our Mgmt Against Against
executive compensation.
--------------------------------------------------------------------------------------------------------------------------
YANDEX N.V. Agenda Number: 935053328
--------------------------------------------------------------------------------------------------------------------------
Security: N97284108
Meeting Type: Annual
Meeting Date: 27-Jun-2019
Ticker: YNDX
ISIN: NL0009805522
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1. Extension of the term for the preparation Mgmt For For
of the 2018 annual statutory accounts of
the Company.
2. Approval of the 2018 annual statutory Mgmt For For
accounts of the Company.
3. Proposal to discharge the directors from Mgmt For For
their liability towards the Company for
their management during the past financial
year.
4. Proposal to re-appoint Rogier Rijnja as a Mgmt For For
non-executive member of the Board of
Directors for a three-year term.
5. Proposal to re-appoint Charles Ryan as a Mgmt For For
non-executive member of the Board of
Directors for a three-year term.
6. Proposal to re-appoint Alexander Voloshin Mgmt Against Against
as a non-executive member of the Board of
Directors for a three-year term.
7. Proposal to appoint Mikhail Parakhin as a Mgmt Against Against
non-executive member of the Board of
Directors for a one-year term.
8. Proposal to appoint Tigran Khudaverdyan as Mgmt Against Against
an executive member of the Board of
Directors for a three-year term.
9. Authorization to cancel the Company's Mgmt For For
outstanding Class C Shares.
10. Appointment of the external auditor of the Mgmt For For
Company's consolidated financial statements
and statutory accounts for the 2019
financial year.
11. Amendment to the 2016 Equity Incentive Plan Mgmt Against Against
and general authorizations to the Board of
Directors.
12. Authorization to designate the Board of Mgmt Against Against
Directors to issue ordinary shares and
preference shares for a period of five
years.
13. Authorization to designate the Board of Mgmt Against Against
Directors to exclude pre-emptive rights of
existing shareholders for a period of five
years.
14. Authorization of the Board of Directors to Mgmt Against Against
repurchase shares of the Company up to a
maximum of 20% for a period of eighteen
months.
--------------------------------------------------------------------------------------------------------------------------
ZEALAND PHARMA A S Agenda Number: 934946306
--------------------------------------------------------------------------------------------------------------------------
Security: 98920Y304
Meeting Type: Annual
Meeting Date: 04-Apr-2019
Ticker: ZEAL
ISIN: US98920Y3045
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
2. Approval of the audited Annual Report 2018 Mgmt For For
3. Resolution on the distribution of profit or Mgmt For For
the cover of loss in accordance with the
approved Annual Report 2018
4.1 Re-election of Director: Alain Munoz Mgmt For For
4.2 Re-election of Director: Martin Nicklasson Mgmt For For
4.3 Re-election of Director: Michael J. Owen Mgmt For For
4.4 Re-election of Director: Kirsten Aarup Mgmt For For
Drejer
4.5 Election of Director: Bernadette Mgmt For For
Connaughton
4.6 Election of Director: Jeffrey Berkowitz Mgmt For For
4.7 Election of Director: Leonard Kruimer Mgmt For For
5. Election of auditor: Re-election af Mgmt For For
Deloitte Statsautoriseret
Revisionspartnerselskab
6. Authorization for the Company to acquire Mgmt For For
treasury shares directly and/or acquire
American depositary shares
7. Proposal from the Board of Directors to Mgmt For For
amend the Company's Articles of
Association, including amendment of section
13.3 to include the Board of Directors'
election of a Vice-Chairman and amendment
of section 13.4 to reflect that the
Vice-Chairman has a casting vote in the
absence of the Chairman
8. Proposal from the Board of Directors to Mgmt Against Against
update the Company's Overall Guidelines for
incentive pay to the Executive Management
9. Proposal from the Board of Directors to Mgmt Against Against
update the Company's Remuneration Policy
10. Proposal by the Board of Directors to Mgmt Against Against
approve the fees for the Board of Directors
for the financial year 2019
--------------------------------------------------------------------------------------------------------------------------
ZYMEWORKS INC. Agenda Number: 934950064
--------------------------------------------------------------------------------------------------------------------------
Security: 98985W102
Meeting Type: Annual
Meeting Date: 02-May-2019
Ticker: ZYME
ISIN: CA98985W1023
--------------------------------------------------------------------------------------------------------------------------
Prop.# Proposal Proposal Proposal Vote For/Against
Type Management
1 DIRECTOR
Kenneth Hillan Mgmt For For
Natalie Sacks Mgmt For For
2 Appointment of KPMG LLP as Auditors of the Mgmt For For
Corporation for the ensuing year and
authorizing the Directors to fix their
remuneration.
* Management position unknown
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
(Registrant) ETF Series Solutions
By (Signature) /s/ Kristina R. Nelson
Name Kristina R. Nelson
Title President
Date 8/16/2019