N-PX 1 mdp-hj_npx.txt ANNUAL REPORT OF PROXY VOTING 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: 811-21897 NAME OF REGISTRANT: Manager Directed Portfolios ADDRESS OF PRINCIPAL EXECUTIVE OFFICES: 615 East Michigan Street Milwaukee, WI 53202 NAME AND ADDRESS OF AGENT FOR SERVICE: Scott M. Ostrowski, President Manager Directed Portfolios c/o U.S. Bancorp Fund Services, LLC 777 East Wisconsin Avenue, 5th Floor Milwaukee, WI 53202 REGISTRANT'S TELEPHONE NUMBER: 414-765-4339 DATE OF FISCAL YEAR END: 10/31 DATE OF REPORTING PERIOD: 07/01/2021 - 06/30/2022 Hardman Johnston International Growth Fund -------------------------------------------------------------------------------------------------------------------------- AIA GROUP LTD Agenda Number: 715544006 -------------------------------------------------------------------------------------------------------------------------- Security: Y002A1105 Meeting Type: AGM Meeting Date: 19-May-2022 Ticker: ISIN: HK0000069689 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT IN THE HONG KONG MARKET A VOTE OF ABSTAIN Non-Voting WILL BE TREATED THE SAME AS A VOTE OF TAKE NO ACTION. CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0425/2022042501535.pdf AND https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0425/2022042501481.pdf 1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For FINANCIAL STATEMENTS OF THE COMPANY, THE REPORT OF THE DIRECTORS AND THE INDEPENDENT AUDITOR'S REPORT FOR THE YEAR ENDED 31 DECEMBER 2021 2 TO DECLARE A FINAL DIVIDEND OF 108 HONG Mgmt For For KONG CENTS PER SHARE FOR THE YEAR ENDED 31 DECEMBER 2021 3 TO RE-ELECT MS. SUN JIE (JANE) AS Mgmt Against Against INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY 4 TO RE-ELECT MR. GEORGE YONG-BOON YEO AS Mgmt For For INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY 5 TO RE-ELECT MS. SWEE-LIAN TEO AS Mgmt For For INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY 6 TO RE-ELECT DR. NARONGCHAI AKRASANEE AS Mgmt For For INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY 7 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For AUDITOR OF THE COMPANY AND TO AUTHORISE THE BOARD OF DIRECTORS OF THE COMPANY TO FIX ITS REMUNERATION 8.A TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For TO ALLOT, ISSUE AND DEAL WITH ADDITIONAL SHARES OF THE COMPANY, NOT EXCEEDING 10 PER CENT OF THE NUMBER OF SHARES OF THE COMPANY IN ISSUE AS AT THE DATE OF THIS RESOLUTION, AND THE DISCOUNT FOR ANY SHARES TO BE ISSUED SHALL NOT EXCEED 10 PER CENT TO THE BENCHMARKED PRICE 8.B TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For TO BUY BACK SHARES OF THE COMPANY, NOT EXCEEDING 10 PER CENT OF THE NUMBER OF SHARES OF THE COMPANY IN ISSUE AS AT THE DATE OF THIS RESOLUTION -------------------------------------------------------------------------------------------------------------------------- AIRBUS SE Agenda Number: 715185585 -------------------------------------------------------------------------------------------------------------------------- Security: N0280G100 Meeting Type: AGM Meeting Date: 12-Apr-2022 Ticker: ISIN: NL0000235190 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO BENEFICIAL OWNER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE 1 RESOLVED THAT THE AUDITED ACCOUNTS FOR THE Mgmt For For ACCOUNTING PERIOD FROM 1 JANUARY 2021 TO 31 DECEMBER 2021, AS SUBMITTED TO THE ANNUAL GENERAL MEETING ("AGM") BY THE BOARD OF DIRECTORS, BE AND HEREBY ARE ADOPTED 2 RESOLVED THAT THE NET LOSS OF EUR 114 Mgmt For For MILLION, AS SHOWN IN THE INCOME STATEMENT INCLUDED IN THE AUDITED ACCOUNTS FOR THE FINANCIAL YEAR 2021, SHALL BE CHARGED AGAINST THE RETAINED EARNINGS AND THAT A PAYMENT OF A GROSS AMOUNT OF EUR 1.50 PER SHARE SHALL BE MADE TO THE SHAREHOLDERS OUT OF THE RETAINED EARNINGS 3 RESOLVED THAT THE NON-EXECUTIVE MEMBERS OF Mgmt For For THE BOARD OF DIRECTORS BE AND HEREBY ARE GRANTED A RELEASE FROM LIABILITY FOR THE PERFORMANCE OF THEIR DUTIES DURING AND WITH RESPECT TO THE FINANCIAL YEAR 2021, TO THE EXTENT THAT THEIR ACTIVITY HAS BEEN REFLECTED IN THE AUDITED ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR 2021 OR IN THE REPORT OF THE BOARD OF DIRECTORS OR WAS OTHERWISE PROPERLY DISCLOSED TO THE GENERAL MEETING 4 RESOLVED THAT THE EXECUTIVE MEMBER OF THE Mgmt For For BOARD OF DIRECTORS BE AND HEREBY IS GRANTED A RELEASE FROM LIABILITY FOR THE PERFORMANCE OF HIS DUTIES DURING AND WITH RESPECT TO THE FINANCIAL YEAR 2021, TO THE EXTENT THAT HIS ACTIVITY HAS BEEN REFLECTED IN THE AUDITED ANNUAL ACCOUNTS FOR THE FINANCIAL YEAR 2021 OR IN THE REPORT OF THE BOARD OF DIRECTORS OR WAS OTHERWISE PROPERLY DISCLOSED TO THE GENERAL MEETING 5 RESOLVED THAT THE COMPANY'S AUDITOR FOR THE Mgmt For For ACCOUNTING PERIOD BEING THE FINANCIAL YEAR 2022 SHALL BE ERNST & YOUNG ACCOUNTANTS LLP, THE NETHERLANDS, WHOSE REGISTERED OFFICE IS AT BOOMPJES 258, 3011 XZ ROTTERDAM IN THE NETHERLANDS.FOR MORE INFORMATION PLEASE SEE THE INFORMATION NOTICE AND REPORT OF THE BOARD OF DIRECTORS DOWNLOADABLE FROM THIS PLATFORM OR GO TO OUR WEBSITE WWW.AIRBUS.COM 6 RESOLVED THAT, AS AN ADVISORY VOTE, THE Mgmt Against Against IMPLEMENTATION OF THE REMUNERATION POLICY DURING THE FINANCIAL YEAR 2021, AS DISCLOSED IN THE REPORT OF THE BOARD OF DIRECTORS, BE AND HEREBY IS APPROVED 7 RESOLVED THAT THE APPOINTMENT OF MR Mgmt For For GUILLAUME FAURY AS EXECUTIVE MEMBER OF THE BOARD OF DIRECTORS BE RENEWED FOR A TERM OF THREE YEARS, ENDING AT THE CLOSE OF THE AGM WHICH SHALL BE HELD IN THE YEAR 2025 8 RESOLVED THAT THE APPOINTMENT OF MS Mgmt For For CATHERINE GUILLOUARD AS NON-EXECUTIVE MEMBER OF THE BOARD OF DIRECTORS BE RENEWED FOR A TERM OF THREE YEARS, ENDING AT THE CLOSE OF THE AGM WHICH SHALL BE HELD IN THE YEAR 2025 9 RESOLVED THAT THE APPOINTMENT OF MS CLAUDIA Mgmt For For NEMAT AS NON-EXECUTIVE MEMBER OF THE BOARD OF DIRECTORS BE RENEWED FOR A TERM OF THREE YEARS, ENDING AT THE CLOSE OF THE AGM WHICH SHALL BE HELD IN THE YEAR 2025 10 RESOLVED THAT MS IRENE RUMMELHOFF BE Mgmt For For APPOINTED AS A NON-EXECUTIVE MEMBER OF THE BOARD OF DIRECTORS FOR A TERM OF THREE YEARS, ENDING AT THE CLOSE OF THE AGM WHICH SHALL BE HELD IN THE YEAR 2025, IN REPLACEMENT OF MR CARLOS TAVARES WHOSE MANDATE EXPIRES 11 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For COMPANY'S ARTICLES OF ASSOCIATION, THE BOARD OF DIRECTORS BE AND HEREBY IS DESIGNATED, SUBJECT TO REVOCATION BY THE GENERAL MEETING, TO HAVE POWERS TO ISSUE SHARES AND TO GRANT RIGHTS TO SUBSCRIBE FOR SHARES IN THE COMPANY'S SHARE CAPITAL FOR THE PURPOSE OF EMPLOYEE SHARE OWNERSHIP PLANS AND SHARE-RELATED LONG-TERM INCENTIVE PLANS (SUCH AS PERFORMANCE SHARE PLANS), PROVIDED THAT SUCH POWERS SHALL BE LIMITED TO AN AGGREGATE OF 0.14% OF THE COMPANY'S AUTHORISED SHARE CAPITAL FROM TIME TO TIME AND TO LIMIT OR EXCLUDE PREFERENTIAL SUBSCRIPTION RIGHTS, IN BOTH CASES FOR A PERIOD EXPIRING AT THE AGM TO BE HELD IN 2023. SUCH POWERS INCLUDE THE GRANTING OF RIGHTS TO SUBSCRIBE FOR SHARES WHICH CAN BE EXERCISED AT SUCH TIME AS MAY BE SPECIFIED IN OR PURSUANT TO SUCH PLANS AND THE ISSUE OF SHARES TO BE PAID UP FROM THE COMPANY'S RESERVES. HOWEVER, SUCH POWERS SHALL NOT EXTEND TO ISSUING SHARES OR GRANTING RIGHTS TO SUBSCRIBE FOR SHARES IF (I) THERE IS NO PREFERENTIAL SUBSCRIPTION RIGHTS 12 RESOLVED THAT IN ACCORDANCE WITH THE Mgmt For For COMPANY'S ARTICLES OF ASSOCIATION, THE BOARD OF DIRECTORS BE AND HEREBY IS DESIGNATED, SUBJECT TO REVOCATION BY THE GENERAL MEETING, TO HAVE POWERS TO ISSUE SHARES AND TO GRANT RIGHTS TO SUBSCRIBE FOR SHARES IN THE COMPANY'S SHARE CAPITAL FOR THE PURPOSE OF FUNDING (OR ANY OTHER CORPORATE PURPOSE INCLUDING MERGERS OR ACQUISITIONS) THE COMPANY AND ITS GROUP COMPANIES, PROVIDED THAT SUCH POWERS SHALL BE LIMITED TO AN AGGREGATE OF 0.3% OF THE COMPANY'S AUTHORISED SHARE CAPITAL FROM TIME TO TIME AND TO LIMIT OR EXCLUDE PREFERENTIAL SUBSCRIPTION RIGHTS, IN BOTH CASES FOR A PERIOD EXPIRING AT THE AGM TO BE HELD IN 2023. SUCH POWERS INCLUDE THE ISSUE OF FINANCIAL INSTRUMENTS, INCLUDING BUT NOT LIMITED TO CONVERTIBLE BOND, WHICH INSTRUMENTS MAY GRANT THE HOLDERS THEREOF RIGHTS TO ACQUIRE SHARES IN THE CAPITAL OF THE COMPANY, EXERCISABLE AT SUCH TIME AS MAY BE DETERMINED BY THE FINANCIAL INSTRUMENT, AND THE ISSUE OF SHARES TO BE PAID UP FROM THE COMPANY'S RESERVES 13 RESOLVED THAT THE BOARD OF DIRECTORS BE AND Mgmt For For HEREBY IS AUTHORISED, FOR A NEW PERIOD OF 18 MONTHS FROM THE DATE OF THIS AGM, TO REPURCHASE SHARES (OR DEPOSITORY RECEIPTS FOR SHARES) OF THE COMPANY, BY ANY MEANS, INCLUDING DERIVATIVE PRODUCTS, ON ANY STOCK EXCHANGE OR OTHERWISE, AS LONG AS, UPON SUCH REPURCHASE, THE COMPANY WILL NOT HOLD MORE THAN 10% OF THE COMPANY'S ISSUED SHARE CAPITAL, AND AT A PRICE PER SHARE NOT LESS THAN THE NOMINAL VALUE AND NOT MORE THAN THE HIGHER OF THE PRICE OF THE LAST INDEPENDENT TRADE AND THE HIGHEST CURRENT INDEPENDENT BID ON THE TRADING VENUES OF THE REGULATED MARKET OF THE COUNTRY IN WHICH THE PURCHASE IS CARRIED OUT. THIS AUTHORISATION SUPERSEDES AND REPLACES THE AUTHORISATION GIVEN BY THE AGM OF 14 APRIL 2021 IN ITS TWELFTH RESOLUTION 14 RESOLVED THAT ANY OR ALL OF THE SHARES HELD Mgmt For For OR REPURCHASED BY THE COMPANY BE CANCELLED (WHETHER OR NOT IN TRANCHES) AND BOTH THE BOARD OF DIRECTORS AND THE CHIEF EXECUTIVE OFFICER BE AND HEREBY ARE AUTHORISED, WITH POWERS OF SUBSTITUTION, TO IMPLEMENT THIS RESOLUTION (INCLUDING THE AUTHORISATION TO ESTABLISH THE EXACT NUMBER OF THE RELEVANT SHARES TO BE CANCELLED) IN ACCORDANCE WITH DUTCH LAW -------------------------------------------------------------------------------------------------------------------------- ALIBABA HEALTH INFORMATION TECHNOLOGY LTD Agenda Number: 714423756 -------------------------------------------------------------------------------------------------------------------------- Security: G0171K101 Meeting Type: AGM Meeting Date: 30-Jul-2021 Ticker: ISIN: BMG0171K1018 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: https://www1.hkexnews.hk/listedco/listconew s/sehk/2021/0629/2021062901452.pdf AND https://www1.hkexnews.hk/listedco/listconew s/sehk/2021/0629/2021062901466.pdf CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING 1 TO RECEIVE, CONSIDER AND ADOPT THE AUDITED Mgmt For For CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY AND ITS SUBSIDIARIES AND THE REPORTS OF THE DIRECTORS AND AUDITOR FOR THE YEAR ENDED MARCH 31, 2021 2 TO INCREASE THE AUTHORIZED SHARE CAPITAL OF Mgmt For For THE COMPANY FROM HKD 150,000,000, COMPRISING OF 15,000,000,000 SHARES OF PAR VALUE HKD 0.01 EACH (THE ''SHARES''), TO HKD 200,000,000, COMPRISING OF 20,000,000,000 SHARES OF PAR VALUE HKD 0.01 EACH, BY THE CREATION OF 5,000,000,000 SHARES OF PAR VALUE HKD 0.01 EACH, EACH RANKING PARI PASSU IN ALL RESPECTS WITH THE EXISTING SHARES 3.A.I TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For OF THE COMPANY: MR. TU YANWU AS AN EXECUTIVE DIRECTOR OF THE COMPANY; 3A.II TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For OF THE COMPANY: MR. LUO TONG AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY; 3AIII TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt Against Against OF THE COMPANY: MR. WONG KING ON, SAMUEL AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY 3A.IV TO RE-ELECT THE FOLLOWING RETIRING DIRECTOR Mgmt For For OF THE COMPANY: MS. HUANG YI FEI (VANESSA) AS AN INDEPENDENT NON-EXECUTIVE DIRECTOR OF THE COMPANY 3.B TO AUTHORIZE THE BOARD (THE ''BOARD'') OF Mgmt For For DIRECTORS (THE ''DIRECTORS'') OF THE COMPANY TO FIX THE DIRECTORS' REMUNERATION 4 TO RE-APPOINT ERNST & YOUNG AS THE AUDITOR Mgmt For For OF THE COMPANY AND TO AUTHORIZE THE BOARD TO FIX ITS REMUNERATION 5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt Against Against TO ISSUE AND ALLOT SHARES 6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For TO REPURCHASE SHARES 7 TO APPROVE THE ADDITION OF THE AGGREGATE Mgmt Against Against AMOUNT OF SHARES REPURCHASED AS MENTIONED IN ORDINARY RESOLUTION NO. 6 TO THE AGGREGATE AMOUNT THAT MAY BE ISSUED AND ALLOTTED PURSUANT TO ORDINARY RESOLUTION NO. 5 8 TO APPROVE THE GRANT OF A MANDATE Mgmt Against Against AUTHORIZING THE DIRECTORS TO GRANT AWARDS OF OPTIONS AND/OR RESTRICTED SHARE UNITS (THE ''RSUS'') PURSUANT TO THE SHARE AWARD SCHEME ADOPTED BY THE COMPANY ON NOVEMBER 24, 2014 (THE ''SHARE AWARD SCHEME'') IN RESPECT OF A MAXIMUM NUMBER OF THE UNDERLYING NEW SHARES THAT IS EQUIVALENT TO 3 PER CENT. OF THE SHARES IN ISSUE AS AT THE DATE OF PASSING OF THIS RESOLUTION DURING THE PERIOD FROM THE DATE OF PASSING THIS RESOLUTION UNTIL THE EARLIER OF (A) THE CONCLUSION OF THE COMPANY'S NEXT ANNUAL GENERAL MEETING, (B) THE END OF THE PERIOD WITHIN WHICH THE COMPANY IS REQUIRED BY ANY APPLICABLE LAW OR ITS BYE-LAWS TO HOLD ITS NEXT ANNUAL GENERAL MEETING, AND (C) THE DATE ON WHICH THIS RESOLUTION IS VARIED OR REVOKED BY AN ORDINARY RESOLUTION OF THE SHAREHOLDERS OF THE COMPANY IN GENERAL MEETING (THE ''APPLICABLE PERIOD'') AND TO ALLOT, ISSUE AND DEAL WITH SHARES UNDERLYING THE OPTIONS AND/OR RSUS GRANTED PURSUANT TO THE SHARE AWARD SCHEME DURING THE APPLICABLE PERIOD AS AND WHEN SUCH OPTIONS AND/OR RSUS VEST -------------------------------------------------------------------------------------------------------------------------- ALIBABA HEALTH INFORMATION TECHNOLOGY LTD Agenda Number: 715229541 -------------------------------------------------------------------------------------------------------------------------- Security: G0171K101 Meeting Type: SGM Meeting Date: 28-Mar-2022 Ticker: ISIN: BMG0171K1018 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0307/2022030700933.pdf AND https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0307/2022030700948.pdf CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING 1 THE 2023 ADVERTISING SERVICES FRAMEWORK Mgmt For For AGREEMENT ENTERED INTO BETWEEN THE COMPANY AND ALIBABA GROUP HOLDING LIMITED (ALIBABA HOLDING) ON FEBRUARY 4, 2022, THE CONTINUING CONNECTED TRANSACTIONS CONTEMPLATED THEREUNDER AND THE PROPOSED ANNUAL CAP FOR THE YEAR ENDING MARCH 31, 2023, BE AND HEREBY ARE CONFIRMED, APPROVED AND RATIFIED 2 THE 2023 FRAMEWORK TECHNICAL SERVICES Mgmt For For AGREEMENT ENTERED INTO BETWEEN ALIBABA HEALTH TECHNOLOGY (HANGZHOU) CO., LTD. ALIBABA HEALTH TECHNOLOGY (HAINAN) CO., LTD. AND THE TMALL ENTITIES (NAMELY, ZHEJIANG TMALL TECHNOLOGY CO., LTD. ZHEJIANG TMALL NETWORK CO., LTD. AND/OR THEIR APPLICABLE AFFILIATES (AS THE CASE MAY BE), COLLECTIVELY) ON FEBRUARY 4, 2022, THE CONTINUING CONNECTED TRANSACTIONS CONTEMPLATED THEREUNDER AND THE PROPOSED ANNUAL CAP FOR THE YEAR ENDING MARCH 31, 2023, BE AND HEREBY ARE CONFIRMED, APPROVED AND RATIFIED 3 ANY ONE OR MORE OF THE DIRECTORS OF THE Mgmt For For COMPANY OR THE COMPANY SECRETARY OF THE COMPANY FOR AND ON BEHALF OF THE COMPANY BE AND HEREBY ARE AUTHORIZED TO SIGN, SEAL, EXECUTE AND DELIVER ALL SUCH DOCUMENTS AND DEEDS, AND DO ALL SUCH ACTS, MATTERS AND THINGS AS THEY MAY IN THEIR DISCRETION CONSIDER NECESSARY, DESIRABLE OR EXPEDIENT TO GIVE EFFECT TO AND/OR TO IMPLEMENT THE TRANSACTIONS CONTEMPLATED IN THE RESOLUTIONS 1 AND 2 -------------------------------------------------------------------------------------------------------------------------- ALKERMES PLC Agenda Number: 935620042 -------------------------------------------------------------------------------------------------------------------------- Security: G01767105 Meeting Type: Special Meeting Date: 13-May-2022 Ticker: ALKS ISIN: IE00B56GVS15 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To approve certain amendments to the Mgmt For For Company's Articles of Association to provide for plurality voting for contested elections. -------------------------------------------------------------------------------------------------------------------------- APTIV PLC Agenda Number: 935560309 -------------------------------------------------------------------------------------------------------------------------- Security: G6095L109 Meeting Type: Annual Meeting Date: 27-Apr-2022 Ticker: APTV ISIN: JE00B783TY65 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Kevin P. Clark Mgmt For For 1B. Election of Director: Richard L. Clemmer Mgmt For For 1C. Election of Director: Nancy E. Cooper Mgmt For For 1D. Election of Director: Joseph L. Hooley Mgmt For For 1E. Election of Director: Merit E. Janow Mgmt For For 1F. Election of Director: Sean O. Mahoney Mgmt For For 1G. Election of Director: Paul M. Meister Mgmt For For 1H. Election of Director: Robert K. Ortberg Mgmt For For 1I. Election of Director: Colin J. Parris Mgmt For For 1J. Election of Director: Ana G. Pinczuk Mgmt For For 2. Proposal to re-appoint auditors, ratify Mgmt For For independent public accounting firm and authorize the directors to determine the fees paid to the auditors. 3. Say-on-Pay - To approve, by advisory vote, Mgmt For For executive compensation. -------------------------------------------------------------------------------------------------------------------------- ASML HOLDING NV Agenda Number: 715373015 -------------------------------------------------------------------------------------------------------------------------- Security: N07059202 Meeting Type: AGM Meeting Date: 29-Apr-2022 Ticker: ISIN: NL0010273215 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO BENEFICIAL OWNER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 704583 DUE TO RECEIPT OF CHANGE IN VOTING STATUS OF RESOLUTION. 10. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU 1. OPENING Non-Voting 2. OVERVIEW OF THE COMPANY'S BUSINESS, Non-Voting FINANCIAL SITUATION AND SUSTAINABILITY 3.a. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt Against Against ADVISORY VOTE ON THE REMUNERATION REPORT FOR THE BOARD OF MANAGEMENT AND THE SUPERVISORY BOARD FOR THE FINANCIAL YEAR 2021 3.b. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For PROPOSAL TO ADOPT THE FINANCIAL STATEMENTS OF THE COMPANY FOR THE FINANCIAL YEAR 2021, AS PREPARED IN ACCORDANCE WITH DUTCH LAW 3.c. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Non-Voting CLARIFICATION OF THE COMPANY'S RESERVES AND DIVIDEND POLICY 3.d. FINANCIAL STATEMENTS, RESULTS AND DIVIDEND: Mgmt For For PROPOSAL TO ADOPT A DIVIDEND IN RESPECT OF THE FINANCIAL YEAR 2021 4.a. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For MEMBERS OF THE BOARD OF MANAGEMENT FROM LIABILITY FOR THEIR RESPONSIBILITIES IN THE FINANCIAL YEAR 2021 4.b. DISCHARGE: PROPOSAL TO DISCHARGE THE Mgmt For For MEMBERS OF THE SUPERVISORY BOARD FROM LIABILITY FOR THEIR RESPONSIBILITIES IN THE FINANCIAL YEAR 2021 5. PROPOSAL TO APPROVE THE NUMBER OF SHARES Mgmt For For FOR THE BOARD OF MANAGEMENT 6. PROPOSAL TO AMEND THE REMUNERATION POLICY Mgmt For For FOR THE BOARD OF MANAGEMENT 7.a. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting NOTIFICATION OF THE INTENDED REAPPOINTMENT OF MR. P.T.F.M. WENNINK 7.b. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting NOTIFICATION OF THE INTENDED REAPPOINTMENT OF MR. M.A. VAN DEN BRINK 7.c. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting NOTIFICATION OF THE INTENDED REAPPOINTMENT OF MR. F.J.M. SCHNEIDER-MAUNOURY 7.d. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting NOTIFICATION OF THE INTENDED REAPPOINTMENT OF MR. C.D. FOUQUET 7.e. COMPOSITION OF THE BOARD OF MANAGEMENT: Non-Voting NOTIFICATION OF THE INTENDED REAPPOINTMENT OF MR. R.J.M. DASSEN 8.a. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting NOTIFICATION OF SUPERVISORY BOARD VACANCIES 8.b. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting OPPORTUNITY TO MAKE RECOMMENDATIONS BY THE GENERAL MEETING 8.c. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting ANNOUNCEMENT OF THE SUPERVISORY BOARD'S RECOMMENDATION TO REAPPOINT MS. T.L. KELLY AND APPOINT MR. A.F.M. EVERKE AND MS. A.L. STEEGEN AS MEMBERS OF THE SUPERVISORY BOARD 8.d. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For PROPOSAL TO REAPPOINT MS. T.L. KELLY AS A MEMBER OF THE SUPERVISORY BOARD 8.e. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For PROPOSAL TO APPOINT MR. A.F.M. EVERKE AS A MEMBER OF THE SUPERVISORY BOARD 8.f. COMPOSITION OF THE SUPERVISORY BOARD: Mgmt For For PROPOSAL TO APPOINT MS. A.L. STEEGEN AS A MEMBER OF THE SUPERVISORY BOARD 8.g. COMPOSITION OF THE SUPERVISORY BOARD: Non-Voting COMPOSITION OF THE SUPERVISORY BOARD IN 2023 9. PROPOSAL TO APPOINT KPMG ACCOUNTANTS N.V. Mgmt For For AS EXTERNAL AUDITOR FOR THE REPORTING YEARS 2023 AND 2024 10. PROPOSAL TO APPOINT DELOITTE ACCOUNTANTS Non-Voting B.V. AS EXTERNAL AUDITOR FOR THE REPORTING YEAR 2025, IN LIGHT OF THE MANDATORY EXTERNAL AUDITOR ROTATION 11. PROPOSAL TO AMEND THE ARTICLES OF Mgmt For For ASSOCIATION OF THE COMPANY 12.a. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For MANAGEMENT TO ISSUE ORDINARY SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY SHARES, AS WELL AS TO RESTRICT OR EXCLUDE THE PRE-EMPTION RIGHTS ACCRUING TO SHAREHOLDERS: AUTHORIZATION TO ISSUE ORDINARY SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY SHARES UP TO 5% FOR GENERAL PURPOSES AND UP TO 5% IN CONNECTION WITH OR ON THE OCCASION OF MERGERS, ACQUISITIONS AND/OR (STRATEGIC) ALLIANCES 12.b. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For MANAGEMENT TO ISSUE ORDINARY SHARES OR GRANT RIGHTS TO SUBSCRIBE FOR ORDINARY SHARES, AS WELL AS TO RESTRICT OR EXCLUDE THE PRE-EMPTION RIGHTS ACCRUING TO SHAREHOLDERS: AUTHORIZATION OF THE BOARD OF MANAGEMENT TO RESTRICT OR EXCLUDE PRE-EMPTION RIGHTS IN CONNECTION WITH THE AUTHORIZATIONS REFERRED TO IN ITEM 12 A) 13. PROPOSALS TO AUTHORIZE THE BOARD OF Mgmt For For MANAGEMENT TO REPURCHASE ORDINARY SHARES UP TO 10% OF THE ISSUED SHARE CAPITAL 14. PROPOSAL TO CANCEL ORDINARY SHARES Mgmt For For 15. ANY OTHER BUSINESS Non-Voting 16. CLOSING Non-Voting CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE CMMT 07 APR 2022: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO CHANGE IN NUMBERING OF RESOLUTIONS. IF YOU HAVE ALREADY SENT IN YOUR VOTES FPR MID: 720074, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- ASTRAZENECA PLC Agenda Number: 715295564 -------------------------------------------------------------------------------------------------------------------------- Security: G0593M107 Meeting Type: AGM Meeting Date: 29-Apr-2022 Ticker: ISIN: GB0009895292 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 TO RECEIVE THE COMPANY'S ACCOUNTS, THE Mgmt For For REPORTS OF THE DIRECTORS AND AUDITOR AND THE STRATEGIC REPORT FOR THE YEAR ENDED 31 DECEMBER 2021 2 TO CONFIRM DIVIDENDS Mgmt For For 3 TO REAPPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For AUDITOR 4 TO AUTHORISE THE DIRECTORS TO AGREE THE Mgmt For For REMUNERATION OF THE AUDITOR 5.A TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: LEIF JOHANSSON 5.B TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: PASCAL SORIOT 5.C TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: ARADHANA SARIN 5.D TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: PHILIP BROADLEY 5.E TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: EUAN ASHLEY 5.F TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: MICHEL DEMARE 5.G TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: DEBORAH DISANZO 5.H TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: DIANA LAYFIELD 5.I TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: SHERI MCCOY 5.J TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: TONY MOK 5.K TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: NAZNEEN RAHMAN 5.L TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: ANDREAS RUMMELT 5.M TO ELECT OR RE-ELECT THE FOLLOWING Mgmt For For DIRECTOR: MARCUS WALLENBERG 6 TO APPROVE THE ANNUAL REPORT ON Mgmt For For REMUNERATION FOR THE YEAR ENDED 31 DECEMBER 2021 7 TO AUTHORISE LIMITED POLITICAL DONATIONS Mgmt For For 8 TO AUTHORISE THE DIRECTORS TO ALLOT SHARES Mgmt For For 9 TO AUTHORISE THE DIRECTORS TO DISAPPLY Mgmt For For PRE-EMPTION RIGHTS 10 TO AUTHORISE THE DIRECTORS TO FURTHER Mgmt For For DISAPPLY PRE-EMPTION RIGHTS FOR ACQUISITIONS AND SPECIFIED CAPITAL INVESTMENTS 11 TO AUTHORISE THE COMPANY TO PURCHASE ITS Mgmt For For OWN SHARES 12 TO REDUCE THE NOTICE PERIOD FOR GENERAL Mgmt For For MEETINGS 13 TO EXTEND THE ASTRAZENECA PLC 2012 SAVINGS Mgmt For For RELATED SHARE OPTION SCHEME CMMT 04 APR 2022: PLEASE NOTE THAT THIS IS A Non-Voting REVISION DUE TO MODIFICATION OF THE TEXT OF RESOLUTIONS 9, 10 AND 12 AND RECEIPT OF THE RECORD DATE 27 APR 2022. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU -------------------------------------------------------------------------------------------------------------------------- ATLASSIAN CORPORATION PLC Agenda Number: 935507876 -------------------------------------------------------------------------------------------------------------------------- Security: G06242104 Meeting Type: Annual Meeting Date: 02-Dec-2021 Ticker: TEAM ISIN: GB00BZ09BD16 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To reappoint Ernst & Young LLP as auditor Mgmt For For of the Company to hold office until the conclusion of the next annual general meeting of the Company. 2. To receive the Company's accounts and the Mgmt For For reports of the directors and the auditors for the year ended June 30, 2021 (the "Annual Report"). 3. To approve the Directors' Remuneration Mgmt For For Report as set forth in the Annual Report. 4. To authorize the Audit Committee of the Mgmt For For Board of Directors to determine the remuneration of the auditor. 5. To re-elect Shona L. Brown as a director of Mgmt For For the Company. 6. To re-elect Michael Cannon-Brookes as a Mgmt For For director of the Company. 7. To re-elect Scott Farquhar as a director of Mgmt For For the Company. 8. To re-elect Heather Mirjahangir Fernandez Mgmt For For as a director of the Company. 9. To re-elect Sasan Goodarzi as a director of Mgmt For For the Company. 10. To re-elect Jay Parikh as a director of the Mgmt For For Company. 11. To re-elect Enrique Salem as a director of Mgmt For For the Company. 12. To re-elect Steven Sordello as a director Mgmt For For of the Company. 13. To re-elect Richard P. Wong as a director Mgmt For For of the Company. 14. To re-elect Michelle Zatlyn as a director Mgmt For For of the Company. -------------------------------------------------------------------------------------------------------------------------- DAIFUKU CO.,LTD. Agenda Number: 715753287 -------------------------------------------------------------------------------------------------------------------------- Security: J08988107 Meeting Type: AGM Meeting Date: 24-Jun-2022 Ticker: ISIN: JP3497400006 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Amend Articles to: Approve Minor Revisions Mgmt For For Related to Change of Laws and Regulations 2.1 Appoint a Director Geshiro, Hiroshi Mgmt For For 2.2 Appoint a Director Honda, Shuichi Mgmt For For 2.3 Appoint a Director Sato, Seiji Mgmt For For 2.4 Appoint a Director Hayashi, Toshiaki Mgmt For For 2.5 Appoint a Director Nobuta, Hiroshi Mgmt For For 2.6 Appoint a Director Ozawa, Yoshiaki Mgmt For For 2.7 Appoint a Director Sakai, Mineo Mgmt For For 2.8 Appoint a Director Kato, Kaku Mgmt For For 2.9 Appoint a Director Kaneko, Keiko Mgmt For For 3.1 Appoint a Corporate Auditor Saito, Tsukasa Mgmt For For 3.2 Appoint a Corporate Auditor Miyajima, Mgmt For For Tsukasa -------------------------------------------------------------------------------------------------------------------------- GENMAB A/S Agenda Number: 715259481 -------------------------------------------------------------------------------------------------------------------------- Security: K3967W102 Meeting Type: AGM Meeting Date: 29-Mar-2022 Ticker: ISIN: DK0010272202 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING INSTRUCTIONS FOR MOST MEETINGS ARE Non-Voting CAST BY THE REGISTRAR IN ACCORDANCE WITH YOUR VOTING INSTRUCTIONS. FOR THE SMALL NUMBER OF MEETINGS WHERE THERE IS NO REGISTRAR, YOUR VOTING INSTRUCTIONS WILL BE CAST BY THE CHAIRMAN OF THE BOARD (OR A BOARD MEMBER) AS PROXY. THE CHAIRMAN (OR A BOARD MEMBER) MAY CHOOSE TO ONLY CAST PRO-MANAGEMENT VOTING INSTRUCTIONS. TO GUARANTEE YOUR VOTING INSTRUCTIONS AGAINST MANAGEMENT ARE CAST, YOU MAY SUBMIT A REQUEST TO ATTEND THE MEETING IN PERSON. THE SUB CUSTODIAN BANKS OFFER REPRESENTATION SERVICES FOR AN ADDED FEE, IF REQUESTED. CMMT SPLIT AND PARTIAL VOTING IS NOT AUTHORIZED Non-Voting FOR A BENEFICIAL OWNER IN THE DANISH MARKET. CMMT A BENEFICIAL OWNER SIGNED POWER OF ATTORNEY Non-Voting (POA) IS REQUIRED TO LODGE YOUR VOTING INSTRUCTIONS. IF NO POA IS SUBMITTED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 696701 DUE TO RECEIPT OF ADDITION OF RESOLUTION NUMBER 5.F. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU 1 REPORT BY THE BOARD OF DIRECTORS ON THE Non-Voting COMPANY'S ACTIVITIES DURING THE PAST YEAR 2 PRESENTATION AND ADOPTION OF THE AUDITED Mgmt For For ANNUAL REPORT AND DISCHARGE OF BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT 3 RESOLUTION ON THE DISTRIBUTION OF PROFITS Mgmt For For AS RECORDED IN THE ADOPTED ANNUAL REPORT 4 ADVISORY VOTE ON THE COMPENSATION REPORT Mgmt For For 5.A ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTOR: RE-ELECTION OF DEIRDRE P. CONNELLY 5.B ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTOR: RE-ELECTION OF PERNILLE ERENBJERG 5.C ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTOR: RE-ELECTION OF ROLF HOFFMANN 5.D ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTOR: RE-ELECTION OF DR. PAOLO PAOLETTI 5.E ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTOR: RE-ELECTION OF DR. ANDERS GERSEL PEDERSEN 5.F ELECTION OF MEMBER OF THE BOARD OF Mgmt For For DIRECTOR: ELECTION OF ELIZABETH O'FARRELL 6 ELECTION OF AUDITOR: RE-ELECTION OF Mgmt For For PRICEWATERHOUSECOOPERS STATSAUTORISERET REVISIONSPARTNERSELSKAB 7.A PROPOSALS FROM THE BOARD OF DIRECTORS: Mgmt For For APPROVAL OF THE BOARD OF DIRECTORS' REMUNERATION FOR 2022 8 AUTHORIZATION OF THE CHAIR OF THE GENERAL Mgmt For For MEETING TO REGISTER RESOLUTIONS PASSED BY THE GENERAL MEETING 9 MISCELLANEOUS Non-Voting CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 5.A TO 5.F AND 6. THANK YOU CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- GRIFOLS, SA Agenda Number: 715740925 -------------------------------------------------------------------------------------------------------------------------- Security: E5706X215 Meeting Type: OGM Meeting Date: 09-Jun-2022 Ticker: ISIN: ES0171996087 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 745934 DUE TO RESOLUTION 6.1 AND 6.2 ARE NON-VOTABLE ITEMS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED IF VOTE DEADLINE EXTENSIONS ARE GRANTED. THEREFORE PLEASE REINSTRUCT ON THIS MEETING NOTICE ON THE NEW JOB. IF HOWEVER VOTE DEADLINE EXTENSIONS ARE NOT GRANTED IN THE MARKET, THIS MEETING WILL BE CLOSED AND YOUR VOTE INTENTIONS ON THE ORIGINAL MEETING WILL BE APPLICABLE. PLEASE ENSURE VOTING IS SUBMITTED PRIOR TO CUTOFF ON THE ORIGINAL MEETING, AND AS SOON AS POSSIBLE ON THIS NEW AMENDED MEETING. THANK YOU. CMMT PLEASE NOTE IN THE EVENT THE MEETING DOES Non-Voting NOT REACH QUORUM, THERE WILL BE A SECOND CALL ON 10 JUN 2022. CONSEQUENTLY, YOUR VOTING INSTRUCTIONS WILL REMAIN VALID FOR ALL CALLS UNLESS THE AGENDA IS AMENDED. THANK YOU. 1 APPROVE STANDALONE FINANCIAL STATEMENTS AND Mgmt For For ALLOCATION OF INCOME 2 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For 3 APPROVE NON-FINANCIAL INFORMATION STATEMENT Mgmt For For 4 APPROVE DISCHARGE OF BOARD Mgmt For For 5 RENEW APPOINTMENT OF KPMG AUDITORES AS Mgmt For For AUDITOR OF CONSOLIDATED FINANCIAL STATEMENTS 6.1 DISMISS BELEN VILLALONGA MORENES AS Non-Voting DIRECTOR 6.2 DISMISS MARLA E. SALMON AS DIRECTOR Non-Voting 6.3 ELECT MONTSERRAT MUNOZ ABELLANA AS DIRECTOR Mgmt For For 6.4 ELECT SUSANA GONZALEZ RODRIGUEZ AS DIRECTOR Mgmt For For 7.1 AMEND ARTICLE 16 AND 17.BIS RE: ALLOW Mgmt For For SHAREHOLDER MEETINGS TO BE HELD IN VIRTUAL-ONLY FORMAT 7.2 AMEND ARTICLE 20.BIS RE: DIRECTOR Mgmt For For REMUNERATION 7.3 AMEND ARTICLE 24.TER RE: AUDIT COMMITTEE Mgmt For For 7.4 AMEND ARTICLE 25 RE: ANNUAL ACCOUNTS Mgmt For For 8.1 AMEND ARTICLE 9 OF GENERAL MEETING Mgmt For For REGULATIONS RE: RIGHT TO INFORMATION PRIOR TO THE MEETING 8.2 AMEND ARTICLES OF GENERAL MEETING Mgmt For For REGULATIONS RE: ALLOW SHAREHOLDER MEETINGS TO BE HELD IN VIRTUAL-ONLY FORMAT 9 RECEIVE AMENDMENTS TO BOARD OF DIRECTORS Non-Voting REGULATIONS 10 ADVISORY VOTE ON REMUNERATION REPORT Mgmt For For 11 APPROVE REMUNERATION POLICY Mgmt For For 12 AUTHORIZE COMPANY TO CALL EGM WITH 15 DAYS' Mgmt Against Against NOTICE 13 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For APPROVED RESOLUTIONS CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- KERING SA Agenda Number: 714248805 -------------------------------------------------------------------------------------------------------------------------- Security: F5433L103 Meeting Type: OGM Meeting Date: 06-Jul-2021 Ticker: ISIN: FR0000121485 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT THE FOLLOWING APPLIES TO SHAREHOLDERS THAT Non-Voting DO NOT HOLD SHARES DIRECTLY WITH A FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE. CMMT FOLLOWING CHANGES IN THE FORMAT OF PROXY Non-Voting CARDS FOR FRENCH MEETINGS, ABSTAIN IS NOW A VALID VOTING OPTION. FOR ANY ADDITIONAL ITEMS RAISED AT THE MEETING THE VOTING OPTION WILL DEFAULT TO 'AGAINST', OR FOR POSITIONS WHERE THE PROXY CARD IS NOT COMPLETED BY BROADRIDGE, TO THE PREFERENCE OF YOUR CUSTODIAN. CMMT 01 JUNE 2021: PLEASE NOTE THAT IF YOU HOLD Non-Voting CREST DEPOSITORY INTERESTS (CDIs) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIs TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIs WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIs WILL BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON THE BUSINESS DAY PRIOR TO MEETING DATE UNLESS OTHERWISE SPECIFIED. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU AND PLEASE NOTE THAT SHAREHOLDER DETAILS ARE REQUIRED TO VOTE AT THIS MEETING. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY CARRY A HEIGHTENED RISK OF BEING REJECTED. THANK YOU CMMT PLEASE NOTE THAT DUE TO THE CURRENT COVID19 Non-Voting CRISIS AND IN ACCORDANCE WITH THE PROVISIONS ADOPTED BY THE FRENCH GOVERNMENT UNDER LAW NO. 2020-1379 OF NOVEMBER 14, 2020, EXTENDED AND MODIFIED BY LAW NO 2020-1614 OF DECEMBER 18, 2020 THE GENERAL MEETING WILL TAKE PLACE BEHIND CLOSED DOORS WITHOUT THE PHYSICAL PRESENCE OF THE SHAREHOLDERS. TO COMPLY WITH THESE LAWS, PLEASE DO NOT SUBMIT ANY REQUESTS TO ATTEND THE MEETING IN PERSON. SHOULD THIS SITUATION CHANGE, THE COMPANY ENCOURAGES ALL SHAREHOLDERS TO REGULARLY CONSULT THE COMPANY WEBSITE CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE CMMT 01 JUNE 2021: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://www.journal-officiel.gouv.fr/balo/d ocument/202105312102284-65 AND PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF COMMENT AND RESOLUTION 1. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU 1 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For PURCHASE, RETAIN OR TRANSFER THE COMPANY'S SHARES -------------------------------------------------------------------------------------------------------------------------- KERING SA Agenda Number: 715298673 -------------------------------------------------------------------------------------------------------------------------- Security: F5433L103 Meeting Type: MIX Meeting Date: 28-Apr-2022 Ticker: ISIN: FR0000121485 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting DIRECTLY WITH A FRENCH CUSTODIAN, VOTING INSTRUCTIONS WILL BE FORWARDED TO YOUR GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE GLOBAL CUSTODIAN AS THE REGISTERED INTERMEDIARY WILL SIGN THE PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT. CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting VOTING OPTION. FOR ANY ADDITIONAL RESOLUTIONS RAISED AT THE MEETING THE VOTING INSTRUCTION WILL DEFAULT TO 'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING THE PROXY CARD, THE VOTING INSTRUCTION WILL DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN. CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT DUE TO THE COVID19 CRISIS AND IN ACCORDANCE Non-Voting WITH THE PROVISIONS ADOPTED BY THE FRENCH GOVERNMENT UNDER LAW NO. 2020-1379 OF NOVEMBER 14, 2020, EXTENDED AND MODIFIED BY LAW NO 2020-1614 OF DECEMBER 18 2020; THE GENERAL MEETING WILL TAKE PLACE BEHIND CLOSED DOORS WITHOUT THE PHYSICAL PRESENCE OF SHAREHOLDERS. TO COMPLY WITH THESE LAWS, PLEASE DO NOT SUBMIT ANY REQUESTS TO ATTEND THE MEETING IN PERSON. THE COMPANY ENCOURAGES ALL SHAREHOLDERS TO REGULARLY CONSULT THE COMPANY WEBSITE TO VIEW ANY CHANGES TO THIS POLICY. CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES) UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED AVAILABILIY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE 1 APPROVAL OF THE PARENT COMPANY FINANCIAL Mgmt For For STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2021 2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2021 3 APPROPRIATION OF NET INCOME FOR 2021 AND Mgmt For For SETTING OF THE DIVIDEND 4 REAPPOINTMENT OF DANIELA RICCARDI AS A Mgmt For For DIRECTOR 5 APPOINTMENT OF V RONIQUE WEILL AS A Mgmt For For DIRECTOR 6 APPOINTMENT OF YONCA DERVISOGLU AS A Mgmt For For DIRECTOR 7 APPOINTMENT OF SERGE WEINBERG AS A DIRECTOR Mgmt For For 8 APPROVAL OF THE INFORMATION REFERRED TO IN Mgmt For For ARTICLE L. 22-10-9, I OF THE FRENCH COMMERCIAL CODE RELATING TO REMUNERATION PAID DURING OR AWARDED FOR THE YEAR ENDED DECEMBER 31, 2021 TO CORPORATE OFFICERS 9 APPROVAL OF THE FIXED, VARIABLE AND Mgmt Against Against EXCEPTIONAL COMPONENTS OF TOTAL REMUNERATION AND BENEFITS IN KIND PAID DURING OR AWARDED FOR THE YEAR ENDED DECEMBER 31, 2021 TO FRAN OIS-HENRI PINAULT, CHAIRMAN AND CHIEF EXECUTIVE OFFICER 10 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For EXCEPTIONAL COMPONENTS OF TOTAL REMUNERATION AND BENEFITS IN KIND PAID DURING OR AWARDED FOR THE YEAR ENDED DECEMBER 31, 2021 TO JEAN-FRAN OIS PALUS, GROUP MANAGING DIRECTOR 11 APPROVAL OF THE REMUNERATION POLICY FOR Mgmt Against Against EXECUTIVE CORPORATE OFFICERS 12 APPROVAL OF THE REMUNERATION POLICY FOR Mgmt For For CORPORATE OFFICERS IN RESPECT OF THEIR DUTIES AS DIRECTORS 13 APPOINTMENT OF PRICEWATERHOUSECOOPERS AUDIT Mgmt For For AS PRINCIPAL STATUTORY AUDITOR 14 APPOINTMENT OF EMMANUEL BENOIST AS Mgmt For For SUBSTITUTE STATUTORY AUDITOR 15 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt For For PURCHASE, RETAIN AND TRANSFER THE COMPANY'S SHARES 16 AUTHORIZATION FOR THE BOARD OF DIRECTORS TO Mgmt Against Against MAKE FREE AWARDS OF ORDINARY SHARES IN THE COMPANY (EXISTING OR TO BE ISSUED), SUBJECT, WHERE APPLICABLE, TO PERFORMANCE CONDITIONS, TO BENEFICIARIES OR CATEGORIES OF BENEFICIARIES AMONG THE EMPLOYEES AND EXECUTIVE CORPORATE OFFICERS OF THE COMPANY AND AFFILIATED COMPANIES 17 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO DECIDE TO INCREASE THE SHARE CAPITAL BY ISSUING ORDINARY SHARES RESERVED FOR EMPLOYEES, FORMER EMPLOYEES AND ELIGIBLE CORPORATE OFFICERS WHO ARE MEMBERS OF AN EMPLOYEE SAVINGS PLAN, WITHOUT PRE-EMPTIVE SUBSCRIPTION RIGHTS 18 DELEGATION OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO DECIDE TO INCREASE THE SHARE CAPITAL BY ISSUING ORDINARY SHARES RESERVED FOR NAMED CATEGORIES OF BENEFICIARIES, WITH PRE-EMPTIVE SUBSCRIPTION RIGHTS WAIVED IN THEIR FAVOR 19 POWERS FOR FORMALITIES Mgmt For For -------------------------------------------------------------------------------------------------------------------------- KEYENCE CORPORATION Agenda Number: 715663452 -------------------------------------------------------------------------------------------------------------------------- Security: J32491102 Meeting Type: AGM Meeting Date: 10-Jun-2022 Ticker: ISIN: JP3236200006 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2 Amend Articles to: Approve Minor Revisions Mgmt For For Related to Change of Laws and Regulations 3.1 Appoint a Director Takizaki, Takemitsu Mgmt For For 3.2 Appoint a Director Nakata, Yu Mgmt For For 3.3 Appoint a Director Yamaguchi, Akiji Mgmt For For 3.4 Appoint a Director Miki, Masayuki Mgmt For For 3.5 Appoint a Director Yamamoto, Hiroaki Mgmt For For 3.6 Appoint a Director Yamamoto, Akinori Mgmt For For 3.7 Appoint a Director Taniguchi, Seiichi Mgmt For For 3.8 Appoint a Director Suenaga, Kumiko Mgmt For For 3.9 Appoint a Director Yoshioka, Michifumi Mgmt For For 4 Appoint a Substitute Corporate Auditor Mgmt For For Yamamoto, Masaharu 5 Approve Details of the Compensation to be Mgmt For For received by Directors -------------------------------------------------------------------------------------------------------------------------- MEITUAN Agenda Number: 715533382 -------------------------------------------------------------------------------------------------------------------------- Security: G59669104 Meeting Type: AGM Meeting Date: 18-May-2022 Ticker: ISIN: KYG596691041 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0425/2022042500537.pdf And https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0425/2022042500647.pdf CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING. 1 TO RECEIVE AND ADOPT THE AUDITED Mgmt For For CONSOLIDATED FINANCIAL STATEMENTS OF THE COMPANY FOR THE YEAR ENDED DECEMBER 31, 2021 AND THE REPORTS OF THE DIRECTORS OF THE COMPANY (DIRECTORS) AND INDEPENDENT AUDITOR OF THE COMPANY THEREON 2 TO RE-ELECT MR. WANG XING AS AN EXECUTIVE Mgmt For For DIRECTOR 3 TO RE-ELECT MR. MU RONGJUN AS AN EXECUTIVE Mgmt Against Against DIRECTOR 4 TO RE-ELECT DR. SHUM HEUNG YEUNG HARRY AS Mgmt For For AN INDEPENDENT NON-EXECUTIVE DIRECTOR 5 TO AUTHORIZE THE BOARD OF DIRECTORS (BOARD) Mgmt For For TO FIX THE REMUNERATION OF THE DIRECTORS 6 TO GRANT A GENERAL MANDATE TO THE Mgmt Against Against DIRECTORS, EXERCISABLE ON THEIR BEHALF BY MR. WANG XING, TO ISSUE, ALLOT AND DEAL WITH ADDITIONAL CLASS B SHARES OF THE COMPANY NOT EXCEEDING 20% OF THE TOTAL NUMBER OF ISSUED SHARES OF THE COMPANY AS AT THE DATE OF PASSING OF THIS RESOLUTION 7 TO GRANT A GENERAL MANDATE TO THE Mgmt For For DIRECTORS, EXERCISABLE ON THEIR BEHALF BY MR. WANG XING, TO REPURCHASE SHARES 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 8 TO EXTEND THE GENERAL MANDATE GRANTED TO Mgmt Against Against THE DIRECTORS TO ISSUE, ALLOT AND DEAL WITH ADDITIONAL SHARES IN THE CAPITAL OF THE COMPANY BY THE AGGREGATE NUMBER OF THE SHARES REPURCHASED BY THE COMPANY 9 TO RE-APPOINT PRICEWATERHOUSECOOPERS AS Mgmt For For AUDITOR OF THE COMPANY TO HOLD OFFICE UNTIL THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY AND TO AUTHORIZE THE BOARD TO FIX THEIR REMUNERATION FOR THE YEAR ENDING DECEMBER 31, 2022 -------------------------------------------------------------------------------------------------------------------------- MURATA MANUFACTURING CO.,LTD. Agenda Number: 715747866 -------------------------------------------------------------------------------------------------------------------------- Security: J46840104 Meeting Type: AGM Meeting Date: 29-Jun-2022 Ticker: ISIN: JP3914400001 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2 Amend Articles to: Approve Minor Revisions Mgmt For For Related to Change of Laws and Regulations, Reduce the Board of Directors Size 3.1 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Murata, Tsuneo 3.2 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Nakajima, Norio 3.3 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Iwatsubo, Hiroshi 3.4 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Minamide, Masanori 3.5 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Yasuda, Yuko 3.6 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Nishijima, Takashi 4.1 Appoint a Director who is Audit and Mgmt Against Against Supervisory Committee Member Ozawa, Yoshiro 4.2 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Kambayashi, Hiyoo 4.3 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Yamamoto, Takatoshi 4.4 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Munakata, Naoko -------------------------------------------------------------------------------------------------------------------------- NIDEC CORPORATION Agenda Number: 715705527 -------------------------------------------------------------------------------------------------------------------------- Security: J52968104 Meeting Type: AGM Meeting Date: 17-Jun-2022 Ticker: ISIN: JP3734800000 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Amend Articles to: Approve Minor Revisions Mgmt For For Related to Change of Laws and Regulations, Change Official Company Name, Approve Minor Revisions 2.1 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Nagamori, Shigenobu 2.2 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Kobe, Hiroshi 2.3 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Seki, Jun 2.4 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Sato, Shinichi 2.5 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Komatsu, Yayoi 2.6 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Sakai, Takako 3.1 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Murakami, Kazuya 3.2 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Ochiai, Hiroyuki 3.3 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Nakane, Takeshi 3.4 Appoint a Director who is Audit and Mgmt Against Against Supervisory Committee Member Yamada, Aya 3.5 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Akamatsu, Tamame 4 Appoint a Substitute Director who is Audit Mgmt Against Against and Supervisory Committee Member Watanabe, Junko -------------------------------------------------------------------------------------------------------------------------- NORDIC SEMICONDUCTOR ASA Agenda Number: 715379182 -------------------------------------------------------------------------------------------------------------------------- Security: R4988P103 Meeting Type: AGM Meeting Date: 28-Apr-2022 Ticker: ISIN: NO0003055501 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 OPENING OF THE SHAREHOLDER MEETING Non-Voting 2 ELECTION OF MEETING CHAIR AND INDIVIDUAL TO Mgmt No vote SIGN THE MINUTES 3 APPROVAL OF INVITATION AND THE AGENDA Mgmt No vote 4 APPROVAL OF ANNUAL FINANCIAL STATEMENTS AND Mgmt No vote THE BOARD'S REPORT, INCLUDING CONSOLIDATED ACCOUNTS AND YEAR-END ALLOCATIONS, FOR 2021 5 CONSIDERATION OF THE BOARD OF DIRECTOR'S Non-Voting REPORT ON CORPORATE GOVERNANCE 6.A APPROVAL OF COMPENSATION TO THE BOARD, THE Mgmt No vote NOMINATION COMMITTEE AND THE AUDITOR: APPROVAL OF COMPENSATION TO THE BOARD 6.B APPROVAL OF COMPENSATION TO THE BOARD, THE Mgmt No vote NOMINATION COMMITTEE AND THE AUDITOR: APPROVAL OF COMPENSATION TO THE NOMINATION COMMITTEE 6.C APPROVAL OF COMPENSATION TO THE BOARD, THE Mgmt No vote NOMINATION COMMITTEE AND THE AUDITOR: APPROVAL OF COMPENSATION TO THE AUDITOR 7 POWER OF ATTORNEY FOR PURCHASE OF THE Mgmt No vote COMPANY'S OWN SHARES 8 POWER OF ATTORNEY TO INCREASE THE SHARE Mgmt No vote CAPITAL 9.A ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: CHAIR : BIRGER KRISTIAN STEEN (RE-ELECTION) 9.B ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: BOARD MEMBER: JAN FRYKHAMMAR (RE-ELECTION) 9.C ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: BOARD MEMBER: ANITA HUUN (RE-ELECTION) 9.D ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: BOARD MEMBER: ENDRE HOLEN (RE-ELECTION) 9.E ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: BOARD MEMBER: INGER BERG ORSTAVIK (RE-ELECTION) 9.F ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: BOARD MEMBER: OYVIND BIRKENES (RE-ELECTION) 9.G ELECTION OF MEMBER TO SERVE ON THE BOARD OF Mgmt No vote DIRECTORS: BOARD MEMBER: ANNASTIINA HINTSA (RE-ELECTION) 10.A ELECTION OF MEMBER TO SERVE ON THE Mgmt No vote NOMINATION COMMITTEE: CHAIR: VIGGO LEISNER (RE-ELECTION, NEW CHAIR) 10.B ELECTION OF MEMBER TO SERVE ON THE Mgmt No vote NOMINATION COMMITTEE: MEMBER: EIVIND LOTSBERG (RE-ELECTION) 10.C ELECTION OF MEMBER TO SERVE ON THE Mgmt No vote NOMINATION COMMITTEE: MEMBER: FREDRIK THORESEN (NEW) 11 ADVISORY VOTE ON THE BOARD OF DIRECTOR'S Mgmt No vote REMUNERATION REPORT 2021 12 APPROVAL OF THE BOARD OF DIRECTOR'S Mgmt No vote GUIDELINES AND POLICY FOR REMUNERATION OF SENIOR EXECUTIVES 12.1 APPROVAL OF THE LONG-TERM EQUITY-LINKED Mgmt No vote INCENTIVE PLAN FOR ALL EMPLOYEES CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. ACCOUNTS WITH MULTIPLE BENEFICIAL OWNERS WILL REQUIRE DISCLOSURE OF EACH BENEFICIAL OWNER NAME, ADDRESS AND SHARE POSITION CMMT IF YOUR CUSTODIAN DOES NOT HAVE A POWER OF Non-Voting ATTORNEY (POA) IN PLACE, AN INDIVIDUAL BENEFICIAL OWNER SIGNED POA MAY BE REQUIRED CMMT TO VOTE SHARES HELD IN AN OMNIBUS/NOMINEE Non-Voting ACCOUNT IN THE LOCAL MARKET, THE LOCAL CUSTODIAN WILL TEMPORARILY TRANSFER VOTED SHARES TO A SEPARATE ACCOUNT IN THE BENEFICIAL OWNER'S NAME ON THE PROXY VOTING DEADLINE AND TRANSFER BACK TO THE OMNIBUS/NOMINEE ACCOUNT THE DAY AFTER THE MEETING DATE CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES) UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED AVAILABILITY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- PRYSMIAN S.P.A. Agenda Number: 715292885 -------------------------------------------------------------------------------------------------------------------------- Security: T7630L105 Meeting Type: MIX Meeting Date: 12-Apr-2022 Ticker: ISIN: IT0004176001 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH BENEFICIAL OWNER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO BENEFICIAL OWNER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 699497 DUE TO RECEIVED SLATES. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU O.1 BALANCE SHEET AS OF 31 DECEMBER 2021; Mgmt For For DIRECTORS' REPORT; REPORT BY THE INTERNAL AUDITORS; REPORT BY THE EXTERNAL AUDITORS O.2 ALLOCATION OF NET PROFIT FOR THE YEAR AND Mgmt For For DISTRIBUTION OF DIVIDEND CMMT PLEASE NOTE THAT ALTHOUGH THERE ARE 2 Non-Voting SLATES TO BE ELECTED AS AUDITORS, THERE IS ONLY 1 SLATE AVAILABLE TO BE FILLED AT THE MEETING. THE STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED AND, IF YOU CHOOSE, YOU ARE REQUIRED TO VOTE FOR, AGAINST OR ABSTAIN ON ONLY 1 OF THE 2 AUDITORS AND TO SELECT 'CLEAR' FOR THE OTHERS. THANK YOU O.3.1 PLEASE NOTE THAT THIS RESOLUTION IS A Shr For SHAREHOLDER PROPOSAL: APPOINTMENT OF THE INTERNAL AUDITORS AND OF ITS CHAIRMAN FOR 2022-2024 PERIOD. LIST PRESENTED BY CLUBTRE S.R.L., ALBAS S.R.L. AND ANGELINI PARTECIPAZIONI FINANZIARIE S.R.L., REPRESENTING TOGETHER THE 1.65 PTC OF THE SHARE CAPITAL: EFFECTIVE AUDITORS: ROBERTO CAPONE LAURA GUALTIERI ALTERNATE AUDITORS: STEFANO ROSSETTI O.3.2 PLEASE NOTE THAT THIS RESOLUTION IS A Shr No vote SHAREHOLDER PROPOSAL: APPOINTMENT OF THE INTERNAL AUDITORS AND OF ITS CHAIRMAN FOR 2022-2024 PERIOD. LIST PRESENTED BY DIFFERENT FUND JOINTLY, REPRESENTING TOGETHER THE 3.69206 PTC OF THE SHARE CAPITAL OF PRYSMIAN S.P.A.: EFFECTIVE AUDITORS: STEFANO SARUBBI NICOLETTA PARACCHINI PIER LUIGI PACE ALTERNATE AUDITORS: VIERI CHIMENTI ANNA MARIA ALLIEVI O.4 DETERMINATION OF THE REMUNERATION OF THE Mgmt For For MEMBERS OF THE INTERNAL AUDITORS O.5 GRANT OF AUTHORITY TO THE BOARD OF Mgmt For For DIRECTORS TO BUY BACK AND DISPOSE OF TREASURY SHARES PURSUANT TO ARTICLES 2357 AND 2357-TER OF THE ITALIAN CIVIL CODE; REVOCATION OF THE AUTHORISATION TO BUY BACK AND DISPOSE OF TREASURY SHARES UNDER THE SHAREHOLDER RESOLUTION DATED 28 APRIL 2021 RELATED TO THE BUY AND DISPOSAL OF OWN SHARES; RESOLUTIONS RELATED THERETO O.6 STOCK GRANT PLAN FOR EMPLOYEES OF THE Mgmt For For PRYSMIAN GROUP O.7 ADVISORY VOTE ON THE COMPENSATION PAID ON Mgmt For For 2021 E.1 REVOCATION OF MEETING RESOLUTION OF 28 Mgmt For For APRIL 2020 RELATING TO THE SHARE CAPITAL INCREASE FOR MAXIMUM NOMINAL AMOUNT OF EUR1,100,000 WITH THE ISSUE OF MAXIMUM N.11,000,000 ORDINARY SHARES WITH A PAR VALUE OF EUR0.10 EACH, TO BE ASSIGNED FREE OF CHARGE TO EMPLOYEES OF PRYSMIAN S.P.A. AND OF PRYSMIAN GROUP, BENEFICIARIES OF THE INCENTIVE PLAN APPROVED BY THE ORDINARY MEETING OF 28 APRIL 2020. PROPOSAL FOR A FREE SHARE CAPITAL INCREASE, TO BE RESERVED FOR EMPLOYEES OF THE PRYSMIAN GROUP IN EXECUTION OF THE INCENTIVE PLAN ALREADY APPROVED BY THE AFOREMENTIONED ORDINARY SHAREHOLDERS' MEETING OF 28 APRIL 2020, FOR A MAXIMUM NOMINAL AMOUNT OF EUR800,000.00, BY MEANS OF ASSIGNMENT PURSUANT TO ART. 2349 OF THE ITALIAN CIVIL CODE, OF A CORRESPONDING AMOUNT WITHDRAWN FROM PROFITS OR FROM PROFIT RESERVES, WITH THE ISSUE OF NO MORE THAN NO. 8,000,000 OF ORDINARY SHARES WITH A PAR VALUE OF EUR 0.10 EACH. CONTEXTUAL AMENDMENT OF ARTICLE 6 OF THE BY-LAWS (STOCK CAPITAL AND SHARES). RESOLUTIONS RELATED THERETO E.2 PROPOSAL FOR A FREE SHARE CAPITAL INCREASE, Mgmt For For TO BE RESERVED FOR EMPLOYEES OF THE PRYSMIAN GROUP IN EXECUTION OF A STOCK GRANT PLAN SUBMITTED TO THE APPROVAL OF TODAY'S ORDINARY SHAREHOLDERS' MEETING, FOR A MAXIMUM NOMINAL AMOUNT OF EUR 300,000.00, BY MEANS OF ASSIGNMENT TO PURSUANT TO ART. 2349 OF THE ITALIAN CIVIL CODE, OF A CORRESPONDING AMOUNT WITHDRAWN FROM PROFITS OR FROM PROFIT RESERVES, WITH THE ISSUE OF NO MORE THAN NO. 3,000,000 OF ORDINARY SHARES WITH A PAR VALUE OF EUR 0.10 EACH. CONTEXTUAL AMENDMENT OF ARTICLE 6 OF THE BY-LAWS (STOCK CAPITAL AND SHARES). RESOLUTIONS RELATED THERETO CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE -------------------------------------------------------------------------------------------------------------------------- PUMA SE Agenda Number: 715370069 -------------------------------------------------------------------------------------------------------------------------- Security: D62318148 Meeting Type: AGM Meeting Date: 11-May-2022 Ticker: ISIN: DE0006969603 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTION MAY BE REJECTED. CMMT FROM 10TH FEBRUARY, BROADRIDGE WILL CODE Non-Voting ALL AGENDAS FOR GERMAN MEETINGS IN ENGLISH ONLY. IF YOU WISH TO SEE THE AGENDA IN GERMAN, THIS WILL BE MADE AVAILABLE AS A LINK UNDER THE 'MATERIAL URL' DROPDOWN AT THE TOP OF THE BALLOT. THE GERMAN AGENDAS FOR ANY EXISTING OR PAST MEETINGS WILL REMAIN IN PLACE. FOR FURTHER INFORMATION, PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE. CMMT ACCORDING TO GERMAN LAW, IN CASE OF Non-Voting SPECIFIC CONFLICTS OF INTEREST IN CONNECTION WITH SPECIFIC ITEMS OF THE AGENDA FOR THE GENERAL MEETING YOU ARE NOT ENTITLED TO EXERCISE YOUR VOTING RIGHTS. FURTHER, YOUR VOTING RIGHT MIGHT BE EXCLUDED WHEN YOUR SHARE IN VOTING RIGHTS HAS REACHED CERTAIN THRESHOLDS AND YOU HAVE NOT COMPLIED WITH ANY OF YOUR MANDATORY VOTING RIGHTS NOTIFICATIONS PURSUANT TO THE GERMAN SECURITIES TRADING ACT (WPHG). FOR QUESTIONS IN THIS REGARD PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE FOR CLARIFICATION. IF YOU DO NOT HAVE ANY INDICATION REGARDING SUCH CONFLICT OF INTEREST, OR ANOTHER EXCLUSION FROM VOTING, PLEASE SUBMIT YOUR VOTE AS USUAL. CMMT INFORMATION ON COUNTER PROPOSALS CAN BE Non-Voting FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED ON THE BALLOT ON PROXYEDGE. CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE. THANK YOU. 1 RECEIVE FINANCIAL STATEMENTS AND STATUTORY Non-Voting REPORTS FOR FISCAL YEAR 2021 2 APPROVE ALLOCATION OF INCOME AND DIVIDENDS Mgmt For For OF EUR 0.72 PER SHARE 3 APPROVE DISCHARGE OF MANAGEMENT BOARD FOR Mgmt For For FISCAL YEAR 2021 4 APPROVE DISCHARGE OF SUPERVISORY BOARD FOR Mgmt For For FISCAL YEAR 2021 5 RATIFY KPMG AG AS AUDITORS FOR FISCAL YEAR Mgmt For For 2022 6 APPROVE ISSUANCE OF WARRANTS/BONDS WITH Mgmt For For WARRANTS ATTACHED/CONVERTIBLE BONDS WITHOUT PREEMPTIVE RIGHTS UP TO AGGREGATE NOMINAL AMOUNT OF EUR 1.5 BILLION; APPROVE CREATION OF EUR 15.1 MILLION POOL OF CAPITAL TO GUARANTEE CONVERSION RIGHTS 7 AMEND 2020 SHARE REPURCHASE AUTHORIZATION Mgmt For For TO ALLOW REISSUANCE OF REPURCHASED SHARES TO EMPLOYEES 8 AMEND ARTICLES RE: SUPERVISORY BOARD TERM Mgmt For For OF OFFICE 9 AMEND ARTICLES RE: PROOF OF ENTITLEMENT Mgmt For For 10 APPROVE REMUNERATION REPORT Mgmt Against Against -------------------------------------------------------------------------------------------------------------------------- SAFRAN SA Agenda Number: 715335178 -------------------------------------------------------------------------------------------------------------------------- Security: F4035A557 Meeting Type: MIX Meeting Date: 25-May-2022 Ticker: ISIN: FR0000073272 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT FOR SHAREHOLDERS NOT HOLDING SHARES Non-Voting DIRECTLY WITH A FRENCH CUSTODIAN, VOTING INSTRUCTIONS WILL BE FORWARDED TO YOUR GLOBAL CUSTODIAN ON VOTE DEADLINE DATE. THE GLOBAL CUSTODIAN AS THE REGISTERED INTERMEDIARY WILL SIGN THE PROXY CARD AND FORWARD TO THE LOCAL CUSTODIAN FOR LODGMENT. CMMT FOR FRENCH MEETINGS 'ABSTAIN' IS A VALID Non-Voting VOTING OPTION. FOR ANY ADDITIONAL RESOLUTIONS RAISED AT THE MEETING THE VOTING INSTRUCTION WILL DEFAULT TO 'AGAINST.' IF YOUR CUSTODIAN IS COMPLETING THE PROXY CARD, THE VOTING INSTRUCTION WILL DEFAULT TO THE PREFERENCE OF YOUR CUSTODIAN. CMMT VOTING MUST BE LODGED WITH SHAREHOLDER Non-Voting DETAILS AS PROVIDED BY YOUR CUSTODIAN BANK. IF NO SHAREHOLDER DETAILS ARE PROVIDED, YOUR INSTRUCTIONS MAY BE REJECTED. CMMT DUE TO THE COVID19 CRISIS AND IN ACCORDANCE Non-Voting WITH THE PROVISIONS ADOPTED BY THE FRENCH GOVERNMENT UNDER LAW NO. 2020-1379 OF NOVEMBER 14, 2020, EXTENDED AND MODIFIED BY LAW NO 2020-1614 OF DECEMBER 18 2020; THE GENERAL MEETING WILL TAKE PLACE BEHIND CLOSED DOORS WITHOUT THE PHYSICAL PRESENCE OF SHAREHOLDERS. TO COMPLY WITH THESE LAWS, PLEASE DO NOT SUBMIT ANY REQUESTS TO ATTEND THE MEETING IN PERSON. THE COMPANY ENCOURAGES ALL SHAREHOLDERS TO REGULARLY CONSULT THE COMPANY WEBSITE TO VIEW ANY CHANGES TO THIS POLICY. 1 APPROVAL OF THE CORPORATE FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021 2 APPROVAL OF THE CONSOLIDATED FINANCIAL Mgmt For For STATEMENTS FOR THE FINANCIAL YEAR ENDED 31 DECEMBER 2021 3 ALLOCATION OF INCOME FOR THE FINANCIAL YEAR Mgmt For For ENDED 31 DECEMBER 2021 SETTING OF THE DIVIDEND 4 RENEWAL OF THE TERM OF OFFICE OF MONIQUE Mgmt For For COHEN AS DIRECTOR 5 RENEWAL OF THE TERM OF OFFICE OF F&P AS Mgmt For For DIRECTOR 6 RENEWAL OF THE TERM OF OFFICE OF MAZARS Mgmt For For COMPANY AS PRINCIPAL STATUTORY AUDITOR 7 RENEWAL OF THE TERM OF OFFICE OF ERNST Mgmt For For & YOUNG ET AUTRES COMPANY AS PRINCIPAL STATUTORY AUDITOR 8 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL REMUNERATION AND BENEFITS OF ALL KINDS PAID DURING THE FINANCIAL YEAR 2021 OR ATTRIBUTED FOR THE FINANCIAL YEAR 2021 TO THE CHAIRMAN OF THE BOARD OF DIRECTORS 9 APPROVAL OF THE FIXED, VARIABLE AND Mgmt For For EXCEPTIONAL ELEMENTS MAKING UP THE TOTAL REMUNERATION AND BENEFITS OF ALL KINDS PAID DURING THE FINANCIAL YEAR 2021 OR ATTRIBUTED FOR THE FINANCIAL YEAR 2021 TO THE CHIEF EXECUTIVE OFFICER 10 APPROVAL OF THE INFORMATION MENTIONED IN Mgmt For For SECTION I OF ARTICLE L.22-10-9 OF THE FRENCH COMMERCIAL CODE, RELATING TO THE REMUNERATION OF CORPORATE OFFICERS 11 SETTING THE ANNUAL AMOUNT ALLOCATED TO Mgmt For For DIRECTORS IN REMUNERATION FOR THEIR DUTIES 12 APPROVAL OF THE REMUNERATION POLICY Mgmt For For APPLICABLE TO THE CHAIRMAN OF THE BOARD OF DIRECTORS 13 APPROVAL OF THE REMUNERATION POLICY Mgmt For For APPLICABLE TO THE CHIEF EXECUTIVE OFFICER 14 APPROVAL OF THE REMUNERATION POLICY Mgmt For For APPLICABLE TO DIRECTORS 15 AUTHORIZATION TO BE GRANTED TO THE BOARD OF Mgmt For For DIRECTORS TO TRADE IN THE COMPANY S SHARES 16 EXTENSION OF THE TERM OF THE COMPANY AND Mgmt For For CONSEQUENTIAL AMENDMENT OF ARTICLE 5 OF THE BY-LAWS 17 POWERS TO CARRY OUT FORMALITIES Mgmt For For CMMT 01 APR 2022: PLEASE NOTE THAT IMPORTANT Non-Voting ADDITIONAL MEETING INFORMATION IS AVAILABLE BY CLICKING ON THE MATERIAL URL LINK: https://fr.ftp.opendatasoft.com/datadila/JO /BALO/pdf/2022/0330/202203302200644.pdf AND PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE OF THE RECORD DATE FROM 23 MAY 2022 TO 20 MAY 2022. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU CMMT INTERMEDIARY CLIENTS ONLY - PLEASE NOTE Non-Voting THAT IF YOU ARE CLASSIFIED AS AN INTERMEDIARY CLIENT UNDER THE SHAREHOLDER RIGHTS DIRECTIVE II, YOU SHOULD BE PROVIDING THE UNDERLYING SHAREHOLDER INFORMATION AT THE VOTE INSTRUCTION LEVEL. IF YOU ARE UNSURE ON HOW TO PROVIDE THIS LEVEL OF DATA TO BROADRIDGE OUTSIDE OF PROXYEDGE, PLEASE SPEAK TO YOUR DEDICATED CLIENT SERVICE REPRESENTATIVE FOR ASSISTANCE. CMMT PLEASE NOTE THAT IF YOU HOLD CREST Non-Voting DEPOSITORY INTERESTS (CDIS) AND PARTICIPATE AT THIS MEETING, YOU (OR YOUR CREST SPONSORED MEMBER/CUSTODIAN) WILL BE REQUIRED TO INSTRUCT A TRANSFER OF THE RELEVANT CDIS TO THE ESCROW ACCOUNT SPECIFIED IN THE ASSOCIATED CORPORATE EVENT IN THE CREST SYSTEM. THIS TRANSFER WILL NEED TO BE COMPLETED BY THE SPECIFIED CREST SYSTEM DEADLINE. ONCE THIS TRANSFER HAS SETTLED, THE CDIS WILL BE BLOCKED IN THE CREST SYSTEM. THE CDIS WILL TYPICALLY BE RELEASED FROM ESCROW AS SOON AS PRACTICABLE ON RECORD DATE +1 DAY (OR ON MEETING DATE +1 DAY IF NO RECORD DATE APPLIES) UNLESS OTHERWISE SPECIFIED, AND ONLY AFTER THE AGENT HAS CONFIRMED AVAILABILIY OF THE POSITION. IN ORDER FOR A VOTE TO BE ACCEPTED, THE VOTED POSITION MUST BE BLOCKED IN THE REQUIRED ESCROW ACCOUNT IN THE CREST SYSTEM. BY VOTING ON THIS MEETING, YOUR CREST SPONSORED MEMBER/CUSTODIAN MAY USE YOUR VOTE INSTRUCTION AS THE AUTHORIZATION TO TAKE THE NECESSARY ACTION WHICH WILL INCLUDE TRANSFERRING YOUR INSTRUCTED POSITION TO ESCROW. PLEASE CONTACT YOUR CREST SPONSORED MEMBER/CUSTODIAN DIRECTLY FOR FURTHER INFORMATION ON THE CUSTODY PROCESS AND WHETHER OR NOT THEY REQUIRE SEPARATE INSTRUCTIONS FROM YOU -------------------------------------------------------------------------------------------------------------------------- SEA LIMITED Agenda Number: 935545179 -------------------------------------------------------------------------------------------------------------------------- Security: 81141R100 Meeting Type: Annual Meeting Date: 14-Feb-2022 Ticker: SE ISIN: US81141R1005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. AS A SPECIAL RESOLUTION, that the Eighth Mgmt Against Against Amended and Restated Memorandum and Articles of Association of the Company currently in effect be amended and restated by their deletion in their entirety and the substitution in their place of the Ninth Amended and Restated Memorandum and Articles of Association annexed as Annex A of the Notice of the Annual General Meeting. -------------------------------------------------------------------------------------------------------------------------- TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD Agenda Number: 715631126 -------------------------------------------------------------------------------------------------------------------------- Security: Y84629107 Meeting Type: AGM Meeting Date: 08-Jun-2022 Ticker: ISIN: TW0002330008 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 TO ACCEPT 2021 BUSINESS REPORT AND Mgmt For For FINANCIAL STATEMENTS 2 TO REVISE THE ARTICLES OF INCORPORATION Mgmt For For 3 TO REVISE THE PROCEDURES FOR ACQUISITION OR Mgmt For For DISPOSAL OF ASSETS 4 TO APPROVE THE ISSUANCE OF EMPLOYEE Mgmt For For RESTRICTED STOCK AWARDS FOR YEAR 2022 -------------------------------------------------------------------------------------------------------------------------- WUXI BIOLOGICS (CAYMAN) INC. Agenda Number: 714882998 -------------------------------------------------------------------------------------------------------------------------- Security: G97008117 Meeting Type: EGM Meeting Date: 23-Nov-2021 Ticker: ISIN: KYG970081173 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: https://www1.hkexnews.hk/listedco/listconew s/sehk/2021/1103/2021110301797.pdf AND https://www1.hkexnews.hk/listedco/listconew s/sehk/2021/1103/2021110301801.pdf CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' FOR RESOLUTION 1, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING 1 TO APPROVE THE ADOPTION OF SUBSIDIARY SHARE Mgmt Against Against OPTION SCHEMES OF WUXI VACCINES (CAYMAN) INC. AND WUXI XDC CAYMAN INC., SUBSIDIARIES OF THE COMPANY -------------------------------------------------------------------------------------------------------------------------- WUXI BIOLOGICS (CAYMAN) INC. Agenda Number: 715652877 -------------------------------------------------------------------------------------------------------------------------- Security: G97008117 Meeting Type: AGM Meeting Date: 10-Jun-2022 Ticker: ISIN: KYG970081173 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT THE COMPANY NOTICE AND Non-Voting PROXY FORM ARE AVAILABLE BY CLICKING ON THE URL LINKS: https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0517/2022051700363.pdf AND https://www1.hkexnews.hk/listedco/listconew s/sehk/2022/0517/2022051700391.pdf CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' FOR ALL RESOLUTIONS, ABSTAIN IS NOT A VOTING OPTION ON THIS MEETING. 1 TO RECEIVE THE AUDITED CONSOLIDATED Mgmt For For FINANCIAL STATEMENTS OF THE COMPANY AND ITS SUBSIDIARIES AND THE REPORTS OF THE DIRECTORS AND OF THE INDEPENDENT AUDITOR OF THE COMPANY FOR THE YEAR ENDED DECEMBER 31, 2021 2.A TO RE-ELECT DR. WEICHANG ZHOU AS EXECUTIVE Mgmt For For DIRECTOR 2.B TO RE-ELECT MR. YIBING WU AS NON-EXECUTIVE Mgmt For For DIRECTOR 2.C TO RE-ELECT MR. YANLING CAO AS Mgmt Against Against NON-EXECUTIVE DIRECTOR 3 TO AUTHORIZE THE BOARD OF DIRECTORS OR ANY Mgmt For For DULY AUTHORIZED BOARD COMMITTEE TO FIX THE DIRECTORS REMUNERATION FOR THE YEAR ENDING DECEMBER 31, 2022 4 TO RE-APPOINT MESSRS. DELOITTE TOUCHE Mgmt For For TOHMATSU AS AUDITORS AND TO AUTHORIZE THE BOARD OF DIRECTORS OR ANY DULY AUTHORIZED BOARD COMMITTEE TO FIX THEIR REMUNERATION 5 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For TO ISSUE, ALLOT AND DEAL WITH THE SHARES OF THE COMPANY 6 TO GRANT A GENERAL MANDATE TO THE DIRECTORS Mgmt For For TO REPURCHASE THE SHARES OF THE COMPANY 7 TO GRANT A SPECIFIC MANDATE TO THE Mgmt For For DIRECTORS OF THE COMPANY TO ISSUE AND ALLOT THE CONNECTED RESTRICTED SHARES (AS DEFINED IN THE NOTICE CONVENING THE AGM) 8 TO GRANT (A) 1,324,333 CONNECTED RESTRICTED Mgmt For For SHARES PURSUANT TO THE SCHEME (AS DEFINED IN THE NOTICE CONVENING THE AGM); AND (B) THE GRANT OF 877,694 CONNECTED RESTRICTED SHARES PURSUANT TO THE PROGRAM (AS DEFINED IN THE NOTICE CONVENING THE AGM) TO DR. ZHISHENG CHEN 9 TO GRANT (A) 450,281 CONNECTED RESTRICTED Mgmt For For SHARES PURSUANT TO THE SCHEME; AND (B) THE GRANT OF 298,416 CONNECTED RESTRICTED SHARES PURSUANT TO THE PROGRAM TO DR. WEICHANG ZHOU 10 TO GRANT 4,145 CONNECTED RESTRICTED SHARES Mgmt For For PURSUANT TO THE SCHEME TO MR. WILLIAM ROBERT KELLER 11 TO GRANT 4,145 CONNECTED RESTRICTED SHARES Mgmt For For PURSUANT TO THE SCHEME TO MR. TEH-MING WALTER KWAUK 12 TO GRANT 8,291 CONNECTED RESTRICTED SHARES Mgmt For For PURSUANT TO THE SCHEME TO MR. KENNETH WALTON HITCHNER III 13 TO GRANT (A) 33,565 CONNECTED RESTRICTED Mgmt For For SHARES PURSUANT TO THE SCHEME; AND (B) THE GRANT OF 29,251 CONNECTED RESTRICTED SHARES PURSUANT TO THE PROGRAM TO MR. ANGUS SCOTT MARSHALL TURNER 14 TO GRANT (A) 12,424 CONNECTED RESTRICTED Mgmt For For SHARES PURSUANT TO THE SCHEME; AND (B) THE GRANT OF 17,786 CONNECTED RESTRICTED SHARES PURSUANT TO THE PROGRAM TO MR. BRENDAN MCGRATH 15 TO GRANT 32,160,000 SHARE OPTIONS PURSUANT Mgmt Against Against TO THE SHARE OPTION SCHEME OF WUXI XDC CAYMAN INC. ADOPTED BY SHAREHOLDERS OF THE COMPANY ON NOVEMBER 23, 2021 TO DR. JINCAI LI 16 TO GRANT 31,980,000 SHARE OPTIONS PURSUANT Mgmt Against Against TO THE SHARE OPTION SCHEME OF WUXI VACCINES (CAYMAN) INC. ADOPTED BY SHAREHOLDERS OF THE COMPANY ON NOVEMBER 23, 2021 TO MR. JIAN DONG 17 TO APPROVE THE ADOPTION OF SECOND AMENDED Mgmt For For AND RESTATED MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE COMPANY, WHICH CONTAIN THE PROPOSED AMENDMENTS TO THE EXISTING MEMORANDUM AND ARTICLES OF ASSOCIATION (AS DEFINED IN THE NOTICE CONVENING THE AGM) AS SET OUT IN APPENDIX III OF THE CIRCULAR OF THE COMPANY DATED MAY 18, 2022, IN SUBSTITUTION FOR, AND TO THE EXCLUSION OF, THE EXISTING MEMORANDUM AND ARTICLES OF ASSOCIATION * 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) Manager Directed Portfolios By (Signature) /s/ Scott M Ostrowski Name Scott M Ostrowski Title President Date 08/25/2022