N-PX 1 ess-equbot_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: 811-22668 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: Kristina R. Nelson ETF Series Solutions 615 East Michigan Street Milwaukee, WI 53202 REGISTRANT'S TELEPHONE NUMBER: 414-765-6076 DATE OF FISCAL YEAR END: 05/31 DATE OF REPORTING PERIOD: 07/01/2019 to 06/30/2020 Item 1. Proxy Voting Record. AI Powered International Equity ETF -------------------------------------------------------------------------------------------------------------------------- ACCENTURE PLC Agenda Number: 935116118 -------------------------------------------------------------------------------------------------------------------------- Security: G1151C101 Meeting Type: Annual Meeting Date: 30-Jan-2020 Ticker: ACN ISIN: IE00B4BNMY34 -------------------------------------------------------------------------------------------------------------------------- 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: Nancy McKinstry Mgmt For For 1D. Re-appointment of Director: Gilles C. Mgmt For For Pelisson 1E. Re-appointment of Director: Paula A. Price Mgmt For For 1F. Re-appointment of Director: Venkata Mgmt For For (Murthy) Renduchintala 1G. Re-appointment of Director: David Rowland Mgmt For For 1H. Re-appointment of Director: Arun Sarin Mgmt For For 1I. Re-appointment of Director: Julie Sweet 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 approve the Amended and Restated Mgmt For For Accenture plc 2010 Share Incentive Plan. 4. 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. 5. To grant the Board of Directors the Mgmt For For authority to issue shares under Irish law. 6. To grant the Board of Directors the Mgmt For For authority to opt-out of pre-emption rights under Irish law. 7. To determine the price range at which Mgmt For For Accenture can re-allot shares that it acquires as treasury shares under Irish law. -------------------------------------------------------------------------------------------------------------------------- ADAPTIMMUNE THERAPEUTICS PLC Agenda Number: 935206424 -------------------------------------------------------------------------------------------------------------------------- Security: 00653A107 Meeting Type: Annual Meeting Date: 29-May-2020 Ticker: ADAP ISIN: US00653A1079 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management O1 To re-elect as a director, Adrian Mgmt For For Rawcliffe, who retires in accordance with the Articles of Association. O2 To re-elect as a director, Barbara Duncan, Mgmt For For who retires by rotation in accordance with the Articles of Association. O3 To re-elect as a director, Tal Zaks, who Mgmt For For retires by rotation in accordance with the Articles of Association. O4 To re-appoint KPMG LLP as auditors of the Mgmt For For Company, to hold office until the conclusion of the next annual general meeting of shareholders. O5 To authorize the Audit Committee to Mgmt For For determine our auditors' remuneration for the fiscal year ending December 31, 2020. O6 To receive the U.K. statutory annual Mgmt For For accounts and reports for the fiscal year ended December 31, 2019 and to note that the Directors do not recommend the payment of any dividend for the year ended December 31, 2019. O7 To approve, on a non-binding, advisory Mgmt For For basis, the compensation of the Company's named executive officers for the year ended December 31, 2019. O8 To receive and approve our U.K. statutory Mgmt For For directors' remuneration report for the year ended December 31, 2019 (excluding the directors' remuneration policy). O9 To authorize the Directors under Section Mgmt For For 551 of the U.K. Companies Act 2006 (the "2006 Act") to allot shares or to grant rights to subscribe for or to convert any security into shares. S10 To empower the Directors to allot equity Mgmt Against Against securities for cash pursuant to Section 570(1) of the 2006 Act as if Section 561(1) of the 2006 Act did not apply to that allotment. -------------------------------------------------------------------------------------------------------------------------- AERCAP HOLDINGS N.V. Agenda Number: 935163371 -------------------------------------------------------------------------------------------------------------------------- Security: N00985106 Meeting Type: Annual Meeting Date: 22-Apr-2020 Ticker: AER ISIN: NL0000687663 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 3 Adoption of the annual accounts for the Mgmt For For 2019 financial year. 5 Release of liability of the directors with Mgmt For For respect to their management during the 2019 financial year. 6A Re-appointment of Mr. Paul T. Dacier as Mgmt For For non-executive director for a period of two years. 6B Re-appointment of Mr. Richard M. Gradon as Mgmt For For non-executive director for a period of two years. 6C Re-appointment of Mr. Robert G. Warden as Mgmt For For non-executive director for a period of two years. 7 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. 8 Appointment of PricewaterhouseCoopers Mgmt For For Accountants N.V. for the audit of the Company's annual accounts for the 2020 financial year. 9A Authorization of the Board of Directors to Mgmt For For issue shares and to grant rights to subscribe for shares. 9B Authorization of the Board of Directors to Mgmt For For limit or exclude pre- emptive rights in relation to agenda item 9(a). 9C Authorization of the Board of Directors to Mgmt Against Against issue additional shares and to grant additional rights to subscribe for shares. 9D Authorization of the Board of Directors to Mgmt Against Against limit or exclude pre- emptive rights in relation to agenda item 9(c). 10A Authorization of the Board of Directors to Mgmt For For repurchase shares. 10B Conditional authorization of the Board of Mgmt For For Directors to repurchase additional shares. 11 Reduction of capital through cancellation Mgmt For For of shares. -------------------------------------------------------------------------------------------------------------------------- ALGONQUIN POWER & UTILITIES CORP. Agenda Number: 935209608 -------------------------------------------------------------------------------------------------------------------------- Security: 015857105 Meeting Type: Annual Meeting Date: 04-Jun-2020 Ticker: AQN ISIN: CA0158571053 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 The appointment of Ernst & Young LLP, Mgmt For For Chartered Accountants, as auditors of the Corporation; 2 DIRECTOR Christopher Ball Mgmt For For Melissa S. Barnes Mgmt For For Christopher Huskilson Mgmt For For Christopher Jarratt Mgmt For For D. Randy Laney Mgmt For For Kenneth Moore Mgmt For For Ian Robertson Mgmt For For Masheed Saidi Mgmt For For Dilek Samil Mgmt For For George Steeves Mgmt For For 3 The resolution set forth in Schedule "A" of Mgmt For For the Circular to approve the amendment to the Employee Share Purchase Plan to increase the number of common shares reserved for issuance under such plan, as disclosed in the Circular; 4 The resolution set forth in Schedule "C" of Mgmt For For the Circular to approve a by-law allowing for meetings of shareholders of the Corporation to be held virtually by means of telephonic, electronic or other communications facility, as disclosed in the Circular; 5 The advisory resolution set forth in Mgmt For For Schedule "E" of the Circular to accept the approach to executive compensation as disclosed in the Circular. -------------------------------------------------------------------------------------------------------------------------- ALIMENTATION COUCHE-TARD INC. Agenda Number: 935067719 -------------------------------------------------------------------------------------------------------------------------- Security: 01626P403 Meeting Type: Annual Meeting Date: 18-Sep-2019 Ticker: ANCUF ISIN: CA01626P4033 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 Appoint the auditor until the next annual Mgmt For For meeting and authorize the Board of Directors to set their remuneration - PricewaterhouseCoopers LLP 2 DIRECTOR Alain Bouchard Mgmt For For Melanie Kau Mgmt For For Jean Bernier Mgmt For For Nathalie Bourque Mgmt For For Eric Boyko Mgmt For For Jacques D'Amours Mgmt For For Richard Fortin Mgmt For For Brian Hannasch Mgmt For For Marie Josee Lamothe Mgmt For For Monique F. Leroux Mgmt For For Real Plourde Mgmt For For Daniel Rabinowicz Mgmt For For Louis Tetu Mgmt For For 3 On an advisory basis and not to diminish Mgmt For For the role and responsibilities of the board of directors that the shareholders accept the approach to executive compensation as disclosed in our 2019 management proxy circular. -------------------------------------------------------------------------------------------------------------------------- ALLIANZ SE Agenda Number: 712398242 -------------------------------------------------------------------------------------------------------------------------- Security: D03080112 Meeting Type: AGM Meeting Date: 06-May-2020 Ticker: ISIN: DE0008404005 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT FOLLOWING TO THE AMENDMENT Non-Voting OF PARAGRAPH 21 OF THE GERMAN SECURITIES TRADE ACT WERTPAPIERHANDELSGESETZ WPHG ON 09TH JULY 2015, THE JUDGEMENT OF THE DISTRICT COURT IN COLOGNE FROM 6TH JUNE 2012 IS NO LONGER RELEVANT. AS A RESULT, IT REMAINS EXCLUSIVELY THE RESPONSIBILITY OF THE END INVESTOR I.E. FINAL BENEFICIARY AND NOT THE INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS IF THEY EXCEED RELEVANT REPORTING THRESHOLD OF WPHG FROM 3 PERCENT OF OUTSTANDING SHARE CAPITAL ONWARDS. PLEASE FURTHER NOTE THAT PURSUANT TO THE STATUTES OF ALLIANZ SE, THE REGISTRATION IN THE SHARE REGISTER FOR SHARES BELONGING TO SOMEONE ELSE IN ONES OWN NAME NOMINEE HOLDING IS LIMITED TO 0.2% OF THE SHARE CAPITAL OR IN CASE OF DISCLOSURE OF THE FINAL BENEFICIARIES TO 3% OF THE SHARE CAPITAL. THEREFORE, FOR THE EXERCISE OF VOTING RIGHTS OF SHARES EXCEEDING THESE THRESHOLDS THE REGISTRATION OF SUCH SHARES IN THE SHARE REGISTER OF ALLIANZ SE IS STILL REQUIRED 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 BLOCKING PROCESSES VARY ACCORDING TO THE Non-Voting LOCAL SUB-CUSTODIAN'S PRACTICES. REGISTERED SHARES WILL BE DE-REGISTERED WHEN THERE IS TRADING ACTIVITY, OR AT THE DE-REGISTRATION DATE, THOUGH THE SHARE REGISTER MAY BE UPDATED EITHER AT THIS POINT, OR AFTER THE MEETING DATE.IF YOU WISH TO DELIVER/SETTLE A VOTED POSITION BEFORE THE DE-REGISTRATION DATE, PLEASE CONTACT YOUR BROADRIDGE CLIENT SERVICE REPRESENTATIVE FOR FURTHER INFORMATION 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 FURTHER INFORMATION ON COUNTER PROPOSALS Non-Voting CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE CMMT PLEASE NOTE THAT THIS IS AN AMENDMENT TO Non-Voting MEETING ID 375776 DUE TO RECEIPT OF UPDATED AGENDA WITH 5 RESOLUTIONS. ALL VOTES RECEIVED ON THE PREVIOUS MEETING WILL BE DISREGARDED AND YOU WILL NEED TO REINSTRUCT ON THIS MEETING NOTICE. THANK YOU 1 PRESENTATION OF THE APPROVED ANNUAL Non-Voting FINANCIAL STATEMENTS AND THE APPROVED CONSOLIDATED FINANCIAL STATEMENTS AS OF DECEMBER 31, 2019, AND OF THE MANAGEMENT REPORTS FOR ALLIANZ SE AND FOR THE GROUP, AS WELL AS THE REPORT OF THE SUPERVISORY BOARD FOR FISCAL YEAR 2019 2 APPROPRIATION OF NET EARNINGS: DISTRIBUTION Mgmt No vote OF A DIVIDEND OF EUR 9.60 PER NO-PAR SHARE ENTITLED TO A DIVIDEND 3 APPROVAL OF THE ACTIONS OF THE MEMBERS OF Mgmt No vote THE BOARD OF MANAGEMENT 4 APPROVAL OF THE ACTIONS OF THE MEMBERS OF Mgmt No vote THE SUPERVISORY BOARD 5 APPROVAL OF THE CONTROL AND PROFIT TRANSFER Mgmt No vote AGREEMENT BETWEEN ALLIANZ SE AND ALLIANZ AFRICA HOLDING GMBH -------------------------------------------------------------------------------------------------------------------------- AMCOR PLC Agenda Number: 935083307 -------------------------------------------------------------------------------------------------------------------------- Security: G0250X107 Meeting Type: Annual Meeting Date: 05-Nov-2019 Ticker: AMCR ISIN: JE00BJ1F3079 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Graeme Liebelt Mgmt For For 1B. Election of Director: Dr. Armin Meyer Mgmt For For 1C. Election of Director: Ronald Delia Mgmt For For 1D. Election of Director: Andrea Bertone Mgmt For For 1E. Election of Director: Karen Guerra Mgmt For For 1F. Election of Director: Nicholas (Tom) Long Mgmt For For 1G. Election of Director: Arun Nayar Mgmt For For 1H. Election of Director: Jeremy Sutcliffe Mgmt For For 1I. Election of Director: David Szczupak Mgmt For For 1J. Election of Director: Philip Weaver Mgmt For For 2. To ratify the appointment of Mgmt For For PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2020. 3. To approve, by non-binding, advisory vote, Mgmt For For the Company's executive compensation. 4. To approve, by non-binding, advisory vote, Mgmt 1 Year For the frequency of future executive compensation votes. -------------------------------------------------------------------------------------------------------------------------- APHRIA INC. Agenda Number: 935090314 -------------------------------------------------------------------------------------------------------------------------- Security: 03765K104 Meeting Type: Annual Meeting Date: 14-Nov-2019 Ticker: APHA ISIN: CA03765K1049 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Irwin D. Simon Mgmt For For John M. Herhalt Mgmt For For Jodi Butts Mgmt For For David Hopkinson Mgmt For For Tom Looney Mgmt Withheld Against Renah Persofsky Mgmt For For Walter Robb Mgmt For For 2 Appointment of PricewaterhouseCoopers LLP Mgmt For For as Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. -------------------------------------------------------------------------------------------------------------------------- ASCENDIS PHARMA A S Agenda Number: 935211893 -------------------------------------------------------------------------------------------------------------------------- Security: 04351P101 Meeting Type: Annual Meeting Date: 29-May-2020 Ticker: ASND ISIN: US04351P1012 -------------------------------------------------------------------------------------------------------------------------- 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 II, with a Mgmt For For term expiring at the annual general meeting to be held in 2022: Albert Cha 5B. Election of Board Member Class II, with a Mgmt For For term expiring at the annual general meeting to be held in 2022: Birgitte Volck 5C. Election of Board Member Class II, with a Mgmt For For term expiring at the annual general meeting to be held in 2022: Lars Holtug 6. Election of State-authorized Public Auditor Mgmt For For 7. Any proposals from the Board of Directors Mgmt Against Against and/or Shareholders The Board of Directors proposes to amend the Articles of Association by renewing the authorisation to the Board of Directors to issue up to nominal 2,000,000 new warrants. The exercise price of such warrants shall be determined by the Board of Directors and shall equal at least to the market price of the shares at the time of issuance. Please refer to the Notice for additional information. -------------------------------------------------------------------------------------------------------------------------- AUDIOCODES LTD. Agenda Number: 935073104 -------------------------------------------------------------------------------------------------------------------------- Security: M15342104 Meeting Type: Annual Meeting Date: 10-Sep-2019 Ticker: AUDC ISIN: IL0010829658 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. TO REELECT MS. ZEHAVA SIMON AS A CLASS I Mgmt For For DIRECTOR FOR AN ADDITIONAL TERM OF THREE YEARS 2. TO REELECT MR. LIOR ALDEMA AS A CLASS I Mgmt For For DIRECTOR FOR AN ADDITIONAL TERM OF THREE YEARS 3. TO APPROVE THE COMPENSATION POLICY FOR Mgmt Against Against OFFICERS AND DIRECTORS OF THE COMPANY FOR THE YEARS 2019-2021 3A. PLEASE NOTE: with respect to Proposal 3, Mgmt For please indicate by checking the "FOR" box at right, that you are NOT a controlling shareholder and that you do NOT have a personal interest in this resolution (see explanation on the reverse side of this card). If you do not vote 'FOR' the vote on the corresponding proposal will not count. 4. TO APPROVE AN AMENDMENT TO THE EMPLOYMENT Mgmt Against Against AGREEMENT OF MR. SHABTAI ADLERSBERG, THE COMPANY'S PRESIDENT AND CEO AND A DIRECTOR 4A. PLEASE NOTE: with respect to Proposal 4, Mgmt For please indicate by checking the "FOR" box at right, that you are NOT a controlling shareholder and that you do NOT have a personal interest in this resolution (see explanation on the reverse side of this card). If you do not vote 'FOR' the vote on the corresponding proposal will not count. 5. TO RATIFY AND APPROVE THE TERMS OF Mgmt Against Against EMPLOYMENT OF MR. LIOR ALDEMA, THE COMPANY'S CHIEF BUSINESS OFFICER AND GLOBAL HEAD OF SALES AND A DIRECTOR 6. TO RATIFY THE APPOINTMENT OF THE COMPANY'S Mgmt For For INDEPENDENT AUDITORS FOR 2019 AND AUTHORIZE THE BOARD OF DIRECTORS TO DETERMINE THE AUDITORS' COMPENSATION -------------------------------------------------------------------------------------------------------------------------- AURORA CANNABIS INC. Agenda Number: 935084715 -------------------------------------------------------------------------------------------------------------------------- Security: 05156X108 Meeting Type: Annual Meeting Date: 08-Nov-2019 Ticker: ACB ISIN: CA05156X1087 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To Set the Number of Directors at Eight Mgmt For For (8). 2 DIRECTOR Michael Singer Mgmt Withheld Against Terry Booth Mgmt Withheld Against Steve Dobler Mgmt Withheld Against Ron Funk Mgmt For For Dr. Jason Dyck Mgmt Withheld Against Norma Beauchamp Mgmt For For Margaret Shan Atkins Mgmt For For Adam Szweras Mgmt Withheld Against 3 Appointment of KPMG LLP as Auditors of the Mgmt For For Corporation for the ensuing year. 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. -------------------------------------------------------------------------------------------------------------------------- B2GOLD CORP. Agenda Number: 935219685 -------------------------------------------------------------------------------------------------------------------------- Security: 11777Q209 Meeting Type: Annual and Special Meeting Date: 12-Jun-2020 Ticker: BTG ISIN: CA11777Q2099 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To set the number of Directors at nine (9). Mgmt For For 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 Mrs. Robin Weisman Mgmt For For Ms. Liane Kelly Mgmt For For 3 Appointment of PricewaterhouseCoopers LLP Mgmt For For as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration. 4 To approve the RSU Plan Resolution relating Mgmt For For to the amendment of the RSU 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 12, 2020. 5 To approve a non-binding advisory Mgmt For For resolution accepting the company'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 12, 2020. -------------------------------------------------------------------------------------------------------------------------- BALLARD POWER SYSTEMS INC. Agenda Number: 935195544 -------------------------------------------------------------------------------------------------------------------------- Security: 058586108 Meeting Type: Annual Meeting Date: 03-Jun-2020 Ticker: BLDP ISIN: CA0585861085 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 DIRECTOR DOUGLAS P. HAYHURST Mgmt For For KUI (KEVIN) JIANG Mgmt Withheld Against DUY-LOAN LE Mgmt For For RANDY MACEWEN Mgmt For For MARTY NEESE Mgmt For For JAMES ROCHE Mgmt For For SHAOJUN (SHERMAN) SUN Mgmt For For IAN SUTCLIFFE Mgmt For For JANET WOODRUFF Mgmt For For 02 APPOINTMENT OF KPMG LLP, CHARTERED Mgmt For For ACCOUNTANTS AS AUDITORS OF THE CORPORATION FOR THE ENSUING YEAR AND AUTHORIZING THE DIRECTORS TO FIX THEIR REMUNERATION. 03 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 MANAGEMENT INFORMATION CIRCULAR DELIVERED IN ADVANCE OF THE CORPORATION'S 2020 ANNUAL MEETING OF SHAREHOLDERS. -------------------------------------------------------------------------------------------------------------------------- BANCO BILBAO VIZCAYA ARGENTARIA S.A. Agenda Number: 935134053 -------------------------------------------------------------------------------------------------------------------------- Security: 05946K101 Meeting Type: Annual Meeting Date: 13-Mar-2020 Ticker: BBVA ISIN: US05946K1016 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Approval of the annual financial statements Mgmt For For and management reports of Banco Bilbao Vizcaya Argentaria, S.A. and its consolidated Group for the financial year ended 31 December 2019. 1.2 Approval of the non-financial information Mgmt For For report of Banco Bilbao Vizcaya Argentaria, S.A. and that of its consolidated Group for the financial year ended 31 December 2019. 1.3 Approval of the allocation of profit for Mgmt For For the 2019 financial year. 1.4 Approval of corporate management during the Mgmt For For 2019 financial year. 2.1 Re-election of Ms Lourdes Maiz Carro as Mgmt For For member of the Board of Director. 2.2 Re-election of Ms Susana Rodriguez Vidarte Mgmt For For as member of the Board of Director. 2.3 Appointment of Mr Raul Catarino Galamba de Mgmt For For Oliveira as member of the Board of Director. 2.4 Appointment of Ms Ana Leonor Revenga Mgmt For For Shanklin as member of the Board of Director. 2.5 Appointment of Mr Carlos Vicente Salazar Mgmt For For Lomelin as member of the Board of Director. 3. Approval of a maximum level of variable Mgmt For For remuneration of up to 200% of the fixed component of total remuneration for a group of employees whose professional activities have significant impact on the Group's risk profile. 4. Re-appointment of the statutory auditors of Mgmt For For Banco Bilbao Vizcaya Argentaria, S.A. and its consolidated Group for the 2020 financial year. 5. Delegation of powers on the Board of Mgmt For For Directors, with the power of substitution, to formalise, rectify, interpret and execute the resolutions adopted by the Annual General Meeting. 6. Consultative vote on the Annual Report on Mgmt For For the Remuneration of Directors of Banco Bilbao Vizcaya Argentaria, S.A. -------------------------------------------------------------------------------------------------------------------------- BARCLAYS PLC Agenda Number: 935180101 -------------------------------------------------------------------------------------------------------------------------- Security: 06738E204 Meeting Type: Annual Meeting Date: 07-May-2020 Ticker: BCS ISIN: US06738E2046 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To receive the reports of the Directors and Mgmt For For Auditors and the audited accounts of the Company for the year ended 31 December 2019. 2. To approve the Directors' Remuneration Mgmt For For Report for the year ended 31 December 2019. 3. To approve the Directors' Remuneration Mgmt For For Policy contained in the Directors' Remuneration Report for the year ended 31 December 2019. 4. That Dawn Fitzpatrick be appointed a Mgmt For For Director of the Company. 5. That Mohamed A. El-Erian be appointed a Mgmt For For Director of the Company. 6. That Brian Gilvary be appointed a Director Mgmt For For of the Company. 7. That Mike Ashley be reappointed a Director Mgmt For For of the Company. 8. That Tim Breedon be reappointed a Director Mgmt For For of the Company. 9. That Sir Ian Cheshire be reappointed a Mgmt For For Director of the Company. 10. That Mary Anne Citrino be reappointed a Mgmt For For Director of the Company. 11. That Mary Francis be reappointed a Director Mgmt For For of the Company. 12. That Crawford Gillies be reappointed a Mgmt For For Director of the Company. 13. That Nigel Higgins be reappointed a Mgmt For For Director of the Company. 14. That Tushar Morzaria be reappointed a Mgmt For For Director of the Company. 15. That Diane Schueneman be reappointed a Mgmt For For Director of the Company. 16. That James Staley be reappointed a Director Mgmt For For of the Company. 17. To reappoint KPMG LLP as Auditors. Mgmt For For 18. To authorise the Board Audit Committee to Mgmt For For set the remuneration of the Auditors. 19. To authorise the Company and its Mgmt For For subsidiaries to make political donations and incur political expenditure. 20. To authorise the Directors to allot shares Mgmt For For and equity securities. 21. To authorise the Directors to allot equity Mgmt For For securities for cash and/or sell treasury shares other than on a pro rata basis to shareholders of no more than 5% of issued share capital. 22. To authorise the Directors to allot equity Mgmt For For securities for cash and/or sell treasury shares other than on a pro rata basis to shareholders of no more than 5% of issued share capital in connection with an acquisition or specified capital investment. 23. To authorise the Directors to allot equity Mgmt For For securities in relation to the issuance of contingent Equity Conversion Notes. 24. To authorise the Directors to allot equity Mgmt For For securities for cash and/or sell treasury shares other than on a pro rata basis to shareholders in relation to the issuance of contingent Equity Conversion Notes. 25. To authorise the Company to purchase its Mgmt For For own shares. 26. To authorise the Directors to call general Mgmt For For meetings (other than AGM) on not less than 14 clear days' notice. 27. To authorise the renewal of the Barclays Mgmt For For Group SAYE Share Option Scheme. 28. To authorise the proposed changes to the Mgmt For For Barclays Group Share Value Plan. 29. Barclays' commitment to tackle climate Mgmt For For change. 30. ShareAction's climate change resolution. Shr Against For -------------------------------------------------------------------------------------------------------------------------- BCE INC. Agenda Number: 935159182 -------------------------------------------------------------------------------------------------------------------------- Security: 05534B760 Meeting Type: Annual Meeting Date: 07-May-2020 Ticker: BCE ISIN: CA05534B7604 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 DIRECTOR BARRY K. ALLEN Mgmt For For MIRKO BIBIC Mgmt For For SOPHIE BROCHU Mgmt Withheld ROBERT E. BROWN 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 THOMAS E. RICHARDS 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 02 APPOINTMENT OF DELOITTE LLP AS AUDITORS. Mgmt For For 03 ADVISORY RESOLUTION ON EXECUTIVE Mgmt For For COMPENSATION AS DESCRIBED IN THE MANAGEMENT PROXY CIRCULAR. 04 SHAREHOLDER PROPOSAL: INCREASE OF GENDER Shr Against For DIVERSITY TARGET. -------------------------------------------------------------------------------------------------------------------------- BIONTECH SE Agenda Number: 935227048 -------------------------------------------------------------------------------------------------------------------------- Security: 09075V102 Meeting Type: Annual Meeting Date: 26-Jun-2020 Ticker: BNTX ISIN: US09075V1026 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2. Approval of the actions of the members of Mgmt For For the Management Board 3. Approval of the actions of the members of Mgmt For For the Supervisory Board 4. Appointment of the auditor for the 2020 Mgmt For For financial year 5. Amendment of the authorisation to issue Mgmt For For stock options 6. Amendments to the Articles of Association Mgmt For For re options to exclude subscription rights for authorised capital: Amendment of Section 4 para. 5 sentence 4 and sentence 5 of the Articles of Association and amendment of authorisations 7. Amendments to the Articles of Association Mgmt For For re invitation to and conduct of general meetings as virtual meeting: insertion of Section 14 para. 4 and Section 16 para. 5 and Section 16 para. 6 by moving the last sentence of Section 16 para. 3 of the Articles of Association 8a. Approval of the conclusion of the Mgmt For For domination agreement between the Company as controlling company and BioNTech Small Molecules GmbH as dependent company 8b. Approval of the conclusion of the Mgmt For For domination agreement between the Company as controlling company and BioNTech IVAC GmbH as dependent company 8c. Approval of the conclusion of the Mgmt For For domination agreement between the Company as controlling company and BioNTech Real Estate Holding GmbH as dependent company 8d. Approval of the conclusion of the Mgmt For For domination and profit and loss transfer agreement between the Company as controlling company and JPT Peptide Technologies GmbH as dependent company 8e. Approval of the conclusion of the Mgmt For For domination and profit and loss transfer agreement between the Company as controlling company and BioNTech Cell & Gene Therapies GmbH as dependent company -------------------------------------------------------------------------------------------------------------------------- BLACKBERRY LIMITED Agenda Number: 935218215 -------------------------------------------------------------------------------------------------------------------------- Security: 09228F103 Meeting Type: Annual Meeting Date: 23-Jun-2020 Ticker: BB ISIN: CA09228F1036 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR John Chen Mgmt For For Michael A. Daniels Mgmt For For Timothy Dattels Mgmt For For Lisa Disbrow Mgmt For For Richard Lynch Mgmt For For Laurie Smaldone Alsup Mgmt For For Barbara Stymiest Mgmt For For V. Prem Watsa Mgmt For For Wayne Wouters Mgmt For For 2. Appointment of Auditors - Resolution Mgmt For For approving the appointment of PricewaterhouseCoopers LLP as auditors of the Company and authorizing the Board of Directors to fix their remuneration. 3. Approval of Amendments to the Equity Mgmt Against Against Incentive Plan - Resolution approving amendments to the Company's Equity Incentive Plan as disclosed in the Management Proxy Circular for the Meeting. 4. Approval of Unallocated Entitlements under Mgmt For For the DSU Plan - Resolution approving the unallocated entitlements under the Company's Deferred Share Unit Plan for Directors as disclosed in the Management Proxy Circular for the Meeting. 5. Approval of Amendment to the Employee Share Mgmt For For Purchase Plan - Resolution approving an amendment to the Company's Employee Share Purchase Plan as disclosed in the Management Proxy Circular for the Meeting. 6. Advisory Vote on Executive Compensation - Mgmt For For Non-binding advisory resolution that the shareholders accept the Company's approach to executive compensation as disclosed in the Management Proxy Circular for the Meeting (the "Say on Pay Vote"). 7. Advisory Vote on Frequency of Say on Pay Mgmt 1 Year For Vote - Non-binding advisory resolution on how frequently the Company should hold the non-binding advisory vote on the Company's approach to executive compensation. -------------------------------------------------------------------------------------------------------------------------- BRITISH AMERICAN TOBACCO P.L.C. Agenda Number: 935167850 -------------------------------------------------------------------------------------------------------------------------- Security: 110448107 Meeting Type: Annual Meeting Date: 30-Apr-2020 Ticker: BTI ISIN: US1104481072 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management O1 Receipt of the 2019 Annual Report and Mgmt For For Accounts O2 Approval of the 2019 Directors' Mgmt Against Against remuneration report O3 Reappointment of the Auditors Mgmt For For O4 Authority for the Audit Committee to agree Mgmt For For the Auditors' remuneration O5 Re-election of Jack Bowles as a Director Mgmt For For O6 Re-election of Richard Burrows as a Mgmt For For Director (Nominations) O7 Re-election of Sue Farr as a Director Mgmt For For (Nominations, Remuneration) O8 Re-election of Dr Marion Helmes as a Mgmt For For Director (Nominations, Remuneration) O9 Re-election of Luc Jobin as a Director Mgmt For For (Audit, Nominations) O10 Re-election of Holly Keller Koeppel as a Mgmt For For Director (Audit, Nominations) O11 Re-election of Savio Kwan as a Director Mgmt For For (Nominations, Remuneration) O12 Re-election of Dimitri Panayotopoulos as a Mgmt For For Director (Nominations, Remuneration) O13 Election of Jeremy Fowden as a Director Mgmt For For (Audit, Nominations) who has been appointed since the last Annual General Meeting O14 Election of Tadeu Marroco as a Director who Mgmt For For has been appointed since the last Annual General Meeting O15 Renewal of the Directors' authority to Mgmt For For allot shares S16 Renewal of the Directors' authority to Mgmt For For disapply pre-emption rights S17 Authority for the Company to purchase its Mgmt For For own shares O18 Approval of the British American Tobacco Mgmt For For Restricted Share Plan O19 Authority to make donations to political Mgmt For For organisations and to incur political expenditure S20 Notice period for General Meetings Mgmt For For -------------------------------------------------------------------------------------------------------------------------- BROADCOM INC Agenda Number: 935130396 -------------------------------------------------------------------------------------------------------------------------- Security: 11135F101 Meeting Type: Annual Meeting Date: 30-Mar-2020 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. Raul J. Fernandez Mgmt For For 1G. Election of Director: Mr. Check Kian Low Mgmt For For 1H. Election of Director: Ms. Justine F. Page Mgmt For For 1I. Election of Director: Mr. Harry L. You Mgmt For For 2. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as Broadcom's independent registered public accounting firm for the fiscal year ending November 1, 2020. 3. Non-binding, advisory vote to approve Mgmt Against Against compensation of Broadcom's named executive officers. -------------------------------------------------------------------------------------------------------------------------- BROOKFIELD ASSET MANAGEMENT INC. Agenda Number: 935218025 -------------------------------------------------------------------------------------------------------------------------- Security: 112585104 Meeting Type: Annual Meeting Date: 12-Jun-2020 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 Murilo Ferreira Mgmt For For Janice Fukakusa 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 27, 2020 (the "Circular"). 4 The Shareholder Proposal One set out in the Shr Against For Circular. 5 The Shareholder Proposal Two set out in the Shr Against For Circular. -------------------------------------------------------------------------------------------------------------------------- CAE INC. Agenda Number: 935060094 -------------------------------------------------------------------------------------------------------------------------- Security: 124765108 Meeting Type: Annual Meeting Date: 14-Aug-2019 Ticker: CAE ISIN: CA1247651088 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Margaret S. Billson Mgmt For For Hon. Michael M. Fortier Mgmt For For Marianne Harrison Mgmt For For Alan N. MacGibbon Mgmt For For Hon. John P. Manley Mgmt For For Francois Olivier Mgmt For For Marc Parent Mgmt For For Michael E. Roach Mgmt For For Gen. Norton A. Schwartz Mgmt For For Andrew J. Stevens Mgmt For For 2 Appointment of PricewaterhouseCoopers, LLP Mgmt For For as auditors and authorization of the Directors to fix their remuneration. 3 Considering an advisory (non-binding) Mgmt For For resolution on executive compensation. -------------------------------------------------------------------------------------------------------------------------- CANADIAN NATIONAL RAILWAY COMPANY Agenda Number: 935157227 -------------------------------------------------------------------------------------------------------------------------- Security: 136375102 Meeting Type: Annual Meeting Date: 28-Apr-2020 Ticker: CNI ISIN: CA1363751027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Shauneen Bruder Mgmt For For Donald J. Carty Mgmt For For Amb. Gordon D. Giffin Mgmt For For Julie Godin Mgmt For For Edith E. Holiday Mgmt For For V.M. Kempston Darkes Mgmt For For The Hon. Denis Losier Mgmt For For The Hon. Kevin G. Lynch Mgmt For For James E. O'Connor Mgmt For For Robert Pace Mgmt For For Robert L. Phillips Mgmt For For Jean-Jacques Ruest Mgmt For For Laura Stein Mgmt For For 2 Appointment of KPMG LLP as Auditors. Mgmt For For 3 Non-binding advisory resolution to accept Mgmt For For the approach to executive compensation disclosed in the Management Information Circular, the full text of which resolution is set out on p. 9 of the Management Information Circular. -------------------------------------------------------------------------------------------------------------------------- CANADIAN NATURAL RESOURCES LIMITED Agenda Number: 935178978 -------------------------------------------------------------------------------------------------------------------------- Security: 136385101 Meeting Type: Annual Meeting Date: 07-May-2020 Ticker: CNQ ISIN: CA1363851017 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Catherine M. Best Mgmt For For M. Elizabeth Cannon Mgmt For For N. Murray Edwards Mgmt For For Christopher L. Fong Mgmt For For Amb. Gordon D. Giffin Mgmt For For Wilfred A. Gobert Mgmt For For Steve W. Laut Mgmt For For Tim S. McKay Mgmt For For Hon. Frank J. McKenna Mgmt For For David A. Tuer Mgmt For For Annette M. Verschuren Mgmt For For 2 The appointment of PricewaterhouseCoopers Mgmt For For LLP, Chartered Accountants, Calgary, Alberta, as auditors of the Corporation for the ensuing year and the authorization of the Audit Committee of the Board of Directors of the Corporation to fix their remuneration. 3 On an advisory basis, accepting the Mgmt For For Corporation's approach to executive compensation as described in the Information Circular. -------------------------------------------------------------------------------------------------------------------------- CANADIAN PACIFIC RAILWAY LIMITED Agenda Number: 935153976 -------------------------------------------------------------------------------------------------------------------------- Security: 13645T100 Meeting Type: Annual Meeting Date: 21-Apr-2020 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 EDWARD R. HAMBERGER 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 ANDREA ROBERTSON Mgmt For For GORDON T. TRAFTON Mgmt For For -------------------------------------------------------------------------------------------------------------------------- CANADIAN SOLAR INC. Agenda Number: 935223040 -------------------------------------------------------------------------------------------------------------------------- Security: 136635109 Meeting Type: Annual and Special Meeting Date: 24-Jun-2020 Ticker: CSIQ ISIN: CA1366351098 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Shawn (Xiaohua) Qu Mgmt For For Robert K. McDermott Mgmt For For Harry E. Ruda Mgmt For For A. (Luen Cheung) Wong Mgmt For For Arthur (Lap Tat) Wong Mgmt For For Lauren C. Templeton Mgmt For For Karl E. Olsoni Mgmt For For 2 To reappoint Deloitte Touche Tohmatsu Mgmt For For Certified Public Accountants LLP as auditors of the Corporation and to authorize the directors of the Corporation to fix their remuneration. 3 To approve a special resolution authorizing Mgmt Against Against and approving the continuance of the Corporation from the federal jurisdiction of Canada under the Canada Business Corporations Act to either the provincial jurisdiction of the Province of British Columbia under the Business Corporations Act (British Columbia) or the provincial jurisdiction of Ontario under the Business Corporations Act (Ontario) on the basis set forth in the management information circular. 4 To approve an ordinary resolution Mgmt Against Against authorizing and approving the extension of the expiry date of the amended and restated share incentive plan of the Corporation from September 20, 2020 to June 30, 2029. -------------------------------------------------------------------------------------------------------------------------- CANOPY GROWTH CORPORATION Agenda Number: 935071275 -------------------------------------------------------------------------------------------------------------------------- Security: 138035100 Meeting Type: Annual Meeting Date: 17-Sep-2019 Ticker: CGC ISIN: CA1380351009 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR John K. Bell Mgmt For For Robert Hanson Mgmt For For David Klein Mgmt For For William Newlands Mgmt For For Judy A. Schmeling Mgmt For For Peter Stringham Mgmt For For Mark Zekulin 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. -------------------------------------------------------------------------------------------------------------------------- CARDTRONICS PLC Agenda Number: 935163509 -------------------------------------------------------------------------------------------------------------------------- Security: G1991C105 Meeting Type: Annual Meeting Date: 13-May-2020 Ticker: CATM ISIN: GB00BYT18414 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Class I Director to serve until Mgmt For For the 2023 Annual meeting: Douglas L. Braunstein 1B. Election of Class I Director to serve until Mgmt For For the 2023 Annual meeting: Michelle Moore 1C. Election of Class I Director to serve until Mgmt For For the 2023 Annual meeting: G. Patrick Phillips 2. To elect one Class II director, Rahul Mgmt For For Gupta, by ordinary resolution, to our Board of Directors to serve until the 2021 Annual General Meeting of Shareholders. 3. To ratify, on an advisory basis, our Audit Mgmt For For Committee's selection of KPMG LLP (U.S.) as our U.S. independent registered public accounting firm for the fiscal year ending December 31, 2020. 4. To re-appoint KPMG LLP (U.K.) as our U.K. Mgmt For For statutory auditors under the U.K. Companies Act 2006, to hold office until the conclusion of the next annual general meeting of shareholders at which accounts are presented to our shareholders. 5. To authorize our Audit Committee to Mgmt For For determine our U.K. statutory auditors' remuneration. 6. To approve, on an advisory basis, the Mgmt For For compensation of the Named Executive Officers as disclosed in the proxy statement. 7. To approve the terms of the agreements and Mgmt For For counterparties pursuant to which we may purchase our Class A ordinary shares. 8. To approve the Directors' remuneration Mgmt For For policy on future pay, as set out in the Annual Reports and Accounts. 9. To approve, on an advisory basis, the Mgmt For For directors' remuneration report (other than the directors remuneration policy) for the fiscal year ended December 31, 2019 10. To receive our U.K. Annual Reports and Mgmt For For Accounts for the fiscal year ended December 31, 2019, together with the reports of the auditors therein. -------------------------------------------------------------------------------------------------------------------------- CASCADES INC Agenda Number: 712660011 -------------------------------------------------------------------------------------------------------------------------- Security: 146900105 Meeting Type: AGM Meeting Date: 25-Jun-2020 Ticker: ISIN: CA1469001053 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTIONS 3 AND 4 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 1.1 TO 1.13 AND 2. THANK YOU 1.1 ELECTION OF DIRECTOR: ALAIN LEMAIRE Mgmt For For 1.2 ELECTION OF DIRECTOR: LOUIS GARNEAU Mgmt For For 1.3 ELECTION OF DIRECTOR: SYLVIE LEMAIRE Mgmt For For 1.4 ELECTION OF DIRECTOR: ELISE PELLETIER Mgmt For For 1.5 ELECTION OF DIRECTOR: SYLVIE VACHON Mgmt For For 1.6 ELECTION OF DIRECTOR: MARIO PLOURDE Mgmt For For 1.7 ELECTION OF DIRECTOR: MICHELLE CORMIER Mgmt For For 1.8 ELECTION OF DIRECTOR: MARTIN COUTURE Mgmt For For 1.9 ELECTION OF DIRECTOR: PATRICK LEMAIRE Mgmt For For 1.10 ELECTION OF DIRECTOR: HUBERT T. LACROIX Mgmt For For 1.11 ELECTION OF DIRECTOR: MELANIE DUNN Mgmt For For 1.12 ELECTION OF DIRECTOR: NELSON GENTILETTI Mgmt For For 1.13 ELECTION OF DIRECTOR: ELIF LEVESQUE Mgmt For For 2 APPOINT PRICEWATERHOUSECOOPERS LLP, Mgmt For For PARTNERSHIP OF CHARTERED PROFESSIONAL ACCOUNTANTS, AS INDEPENDENT AUDITOR AND AUTHORIZE THE BOARD OF DIRECTORS TO FIX THEIR REMUNERATION 3 TO CONSIDER AND, IF DEEMED ADVISABLE, Mgmt For For APPROVE, ON AN ADVISORY BASIS, A RESOLUTION ACCEPTING THE CORPORATION'S APPROACH TO EXECUTIVE COMPENSATION 4 TO CONSIDER AND, IF DEEMED ADVISABLE, TO Mgmt For For ADOPT AN ORDINARY RESOLUTION RATIFYING, CONFIRMING AND APPROVING CERTAIN AMENDMENTS TO THE CORPORATION'S BY-LAW NO. 2011-1, ALL AS MORE PARTICULARLY DESCRIBED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR OF THE CORPORATION -------------------------------------------------------------------------------------------------------------------------- CELESTICA INC. Agenda Number: 935150475 -------------------------------------------------------------------------------------------------------------------------- Security: 15101Q108 Meeting Type: Annual Meeting Date: 29-Apr-2020 Ticker: CLS ISIN: CA15101Q1081 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Robert A. Cascella Mgmt For For Deepak Chopra Mgmt For For Daniel P. DiMaggio Mgmt For For Laurette T. Koellner Mgmt For For Robert A. Mionis Mgmt For For Carol S. Perry Mgmt For For Tawfiq Popatia Mgmt For For Eamon J. Ryan Mgmt For For Michael M. Wilson Mgmt For For 2 Appointment of KPMG LLP as auditor of Mgmt For For Celestica Inc. 3 Authorization of the Board of Directors of Mgmt For For Celestica Inc. to fix the remuneration of the auditor. 4 Advisory resolution on Celestica Inc.'s Mgmt For For approach to executive compensation. -------------------------------------------------------------------------------------------------------------------------- CELLCOM ISRAEL LTD Agenda Number: 935130699 -------------------------------------------------------------------------------------------------------------------------- Security: M2196U109 Meeting Type: Special Meeting Date: 05-Mar-2020 Ticker: CEL ISIN: IL0011015349 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the remuneration to the Mgmt For For Company's Chief Executive Officer. 1A. The undersigned confirms it is not a Mgmt For "controlling shareholder" of the Company under the Israeli Companies Law, 1999 and does not have a personal benefit or other personal interest in the approval of the remuneration to the Company's Chief Executive Officer, as described in the Proxy Statement. If you do not vote For = YES your vote will not count for prop 1 2. Amendment of the Company's Compensation Mgmt For For Policy. 2A. The undersigned confirms it is not a Mgmt For "controlling shareholder" of the Company under the Israeli Companies Law, 1999 and does not have a personal benefit or other personal interest in the approval of the amendment of the Company's Compensation Policy, as described in the Proxy Statement. If you do not vote For = YES your vote will not count for prop 2 3. 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 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. If you do not vote For=Yes your vote will not count for entire card -------------------------------------------------------------------------------------------------------------------------- CNOOC LIMITED Agenda Number: 935200636 -------------------------------------------------------------------------------------------------------------------------- Security: 126132109 Meeting Type: Annual Meeting Date: 21-May-2020 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 2019. A2. To declare a final dividend for the year Mgmt For For ended 31 December 2019. A3. To re-elect Mr. Hu Guangjie as an Executive Mgmt For For Director of the Company. A4. To re-elect Ms. Wen Dongfen as a Mgmt For For Non-executive Director of the Company. A5. To re-elect Mr. Lawrence J. Lau, 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. Tse Hau Yin, Aloysius, who Mgmt For For has already served the Company for more than nine years, as an 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 authorise 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: 935185555 -------------------------------------------------------------------------------------------------------------------------- Security: G25839104 Meeting Type: Annual Meeting Date: 27-May-2020 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 Policy 3. Approval of the Directors' Remuneration Mgmt For For Report 4. Election of Jan Bennink as a director of Mgmt For For the Company 5. Election of Thomas H. Johnson as a director Mgmt For For of the Company 6. Election of Dessi Temperley as a director Mgmt For For of the Company 7. Re-election of Jose Ignacio Comenge as a Mgmt For For director of the Company 8. Re-election of Francisco Crespo Benitez as Mgmt For For a director of the Company 9. Re-election of Irial Finan as a director of Mgmt Against Against the Company 10. Re-election of Damian Gammell as a director Mgmt For For of the Company 11. Re-election of Nathalie Gaveau as a Mgmt For For director of the Company 12. Re-election of Alvaro Gomez Trenor-Aguilar Mgmt For For as a director of the Company 13. Re-election of Dagmar Kollmann as a Mgmt For For director of the Company 14. Re-election of Alfonso Libano Daurella as a Mgmt For For director of the Company 15. Re-election of Lord Mark Price as a Mgmt For For director of the Company 16. Re-election of Mario Rotllant Sola as a Mgmt Against Against director of the Company 17. Reappointment of the Auditor Mgmt For For 18. Remuneration of the Auditor Mgmt For For 19. Political Donations Mgmt For For 20. Authority to allot new shares Mgmt For For 21. Waiver of mandatory offer provisions set Mgmt Against out in Rule 9 of the Takeover Code 22. Authority to disapply pre-emption rights Mgmt For For 23. Authority to purchase own shares on market Mgmt For For 24. Authority to purchase own shares off market Mgmt For For 25. Notice period for general meetings other Mgmt For For than annual general meetings -------------------------------------------------------------------------------------------------------------------------- CONSTELLATION SOFTWARE INC Agenda Number: 712349326 -------------------------------------------------------------------------------------------------------------------------- Security: 21037X100 Meeting Type: AGM Meeting Date: 08-May-2020 Ticker: ISIN: CA21037X1006 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTION 3 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 1.1 TO 1.11 AND 2. THANK YOU 1.1 ELECTION OF DIRECTOR: JEFF BENDER Mgmt For For 1.2 ELECTION OF DIRECTOR: LAWRENCE CUNNINGHAM Mgmt For For 1.3 ELECTION OF DIRECTOR: SUSAN GAYNER Mgmt For For 1.4 ELECTION OF DIRECTOR: ROBERT KITTEL Mgmt For For 1.5 ELECTION OF DIRECTOR: MARK LEONARD Mgmt For For 1.6 ELECTION OF DIRECTOR: PAUL MCFEETERS Mgmt For For 1.7 ELECTION OF DIRECTOR: MARK MILLER Mgmt For For 1.8 ELECTION OF DIRECTOR: LORI O'NEILL Mgmt For For 1.9 ELECTION OF DIRECTOR: STEPHEN R. SCOTCHMER Mgmt For For 1.10 ELECTION OF DIRECTOR: ROBIN VAN POELJE Mgmt For For 1.11 ELECTION OF DIRECTOR: DEXTER SALNA Mgmt For For 2 RE-APPOINTMENT OF KPMG LLP, AS AUDITORS OF Mgmt For For THE CORPORATION FOR THE ENSUING YEAR AND TO AUTHORIZE THE DIRECTORS TO FIX THE REMUNERATION TO BE PAID TO THE AUDITORS 3 AN ADVISORY VOTE TO ACCEPT THE Mgmt For For CORPORATION'S APPROACH TO EXECUTIVE COMPENSATION AS MORE PARTICULARLY DESCRIBED IN THE ACCOMPANYING MANAGEMENT INFORMATION CIRCULAR -------------------------------------------------------------------------------------------------------------------------- CONSTELLIUM SE Agenda Number: 935098601 -------------------------------------------------------------------------------------------------------------------------- Security: N22035104 Meeting Type: Special Meeting Date: 25-Nov-2019 Ticker: CSTM ISIN: NL0010489522 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Transfer of Corporate Seat from Amsterdam Mgmt For For to Paris (Agenda Item 2) 2. Amendments to Articles of Association Mgmt For For (Agenda Item 3) 3. Confirmation of Board composition following Mgmt For For Transfer of Corporate Seat (Agenda Item 4) 4. Confirmation of annual fixed fees granted Mgmt For For to Directors (Agenda Item 5) 5. Appointment of PricewaterhouseCoopers Audit Mgmt For For and RSM Paris (Agenda Item 6) 6. Confirmation of Board authorizations to Mgmt Against Against allocate shares under 2013 EIP (Agenda Item 7) 7. Delegation to Board to increase share Mgmt For For capital by issuance of shares or securities with preferential subscription rights (up to 50% of share capital) (Agenda Item 8) 8. Delegation to Board to increase share Mgmt Against Against capital by issuance of shares or securities without preferential subscription rights by way of a public offering (up to 50% of share capital) (Agenda Item 9) 9. Delegation to Board to increase share Mgmt For For capital by issuance of shares or securities without preferential subscription rights by way of an offering made to a restricted number of, or qualified, investors (up to 10% of share capital) (Agenda Item 10) 10. Delegation to Board to increase the number Mgmt Against Against of shares issued in case of a capital increase with or without preferential subscription rights (up to 15% of share capital) (Agenda Item 11) 11. Delegation to Board to issue/grant Mgmt Against Against shareholder warrants to subscribe to new shares of the Company in the event of a public tender offer (up to 50% of the share capital) (Agenda Item 12) 12. Delegation to Board to increase share Mgmt For For capital by way of issuance of new shares to participants of employee savings plan without preferential subscription rights (up to 1% of share capital) (Agenda Item 13) 13. Powers granted to the Company's CEO or his Mgmt For For representative to carry out legal formalities (Agenda Item 14) -------------------------------------------------------------------------------------------------------------------------- CRH PLC Agenda Number: 935157621 -------------------------------------------------------------------------------------------------------------------------- Security: 12626K203 Meeting Type: Annual Meeting Date: 23-Apr-2020 Ticker: CRH ISIN: US12626K2033 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Review of Company's affairs and Mgmt For For consideration of Financial Statements and Reports of Directors (including the Governance Appendix) and Auditors for the year ended 31 December 2019 2. Declaration of a dividend on Ordinary Mgmt For For Shares 3. Consideration of Directors' Remuneration Mgmt For For Report 4A. Re-election of Director: R. Boucher Mgmt For For 4B. Re-election of Director: J. Karlstrom Mgmt For For 4C. Re-election of Director: S. Kelly Mgmt For For 4D. Re-election of Director: H.A. McSharry Mgmt For For 4E. Re-election of Director: A. Manifold Mgmt For For 4F. Re-election of Director: S. Murphy Mgmt For For 4G. Re-election of Director: G.L. Platt Mgmt For For 4H. Re-election of Director: M.K. Rhinehart Mgmt For For 4I. Re-election of Director: L.J. Riches Mgmt For For 4J. Re-election of Director: S. Talbot Mgmt For For 5. Remuneration of Auditors Mgmt For For 6. Confirmation of the appointment of Deloitte Mgmt For For Ireland LLP as Auditors 7. Authority to allot Shares Mgmt For For 8. Disapplication of pre-emption rights (Re Mgmt For For allotment of up to 5% for cash and for regulatory purposes) 9. Disapplication of pre-emption rights (Re Mgmt For For allotment of up to 5% for acquisitions/specified capital investments) 10. Authority to purchase own Ordinary Shares Mgmt For For 11. Authority to reissue Treasury Shares Mgmt For For 12. Authority to offer Scrip Dividends Mgmt For For -------------------------------------------------------------------------------------------------------------------------- CRISPR THERAPEUTICS AG Agenda Number: 935201905 -------------------------------------------------------------------------------------------------------------------------- Security: H17182108 Meeting Type: Annual Meeting Date: 11-Jun-2020 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, 2019. 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 Rodger Novak, M.D., as Mgmt For For member and Chairman 4B. Re-election of Samarth Kulkarni, Ph.D. Mgmt For For 4C. Re-election of Ali Behbahani, M.D. Mgmt Against Against 4D. Re-election of Bradley Bolzon, Ph.D. Mgmt Against Against 4E. Re-election of Simeon J. George, M.D. Mgmt For For 4F. Re-election of John T. Greene Mgmt For For 4G. Re-election of Katherine A. High, M.D. Mgmt Against Against 4H. Election of Douglas A. Treco, Ph.D. Mgmt For For 5A. Election of the member of the Compensation Mgmt For For Committee: Ali Behbahani, M.D. 5B. Re-election of the member of the Mgmt For For Compensation Committee: Simeon J. George, M.D. 5C. Re-election of the member of the Mgmt For For Compensation 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 2020 Annual General Meeting to the 2021 Annual General Meeting of Shareholders. 6B. Binding vote on equity for members of the Mgmt Against Against Board of Directors from the 2020 Annual General Meeting to the 2021 Annual General Meeting of Shareholders. 6C. Binding vote on total Mgmt Against Against non-performance-related compensation for members of the Executive Committee from July 1, 2020 to June 30, 2021. 6D. Binding vote on total variable compensation Mgmt Against Against for members of the Executive Committee for the current year ending December 31, 2020. 6E. Binding vote on equity for members of the Mgmt Against Against Executive Committee from the 2020 Annual General Meeting to the 2021 Annual General Meeting of Shareholders. 7. The approval of an increase in the Mgmt Against Against Conditional Share Capital for Employee Benefit Plans. 8. The approval of an Amendment to the CRISPR Mgmt Against Against Therapeutics AG 2018 Stock Option and Incentive Plan. 9. The approval of increasing the maximum Mgmt Against Against number of authorized share capital and extending the date by which the Board of Directors may increase share capital. 10. The re-election of the independent voting Mgmt For For rights representative. 11. The re-election of the auditors. Mgmt For For 12. The transaction of any other business that Mgmt Against Against may properly come before the 2020 Annual General Meeting or any adjournment or postponement thereof. -------------------------------------------------------------------------------------------------------------------------- CYBERARK SOFTWARE LTD Agenda Number: 935041525 -------------------------------------------------------------------------------------------------------------------------- Security: M2682V108 Meeting Type: Annual Meeting Date: 11-Jul-2019 Ticker: CYBR ISIN: IL0011334468 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. To re-elect of Gadi Tirosh for a term of Mgmt For For approximately three years as a Class II director of the Company, until the Company's annual general meeting of shareholders to be held in 2022 and until his respective successor is duly elected and qualified. 1b. To re-elect of Amnon Shoshani for a term of Mgmt For For approximately three years as a Class II director of the Company, until the Company's annual general meeting of shareholders to be held in 2022 and until his respective successor is duly elected and qualified. 2. To amend the compensation of the Company's Mgmt For For non-executive directors to provide for fixed annual director fees and predetermined values of initial and recurring annual equity grants of restricted share units (RSUs). 3. To approve a compensation policy for the Mgmt For For Company's executives and directors, in accordance with the requirements of the Companies Law. 3a. Are you a controlling shareholder of the Mgmt Against Company or do you have a personal interest in the approval of Proposal 3, as such terms are defined in the Proxy Statement? If your interest arises solely from the fact that you hold shares in the Company, you would not be deemed to have a personal interest, and should mark "No." (Please note: If you mark "Yes" or leave this question blank, your shares will not be voted for Proposal 3). Mark "For" = Yes or "Against" = No. 4. To approve, in accordance with the Mgmt For For requirements of the Companies Law, a grant for 2019 of options to purchase ordinary shares of the Company, RSUs and performance share units (PSUs), to the Company's Chairman of the Board and Chief Executive Officer, Ehud (Udi) Mokady. 5. To authorize, in accordance with the Mgmt Against Against requirements of the Companies Law, the Company's Chairman of the Board and Chief Executive Officer, Ehud (Udi) Mokady, to continue serving as the Chairman of the Board and the Chief Executive Officer, for the maximum period permitted under the Companies Law. 5a. Are you a controlling shareholder of the Mgmt Against Company or do you have a personal interest in the approval of Proposal 5, as such terms are defined in the Proxy Statement? If your interest arises solely from the fact that you hold shares in the Company, you would not be deemed to have a personal interest, and should mark "No." (Please note: If you mark "Yes" or leave this question blank, your shares will not be voted for Proposal 5). Mark "For" = Yes or "Against" = No. 6. To approve the re-appointment of Kost Forer Mgmt For For Gabbay & Kasierer, registered public accounting firm, a member firm of Ernst & Young Global, as the Company's independent registered public accounting firm for the year ending December 31, 2019 and until the Company's 2020 annual general meeting of shareholders, and to authorize the Board to fix such accounting firm's annual compensation. -------------------------------------------------------------------------------------------------------------------------- CYBERARK SOFTWARE LTD Agenda Number: 935231338 -------------------------------------------------------------------------------------------------------------------------- Security: M2682V108 Meeting Type: Annual Meeting Date: 30-Jun-2020 Ticker: CYBR ISIN: IL0011334468 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Re-election of Ron Gutler for a term of Mgmt For For approximately three years as a Class III director of the Company, until the Company's annual general meeting of shareholders to be held in 2023 and until his or her respective successor is duly elected and qualified. 1B. Re-election of Kim Perdikou for a term of Mgmt For For approximately three years as a Class III director of the Company, until the Company's annual general meeting of shareholders to be held in 2023 and until his or her respective successor is duly elected and qualified. 1C. Election of Francois Auque for a term of Mgmt For For approximately three years as a Class III director of the Company, until the Company's annual general meeting of shareholders to be held in 2023 and until his or her respective successor is duly elected and qualified. 2. To approve the CyberArk Software Ltd. 2020 Mgmt For For Employee Share Purchase Plan. 3. To approve, in accordance with the Mgmt For For requirements of the Companies Law, the adoption of an equity grant plan for the years 2020-2022, for the grant of performance share units (PSUs) and restricted share units (RSUs), to the Company's Chairman of the Board and Chief Executive Officer, Ehud (Udi) Mokady. 4. To approve the re-appointment of Kost Forer Mgmt For For Gabbay & Kasierer, registered public accounting firm, a member firm of Ernst & Young Global, as the Company's independent registered public accounting firm for the year ending December 31, 2020 and until the Company's 2021 annual general meeting of shareholders, and to authorize the Board to fix such accounting firm's annual compensation. -------------------------------------------------------------------------------------------------------------------------- DIAGEO PLC Agenda Number: 935071364 -------------------------------------------------------------------------------------------------------------------------- Security: 25243Q205 Meeting Type: Annual Meeting Date: 19-Sep-2019 Ticker: DEO ISIN: US25243Q2057 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Report and accounts 2019. Mgmt For For 2. Directors' remuneration report 2019. Mgmt For For 3. Declaration of final dividend. Mgmt For For 4. Election of D Crew as a director. (Audit, Mgmt For For Nomination and Remuneration.) 5. Re-election of Lord Davies as a director. Mgmt For For (Audit, Nomination and Remuneration) 6. Re-election of J Ferran as a director. Mgmt For For (Chairman of Nomination Committee) 7. Re-election of S Kilsby as a director. Mgmt For For (Audit, Nomination and chairman of Remuneration committee) 8. Re-election of H KwonPing as a director. Mgmt For For (Audit, Nomination and Remuneration) 9. Re-election of N Mendelsohn as a director. Mgmt For For (Audit, Nomination and Remuneration) 10. Re-election of I Menezes as a director. Mgmt For For (chairman of Executive committee) 11. Re-election of K Mikells as a director. Mgmt For For (Executive) 12. Re-election of A Stewart as a director. Mgmt For For (chairman of Audit committee, Nomination and Remuneration) 13. Re-appointment of auditor. Mgmt For For 14. Remuneration of auditor. Mgmt For For 15. Authority to make political donations Mgmt For For and/or to incur political expenditure. 16. Authority to allot shares. Mgmt For For 17. Approval of the Irish Sharesave scheme. Mgmt For For 18. Disapplication of pre-emption rights. Mgmt For For (Special resolution) 19. Authority to purchase own shares. (Special Mgmt For For resolution) 20. Reduced notice of a general meeting other Mgmt For For than an AGM. (Special resolution) 21. Adoption and approval of new articles of Mgmt For For association. (Special resolution) -------------------------------------------------------------------------------------------------------------------------- DOLLARAMA INC Agenda Number: 712604429 -------------------------------------------------------------------------------------------------------------------------- Security: 25675T107 Meeting Type: AGM Meeting Date: 10-Jun-2020 Ticker: ISIN: CA25675T1075 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTION 3 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 1.A TO 1.I AND 2. THANK YOU 1.A ELECTION OF DIRECTOR: JOSHUA BEKENSTEIN Mgmt For For 1.B ELECTION OF DIRECTOR: GREGORY DAVID Mgmt For For 1.C ELECTION OF DIRECTOR: ELISA D. GARCIA C Mgmt For For 1.D ELECTION OF DIRECTOR: STEPHEN GUNN Mgmt For For 1.E ELECTION OF DIRECTOR: KRISTIN MUGFORD Mgmt For For 1.F ELECTION OF DIRECTOR: NICHOLAS NOMICOS Mgmt For For 1.G ELECTION OF DIRECTOR: NEIL ROSSY Mgmt For For 1.H ELECTION OF DIRECTOR: RICHARD ROY Mgmt For For 1.I ELECTION OF DIRECTOR: HUW THOMAS Mgmt For For 2 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP, Mgmt For For CHARTERED PROFESSIONALACCOUNTANTS, AS AUDITOR OF THE CORPORATION FOR THE ENSUING YEARAND AUTHORIZING THE DIRECTORS TO FIX ITS REMUNERATION 3 ADOPTION OF AN ADVISORY NON-BINDING Mgmt For For RESOLUTION IN RESPECT OFTHE CORPORATION'S APPROACH TO EXECUTIVE COMPENSATION, AS MOREPARTICULARLY DESCRIBED IN THE ACCOMPANYING MANAGEMENTPROXY CIRCULAR -------------------------------------------------------------------------------------------------------------------------- ELBIT SYSTEMS LTD. Agenda Number: 935093548 -------------------------------------------------------------------------------------------------------------------------- Security: M3760D101 Meeting Type: Annual Meeting Date: 20-Nov-2019 Ticker: ESLT ISIN: IL0010811243 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Michael Federmann Mgmt For For 1B. Election of Director: Rina Baum Mgmt For For 1C. Election of Director: Yoram Ben-Zeev Mgmt For For 1D. Election of Director: David Federmann Mgmt For For 1E. Election of Director: Dov Ninveh Mgmt For For 1F. Election of Director: Ehood (Udi) Nisan Mgmt For For 1G. Election of Director: Yuli Tamir Mgmt For For 2. ELECTION OF MRS. BILHA (BILLY) SHAPIRA TO A Mgmt For For FIRST THREE-YEAR TERM AS AN EXTERNAL DIRECTOR 2A. Please indicate if you are a controlling Mgmt Against shareholder of the Company or have a "personal interest" (as defined in the Company's Proxy Statement of October 10, 2019) in the approval of the above resolution, except for personal interest not resulting from your connections with the controlling shareholder. If you do not mark either YES or NO your vote will not count for the Proposal # 2. 3. RE-APPOINTMENT OF KOST, FORER, GABBAY & Mgmt For For KASIERER, A MEMBER OF ERNST & YOUNG GLOBAL, AS THE COMPANY'S INDEPENDENT AUDITOR FOR THE FISCAL YEAR 2019 AND UNTIL THE CLOSE OF THE NEXT SHAREHOLDERS' ANNUAL GENERAL MEETING -------------------------------------------------------------------------------------------------------------------------- ELBIT SYSTEMS LTD. Agenda Number: 935127844 -------------------------------------------------------------------------------------------------------------------------- Security: M3760D101 Meeting Type: Special Meeting Date: 26-Feb-2020 Ticker: ESLT ISIN: IL0010811243 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. APPROVAL OF AN AMENDMENT TO THE COMPANY'S Mgmt For For COMPENSATION POLICY TO INCREASE THE MAXIMUM COVERAGE THAT THE COMPANY IS AUTHORIZED TO PROCURE UNDER, AND THE MAXIMUM ANNUAL PREMIUM THAT THE COMPANY IS AUTHORIZED TO PAY FOR, POLICIES OF D&O INSURANCE. 1A. Please indicate if you are a Controlling Mgmt Against Shareholder of the Company or have a Personal Interest (the terms "Controlling Shareholder" and "Personal Interest," as defined in the Company's Proxy Statement of January 22, 2020) in the approval of the above resolution. (Please note: if you do not mark either Yes or No, your shares will not be voted). Mark "For" = Yes or "Against" = No. -------------------------------------------------------------------------------------------------------------------------- ELBIT SYSTEMS LTD. Agenda Number: 935132768 -------------------------------------------------------------------------------------------------------------------------- Security: M3760D101 Meeting Type: Special Meeting Date: 17-Mar-2020 Ticker: ESLT ISIN: IL0010811243 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. ELECTION OF MR. MOSHE KAPLINSKY AS AN Mgmt For For EXTERNAL DIRECTOR FOR A FIRST THREE-YEAR TERM COMMENCING ON THE CLOSE OF THE MEETING 1A. Please indicate if you are a Controlling Mgmt Against Shareholder of the Company or have a Personal Interest (the terms "Controlling Shareholder" and "Personal Interest," as defined in the Company's Proxy Statement of February 11, 2020) in the approval of the above resolution. (Please note: if you do not mark either Yes or No, your shares will not be voted). Mark 'For' = Yes or 'Against' = No. -------------------------------------------------------------------------------------------------------------------------- ELDORADO GOLD CORPORATION Agenda Number: 935155615 -------------------------------------------------------------------------------------------------------------------------- Security: 284902509 Meeting Type: Annual Meeting Date: 30-Apr-2020 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 Catharine Farrow Mgmt For For Pamela Gibson 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. -------------------------------------------------------------------------------------------------------------------------- ENERPLUS CORPORATION Agenda Number: 935162191 -------------------------------------------------------------------------------------------------------------------------- Security: 292766102 Meeting Type: Annual Meeting Date: 07-May-2020 Ticker: ERF ISIN: CA2927661025 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR ELLIOTT PEW Mgmt For For JUDITH D. BUIE Mgmt For For K.E. CLARKE-WHISTLER Mgmt For For MICHAEL R. CULBERT Mgmt For For IAN C. DUNDAS Mgmt For For HILARY A. FOULKES Mgmt For For ROBERT B. HODGINS Mgmt For For SUSAN M. MACKENZIE Mgmt For For JEFFREY W. SHEETS Mgmt For For SHELDON B. STEEVES Mgmt For For 2 To appoint KPMG LLP, Independent Registered Mgmt For For Public Accounting Firm, as auditors of the Corporation. 3 To consider and, if thought advisable, Mgmt For For approve an ordinary resolution, the text of which is set out in the accompanying Information Circular and Proxy Statement of the Corporation dated March 31, 2020 (the "Information Circular"), to approve an amendment to the Corporation's share award incentive plan as described in further detail in the Information Circular. 4 To consider and, if thought advisable, pass Mgmt For For an ordinary resolution, the text of which is set forth in the Information Circular, to approve all unallocated restricted share unit awards and performance share unit awards under the Corporation's share award incentive plan. 5 To vote, on an advisory, non-binding basis, Mgmt For For on an ordinary resolution, the text of which is set forth in the Information Circular, to accept the Corporation's approach to executive compensation. -------------------------------------------------------------------------------------------------------------------------- ENI S.P.A Agenda Number: 935200600 -------------------------------------------------------------------------------------------------------------------------- Security: 26874R108 Meeting Type: Annual Meeting Date: 13-May-2020 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, 2019. Related resolutions. Eni consolidated financial statements at December 31, 2019. Reports of the Directors, of the Board of Statutory Auditors and of the Audit Firm. 2. Allocation of net profit. Mgmt For For 3. Determination of the number of members of Mgmt For For the Board of Directors. 4. Determination of the Directors' term of Mgmt For For office. 5A. Appointment of the Directors: Slate Mgmt For proposed by Italian Ministry of the Economy and Finance. (You may only vote For in one option 5A OR 5B) 5B. Appointment of the Directors: Slate Mgmt Against proposed by a group of Italian & Foreign Institutional Investors. (You may only vote For in one option 5A OR 5B) 6. Appointment of the Chairman of the Board of Mgmt For Directors. 7. Determination of the remuneration of the Mgmt For Chairman of the Board of Directors and of the Directors. 8A. Appointment of the Statutory Auditors: Mgmt For Slate proposed by I Italian Ministry of the Economy and Finance. (You may only vote For in one option 8A OR 8B) 8B. Appointment of the Statutory Auditors: Mgmt Against Slate proposed by a g group of Italian & Foreign Institutional Investors. (You may only vote For in one option 8A OR 8B) 9. Appointment of the Chairman of the Board of Mgmt For Statutory Auditors. 10. Determination of the remuneration of the Mgmt For Chairman of the Board of Statutory Auditors and of the standing Statutory Auditors. 11. Long term incentive Plan 2020-2022 and Mgmt For For disposal of Eni treasury shares to serve the Plan. 12. Report on remuneration policy and Mgmt For For remuneration paid (Section I): policy on remuneration. 13. Report on remuneration policy and Mgmt For For remuneration paid (Section II): compensation paid. 14. Cancellation of Eni treasury shares in Mgmt For For portfolio, without reduction of the share capital and consequent amendments to article 5.1 of the By-laws; related and consequent resolutions. -------------------------------------------------------------------------------------------------------------------------- EUROFINS SCIENTIFIC SE Agenda Number: 712772347 -------------------------------------------------------------------------------------------------------------------------- Security: F3322K104 Meeting Type: MIX Meeting Date: 26-Jun-2020 Ticker: ISIN: FR0000038259 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management A.1 RECEIVE AND APPROVE BOARD'S REPORTS Mgmt For For A.2 RECEIVE AND APPROVE DIRECTOR'S SPECIAL Mgmt For For REPORTS RE: OPERATIONS CARRIED OUT UNDER THE AUTHORIZED CAPITAL ESTABLISHED A.3 RECEIVE AND APPROVE AUDITOR'S REPORTS Mgmt For For A.4 APPROVE CONSOLIDATED FINANCIAL STATEMENTS Mgmt For For AND STATUTORY REPORTS A.5 APPROVE FINANCIAL STATEMENTS Mgmt For For A.6 APPROVE ALLOCATION OF INCOME Mgmt For For A.7 APPROVE DISCHARGE OF DIRECTORS Mgmt For For A.8 APPROVE DISCHARGE OF AUDITORS Mgmt For For A.9 APPROVE REMUNERATION POLICY Mgmt Against Against A.10 APPROVE REMUNERATION REPORT Mgmt Against Against A.11 REELECT ANTHONY STUART ANDERSON AS DIRECTOR Mgmt For For A.12 REELECT GILLES MARTIN AS DIRECTOR Mgmt Against Against A.13 REELECT VALERIE HANOTE AS DIRECTOR Mgmt For For A.14 REELECT YVES-LOIC MARTIN AS DIRECTOR Mgmt For For A.15 ELECT PASCAL RAKOVSKY AS DIRECTOR Mgmt For For A.16 RENEW APPOINTMENT OF DELOITTE AUDIT AS Mgmt For For AUDITOR A.17 APPROVE REMUNERATION OF DIRECTORS Mgmt For For A.18 ACKNOWLEDGE INFORMATION ON REPURCHASE Mgmt For For PROGRAM A.19 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For APPROVED RESOLUTIONS S.1 APPROVE ISSUANCE OF EQUITY OR EQUITY-LINKED Mgmt Against Against SECURITIES WITHOUT PREEMPTIVE RIGHTS S.2 AUTHORIZE BOARD TO RATIFY AND EXECUTE Mgmt For For APPROVED RESOLUTIONS CMMT PLEASE NOTE THAT THIS IS A EUROPEAN COMPANY Non-Voting FOR WHICH ABSTAIN VOTES ARE ALLOWED 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 IN CASE AMENDMENTS OR NEW RESOLUTIONS ARE Non-Voting PRESENTED DURING THE MEETING, YOUR VOTE WILL DEFAULT TO 'ABSTAIN'. SHARES CAN ALTERNATIVELY BE PASSED TO THE CHAIRMAN OR A NAMED THIRD PARTY TO VOTE ON ANY SUCH ITEM RAISED. SHOULD YOU WISH TO PASS CONTROL OF YOUR SHARES IN THIS WAY, PLEASE CONTACT YOUR BROADRIDGE CLIENT SERVICE REPRESENTATIVE. THANK YOU -------------------------------------------------------------------------------------------------------------------------- FIAT CHRYSLER AUTOMOBILES N.V. Agenda Number: 935157619 -------------------------------------------------------------------------------------------------------------------------- Security: N31738102 Meeting Type: Annual Meeting Date: 16-Apr-2020 Ticker: FCAU ISIN: NL0010877643 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2.C Remuneration Report 2019 (advisory voting) Mgmt For For 2.D Adoption of the 2019 Annual Accounts Mgmt For For 2.E Approval of the 2019 dividend Mgmt For For 2.F Granting of discharge to the directors in Mgmt For For respect of the performance of their duties during the financial year 2019 3.A Re-appointment of John Elkann as Executive Mgmt Against Against Director. 3.B Re-appointment of Michael Manley as Mgmt For For Executive Director. 3.C Re-appointment of Richard K. Palmer as Mgmt For For Executive Director. 4.A Re-appointment of Non-Executive Director: Mgmt For For Ronald L. Thompson 4.B Re-appointment of Non-Executive Director: Mgmt For For John Abbott 4.C Re-appointment of Non-Executive Director: Mgmt For For Andrea Agnelli 4.D Re-appointment of Non-Executive Director: Mgmt For For Tiberto Brandolini d'Adda 4.E Re-appointment of Non-Executive Director: Mgmt For For Glenn Earle 4.F Re-appointment of Non-Executive Director: Mgmt For For Valerie A. Mars 4.G Re-appointment of Non-Executive Director: Mgmt For For Michelangelo A. Volpi 4.H Re-appointment of Non-Executive Director: Mgmt For For Patience Wheatcroft 4.I Re-appointment of Non-Executive Director: Mgmt For For Ermenegildo Zegna 5. Proposal to appoint Ernst & Young Mgmt For For Accountants LLP as the Company's independent auditor 6.1 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to issue common shares and to grant rights to subscribe for common shares as provided for in article 6 of the Company's articles of association 6.2 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to limit or to exclude pre-emptive rights for common shares as provided for in article 7 of the Company's articles of association 6.3 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to issue special voting shares and to grant rights to subscribe for special voting shares up to the maximum aggregate amount of special voting shares as provided for in the Company's authorized share capital as set out in the Company's articles of association, as amended from time to time, as provided for in article 6 of the Company's articles of association 7. Proposal to authorize the Board of Mgmt For For Directors to acquire fully paid-up common shares in the Company's own share capital as specified in article 8 of the Company's articles of association 8. Amendment of the remuneration policy of the Mgmt For For Board of Directors 9. Amendment of the special voting shares' Mgmt For For terms and conditions -------------------------------------------------------------------------------------------------------------------------- FIAT CHRYSLER AUTOMOBILES N.V. Agenda Number: 935225448 -------------------------------------------------------------------------------------------------------------------------- Security: N31738102 Meeting Type: Annual Meeting Date: 26-Jun-2020 Ticker: FCAU ISIN: NL0010877643 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2C. Remuneration Report 2019 (advisory voting) Mgmt For For 2D. Adoption of the 2019 Annual Accounts Mgmt For For 2E. Granting of discharge to the directors in Mgmt For For respect of the performance of their duties during the financial year 2019 3A. Re-appointment of Executive Director: John Mgmt Against Against Elkann 3B. Re-appointment of Executive Director: Mgmt For For Michael Manley 3C. Re-appointment of Executive Director: Mgmt For For Richard K. Palmer 4A. Re-appointment of Non-executive Director: Mgmt For For Ronald L. Thompson 4B. Re-appointment of Non-executive Director: Mgmt For For John Abbott 4C. Re-appointment of Non-executive Director: Mgmt For For Andrea Agnelli 4D. Re-appointment of Non-executive Director: Mgmt For For Tiberto Brandolini d'Adda 4E. Re-appointment of Non-executive Director: Mgmt For For Glenn Earle 4F. Re-appointment of Non-executive Director: Mgmt For For Valerie A. Mars 4G. Re-appointment of Non-executive Director: Mgmt For For Michelangelo A. Volpi 4H. Re-appointment of Non-executive Director: Mgmt For For Patience Wheatcroft 4I. Re-appointment of Non-executive Director: Mgmt For For Ermenegildo Zegna 5. Proposal to appoint Ernst & Young Mgmt For For Accountants LLP as the Company's independent auditor 6.1 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to issue common shares and to grant rights to subscribe for common shares as provided for in article 6 of the Company's articles of association 6.2 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to limit or to exclude pre-emptive rights for common shares as provided for in article 7 of the Company's articles of association 6.3 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to issue special voting shares and to grant rights to subscribe for special voting shares up to the maximum aggregate amount of special voting shares as provided for in the Company's authorized share capital as set out in the Company's articles of association, as amended from time to time, as provided for in article 6 of the Company's articles of association 7. Proposal to authorize the Board of Mgmt For For Directors to acquire fully paid-up common shares in the Company's own share capital as specified in article 8 of the Company's articles of association 8. Amendment of the remuneration policy of the Mgmt For For Board of Directors 9. Amendment of the special voting shares' Mgmt For For terms and conditions -------------------------------------------------------------------------------------------------------------------------- FIAT CHRYSLER AUTOMOBILES N.V. Agenda Number: 935234500 -------------------------------------------------------------------------------------------------------------------------- Security: N31738102 Meeting Type: Annual Meeting Date: 26-Jun-2020 Ticker: FCAU ISIN: NL0010877643 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2C. Remuneration Report 2019 (advisory voting) Mgmt For For 2D. Adoption of the 2019 Annual Accounts Mgmt For For 2E. Granting of discharge to the directors in Mgmt For For respect of the performance of their duties during the financial year 2019 3A. Re-appointment of Executive Director: John Mgmt Against Against Elkann 3B. Re-appointment of Executive Director: Mgmt For For Michael Manley 3C. Re-appointment of Executive Director: Mgmt For For Richard K. Palmer 4A. Re-appointment of Non-executive Director: Mgmt For For Ronald L. Thompson 4B. Re-appointment of Non-executive Director: Mgmt For For John Abbott 4C. Re-appointment of Non-executive Director: Mgmt For For Andrea Agnelli 4D. Re-appointment of Non-executive Director: Mgmt For For Tiberto Brandolini d'Adda 4E. Re-appointment of Non-executive Director: Mgmt For For Glenn Earle 4F. Re-appointment of Non-executive Director: Mgmt For For Valerie A. Mars 4G. Re-appointment of Non-executive Director: Mgmt For For Michelangelo A. Volpi 4H. Re-appointment of Non-executive Director: Mgmt For For Patience Wheatcroft 4I. Re-appointment of Non-executive Director: Mgmt For For Ermenegildo Zegna 5. Proposal to appoint Ernst & Young Mgmt For For Accountants LLP as the Company's independent auditor 6.1 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to issue common shares and to grant rights to subscribe for common shares as provided for in article 6 of the Company's articles of association 6.2 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to limit or to exclude pre-emptive rights for common shares as provided for in article 7 of the Company's articles of association 6.3 Proposal to designate the Board of Mgmt Against Against Directors as the corporate body authorized to issue special voting shares and to grant rights to subscribe for special voting shares up to the maximum aggregate amount of special voting shares as provided for in the Company's authorized share capital as set out in the Company's articles of association, as amended from time to time, as provided for in article 6 of the Company's articles of association 7. Proposal to authorize the Board of Mgmt For For Directors to acquire fully paid-up common shares in the Company's own share capital as specified in article 8 of the Company's articles of association 8. Amendment of the remuneration policy of the Mgmt For For Board of Directors 9. Amendment of the special voting shares' Mgmt For For terms and conditions -------------------------------------------------------------------------------------------------------------------------- FIRST AMERICAN FUNDS, INC. Agenda Number: 935065246 -------------------------------------------------------------------------------------------------------------------------- Security: 31846V336 Meeting Type: Special Meeting Date: 29-Aug-2019 Ticker: FGXXX ISIN: US31846V3362 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR David K. Baumgardner Mgmt For For Mark E. Gaumond Mgmt For For Roger A. Gibson Mgmt For For Jennifer J. McPeek Mgmt For For C. David Myers Mgmt For For Richard K. Riederer Mgmt For For P. Kelly Tompkins Mgmt For For -------------------------------------------------------------------------------------------------------------------------- FORTIS INC. Agenda Number: 935169715 -------------------------------------------------------------------------------------------------------------------------- Security: 349553107 Meeting Type: Annual and Special Meeting Date: 07-May-2020 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 Douglas J. Haughey Mgmt For For Barry V. Perry 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 Approve the adoption of By-Law No. 2 Mgmt For For (Advance Notice By-Law) as described in the Management Information Circular. 4 Approval of the Advisory and Non-Binding Mgmt For For Resolution on the Approach to Executive Compensation as described in the Management Information Circular. -------------------------------------------------------------------------------------------------------------------------- FUJIFILM HOLDINGS CORPORATION Agenda Number: 712758498 -------------------------------------------------------------------------------------------------------------------------- Security: J14208102 Meeting Type: AGM Meeting Date: 26-Jun-2020 Ticker: ISIN: JP3814000000 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Komori, Shigetaka Mgmt For For 2.2 Appoint a Director Sukeno, Kenji Mgmt For For 2.3 Appoint a Director Tamai, Koichi Mgmt For For 2.4 Appoint a Director Iwasaki, Takashi Mgmt For For 2.5 Appoint a Director Ishikawa, Takatoshi Mgmt For For 2.6 Appoint a Director Okada, Junji Mgmt For For 2.7 Appoint a Director Goto, Teiichi Mgmt For For 2.8 Appoint a Director Kawada, Tatsuo Mgmt For For 2.9 Appoint a Director Kitamura, Kunitaro Mgmt For For 2.10 Appoint a Director Eda, Makiko Mgmt For For 2.11 Appoint a Director Shimada, Takashi Mgmt For For 3.1 Appoint a Corporate Auditor Hanada, Nobuo Mgmt For For 3.2 Appoint a Corporate Auditor Inagawa, Mgmt For For Tatsuya -------------------------------------------------------------------------------------------------------------------------- GALAPAGOS N V Agenda Number: 935186797 -------------------------------------------------------------------------------------------------------------------------- Security: 36315X101 Meeting Type: Annual Meeting Date: 28-Apr-2020 Ticker: GLPG ISIN: US36315X1019 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management A2 Acknowledgement and approval of the Mgmt For For non-consolidated annual accounts of the Company for the financial year ended on 31 December 2019 and approval of the allocation of the annual result as proposed by the board of directors. A5. Acknowledgement and approval of the Mgmt Against Against remuneration policy. A6 Acknowledgement and approval of the Mgmt Against Against remuneration report. A7 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 2019. A9 Re-appointment of statutory auditor and Mgmt For For determination of statutory auditor's remuneration. A10 Re-appointment of Dr. Mary Kerr as a Mgmt For For director of the Company. A11 Appointment of Dr. Elisabeth Svanberg as a Mgmt For For director of the Company. A12 Remuneration of directors. Mgmt For For A13 Offer of subscription rights. Mgmt Against Against E2 Amendment to the Company's purpose. Mgmt For For E3 Amendments to the articles of association Mgmt For For as a consequence of the newly applicable CCA, the choice for a two-tier board structure and certain other amendments relating to modernization and clean-up of the articles of association. E4 Appointment of the members of the Mgmt For For supervisory board. E5 Authorization to the management board to Mgmt For For execute the above decisions and to coordinate the articles of association. E6 Proxy Crossroad Bank for Enterprises, Mgmt For For counters for enterprises, registers of the enterprise court, administrative agencies and fiscal administrations. -------------------------------------------------------------------------------------------------------------------------- GARMIN LTD Agenda Number: 935192384 -------------------------------------------------------------------------------------------------------------------------- Security: H2906T109 Meeting Type: Annual Meeting Date: 05-Jun-2020 Ticker: GRMN ISIN: CH0114405324 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of Garmin's 2019 Annual Report, Mgmt For For including the consolidated financial statements of Garmin for the fiscal year ended December 28, 2019 and the statutory financial statements of Garmin for the fiscal year ended December 28, 2019 2. Approval of the appropriation of available Mgmt For For earnings 3. Approval of the payment of a cash dividend Mgmt For For in the aggregate amount of U.S. $2.44 per outstanding share out of Garmin's reserve from capital contribution in four equal installments 4. Discharge of the members of the Board of Mgmt For For Directors and the Executive Management from liability for the fiscal year ended December 28, 2019 5A. Re-election of Director: Jonathan C. Mgmt For For Burrell 5B. Re-election of Director: Joseph J. Hartnett Mgmt For For 5C. Re-election of Director: Min H. Kao Mgmt For For 5D. Re-election of Director: Catherine A. Lewis Mgmt For For 5E. Re-election of Director: Charles W. Peffer Mgmt For For 5F. Re-election of Director: Clifton A. Pemble Mgmt For For 6. Re-election of Min H. Kao as Executive Mgmt For For Chairman of the Board of Directors 7A. Re-election of Compensation Committee Mgmt For For member: Jonathan C. Burrell 7B. Re-election of Compensation Committee Mgmt For For member: Joseph J. Hartnett 7C. Re-election of Compensation Committee Mgmt For For member: Catherine A. Lewis 7D. Re-election of Compensation Committee Mgmt For For member: Charles W. Peffer 8. Re-election of the law firm Wuersch & Mgmt For For Gering LLP as independent voting rights representative 9. Ratification of the appointment of Ernst & Mgmt For For Young LLP as Garmin's Independent Registered Public Accounting Firm for the fiscal year ending December 26, 2020 and re-election of Ernst & Young Ltd as Garmin's statutory auditor for another one-year term 10. Advisory vote on executive compensation Mgmt For For 11. Binding vote to approve Fiscal Year 2021 Mgmt For For maximum aggregate compensation for the Executive Management 12. Binding vote to approve maximum aggregate Mgmt For For compensation for the Board of Directors for the period between the 2020 Annual General Meeting and the 2021 Annual General Meeting 13. Renewal of authorized share capital Mgmt For For -------------------------------------------------------------------------------------------------------------------------- GILDAN ACTIVEWEAR INC. Agenda Number: 935165476 -------------------------------------------------------------------------------------------------------------------------- Security: 375916103 Meeting Type: Annual Meeting Date: 30-Apr-2020 Ticker: GIL ISIN: CA3759161035 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR William D. Anderson Mgmt For For Donald C. Berg Mgmt For For Maryse Bertrand Mgmt For For Marc Caira Mgmt For For Glenn J. Chamandy Mgmt For For Shirley E. Cunningham Mgmt For For Russell Goodman Mgmt For For Charles M. Herington Mgmt For For Luc Jobin Mgmt For For Craig A. Leavitt Mgmt For For Anne Martin-Vachon Mgmt For For 2 Confirming the adoption of and to ratify Mgmt For For the Shareholder Rights Plan; See Schedule "C" of the Management Proxy Circular. 3 Approving an advisory resolution on the Mgmt For For Corporation's approach to executive compensation; See Schedule "D" to the Management Proxy Circular. 4 The appointment of KPMG LLP, Chartered Mgmt For For Professional Accountants, as auditors for the ensuing year. -------------------------------------------------------------------------------------------------------------------------- GLAXOSMITHKLINE PLC Agenda Number: 935154598 -------------------------------------------------------------------------------------------------------------------------- Security: 37733W105 Meeting Type: Annual Meeting Date: 06-May-2020 Ticker: GSK ISIN: US37733W1053 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management O1 To receive and adopt the 2019 Annual Report Mgmt For For O2 To approve the Annual report on Mgmt For For remuneration O3 To approve the Remuneration policy Mgmt Abstain Against O4 To elect Sir Jonathan Symonds as a Director Mgmt For For 05 To elect Charles Bancroft as a Director Mgmt For For O6 To re-elect Emma Walmsley as a Director Mgmt For For O7 To re-elect Vindi Banga as a Director Mgmt For For O8 To re-elect Dr Hal Barron as a Director Mgmt For For O9 To re-elect Dr Vivienne Cox as a Director Mgmt For For O10 To re-elect Lynn Elsenhans as a Director Mgmt For For O11 To re-elect Dr Laurie Glimcher as a Mgmt For For Director O12 To re-elect Dr Jesse Goodman as a Director Mgmt For For O13 To re-elect Judy Lewent as a Director Mgmt For For O14 To re-elect Iain Mackay as a Director Mgmt For For O15 To re-elect Urs Rohner as a Director Mgmt For For O16 To re-appoint the auditor Mgmt For For O17 To determine remuneration of the auditor Mgmt For For S18 To authorise the company and its Mgmt For For subsidiaries to make donations to political organisations and incur political expenditure S19 To authorise allotment of shares Mgmt For For S20 To disapply pre-emption rights - general Mgmt For For power (special resolution) S21 To disapply pre-emption rights - in Mgmt For For connection with an acquisition or specified capital investment (special resolution) S22 To authorise the company to purchase its Mgmt For For own shares (special resolution) S23 To authorise exemption from statement of Mgmt For For name of senior statutory auditor S24 To authorise reduced notice of a general Mgmt For For meeting other than an AGM (special resolution) -------------------------------------------------------------------------------------------------------------------------- GLOBANT S.A. Agenda Number: 935144826 -------------------------------------------------------------------------------------------------------------------------- Security: L44385109 Meeting Type: Annual Meeting Date: 03-Apr-2020 Ticker: GLOB ISIN: LU0974299876 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management A2 Approval of the consolidated accounts of Mgmt For For the Company prepared under EU IFRS and IFRS as of and for the financial year ended December 31, 2019. A3 Approval of the Company's annual accounts Mgmt For For under LUX GAAP as of and for the financial year ended December 31, 2019. A4 Allocation of results for the financial Mgmt For For year ended December 31, 2019. A5 Vote on discharge (quitus) of the members Mgmt For For of the Board of Directors for the proper exercise of their mandate during the financial year ended December 31, 2019. A6 Approval of the cash and share based Mgmt For For compensation payable to the non-executive members of the Board of Directors for the financial year ending on December 31, 2020. A7 Appointment of PricewaterhouseCoopers, Mgmt For For societe cooperative as independent auditor for the annual accounts and the EU IFRS consolidated accounts of the Company for the financial year ending on December 31, 2020. A8 Appointment of Price Waterhouse & Co. Mgmt For For S.R.L. as independent auditor for the IFRS consolidated accounts of the Company for the financial year ending on December 31, 2020. A9 Re-appointment of Mr. Martin Gonzalo Umaran Mgmt For For as member of the Board of Directors for a term ending on the date of the Annual General Meeting of Shareholders of the Company to be held in 2023. A10 Re-appointment of Mr. Guibert Andres Mgmt For For Englebienne as member of the Board of Directors for a term ending on the date of the Annual General Meeting of Shareholders of the Company to be held in 2023. A11 Re-appointment of Mrs. Linda Rottenberg as Mgmt For For member of the Board of Directors for a term ending on the date of the Annual General Meeting of Shareholders of the Company to be held in 2023. E1 The approval of the increase in the Mgmt Against Against authorized capital of the Company and subsequent amendment to the articles of association. E2 The approval of the amendment to article Mgmt Against Against 10.2 of the articles of association of the Company and subsequent amendment to the articles of association. E3 The approval of the amendment to article Mgmt For For 10.8 of the articles of association of the Company and subsequent amendment to the articles of association. -------------------------------------------------------------------------------------------------------------------------- HONDA MOTOR CO., LTD. Agenda Number: 935231578 -------------------------------------------------------------------------------------------------------------------------- Security: 438128308 Meeting Type: Annual Meeting Date: 19-Jun-2020 Ticker: HMC ISIN: US4381283088 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Toshiaki Mikoshiba Mgmt For For 1.2 Election of Director: Takahiro Hachigo Mgmt For For 1.3 Election of Director: Seiji Kuraishi Mgmt For For 1.4 Election of Director: Kohei Takeuchi Mgmt For For 1.5 Election of Director: Toshihiro Mibe Mgmt For For 1.6 Election of Director: Hiroko Koide Mgmt For For 1.7 Election of Director: Fumiya Kokubu Mgmt For For 1.8 Election of Director: Takanobu Ito Mgmt For For -------------------------------------------------------------------------------------------------------------------------- HUDBAY MINERALS INC. Agenda Number: 935199720 -------------------------------------------------------------------------------------------------------------------------- Security: 443628102 Meeting Type: Annual and Special Meeting Date: 21-May-2020 Ticker: HBM ISIN: CA4436281022 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Carol T. Banducci Mgmt For For Igor A. Gonzales Mgmt For For Richard Howes Mgmt For For Sarah B. Kavanagh Mgmt For For Carin S. Knickel Mgmt For For Peter Kukielski Mgmt For For Stephen A. Lang Mgmt For For D. Muniz Quintanilla Mgmt For For Colin Osborne Mgmt For For David S. Smith Mgmt For For 2 Appointment of Deloitte LLP as Auditors of Mgmt For For Hudbay for the ensuing year and authorizing the Directors to fix their remuneration. 3 On an advisory basis, and not to diminish Mgmt For For the role and responsibilities of Hudbay's Board, you accept the approach to executive compensation disclosed in our 2020 management information circular. -------------------------------------------------------------------------------------------------------------------------- IAMGOLD CORPORATION Agenda Number: 935206979 -------------------------------------------------------------------------------------------------------------------------- Security: 450913108 Meeting Type: Annual Meeting Date: 29-May-2020 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 P. Gordon Stothart 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 2020 annual meeting of shareholders. -------------------------------------------------------------------------------------------------------------------------- IMPERIAL BRANDS PLC Agenda Number: 935120458 -------------------------------------------------------------------------------------------------------------------------- Security: 45262P102 Meeting Type: Annual Meeting Date: 05-Feb-2020 Ticker: IMBBY ISIN: US45262P1021 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management O1 THAT the Annual Report and Accounts for the Mgmt For For financial year ended 30 September 2019 be received. O2 THAT the Directors' Remuneration Report Mgmt For For (excluding the Directors' Remuneration Policy) set out on pages 66 to 85 of the Annual Report and Accounts for the financial year ended 30 September 2019 be approved. O3 THAT a final dividend for the financial Mgmt For For year ended 30 September 2019 of 72.01 pence per ordinary share of 10 pence payable on 31 March 2020 to those shareholders on the register at the close of business on 21 February 2020 be declared. O4 THAT Susan Clark be re-elected as a Mgmt For For Director of the Company. O5 THAT Alison Cooper be re-elected as a Mgmt For For Director of the Company. O6 THAT Therese Esperdy be re-elected as a Mgmt For For Director of the Company. O7 THAT Simon Langelier be re-elected as a Mgmt For For Director of the Company. O8 THAT Matthew Phillips be re-elected as a Mgmt For For Director of the Company. O9 THAT Steven Stanbrook be re-elected as a Mgmt For For Director of the Company. O10 THAT Jonathan Stanton be elected as a Mgmt For For Director of the Company. O11 THAT Oliver Tant be re-elected as a Mgmt For For Director of the Company. O12 THAT Karen Witts be re-elected as a Mgmt For For Director of the Company. O13 THAT Ernst & Young LLP be re-appointed as Mgmt For For auditor of the Company to hold office until the conclusion of the next general meeting at which accounts are laid before the Company. O14 THAT the Audit Committee (for and on behalf Mgmt For For of the Board) be authorised to set the remuneration of the auditor. O15 To consider and, if thought fit, pass Mgmt For For resolution 15 as ordinary resolution as set forth in the Company's Notice of Meeting. O16 To consider and, if thought fit, pass Mgmt For For resolution 16 as ordinary resolution as set forth in the Company's Notice of Meeting. S17 To consider and, if thought fit, pass Mgmt For For resolution 17 as special resolution as set forth in the Company's Notice of Meeting. S18 To consider and, if thought fit, pass Mgmt For For resolution 18 as special resolution as set forth in the Company's Notice of Meeting. S19 To consider and, if thought fit, pass Mgmt For For resolution 19 as special resolution as set forth in the Company's Notice of Meeting. -------------------------------------------------------------------------------------------------------------------------- IMV INC. Agenda Number: 935235576 -------------------------------------------------------------------------------------------------------------------------- Security: 44974L103 Meeting Type: Annual and Special Meeting Date: 29-Jun-2020 Ticker: IMV ISIN: CA44974L1031 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Andrew Sheldon Mgmt For For James W. Hall Mgmt For For Julia P. Gregory Mgmt For For Frederic Ors Mgmt For For Wayne Pisano Mgmt For For Shermaine Tilley Mgmt For For Markus Warmuth Mgmt For For 2 The appointment of PricewaterhouseCoopers Mgmt For For LLP as auditor and to authorize the directors to fix its remuneration. 3 Adopting a resolution, the text of which is Mgmt For For set out in Schedule "A" to the management information circular of the Corporation dated May 25, 2020 (the "Circular"), approving an increase to the number of common shares of the Corporation reserved for issuance under the deferred share unit plan of the Corporation, as more particularly described in the Circular. -------------------------------------------------------------------------------------------------------------------------- INFINEON TECHNOLOGIES AG Agenda Number: 711979849 -------------------------------------------------------------------------------------------------------------------------- Security: D35415104 Meeting Type: AGM Meeting Date: 20-Feb-2020 Ticker: ISIN: DE0006231004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE CAPITAL CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE 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. THANK YOU. CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 05.02.2020. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE. 1 PRESENTATION OF THE FINANCIAL STATEMENTS Non-Voting AND ANNUAL REPORTS: PRESENTATION OF THE FINANCIAL STATEMENTS AND ANNUAL REPORT FOR THE 2019 FINANCIAL YEAR WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT 2 RESOLUTION ON THE APPROPRIATION OF THE Mgmt For For DISTRIBUTABLE PROFIT THE DISTRIBUTABLE PROFIT OF EUR 337,684,699.17 SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 0.27 PER DIVIDEND-ENTITLED NO-PAR SHARE EUR 1,466,556.84 SHALL BE ALLOCATED TO THE OTHER REVENUE RESERVES EX-DIVIDEND DATE: FEBRUARY 21, 2020 PAYABLE DATE: FEBRUARY 25, 2020 3 RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS 4 RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD 5 APPOINTMENT OF AUDITORS THE FOLLOWING Mgmt For For ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS AND GROUP AUDITORS FOR THE 2020 FINANCIAL YEAR: KPMG AG, MUNICH 6.A ELECTIONS TO THE SUPERVISORY BOARD: XIAOQUN Mgmt For For CLEVER 6.B ELECTIONS TO THE SUPERVISORY BOARD: Mgmt For For FRIEDRICH EICHINER 6.C ELECTIONS TO THE SUPERVISORY BOARD: Mgmt For For HANS-ULRICH HOLDENRIED 6.D ELECTIONS TO THE SUPERVISORY BOARD: MANFRED Mgmt For For PUFFER 6.E ELECTIONS TO THE SUPERVISORY BOARD: ULRICH Mgmt For For SPIESSHOFER 6.F ELECTIONS TO THE SUPERVISORY BOARD: MARGRET Mgmt For For SUCKALE 7 REVOCATION OF THE CONTINGENT CAPITAL 2010/I Mgmt For For AND THE CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION THE EXISTING CONTINGENT CAPITAL 2010/I SHALL BE REVOKED 8 CREATION OF A NEW AUTHORIZED CAPITAL 2020/I Mgmt For For AND THE CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION THE BOARD OF MDS SHALL BE AUTHORIZED, WITH THE CONSENT OF THE SUPERVISORY BOARD, TO INCREASE THE SHARE CAPITAL BY UP TO EUR 750,000,000 THROUGH THE ISSUE OF NEW REGISTERED NO-PAR SHARES AGAINST CONTRIBUTIONS IN CASH AND/OR KIND, ON OR BEFORE FEBRUARY 19, 2025 (AUTHORIZED CAPITAL 2020/I). SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION RIGHTS EXCEPT FOR IN THE FOLLOWING CASES: - RESIDUAL AMOUNTS HAVE BEEN EXCLUDED FROM SUBSCRIPTION RIGHTS, - HOLDERS OF CONVERSION AND/OR OPTION RIGHTS HAVE BEEN GRANTED SUBSCRIP-TION RIGHTS, - SHARES HAVE BEEN ISSUED AGAINST CONTRIBUTIONS IN CASH AT A PRICE NOT MATERIALLY BELOW THEIR MARKET PRICE AND THE CAPITAL INCREASE DOES NOT EXCEED 10 PERCENT OF THE SHARE CAPITAL, - SHARES HAVE BEEN ISSUED AGAINST CONTRIBUTIONS IN KIND FOR ACQUISITION PURPOSES, - SHARES HAVE BEEN ISSUED FOR THE PAYMENT OF SCRIP DIVIDENDS 9 REVOCATION OF THE EXISTING AUTHORIZATION TO Mgmt For For ISSUE CONVERTIBLE BONDS AND/OR WARRANT BONDS, A NEW AUTHORIZATION TO ISSUE CONVERTIBLE BONDS AND/OR WARRANT BONDS, THE REVOCATION OF THE CONTINGENT CAPITAL 2018, THE CREATION OF A NEW CONTINGENT CAPITAL 2020/I, AND THE CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION THE EXISTING AUTHORIZATION GIVEN BY THE SHAREHOLDERS' MEETING OF FEBRUARY 22, 2018, TO ISSUE BONDS AND THE CORRESPONDING CONTINGENT CAPITAL 2018 SHALL BE REVOKED. THE BOARD OF MDS SHALL BE AUTHORIZED, WITH THE CONSENT OF THE SUPERVISORY BOARD, TO ISSUE BEARER OR REGISTERED CONVERTIBLE BONDS AND/OR WARRANT BONDS (REFERRED TO IN THE FOLLOWING AS 'BONDS') OF UP TO EUR 4,000,000,000, CONFERRING CONVERSION OR OPTION RIGHTS FOR SHARES OF THE COMPANY, ON OR BEFORE FEBRUARY 19, 2025. SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION RIGHTS EXCEPT FOR IN THE FOLLOWING CASES: - BONDS HAVE BEEN ISSUED AT A PRICE NOT MATERIALLY BELOW THEIR THEORETICAL MARKET VALUE AND CONFER CONVERSION OR OPTION RIGHTS FOR SHARES OF THE COMPANY OF UP TO 10 PERCENT OF THE SHARE CAPITAL, - RESIDUAL AMOUNTS HAVE BEEN EXCLUDED FROM SUBSCRIPTION RIGHTS, - HOLDERS OF CONVERSION OR OPTION RIGHTS HAVE BEEN GRANTED SUBSCRIPTION RIGHTS, BONDS HAVE BEEN ISSUED AGAINST CONTRIBUTIONS IN KIND. THE COMPANY'S SHARE CAPITAL SHALL BE INCREASED ACCORDINGLY BY UP TO EUR 260,000,000 THROUGH THE ISSUE OF UP TO 130,000,000 NEW REGISTERED NO-PAR SHARES, INSOFAR AS CONVERSION OR OPTION RIGHTS ARE EXERCISED (CONTINGENT CAPITAL 2020/I) -------------------------------------------------------------------------------------------------------------------------- INGERSOLL RAND INC. Agenda Number: 935209533 -------------------------------------------------------------------------------------------------------------------------- Security: 45687V106 Meeting Type: Annual Meeting Date: 16-Jun-2020 Ticker: IR ISIN: US45687V1061 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Class III Director: Kirk E. Mgmt For For Arnold 1B. Election of Class III Director: William P. Mgmt For For Donnelly 1C. Election of Class III Director: Marc E. Mgmt For For Jones 2. To ratify the appointment of Deloitte & Mgmt For For Touche LLP as Ingersoll Rand Inc.'s independent registered public accounting firm for 2020. -------------------------------------------------------------------------------------------------------------------------- INGERSOLL-RAND PLC Agenda Number: 935120232 -------------------------------------------------------------------------------------------------------------------------- Security: G47791101 Meeting Type: Special Meeting Date: 04-Feb-2020 Ticker: IR ISIN: IE00B6330302 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To vote to pass a special resolution to Mgmt For For change the Company's name to Trane Technologies plc on such date as determined by the Chairman and Senior Vice President and General Counsel of the Company. -------------------------------------------------------------------------------------------------------------------------- INTEC PHARMA LTD Agenda Number: 935097964 -------------------------------------------------------------------------------------------------------------------------- Security: M53644106 Meeting Type: Annual Meeting Date: 02-Dec-2019 Ticker: NTEC ISIN: IL0011177958 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Re-election of Director: Dr. John W. Mgmt For For Kozarich 1B. Re-election of Director: Jeffrey A. Meckler Mgmt For For 1C. Re-election of Director: Anthony J. Mgmt Against Against Maddaluna 1D. Re-election of Director: Hila Karah Mgmt Against Against 1E. Re-election of Director: Dr. Roger J. Mgmt Against Against Pomerantz 1F. Re-election of Director: William B. Hayes Mgmt For For 2. To approve the terms of Dr. Kozarich as Mgmt Against Against Chairman of the Company. 3. To approve an amendment to the Company's Mgmt Against Against 2015 Equity Incentive Plan, or the Plan, to increase the aggregate number of ordinary shares authorized for issuance under the Plan by 1,000,000 ordinary shares. 4. To approve and ratify the re-appointment of Mgmt For For Kesselman & Kesselman, Certified Public Accountant (Isr.), independent registered public accounting firm, a member of PricewaterhouseCoopers International Limited as the independent auditors of the Company for the period ending at the close of the next annual general meeting. -------------------------------------------------------------------------------------------------------------------------- INTERCONTINENTAL HOTELS GROUP PLC Agenda Number: 935183272 -------------------------------------------------------------------------------------------------------------------------- Security: 45857P806 Meeting Type: Annual Meeting Date: 07-May-2020 Ticker: IHG ISIN: US45857P8068 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Report and Accounts 2019 Mgmt For For 2. Directors' Remuneration Policy Mgmt Against Against 3. Directors' Remuneration Report 2019 Mgmt For For 4A. Election of Arthur de Haast as a Director Mgmt For For (Member of the Remuneration Committee) 4B. Re-election of Keith Barr as a Director Mgmt For For 4C. Re-election of Anne Busquet as a Director Mgmt For For 4D. Re-election of Patrick Cescau as a Director Mgmt For For 4E. Re-election of Ian Dyson as a Director Mgmt For For (Member of the Remuneration Committee) 4F. Re-election of Paul Edgecliffe-Johnson as a Mgmt For For Director 4G. Re-election of Jo Harlow as a Director Mgmt For For (Member of the Remuneration Committee) 4H. Re-election of Elie Maalouf as a Director Mgmt For For 4I. Re-election of Luke Mayhew as a Director Mgmt For For 4J. Re-election of Jill McDonald as a Director Mgmt For For 4K. Re-election of Dale Morrison as a Director Mgmt For For (Member of the Remuneration Committee) 5. Reappointment of Auditor Mgmt For For 6. Remuneration of Auditor Mgmt For For 7. Political donations Mgmt For For 8. Amendment of Long Term Incentive Plan Rules Mgmt Against Against 9. Allotment of shares Mgmt For For 10. Disapplication of pre-emption rights Mgmt For For 11. Further disapplication of pre-emption Mgmt For For rights 12. Authority to purchase own shares Mgmt For For 13. Notice of General Meetings Mgmt For For 14. Articles of Association Mgmt For For -------------------------------------------------------------------------------------------------------------------------- JAZZ PHARMACEUTICALS PLC Agenda Number: 935052085 -------------------------------------------------------------------------------------------------------------------------- Security: G50871105 Meeting Type: Annual Meeting Date: 01-Aug-2019 Ticker: JAZZ ISIN: IE00B4Q5ZN47 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1a. Election of Director: Paul L. Berns Mgmt For For 1b. Election of Director: Patrick G. Enright Mgmt For For 1c. Election of Director: Seamus Mulligan Mgmt For For 1d. Election of Director: Norbert G. Riedel Mgmt For For 2. To ratify, on a non-binding advisory basis, Mgmt For For the appointment of KPMG, Dublin as the independent auditors of Jazz Pharmaceuticals plc for the fiscal year ending December 31, 2019 and to authorize, in a binding vote, the board of directors, acting through the audit committee, to determine the auditors' remuneration. 3. To approve, on a non-binding advisory Mgmt For For basis, the compensation of Jazz Pharmaceuticals plc's named executive officers as disclosed in the proxy statement. -------------------------------------------------------------------------------------------------------------------------- KIRKLAND LAKE GOLD LTD. Agenda Number: 935119025 -------------------------------------------------------------------------------------------------------------------------- Security: 49741E100 Meeting Type: Special Meeting Date: 28-Jan-2020 Ticker: KL ISIN: CA49741E1007 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To consider and, if deemed advisable, to Mgmt For For pass, with or without variation, an ordinary resolution approving the issuance by Kirkland Lake Gold Ltd. ("Kirkland") of Kirkland common shares as consideration in connection with the arrangement under Section 192 of the Canada Business Corporations Act involving, among others, Kirkland and Detour Gold Corporation, the full text of which is set out in Appendix A of the accompanying Management Information Circular. -------------------------------------------------------------------------------------------------------------------------- KIRKLAND LAKE GOLD LTD. Agenda Number: 935237277 -------------------------------------------------------------------------------------------------------------------------- Security: 49741E100 Meeting Type: Annual and Special Meeting Date: 30-Jun-2020 Ticker: KL ISIN: CA49741E1007 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To Set the Number of Directors at 8. Mgmt For For 2 DIRECTOR Jonathan Gill Mgmt For For Peter Grosskopf Mgmt For For Ingrid Hibbard Mgmt For For Arnold Klassen Mgmt For For Elizabeth Lewis-Gray Mgmt For For Anthony Makuch Mgmt For For Barry Olson Mgmt For For Jeff Parr Mgmt For For 3 To appoint KPMG LLP, Chartered Professional Mgmt For For Accountants as auditor of the Company and authorize the Board 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. 5 To consider and, if deemed appropriate, Mgmt For For pass, with or without variation, an ordinary resolution approving certain amendments to the Company's long term incentive plan (the "LTIP") and all unallocated share units issuable under the LTIP, as further described in the management information circular dated May 29, 2020. 6 To consider and, if deemed appropriate, Mgmt For For pass, with or without variation, an ordinary resolution approving certain amendments to the Company's deferred share unit plan (the "DSU Plan") and all unallocated deferred share units issuable under the DSU Plan, as further described in the management information circular dated May 29, 2020. -------------------------------------------------------------------------------------------------------------------------- KLA CORPORATION Agenda Number: 935082533 -------------------------------------------------------------------------------------------------------------------------- Security: 482480100 Meeting Type: Annual Meeting Date: 05-Nov-2019 Ticker: KLAC ISIN: US4824801009 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Edward Barnholt Mgmt For For 1B. Election of Director: Robert Calderoni Mgmt For For 1C. Election of Director: Jeneanne Hanley Mgmt For For 1D. Election of Director: Emiko Higashi Mgmt For For 1E. Election of Director: Kevin Kennedy Mgmt For For 1F. Election of Director: Gary Moore Mgmt For For 1G. Election of Director: Kiran Patel Mgmt For For 1H. Election of Director: Victor Peng Mgmt For For 1I. Election of Director: Robert Rango Mgmt For For 1J. Election of Director: Richard Wallace Mgmt For For 2. Ratification of the appointment of Mgmt For For PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2020. 3. Approval on a non-binding, advisory basis Mgmt For For of our named executive officer compensation. -------------------------------------------------------------------------------------------------------------------------- KONINKLIJKE PHILIPS ELECTRONICS N.V. Agenda Number: 935175768 -------------------------------------------------------------------------------------------------------------------------- Security: 500472303 Meeting Type: Annual Meeting Date: 30-Apr-2020 Ticker: PHG ISIN: US5004723038 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2B. Proposal to adopt the financial statements Mgmt For 2C. Proposal to adopt dividend Mgmt For 2D. Remuneration Report 2019 (advisory vote) 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. Proposal to adopt a Remuneration Policy for Mgmt For the Board of Management 3B. Proposal to approve a Long-Term Incentive Mgmt For Plan for the Board of Management 3C. Proposal to adopt a Remuneration Policy for Mgmt For the Supervisory Board 4A. Proposal to re-appoint Ms N. Dhawan as Mgmt For member of the Supervisory Board 4B. Proposal to appoint Mr F. Sijbesma as Mgmt For member of the Supervisory Board 4C. Proposal to appoint Mr P. Loscher as member Mgmt For of the Supervisory Board 5A. Proposals to authorize the Board of Mgmt For Management to: issue shares or grant rights to acquire shares 5B. Proposals to authorize the Board of Mgmt For Management to: restrict or exclude preemption rights 6. Proposal to authorize the Board of Mgmt For Management to acquire shares in the company 7. Proposal to cancel shares Mgmt For -------------------------------------------------------------------------------------------------------------------------- KONINKLIJKE PHILIPS ELECTRONICS N.V. Agenda Number: 935234411 -------------------------------------------------------------------------------------------------------------------------- Security: 500472303 Meeting Type: Annual Meeting Date: 26-Jun-2020 Ticker: PHG ISIN: US5004723038 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Proposal to adopt a dividend of EUR 0.85 Mgmt For For per common share, in shares only, against the net income for 2019. -------------------------------------------------------------------------------------------------------------------------- KORNIT DIGITAL LTD. Agenda Number: 935127907 -------------------------------------------------------------------------------------------------------------------------- Security: M6372Q113 Meeting Type: Special Meeting Date: 27-Feb-2020 Ticker: KRNT ISIN: IL0011216723 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the renewal, and the future Mgmt For For parameters, of coverage under the Company's directors' and officers' liability insurance policy. -------------------------------------------------------------------------------------------------------------------------- LINE CORPORATION Agenda Number: 935138544 -------------------------------------------------------------------------------------------------------------------------- Security: 53567X101 Meeting Type: Annual Meeting Date: 26-Mar-2020 Ticker: LN ISIN: US53567X1019 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Determination of Amounts and Details of Mgmt For For Stock Options (Warrants) to Be Paid as Compensation, etc. to Directors (Excluding Outside Directors). 2. Determination of Amounts and Details of Mgmt For For Stock Options (Warrants) to Be Paid as Compensation, etc. to Outside Directors. -------------------------------------------------------------------------------------------------------------------------- MAG SILVER CORP. Agenda Number: 935228557 -------------------------------------------------------------------------------------------------------------------------- Security: 55903Q104 Meeting Type: Annual and Special Meeting Date: 18-Jun-2020 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 Selma Lussenburg 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 consider and, if deemed advisable, Mgmt For For approve a non-binding advisory resolution to accept the Company's approach to executive compensation. 5 To approve the continuation of the third Mgmt For For amended and restated Stock Option Plan. 6 To approve the continuation of the Amended Mgmt For For and Restated Share Unit Plan. 7 To approve the amendment and continuation Mgmt For For of the second amended and restated DSU Plan. -------------------------------------------------------------------------------------------------------------------------- MEDTRONIC PLC Agenda Number: 935094336 -------------------------------------------------------------------------------------------------------------------------- Security: G5960L103 Meeting Type: Annual Meeting Date: 06-Dec-2019 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: Andrea J. Goldsmith, Mgmt For For Ph.D. 1E. Election of Director: Randall J. Hogan, III Mgmt For For 1F. Election of Director: Omar Ishrak Mgmt For For 1G. Election of Director: Michael O. Leavitt Mgmt For For 1H. Election of Director: James T. Lenehan Mgmt For For 1I. Election of Director: Geoffrey S. Martha Mgmt For For 1J. Election of Director: Elizabeth G. Nabel, Mgmt For For M.D. 1K. Election of Director: Denise M. O'Leary Mgmt For For 1L. Election of Director: Kendall J. Powell Mgmt For For 2. To ratify, in a non-binding vote, the Mgmt For For appointment of PricewaterhouseCoopers LLP as Medtronic's independent auditor for fiscal year 2020 and to authorize, in a binding vote, 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). 4. To renew the Board's authority to issue Mgmt For For shares. 5. To renew the Board's authority to opt out Mgmt For For of pre-emption rights. 6. Authorizing the Company and any subsidiary Mgmt For For of the Company to make overseas market purchases of Medtronic ordinary shares. -------------------------------------------------------------------------------------------------------------------------- MELLANOX TECHNOLOGIES LTD. Agenda Number: 935056994 -------------------------------------------------------------------------------------------------------------------------- Security: M51363113 Meeting Type: Annual Meeting Date: 25-Jul-2019 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 M. 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 2. Advisory vote to approve the compensation Mgmt For For of the Company's named executive officers ("say-on-pay vote") as disclosed in the compensation discussion and analysis, compensation tables and narrative discussion set forth in the proxy statement. 3. Approval of the Fourth Restated Plan. Mgmt For For 4. Approval of certain changes to the annual Mgmt Against Against retainer fees and equity awards to the Company's non-employee directors. 5a. Do you have a Personal Interest (as defined Mgmt For in the Proxy Statement) with 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. Approval of the Company's Compensation Mgmt For For Philosophy. 6. Approval of the appointment of EY Israel as Mgmt For For the Company's independent registered public accounting firm for the fiscal year ending December 31, 2019 and authorization of audit committee to determine its fiscal 2019 remuneration in accordance with the volume and nature of its services. -------------------------------------------------------------------------------------------------------------------------- MESOBLAST LIMITED Agenda Number: 935100292 -------------------------------------------------------------------------------------------------------------------------- Security: 590717104 Meeting Type: Annual Meeting Date: 27-Nov-2019 Ticker: MESO ISIN: US5907171046 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2. Adoption of the Remuneration Report Mgmt Against Against 3A. Re-election of Dr Eric Rose as a Director Mgmt For For 3B. Re-election of Mr William Burns as a Mgmt For For Director 4A. Approval of Proposed Issue of Options to Mgmt Against Against Newly-Appointed Non- Executive Chair, Mr Joseph R. Swedish 4B. Approval of Proposed Issue of Options to Mgmt Against Against Non-Executive Directors, Dr Eric Rose and Mr William Burns 5. Approval of Proposed Issue of Options to Mgmt For For Chief Executive, Dr Silviu Itescu, in Connection with his Remuneration for 2018/2019 and 2019/2020 Financial Years 6. Approval of Employee Share Option Plan for Mgmt For For Employees for the Purpose of Listing Rule 7.2 7. Ratification of Issue of Shares to Existing Mgmt For For and New Institutional Investors -------------------------------------------------------------------------------------------------------------------------- METRO INC. Agenda Number: 935118326 -------------------------------------------------------------------------------------------------------------------------- Security: 59162N109 Meeting Type: Annual Meeting Date: 28-Jan-2020 Ticker: MTRAF ISIN: CA59162N1096 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Maryse Bertrand Mgmt For For Pierre Boivin Mgmt For For Francois J. Coutu Mgmt For For Michel Coutu Mgmt For For Stephanie Coyles Mgmt For For Claude Dussault Mgmt For For Russell Goodman Mgmt For For Marc Guay Mgmt For For Christian W.E. Haub Mgmt For For Eric R. La Fleche Mgmt For For Christine Magee Mgmt For For Real Raymond Mgmt For For Line Rivard Mgmt For For 2 Appointment of Ernst & Young LLP, Chartered Mgmt For For Professional Accountants, as Auditors of the Corporation. 3 Advisory resolution on the Corporation's Mgmt For For approach to executive compensation. -------------------------------------------------------------------------------------------------------------------------- MITSUBISHI UFJ FINANCIAL GROUP, INC. Agenda Number: 935235867 -------------------------------------------------------------------------------------------------------------------------- Security: 606822104 Meeting Type: Annual Meeting Date: 29-Jun-2020 Ticker: MUFG ISIN: US6068221042 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Appropriation of Surplus Mgmt For 2A. Election of Director: Mariko Fujii Mgmt For 2B. Election of Director: Keiko Honda Mgmt For 2C. Election of Director: Kaoru Kato Mgmt For 2D. Election of Director: Haruka Matsuyama Mgmt For 2E. Election of Director: Toby S. Myerson Mgmt For 2F. Election of Director: Hirofumi Nomoto Mgmt Against 2G. Election of Director: Yasushi Shingai Mgmt For 2H. Election of Director: Tarisa Watanagase Mgmt For 2I. Election of Director: Akira Yamate Mgmt For 2J. Election of Director: Junichi Okamoto Mgmt For 2K. Election of Director: Ritsuo Ogura Mgmt For 2L. Election of Director: Nobuyuki Hirano Mgmt For 2M. Election of Director: Kanetsugu Mike Mgmt For 2N. Election of Director: Saburo Araki Mgmt For 2O. Election of Director: Iwao Nagashima Mgmt For 2P. Election of Director: Hironori Kamezawa Mgmt For -------------------------------------------------------------------------------------------------------------------------- MYLAN N.V. Agenda Number: 935238053 -------------------------------------------------------------------------------------------------------------------------- Security: N59465109 Meeting Type: Special Meeting Date: 30-Jun-2020 Ticker: MYL ISIN: NL0011031208 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Appointment of the Director: Heather Bresch Mgmt For For 1B. Appointment of the Director: Hon. Robert J. Mgmt For For Cindrich 1C. Appointment of the Director: Robert J. Mgmt For For Coury 1D. Appointment of the Director: JoEllen Lyons Mgmt For For Dillon 1E. Appointment of the Director: Neil Dimick, Mgmt For For C.P.A. 1F. Appointment of the Director: Melina Higgins Mgmt For For 1G. Appointment of the Director: Harry A. Mgmt For For Korman 1H. Appointment of the Director: Rajiv Malik Mgmt For For 1I. Appointment of the Director: Richard Mark, Mgmt For For C.P.A. 1J. Appointment of the Director: Mark W. Mgmt For For Parrish 1K. Appointment of the Director: Pauline van Mgmt For For der Meer Mohr 1L. Appointment of the Director: Randall L. Mgmt For For (Pete) Vanderveen, Ph.D. 1M. Appointment of the Director: Sjoerd S. Mgmt For For Vollebregt 2. Approval, on an advisory basis, of the Mgmt Against Against compensation of the named executive officers of the Company. 3. Adoption of the Dutch annual accounts for Mgmt For For fiscal year 2019. 4. Ratification of the selection of Deloitte & Mgmt For For Touche LLP as Mylan's independent registered public accounting firm for fiscal year 2020. 5. Instruction to Deloitte Accountants B.V. Mgmt For For for the audit of Mylan's Dutch statutory annual accounts for fiscal year 2020. 6. Authorization of the Board to acquire Mgmt For For shares in the capital of the Company. 7. Delegation to the Board of the authority to Mgmt For For issue ordinary shares and grant rights to subscribe for ordinary shares in the capital of the Company and to exclude or restrict pre-emptive rights. E1E Approval of the Combination Proposal. Mgmt For For ...(due to space limits, see proxy material for full proposal). E2E Adoption of a non-binding, advisory Mgmt Against Against resolution to adopt the compensation that will or may be paid or become payable to Mylan's named executive officers in connection with, or following, the consummation of the Combination as described in the proxy statement. E3E Adoption of a non-binding, advisory Mgmt For For resolution to adopt certain features of Newco's governance which will replace the corresponding features of Mylan's governance, effective upon the closing of the Combination, relating to (i) the right of stockholders to nominate directors and make other stockholder proposals at stockholder meetings and (ii) director terms and stockholder removal of directors. E4E Adoption of a non-binding, advisory Mgmt For For resolution to adopt certain features of Newco's governance which will replace the corresponding features of Mylan's governance, effective upon the closing of the Combination, relating to the right of stockholders to call special meetings of stockholders. -------------------------------------------------------------------------------------------------------------------------- NATIONAL GRID PLC Agenda Number: 935056576 -------------------------------------------------------------------------------------------------------------------------- Security: 636274409 Meeting Type: Annual Meeting Date: 29-Jul-2019 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 elect Andy Agg Mgmt For For 6. To re-elect Dean Seavers Mgmt For For 7. To re-elect Nicola Shaw 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 Amanda Mesler Mgmt For For 12. To elect Earl Shipp Mgmt For For 13. To elect Jonathan Silver Mgmt For For 14. To re-elect Mark Williamson Mgmt For For 15. To re-appoint the auditors Deloitte LLP Mgmt For For 16. To authorise the Directors to set the Mgmt For For auditors' remuneration 17. To approve the new Directors' remuneration Mgmt For For policy 18. To approve the Directors' Remuneration Mgmt For For Report 19. To authorise the Company to make political Mgmt For For donations 20. To authorise the Directors to allot Mgmt For For Ordinary Shares 21. To authorise the Directors to operate a Mgmt For For Scrip Dividend Scheme 22. To authorise capitalising reserves for the Mgmt For For Scrip Dividend Scheme 23. To disapply pre-emption rights(special Mgmt For For resolution) 24. To disapply pre-emption rights for Mgmt For For acquisitions(special resolution) 25. To authorise the Company to purchase its Mgmt For For own Ordinary Shares (special resolution) 26. To authorise the Directors to hold general Mgmt For For meetings on 14 clear days' notice(special resolution) -------------------------------------------------------------------------------------------------------------------------- NESTLE S.A. Agenda Number: 935155956 -------------------------------------------------------------------------------------------------------------------------- Security: 641069406 Meeting Type: Annual Meeting Date: 23-Apr-2020 Ticker: NSRGY ISIN: US6410694060 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 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 2019. 1.2 Acceptance of the Compensation Report 2019 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 2019. 4AA Re-election of Director: Mr. Paul Bulcke, Mgmt For For as member and Chairman 4AB Re-election of Director: Mr. Ulf Mark Mgmt For For Schneider 4AC Re-election of Director: Mr. Henri de Mgmt For For Castries 4AD Re-election of Director: Mr. Renato Mgmt For For Fassbind 4AE Re-election of Director: Mrs. Ann M. Mgmt For For Veneman 4AF Re-election of Director: Mrs. Eva Cheng Mgmt For For 4AG Re-election of Director: Mr. Patrick Mgmt For For Aebischer 4AH Re-election of Director: Mrs. Ursula M. Mgmt For For Burns 4AI Re-election of Director: Mr. Kasper Rorsted Mgmt For For 4AJ Re-election of Director: Mr. Pablo Isla Mgmt For For 4AK Re-election of Director: Mrs. Kimberly A. Mgmt For For Ross 4AL Re-election of Director: Mr. Dick Boer Mgmt For For 4AM Re-election of Director: Mr. Dinesh Paliwal Mgmt For For 4B Election of Director: Mrs. Hanne Jimenez de Mgmt For For Mora 4C1 Election of the member of the Compensation Mgmt For For Committee: Mr. Patrick Aebischer 4C2 Election of the member of the Compensation Mgmt For For Committee: Mrs. Ursula M. Burns 4C3 Election of the member of the Compensation Mgmt For For Committee: Mr. Pablo Isla 4C4 Election of the member of the Compensation Mgmt For For Committee: Mr. Dick Boer 4D Election of the statutory auditors Ernst & Mgmt For For Young Ltd, Lausanne branch 4E Election of the Independent Representative Mgmt For For Hartmann Dreyer, Attorneys-at-law 5.1 Approval of the compensation of the Board Mgmt For For of Directors 5.2 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. -------------------------------------------------------------------------------------------------------------------------- NINTENDO CO.,LTD. Agenda Number: 712768045 -------------------------------------------------------------------------------------------------------------------------- Security: J51699106 Meeting Type: AGM Meeting Date: 26-Jun-2020 Ticker: ISIN: JP3756600007 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Furukawa, Shuntaro 2.2 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Miyamoto, Shigeru 2.3 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Takahashi, Shinya 2.4 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Shiota, Ko 2.5 Appoint a Director who is not Audit and Mgmt For For Supervisory Committee Member Shibata, Satoru 3.1 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Noguchi, Naoki 3.2 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Umeyama, Katsuhiro 3.3 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Yamazaki, Masao 3.4 Appoint a Director who is Audit and Mgmt For For Supervisory Committee Member Shinkawa, Asa -------------------------------------------------------------------------------------------------------------------------- NIPPON TELEGRAPH AND TELEPHONE CORPORATION Agenda Number: 712659107 -------------------------------------------------------------------------------------------------------------------------- Security: J59396101 Meeting Type: AGM Meeting Date: 23-Jun-2020 Ticker: ISIN: JP3735400008 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Shinohara, Hiromichi Mgmt For For 2.2 Appoint a Director Sawada, Jun Mgmt For For 2.3 Appoint a Director Shimada, Akira Mgmt For For 2.4 Appoint a Director Shibutani, Naoki Mgmt For For 2.5 Appoint a Director Shirai, Katsuhiko Mgmt For For 2.6 Appoint a Director Sakakibara, Sadayuki Mgmt For For 2.7 Appoint a Director Sakamura, Ken Mgmt For For 2.8 Appoint a Director Takegawa, Keiko Mgmt For For 3 Appoint a Corporate Auditor Takahashi, Mgmt For For Kanae -------------------------------------------------------------------------------------------------------------------------- NOKIA CORPORATION Agenda Number: 935213328 -------------------------------------------------------------------------------------------------------------------------- Security: 654902204 Meeting Type: Annual Meeting Date: 27-May-2020 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 9. Resolution on the discharge of the members Mgmt For For of the Board of Directors and the President and CEO from liability 10. Addressing the Remuneration Policy Mgmt For For 11. Resolution on the remuneration to the Mgmt For For members of the Board of Directors 12. Resolution on the number of members of the Mgmt For For Board of Directors 13. DIRECTOR Sari Baldauf Mgmt For For Bruce Brown Mgmt For For Thomas Dannenfeldt Mgmt For For Jeanette Horan Mgmt For For Edward Kozel Mgmt For For Elizabeth Nelson Mgmt For For Soren Skou Mgmt For For Carla Smits-Nusteling Mgmt For For Kari Stadigh Mgmt For For 14. Election of Auditor for the financial year Mgmt For For 2021 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 18. Shareholder's proposal on amendment of the Shr Against For Articles of Association -------------------------------------------------------------------------------------------------------------------------- NORTHLAND POWER INC Agenda Number: 712415694 -------------------------------------------------------------------------------------------------------------------------- Security: 666511100 Meeting Type: MIX Meeting Date: 22-May-2020 Ticker: ISIN: CA6665111002 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'AGAINST' ONLY FOR RESOLUTIONS 11 TO 13 AND 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 1 TO 10. THANK YOU 1 ELECTING JOHN W. BRACE AS A DIRECTOR OF THE Mgmt For For CORPORATION 2 ELECTING JAMES C. TEMERTY AS A DIRECTOR OF Mgmt For For THE CORPORATION 3 ELECTING LINDA L. BERTOLDI AS A DIRECTOR OF Mgmt For For THE CORPORATION 4 ELECTING MARIE BOUNTROGIANNI AS A DIRECTOR Mgmt For For OF THE CORPORATION 5 ELECTING LISA COLNETT AS A DIRECTOR OF THE Mgmt For For CORPORATION 6 ELECTING BARRY GILMOUR AS A DIRECTOR OF THE Mgmt For For CORPORATION 7 ELECTING RUSSELL GOODMAN AS A DIRECTOR OF Mgmt For For THE CORPORATION 8 ELECTING KEITH HALBERT AS A DIRECTOR OF THE Mgmt For For CORPORATION 9 ELECTING IAN PEARCE AS A DIRECTOR OF THE Mgmt For For CORPORATION 10 THE REAPPOINTMENT OF ERNST & YOUNG LLP AS Mgmt For For AUDITORS OF THE CORPORATION AND AUTHORIZATION OF THE DIRECTORS TO FIX THE AUDITORS' REMUNERATION 11 THE RESOLUTION TO CONFIRM THE Mgmt For For ADVANCE-NOTICE BY-LAW ADOPTED BY THE DIRECTORS OF NORTHLAND 12 THE RESOLUTION TO APPROVE ADMINISTRATIVE Mgmt For For CHANGES TO THE BY-LAW TO PERMIT A VIRTUAL ONLY SHAREHOLDER MEETING AND TO CHANGE THE QUORUM REQUIREMENT FOR SHAREHOLDER MEETINGS FROM 10% TO 25% 13 THE ADVISORY RESOLUTION TO ACCEPT Mgmt For For NORTHLAND'S APPROACH TO EXECUTIVE COMPENSATION -------------------------------------------------------------------------------------------------------------------------- NOVA MEASURING INSTRUMENTS LTD. Agenda Number: 935230906 -------------------------------------------------------------------------------------------------------------------------- Security: M7516K103 Meeting Type: Annual Meeting Date: 25-Jun-2020 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: Dafna Gruber Mgmt For For 1e. Re-election of Director: Ronnie (Miron) Mgmt For For Kenneth 1f. Re-election of Director: Zehava Simon Mgmt For For 1g. Election of Director: Eitan Oppenhaim Mgmt For For 2. Approval of amendments to the employment Mgmt For For terms of Mr. Eitan Oppenhaim, the President and Chief Executive Officer of the Company. 3. Approval of an amendment to the Company's Mgmt For For compensation policy for directors and officers to increase the maximum permitted annual premium for the Company's D&O insurance and ratification of the purchase of the Company's D&O insurance policy. 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, your shares will not be voted for Proposal No.3). (Please note: If you mark "Yes" or leave this question blank, your shares will not be voted for Proposal No. 3). Mark "for" = yes or "against" = no. 4. Approval of amendments to the memorandum Mgmt For For and articles of association of the Company. 5. 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. -------------------------------------------------------------------------------------------------------------------------- NOVANTA INC. Agenda Number: 935202589 -------------------------------------------------------------------------------------------------------------------------- Security: 67000B104 Meeting Type: Annual and Special Meeting Date: 26-May-2020 Ticker: NOVT ISIN: CA67000B1040 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 DIRECTOR STEPHEN W. BERSHAD Mgmt For For LONNY J. CARPENTER Mgmt For For DEBORAH DISANZO Mgmt For For MATTHIJS GLASTRA Mgmt For For BRIAN D. KING Mgmt For For IRA J. LAMEL Mgmt For For MAXINE L. MAURICIO Mgmt For For DOMINIC A. ROMEO Mgmt For For THOMAS N. SECOR Mgmt For For 02 APPROVAL, ON AN ADVISORY (NON-BINDING) Mgmt For For BASIS, OF THE COMPANY'S EXECUTIVE COMPENSATION. 03 TO APPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM TO SERVE UNTIL THE 2021 ANNUAL MEETING OF SHAREHOLDERS. 04 TO APPROVE AN AMENDMENT TO THE COMPANY'S Mgmt For For BY-LAWS TO ALLOW FOR REMOTE PARTICIPATION AT THE COMPANY'S SHAREHOLDER MEETINGS. -------------------------------------------------------------------------------------------------------------------------- NOVARTIS AG Agenda Number: 935128884 -------------------------------------------------------------------------------------------------------------------------- Security: 66987V109 Meeting Type: Annual Meeting Date: 28-Feb-2020 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 2019 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 for 2019. 4. Reduction of Share Capital. Mgmt For For 5A. Binding Vote on the Maximum Aggregate Mgmt For For Amount of Compensation for the Board of Directors from the 2020 Annual General Meeting to the 2021 Annual General Meeting. 5B. Binding Vote on the Maximum Aggregate Mgmt For For Amount of Compensation for the Executive Committee for the Financial Year 2021. 5C. Advisory Vote on the 2019 Compensation Mgmt For For Report. 6A. Re-election of the Chairman and the Member Mgmt For For of the Board of Director: Joerg Reinhardt 6B. Re-election of the Member of the Board of Mgmt For For Director: Nancy C. Andrews 6C. Re-election of the Member of the Board of Mgmt For For Director: Ton Buechner 6D. Re-election of the Member of the Board of Mgmt For For Director: Patrice Bula 6E. Re-election of the Member of the Board of Mgmt For For Director: Srikant Datar 6F. Re-election of the Member of the Board of Mgmt For For Director: Elizabeth Doherty 6G. Re-election of the Member of the Board of Mgmt For For Director: Ann Fudge 6H. Re-election of the Member of the Board of Mgmt For For Director: Frans van Houten 6I. Re-election of the Member of the Board of Mgmt For For Director: Andreas von Planta 6J. Re-election of the Member of the Board of Mgmt For For Director: Charles L. Sawyers 6K. Re-election of the Member of the Board of Mgmt For For Director: Enrico Vanni 6L. Re-election of the Member of the Board of Mgmt For For Director: William T. Winters 6M. Election of new Member of the Board of Mgmt For For Director: Bridgette Heller 6N. Election of new Member of the Board of Mgmt For For Director: Simon Moroney 7A. Re-election to the Compensation Committee: Mgmt For For Patrice Bula 7B. Re-election to the Compensation Committee: Mgmt For For Srikant Datar 7C. Re-election to the Compensation Committee: Mgmt For For Enrico Vanni 7D. Re-election to the Compensation Committee: Mgmt For For William T. Winters 7E. Election of new Member to the Compensation Mgmt For For Committee: Bridgette Heller 8. Re-election of the Statutory Auditor. Mgmt For For 9. Re-election of the Independent Proxy. Mgmt For For 10. 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: 935164361 -------------------------------------------------------------------------------------------------------------------------- Security: 67077M108 Meeting Type: Annual Meeting Date: 06-May-2020 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 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: 935212489 -------------------------------------------------------------------------------------------------------------------------- Security: N6596X109 Meeting Type: Annual Meeting Date: 27-May-2020 Ticker: NXPI ISIN: NL0009538784 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Adoption of the 2019 Statutory Annual Mgmt For For Accounts 2. Discharge of the members of the Board for Mgmt For For their responsibilities in the fiscal year ended December 31, 2019 3A. Appoint Kurt Sievers as executive director Mgmt For For 3B. Re-appoint Sir Peter Bonfield as Mgmt For For non-executive director 3C. Re-appoint Kenneth A. Goldman as Mgmt For For non-executive director 3D. Re-appoint Josef Kaeser as non-executive Mgmt For For director 3E. Re-appoint Lena Olving as non-executive Mgmt For For director 3F. Re-appoint Peter Smitham as non-executive Mgmt For For director 3G. Re-appoint Julie Southern as non-executive Mgmt For For director 3H. Re-appoint Jasmin Staiblin as non-executive Mgmt For For director 3I. Re-appoint Gregory Summe as non-executive Mgmt For For director 3J. Re-appoint Karl-Henrik Sundstrom as Mgmt For For non-executive director 4. Authorization of the Board to issue Mgmt For For ordinary shares of the Company and grant rights to acquire ordinary shares 5. Authorization of the Board to restrict or Mgmt For For exclude pre-emption rights accruing in connection with an issue of shares or grant of rights 6. Authorization of the Board to repurchase Mgmt For For ordinary shares 7. Authorization of the Board to cancel Mgmt For For ordinary shares held or to be acquired by the Company 8. Appointment of Ernst & Young Accountants Mgmt For For LLP as independent auditors for a three-year period, starting with the fiscal year ending December 31, 2020 9. Determination of the remuneration of the Mgmt For For members and Chairs of the Audit Committee, the Compensation Committee, and the Nominating and Governance Committee of the Board 10. Amendment of the Company's Articles of Mgmt For For Association 11. Non-binding, advisory vote to approve Named Mgmt Against Against Executive Officer compensation 12. To recommend, by non-binding vote, the Mgmt 1 Year For frequency of executive compensation votes -------------------------------------------------------------------------------------------------------------------------- OPEN TEXT CORPORATION Agenda Number: 935069927 -------------------------------------------------------------------------------------------------------------------------- Security: 683715106 Meeting Type: Annual and Special Meeting Date: 04-Sep-2019 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 non-binding Say-on-Pay Resolution, the Mgmt For For 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. 4 The Amended and Restated Shareholder Rights Mgmt For For Plan Resolution, the full text of which is attached as "Schedule B" to this Circular, with or without variation, to continue, amend and restate the Company's Shareholder Rights Plan, as more particularly described in the Circular. -------------------------------------------------------------------------------------------------------------------------- ORIX CORPORATION Agenda Number: 935236681 -------------------------------------------------------------------------------------------------------------------------- Security: 686330101 Meeting Type: Annual Meeting Date: 26-Jun-2020 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 Shuji Irie as Director Mgmt For 1C. Election of Shoji Taniguchi as Director Mgmt For 1D. Election of Satoru Matsuzaki as Director Mgmt For 1E. Election of Stan Koyanagi as Director Mgmt For 1F. Election of Yoshiteru Suzuki as Director Mgmt For 1G. Election of Ryuji Yasuda as Outside Mgmt For Director 1H. Election of Heizo Takenaka as Outside Mgmt For Director 1I. Election of Michael Cusumano as Outside Mgmt For Director 1J. Election of Sakie Akiyama as Outside Mgmt For Director 1K. Election of Hiroshi Watanabe as Outside Mgmt Against Director 1L. Election of Aiko Sekine as Outside Director Mgmt For -------------------------------------------------------------------------------------------------------------------------- PAN AMERICAN SILVER CORP. Agenda Number: 935155867 -------------------------------------------------------------------------------------------------------------------------- Security: 697900108 Meeting Type: Annual and Special Meeting Date: 06-May-2020 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 2 Appointment of Deloitte LLP as Auditors of Mgmt For For the Company 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, non-binding "say on pay" resolution approving the Company's approach to executive compensation, the complete text of which is set out in the information circular for the Meeting. -------------------------------------------------------------------------------------------------------------------------- PARTNER COMMUNICATIONS COMPANY LTD. Agenda Number: 935085414 -------------------------------------------------------------------------------------------------------------------------- Security: 70211M109 Meeting Type: Annual Meeting Date: 29-Oct-2019 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. Tomer Bar-Zeev, Mr. Sumeet Jaisinghani, Mr. Barak Pridor, Mr. Yoav Rubinstein, Mr. Arieh Saban, Mr. Yehuda Saban and Mr. Ori Yaron; (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 Company's existing D&O insurance policy; and (D) approval that ...(due to space limits, see proxy material for full proposal). 4B1 Personal Interest, Controlling Party, Mgmt Against Senior Office Holder or Institutional Investor declarations. 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. 5 Approval of the renewal of the Company's Mgmt For Compensation Policy for Office Holders. 5A Personal Interest, Controlling Party, Mgmt Against Senior Office Holder or Institutional Investor declarations. MARK "FOR" = YES OR "AGAINST" = NO. 6 I declare that my holdings and my vote DO Mgmt Against 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")2; or (ii) any other license granted to Partner, directly or indirectly. MARK "FOR" = DO REQUIRE OR "AGAINST" = DO NOT REQUIRE. -------------------------------------------------------------------------------------------------------------------------- PARTNER COMMUNICATIONS COMPANY LTD. Agenda Number: 935132756 -------------------------------------------------------------------------------------------------------------------------- Security: 70211M109 Meeting Type: Special Meeting Date: 18-Mar-2020 Ticker: PTNR ISIN: US70211M1099 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of an amendment to the Company's Mgmt For Compensation Policy for Office Holders. 1A. Personal Interest, Controlling Party, Mgmt Against Senior Office Holder or Institutional Investor declarations. Mark "for" = yes or "against" = no. 2. Approval of compensation to the Company's Mgmt For Chairman of the Board of Directors. 2A. Personal Interest, Controlling Party, Mgmt Against Senior Office Holder or Institutional Investor declarations. Mark "for" = yes or "against" = no. 3. Approval of general compensation terms to Mgmt For the Company's directors. 3A. Personal Interest, Controlling Party, Mgmt Against Senior Office Holder or Institutional Investor declarations. Mark "for" = yes or "against" = no. 4. Approval and ratification of compensation, Mgmt For including the grant of indemnification and release letters to Mr. Yossi Shachak and Mr. Richard Hunter and that these directors will benefit from the Company's D&O policy. 4A. Personal Interest, Controlling Party, Mgmt Against Senior Office Holder or Institutional Investor declarations. Mark "for" = yes or "against" = no. 5. I declare that my holdings and my vote DO Mgmt Against 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")2; 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: 935172368 -------------------------------------------------------------------------------------------------------------------------- Security: 706327103 Meeting Type: Annual Meeting Date: 08-May-2020 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 Robert G. Gwin Mgmt For For Maureen E. Howe Mgmt For For Gordon J. Kerr Mgmt For For David M.B. LeGresley Mgmt For For Leslie A. O'Donoghue Mgmt For For Bruce D. Rubin 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 Approve an amendment to existing by-laws. Mgmt For For 4 Approve the adoption of the advance notice Mgmt For For by-law. 5 To accept the approach to executive Mgmt For For compensation as disclosed in the accompanying management proxy circular. -------------------------------------------------------------------------------------------------------------------------- PERRIGO COMPANY PLC Agenda Number: 935145397 -------------------------------------------------------------------------------------------------------------------------- Security: G97822103 Meeting Type: Annual Meeting Date: 06-May-2020 Ticker: PRGO ISIN: IE00BGH1M568 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Bradley A. Alford Mgmt For For 1.2 Election of Director: Rolf A. Classon Mgmt For For 1.3 Election of Director: Adriana Karaboutis Mgmt For For 1.4 Election of Director: Murray S. Kessler Mgmt For For 1.5 Election of Director: Jeffrey B. Kindler Mgmt For For 1.6 Election of Director: Erica L. Mann Mgmt For For 1.7 Election of Director: Donal O'Connor Mgmt For For 1.8 Election of Director: Geoffrey M. Parker Mgmt For For 1.9 Election of Director: Theodore R. Samuels Mgmt For For 2. Ratify the appointment of Ernst & Young LLP Mgmt For For as our independent auditor for the period ending December 31, 2020 and authorize the Board of Directors, acting through the Audit Committee, to fix the remuneration of the auditor. 3. Advisory vote on the Company's executive Mgmt For For compensation. 4. Renew the Board's authority to issue shares Mgmt For For under Irish law. 5. Renew the Board's authority to opt-out of Mgmt For For statutory pre-emption rights under Irish law. -------------------------------------------------------------------------------------------------------------------------- PRETIUM RESOURCES INC. Agenda Number: 935172421 -------------------------------------------------------------------------------------------------------------------------- Security: 74139C102 Meeting Type: Annual Meeting Date: 30-Apr-2020 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 Richard O'Brien 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 Jeane Hull Mgmt For For 3 Appointment of PricewaterhouseCoopers LLP Mgmt For For as Auditors of the Company for the ensuing year and authorizing the Directors to fix their remuneration. 4 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: 935231073 -------------------------------------------------------------------------------------------------------------------------- Security: N71542109 Meeting Type: Annual Meeting Date: 23-Jun-2020 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 2019 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 2019 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 2019 7. Re-appointment of supervisory board member Mgmt For For Dinko Valerio 8. Re-appointment of supervisory board member Mgmt For For James Shannon 9. Appointment KPMG Accountants N.V. as the Mgmt For For Company's external auditor for the financial year 2021 10. Amendment of the Company's Equity Incentive Mgmt Against Against Plan 11. Amendment of the Compensation Principles Mgmt Against Against for the Supervisory Board 12. Amendment of the Compensation Policy for Mgmt Against Against the Management Board 13. Authorization of the Management Board to Mgmt Against Against issue ordinary shares 14. Authorization of the Management Board to Mgmt Against Against acquire ordinary shares in the capital of the Company -------------------------------------------------------------------------------------------------------------------------- QIAGEN N.V. Agenda Number: 935236085 -------------------------------------------------------------------------------------------------------------------------- Security: N72482123 Meeting Type: Annual Meeting Date: 30-Jun-2020 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, 2019 ("Calendar Year 2019"). 2 Proposal to cast a favorable non-binding Mgmt Against Against advisory vote in respect of the Remuneration Report 2019. 3 Proposal to discharge from liability the Mgmt For For Managing Directors for the performance of their duties during Calendar Year 2019. 4 Proposal to discharge from liability the Mgmt For For Supervisory Directors for the performance of their duties during Calendar Year 2019. 5A Re-appointment of the Supervisory Director: Mgmt For For Mr. Stephane Bancel 5B Re-appointment of the Supervisory Director: Mgmt For For Dr. Hakan Bjorklund 5C Re-appointment of the Supervisory Director: Mgmt For For Dr. Metin Colpan 5D Re-appointment of the Supervisory Director: Mgmt For For Prof. Dr. Ross L. Levine 5E Re-appointment of the Supervisory Director: Mgmt For For Prof. Dr. Elaine Mardis 5F Re-appointment of the Supervisory Director: Mgmt For For Mr. Lawrence A. Rosen 5G Re-appointment of the Supervisory Director: Mgmt For For Ms. Elizabeth E. Tallett 6A Reappointment of the Managing Director: Mr. Mgmt For For Roland Sackers 6B Reappointment of the Managing Director: Mr. Mgmt For For Thierry Bernard 7 Proposal to adopt the Remuneration Policy Mgmt Against Against with respect to the Managing Board. 8A Remuneration of the Supervisory Board: Mgmt For For Proposal to adopt the Remuneration Policy with respect to the Supervisory Board. 8B Remuneration of the Supervisory Board: Mgmt For For Proposal to determine the remuneration of members of the Supervisory Board. 9 Proposal to reappoint KPMG Accountants N.V. Mgmt For For as auditors of the Company for the calendar year ending December 31, 2020. 10A Proposal to authorize the Supervisory Mgmt For For Board, until December 30, 2021 to: Issue a number of ordinary shares and financing preference shares and grant rights to subscribe for such shares of up to 50% of the aggregate par value of all shares issued and outstanding. 10B Proposal to authorize the Supervisory Mgmt For For Board, until December 30, 2021 to: Restrict or exclude the pre-emptive rights with respect to issuing ordinary shares or granting subscription rights of up to 10% of the aggregate par value of all shares issued and outstanding. 10C Proposal to authorize the Supervisory Mgmt Against Against Board, until December 30, 2021 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 ordinary shares or granting subscription rights of up to 10% of the aggregate par value of all shares issued and outstanding. 11 Proposal to authorize the Managing Board, Mgmt For For until December 30, 2021, to acquire shares in the Company's own share capital. 12 Proposal to resolve upon the conditional Mgmt For For amendment of the Company's Articles of Association (Part I). 13 Proposal to resolve upon the conditional Mgmt For For Back-End Resolution. 14A Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Dr. Hakan Bjorklund 14B Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Mr. Michael A. Boxer 14C Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Mr. Paul G. Parker 14D Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Mr. Gianluca Pettiti 14E Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Mr. Anthony H. Smith 14F Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Ms. Barbara W. Wall 14G Conditional (re)appointment of the Mgmt For For Supervisory Director with effect as from the Settlement: Mr. Stefan Wolf 15 Proposal to resolve upon the conditional Mgmt For For acceptance of the resignation of, and discharge from liability of the resigning Supervisory Directors up to the date of the Annual General Meeting. 16 Proposal to resolve upon the conditional Mgmt For For amendment of the Company's Articles of Association (Part III). -------------------------------------------------------------------------------------------------------------------------- RADWARE LTD. Agenda Number: 935086442 -------------------------------------------------------------------------------------------------------------------------- Security: M81873107 Meeting Type: Annual Meeting Date: 24-Oct-2019 Ticker: RDWR ISIN: IL0010834765 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Class II Director: Mr. Roy Mgmt For For Zisapel 1B. Election of Class II Director: Mr. Joel Mgmt For For Maryles 2. To re-elect Prof. Yair Trauman as an Mgmt For For external director of the company for a period of three years. 2A. Please confirm that you DO NOT have a Mgmt For "personal interest" in Proposal 2 by checking the "YES" box. If you cannot confirm that you do not have a personal interest in Proposal 2, check the "NO" box. As described under the heading "Required Vote" in item 2 of the Proxy Statement, "personal interest" generally means that you have a personal benefit in the matter which is not solely a result of your shareholdings in Radware. 3. To approve an increase of the Company's Mgmt For For authorized share capital from 60,000,000 to 90,000,000 ordinary shares and related amendments to the Company's Memorandum of Association and Articles of Association. 4. To approve grants of equity-based awards to Mgmt Against Against the President and Chief Executive Officer of the Company. 4A. Please confirm that you DO NOT have a Mgmt For "personal interest" in Proposal 4 by checking the "YES" box. If you cannot confirm that you do not have a personal interest in Proposal 4, check the "NO" box. As described under the heading "Required Vote" in item 4 of the Proxy Statement, "personal interest" generally means that you have a personal benefit in the matter which is not solely a result of your shareholdings in Radware. 5. To approve modifications in the size of the Mgmt For For annual bonus to the President and Chief Executive Officer of the Company. 5A. Please confirm that you DO NOT have a Mgmt For "personal interest" in Proposal 5 by checking the "YES" box. If you cannot confirm that you do not have a personal interest in Proposal 5, check the "NO" box. As described under the heading "Required Vote" in item 5 of the Proxy Statement, "personal interest" generally means that you have a personal benefit in the matter which is not solely a result of your shareholdings in Radware. 6. To approve and ratify the purchase of a D&O Mgmt For For insurance policy and related amendments to the Company's Compensation Policy for Executive Officers and Directors. 6A. Please confirm that you DO NOT have a Mgmt For "personal interest" in Proposal 6 by checking the "YES" box. If you cannot confirm that you do not have a personal interest in Proposal 6, check the "NO" box. As described under the heading "Required Vote" in item 6 of the Proxy Statement, "personal interest" generally means that you have a personal benefit in the matter which is not solely a result of your shareholdings in Radware. 7. To approve grants of equity-based awards to Mgmt Against Against the non-employee directors of the Company. 7A. Please confirm that you DO NOT have a Mgmt For "personal interest" in Proposal 7 by checking the "YES" box. If you cannot confirm that you do not have a personal interest in Proposal 7, check the "NO" box. As described under the heading "Required Vote" in item 7 of the Proxy Statement, "personal interest" generally means that you have a personal benefit in the matter which is not solely a result of your shareholdings in Radware. 8. To approve the reappointment of Kost Forer Mgmt For For Gabbay & Kasierer, a member of Ernst & Young Global, as the Company's auditors, and to authorize the Board of Directors to delegate to the Audit Committee the authority to fix their remuneration in accordance with the volume and nature of their services. -------------------------------------------------------------------------------------------------------------------------- RESTAURANT BRANDS INTERNATIONAL INC. Agenda Number: 935201981 -------------------------------------------------------------------------------------------------------------------------- Security: 76131D103 Meeting Type: Annual Meeting Date: 10-Jun-2020 Ticker: QSR ISIN: CA76131D1033 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Alexandre Behring Mgmt For For Joao M. Castro-Neves Mgmt For For M. de Limburg Stirum Mgmt For For Paul J. Fribourg Mgmt For For Neil Golden Mgmt For For Ali Hedayat Mgmt For For Golnar Khosrowshahi Mgmt For For Giovanni (John) Prato Mgmt For For Daniel S. Schwartz Mgmt For For Carlos Alberto Sicupira Mgmt For For R. Moses Thompson Motta Mgmt For For 2. Approval, on a non-binding advisory basis, Mgmt For For 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 2021 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 develop Shr Against For a comprehensive policy on plastic pollution and sustainable packaging and issue a report to investors. -------------------------------------------------------------------------------------------------------------------------- ROYAL BANK OF CANADA Agenda Number: 935135106 -------------------------------------------------------------------------------------------------------------------------- Security: 780087102 Meeting Type: Annual Meeting Date: 08-Apr-2020 Ticker: RY ISIN: CA7800871021 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 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 M. TURCKE Mgmt For For B.A. VAN KRALINGEN Mgmt For For T. VANDAL Mgmt For For F. VETTESE Mgmt For For J. YABUKI Mgmt For For 02 APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP Mgmt For For (PWC) AS AUDITOR 03 ADVISORY VOTE ON THE BANK'S APPROACH TO Mgmt For For EXECUTIVE COMPENSATION 04 SHAREHOLDER PROPOSAL NO. 1 Shr Against For 05 SHAREHOLDER PROPOSAL NO. 2 Shr Against For -------------------------------------------------------------------------------------------------------------------------- ROYAL DUTCH SHELL PLC Agenda Number: 935198627 -------------------------------------------------------------------------------------------------------------------------- Security: 780259206 Meeting Type: Annual Meeting Date: 19-May-2020 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 Policy Mgmt For For 3. Approval of Directors' Remuneration Report Mgmt For For 4. Appointment of Dick Boer as a Director of Mgmt For For the Company 5. Appointment of Andrew Mackenzie as a Mgmt For For Director of the Company 6. Appointment of Martina Hund-Mejean as a Mgmt For For Director of the Company 7. Reappointment of Director: Ben van Beurden Mgmt For For 8. Reappointment of Director: Neil Carson Mgmt For For 9. Reappointment of Director: Ann Godbehere Mgmt For For 10. Reappointment of Director: Euleen Goh Mgmt For For 11. Reappointment of Director: Charles O. Mgmt For For Holliday 12. Reappointment of Director: Catherine Hughes Mgmt For For 13. Reappointment of Director: Sir Nigel Mgmt For For Sheinwald 14. Reappointment of Director: Jessica Uhl Mgmt For For 15. Reappointment of Director: Gerrit Zalm Mgmt For For 16. Reappointment of Auditors Mgmt For For 17. Remuneration of Auditors Mgmt For For 18. Authority to allot shares Mgmt For For 19. Disapplication of pre-emption rights Mgmt For For 20. Authority to purchase own shares Mgmt For For 21. Shareholder Resolution Shr Against For -------------------------------------------------------------------------------------------------------------------------- RYANAIR HOLDINGS, PLC Agenda Number: 935074889 -------------------------------------------------------------------------------------------------------------------------- Security: 783513203 Meeting Type: Annual Meeting Date: 19-Sep-2019 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 Against Against 3A. Election of Director: David Bonderman Mgmt Against Against 3B. Election of Director: Roisin Brennan Mgmt For For 3C. Election of Director: Michael Cawley Mgmt Against Against 3D. Election of Director: Emer Daly Mgmt For For 3E. Election of Director: Stan McCarthy Mgmt Against Against 3F. Election of Director: Kyran McLaughlin Mgmt Against Against 3G. Election of Director: Howard Millar Mgmt Against Against 3H. Election of Director: Dick Milliken Mgmt For For 3I. Election of Director: Michael O'Brien Mgmt For For 3J. Election of Director: Michael O'Leary Mgmt For For 3K. Election of Director: Julie O'Neill Mgmt Against Against 3L. Election of Director: Louise Phelan Mgmt For For 4. Directors' Authority to fix the Auditors' Mgmt For For Remuneration 5. Directors' Authority to allot Ordinary Mgmt Against Against Shares 6. Disapplication of Statutory Pre-emption Mgmt For For Rights 7. Authority to Repurchase Ordinary Shares Mgmt For For 8. Adoption of the 2019 Long Term Incentive Mgmt Against Against Plan -------------------------------------------------------------------------------------------------------------------------- SANOFI Agenda Number: 935185238 -------------------------------------------------------------------------------------------------------------------------- Security: 80105N105 Meeting Type: Annual Meeting Date: 28-Apr-2020 Ticker: SNY ISIN: US80105N1054 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the individual company Mgmt For For financial statements for the year ended December 31, 2019 2. Approval of the consolidated financial Mgmt For For statements for the year ended December 31, 2019 3. Appropriation of results for the year ended Mgmt For For December 31, 2019 and declaration of dividend 4. Approval of regulated agreements and Mgmt For For commitments falling within the scope of Articles L. 225-38 et seq of the French Commercial Code 5. Ratification of the co-opting of Paul Mgmt For For Hudson as a Director 6. Reappointment of Laurent Attal as a Mgmt For For Director 7. Reappointment of Carole Piwnica as a Mgmt For For Director 8. Reappointment of Diane Souza as a Director Mgmt For For 9. Reappointment of Thomas Sudhof as a Mgmt For For Director 10. Appointment of Rachel Duan as a Director Mgmt For For 11. Appointment of Lise Kingo as a Director Mgmt For For 12. Determination of the compensation amount Mgmt For For for the Board of Directors 13. Approval of the compensation policy for Mgmt For For directors 14. Approval of the compensation policy for the Mgmt For For Chairman of the Board of Directors 15. Approval of the compensation policy for the Mgmt For For Chief Executive Officer 16. Approval of the report on the compensation Mgmt For For of corporate officers issued in accordance with Article L. 225-37-3 I. of the French Commercial Code 17. Approval of the components of the Mgmt For For compensation paid or awarded in respect of the year ended 31 December 2019 to Serge Weinberg, Chairman of the Board 18. Approval of the components of the Mgmt For For compensation paid or awarded in respect of the year ended 31 December 2019 to Paul Hudson, Chief Executive Officer from September 1, 2019 19. Approval of the components of the Mgmt Against Against compensation paid or awarded in respect of the year ended 31 December 2019 to Olivier Brandicourt, Chief Executive Officer until August 31, 2019 20. Authorization to the Board of Directors to Mgmt For For carry out transactions in the Company's shares (usable outside the period of a public tender offer) 21. Powers for formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SAP SE Agenda Number: 935198350 -------------------------------------------------------------------------------------------------------------------------- Security: 803054204 Meeting Type: Annual Meeting Date: 20-May-2020 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 2019 3. Resolution on the formal approval of the Mgmt For acts of the Executive Board in fiscal year 2019 4. Resolution on the formal approval of the Mgmt For acts of the Supervisory Board in fiscal year 2019 5. Appointment of the auditors of the annual Mgmt For financial statements and group annual financial statements for fiscal year 2020 6A. Resolution on the creation of new Mgmt For Authorized Capital I for the issuance of shares against contributions in cash, with the option to exclude the shareholders' subscription rights (in respect of fractional shares only), and on the corresponding amendment of Section 4 (5) of the Articles of Incorporation 6B. Resolution on the creation of new Mgmt For Authorized Capital II for the issuance of shares against contributions in cash or in kind, with the option to exclude the shareholders' subscription rights, and on the corresponding amendment of Section 4 (6) of the Articles of Incorporation 7. Resolution on the approval of the Mgmt For compensation system for the Executive Board members 8. Resolution on the confirmation of the Mgmt For compensation of the Supervisory Board members -------------------------------------------------------------------------------------------------------------------------- SCULLY ROYALTY LTD Agenda Number: 935114570 -------------------------------------------------------------------------------------------------------------------------- Security: G7T96K107 Meeting Type: Annual Meeting Date: 27-Dec-2019 Ticker: SRL ISIN: KYG7T96K1077 -------------------------------------------------------------------------------------------------------------------------- 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 ratification of the appointment of the Mgmt For For auditors for the fiscal year ended December 31, 2019 (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. -------------------------------------------------------------------------------------------------------------------------- SEABRIDGE GOLD INC. Agenda Number: 935226109 -------------------------------------------------------------------------------------------------------------------------- Security: 811916105 Meeting Type: Annual Meeting Date: 25-Jun-2020 Ticker: SA ISIN: CA8119161054 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 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 R. Miller Mgmt For For Clement A. Pelletier Mgmt For For John W. Sabine Mgmt For For Gary A. Sugar Mgmt For For 2 Appointment of KPMG LLP, Chartered Mgmt For For Accountants, as Auditors of the Corporation for the ensuing year. 3 To authorize the Directors to fix the Mgmt For For remuneration to be paid to the auditors. 4 To approve, by a majority of disinterested Mgmt Against Against shareholders, the extension of the expiry date of 425,000 stock options held by directors of the Corporation by one year as more particularly set out in the Management Proxy Circular in respect of the Meeting. 5 To transact such other business as may Mgmt Against Against properly come before the Meeting. -------------------------------------------------------------------------------------------------------------------------- SEAGATE TECHNOLOGY PLC Agenda Number: 935080022 -------------------------------------------------------------------------------------------------------------------------- Security: G7945M107 Meeting Type: Annual Meeting Date: 29-Oct-2019 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 authorize, in a binding vote, the Audit Committee of the Company's Board of Directors to set the auditors' remuneration. 4. Approve our Amended and Restated 2012 Mgmt For For Equity Incentive Plan. 5. Grant the Board the authority to allot and Mgmt For For issue shares. 6. Grant the Board the authority to opt-out of Mgmt For For statutory pre-emption rights. 7. Determine the price range at which the Mgmt For For Company can re-allot shares that it acquires as treasury shares. -------------------------------------------------------------------------------------------------------------------------- SEQUANS COMMUNICATIONS Agenda Number: 935227339 -------------------------------------------------------------------------------------------------------------------------- Security: 817323207 Meeting Type: Annual Meeting Date: 26-Jun-2020 Ticker: SQNS ISIN: US8173232070 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the statutory financial Mgmt For For statements for the year ended December 31, 2019 2. Approval of the consolidated accounts for Mgmt For For the year ended December 31, 2019 3. Allocation of net loss for the year ended Mgmt For For December 31, 2019 4. Related-party agreements Mgmt For For 5. Approval of the compensation plan for Mgmt For For non-executive directors 6. Renewal of Mr. Hubert de Pesquidoux as Mgmt Against Against director 7. Renewal of Ms. Mailys Ferrere as director Mgmt Against Against 8. Renewal of Mr. Yves Maitre as director Mgmt Against Against 9. Renewal of the statutory auditor Mgmt For For 10. Issuance of stock subscription warrants to Mgmt Against Against subscribe up to 252,000 ordinary shares (representing, to date, 63,000 ADS); establishing the conditions for exercising the stock warrants ...(due to space limits, see proxy material for full proposal). 11. 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 revocation 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 12. Authority delegated to the Board of Mgmt Against Against Directors to issue stock subscription warrants ("warrants") reserved to a specific class of persons and revocation of shareholders' preemptive subscription rights in favor of such class 13. 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 14. Setting an overall ceiling of 5,000,000 Mgmt For For ordinary shares (representing, to date, 1,250,000 ADS) for issues of stock subscription options, stock subscription warrants and restricted free shares granted pursuant to resolutions 11, 12 and 13 of this general shareholders' meeting 15. Authority delegated to the Board of Mgmt Against Against Directors to carry out a capital increase up to a maximum nominal amount of EURO 2,000,000 by issuing shares and/or securities that confer rights to the Company's equity and/or to securities that confer the right to an allotment of debt securities, reserved to specific ...(due to space limits, see proxy material for full proposal). 16. Delegation of powers to the Board of Mgmt For For Directors to proceed to a reduction of the share capital by way of incorporation of losses into capital, with terms and timing to be decided by the Board of Directors 17. Authority delegated to the Board of Mgmt For Against Directors to decide to increase the share capital by issuing shares reserved for employees and revocation of preemptive subscription rights in favor of such employees 18. Powers and formalities Mgmt For For -------------------------------------------------------------------------------------------------------------------------- SHOPIFY INC. Agenda Number: 935204189 -------------------------------------------------------------------------------------------------------------------------- Security: 82509L107 Meeting Type: Annual Meeting Date: 27-May-2020 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: 711883517 -------------------------------------------------------------------------------------------------------------------------- Security: D69671218 Meeting Type: AGM Meeting Date: 05-Feb-2020 Ticker: ISIN: DE0007236101 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT FOLLOWING THE AMENDMENT TO Non-Voting PARAGRAPH 21 OF THE SECURITIES TRADE ACT ON 9TH JULY 2015 AND THE OVER-RULING OF THE DISTRICT COURT IN COLOGNE JUDGMENT FROM 6TH JUNE 2012 THE VOTING PROCESS HAS NOW CHANGED WITH REGARD TO THE GERMAN REGISTERED SHARES. AS A RESULT, IT IS NOW THE RESPONSIBILITY OF THE END-INVESTOR (I.E. FINAL BENEFICIARY) AND NOT THE INTERMEDIARY TO DISCLOSE RESPECTIVE FINAL BENEFICIARY VOTING RIGHTS THEREFORE THE CUSTODIAN BANK / AGENT IN THE MARKET WILL BE SENDING THE VOTING DIRECTLY TO MARKET AND IT IS THE END INVESTORS RESPONSIBILITY TO ENSURE THE REGISTRATION ELEMENT IS COMPLETE WITH THE ISSUER DIRECTLY, SHOULD THEY HOLD MORE THAN 3 % OF THE TOTAL SHARE CAPITAL. CMMT THE VOTE/REGISTRATION DEADLINE AS DISPLAYED Non-Voting ON PROXYEDGE IS SUBJECT TO CHANGE AND WILL BE UPDATED AS SOON AS BROADRIDGE RECEIVES CONFIRMATION FROM THE SUB CUSTODIANS REGARDING THEIR INSTRUCTION DEADLINE. FOR ANY QUERIES PLEASE CONTACT YOUR CLIENT SERVICES REPRESENTATIVE 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. THANK YOU CMMT COUNTER PROPOSALS MAY BE SUBMITTED UNTIL Non-Voting 21.01.2020. FURTHER INFORMATION ON COUNTER PROPOSALS CAN BE FOUND DIRECTLY ON THE ISSUER'S WEBSITE (PLEASE REFER TO THE MATERIAL URL SECTION OF THE APPLICATION). IF YOU WISH TO ACT ON THESE ITEMS, YOU WILL NEED TO REQUEST A MEETING ATTEND AND VOTE YOUR SHARES DIRECTLY AT THE COMPANY'S MEETING. COUNTER PROPOSALS CANNOT BE REFLECTED IN THE BALLOT ON PROXYEDGE 1 PRESENTATION OF THE FINANCIAL STATEMENTS Non-Voting AND ANNUAL REPORT FOR THE 2018/2019 FINANCIAL YEAR WITH THE REPORT OF THE SUPERVISORY BOARD, THE GROUP FINANCIAL STATEMENTS AND GROUP ANNUAL REPORT AS WELL AS THE CORPORATE GOVERNANCE REPORT 2 RESOLUTION ON THE APPROPRIATION OF THE Mgmt For For DISTRIBUTABLE PROFIT: THE DISTRIBUTABLE PROFIT OF EUR 5,384,000,000 SHALL BE APPROPRIATED AS FOLLOWS: PAYMENT OF A DIVIDEND OF EUR 3.90 PER DIVIDEND-ENTITLED NO-PAR SHARE EUR 2,069,000,000 SHALL BE ALLOCATED TO THE REVENUE RESERVES EUR 139,318,058.10 SHALL BE CARRIED FORWARD EX-DIVIDEND DATE: FEBRUARY 6, 2020 PAYABLE DATE: FEBRUARY 10, 2020 3.A RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: J. KAESER 3.B RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: R. BUSCH 3.C RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: L. DAVIS 3.D RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: K. HELMRICH 3.E RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: J. KUGEL 3.F RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: C. NEIKE 3.G RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: M. SEN 3.H RATIFICATION OF THE ACTS OF THE BOARD OF Mgmt For For MDS: R. P. THOMAS 4.A RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: J. H. SNABE 4.B RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: B. STEINBORN 4.C RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: W. WENNING 4.D RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: W. BRANDT 4.E RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: M. DIEKMANN 4.F RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: A. FEHRMANN 4.G RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: R. HAHN 4.H RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: B. HALLER 4.I RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: R. KENSBOCK 4.J RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: H. KERN 4.K RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: J. KERNER 4.L RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: N. LEIBINGER-KAMMUELLER 4.M RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: B. POTIER 4.N RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: H. REIMER 4.O RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: N. REITHOFER 4.P RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: D. N. SHAFIK 4.Q RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: N. VON SIEMENS 4.R RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: M. SIGMUND 4.S RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: D. SIMON 4.T RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: M. ZACHERT 4.U RATIFICATION OF THE ACTS OF THE SUPERVISORY Mgmt For For BOARD: G. ZUKUNFT 5 APPOINTMENT OF AUDITORS: THE FOLLOWING Mgmt For For ACCOUNTANTS SHALL BE APPOINTED AS AUDITORS AND GROUP AUDITORS FOR THE 2019/2020 FINANCIAL YEAR: ERNST & YOUNG GMBH, STUTTGART 6 RESOLUTION ON THE APPROVAL OF THE Mgmt For For REMUNERATION SYSTEM FOR THE MEMBERS OF THE BOARD OF MDS: THE REMUNERATION SYSTEM FOR THE MEMBERS OF THE BOARD OF MDS SHALL BE APPROVED. FURTHER DETAILS CAN BE FOUND ON THE COMPANY'S WEBSITE 7 RESOLUTION ON THE AUTHORIZATION TO ACQUIRE Mgmt For For OWN SHARES: THE COMPANY SHALL BE AUTHORIZED TO ACQUIRE OWN SHARES OF UP TO 10 PERCENT OF ITS SHARE CAPITAL, AT PRICES NEITHER MORE THAN 10 PERCENT ABOVE, NOR MORE THAN 20 PERCENT BELOW, THE MARKET PRICE OF THE SHARES, ON OR BEFORE FEBRUARY 4, 2025. THE BOARD OF MDS SHALL BE AUTHORIZED TO USE THE SHARES FOR ALL LEGALLY PERMISSIBLE PURPOSES, ESPECIALLY TO SELL THE SHARES ON THE STOCK EXCHANGE OR OFFER THEM TO ALL SHAREHOLDERS, TO RETIRE THE SHARES, TO ISSUE THE SHARES TO EMPLOYEES AND EXECUTIVES OF THE COMPANY AND ITS AFFILIATES, TO USE THE SHARES FOR MERGERS AND ACQUISITIONS, TO SELL THE SHARES AT A PRICE NOT MATERIALLY BELOW THEIR MARKET PRICE, AND TO USE THE SHARES FOR SATISFYING CONVERSION AND/OR OPTION RIGHTS 8 RESOLUTION ON THE AUTHORIZATION TO ACQUIRE Mgmt For For OWN SHARES USING DERIVATIVES: IN CONNECTION WITH ITEM 7, THE COMPANY MAY ALSO ACQUIRE OWN SHARES USING CALL AND PUT OPTIONS 9 RESOLUTION ON THE AUTHORIZATION TO ISSUE Mgmt For For CONVERTIBLE BONDS AND/OR WARRANT BONDS, THE CREATION OF A CONTINGENT CAPITAL 2020, THE REVOCATION OF THE CONTINGENT CAPITAL 2010 AND 2015, AND THE CORRESPONDING AMENDMENT TO THE ARTICLES OF ASSOCIATION. THE BOARD OF MDS SHALL BE AUTHORIZED TO ISSUE CONVERTIBLE BONDS AND/OR WARRANT BONDS (COLLECTIVELY REFERRED TO IN THE FOLLOWING AS 'BONDS') OF UP TO EUR 15,000,000,000, CONFERRING CONVERSION AND/OR OPTION RIGHTS FOR SHARES OF THE COMPANY, ON OR BEFORE FEBRUARY 4, 2025. SHAREHOLDERS SHALL BE GRANTED SUBSCRIPTION RIGHTS EXCEPT FOR IN THE FOLLOWING CASES: - BONDS HAVE BEEN ISSUED AGAINST CONTRIBUTIONS IN CASH AT A PRICE NOT MATERIALLY BELOW THEIR THEORETICAL MARKET VALUE AND CONFER CONVERSION AND/OR OPTION RIGHTS FOR SHARES OF THE COMPANY OF UP TO 10 PERCENT OF THE SHARE CAPITAL, - BONDS HAVE BEEN ISSUED AGAINST CONTRIBUTIONS IN KIND FOR ACQUISITION PURPOSES, - RESIDUAL AMOUNTS HAVE BEEN EXCLUDED FROM SUBSCRIPTION RIGHTS, HOLDERS OF CONVERSION AND/OR OPTION RIGHTS HAVE BEEN GRANTED SUBSCRIPTION RIGHTS. THE EXISTING CONTINGENT CAPITAL 2010 SHALL BE REVOKED. THE EXISTING CONTINGENT CAPITAL 2015 SHALL BE REVOKED. THE COMPANY'S SHARE CAPITAL SHALL BE INCREASED ACCORDINGLY BY UP TO EUR 180,000,000 THROUGH THE ISSUE OF UP TO 60,000,000 REGISTERED NO-PAR SHARES, INSOFAR AS CONVERSION AND/OR OPTION RIGHTS ARE EXERCISED (CONTINGENT CAPITAL 2020) 10 RESOLUTION ON THE APPROVAL OF A CONTROL AND Mgmt For For PROFIT TRANSFER AGREEMENT: THE CONTROL AND PROFIT TRANSFER AGREEMENT WITH THE COMPANY'S WHOLLY OWNED SUBSIDIARY SIEMENS MOBILITY GMBH, EFFECTIVE UPON ITS ENTRY INTO THE COMMERCIAL REGISTER, SHALL BE APPROVED -------------------------------------------------------------------------------------------------------------------------- SK TELECOM CO., LTD. Agenda Number: 935136146 -------------------------------------------------------------------------------------------------------------------------- Security: 78440P108 Meeting Type: Annual Meeting Date: 26-Mar-2020 Ticker: SKM ISIN: US78440P1084 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of Financial Statements for the Mgmt For 36th Fiscal Year (2019) 2. Amendments to the Articles of Incorporation Mgmt For 3.1 Grant of Stock Options (Directors) Mgmt For 3.2 Grant of Stock Options (Unregistered Mgmt For Executive Officers) 4.1 Approval of the Appointment of an Executive Mgmt For Director Candidate: Park, Jung Ho 4.2 Approval of the Appointment of a Mgmt For Non-Executive Director Candidate: Cho, Dae Sik 4.3 Approval of the Appointment of an Mgmt For Independent Non-Executive Director Candidate: Kim, Yong-Hak 4.4 Approval of the Appointment of an Mgmt For Independent Non-Executive Director Candidate: Kim, Junmo 4.5 Approval of the Appointment of an Mgmt For Independent Non-Executive Director Candidate: Ahn, Jung Ho 5.1 Approval of the Appointment of a Member of Mgmt For the Audit Committee Candidate: Kim, Yong-Hak 5.2 Approval of the Appointment of a Member of Mgmt For the Audit Committee Candidate: Ahn, Jung Ho 6. Approval of Ceiling Amount of Remuneration Mgmt For for Directors (Note: Proposed Ceiling Amount of the Remuneration for 8 Directors is KRW 12 billion.) 7. Amendments to the Remuneration Policy for Mgmt For Executives -------------------------------------------------------------------------------------------------------------------------- SMITH & NEPHEW PLC Agenda Number: 935136944 -------------------------------------------------------------------------------------------------------------------------- Security: 83175M205 Meeting Type: Annual Meeting Date: 09-Apr-2020 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 Policy. O3 To approve the Directors' Remuneration Mgmt For For Report (excluding policy) O4 To declare a final dividend. Mgmt For For O5 Election/Re-Election of Director: Graham Mgmt For For Baker O6 Election/Re-Election of Director: Vinita Mgmt For For Bali O7 Election/Re-Election of Director: The Rt. Mgmt For For Hon Baroness Virginia Bottomley O8 Election/Re-Election of Director: Roland Mgmt For For Diggelmann O9 Election/Re-Election of Director: Erik Mgmt For For Engstrom O10 Election/Re-Election of Director: Robin Mgmt For For Freestone 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 Directors' to determine the Mgmt For For remuneration of the Auditor. O16 To approve the Smith & Nephew Global Share Mgmt For For Plan 2020. O17 To renew the Directors' authority to allot Mgmt For For shares. S18 To renew the Directors' authority for the Mgmt For For disapplication of the pre-emption rights. S19 To authorise the Directors to disapply Mgmt For For pre-emption rights for the purposes of acquisitions or other capital investments. S20 To renew the Directors' limited authority Mgmt For For to make market purchases of the Company's own shares. S21 To authorise general meetings to be held on Mgmt For For 14 clear days' notice. -------------------------------------------------------------------------------------------------------------------------- SPARK NEW ZEALAND LTD. Agenda Number: 935089397 -------------------------------------------------------------------------------------------------------------------------- Security: 84652A102 Meeting Type: Annual Meeting Date: 07-Nov-2019 Ticker: SPKKY ISIN: US84652A1025 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management O1. Auditor's remuneration: That the directors Mgmt For For of Spark are authorised to fix the auditor's remuneration. O2. Re-election of Ms. Justine Smyth: That Ms. Mgmt For For Justine Smyth, who retires by rotation and is eligible for re-election, is re- elected as a director of Spark. O3. Re-election of Mr. Warwick Bray: That Mr. Mgmt For For Warwick Bray (appointed as a director of Spark by the Board with effect from 23 September 2019), who retires and is eligible for re-election, is re-elected as a director of Spark. O4. Re-election of Ms. Jolie Hodson: That Ms. Mgmt For For Jolie Hodson (appointed as a director of Spark by the Board with effect from 23 September 2019), who retires and is eligible for re-election, is re-elected as a director of Spark. S5. Revocation and adoption of constitution: Mgmt For For That the existing Company constitution is revoked and the new constitution, in the form presented at the Annual Meeting, is adopted as the constitution of Spark with effect from the close of the meeting. -------------------------------------------------------------------------------------------------------------------------- SSR MINING INC. Agenda Number: 935181002 -------------------------------------------------------------------------------------------------------------------------- Security: 784730103 Meeting Type: Annual and Special Meeting Date: 14-May-2020 Ticker: SSRM ISIN: CA7847301032 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To set the number of Directors at eight Mgmt For For (8). 2 DIRECTOR A.E. Michael Anglin Mgmt For For Paul Benson Mgmt For For Brian R. Booth Mgmt For For Simon A. Fish Mgmt For For Gustavo A. Herrero Mgmt For For Beverlee F. Park Mgmt For For Steven P. Reid Mgmt For For Elizabeth A. Wademan Mgmt For For 3 Appointment of PricewaterhouseCoopers LLP, Mgmt For For Chartered Professional Accountants, as the Company's auditor for the ensuing year and authorizing the Directors to set the auditor's remuneration. 4 A non-binding, advisory resolution Mgmt For For accepting the Company's approach to executive compensation, as more particularly described and set forth in the accompanying management information circular of the Company dated March 18, 2020 (the "Circular"). 5 To consider and, if deemed advisable, Mgmt For For approve, with or without variation, an ordinary resolution, approving the Company's 2020 share compensation plan, as more particularly described and set forth in the Circular. -------------------------------------------------------------------------------------------------------------------------- STANTEC INC. Agenda Number: 935165301 -------------------------------------------------------------------------------------------------------------------------- Security: 85472N109 Meeting Type: Annual Meeting Date: 07-May-2020 Ticker: STN ISIN: CA85472N1096 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Douglas K. Ammerman Mgmt For For Richard C. Bradeen Mgmt For For Shelley A. M. Brown Mgmt For For Patricia D. Galloway Mgmt For For Robert J. Gomes Mgmt For For Gordon A. Johnston Mgmt For For Donald J. Lowry Mgmt For For Marie-Lucie Morin Mgmt For For 2 The reappointment of Ernst & Young LLP, Mgmt For For Chartered Professional Accountants, as Stantec's auditor and authorizing the directors to fix the auditor's remuneration. 3 Resolved, on an advisory basis and not to Mgmt For For diminish the role and responsibilities of the board of directors, that the shareholders accept the approach to executive compensation disclosed in Stantec's Management Information Circular delivered in advance of the Meeting. -------------------------------------------------------------------------------------------------------------------------- STMICROELECTRONICS N.V. Agenda Number: 935226678 -------------------------------------------------------------------------------------------------------------------------- Security: 861012102 Meeting Type: Annual Meeting Date: 17-Jun-2020 Ticker: STM ISIN: US8610121027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 4A Remuneration Report (advisory vote) Mgmt Against Against 4B Adoption of the Remuneration Policy for the Mgmt For For Supervisory Board (voting item) 4C Adoption of a new Remuneration Policy for Mgmt Against Against the Managing Board (voting item) 4D Adoption of the Company's annual accounts Mgmt For For for its 2019 financial year (voting item) 4E Adoption of a dividend (voting item) Mgmt For For 4F Discharge of the sole member of the Mgmt For For Managing Board (voting item) 4G Discharge of the members of the Supervisory Mgmt For For Board (voting item) 4H Re-appointment of EY as external auditor Mgmt For For for the 2020, 2021, 2022 and 2023 financial years (voting item) 5 Approval of the stock-based portion of the Mgmt Against Against compensation of the President and CEO (voting item) 6 Appointment of Ms. Ana de Pro Gonzalo as Mgmt For For member of the Supervisory Board (voting item) 7 Appointment of Mr. Yann Delabriere as Mgmt For For member of the Supervisory Board (voting item) 8 Re-appointment of Ms. Heleen Kersten as Mgmt For For member of the Supervisory Board (voting item) 9 Re-appointment of Mr. Alessandro Rivera as Mgmt For For member of the Supervisory Board (voting item) 10 Re-appointment of Mr. Frederic Sanchez as Mgmt For For member of the Supervisory Board (voting item) 11 Re-appointment of Mr. Maurizio Tamagnini as Mgmt For For member of the Supervisory Board (voting item) 12 Authorization to the Managing Board, until Mgmt For For the conclusion of the 2021 AGM, to repurchase shares, subject to the approval of the Supervisory Board (voting item) 13A Regular delegation to the Supervisory Board Mgmt Against Against of the authority to issue new common and preference shares, to grant rights to subscribe for such shares, and to limit and/or exclude existing shareholders' pre-emptive rights on common shares, until the conclusion of the 2021 AGM (voting item) 13B Specific delegation for purposes of mergers Mgmt Against Against and acquisitions to the Supervisory Board of the authority to issue new common shares, to grant rights to subscribe for such shares, and to limit and/or exclude existing shareholders' pre-emptive rights on common shares, until the conclusion of the 2021 AGM (voting item) -------------------------------------------------------------------------------------------------------------------------- STRATASYS LTD Agenda Number: 935113566 -------------------------------------------------------------------------------------------------------------------------- Security: M85548101 Meeting Type: Annual Meeting Date: 31-Dec-2019 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 additional performance-based Mgmt Against Against grant of 10,000 RSUs and additional $200,000 cash payment to each of David Reis (Vice Chairman and Executive Director) and Dov Ofer (Director) for continuing additional services on oversight committee of the Board 3. Approval of $150,000 bonus for S. Scott Mgmt Against Against Crump (Chairman of Executive Committee and CIO) in respect of (i) 2018 year and (ii) service on oversight committee of the Board 4. 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, 2019 and additional period until next annual general meeting -------------------------------------------------------------------------------------------------------------------------- SUN LIFE FINANCIAL INC. Agenda Number: 935161795 -------------------------------------------------------------------------------------------------------------------------- Security: 866796105 Meeting Type: Annual Meeting Date: 05-May-2020 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. -------------------------------------------------------------------------------------------------------------------------- SUNCOR ENERGY INC. Agenda Number: 935150576 -------------------------------------------------------------------------------------------------------------------------- Security: 867224107 Meeting Type: Annual Meeting Date: 06-May-2020 Ticker: SU ISIN: CA8672241079 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Patricia M. Bedient Mgmt For For Mel E. Benson Mgmt For For John D. Gass Mgmt For For Dennis M. Houston Mgmt For For Mark S. Little Mgmt For For Brian P. MacDonald Mgmt For For Maureen McCaw Mgmt For For Lorraine Mitchelmore Mgmt For For Eira M. Thomas Mgmt For For Michael M. Wilson Mgmt For For 2 Appointment of KPMG LLP as auditor of Mgmt For For Suncor Energy Inc. for the ensuing year. 3 To accept the approach to executive Mgmt For For compensation disclosed in the Management Proxy Circular of Suncor Energy Inc. dated February 26, 2020. -------------------------------------------------------------------------------------------------------------------------- SUNOPTA INC Agenda Number: 712565261 -------------------------------------------------------------------------------------------------------------------------- Security: 8676EP108 Meeting Type: AGM Meeting Date: 18-Jun-2020 Ticker: ISIN: CA8676EP1086 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management CMMT PLEASE NOTE THAT SHAREHOLDERS ARE ALLOWED Non-Voting TO VOTE 'IN FAVOR' OR 'ABSTAIN' ONLY FOR RESOLUTION NUMBERS 1.A TO 1.H. THANK YOU 1.A ELECTION OF DIRECTOR: DR. ALBERT BOLLES Mgmt For For 1.B ELECTION OF DIRECTOR: DEREK BRIFFETT Mgmt For For 1.C ELECTION OF DIRECTOR: JOSEPH D. ENNEN Mgmt For For 1.D ELECTION OF DIRECTOR: REBECCA FISHER Mgmt For For 1.E ELECTION OF DIRECTOR: R. DEAN HOLLIS Mgmt For For 1.F ELECTION OF DIRECTOR: KATRINA HOUDE Mgmt For For 1.G ELECTION OF DIRECTOR: LESLIE STARR KEATING Mgmt For For 1.H ELECTION OF DIRECTOR: KEN KEMPF Mgmt For For 2 APPOINTMENT OF ERNST & YOUNG LLP Mgmt For For 3 ADVISORY VOTE TO APPROVE NAMED EXECUTIVE Mgmt For For OFFICER COMPENSATION CMMT PLEASE NOTE YOU CAN ONLY VOTE FOR ONE YEAR, Non-Voting TWO YEAR, THREE YEARS OR ABSTAIN. PLEASE SELECT 'FOR' ON ONE OF THE FOLLOWING THREE ANNUAL OPTIONS TO PLACE A VOTE FOR THAT FREQUENCY. IF YOU VOTE FOR 'ABSTAIN' OR AGAINST IN ANY OF THE 'YEAR' OPTIONS WE WILL REGISTER A VOTE OF ABSTAIN ON YOUR BEHALF. THE STANDING INSTRUCTIONS FOR THIS MEETING WILL BE DISABLED. THE BOARD OF DIRECTORS THERE IS NO RECOMMENDS YOU VOTE. 4.1 ADVISORY VOTE ON FREQUENCY OF VOTING ON Mgmt For NAMED EXECUTIVE OFFICER COMPENSATION: PLEASE VOTE ON THIS RESOLUTION TO APPROVE 1 YEAR 4.2 ADVISORY VOTE ON FREQUENCY OF VOTING ON Mgmt No vote NAMED EXECUTIVE OFFICER COMPENSATION: PLEASE VOTE ON THIS RESOLUTION TO APPROVE 2 YEARS 4.3 ADVISORY VOTE ON FREQUENCY OF VOTING ON Mgmt No vote NAMED EXECUTIVE OFFICER COMPENSATION: PLEASE VOTE ON THIS RESOLUTION TO APPROVE 3 YEARS 4.4 ADVISORY VOTE ON FREQUENCY OF VOTING ON Mgmt No vote NAMED EXECUTIVE OFFICER COMPENSATION: PLEASE VOTE ON THIS RESOLUTION TO APPROVE FOR ABSTAIN 5 VOTE TO APPROVE AMENDED 2013 STOCK Mgmt For For INCENTIVE PLAN -------------------------------------------------------------------------------------------------------------------------- TC ENERGY CORPORATION Agenda Number: 935156148 -------------------------------------------------------------------------------------------------------------------------- Security: 87807B107 Meeting Type: Annual Meeting Date: 01-May-2020 Ticker: TRP ISIN: CA87807B1076 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 01 DIRECTOR STEPHAN CRETIER Mgmt For For MICHAEL R. CULBERT Mgmt For For RUSSELL K. GIRLING Mgmt For For SUSAN C. JONES Mgmt For For RANDY LIMBACHER Mgmt For For JOHN E. LOWE Mgmt For For DAVID MACNAUGHTON 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 02 RESOLUTION TO APPOINT KPMG LLP, CHARTERED Mgmt For For PROFESSIONAL ACCOUNTANTS AS AUDITORS AND AUTHORIZE THE DIRECTORS TO FIX THEIR REMUNERATION. 03 RESOLUTION TO ACCEPT TC ENERGY'S APPROACH Mgmt For For TO EXECUTIVE COMPENSATION, AS DESCRIBED IN THE MANAGEMENT INFORMATION CIRCULAR. -------------------------------------------------------------------------------------------------------------------------- TDK CORPORATION Agenda Number: 712712187 -------------------------------------------------------------------------------------------------------------------------- Security: J82141136 Meeting Type: AGM Meeting Date: 23-Jun-2020 Ticker: ISIN: JP3538800008 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Ishiguro, Shigenao Mgmt For For 2.2 Appoint a Director Yamanishi, Tetsuji Mgmt For For 2.3 Appoint a Director Sumita, Makoto Mgmt For For 2.4 Appoint a Director Osaka, Seiji Mgmt For For 2.5 Appoint a Director Ishimura, Kazuhiko Mgmt For For 2.6 Appoint a Director Yagi, Kazunori Mgmt For For 2.7 Appoint a Director Nakayama, Kozue Mgmt For For 3 Approve Details of the Stock Compensation Mgmt For For to be received by Directors 4 Approve Details of the Compensation to be Mgmt For For received by Corporate Auditors -------------------------------------------------------------------------------------------------------------------------- TECK RESOURCES LIMITED Agenda Number: 935149307 -------------------------------------------------------------------------------------------------------------------------- Security: 878742204 Meeting Type: Annual and Special Meeting Date: 21-Apr-2020 Ticker: TECK ISIN: CA8787422044 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR M.M. Ashar Mgmt For For T. Higo Mgmt For For T.L. McVicar Mgmt For For Q. Chong Mgmt Withheld Against N.B. Keevil III Mgmt For For K.W. Pickering Mgmt For For E.C. Dowling Mgmt For For D.R. Lindsay Mgmt For For U.M. Power Mgmt For For E. Fukuda Mgmt For For S.A. Murray Mgmt For For T.R. Snider Mgmt For For 2 To appoint PricewaterhouseCoopers LLP as Mgmt For For Auditor of the Corporation and to authorize the directors to fix the Auditor's remuneration. 3 To approve the advisory resolution on the Mgmt For For Corporation's approach to executive compensation. 4 To approve the resolutions increasing the Mgmt For For number of Class B subordinate voting shares available for issuance under the 2010 Plan by 18,000,000 and ratifying the grant of 3,690,130 stock options, as more particularly described in the management proxy circular dated February 28, 2020. -------------------------------------------------------------------------------------------------------------------------- TELEFONICA, S.A. Agenda Number: 935221488 -------------------------------------------------------------------------------------------------------------------------- Security: 879382208 Meeting Type: Annual Meeting Date: 11-Jun-2020 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 2019. 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 2019 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 2019. 2. Approval of the Proposed Allocation of the Mgmt For Profits/Losses of Telefonica, S.A. for fiscal year 2019. 3. Re-election of the Statutory Auditor for Mgmt For fiscal year 2020. 4.1 Re-election of Mr. Isidro Faine Casas as Mgmt For proprietary Director. 4.2 Re-election of Mr. Juan Ignacio Cirac Mgmt For Sasturain as independent Director. 4.3 Re-election of Mr. Jose Javier Echenique Mgmt For Landiribar as independent Director. 4.4 Re-election of Mr. Peter Erskine as other Mgmt For external Director. 4.5 Re-election of Ms. Sabina Fluxa Thienemann Mgmt For as independent Director. 4.6 Re-election of Mr. Peter Loscher as Mgmt For independent Director. 4.7 Ratification and appointment of Ms. Mgmt For Veronica Maria Pascual Boe as independent Director. 4.8 Ratification and appointment of Ms. Claudia Mgmt For Sender Ramirez as independent Director. 5.1 Shareholder compensation by means of scrip Mgmt For dividends: First scrip dividend resolution. Approval of an increase in share capital with a charge to reserves by such amount as may be ...(due to space limits, see proxy material for full proposal). 5.2 Shareholder compensation by means of scrip Mgmt For dividends: Second scrip dividend resolution. Approval of an increase in share capital with a charge to reserves by such amount as may be ...(due to space limits, see proxy material for full proposal). 6. Delegation to the Board of Directors, with Mgmt Against express powers of substitution, for a term of five years, of the power to increase share capital pursuant to the provisions of section 297.1.b) of the Companies Act (Ley de Sociedades de Capital), with delegation of the power to exclude the pre-emptive rights of the shareholders pursuant to the provisions of section 506 of the Companies Act. 7. Delegation to the Board of Directors of the Mgmt Against power to issue debentures, bonds, notes and other fixed-income securities and hybrid instruments, including preferred stock, in all cases be they simple, exchangeable and/or convertible and/or granting the holders thereof a share in the earnings of the company, as well as warrants, with the power to exclude the pre-emptive rights of shareholders. Authorization to guarantee issuances by companies of the Group. 8. Delegation of powers to formalize, Mgmt For interpret, rectify and carry out the resolutions adopted by the shareholders at the General Shareholders' Meeting. 9. Consultative vote on the 2019 Annual Report Mgmt For on Director Remuneration. -------------------------------------------------------------------------------------------------------------------------- TENARIS, S.A. Agenda Number: 935063305 -------------------------------------------------------------------------------------------------------------------------- Security: 88031M109 Meeting Type: Special Meeting Date: 29-Jul-2019 Ticker: TS ISIN: US88031M1099 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the delisting of the Company's Mgmt For shares from Bolsas y Mercados Argentinos S.A. ("BYMA"). 2. Amendment and supplementation of the Mgmt Against authorization to the Company, and to any of its subsidiaries, to purchase, acquire or receive shares of the Company, in accordance with Article 430-15 of the Luxembourg law of 10 August 1915 on commercial companies and with applicable laws and regulations. -------------------------------------------------------------------------------------------------------------------------- TENARIS, S.A. Agenda Number: 935225258 -------------------------------------------------------------------------------------------------------------------------- Security: 88031M109 Meeting Type: Annual Meeting Date: 02-Jun-2020 Ticker: TS ISIN: US88031M1099 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management A1 Consideration of the consolidated Mgmt For For management report and related management certifications on the Company's consolidated financial statements as of and for the year ended 31st December 2019, and on the annual accounts as at 31st December 2019, and of the external auditors' reports on such consolidated financial statements and annual accounts. A2 Approval of the Company's consolidated Mgmt For For financial statements as of and for the year ended 31st December 2019. A3 Approval of the Company's annual accounts Mgmt For For as at 31st December 2019. A4 Allocation of results and approval of Mgmt For For dividend for the year ended 31st December 2019. A5 Discharge of the members of the Board of Mgmt For For Directors for the exercise of their mandate throughout the year ended 31st December 2019. A6 Election of the members of the Board of Mgmt Against Against Directors. A7 Approval of the Company's compensation Mgmt Against Against policy applicable to the members of the Board of Directors and the Chief Executive Officer. A8 Approval of the Company's compensation Mgmt Against Against report for the year ended 31st December 2019. A9 Appointment of the external auditors for Mgmt For For the fiscal year ending 31st December 2020, and approval of their fees. A10 Authorization to the Company, or any Mgmt Against Against subsidiary, to from time to time purchase, acquire or receive securities of the Company, in accordance with Article 49-2 of the Luxembourg law of 10 August 1915 and with applicable laws and regulations. A11 Authorization to the Board of Directors to Mgmt For 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. E1 Decision on the renewal of the authorized Mgmt Against Against share capital of the Company and related authorizations and waivers by: a. the renewal of the validity period of the Company's authorized share capital for a period starting on the date of the Extraordinary General Meeting of Shareholders and ending on the fifth anniversary of the date of the publication in the Recueil electronique des societes et associations (RESA) of the deed recording the minutes of such meeting; b. the renewal of the ...(due to space limits, see proxy material for full proposal). -------------------------------------------------------------------------------------------------------------------------- THE DESCARTES SYSTEMS GROUP INC. Agenda Number: 935211184 -------------------------------------------------------------------------------------------------------------------------- Security: 249906108 Meeting Type: Annual and Special Meeting Date: 28-May-2020 Ticker: DSGX ISIN: CA2499061083 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR Deepak Chopra Mgmt For For Deborah Close Mgmt For For Eric Demirian Mgmt For For Dennis Maple Mgmt For For Chris Muntwyler Mgmt For For Jane O'Hagan Mgmt For For Edward J. Ryan Mgmt For For John J. Walker Mgmt For For 2 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. 3 Approval of the Say-On-Pay Resolution as Mgmt For For set out on page 18 of the Corporation's Management Information Circular dated April 27, 2020. 4 Approval of the Shareholder Rights Plan Mgmt For For Resolution as set out on page 19 of the Corporation's Management Information Circular dated April 27, 2020. -------------------------------------------------------------------------------------------------------------------------- THOMSON REUTERS CORPORATION Agenda Number: 935199629 -------------------------------------------------------------------------------------------------------------------------- Security: 884903709 Meeting Type: Annual Meeting Date: 03-Jun-2020 Ticker: TRI ISIN: CA8849037095 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR DAVID THOMSON Mgmt For For STEVE HASKER Mgmt For For KIRK E. ARNOLD Mgmt For For DAVID W. BINET Mgmt For For W. EDMUND CLARK, C.M. Mgmt For For MICHAEL E. DANIELS Mgmt For For KIRK KOENIGSBAUER Mgmt For For VANCE K. OPPERMAN Mgmt For For KIM M. RIVERA Mgmt For For BARRY SALZBERG Mgmt For For PETER J. THOMSON Mgmt For For WULF VON SCHIMMELMANN Mgmt For For 2 TO APPOINT PRICEWATERHOUSECOOPERS LLP AS Mgmt For For AUDITOR AND TO AUTHORIZE THE DIRECTORS TO FIX THE AUDITOR'S REMUNERATION. 3 TO ACCEPT, ON AN ADVISORY BASIS, THE Mgmt For For APPROACH TO EXECUTIVE COMPENSATION DESCRIBED IN THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. 4 THE SHAREHOLDER PROPOSAL AS SET OUT IN Shr Against For APPENDIX B OF THE ACCOMPANYING MANAGEMENT PROXY CIRCULAR. -------------------------------------------------------------------------------------------------------------------------- TOKIO MARINE HOLDINGS,INC. Agenda Number: 712704534 -------------------------------------------------------------------------------------------------------------------------- Security: J86298106 Meeting Type: AGM Meeting Date: 29-Jun-2020 Ticker: ISIN: JP3910660004 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management Please reference meeting materials. Non-Voting 1 Approve Appropriation of Surplus Mgmt For For 2.1 Appoint a Director Nagano, Tsuyoshi Mgmt For For 2.2 Appoint a Director Komiya, Satoru Mgmt For For 2.3 Appoint a Director Yuasa, Takayuki Mgmt For For 2.4 Appoint a Director Harashima, Akira Mgmt For For 2.5 Appoint a Director Okada, Kenji Mgmt For For 2.6 Appoint a Director Hirose, Shinichi Mgmt For For 2.7 Appoint a Director Mimura, Akio Mgmt For For 2.8 Appoint a Director Egawa, Masako Mgmt For For 2.9 Appoint a Director Mitachi, Takashi Mgmt For For 2.10 Appoint a Director Endo, Nobuhiro Mgmt For For 2.11 Appoint a Director Katanozaka, Shinya Mgmt For For 2.12 Appoint a Director Handa, Tadashi Mgmt For For 2.13 Appoint a Director Endo, Yoshinari Mgmt For For 3 Appoint a Corporate Auditor Fujita, Mgmt For For Hirokazu -------------------------------------------------------------------------------------------------------------------------- TOYOTA MOTOR CORPORATION Agenda Number: 935223761 -------------------------------------------------------------------------------------------------------------------------- Security: 892331307 Meeting Type: Annual Meeting Date: 11-Jun-2020 Ticker: TM ISIN: US8923313071 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1.1 Election of Director: Takeshi Uchiyamada Mgmt For 1.2 Election of Director: Shigeru Hayakawa Mgmt For 1.3 Election of Director: Akio Toyoda Mgmt For 1.4 Election of Director: Koji Kobayashi Mgmt For 1.5 Election of Director: Shigeki Terashi Mgmt For 1.6 Election of Director: James Kuffner Mgmt For 1.7 Election of Director: Ikuro Sugawara Mgmt For 1.8 Election of Director: Sir Philip Craven Mgmt For 1.9 Election of Director: Teiko Kudo Mgmt For 2. Election of Substitute Audit & Supervisory Mgmt For Board Member: Ryuji Sakai 3. Partial Amendments to the Articles of Mgmt For Incorporation. -------------------------------------------------------------------------------------------------------------------------- TRANE TECHNOLOGIES PLC Agenda Number: 935197485 -------------------------------------------------------------------------------------------------------------------------- Security: G8994E103 Meeting Type: Annual Meeting Date: 04-Jun-2020 Ticker: TT ISIN: IE00BK9ZQ967 -------------------------------------------------------------------------------------------------------------------------- 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) -------------------------------------------------------------------------------------------------------------------------- TRILOGY METALS INC. Agenda Number: 935173120 -------------------------------------------------------------------------------------------------------------------------- Security: 89621C105 Meeting Type: Annual Meeting Date: 28-May-2020 Ticker: TMQ ISIN: CA89621C1059 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To set the number of Directors at eight Mgmt For For (8). 2 DIRECTOR Tony Giardini Mgmt For For James Gowans Mgmt For For William Hayden Mgmt For For W. Iggiagruk Hensley Mgmt For For Gregory Lang Mgmt For For Kalidas Madhavpeddi Mgmt For For Janice Stairs Mgmt For For Diana Walters 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. -------------------------------------------------------------------------------------------------------------------------- UNILEVER N.V. Agenda Number: 935175720 -------------------------------------------------------------------------------------------------------------------------- Security: 904784709 Meeting Type: Annual Meeting Date: 30-Apr-2020 Ticker: UN ISIN: US9047847093 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 2. To adopt the Annual Accounts and Mgmt For For appropriation of the profit for the 2019 financial year. 3. To consider, and if thought fit, approve Mgmt For For the Directors' Remuneration Report. 4. To discharge the Executive Directors. Mgmt For For 5. To discharge the Non-Executive Directors. Mgmt For For 6. To reappoint Mr N Andersen as a Mgmt For For Non-Executive Director. 7. To reappoint Mrs L Cha as a Non-Executive Mgmt For For Director. 8. To reappoint Mr V Colao as a Non-Executive Mgmt For For Director. 9. To reappoint Dr J Hartmann as a Mgmt For For Non-Executive Director. 10. To reappoint Mr A Jope as an Executive Mgmt For For Director. 11. To reappoint Ms A Jung as a Non-Executive Mgmt For For Director. 12. To reappoint Ms S Kilsby as a Non-Executive Mgmt For For Director. 13. To reappoint Mr S Masiyiwa as a Mgmt For For Non-Executive Director. 14. To reappoint Professor Y Moon as a Mgmt For For Non-Executive Director. 15. To reappoint Mr G Pitkethly as an Executive Mgmt For For Director. 16. To reappoint Mr J Rishton as a Mgmt For For Non-Executive Director. 17. To reappoint Mr F Sijbesma as a Mgmt For For Non-Executive Director. 18. To appoint the Auditor charged with the Mgmt For For auditing of the Annual Accounts for the 2020 financial year. 19. To designate the Board of Directors as the Mgmt For For company body authorised in respect of the issue of shares in the share capital of the Company. 20. To designate the Board of Directors as the Mgmt For For company body authorised to restrict or exclude the statutory pre-emption rights that accrue to shareholders upon issue of shares for general corporate purposes. 21. To designate the Board of Directors as the Mgmt For For company body authorised to restrict or exclude the statutory pre-emption rights that accrue to shareholders upon issue of shares for acquisition or specified capital investment purposes. 22. To authorise the Board of Directors to Mgmt For For purchase ordinary shares in the share capital of the Company. 23. To reduce the capital with respect to Mgmt For For ordinary shares held by the Company in its own share capital. -------------------------------------------------------------------------------------------------------------------------- UNILEVER PLC Agenda Number: 935147428 -------------------------------------------------------------------------------------------------------------------------- Security: 904767704 Meeting Type: Annual Meeting Date: 29-Apr-2020 Ticker: UL ISIN: US9047677045 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. To receive the Report and Accounts for the Mgmt For For year ended 31 December 2019. 2. To approve the Directors' Remuneration Mgmt For For Report. 3. To re-elect Mr N Andersen as a Mgmt For For Non-Executive Director. 4. To re-elect Mrs L Cha as a Non-Executive Mgmt For For Director. 5. To re-elect Mr V Colao as a Non-Executive Mgmt For For Director. 6. To re-elect Dr J Hartmann as a Mgmt For For Non-Executive Director. 7. To re-elect Mr A Jope as an Executive Mgmt For For Director. 8. To re-elect Ms A Jung as a Non-Executive Mgmt For For Director. 9. To re-elect Ms S Kilsby as a Non-Executive Mgmt For For Director. 10. To re-elect Mr S Masiyiwa as a Mgmt For For Non-Executive Director. 11. To re-elect Professor Y Moon as a Mgmt For For Non-Executive Director. 12. To re-elect Mr G Pitkethly as an Executive Mgmt For For Director. 13. To re-elect Mr J Rishton as a Non-Executive Mgmt For For Director. 14. To re-elect Mr F Sijbesma as a Mgmt For For Non-Executive Director. 15. To reappoint KPMG LLP as Auditor of the Mgmt For For Company. 16. To authorise the Directors to fix the Mgmt For For remuneration of the Auditor. 17. To authorise Political Donations and Mgmt For For expenditure. 18. To renew the authority to Directors to Mgmt For For issue shares. 19. To renew the authority to Directors to Mgmt For For disapply pre-emption rights. 20. To renew the authority to Directors to Mgmt For For disapply pre-emption rights for the purposes of acquisitions or capital investments. 21. To renew the authority to the Company to Mgmt For For purchase its own shares. 22. To shorten the Notice period for General Mgmt For For Meetings. -------------------------------------------------------------------------------------------------------------------------- VBI VACCINES INC. Agenda Number: 935209874 -------------------------------------------------------------------------------------------------------------------------- Security: 91822J103 Meeting Type: Annual Meeting Date: 18-Jun-2020 Ticker: VBIV ISIN: CA91822J1030 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. DIRECTOR Steven Gillis Mgmt For For Jeffrey R. Baxter Mgmt For For Michel De Wilde Mgmt For For Blaine H. McKee Mgmt For For Joanne Cordeiro Mgmt For For Christopher McNulty Mgmt For For Damian Braga Mgmt Withheld Against 2. Appointment of the Independent Registered Mgmt For For Public Accounting Firm: Appointment of EisnerAmper LLP as the 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. 3. Advisory Resolution on the Compensation of Mgmt Against Against our Named Executive Officers: On an advisory basis, approval of the compensation paid to the Company's Named Executive Officers is approved. -------------------------------------------------------------------------------------------------------------------------- VEOLIA ENVIRONNEMENT Agenda Number: 935177508 -------------------------------------------------------------------------------------------------------------------------- Security: 92334N103 Meeting Type: Special Meeting Date: 22-Apr-2020 Ticker: VEOEY ISIN: US92334N1037 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of the Company financial Mgmt For statements for fiscal year 2019 2. Approval of the consolidated financial Mgmt For statements for fiscal year 2019 3. Approval of the expenses and charges Mgmt For referred to in Article 39.4 of the General Tax Code 4. Appropriation of net income for fiscal year Mgmt For 2019 and payment of the dividend 5. Approval of regulated agreements and Mgmt For commitments 6. Renewal of the term of Mr. Jacques Mgmt For Aschenbroich as Director 7. Renewal of the term of Mrs. Isabelle Mgmt For Courville as Director 8. Renewal of the term of Mrs. Nathalie Rachou Mgmt For as Director 9. Renewal of the term of Mr. Guillaume Texier Mgmt For as Director 10. Vote on the compensation paid during fiscal Mgmt For year 2019 or awarded in respect of the same fiscal year to Mr. Antoine Frerot, as Chairman and Chief Executive Officer 11. Vote on the information relative to the Mgmt For 2019 compensation of the Directors (excluding the Chairman and Chief Executive Officer) as mentioned in Article L. 225-37-3, I of the French Commercial Code 12. Vote on the Chairman and Chief Executive Mgmt For Officer's compensation policy in respect of fiscal year 2020 13. Vote on the Directors' compensation policy Mgmt For (excluding the Chairman and Chief Executive Officer) in respect of fiscal year 2020 14. Authorization to be given to the Board of Mgmt For Directors to deal in the Company's shares 15. Delegation of authority to the Board of Mgmt For Directors to increase the share capital by issuing shares and/or securities giving access, immediately or at a later date, to share capital, with preferential subscription rights 16. Delegation of authority to the Board of Mgmt For Directors to increase the share capital by issuing shares and/or securities giving access, immediately or at a later date, to share capital, without preferential subscription rights by public offer other than the public offers mentioned in Article L. 411-2 of the French Monetary and Financial Code 17. Delegation of authority to the Board of Mgmt For Directors to increase the share capital by issuing shares and/or securities giving access, immediately or at a later date, to share capital, without preferential subscription rights by public offer as provided under paragraph 1 of art. L. 411-2 of the French Monetary and Financial Code; 18. Authorization granted to the Board of Mgmt For Directors to issue shares and/or securities giving access, immediately or at a later date, to share capital without preferential subscription rights as consideration for contributions in kind consisting of shares or securities giving access to the share capital 19. Delegation of authority to the Board of Mgmt For Directors to increase the number of shares to be issued in the frame of a share capital increase with or without preferential subscription rights 20. Delegation of authority to the Board of Mgmt For Directors to increase the share capital through the incorporation of premiums, reserves, profits or other any items 21. Delegation of authority to the Board of Mgmt For Directors to increase the share capital by issuing shares and/or securities giving access to the share capital, and reserved for the members of company savings plans without preferential subscription rights 22. Delegation of authority to the Board of Mgmt For Directors to increase the share capital by issuing shares, and reserved for certain categories of persons without preferential subscription rights in the context of the implementation of employee share ownership plans 23. Authorization to be granted to the Board of Mgmt For Directors for the purpose of granting existing or newly-issued free shares to employees of the Group and corporate officers of the Company or some of them, implying waiver of the shareholders' preferential subscription rights 24. Authorization granted to the Board of Mgmt For Directors to reduce the share capital by the cancellation of treasury shares 25. Harmonization of the Articles of Mgmt For Association with new legal and regulatory provisions in force 26. Powers to carry out formalities Mgmt For -------------------------------------------------------------------------------------------------------------------------- VERMILION ENERGY INC. Agenda Number: 935157443 -------------------------------------------------------------------------------------------------------------------------- Security: 923725105 Meeting Type: Annual and Special Meeting Date: 28-Apr-2020 Ticker: VET ISIN: CA9237251058 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 To set the number of directors at 10 (Ten). Mgmt For For 2 DIRECTOR Lorenzo Donadeo Mgmt For For Carin S. Knickel Mgmt For For Stephen P. Larke Mgmt For For Loren M. Leiker Mgmt For For Larry J. Macdonald Mgmt For For Dr. Timothy R. Marchant Mgmt For For Anthony W. Marino Mgmt For For Robert B. Michaleski Mgmt For For William B. Roby Mgmt For For Catherine L. Williams 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 Approving a special resolution to reduce Mgmt For For the stated capital of the common shares of Vermilion by $3.7 billion, the text of which is set forth in the 2020 Proxy Statement and Information Circular ("Circular"). Please read the resolution in full in the Circular. 5 Advisory resolution to accept the approach Mgmt For For to executive compensation disclosed in the Circular. -------------------------------------------------------------------------------------------------------------------------- WAVE LIFE SCIENCES LTD. Agenda Number: 935058506 -------------------------------------------------------------------------------------------------------------------------- Security: Y95308105 Meeting Type: Annual Meeting Date: 08-Aug-2019 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 MBA 1b. Election of Director: Christian Henry Mgmt For For 1c. Election of Director: Peter Kolchinsky, Mgmt For For Ph.D. 1d. Election of Director: Koji Miura Mgmt For For 1e. Election of Director: Adrian Rawcliffe Mgmt For For 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, 2019, 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 2020 Annual General Meeting of Shareholders 3. To approve the Company's payment of cash Mgmt For For and equity-based compensation to non-employee directors for service on the Board of Directors and its committees, in the manner and on the basis set forth 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. 5. To approve the Company's 2019 Employee Mgmt For For Share Purchase Plan 6. To approve by a non-binding advisory vote Mgmt For For the compensation of our named executive officers as disclosed in the proxy statement 7. To approve by a non-binding advisory vote Mgmt 1 Year For the frequency of holding future advisory votes on the compensation of our named executive officers -------------------------------------------------------------------------------------------------------------------------- WHEATON PRECIOUS METALS CORP. Agenda Number: 935165678 -------------------------------------------------------------------------------------------------------------------------- Security: 962879102 Meeting Type: Annual and Special Meeting Date: 14-May-2020 Ticker: WPM ISIN: CA9628791027 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1 DIRECTOR George L. Brack Mgmt For For John A. Brough Mgmt For For R. Peter Gillin Mgmt For For Chantal Gosselin Mgmt For For Douglas M. Holtby Mgmt For For Glenn Ives Mgmt For For Charles A. Jeannes Mgmt For For Eduardo Luna Mgmt For For Marilyn Schonberner Mgmt For For Randy V.J. Smallwood Mgmt For For 2 In respect of the appointment of Deloitte Mgmt For For LLP, Independent Registered Public Accounting Firm, as auditors for 2020 and to authorize the directors to fix the auditors' remuneration; 3 A non-binding advisory resolution on the Mgmt For For Company's approach to executive compensation. -------------------------------------------------------------------------------------------------------------------------- WILLIS TOWERS WATSON PLC Agenda Number: 935190342 -------------------------------------------------------------------------------------------------------------------------- Security: G96629103 Meeting Type: Annual Meeting Date: 10-Jun-2020 Ticker: WLTW ISIN: IE00BDB6Q211 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. Election of Director: Anna C. Catalano Mgmt For For 1B. Election of Director: Victor F. Ganzi Mgmt For For 1C. Election of Director: John J. Haley Mgmt For For 1D. Election of Director: Wendy E. Lane Mgmt For For 1E. Election of Director: Brendan R. O'Neill Mgmt For For 1F. Election of Director: Jaymin B. Patel Mgmt For For 1G. Election of Director: Linda D. Rabbitt Mgmt For For 1H. Election of Director: Paul D. Thomas Mgmt For For 1I. Election of Director: Wilhelm Zeller Mgmt For For 2. Ratify, on an advisory basis, the Mgmt For For appointment of (i) Deloitte & Touche LLP to audit our financial statements and (ii) Deloitte Ireland LLP to audit our Irish Statutory Accounts, and authorize, in a binding vote, the Board, acting through the Audit Committee, to fix the independent auditors' remuneration. 3. Approve, on an advisory basis, the named Mgmt For For executive officer compensation. 4. Renew the Board's existing authority to Mgmt For For issue shares under Irish law. 5. Renew the Board's existing authority to opt Mgmt For For out of statutory pre-emption rights under Irish law. -------------------------------------------------------------------------------------------------------------------------- WIX.COM LTD Agenda Number: 935089638 -------------------------------------------------------------------------------------------------------------------------- Security: M98068105 Meeting Type: Annual Meeting Date: 06-Nov-2019 Ticker: WIX ISIN: IL0011301780 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A To amend and readopt the Company's Mgmt For For Compensation Policy - Executives. 1AA Is the undersigned a "controlling Mgmt Against shareholder" and/or has a "personal interest" (each as defined in the Companies Law) in the approval of Proposal 1a? 1B To amend and readopt the Company's Mgmt For For Compensation Policy - Directors. 1BA Is the undersigned a "controlling Mgmt Against shareholder" and/or has a "personal interest" (each as defined in the Companies Law) in the approval of Proposal 1b? 2 To approve an option award plan for the Mgmt For For Company's Chief Executive Officer. 2A Is the undersigned a "controlling Mgmt Against shareholder" and/or has a "personal interest" (each as defined in the Companies Law) in the approval of Proposal 2? 3 To amend and readopt the compensation Mgmt For For arrangement of the Company's non-executive directors. 4A Re-election of Class III Director: Avishai Mgmt For For Abrahami 4B Re-election of Class III Director: Giora Mgmt For For Kaplan 4C Re-election of Class III Director: Mark Mgmt For For Tluszcz 5 To ratify the appointment and compensation Mgmt For For of Kost, Forer, Gabbay & Kasierer, a member of Ernst & Young Global, as the Company's independent registered public accounting firm for the year ending December 31, 2019 and until the next annual general meeting of shareholders. -------------------------------------------------------------------------------------------------------------------------- WOORI FINANCIAL GROUP, INC. Agenda Number: 935139368 -------------------------------------------------------------------------------------------------------------------------- Security: 981064108 Meeting Type: Annual Meeting Date: 25-Mar-2020 Ticker: WF ISIN: US9810641087 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Approval of financial statements for the Mgmt For fiscal year 2019 2. Approval of amendments to the Articles of Mgmt For Incorporation 3.1 Appointment of Candidate for outside Mgmt For director: Dennis Chan 3.2 Appointment of Candidate for non-standing Mgmt For director: Hong-Tae Kim 3.3 Appointment of Candidate for standing Mgmt For director: Won-Duk Lee 3.4 Appointment of Candidate for standing Mgmt Against director: Tae-Seung Son 4. Approval of the maximum limit on directors' Mgmt For compensation -------------------------------------------------------------------------------------------------------------------------- WRIGHT MEDICAL GROUP N V Agenda Number: 935164777 -------------------------------------------------------------------------------------------------------------------------- Security: N96617118 Meeting Type: Special Meeting Date: 24-Apr-2020 Ticker: WMGI ISIN: NL0011327523 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): Spencer S. Stiles as executive director 1B. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): William E. Berry, Jr. as non-executive director 1C. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): Dean H. Bergy as non-executive director 1D. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): Jeanne M. Blondia as non-executive director 1E. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): David G. Furgason as non-executive director 2A. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Robert J. Palmisano as executive director 2B. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): J. Patrick Mackin as non-executive director 2C. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): John L. Miclot as non-executive director 2D. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Kevin O'Boyle as non-executive director 2E. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Amy S. Paul as non-executive director 2F The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Richard F. Wallman as non-executive director 2G. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Elizabeth H. Weatherman as non-executive director 3. Granting of full and final discharge to Mgmt For For each member of Wright's ...(due to space limits, see proxy material for full proposal). 4. Conditional approval of the sale, transfer Mgmt For For and assumption of ...(due to space limits, see proxy material for full proposal). 5. Conditional resolution to (i) dissolve Mgmt For For Wright in accordance ...(due to space limits, see proxy material for full proposal). 6. Resolution to amend Wright's articles of Mgmt For For association to fix the ...(due to space limits, see proxy material for full proposal). 7. Approval of the Mergers, including the Mgmt For For entry into by Wright of ...(due to space limits, see proxy material for full proposal). 8. Resolution to amend Wright's articles of Mgmt For For association to ...(due to space limits, see proxy material for full proposal). 9A. Conditional resolution to: Convert Wright Mgmt For For into a private company with limited liability. 9B. Conditional resolution to: Amend Wright's Mgmt For For articles of association. 10. Conditional resolution to amend Wright's Mgmt For For articles of ...(due to space limits, see proxy material for full proposal). 11. Conditional resolution to amend Wright's Mgmt For For articles of ...(due to space limits, see proxy material for full proposal). 12. To approve, by non-binding advisory vote, Mgmt Against Against the compensation that ...(due to space limits, see proxy material for full proposal). -------------------------------------------------------------------------------------------------------------------------- WRIGHT MEDICAL GROUP N V Agenda Number: 935173788 -------------------------------------------------------------------------------------------------------------------------- Security: N96617118 Meeting Type: Special Meeting Date: 24-Apr-2020 Ticker: WMGI ISIN: NL0011327523 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1A. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): Spencer S. Stiles as executive director 1B. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): William E. Berry, Jr. as non-executive director 1C. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): Dean H. Bergy as non-executive director 1D. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): Jeanne M. Blondia as non-executive director 1E. The conditional appointment of Wright's Mgmt For For board of director until Wright's second annual general meeting after the Offer Closing (agenda items 3(a) - 3(e)): David G. Furgason as non-executive director 2A. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Robert J. Palmisano as executive director 2B. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): J. Patrick Mackin as non-executive director 2C. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): John L. Miclot as non-executive director 2D. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Kevin O'Boyle as non-executive director 2E. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Amy S. Paul as non-executive director 2F The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Richard F. Wallman as non-executive director 2G. The conditional acceptance of the Mgmt For For resignation of Wright's board of director (agenda items 4(a) - 4(g)): Elizabeth H. Weatherman as non-executive director 3. Granting of full and final discharge to Mgmt For For each member of Wright's ...(due to space limits, see proxy material for full proposal). 4. Conditional approval of the sale, transfer Mgmt For For and assumption of ...(due to space limits, see proxy material for full proposal). 5. Conditional resolution to (i) dissolve Mgmt For For Wright in accordance ...(due to space limits, see proxy material for full proposal). 6. Resolution to amend Wright's articles of Mgmt For For association to fix the ...(due to space limits, see proxy material for full proposal). 7. Approval of the Mergers, including the Mgmt For For entry into by Wright of ...(due to space limits, see proxy material for full proposal). 8. Resolution to amend Wright's articles of Mgmt For For association to ...(due to space limits, see proxy material for full proposal). 9A. Conditional resolution to: Convert Wright Mgmt For For into a private company with limited liability. 9B. Conditional resolution to: Amend Wright's Mgmt For For articles of association. 10. Conditional resolution to amend Wright's Mgmt For For articles of ...(due to space limits, see proxy material for full proposal). 11. Conditional resolution to amend Wright's Mgmt For For articles of ...(due to space limits, see proxy material for full proposal). 12. To approve, by non-binding advisory vote, Mgmt Against Against the compensation that ...(due to space limits, see proxy material for full proposal). -------------------------------------------------------------------------------------------------------------------------- YANDEX N.V. Agenda Number: 935111978 -------------------------------------------------------------------------------------------------------------------------- Security: N97284108 Meeting Type: Special Meeting Date: 20-Dec-2019 Ticker: YNDX ISIN: NL0009805522 -------------------------------------------------------------------------------------------------------------------------- Prop.# Proposal Proposal Proposal Vote For/Against Type Management 1. Prior approval to resolution of the Mgmt For For Extraordinary Meeting of Stockholders ("EGM") to amend the Articles of Association of the Company. 2. Amendment to the Articles of Association of Mgmt For For the Company. 3. Authorization to repurchase the Priority Mgmt For For Share of the Company. 4. Appointment of Alexey Komissarov as a Mgmt For For non-executive member of the Board of Directors for a term ending at the Annual General Meeting to be held in 2023. 5. Appointment of Alexei Yakovitsky as a Mgmt For For non-executive member of the Board of Directors for a term ending at the Annual General Meeting to be held in 2023. 6. Cancellation of outstanding Class C Mgmt For For Ordinary Shares of the Company. * 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 8/26/2020