Stewardship Disclosure Global Voting Activity March 2019
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Stewardship disclosure Global voting activity March 2019 Full voting disclosure for March 2019 Meeting Meeting Proposal Mgmt Vote Issuer Name Date Country Type Number Proposal Text Rec Instruction Voter Rationale Abu Dhabi 21/03/2019 United Arab Annual Ordinary Business Commercial Bank Emirates 1 Approve Board Report on Company For For Operations for FY 2018 2 Approve Auditors' Report on Company For For Financial Statements for FY 2018 3 Approve Shariah Supervisory Board For For Report for FY 2018 4 Accept Financial Statements and For For Statutory Reports for FY 2018 5 Elect Shariah Supervisory Board For Abstain Form of resolution limits director Members (Bundled) accountability. 6 Approve Dividends Representing 46 For For Percent of Share Capital for FY 2018 7 Approve Remuneration of Directors for For For FY 2018 8 Approve Discharge of Directors for FY For For 2018 9 Approve Discharge of Auditors for FY For For 2018 10 Elect Directors (Bundled) Extraordinary For Abstain Form of resolution limits director Business accountability. 1 Approve Merger by Absorption of Union For For National Bank by Abu Dhabi Commercial Bank 2 Approve Merger Agreement Between For For Union National Bank and Abu Dhabi Commercial Bank 3.a Increase Issued Capital from to AED 5.19 For For Billion to AED 6.83 Billion 3.b Amend Article 6(1) of Bylaws to Reflect For For Changes in Capital 3.c Approve Amended Articles of For For Association Following Merger 4 Elect Directors (Bundled) For Abstain Form of resolution limits director accountability. 5 Approve Issuance of Mandatory For For Convertible Bonds in Connection with Acquisition of Al Hilal Bank 6 Ratify Deloitte as Auditors and Fix Their For For Remuneration for FY 2019 7 Authorize Issuance of Tier Bonds or For For Trust Certificates up to USD 1 Billion 8 Authorize Board to Ratify and Execute For For Approved Resolutions Advanced Info 28/03/2019 Thailand Annual 1 Acknowledge 2018 Operating Results Service Public Co., Report Ltd. 2 Approve Financial Statements For For 3 Approve Allocation of Income as For For Dividend 4 Approve Deloitte Touche Tohmatsu For For Jaiyos Audit Co. Ltd. as Auditors and Authorize Board to Fix Their Remuneration 5.1 Elect Surasak Vajasit as Director For For 5.2 Elect Jeann Low Ngiap Jong as Director For For 5.3 Elect Somchai Lertsutiwong as Director For For 6 Elect Anek Pana-apichon as Director For For 7 Approve Remuneration of Directors For For 8 Other Business For Against No information provided. Page 1 of 111 Meeting Meeting Proposal Mgmt Vote Issuer Name Date Country Type Number Proposal Text Rec Instruction Voter Rationale AEON Financial 15/03/2019 Japan Special 1 Approve Transfer of Bank Holding For For Service Co., Ltd. Company Function to New Wholly Owned Subsidiary 2 Amend Articles to Amend Business Lines For For AFH Financial Group 01/03/2019 United Annual 1 Accept Financial Statements and For For Plc Kingdom Statutory Reports 2 Re-elect John Wheatley as Director For For 3 Re-elect Paul Wright as Director For For 4 Re-elect Susan Lewis as Director For For 5 Reappoint Mazars LLP as Auditors and For For Authorise Their Remuneration 6 Authorise Issue of Equity with Pre- For For emptive Rights 7 Authorise Issue of Equity without Pre- For For emptive Rights 8 Authorise Market Purchase of Ordinary For For Shares AGC, Inc. (Japan) 28/03/2019 Japan Annual 1 Approve Allocation of Income, with a For For Final Dividend of JPY 60 2.1 Elect Director Ishimura, Kazuhiko For For 2.2 Elect Director Shimamura, Takuya For For 2.3 Elect Director Hirai, Yoshinori For For 2.4 Elect Director Miyaji, Shinji For For 2.5 Elect Director Egawa, Masako For For 2.6 Elect Director Hasegawa, Yasuchika For For 2.7 Elect Director Yanagi, Hiroyuki For For 3.1 Appoint Statutory Auditor Morimoto, For For Yoshiyuki 3.2 Appoint Statutory Auditor Takeoka, For For Yaeko Agilent 20/03/2019 USA Annual 1.1 Elect Director Hans E. Bishop For For Technologies, Inc. 1.2 Elect Director Paul N. Clark For For 1.3 Elect Director Tadataka Yamada For For 2 Amend Omnibus Stock Plan For For 3 Advisory Vote to Ratify Named Executive For Against Concerns about linkage between pay and Officers' Compensation performance. Incentives released within 3 years of award. TSR metric threshold set below median. 4 Ratify PricewaterhouseCoopers LLP as For For Auditors Agricultural Bank of 01/03/2019 China Special EGM BALLOT FOR HOLDERS OF H SHARES China 1 Approve 2019 Fixed Assets Investment For For Budget 2 Elect Zhang Keqiu as Director For For 3 Elect Leung Ko May Yee, Margaret as For For Director 4 Elect Liu Shouying as Director For For 5 Elect Li Wei as Director For For Akbank TAS 25/03/2019 Turkey Annual Annual Meeting Agenda 1 Elect Presiding Council of Meeting For For 2 Accept Board Report For For 3 Accept Audit Report For For 4 Accept Financial Statements For For 5 Approve Discharge of Board For For 6 Approve Allocation of Income For For 7 Elect Directors For Abstain Form of resolution limits director accountability. The company has failed to disclose all the names of the director candidates in a timely manner. The board does not comply with the board independence level requirement. 8 Approve Director Remuneration For Against Concerns about linkage between pay and performance. The company did not disclose the proposed board fees, which prevents shareholders from making an informed voting decision. 9 Ratify External Auditors For For 10 Amend Company Articles 9 and 27 For For 11 Grant Permission for Board Members For For to Engage in Commercial Transactions with Company and Be Involved with Companies with Similar Corporate Purpose 12 Approve Upper Limit of Donations for For For 2019 13 Receive Information on Donations Made in 2018 Page 2 of 111 Meeting Meeting Proposal Mgmt Vote Issuer Name Date Country Type Number Proposal Text Rec Instruction Voter Rationale Ambuja Cements 29/03/2019 India Annual 1 Accept Financial Statements and For For Ltd. Statutory Reports 2 Approve Dividend For For 3 Reelect Jan Jenisch as Director For For 4 Reelect Roland Kohler as Director For For 5 Approve that the Vacancy on the Board For For Resulting from the Retirement of B. L. Taparia Not be Filled 6 Reelect Nasser Munjee as Director For For 7 Reelect Rajendra Chitale as Director For For 8 Reelect Shailesh Haribhakti as Director For For 9 Reelect Omkar Goswami as Director For For 10 Elect Then Hwee Tan as Director For For 11 Elect Mahendra Kumar Sharma as For For Director 12 Elect Ranjit Shahani as Director For For 13 Elect Shikha Sharma as Director For For 14 Elect Praveen Kumar Molri as Director For For 15 Elect Bimlendra Jha as Director For For 16 Approve Appointment and For For Remuneration of Bimlendra Jha as Managing Director and Chief Executive Officer 17 Approve Payment of Corporate Advisory For Against This relates to the payment of advisory Fee to B. L. Taparia service fees to one of the non-exec directors. 18 Approve Remuneration of Cost Auditors For For AmorePacific Group, 15/03/2019 South Korea Annual 1 Approve Financial Statements and For Abstain Lack of information. Inc. Allocation of Income 2 Amend Articles of Incorporation For For 3.1 Elect Choi Jong-hak as Outside Director For For 3.2 Elect Bae Dong-hyeon as Inside Director For For 3.3 Elect Kim Seung-hwan as Inside Director For For 4 Elect Choi Jong-hak as a Member of For For Audit Committee 5 Approve Total Remuneration of Inside For For Directors and Outside Directors Analog Devices, Inc. 13/03/2019 USA Annual 1a Elect Director Ray Stata For Against Concerns about overall board structure. Excessive tenure. 1b Elect Director Vincent Roche For For 1c Elect Director James A. Champy For Against Concerns about overall board structure. Excessive tenure. 1d Elect Director Anantha P. Chandrakasan For For 1e Elect Director Bruce R. Evans For For 1f Elect Director Edward H. Frank For For 1g Elect Director Karen M. Golz For For 1h Elect Director Mark M. Little For For 1i Elect Director Neil Novich For For 1j Elect Director Kenton J. Sicchitano For Against Concerns about overall board structure. Excessive tenure. 1k Elect Director Lisa T. Su For For 2 Advisory Vote to Ratify Named Executive For Against Concerns about linkage between pay Officers' Compensation and performance. More than 50 percent of awards are time-based. Options exercisable or other incentives released within 3 years of award. 3 Ratify Ernst & Young LLP as Auditors For Against Concerns about auditor independence. The auditor in place for more than 50 years. 4 Prepare Employment Diversity Report Against For Proposal encourages enhanced and Report on Diversity Policies employment approach. Additional diversity-related disclosure would allow shareholders to better assess the effectiveness of the company's diversity initiatives and its management of related risks. Andritz AG 27/03/2019 Austria Annual 1 Receive Financial Statements and Statutory Reports (Non-Voting) 2 Approve Allocation of Income and For For Dividends of EUR 1.55 per Share 3 Approve Discharge of Management For For Board for Fiscal 2018 4 Approve Discharge of Supervisory Board For For for Fiscal 2018 5 Approve Remuneration of Supervisory For For Board Members for Fiscal 2018 6 Ratify KPMG Austria GmbH as Auditors For For for Fiscal 2019 Page 3 of 111 Meeting Meeting Proposal Mgmt Vote Issuer Name Date Country Type Number Proposal Text Rec Instruction Voter Rationale 7.1 Elect Monika Kircher as Supervisory For Against Concerns about overall board structure.