GUARDIAN CANADIAN EQUITY SELECT FUND Investment Company Report Annual Proxy Voting Record - July 1, 2020 to June 30, 2021
BROOKFIELD ASSET MANAGEMENT INC.
Security 112585104 Meeting Type Annual Ticker Symbol BAM Meeting Date 11-Jun-2021 ISIN CA1125851040 Agenda 935433071 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 M. Elyse Allan For For 2 Angela F. Braly For For 3 Janice Fukakusa For For 4 Maureen Kempston Darkes For For 5 Frank J. McKenna For For 6 Hutham S. Olayan For For 7 Seek Ngee Huat For For 8 Diana L. Taylor For For 2 The appointment of Deloitte LLP as the external auditor Management For For and authorizing the directors to set its remuneration. 3 The Say on Pay Resolution set out in the Corporation's Management For For Management Information Circular dated April 30, 2021 (the "Circular").
Page 1 of 21 11-Jul-2021 Please note that accessible formats of this document are available free upon request from Guardian’s Human Resources department, please refer to our Accessibility Policy found on our website at www.guardiancapital.com. Investment Company Report
CANADIAN NATIONAL RAILWAY COMPANY
Security 136375102 Meeting Type Annual Ticker Symbol CNI Meeting Date 27-Apr-2021 ISIN CA1363751027 Agenda 935363527 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: Shauneen Bruder Management For For
1B Election of Director: Julie Godin Management For For
1C Election of Director: Denise Gray Management For For
1D Election of Director: Justin M. Howell Management For For
1E Election of Director: The Hon. Kevin G. Lynch Management For For
1F Election of Director: Margaret A. McKenzie Management For For
1G Election of Director: James E. O'Connor Management For For
1H Election of Director: Robert Pace Management For For
1I Election of Director: Robert L. Phillips Management For For
1J Election of Director: Jean-Jacques Ruest Management For For
1K Election of Director: Laura Stein Management For For
02 Appointment of KPMG LLP as Auditors. Management For For
03 Non-Binding Advisory Resolution to accept the approach Management For For 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. 04 Non-Binding Advisory Resolution to accept the Management For For Company's Climate Action Plan as disclosed in the management information circular, the full text of which resolution is set out on P. 9 of the management information circular. 05 Shareholder Proposal #1 : Safety-centred bonus system Shareholder Against For changes. The full text of the proposal and supporting statement, together with the Board of Directors' recommendation, is set out on Schedule D of the accompanying Management Information Circular. 06 Shareholder Proposal #2 : The role of the CN Police Shareholder Against For Service in the investigation of railway fatalities and serious injuries. The full text of the proposal and supporting statement, together with the Board of Directors' recommendation, is set out on Schedule D of the accompanying Management Information Circular.
Page 2 of 21 11-Jul-2021 Investment Company Report
CGI INC.
Security 12532H104 Meeting Type Annual Ticker Symbol GIB Meeting Date 27-Jan-2021 ISIN CA12532H1047 Agenda 935316869 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: Alain Bouchard Management For For
1B Election of Director: George A. Cope Management For For
1C Election of Director: Paule Doré Management For For
1D Election of Director: Julie Godin Management For For
1E Election of Director: Serge Godin Management For For
1F Election of Director: Timothy J. Hearn Management For For
1G Election of Director: André Imbeau Management For For
1H Election of Director: Gilles Labbé Management For For
1I Election of Director: Michael B. Pedersen Management For For
1J Election of Director: Stephen S. Poloz Management For For
1K Election of Director: Mary Powell Management For For
1L Election of Director: Alison C. Reed Management For For
1M Election of Director: Michael E. Roach Management For For
1N Election of Director: George D. Schindler Management For For
1O Election of Director: Kathy N. Waller Management For For
1P Election of Director: Joakim Westh Management For For
02 Appointment of Auditor: Appointment of Management For For PricewaterhouseCoopers LLP as auditor and authorization to the Audit and Risk Management Committee to fix its compensation. 03 Amendment to By-Law 1986-5: To ratify, confirm and Management For For approve the Amended & Restated By-Law 1986-5 of CGI Inc.
Page 3 of 21 11-Jul-2021 Investment Company Report
ENBRIDGE INC.
Security 29250N105 Meeting Type Annual Ticker Symbol ENB Meeting Date 05-May-2021 ISIN CA29250N1050 Agenda 935360583 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Pamela L. Carter For For 2 Marcel R. Coutu For For 3 Susan M. Cunningham For For 4 Gregory L. Ebel For For 5 J. Herb England For For 6 Gregory J. Goff For For 7 V. Maureen K. Darkes For For 8 Teresa S. Madden For For 9 Al Monaco For For 10 Stephen S. Poloz For For 11 Dan C. Tutcher For For 2 Appoint the auditors Appoint PricewaterhouseCoopers Management For For LLP as auditors of Enbridge and authorize the directors to set their remuneration 3 Advisory vote on executive compensation Accept Management For For Enbridge's approach to executive compensation, as disclosed in the Management Information Circular
Page 4 of 21 11-Jul-2021 Investment Company Report
GILDAN ACTIVEWEAR INC.
Security 375916103 Meeting Type Annual Ticker Symbol GIL Meeting Date 06-May-2021 ISIN CA3759161035 Agenda 935388086 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Donald C. Berg For For 2 Maryse Bertrand For For 3 Marc Caira For For 4 Glenn J. Chamandy For For 5 Shirley E. Cunningham For For 6 Russell Goodman For For 7 Charles M. Herington For For 8 Luc Jobin For For 9 Craig A. Leavitt For For 10 Anne Martin-Vachon For For 2 Approving an advisory resolution on the Corporation's Management For For approach to executive compensation; See Schedule "C" to the Management Proxy Circular 3 The appointment of KPMG LLP, Chartered Professional Management For For Accountants, as auditors for the ensuing year
Page 5 of 21 11-Jul-2021 Investment Company Report
IMPERIAL OIL LIMITED
Security 453038408 Meeting Type Annual Ticker Symbol IMO Meeting Date 04-May-2021 ISIN CA4530384086 Agenda 935351510 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: D.W. (David) Cornhill Management For For
1B Election of Director: B.W. (Bradley) Corson Management For For
1C Election of Director: M.R. (Matthew) Crocker Management For For
1D Election of Director: K.T. (Krystyna) Hoeg Management For For
1E Election of Director: M.C. (Miranda) Hubbs Management For For
1F Election of Director: J.M. (Jack) Mintz Management For For
1G Election of Director: D.S. (David) Sutherland Management For For
02 PricewaterhouseCoopers LLP be reappointed as auditors Management For For of the company. 03 Shareholder Proposal (set out in Appendix B of the Shareholder For Against company's management proxy circular). Shareholder Proposal (adoption of a corporate wide ambition to achieve net zero carbon emissions)
Page 6 of 21 11-Jul-2021 Investment Company Report
INTACT FINANCIAL CORPORATION
Security 45823T106 Meeting Type Annual and Special Meeting Ticker Symbol IFCZF Meeting Date 12-May-2021 ISIN CA45823T1066 Agenda 935395461 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Charles Brindamour For For 2 Janet De Silva For For 3 Claude Dussault For For 4 Jane E. Kinney For For 5 Robert G. Leary For For 6 Sylvie Paquette For For 7 Timothy H. Penner For For 8 Stuart J. Russell For For 9 Indira V. Samarasekera For For 10 Frederick Singer For For 11 Carolyn A. Wilkins For For 12 William L. Young For For 2 Appointment of Ernst & Young LLP as auditor of the Management For For Company. 3 Authorize the Board to appoint additional directors whose Management For For term expires at the close of the next annual meeting of shareholders and whose number shall not exceed one- third of the number of directors elected at the previous annual meeting of shareholders. 4 Advisory Resolution to Accept the Approach to Executive Management For For Compensation 5 Resolution to approve Intact Financial Corporation Management For For Executive Stock Option Plan.
Page 7 of 21 11-Jul-2021 Investment Company Report
MAGNA INTERNATIONAL INC.
Security 559222401 Meeting Type Annual Ticker Symbol MGA Meeting Date 06-May-2021 ISIN CA5592224011 Agenda 935378922 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: Peter G. Bowie Management For For
1B Election of Director: Mary S. Chan Management For For
1C Election of Director: Hon. V. Peter Harder Management For For
1D Election of Director: Seetarama S. Kotagiri (CEO) Management For For
1E Election of Director: Dr. Kurt J. Lauk Management For For
1F Election of Director: Robert F. MacLellan Management For For
1G Election of Director: Mary Lou Maher Management For For
1H Election of Director: Cynthia A. Niekamp Management For For
1I Election of Director: William A. Ruh Management For For
1J Election of Director: Dr. Indira V. Samarasekera Management For For
1K Election of Director: Lisa S. Westlake Management For For
1L Election of Director: William L. Young Management For For
02 Reappointment of Deloitte LLP as the independent Management For For auditor of the Corporation and authorization of the Audit Committee to fix the independent auditor's remuneration. 03 Resolved, on an advisory basis and not to diminish the Management For For roles and responsibilities of the Board of Directors, that the shareholders accept the approach to executive compensation disclosed in the accompanying management information circular/proxy statement.
Page 8 of 21 11-Jul-2021 Investment Company Report
METRO INC.
Security 59162N109 Meeting Type Annual Ticker Symbol MTRAF Meeting Date 26-Jan-2021 ISIN CA59162N1096 Agenda 935319132 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Maryse Bertrand For For 2 Pierre Boivin For For 3 François J. Coutu For For 4 Michel Coutu For For 5 Stephanie Coyles For For 6 Claude Dussault For For 7 Russell Goodman For For 8 Marc Guay For For 9 Christian W.E. Haub For For 10 Eric R. La Flèche For For 11 Christine Magee For For 12 Line Rivard For For 2 Appointment of Auditors Appointment of Ernst & Young Management For For LLP, Chartered Professional Accountants, as Auditors of the Corporation. 3 Advisory resolution on the Corporation's approach to Management For For executive compensation. 4 Ordinary resolution ratifying, confirming and approving Management For For certain amendments to the Corporation's By-Laws.
Page 9 of 21 11-Jul-2021 Investment Company Report
NUTRIEN LTD. (THE "CORPORATION")
Security 67077M108 Meeting Type Annual Ticker Symbol NTR Meeting Date 17-May-2021 ISIN CA67077M1086 Agenda 935388202 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Christopher M. Burley For For 2 Maura J. Clark For For 3 Russell K. Girling For For 4 Miranda C. Hubbs For For 5 Raj S. Kushwaha For For 6 Alice D. Laberge For For 7 Consuelo E. Madere For For 8 Charles V. Magro For For 9 Keith G. Martell For For 10 Aaron W. Regent For For 11 Mayo M. Schmidt For For 12 Nelson Luiz Costa Silva For For 2 Re-appointment of KPMG LLP, Chartered Accountants, Management For For as auditor of the Corporation. 3 A non-binding advisory resolution to accept the Management For For Corporation's approach to executive compensation.
Page 10 of 21 11-Jul-2021 Investment Company Report
POWER CORPORATION OF CANADA
Security 739239101 Meeting Type Annual Ticker Symbol PWCDF Meeting Date 14-May-2021 ISIN CA7392391016 Agenda 935395334 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Pierre Beaudoin For For 2 Marcel R. Coutu For For 3 André Desmarais Withheld Against 4 Paul Desmarais, Jr. Withheld Against 5 Gary A. Doer For For 6 Anthony R. Graham For For 7 J. David A. Jackson For For 8 Sharon MacLeod For For 9 Paula B. Madoff For For 10 Isabelle Marcoux For For 11 Christian Noyer For For 12 R. Jeffrey Orr For For 13 T. Timothy Ryan, Jr. For For 14 Siim A. Vanaselja For For 2 Appointment of Deloitte LLP as Auditors Management For For
3 Non-binding advisory resolution on the Corporation's Management For For approach to executive compensation
Page 11 of 21 11-Jul-2021 Investment Company Report
RICHELIEU HARDWARE LTD.
Security 76329W103 Meeting Type Annual Ticker Symbol RHUHF Meeting Date 08-Apr-2021 ISIN CA76329W1032 Agenda 935354439 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Sylvie Vachon For For 2 Lucie Chabot For For 3 Marie Lemay For For 4 Pierre Pomerleau For For 5 Luc Martin For For 6 Richard Lord For For 7 Marc Poulin For For 8 Robert Courteau For For 2 Appointment of Ernst & Young s.r.l./S.E.N.C.R.L., Management For For Chartered Accountants, as Auditors of the Corporation for the ensuring year and authorizing the Directors to fix their remuneration.
Page 12 of 21 11-Jul-2021 Investment Company Report
ROYAL BANK OF CANADA
Security 780087102 Meeting Type Annual Ticker Symbol RY Meeting Date 08-Apr-2021 ISIN CA7800871021 Agenda 935335807 - Management
Item Proposal Proposed Vote For/Against by Management
01 DIRECTOR Management
1 A.A. Chisholm For For 2 J. Côté For For 3 T.N. Daruvala For For 4 D.F. Denison For For 5 C. Devine For For 6 D. McKay For For 7 K. Taylor For For 8 M. Turcke For For 9 T. Vandal For For 10 B.A. van Kralingen For For 11 F. Vettese For For 12 J. Yabuki For For 02 Appointment of PricewaterhouseCoopers LLP (PWC) as Management For For auditor 03 Advisory vote on the Bank's approach to executive Management For For compensation 04 Proposal No. 1 Shareholder Against For
05 Proposal No. 2 Shareholder Against For
06 Proposal No. 3 Shareholder Against For
07 Proposal No. 4 Shareholder For Against
Page 13 of 21 11-Jul-2021 Investment Company Report
SAPUTO INC.
Security 802912105 Meeting Type Annual Ticker Symbol SAPIF Meeting Date 06-Aug-2020 ISIN CA8029121057 Agenda 935241961 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Lino Saputo, Jr. For For 2 Louis-Philippe Carrière For For 3 Henry E. Demone For For 4 Anthony M. Fata For For 5 Annalisa King For For 6 Karen Kinsley For For 7 Tony Meti For For 8 Diane Nyisztor For For 9 Franziska Ruf For For 10 Annette Verschuren For For 2 Appointment of Deloitte LLP as auditors of the Company Management For For for the ensuing year and authorizing the directors to fix the auditors' remuneration. 3 The adoption of an advisory non-binding resolution in Management For For respect of the Company's approach to executive compensation. 4 Shareholder Proposal Number One Incorporation of Shareholder Against For Environmental, Social and Governance (ESG) factors in executive compensation.
Page 14 of 21 11-Jul-2021 Investment Company Report
SUNCOR ENERGY INC.
Security 867224107 Meeting Type Annual Ticker Symbol SU Meeting Date 04-May-2021 ISIN CA8672241079 Agenda 935356154 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Patricia M. Bedient For For 2 John D. Gass For For 3 Russell K. Girling For For 4 Jean Paul Gladu For For 5 Dennis M. Houston For For 6 Mark S. Little For For 7 Brian P. MacDonald For For 8 Maureen McCaw For For 9 Lorraine Mitchelmore For For 10 Eira M. Thomas For For 11 Michael M. Wilson For For 2 Appointment of KPMG LLP as auditor of Suncor Energy Management For For Inc. for the ensuing year. 3 To consider and, if deemed fit, approve an amendment to Management For For the Suncor Energy Inc. Stock Option Plan to increase the number of common shares reserved for issuance thereunder by 15,000,000 common shares. 4 To consider and, if deemed fit, approve an advisory Management For For resolution on Suncor's approach to executive compensation disclosed in the Management Proxy Circular of Suncor Energy Inc. dated February 24, 2021.
Page 15 of 21 11-Jul-2021 Investment Company Report
TELUS CORPORATION
Security 87971M103 Meeting Type Annual Ticker Symbol TU Meeting Date 07-May-2021 ISIN CA87971M1032 Agenda 935367373 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 R. H. (Dick) Auchinleck For For 2 Raymond T. Chan For For 3 Hazel Claxton For For 4 Lisa de Wilde For For 5 Darren Entwistle For For 6 Thomas E. Flynn For For 7 Mary Jo Haddad For For 8 Kathy Kinloch For For 9 Christine Magee For For 10 John Manley For For 11 David Mowat For For 12 Marc Parent For For 13 Denise Pickett For For 14 W. Sean Willy For For 2 Appoint Deloitte LLP as auditors for the ensuing year and Management For For authorize directors to fix their remuneration. 3 Approve the Company's approach to executive Management For For compensation. 4 Approve the TELUS Directors Deferred Share Unit Plan. Management For For
Page 16 of 21 11-Jul-2021 Investment Company Report
THE BANK OF NOVA SCOTIA
Security 064149107 Meeting Type Annual Ticker Symbol BNS Meeting Date 13-Apr-2021 ISIN CA0641491075 Agenda 935342460 - Management
Item Proposal Proposed Vote For/Against by Management
01 DIRECTOR Management
1 Nora A. Aufreiter For For 2 Guillermo E. Babatz For For 3 Scott B. Bonham For For 4 Lynn K. Patterson For For 5 Michael D. Penner For For 6 Brian J. Porter For For 7 Una M. Power For For 8 Aaron W. Regent For For 9 Calin Rovinescu For For 10 Susan L. Segal For For 11 L. Scott Thomson For For 12 Benita M. Warmbold For For 02 Appointment of KPMG LLP as auditors. Management For For
03 Advisory vote on non-binding resolution on executive Management For For compensation approach. 04 Shareholder Proposal 1 Shareholder Against For
05 Shareholder Proposal 2 Shareholder Against For
06 Shareholder Proposal 3 Shareholder For Against
Page 17 of 21 11-Jul-2021 Investment Company Report
THE TORONTO-DOMINION BANK
Security 891160509 Meeting Type Annual Ticker Symbol TD Meeting Date 01-Apr-2021 ISIN CA8911605092 Agenda 935338168 - Management
Item Proposal Proposed Vote For/Against by Management
A DIRECTOR Management
1 Amy W. Brinkley For For 2 Brian C. Ferguson For For 3 Colleen A. Goggins For For 4 Jean-René Halde For For 5 David E. Kepler For For 6 Brian M. Levitt For For 7 Alan N. MacGibbon For For 8 Karen E. Maidment For For 9 Bharat B. Masrani For For 10 Irene R. Miller For For 11 Nadir H. Mohamed For For 12 Claude Mongeau For For 13 Joe Natale For For 14 S. Jane Rowe For For B Appointment of auditor named in the management proxy Management For For circular C Approach to executive compensation disclosed in the Management For For report of the Human Resources Committee and approach to executive compensation sections of the management proxy circular *Advisory Vote* D Shareholder Proposal 1 Shareholder Against For
E Shareholder Proposal 2 Shareholder For Against
Page 18 of 21 11-Jul-2021 Investment Company Report
TMX GROUP LIMITED
Security 87262K105 Meeting Type Annual and Special Meeting Ticker Symbol TMXXF Meeting Date 12-May-2021 ISIN CA87262K1057 Agenda 935393291 - Management
Item Proposal Proposed Vote For/Against by Management
1 Appointment of KPMG LLP as our auditor at a Management For For remuneration to be fixed by the directors. Information respecting the appointment of KPMG LLP may be found under the heading "Appoint the Auditor" on page 8 of our Management Information Circular. 2 DIRECTOR Management
1 Luc Bertrand For For 2 Nicolas Darveau-Garneau For For 3 Marie Giguère For For 4 Martine Irman For For 5 Moe Kermani For For 6 William Linton For For 7 Audrey Mascarenhas For For 8 John McKenzie For For 9 Kevin Sullivan For For 10 Claude Tessier For For 11 Eric Wetlaufer For For 12 Charles Winograd For For 3 Approval on an advisory basis of the approach to our Management For For executive compensation which is described under the heading "Vote on our approach to executive compensation" on page 9 of our Management Information Circular. 4 See Shareholder Proposal on page 10 of the Shareholder For Against Management Information Circular.
Page 19 of 21 11-Jul-2021 Investment Company Report
TOROMONT INDUSTRIES LTD.
Security 891102105 Meeting Type Annual and Special Meeting Ticker Symbol TMTNF Meeting Date 05-May-2021 ISIN CA8911021050 Agenda 935367828 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Peter J. Blake For For 2 Benjamin D. Cherniavsky For For 3 Jeffrey S. Chisholm For For 4 Cathryn E. Cranston For For 5 James W. Gill For For 6 Wayne S. Hill For For 7 Sharon L. Hodgson For For 8 Scott J. Medhurst For For 9 Robert M. Ogilvie For For 10 Katherine A. Rethy For For 11 Richard G. Roy For For 2 To appoint Ernst & Young LLP, Chartered Professional Management For For Accountants, as auditors of the Corporation until the next annual general meeting at a remuneration to be fixed by the Directors of the Corporation. 3 To approve a non-binding advisory resolution accepting Management For For the Corporation's approach to executive compensation, as described in the Corporation's Circular. 4 To approve a resolution amending and restating the Management For For Stock Option Plan of the Corporation to replenish and replace 1,800,000 common shares of the Corporation reserved for issuance thereunder that have been issued upon the exercise of previously granted options and to effect certain other changes, as described in the Corporation's Circular. 5 To approve a resolution continuing, amending and Management For For restating the Shareholder Rights Plan of the Corporation, as described in the Corporation's Circular.
Page 20 of 21 11-Jul-2021 Investment Company Report
WINPAK LTD.
Security 97535P104 Meeting Type Annual Ticker Symbol WIPKF Meeting Date 23-Jun-2021 ISIN CA97535P1045 Agenda 935447258 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Antti I. Aarnio-Wihuri Withheld Against 2 Martti H. Aarnio-Wihuri Withheld Against 3 Rakel J. Aarnio-Wihuri Withheld Against 4 Bruce J. Berry Withheld Against 5 Kenneth P. Kuchma For For 6 Dayna Spiring For For 7 Ilkka T. Suominen Withheld Against 2 To appoint the auditors of the Company Management For For
3 To consider and to approve an advisory resolution to Management For For accept the Company's approach to executive compensation
Page 21 of 21 11-Jul-2021 Please note that accessible formats of this document are available free upon request from Guardian’s Human Resources department, please refer to our Accessibility Policy found on our website at www.guardiancapital.com.