GUARDIAN CANADIAN GROWTH EQUITY FUND Investment Company Report Annual Proxy Voting Record - July 1, 2020 to June 30, 2021
ALIMENTATION COUCHE-TARD INC.
Security 01626P403 Meeting Type Annual Ticker Symbol ANCUF Meeting Date 16-Sep-2020 ISIN CA01626P4033 Agenda 935255415 - Management
Item Proposal Proposed Vote For/Against by Management
1 Appoint the auditor until the next annual meeting and Management For For authorize the Board of Directors to set their remuneration - PricewaterhouseCoopers LLP 2 DIRECTOR Management
1 Alain Bouchard For For 2 Mélanie Kau For For 3 Jean Bernier For For 4 Eric Boyko For For 5 Jacques D'Amours For For 6 Janice L. Fields For For 7 Richard Fortin For For 8 Brian Hannasch For For 9 Marie Josée Lamothe For For 10 Monique F. Leroux For For 11 Réal Plourde For For 12 Daniel Rabinowicz For For 13 Louis Têtu For For 3 On an advisory basis and not to diminish the role and Management For For responsibilities of the board of directors that the shareholders accept the approach to executive compensation as disclosed in our 2020 management information circular 4 Shareholder proposal No.1 Integration of environmental, Shareholder For Against social and governance criteria in establishing executive compensation 5 Shareholder proposal No.2 Independence of directors Shareholder Against For
6 Shareholder proposal No.3 Responsible employment Shareholder Against For policy
Page 1 of 37 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
ATS AUTOMATION TOOLING SYSTEMS INC.
Security 001940105 Meeting Type Annual and Special Meeting Ticker Symbol ATSAF Meeting Date 13-Aug-2020 ISIN CA0019401052 Agenda 935247189 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Dave Cummings For For 2 Joanne S. Ferstman For For 3 Andrew P. Hider For For 4 Kirsten Lange For For 5 Michael E. Martino For For 6 David L. McAusland For For 7 Philip B. Whitehead For For 2 Re-appointment of Ernst & Young LLP as Auditors of the Management For For Corporation for the ensuing year and authorizing the Directors to fix their remuneration. 3 A resolution authorizing an amendment to the Management For For Corporation's articles of incorporation to change its name from "ATS Automation Tooling Systems Inc." to any name that the Corporation's board of directors may determine, the full text of which is set out in the Corporation's management information circular.
Page 2 of 37 11-Jul-2021 Investment Company Report
BANK OF MONTREAL
Security 063671101 Meeting Type Annual Ticker Symbol BMO Meeting Date 07-Apr-2021 ISIN CA0636711016 Agenda 935340466 - Management
Item Proposal Proposed Vote For/Against by Management
01 DIRECTOR Management
1 Janice M. Babiak For For 2 Sophie Brochu For For 3 Craig W. Broderick For For 4 George A. Cope For For 5 Stephen Dent For For 6 Christine A. Edwards For For 7 Martin S. Eichenbaum For For 8 David E. Harquail For For 9 Linda S. Huber For For 10 Eric R. La Flèche For For 11 Lorraine Mitchelmore For For 12 Madhu Ranganathan For For 13 Darryl White For For 02 Appointment of Shareholders' Auditors Management For For
03 Advisory vote on the Bank's Approach to Executive Management For For Compensation 04 Shareholder Proposal No. 1 The text of the shareholder Shareholder Against For proposal is contained in the Management Proxy Circular starting on page 88.
Page 3 of 37 11-Jul-2021 Investment Company Report
BARRICK GOLD CORPORATION
Security 067901108 Meeting Type Annual and Special Meeting Ticker Symbol GOLD Meeting Date 04-May-2021 ISIN CA0679011084 Agenda 935370041 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 D. M. Bristow For For 2 G. A. Cisneros For For 3 C. L. Coleman For For 4 J. M. Evans For For 5 B. L. Greenspun For For 6 J. B. Harvey For For 7 A. N. Kabagambe For For 8 A. J. Quinn For For 9 M. L. Silva For For 10 J. L. Thornton For For 2 Resolution approving the appointment of Management For For PricewaterhouseCoopers LLP as the auditor of Barrick and authorizing the directors to fix its remuneration 3 Advisory resolution on approach to executive Management Against Against compensation 4 Special resolution approving the capital reduction in order Management For For to enable the Return of Capital
Page 4 of 37 11-Jul-2021 Investment Company Report
BORALEX INC.
Security 09950M300 Meeting Type Annual Ticker Symbol BRLXF Meeting Date 05-May-2021 ISIN CA09950M3003 Agenda 935365468 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 André Courville For For 2 Lise Croteau For For 3 Patrick Decostre For For 4 Ghyslain Deschamps For For 5 Marie-Claude Dumas For For 6 Marie Giguère For For 7 Edward H. Kernaghan For For 8 Patrick Lemaire For For 9 Alain Rhéaume For For 10 Zin Smati For For 11 Dany St-Pierre For For 2 To appoint PricewaterhouseCoopers Management For For LLP/s.r.l./S.E.N.C.R.L., chartered professional accountants, as Independent Auditor of the Corporation for the ensuing year. 3 To adopt the non-binding advisory resolution agreeing to Management For For the Corporation's approach to executive compensation. 4 To adopt a resolution reconfirming and renewing the Management For For Shareholder Rights Plan adopted by the Board of Directors on March 1, 2018.
Page 5 of 37 11-Jul-2021 Investment Company Report
BOYD GROUP SERVICES INC.
Security 103310108 Meeting Type Annual and Special Meeting Ticker Symbol BYDGF Meeting Date 12-May-2021 ISIN CA1033101082 Agenda 935395839 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: David Brown Management For For
1B Election of Director: Brock Bulbuck Management For For
1C Election of Director: Robert Gross Management For For
1D Election of Director: John Hartmann Management For For
1E Election of Director: Violet Konkle Management For For
1F Election of Director: Timothy O'Day Management For For
1G Election of Director: William Onuwa Management For For
1H Election of Director: Sally Savoia Management For For
1I Election of Director: Robert Espey Management For For
02 As to the Resolution to appoint Deloitte LLP, Chartered Management For For Accountants, the auditors of BGSI for the fiscal year ending December 31, 2021 and thereafter until the close of the Annual Meeting of shareholders of BGSI next following and authorizing the Board of Directors to fix the auditors' remuneration: 03 As to the Resolution to vote on an advisory resolution on Management For For BGSI's approach to executive compensation: 04 As to the Resolution to fix the number of directors at nine Management For For (9): 05 As to the Resolution to approve the stock option plan for Management For For BGSI, as described in the Information Circular.
Page 6 of 37 11-Jul-2021 Investment Company Report
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 7 of 37 11-Jul-2021 Investment Company Report
BRP INC. (THE "CORPORATION")
Security 05577W200 Meeting Type Annual Ticker Symbol DOOO Meeting Date 03-Jun-2021 ISIN CA05577W2004 Agenda 935430619 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Pierre Beaudoin For For 2 Joshua Bekenstein For For 3 José Boisjoli For For 4 Charles Bombardier For For 5 Michael Hanley For For 6 Ernesto M. Hernández For For 7 Katherine Kountze For For 8 Louis Laporte For For 9 Estelle Métayer For For 10 Nicholas Nomicos For For 11 Edward Philip For For 12 Barbara Samardzich For For 2 Appointment of Deloitte LLP, Chartered Professional Management For For Accountants, as Independent Auditor of the Corporation. 3 Adoption of an advisory non-binding resolution in respect Management For For of the Corporation's approach to executive compensation, as more particularly described in the Management Proxy Circular dated April 27, 2021, which can be found at the Corporation's website at ir.brp.com and under its profile on SEDAR at www.sedar.com.
Page 8 of 37 11-Jul-2021 Investment Company Report
CANADIAN PACIFIC RAILWAY LIMITED
Security 13645T100 Meeting Type Annual and Special Meeting Ticker Symbol CP Meeting Date 21-Apr-2021 ISIN CA13645T1003 Agenda 935354263 - Management
Item Proposal Proposed Vote For/Against by Management
01 DIRECTOR Management
1 The Hon. John Baird For For 2 Isabelle Courville For For 3 Keith E. Creel For For 4 Gillian H. Denham For For 5 Edward R. Hamberger For For 6 Rebecca MacDonald For For 7 Edward L. Monser For For 8 Matthew H. Paull For For 9 Jane L. Peverett For For 10 Andrea Robertson For For 11 Gordon T. Trafton For For 02 Appointment of Auditor as named in the Proxy Circular. Management For For
03 Advisory vote to approve Compensation of the Management For For Corporation's Named Executive Officers as described in the Proxy Circular. 04 Vote on a special resolution to approve the Share Split as Management For For described in the Proxy Circular. 05 Vote to approve the Shareholder Proposal as described Shareholder For For in the Proxy Circular.
Page 9 of 37 11-Jul-2021 Investment Company Report
CARGOJET INC.
Security 14179V503 Meeting Type Annual Ticker Symbol CGJTF Meeting Date 30-Mar-2021 ISIN CA14179V5036 Agenda 935343599 - Management
Item Proposal Proposed Vote For/Against by Management
01 DIRECTOR Management
1 James Crane For For 2 Ajay Virmani For For 3 Arlene Dickinson For For 4 Paul Godfrey For For 5 John Webster For For 02 To appoint PricewaterhouseCoopers, LLP, Chartered Management For For Accountants, as the auditor of the Corporation and to authorize the directors of the Corporation to fix the remuneration to be paid to the auditor. 03 Declaration of Canadian Status The undersigned certifies Management For that it has made reasonable inquiries as to the Canadian status of the registered holder and the Beneficial Owner of the shares of the Corporation represented by this voting instruction form and has read the definitions found below so as to make an accurate declaration of status. The undersigned hereby certifies that the shares of the Corporation represented by this voting instruction form are: "FOR" = Canadian, "AGAINST" = Non-Canadian Holder authorized to provide air service, "ABSTAIN" = Non-Canadian who is not a Non-Canadian Holder authorized to provide air service
Page 10 of 37 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 11 of 37 11-Jul-2021 Investment Company Report
COLLIERS INTERNATIONAL GROUP INC.
Security 194693107 Meeting Type Annual and Special Meeting Ticker Symbol CIGI Meeting Date 14-Apr-2021 ISIN CA1946931070 Agenda 935354756 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Peter F. Cohen For For 2 J. (Jack) P. Curtin,Jr. For For 3 Christopher Galvin For For 4 P. Jane Gavan For For 5 Stephen J. Harper For For 6 Jay S. Hennick For For 7 Katherine M. Lee For For 8 Benjamin F. Stein For For 9 L. Frederick Sutherland For For 2 Appointment of PricewaterhouseCoopers LLP, Chartered Management For For Accountants and Licensed Public Accountants as Auditor of Colliers for the ensuing year and authorizing the Directors to fix their remuneration. 3 Approving an amendment to the Colliers Stock Option Management For For Plan to increase the maximum number of Subordinate Voting Shares reserved for issuance pursuant to the exercise of stock options granted thereunder, all as more particularly set forth and described in the accompanying Management Information Circular (the "Circular"). 4 An advisory resolution on Colliers' approach to executive Management For For compensation as set out in the accompanying Circular. 5 For holders of subordinate voting shares of the Colliers, a Management For For resolution, the full text of which is set out in Appendix A to the accompanying Circular, approving a transaction (the "Transaction") pursuant to which the Colliers will terminate the restated management services agreement with the Colliers Chairman and Chief Executive Officer, Jay S. Hennick, and entities controlled by Mr. Hennick and provide for the orderly elimination of the dual class share structure of the Colliers by not later than September 1, 2028, all as more particularly set forth and described in the accompanying Circular.
Page 12 of 37 11-Jul-2021 Investment Company Report
CONSTELLATION SOFTWARE INC.
Security 21037X100 Meeting Type Special Ticker Symbol CNSWF Meeting Date 05-Aug-2020 ISIN CA21037X1006 Agenda 935247468 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 John Billowits Withheld Against 2 Donna Parr For For 3 Andrew Pastor Withheld Against 4 Barry Symons Withheld Against
Page 13 of 37 11-Jul-2021 Investment Company Report
CONSTELLATION SOFTWARE INC.
Security 21037X100 Meeting Type Annual Ticker Symbol CNSWF Meeting Date 06-May-2021 ISIN CA21037X1006 Agenda 935376411 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Jeff Bender For For 2 John Billowits For For 3 Lawrence Cunningham For For 4 Susan Gayner For For 5 Robert Kittel For For 6 Mark Leonard For For 7 Paul McFeeters For For 8 Mark Miller For For 9 Lori O'Neill For For 10 Donna Parr For For 11 Andrew Pastor For For 12 Dexter Salna For For 13 Stephen R. Scotchmer For For 14 Barry Symons For For 15 Robin Van Poelje For For 2 Re-appointment of KPMG LLP, as auditors of the Management For For 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 Corporation's approach to Management For For executive compensation as more particularly described in the accompanying management information circular.
Page 14 of 37 11-Jul-2021 Investment Company Report
DOLLARAMA INC.
Security 25675T107 Meeting Type Annual Ticker Symbol DLMAF Meeting Date 09-Jun-2021 ISIN CA25675T1075 Agenda 935423169 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director - Joshua Bekenstein Management For For
1B Election of Director - Gregory David Management For For
1C Election of Director - Elisa D. Garcia C. Management For For
1D Election of Director - Stephen Gunn Management For For
1E Election of Director - Kristin Mugford Management For For
1F Election of Director - Nicholas Nomicos Management For For
1G Election of Director - Neil Rossy Management For For
1H Election of Director - Samira Sakhia Management For For
1I Election of Director - Huw Thomas Management For For
02 Appointment of PricewaterhouseCoopers LLP, chartered Management For For professional accountants, as auditor of the corporation for the ensuing year and authorizing the directors to fix its remuneration. 03 Adoption of an advisory non-binding resolution in respect Management For For of the corporation's approach to executive compensation, as more particularly described in the accompanying management information circular. 04 Shareholder Proposal no. 1 Adoption of a shareholder Shareholder Against For proposal requesting the production of a report on human rights' risks arising out of the use of third-party employment agencies.
Page 15 of 37 11-Jul-2021 Investment Company Report
ELEMENT FLEET MANAGEMENT CORP.
Security 286181201 Meeting Type Annual Ticker Symbol ELEEF Meeting Date 12-May-2021 ISIN CA2861812014 Agenda 935385559 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 David F. Denison For For 2 Virginia Addicott For For 3 Jay Forbes For For 4 G. Keith Graham For For 5 Joan Lamm-Tennant For For 6 Rubin J. McDougal For For 7 Andrew Clarke For For 8 Alexander D. Greene For For 9 Andrea Rosen For For 10 Arielle Meloul-Wechsler For For 2 The re-appointment of Ernst & Young LLP, as auditors of Management For For the Corporation, for the ensuing year and authorizing the board of directors to fix their remuneration. 3 To consider and, if thought advisable, to approve, a non- Management For For binding advisory resolution on the Corporation's approach to executive compensation as set out in the Corporation's management information circular delivered in advance of its 2020 Annual Meeting.
Page 16 of 37 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 17 of 37 11-Jul-2021 Investment Company Report
JAMIESON WELLNESS INC.
Security 470748104 Meeting Type Annual and Special Meeting Ticker Symbol JWLLF Meeting Date 27-May-2021 ISIN CA4707481046 Agenda 935391324 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Heather Allen For For 2 Dr. Louis Aronne For For 3 Michael Pilato For For 4 Timothy Penner For For 5 Catherine Potechin For For 6 Steve Spooner For For 7 Jason Tafler For For 8 David Williams For For 2 To re-appoint Ernst & Young LLP as the auditors of Management For For Jamieson for the ensuing year and to authorize the directors of Jamieson to fix their remuneration. 3 To consider and, if deemed advisable, to approve, with or Management For For without variation, an ordinary resolution (the full text of which is reproduced in Schedule "A" to the management information circular in respect of the meeting dated March 11, 2021 (the "Management Information Circular") approving, ratifying and confirming the adoption of By- Law No. 2 relating generally to the transaction of the business and affairs of Jamieson which was approved and adopted by the directors, and became effective, on November 4, 2020 and repealing Jamieson's By-Law No. 1, the whole as described in the Management Information Circular. 4 To consider and, if deemed advisable, to approve an Management For For advisory resolution (the full text of which is reproduced in Schedule "C" to the Management Information Circular) on Jamieson's approach to executive compensation.
Page 18 of 37 11-Jul-2021 Investment Company Report
KINAXIS INC.
Security 49448Q109 Meeting Type Annual and Special Meeting Ticker Symbol KXSCF Meeting Date 22-Jun-2021 ISIN CA49448Q1090 Agenda 935437283 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 John (Ian) Giffen For For 2 Robert Courteau For For 3 Gillian (Jill) Denham For For 4 Angel Mendez For For 5 Pamela Passman For For 6 E. (Betsy) Rafael For For 7 Kelly Thomas For For 8 John Sicard For For 2 Appointment of auditors KPMG LLP Management For For
3 Approve an amendment to our stock option plans Vote on Management For For approving an increase to the maximum number of Kinaxis shares that may be issued under our two current stock option plans 4 Approve an amendment to our share unit plan Vote on Management For For approving an increase to the maximum number of Kinaxis shares that may be issued under our share unit plan. We can grant RSUs, DSUs and PSUs under our share unit plan 5 Have a say on executive pay This is an advisory vote and Management For For the results are not binding on the board Accept our approach to executive compensation as described in the circular
Page 19 of 37 11-Jul-2021 Investment Company Report
LUNDIN MINING CORPORATION
Security 550372106 Meeting Type Annual Ticker Symbol LUNMF Meeting Date 07-May-2021 ISIN CA5503721063 Agenda 935386107 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Donald K. Charter For For 2 C. Ashley Heppenstall For For 3 Marie Inkster For For 4 Peter C. Jones For For 5 Jack O. Lundin For For 6 Lukas H. Lundin For For 7 Dale C. Peniuk For For 8 Karen P. Poniachik For For 9 Catherine J. G. Stefan For For 2 Appointment of PricewaterhouseCoopers LLP, Chartered Management For For Professional Accountants as auditors of the Corporation for the ensuing year and to authorize the Directors to fix the remuneration paid to the auditors. 3 Considering and, if deemed appropriate, passing, with or Management For For without variation, an ordinary, non-binding resolution, on an advisory basis and not to diminish the role and responsibilities of the Board, to accept the approach to executive compensation disclosed in the Corporation's Management Information Circular. 4 Confirm Amended and Restated By-law No. 1 of the Management For For Corporation in the form of resolution presented in the Corporation's Management Information Circular.
Page 20 of 37 11-Jul-2021 Investment Company Report
MANULIFE FINANCIAL CORPORATION
Security 56501R106 Meeting Type Annual Ticker Symbol MFC Meeting Date 06-May-2021 ISIN CA56501R1064 Agenda 935362157 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Nicole S. Arnaboldi For For 2 Guy L.T. Bainbridge For For 3 Joseph P. Caron For For 4 John M. Cassaday For For 5 Susan F. Dabarno For For 6 Julie E. Dickson For For 7 Sheila S. Fraser For For 8 Roy Gori For For 9 Tsun-yan Hsieh For For 10 Donald R. Lindsay For For 11 John R.V. Palmer For For 12 C. James Prieur For For 13 Andrea S. Rosen For For 14 Leagh E. Turner For For 2 Appointment of Ernst & Young LLP as Auditors Management For For
3 Advisory resolution accepting approach to executive Management For For compensation
Page 21 of 37 11-Jul-2021 Investment Company Report
NATIONAL BANK OF CANADA
Security 633067103 Meeting Type Annual Ticker Symbol NTIOF Meeting Date 23-Apr-2021 ISIN CA6330671034 Agenda 935346521 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Maryse Bertrand For For 2 Pierre Blouin For For 3 Pierre Boivin For For 4 Manon Brouillette For For 5 Yvon Charest For For 6 Patricia Curadeau-Grou For For 7 Laurent Ferreira For For 8 Jean Houde For For 9 Karen Kinsley For For 10 Rebecca McKillican For For 11 Robert Paré For For 12 Lino A. Saputo For For 13 Andrée Savoie For For 14 Macky Tall For For 15 Pierre Thabet For For 16 Louis Vachon For For 2 Advisory resolution to accept the approach taken by the Management For For Bank's Board of Directors with respect to executive compensation The text of the resolution is set out in Section 2 of the Management Proxy Circular. 3 Appointment of Deloitte LLP as independent auditor Management For For
4 Replenishment of the number of Common Shares Management For For reserved for the Bank's Stock Option Plan The text of the resolution is set out in Section 2 of the Management Proxy Circular.
Page 22 of 37 11-Jul-2021 Investment Company Report
NORTHLAND POWER INC.
Security 666511100 Meeting Type Annual and Special Meeting Ticker Symbol NPIFF Meeting Date 19-May-2021 ISIN CA6665111002 Agenda 935413891 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: John W. Brace Management For For
1B Election of Director: Linda L. Bertoldi Management For For
1C Election of Director: Marie Bountrogianni Management For For
1D Election of Director: Lisa Colnett Management For For
1E Election of Director: Russell Goodman Management For For
1F Election of Director: Keith Halbert Management For For
1G Election of Director: Ian Pearce Management For For
1H Election of Director: Kevin Glass Management For For
1I Election of Director: Helen Mallovy Hicks Management For For
02 The reappointment of Ernst & Young LLP as auditors of Management For For the Corporation and authorization of the directors to fix the auditors' remuneration. 03 Resolution to amend the Corporation's articles to Management For For increase the permitted size of the Board from the current range of three to nine directors to a range of three to twelve directors, and to permit the removal of all references to the Class A shares and Class B and C Convertible Shares. 04 Resolution to accept Northland's approach to executive Management For For compensation.
Page 23 of 37 11-Jul-2021 Investment Company Report
OPEN TEXT CORPORATION
Security 683715106 Meeting Type Annual and Special Meeting Ticker Symbol OTEX Meeting Date 14-Sep-2020 ISIN CA6837151068 Agenda 935260810 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 P. Thomas Jenkins For For 2 Mark J. Barrenechea For For 3 Randy Fowlie For For 4 David Fraser For For 5 Gail E. Hamilton For For 6 Robert Hau For For 7 Stephen J. Sadler For For 8 Harmit Singh For For 9 Michael Slaunwhite For For 10 Katharine B. Stevenson For For 11 Deborah Weinstein For For 2 Re-appoint KPMG LLP, Chartered Accountants, as Management For For independent auditors for the Company. 3 The non-binding Say-on-Pay Resolution, the full text of Management For For 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 management proxy circular (the "Circular"). 4 The 2004 Stock Purchase Plan Resolution, the full text is Management For For attached as Schedule "B" to the Circular, with or without variation, to approve the amendment of the Company's 2004 Stock Purchase Plan to reserve for issuance an additional 4,000,000 Common Shares under such Plan, as more particularly described in the Circular. 5 The 2004 Stock Option Plan Resolution, the full text of Management For For which is attached as Schedule "D" to the Circular, with or without variation, to approve the amendment to the Company's 2004 Stock Option Plan to reserve for issuance an additional 6,000,000 Common Shares under such Plan, as more particularly described in the Circular.
Page 24 of 37 11-Jul-2021 Investment Company Report
PARK LAWN CORPORATION
Security 700563208 Meeting Type Annual Ticker Symbol PRRWF Meeting Date 01-Jun-2021 ISIN CA7005632087 Agenda 935415679 - Management
Item Proposal Proposed Vote For/Against by Management
1 Appointment of MNP LLP as Auditor of the Company for Management For For the ensuing year and authorizing the Directors to fix their remuneration. 2 DIRECTOR Management
1 Marilyn Brophy For For 2 Jay D. Dodds For For 3 Amy Freedman For For 4 J. Bradley Green For For 5 Deborah Robinson For For 6 Steven R. Scott For For 7 Paul G. Smith For For 8 John Ward For For
Page 25 of 37 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 26 of 37 11-Jul-2021 Investment Company Report
SHOPIFY INC.
Security 82509L107 Meeting Type Annual and Special Meeting Ticker Symbol SHOP Meeting Date 26-May-2021 ISIN CA82509L1076 Agenda 935411378 - Management
Item Proposal Proposed Vote For/Against by Management
1A Election of Director: Tobias Lütke Management For For
1B Election of Director: Robert Ashe Management For For
1C Election of Director: Gail Goodman Management For For
1D Election of Director: Colleen Johnston Management For For
1E Election of Director: Jeremy Levine Management For For
1F Election of Director: John Phillips Management For For
02 Appointment of the Auditors Resolution approving the re- Management For For appointment of PricewaterhouseCoopers LLP as auditors of Shopify Inc. and authorizing the Board of Directors to fix their remuneration. 03 Approval of Stock Option Plan Resolution approving the Management Against Against second amendment and restatement of Shopify Inc.'s Stock Option Plan and approving all unallocated options under the Stock Option Plan, as amended, all as disclosed in the Management Information Circular for the Meeting. 04 Approval of Long Term Incentive Plan Resolution Management Against Against approving the second amendment and restatement of Shopify Inc.'s Long Term Incentive Plan and approving all unallocated awards under the Long Term Incentive Plan, as amended, all as disclosed in the Management Information Circular for the Meeting. 05 Advisory Vote on Executive Compensation Non-binding Management For For advisory resolution that the shareholders accept Shopify Inc.'s approach to executive compensation as disclosed in the Management Information Circular for the Meeting.
Page 27 of 37 11-Jul-2021 Investment Company Report
SLEEP COUNTRY CANADA HOLDINGS INC.
Security 83125J104 Meeting Type Annual Ticker Symbol SCCAF Meeting Date 11-May-2021 ISIN CA83125J1049 Agenda 935400503 - Management
Item Proposal Proposed Vote For/Against by Management
1 To set the number of Directors at 8. Management For For
2 DIRECTOR Management
1 Christine Magee For For 2 David Friesema For For 3 John Cassaday For For 4 Mandeep Chawla For For 5 Zabeen Hirji For For 6 Andrew Moor For For 7 Stacey Mowbray For For 8 David Shaw For For 3 Appointment of PricewaterhouseCoopers LLP as Management For For Auditors of the Corporation for the ensuing year and authorizing the Directors to fix their remuneration. 4 Approval of the non-binding advisory resolution on the Management For For Company's approach to executive compensation.
Page 28 of 37 11-Jul-2021 Investment Company Report
TC ENERGY CORPORATION
Security 87807B107 Meeting Type Annual Ticker Symbol TRP Meeting Date 07-May-2021 ISIN CA87807B1076 Agenda 935366066 - Management
Item Proposal Proposed Vote For/Against by Management
01 DIRECTOR Management
1 Stéphan Crétier For For 2 Michael R. Culbert For For 3 Susan C. Jones For For 4 Randy Limbacher For For 5 John E. Lowe For For 6 David MacNaughton For For 7 François L. Poirier For For 8 Una Power For For 9 Mary Pat Salomone For For 10 Indira V. Samarasekera For For 11 D. Michael G. Stewart For For 12 Siim A. Vanaselja For For 13 Thierry Vandal For For 02 Resolution to appoint KPMG LLP, Chartered Professional Management For For Accountants as auditors and authorize the directors to fix their remuneration. 03 Resolution to accept TC Energy's approach to executive Management For For compensation, as described in the Management information circular. 4 Resolution to approve amendments to TC Energy's By- Management For For law Number 1, as described in the Management information circular.
Page 29 of 37 11-Jul-2021 Investment Company Report
TELUS INTERNATIONAL (CDA) INC.
Security 87975H100 Meeting Type Annual Ticker Symbol TIXT Meeting Date 27-May-2021 ISIN CA87975H1001 Agenda 935404727 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Olin Anton For For 2 Josh Blair For For 3 Kenneth Cheong For For 4 Doug French For For 5 Tony Geheran For For 6 Stephen Lewis For For 7 Sue Paish For For 8 Jeffrey Puritt For For 2 Appoint Deloitte LLP as auditors for the ensuing year and Management For For authorize directors to fix their remuneration.
Page 30 of 37 11-Jul-2021 Investment Company Report
THE DESCARTES SYSTEMS GROUP INC.
Security 249906108 Meeting Type Annual Ticker Symbol DSGX Meeting Date 03-Jun-2021 ISIN CA2499061083 Agenda 935427131 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Deepak Chopra For For 2 Deborah Close For For 3 Eric Demirian For For 4 Dennis Maple For For 5 Chris Muntwyler For For 6 Jane O'Hagan For For 7 Edward J. Ryan For For 8 John J. Walker For For 2 Appointment of KPMG LLP, Chartered Professional Management For For 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 set out on Management For For page 19 of the Corporation's Management Information Circular dated April 23, 2021.
Page 31 of 37 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 32 of 37 11-Jul-2021 Investment Company Report
TOURMALINE OIL CORP.
Security 89156V106 Meeting Type Annual Ticker Symbol TRMLF Meeting Date 02-Jun-2021 ISIN CA89156V1067 Agenda 935419704 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Michael L. Rose For For 2 Brian G. Robinson For For 3 Jill T. Angevine For For 4 William D. Armstrong For For 5 Lee A. Baker For For 6 John W. Elick For For 7 Andrew B. MacDonald For For 8 Lucy M. Miller For For 9 Janet L. Weiss For For 10 Ronald C. Wigham For For 2 The re-appointment of KPMG LLP, Chartered Management For For Professional Accountants, as auditor of Tourmaline for the ensuing year and to authorize the directors of the Company to fix their remuneration as such.
Page 33 of 37 11-Jul-2021 Investment Company Report
WASTE CONNECTIONS, INC.
Security 94106B101 Meeting Type Annual Ticker Symbol WCN Meeting Date 14-May-2021 ISIN CA94106B1013 Agenda 935371283 - Management
Item Proposal Proposed Vote For/Against by Management
1A. Election of Director to serve for a one year term: Edward Management For For E. "Ned" Guillet 1B. Election of Director to serve for a one year term: Michael Management For For W. Harlan 1C. Election of Director to serve for a one year term: Larry S. Management For For Hughes 1D. Election of Director to serve for a one year term: Management For For Worthing F. Jackman 1E. Election of Director to serve for a one year term: Elise L. Management For For Jordan 1F. Election of Director to serve for a one year term: Susan Management For For "Sue" Lee 1G. Election of Director to serve for a one year term: Ronald Management For For J. Mittelstaedt 1H. Election of Director to serve for a one year term: William Management For For J. Razzouk 2. Say on Pay - Approve, on a non-binding, advisory basis, Management For For the compensation of our named executive officers as disclosed in the proxy statement. 3. Appoint Grant Thornton LLP as the Company's Management For For independent registered public accounting firm until the close of the Company's 2022 Annual Meeting of Shareholders and authorize the Company's Board of Directors to fix the remuneration of the independent registered public accounting firm.
Page 34 of 37 11-Jul-2021 Investment Company Report
WEST FRASER TIMBER CO. LTD.
Security 952845105 Meeting Type Special Ticker Symbol WFTBF Meeting Date 19-Jan-2021 ISIN CA9528451052 Agenda 935319790 - Management
Item Proposal Proposed Vote For/Against by Management
1 The Share Issuance Resolution: to authorize the Management For For issuance by the Company of such number of common shares in the capital of the Company ("West Fraser Shares") as is necessary to acquire 100% of the issued and outstanding common shares in the capital of Norbord Inc. ("Norbord"), pursuant to the arrangement agreement dated November 18, 2020 between the Company and Norbord, as more fully described in the accompanying management information circular, and such Share Issuance Resolution being in the form attached as Appendix A thereto. 2 The Stock Option Plan Amendment Resolution: to amend Management For For the Company's stock option plan (the "Stock Option Plan") to increase the number of West Fraser Shares that may be allotted for issuance pursuant to the exercise of options under the Stock Option Plan by 1,000,000 West Fraser Shares, such amendment to the Stock Option Plan being described in, and such Stock Option Plan Amendment Resolution being in the form attached as Appendix B to, the accompanying management information circular.
Page 35 of 37 11-Jul-2021 Investment Company Report
WEST FRASER TIMBER CO. LTD.
Security 952845105 Meeting Type Annual Ticker Symbol WFG Meeting Date 20-Apr-2021 ISIN CA9528451052 Agenda 935350140 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 Henry H. (Hank) Ketcham For For 2 Reid E. Carter For For 3 Raymond Ferris For For 4 John N. Floren For For 5 Ellis Ketcham Johnson For For 6 Brian G. Kenning For For 7 Marian Lawson For For 8 Colleen McMorrow For For 9 Gerald J.(Gerry) Miller For For 10 Robert L. Phillips For For 11 Janice G. Rennie For For 12 Gillian D. Winckler For For 2 On the resolution to appoint PricewaterhouseCoopers Management For For LLP, Chartered Professional Accountants, as auditor of the Company for the ensuing year at the remuneration to be fixed by the board of directors of the Company. 3 The resolution to accept the Company's approach to Management For For executive compensation, as more particularly described in the information circular for the Meeting.
Page 36 of 37 11-Jul-2021 Investment Company Report
WHEATON PRECIOUS METALS CORP.
Security 962879102 Meeting Type Annual and Special Meeting Ticker Symbol WPM Meeting Date 14-May-2021 ISIN CA9628791027 Agenda 935388353 - Management
Item Proposal Proposed Vote For/Against by Management
1 DIRECTOR Management
1 George L. Brack For For 2 John A. Brough For For 3 R. Peter Gillin For For 4 Chantal Gosselin For For 5 Douglas M. Holtby For For 6 Glenn Ives For For 7 Charles A. Jeannes For For 8 Eduardo Luna For For 9 Marilyn Schonberner For For 10 Randy V.J. Smallwood For For 2 The appointment of Deloitte LLP, Independent Management For For Registered Public Accounting Firm, as auditors for 2021 and to authorize the directors to fix the auditors' remuneration 3 A non-binding advisory resolution on the Company's Management For For approach to executive compensation
Page 37 of 37 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.