2019 Proxy Voting Record July 1 – September 30, 2019 BCI Proxy Voting Record - July 1, 2019 to September 30, 2019 Issuer Ticker Meeting Date Meeting Proponent Proposal Proposal Text Mgmt. BCI's Vote Rationale Type No. Rec. GAIL (India) Limited 532155 01-Jul-19 Special Management 1 Approve Issuance of Bonus Shares For For Nestle India Ltd. 500790 02-Jul-19 Special Management 1 Approve Reappointment and Remuneration of For For Shobinder Duggal as Whole Time Director, Designated as Executive Director-Finance & Control and Chief Financial Officer Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 1 Approve 2018 Audited Consolidated Financial For For Company Limited Statements Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Special Management 1 Amend Articles of Association For For Company Limited Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 2 Approve 2018 Report of the Board of Directors For For Company Limited Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 3 Approve 2018 Report of the Supervisory Committee For For Company Limited Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 4 Approve Final Dividend For For Company Limited Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 5 Approve Deloitte Touche Tohmatsu as Auditor and For Against The auditor's tenure is not disclosed. Company Limited Authorize Board to Fix Their Remuneration Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 6 Authorize Board to Fix Remuneration of Directors, For For Company Limited Supervisors and Senior Management Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 7 Elect Gong Jian Bo as Director For Against We do not support insiders on the board other than Company Limited the CEO and Executive Chair. Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 8 Elect Fu Ming Zhong as Director For Against We are holding the members of the Nomination Company Limited Committee accountable for failing to ensure that all key board committees are fully independent. Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 9 Elect Wang Jin Xia as Director For Against We are holding the members of the Nomination Company Limited Committee accountable for failing to ensure that all key board committees are fully independent. Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 10 Approve Issuance of Equity or Equity-Linked For Against We do not support this general purpose share Company Limited Securities without Preemptive Rights for H Shares issuance due to dilution and as it lacks pre-emptive rights. Shandong Weigao Group Medical Polymer 1066 02-Jul-19 Annual Management 11 Authorize Repurchase of Issued H Share Capital For For Company Limited Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 1 Approve Financial Statements and Statutory For For ecial Reports Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 2 Approve Allocation of Income and Absence of For For ecial Dividends Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 3 Approve Consolidated Financial Statements and For For ecial Statutory Reports Prepared by: Public Markets Sept. 30, 2019 1 BCI Proxy Voting Record - July 1, 2019 to September 30, 2019 Issuer Ticker Meeting Date Meeting Proponent Proposal Proposal Text Mgmt. BCI's Vote Rationale Type No. Rec. Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 4 Approve Auditors' Special Report on Related-Party For For ecial Transactions Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 5 Approve Compensation of Yves Guillemot, For For ecial Chairman and CEO Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 6 Approve Compensation of Claude Guillemot, Vice- For For ecial CEO Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 7 Approve Compensation of Michel Guillemot, Vice- For For ecial CEO Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 8 Approve Compensation of Gerard Guillemot, Vice- For For ecial CEO Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 9 Approve Compensation of Christian Guillemot, Vice- For For ecial CEO Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 10 Approve Remuneration Policy for Chairman and For For ecial CEO Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 11 Approve Remuneration Policy for Vice-CEOs For For ecial Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 12 Reelect Virginie Haas as Director For For ecial Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 13 Reelect Corinne Fernandez-Handelsman as Director For For ecial Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 14 Renew Appointment of KPMG SA as Auditor For For ecial Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 15 Acknowledge End of Mandate of KPMG Audit IS SAS For For ecial as Alternate Auditor and Decision to Neither Replace Nor Renew Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 16 Authorize Repurchase of Up to 10 Percent of Issued For For ecial Share Capital Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 17 Authorize Decrease in Share Capital via Cancellation For For ecial of Repurchased Shares Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 18 Authorize Capitalization of Reserves of Up to EUR For For ecial 10 Million for Bonus Issue or Increase in Par Value Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 19 Authorize Issuance of Equity or Equity-Linked For For ecial Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 1.45 Million Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 20 Authorize Issuance of Equity or Equity-Linked For For ecial Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 850,000 Prepared by: Public Markets Sept. 30, 2019 2 BCI Proxy Voting Record - July 1, 2019 to September 30, 2019 Issuer Ticker Meeting Date Meeting Proponent Proposal Proposal Text Mgmt. BCI's Vote Rationale Type No. Rec. Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 21 Approve Issuance of Equity or Equity-Linked For For ecial Securities for Private Placements, up to Aggregate Nominal Amount of EUR 850,000 Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 22 Authorize Board to Set Issue Price for 10 Percent For For ecial Per Year of Issued Capital Pursuant to Issue Authority without Preemptive Rights Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 23 Authorize Capital Increase of up to 10 Percent of For For ecial Issued Capital for Contributions in Kind Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 24 Authorize Capital Issuances for Use in Employee For For ecial Stock Purchase Plans Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 25 Authorize Capital Issuances for Use in Employee For For ecial Stock Purchase Plans (International Subsidiaries) Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 26 Authorize Capital Issuances for Use in Employee For For ecial Stock Purchase Plans, Reserved for Employees and Corporate Officers of International Subsidiaries (Specific Countries) Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 27 Authorize up to 2 Percent of Issued Capital for Use For For ecial in Restricted Stock Plans Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 28 Set Total Limit for Capital Increase to Result from For For ecial Issuance Requests Under Items 19 to 27 at EUR 4 Million Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 29 Amend Article 8 of Bylaws Re: Employee For For ecial Representative Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 30 Amend Article 14 of Bylaws Re: Auditors For For ecial Ubisoft Entertainment SA UBI 02-Jul-19 Annual/Sp Management 31 Authorize Filing of Required Documents/Other For For ecial Formalities Chongqing Fuling Electric Power Co., Ltd. 600452 03-Jul-19 Special Management 1 Approve Appointment of Financial Auditor For For JD Sports Fashion Plc JD 03-Jul-19 Annual Management 1 Accept Financial Statements and Statutory Reports For For JD Sports Fashion Plc JD 03-Jul-19 Annual Management 2 Approve Remuneration Report For Against We are voting against this advisory vote on executive compensation as the program is structured in a way that does not sufficiently align pay with performance. JD Sports Fashion Plc JD 03-Jul-19 Annual Management 3 Approve Final Dividend For For Prepared by: Public Markets Sept. 30, 2019 3 BCI Proxy Voting Record - July 1, 2019 to September 30, 2019 Issuer Ticker Meeting Date Meeting Proponent Proposal Proposal Text Mgmt. BCI's Vote Rationale Type No. Rec. JD Sports Fashion Plc JD 03-Jul-19 Annual Management 4 Re-elect Peter Cowgill as Director For Against We are not supportive of non-independent directors sitting on key board committees. We are holding the Chair of the Nomination Committee accountable for failing to ensure that all key board committees are fully independent. This director is overboarded. We are holding certain directors accountable for lack of risk oversight that led to major controversies. JD Sports Fashion Plc JD 03-Jul-19 Annual Management 5 Re-elect Neil Greenhalgh as Director For Against We do not support insiders on the board other than the CEO and Executive Chair. JD Sports Fashion Plc JD 03-Jul-19 Annual Management 6 Re-elect Andrew Leslie as Director For Against We are holding certain directors accountable for ratifying what we believe to be problematic compensation issues. JD Sports Fashion Plc JD 03-Jul-19 Annual Management 7 Re-elect Martin Davies as Director For For JD Sports Fashion Plc JD 03-Jul-19 Annual Management 8 Re-elect Heather Jackson as Director For For JD Sports Fashion Plc JD 03-Jul-19 Annual Management 9 Re-elect Kath Smith as Director For For JD Sports Fashion Plc JD 03-Jul-19 Annual Management 10 Re-elect Andrew Rubin as Director For For JD Sports Fashion Plc JD 03-Jul-19 Annual Management 11 Approve Grant of Special Bonus to Peter Cowgill For Against The director remuneration plan does not meet our guidelines.