Schroders Voting, December 2016 - Schroders - Schroders · 5 Appoint Grant Thornton UK LLP as...

SchrodersVoting, December 2016

Schroders is required to publish records of voting in order to achieve compliance with the UK

Stewardship Code. According, voting in accordance with our house policy is set out on the following pages.

Vote Summary Report Reporting Period: 12/01/2016 to 12/31/2016

CNOOC Ltd.

Meeting Date: 12/01/2016 Country: Hong Kong

Meeting Type: Special Ticker: 883

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Non-exempt Continuing Connected Transactions

1

For For Approve Proposed Caps for Each Category of the Non-exempt Continuing Connected

Transactions

2

Hotel Chocolat Group Plc

Meeting Date: 12/01/2016 Country: United Kingdom

Meeting Type: Annual Ticker: HOTC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Accept Financial Statements and Statutory

Reports

For For

For For Approve Remuneration Report 2

For For Elect Andrew Gerrie as Director 3

For For Elect Peter Harris as Director 4

For For Elect Matthew Margereson as Director 5

For For Elect Matthew Pritchard as Director 6

For For Elect Angus Thirlwell as Director 7

For For Elect Sophie Tomkins as Director 8

For For Appoint BDO LLP as Auditors and Authorise

Their Remuneration

9

For For Authorise Issue of Equity with Pre-emptive

Rights

10

For For Authorise Issue of Equity without Pre-emptive

Rights

11

For For Authorise Market Purchase of Ordinary Shares 12


Hyprop Investments Ltd

Meeting Date: 12/01/2016 Country: South Africa

Meeting Type: Annual Ticker: HYP

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory Reports for the Year Ended 30 June 2016

For For

For For Re-elect Pieter Prinsloo as Director 2

For For Re-elect Lindie Engelbrecht as Director 3

For For Re-elect Mike Lewin as Director 4

For For Re-elect Lindie Engelbrecht as Chairperson of the Audit Committee

5.1

For For Re-elect Gavin Tipper as Member of the Audit Committee

5.2

For For Re-elect Thabo Mokgatlha as Member of the Audit Committee

5.3

For For Appoint KPMG as Auditors of the Company with Peter MacDonald as Engagement Partner

6

For For Place Authorised but Unissued Shares under Control of Directors

7

For For Authorise Board to Issue Shares for Cash 8

For For Approve Remuneration Policy 9

For For Authorise Repurchase of Issued Share Capital 1

For For Approve Financial Assistance to Related and Inter-related Parties

2

For For Approve Non-executive Directors' Fees 3.1

For For Approve the Annual Increase Not Exceeding Inflation of Non-executive Directors' Fees

3.2

For For Authorise Ratification of Approved Resolutions 10

Myriad Genetics, Inc.

Meeting Date: 12/01/2016 Country: USA

Meeting Type: Annual Ticker: MYGN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Mark C. Capone For For


Myriad Genetics, Inc. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Director Heiner Dreismann 1.2

Against For Amend Omnibus Stock Plan 2

Voter Rationale: Potential to accelerate vesting

For For Ratify Ernst & Young LLP as Auditors 3

Against For Advisory Vote to Ratify Named Executive

Officers' Compensation

4

Voter Rationale: Pay for performance disconnect

Revolution Bars Group plc


Meeting Type: Annual Ticker: RBG

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports For For


For For Approve Final Dividend 3

For For Re-elect Keith Edelman as Director 4

For For Re-elect Michael Shallow as Director 5

For For Re-elect Mark McQuater as Director 6

For For Elect Chris Chambers as Director 7

For For Reappoint KPMG LLP as Auditors 8

For For Authorise Board to Fix Remuneration of Auditors 9

For For Authorise EU Political Donations and

Expenditure

10


Rights

11


Rights

12


Rights

13


For For Authorise the Company to Call General Meeting

with Two Weeks' Notice

15


Singapore Press Holdings Limited

Meeting Date: 12/01/2016 Country: Singapore

Meeting Type: Annual Ticker: T39

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Adopt Financial Statements and Directors' and Auditors' Reports

For For

For For Approve Final Dividend and Special Dividend 2

For For Elect Lee Boon Yang as Director 3.1

For For Elect Chong Siak Ching as Director 3.2

For For Elect Tan Chin Hwee as Director 3.3

For For Elect Janet Ang Guat Har as Director 3.4

For For Elect Ng Yat Chung as Director 4

For For Approve Directors' Fees 5

For For Approve Auditors and Authorize Board to Fix Their Remuneration

6

For For Approve Issuance of Equity or Equity-Linked Securities with or without Preemptive Rights

7.1

For For Authorize Share Repurchase Program 7.2

For For Adopt SPH Performance Plan 2016 and Approve Grant of Awards and Issuance of Shares Under

the Plan

7.3

For For Adopt New Constitution 7.4

St Ives plc


Meeting Type: Annual Ticker: SIV

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For



For For Reappoint Deloitte LLP as Auditors 4


St Ives plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For Re-elect Matt Armitage as Director 6

For For Re-elect Brad Gray as Director 7

For For Re-elect Mike Butterworth as Director 8

For For Re-elect Ben Gordon as Director 9

For For Elect Nigel Pocklington as Director 10

For For Re-elect Helen Stevenson as Director 11

For For Re-elect Richard Stillwell as Director 12


Rights

13


Rights

14


Rights

15




17

The Brighton Pier Group PLC


Meeting Type: Annual Ticker: PIER

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Accept Financial Statements and Statutory Reports

For For


For For Elect Anne Martin as Director 3

For For Elect Joseph Tager as Director 4

For For Appoint Grant Thornton UK LLP as Auditors 5


For For Authorise Issue of Equity with Pre-emptive Rights

7


The Brighton Pier Group PLC Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


Rights

8

African Rainbow Minerals Ltd


Meeting Type: Annual Ticker: ARI

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Re-elect Frank Abbott as Director For For

For For Re-elect Tom Boardman as Director 2

For For Re-elect Mangisi Gule as Director 3

For For Reappoint Ernst & Young Inc as Auditors of the Company with Lance Tomlinson as the Designated Auditor

4

For For Re-elect Tom Boardman as Member of the Audit and Risk Committee

5.1

Against For Re-elect Frank Abbott as Member of the Audit and Risk Committee

5.2

Voter Rationale: Lack of independent representation on the board/key committees.

For For Re-elect Dr Manana Bakane-Tuoane as Member of the Audit and Risk Committee

5.3

For For Re-elect Anton Botha as Member of the Audit and Risk Committee

5.4

For For Re-elect Alex Maditsi as Member of the Audit and Risk Committee

5.5

For For Re-elect Dr Rejoice Simelane as Member of the Audit and Risk Committee

5.6

Against For Approve Remuneration Policy 6

Voter Rationale: Lack of disclosure around bonus targets.

For For Approve Increase in the Annual Retainer Fees

for Non-executive Directors

7

For For Approve Increase in Committee Attendance

Fees for Non-executive Directors

8

DFS Furniture plc


Meeting Type: Annual Ticker: DFS


DFS Furniture plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For



For For Re-elect Richard Baker as Director 4

For For Re-elect Ian Filby as Director 5

For For Elect Nicola Bancroft as Director 6

For For Re-elect Luke Mayhew as Director 7

For For Re-elect Gwyn Burr as Director 8

For For Re-elect Julie Southern as Director 9


For For Authorise the Audit Committee to Fix

Remuneration of Auditors

11


Rights

12


Rights

13


Rights

14


For For Authorise the Company to Call EGM with Two

Weeks' Notice

16


Expenditure

17

Earthport plc


Meeting Type: Annual Ticker: EPO

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For Against

Voter Rationale: One off retention payment to CEO with no performance targets.


Earthport plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Re-elect Hank Uberoi as Director 2

For For Re-elect Vinode Ramgopal as Director 3

For For Elect Simon Adamiyatt as Director 4

For For Elect John McCoy as Director 5

For For Reappoint RSM UK Audit LLP as Auditors and

Authorise Their Remuneration

6


Rights

7


Rights

8

Performance Food Group Co.


Meeting Type: Annual Ticker: PFGC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director George L. Holm For Withhold

Voter Rationale: Board adopted adverse charter and bylaw provisions and has not submitted the provisions to the vote.

Withhold For Elect Director Arthur B. Winkleblack 1.2


Withhold For Elect Director John J. Zillmer 1.3


For For Ratify Deloitte & Touche LLP as Auditors 2

For For Advisory Vote to Ratify Named Executive Officers' Compensation

3

One Year One Year Advisory Vote on Say on Pay Frequency 4

President Energy plc


Meeting Type: Special Ticker: PPC


President Energy plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Authorise Issue of Equity Pursuant to the Placing, Subscription and the Loan Restructuring

For For

For For Authorise Issue of Equity without Pre-emptive Rights Pursuant to the Placing, Subscription and the Loan Restructuring

2


Rights

3


Rights

4

PT Indocement Tunggal Prakarsa Tbk

Meeting Date: 12/02/2016 Country: Indonesia

Meeting Type: Special Ticker: INTP

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Director and Commissioners For For

Severstal PJSC

Meeting Date: 12/02/2016 Country: Russia

Meeting Type: Special Ticker: SVST

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Interim Dividends for First Nine Months

of Fiscal 2016

For For

Severstal PJSC


Meeting Type: Special Ticker: SVST


Severstal PJSC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


of Fiscal 2016

For For

Banco BTG Pactual SA

Meeting Date: 12/05/2016 Country: Brazil

Meeting Type: Special Ticker: BBTG11

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1.1 Ratify Board Composition and Elect Marcelo Kalim as Chairman of the Board

For For

For For Amend Article Re: CEO 1.2

For For Elect Guillermo Ortiz Martinez as Director 2

For For Amend Article 5 to Reflect Changes in Capital 3

For For Eliminate Class C, Class D and Class E Preferred Shares and Remove Article 58 of the Company's

Bylaws

4

For For Amend Article 14 5

For For Amend Articles 29 and 31 6

For For Consolidate Bylaws 7

Cashbuild Limited


Meeting Type: Annual Ticker: CSB

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Accept Auditors' Report For For

For For Accept Financial Statements and Statutory

Reports for the Year Ended 30 June 2016

2

For For Re-elect Hester Hickey as Director 3


Cashbuild Limited Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Re-elect Dr Simo Lushaba as Director 4

For For Reappoint PricewaterhouseCoopers Inc as Auditors of the Company with I Buys as the Audit Partner

5

For For Re-elect Nomahlubi Simamane as Member of

the Audit and Risk Committee

6.1

For For Re-elect Dr Simo Lushaba as Member of the

Audit and Risk Committee

6.2

For For Re-elect Hester Hickey as Member of the Audit

and Risk Committee

6.3


For For Approve Remuneration of Non-Executive

Directors

8

For For Approve Financial Assistance in Terms of

Section 45 of the Companies Act

9

For For Amend Memorandum of Incorporation 10

Coloplast A/S

Meeting Date: 12/05/2016 Country: Denmark

Meeting Type: Annual Ticker: COLO B

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


For For

For For Approve Allocation of Income 3

For For Approve Creation of DKK 15 Million Pool of Capital without Preemptive Rights

4.1

For For Approve Remuneration of Directors 4.2

For For Approve Guidelines for Incentive-Based Compensation for Executive Management and Board

4.3

For For Authorize Share Repurchase Program 4.4

For For Reelect Michael Rasmussen (Chairman) as Director

5.1

For For Reelect Niels Louis-Hansen (Vice Chairman) as Director

5.2

For For Reelect Per Magid as Director 5.3


Coloplast A/S Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Reelect Birgitte Nielsen as Director 5.4

For For Reelect Jette Nygaard-Andersen as Director 5.5

For For Reelect Brian Petersen as Director 5.6

For For Reelect Jorgen Tang-Jensen as Director 5.7

For For Ratify PricewaterhouseCoopers as Auditors 6

GO UCITS ETF Solutions plc - ETFS Longer Dated All Commodities GO UCITS ETF

Meeting Date: 12/05/2016 Country: Ireland

Meeting Type: Annual Ticker: COMF

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Jason Kennard as a Director For For

For For Ratify KPMG as Auditors 2

For For Authorize Board to Fix Remuneration of Auditors 3

GO UCITS ETF Solutions plc - ETFS Russell 2000 US Small Cap GO UCITS ETF


Meeting Type: Annual Ticker: N/A

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Jason Kennard as a Director For For

For For Ratify KPMG as Auditors 2


Independent News & Media plc


Meeting Type: Special Ticker: IPDC


Independent News & Media plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve the Capital Reduction For For

For For Approve Cancellation of Authorised Deferred

Share Capital

2

Lukoil PJSC


Meeting Type: Special Ticker: LKOH

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Interim Dividends for First Nine Months of Fiscal 2016

For For

For For Approve Remuneration of Directors 2

Regus plc


Meeting Type: Special Ticker: RGU

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Introduction of a New Jersey

Incorporated Holding Company

For For

For For Adopt New Articles of Association 2

For For Approve Reduction of Share Premium Account 3

For For Approve Share Option Plan 4

For For Approve Deferred Share Bonus Plan 5

For For Approve Performance Share Plan 6

For For Approve Co-Investment Plan 7



8

For For Amend Articles of Association 9


Regus plc


Meeting Type: Court Ticker: RGU

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Scheme of Arrangement For For

SQN Asset Finance Income Fund Ltd

Meeting Date: 12/05/2016 Country: Guernsey

Meeting Type: Special Ticker: SQN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Issuance of C Shares without

Pre-emptive Rights in Connection with the Issue

For For

SVG Capital plc


Meeting Type: Special Ticker: SVI

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Investment Objective and Policy For For

For For Authorise Market Purchase of Ordinary Shares Pursuant to the Tender Offer

2

Technip

Meeting Date: 12/05/2016 Country: France

Meeting Type: Special Ticker: TEC


Technip

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Merger by Absorption of the Company

by TechnipFMC

For For

For For Remove Double-Voting Rights for Long-Term

Registered Shareholders

2

For For Authorize Dissolution Without Liquidation of the

Company

3

For For Authorize Filing of Required Documents/Other

Formalities

4

Aspen Pharmacare Holdings Ltd


Meeting Type: Annual Ticker: APN

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory Reports for the Year Ended 30 June 2016

For For

For For Receive and Note the Social & Ethics Committee Report

2

For For Re-elect John Buchanan as Director 3a

For For Re-elect Maureen Manyama as Director 3b

For For Elect Babalwa Ngonyama as Director 3c

For For Re-elect David Redfern as Director 3d

For For Re-elect Sindi Zilwa as Director 3e

For For Reappoint PricewaterhouseCoopers Inc as Auditors of the Company with Tanya Rae as the

Individual Registered Auditor

4

For For Re-elect Roy Andersen as Member of the Audit and Risk Committee

5a

For For Re-elect John Buchanan as Member of the Audit and Risk Committee

5b

For For Re-elect Maureen Manyama as Member of the Audit and Risk Committee

5c

For For Elect Babalwa Ngonyama as Member of the Audit and Risk Committee

5d

For For Re-elect Sindi Zilwa as Member of the Audit and Risk Committee

5e


Aspen Pharmacare Holdings Ltd Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Place Authorised but Unissued Shares under

Control of Directors

6

For For Authorise Board to Issue Shares for Cash 7



For For Approve Remuneration of Board Chairman 1.1a

For For Approve Remuneration of Board Members 1.1b

For For Approve Remuneration of Audit & Risk

Committee Chairman

1.2a

For For Approve Remuneration of Audit & Risk

Committee Members

1.2b

For For Approve Remuneration of Remuneration &

Nomination Committee Chairman

1.3a

For For Approve Remuneration of Remuneration &

Nomination Committee Members

1.3b

For For Approve Remuneration of Social & Ethics

Committee Chairman

1.4a

For For Approve Remuneration of Social & Ethics

Committee Members

1.4b

For For Approve Financial Assistance to Related or

Inter-related Company

2


Christian Dior


Meeting Type: Annual/Special Ticker: CDI

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Financial Statements and Statutory Reports

For For

For For Approve Consolidated Financial Statements and Statutory Reports

2

Against For Approve Auditors' Special Report on Related-Party Transactions

3

Voter Rationale: Lack of disclosure on price-setting process.

For For Approve Allocation of Income and Dividends of EUR 3.55 per Share

4


Christian Dior Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against For Ratify Appointment of Denis Dalibot as Director 5

Voter Rationale: Lack of independence on board.

Against For Reelect Denis Dalibot as Director 6

Voter Rationale: Lack of independence on board.

For For Reelect Renaud Donnedieu de Vabres as Director

7

For For Reelect Segolene Gallienne as Director 8

Against For Reelect Christian de Labriffe as Director 9

Voter Rationale: Non-independent chair of the audit committee.

Against For Advisory Vote on Compensation of Bernard

Arnault, Chairman

10

Voter Rationale: Lack of disclosure.

Against For Advisory Vote on Compensation of Sidney

Toledano, CEO

11


For For Authorize Repurchase of Up to 10 Percent of Issued Share Capital

12

Against For Authorize Capitalization of Reserves of Up to EUR 80 Million for Bonus Issue or Increase in

Par Value

13

Voter Rationale: Could be used for anti-takeover purposes

For For Authorize Decrease in Share Capital via

Cancellation of Repurchased Shares

14

For For Authorize Issuance of Equity or Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 80 Million

15

Against For Authorize Issuance of Equity or Equity-Linked Securities without Preemptive Rights up to Aggregate Nominal Amount of EUR 80 Million

16

Voter Rationale: Concerns of excessive dilution to existing shareholders as the stock that could be issued represents more than 10% of the current outstanding shares.

Against For Approve Issuance of Equity or Equity-Linked Securities for up to 20 Percent of Issued Capital Per Year for Private Placements, up to Aggregate Nominal Amount of EUR 80 Million

17


Against For Authorize Board to Set Issue Price for 10 Percent Per Year of Issued Capital Pursuant to

Issue Authority without Preemptive Rights

18



Christian Dior Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against For Authorize Board to Increase Capital in the Event of Additional Demand Related to Delegation Submitted to Shareholder Vote Above

19

Voter Rationale: Not in all shareholders' interests

Against For Authorize Capital Increase of Up to EUR 80

Million for Future Exchange Offers

20

Voter Rationale: Exceeds the guidelines for the maximum discount allowed.

For For Authorize Capital Increase of up to 10 Percent of Issued Capital for Contributions in Kind

21

For For Authorize up to 1 Percent of Issued Capital for Use in Stock Option Plans

22

For For Authorize Capital Issuances for Use in Employee Stock Purchase Plans

23

For For Set Total Limit for Capital Increase to Result from All Issuance Requests at EUR 80 Million

24

OSI Systems, Inc.


Meeting Type: Annual Ticker: OSIS

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Deepak Chopra For For

For For Elect Director Ajay Mehra 1.2

For For Elect Director Steven C. Good 1.3

For For Elect Director Meyer Luskin 1.4

For For Elect Director William F. Ballhaus 1.5

For For Elect Director James B. Hawkins 1.6

For For Elect Director Gerald Chizever 1.7

For For Ratify Moss Adams LLP as Auditors 2

For For Amend Qualified Employee Stock Purchase Plan 3

For For Advisory Vote to Ratify Named Executive


4


Transocean Partners LLC

Meeting Date: 12/06/2016 Country: Marshall Isl

Meeting Type: Special Ticker: RIGP

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Merger Agreement For For

Unibet Group PLC

Meeting Date: 12/06/2016 Country: Malta

Meeting Type: Special Ticker: UNIB SDB

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Change of Company Name and

Amendment in Bylaws

For For

Barry Callebaut AG

Meeting Date: 12/07/2016 Country: Switzerland

Meeting Type: Annual Ticker: BARN

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

3.1 Accept Annual Report For For

Against For Approve Remuneration Report 3.2

Voter Rationale: Performance targets attached to the LTIP may not be sufficiently aligned with long-term shareholder value.

For For Accept Financial Statements and Consolidated

Financial Statements

3.3

For For Approve Transfer of CHF 23 Million from Capital

Contribution Reserves to Free Reserves

4.1

For For Approve Dividends of CHF 4.19 per Share 4.2

For For Approve Allocation of Income 4.3

For For Approve CHF 62.1 Million Reduction in Share Capital via Reduction of Nominal Value and Repayment of CHF 11.31 per Share

4.4


Barry Callebaut AG Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Discharge of Board and Senior

Management

5

For For Elect Patrick De Maeseneire as Director 6.1.1

For For Elect Fernando Aguirre as Director 6.1.2

For For Elect Jakob Baer as Director 6.1.3

For For Elect James Lloyd Donald as Director 6.1.4

Against For Elect Nicolas Jacobs as Director 6.1.5

Voter Rationale: Lack of independence on the audit committee.

For For Elect Wai Ling Liu as Director 6.1.6

For For Elect Timothy E. Minges as Director 6.1.7

Against For Elect Andreas Schmid as Director 6.1.8

Voter Rationale: Lack of independence on the audit committee.

For For Elect Juergen B. Steinemann as Director 6.1.9

For For Elect Patrick De Maeseneire as Board Chairman 6.2

For For Appoint James Lloyd Donald as Member of the Compensation Committee

6.3.1

For For Appoint Fernando Aguirre as Member of the Compensation Committee

6.3.2

For For Appoint Wai Ling Liu as Member of the Compensation Committee

6.3.3

Against For Appoint Juergen B. Steinemann as Member of the Compensation Committee

6.3.4

Voter Rationale: Lack of independent representation on a key committees.

For For Designate Andreas G. Keller as Independent

Proxy

6.4

For For Ratify KPMG AG as Auditors 6.5

For For Approve Maximum Remuneration of Board of

Directors in the Amount of CHF 2.2 Million

7.1

For For Approve Maximum Fixed Remuneration of Executive Committee in the Amount of CHF 6.3 Million

7.2

For For Approve Variable Remuneration of Executive

Committee in the Amount of CHF 16.5 Million

7.3

Against For Transact Other Business (Voting) 8

Voter Rationale: Other business not disclosed.


Better Capital PCC Ltd.


Meeting Type: Special Ticker: BC12

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Conversion of 2009 Shares to Redeemable Shares

For For

For For Approve the Buyback Proposal 2

For For Amend Memorandum of Incorporation 3

For For Adopt New Articles of Incorporation 4

Better Capital PCC Ltd.


Meeting Type: Special Ticker: BC12

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve the Redemption Share Proposal For For

For For Adopt New Articles of Incorporation 2

Bioventix plc


Meeting Type: Annual Ticker: BVXP

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

For For Reappoint James Cowper LLP as Auditors and Authorise Their Remuneration

2

For For Re-elect Peter Harrison as Director 3


4


Bioventix plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against For Authorise Issue of Equity without Pre-emptive

Rights

5

Voter Rationale: Excessive dilution.


Corporacion Moctezuma S.A.B de C.V.

Meeting Date: 12/07/2016 Country: Mexico

Meeting Type: Special Ticker: CMOCTEZ *

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Cash Dividends of MXN 2.50 Per Share from Retained Earnings from Fiscal Year Ended

2015

For For

For For Appoint Legal Representatives 2

First Gulf Bank PJSC

Meeting Date: 12/07/2016 Country: United Arab Emirates

Meeting Type: Special Ticker: FGB

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Issuance of 1.254 New NBAD Share for Every 1 Share in FGB in Connection with The Merger

For For

For For Approve Merger Agreement Between First Gulf

Bank and National Bank of Abu Dhabi

2

For For Approve Resolutions Adopted by the

Shareholders of NBAD Re: The Merger

3

For For Approve Dissolution of the Company Subject to

The Merger

4

For For Authorize Board to Ratify and Execute Approved

Resolutions

5


Greencore Group plc


Meeting Type: Special Ticker: GNC

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Acquisition of CB-Peacock Holdings, Inc.

For For

For For Approve Increase in Authorised Share Capital 2

For For Authorise Issue of Equity in Connection with the Acquisition

3

For For Authorise Issue of Equity without Pre-emptive Rights in Connection with the Acquisition

4

For For Approve Reduction of Share Premium Account 5

JRP Group plc


Meeting Type: Special Ticker: JRG

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Authorise EU Political Donations and

Expenditure

For For


Rights

2


Rights

3


Rights

4


KGHM Polska Miedz S.A.

Meeting Date: 12/07/2016 Country: Poland

Meeting Type: Special Ticker: KGH


KGHM Polska Miedz S.A.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

2 Elect Meeting Chairman For For

For For Approve Agenda of Meeting 4

Against None Recall Supervisory Board Member 5.1

Voter Rationale: Lack of disclosure

Against None Elect Supervisory Board Member 5.2


Against None Approve Remuneration Policy for Management Board Members

6


Against None Approve Remuneration Policy for Supervisory

Board Members

7


Mexichem S.A.B. de C.V.


Meeting Type: Special Ticker: MEXCHEM *

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Cash Dividends of USD 105 Million For For

For For Approve Stock Dividend at a Rate of 0.025

Shares per Share

2


Resolutions

3

National Bank of Abu Dhabi

Meeting Date: 12/07/2016 Country: United Arab Emirates

Meeting Type: Special Ticker: NBAD


National Bank of Abu Dhabi

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Merer Agreement to be Effected through the Issuance of 1.254 New NBAD Shares for Every 1 Share in FGB in Connection

with The Merger

For For

For For Approve Merger Agreement Between National

Bank of Abu Dhabi and FGB

2

For For Approve Increase in Share Capital from AED 5.254 Billion up to AED 10.897 Billion Subject to the Terms and Conditions of the Merger

3.a

For For Amend Article 1 of Association to Include New

Definitions Re: Transaction, Related Party

3.b

For For Amend Article 6 of Bylaws to Reflect Changes in Capital, Subject to the Terms and Conditions of the Merger

3.c

For For Amend Article 17 of Bylaws Re: Board Size,

Board Requirements and Cumulative Voting

3.d

For For Amend Article 18 of Bylaws Re: Corporate

Governance Regulations

3.e

For For Amend Article 58 of Bylaws Re: Related Party

Transactions

3.f

For For Elect Tahnoon Al Nahyan as Director 4.1

For For Elect Nasser Al Suwaidi as Director 4.2

For For Elect Mohammed Al Nahyan as Director 4.3

For For Elect Khaldoon Al Mubarak as Director 4.4

For For Elect Ahmed Al Dhaheri as Director 4.5

For For Elect Mohammed Al Romaithi as Director 4.6

For For Elect Khalifa Al Suwaidi as Director 4.7

For For Elect Jassem Al Sadeeqi as Director 4.8

For For Elect Mohammed Al Suwaidi as Director 4.9


Resolutions

5

Noevir Holdings Co., Ltd.

Meeting Date: 12/07/2016 Country: Japan

Meeting Type: Annual Ticker: 4928


Noevir Holdings Co., Ltd.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Okura, Hiroshi For For

For For Elect Director Okura, Takashi 1.2

For For Elect Director Yoshida, Ikko 1.3

For For Elect Director Kaiden, Yasuo 1.4

For For Elect Director Nakano, Masataka 1.5

For For Elect Director Tanaka, Sanae 1.6

For For Elect Director Kikuma, Yukino 1.7

Banco BTG Pactual SA


Meeting Type: Special Ticker: BBTG11

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Guillermo Ortiz Martinez as Director For For

First NBC Bank Holding Company


Meeting Type: Annual Ticker: FNBC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director William D. Aaron, Jr. For For

For For Elect Director William M. Carrouche 1.2

For For Elect Director Leander J. Foley, III 1.3

For For Elect Director John F. French 1.4

For For Elect Director Leon L. Giorgio, Jr. 1.5

For For Elect Director Shivan Govindan 1.6

For For Elect Director L. Blake Jones 1.7


First NBC Bank Holding Company Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Director Louis V. Lauricella 1.8

For For Elect Director Mark G. Merlo 1.9

For For Elect Director Ashton J. Ryan, Jr. 1.10

For For Elect Director Charles C. Teamer 1.11

For For Elect Director Joseph F. Toomy 1.12

Magnit PJSC


Meeting Type: Special Ticker: MGNT

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


For For

For For Approve Early Termination of Powers of Audit Commission

2

For For Elect Roman Efimenko as Member of Audit Commission

3.1

For For Elect Anzhela Udovichenko as Member of Audit Commission

3.2

For For Elect Lyubov Shaguch as Member of Audit Commission

3.3

For For Approve Large-Scale Related-Party Transaction Re: Loan Agreement

4.1

For For Approve Large-Scale Related-Party Transaction Re: Guarantee Agreement

4.2

MJ Gleeson plc


Meeting Type: Annual Ticker: GLE

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


Reports For For


MJ Gleeson plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For Re-elect Stefan Allanson as Director 3

For For Re-elect Dermot Gleeson as Director 4

For For Re-elect Jolyon Harrison as Director 5

For For Re-elect James Ancell as Director 6

For For Re-elect Christopher Mills as Director 7

For For Re-elect Colin Dearlove as Director 8

For For Appoint PricewaterhouseCoopers LLP as

Auditors

9




For For Approve Annual and Deferred Bonus Plan 13

For For Approve Long-Term Incentive Plan 14


Rights

15


Rights

16


Rights

17




19

Palo Alto Networks, Inc.


Meeting Type: Annual Ticker: PANW

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1a Elect Director Mark D. McLaughlin For For

For For Elect Director Asheem Chandna 1b

For For Elect Director James J. Goetz 1c



Palo Alto Networks, Inc. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction



3


PAREXEL International Corporation


Meeting Type: Annual Ticker: PRXL

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1.1 Elect Director A. Dana Callow, Jr. For For

For For Elect Director Christopher J. Lindop 1.2

For For Elect Director Josef H. von Rickenbach 1.3


2


Romgaz SA

Meeting Date: 12/08/2016 Country: Romania

Meeting Type: Special Ticker: SNG

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Documentation Prepared to Obtain

Ownership Certificate for Real Estate

For For

For For Approve Conclusion of Legal Consultancy

Contract

2

For For Approve Record Date for Effectiveness of This

Meeting's Resolutions

3


Formalities

4


Romgaz SA



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Reduction in Capital of AGRI LNG Project Company SRL

For For

For For Amend Article 7 of AGRI LNG Project Company SRL's Bylaws

2

For For Amend Amended Set of Bylaws of AGRI LNG Project Company SRL

3

For For Empower Individual to Sign Amended Bylaws of AGRI LNG Project Company SRL and Complete

any Necessary Formalities

4

For For Approve Record Date for Effectiveness of This Meeting's Resolutions

5

For For Authorize Filing of Required Documents/Other Formalities

6

Softcat PLC


Meeting Type: Annual Ticker: SCT

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For




For For Approve Special Dividend 5

For For Elect Brian Wallace as Director 6

For For Elect Martin Hellawell as Director 7

For For Elect Graham Charlton as Director 8

For For Elect Lee Ginsberg as Director 9

For For Elect Peter Ventress as Director 10

For For Elect Vin Murria as Director 11


Softcat PLC Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Appoint Ernst & Young LLP as Auditors 12



Expenditure

14


Rights

15


Rights

16


Rights

17



18

Associated British Foods plc


Meeting Type: Annual Ticker: ABF

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


For For

Against For Approve Remuneration Report 2





For For Re-elect Emma Adamo as Director 5

For For Re-elect John Bason as Director 6

For For Re-elect Ruth Cairnie as Director 7

For For Re-elect Timothy Clarke as Director 8

For For Re-elect Javier Ferran as Director 9

For For Re-elect Wolfhart Hauser as Director 10

For For Elect Richard Reid as Director 11

For For Re-elect Charles Sinclair as Director 12


Associated British Foods plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Re-elect George Weston as Director 13

For For Reappoint Ernst & Young LLP as Auditors 14



15


Rights

16


Rights

17



18

For For Approve 2016 Long Term Incentive Plan 19

JBS S.A.


Meeting Type: Special Ticker: JBSS3

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Ratify Apsis Consultoria Empresarial Ltda. as the Independent Firm to Appraise Proposed Transactions

For For

For For Ratify Acquisition of Comercio e Industria de Massas Alimenticias Mssa Leve Ltda. (Participacao Societaria)

2

For For Approve Independent Firm's Appraisal 3

For For Ratify Election of Directors 4

For For Elect Fiscal Council Member and Alternate 5

For For Elect Director 6

Korea District Heating Corp.

Meeting Date: 12/09/2016 Country: South Korea

Meeting Type: Special Ticker: A071320


Korea District Heating Corp.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.2 Elect Jang Jin-young as Outside Director For For

Medtronic plc


Meeting Type: Annual Ticker: MDT

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1a Elect Director Richard H. Anderson For For

For For Elect Director Craig Arnold 1b

For For Elect Director Scott C. Donnelly 1c

For For Elect Director Randall J. Hogan, III 1d

For For Elect Director Omar Ishrak 1e

For For Elect Director Shirley Ann Jackson 1f

For For Elect Director Michael O. Leavitt 1g

For For Elect Director James T. Lenehan 1h

For For Elect Director Elizabeth G. Nabel 1i

For For Elect Director Denise M. O'Leary 1j

For For Elect Director Kendall J. Powell 1k

For For Elect Director Robert C. Pozen 1l

For For Elect Director Preetha Reddy 1m

For For Ratify PricewaterhouseCoopers LLP as Auditors 2


3

For For Provide Proxy Access Right 4

For For Amend Articles of Association 5a

For For Amend Memorandum of Association 5b

For For Amend Articles to Clarify the Board's Sole Authority to Determine its Size Within the Fixed

Limits

6


MegaFon PJSC


Meeting Type: Special Ticker: MFON

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

MY E.G. Services Berhad

Meeting Date: 12/09/2016 Country: Malaysia

Meeting Type: Annual Ticker: MYEG

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Final Dividend For For


For For Elect Munir Shah Bin Raja Mustapha as Director 3

For For Elect Ng Fook Ai, Victor as Director 4

For For Elect Muhammad Rais Bin Abdul Karim as

Director

5

For For Approve Crowe Horwath as Auditors and

Authorize Board to Fix Their Remuneration

6

For For Approve Mohd Jimmy Wong Bin Abdullah to Continue Office as Independent Non-Executive Director

7

For For Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

8

For For Authorize Share Repurchase Program 9



Meeting Date: 12/09/2016 Country: Malaysia

Meeting Type: Special Ticker: MYEG



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Bonus Issue For For

Spur Corporation Ltd


Meeting Type: Annual Ticker: SUR

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1.1 Re-elect Keith Getz as Director For For

For For Re-elect Dean Hyde as Director 1.2

For For Re-elect Keith Madders as Director 1.3

For For Reappoint KPMG Inc as Auditors of the Company with Bronvin Heuvel as the Individual Designated Auditor and Authorise Their Remuneration

2

For For Re-elect Dean Hyde as Chairman of the Audit Committee

3.1

For For Re-elect Dineo Molefe as Member of the Audit Committee

3.2

For For Re-elect Muzi Kuzwayo as Member of the Audit Committee

3.3

For For Re-elect Mntungwa Morojele as Member of the Audit Committee

3.4



For For Approve Financial Assistance to Related or Inter-related Company

2

Thor Industries, Inc.


Meeting Type: Annual Ticker: THO


Thor Industries, Inc.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Peter B. Orthwein For For

For For Elect Director Robert W. Martin 1.2

For For Elect Director James L. Ziemer 1.3

For For Ratify Deloitte & Touche LLP as Auditors 2



3

For For Approve Omnibus Stock Plan 4

Westpac Banking Corporation

Meeting Date: 12/09/2016 Country: Australia

Meeting Type: Annual Ticker: WBC

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2 Approve the Remuneration Report For For

For For Approve the Grant of Equity Awards to Brian Hartzer, Managing Director and Chief Executive

Officer of the Company

3

For For Elect Ewen Crouch as Director 4a

For For Elect Peter Marriott as Director 4b

Oil & Natural Gas Corporation Ltd.

Meeting Date: 12/10/2016 Country: India

Meeting Type: Special Ticker: ONGC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Authorize Capitalization of Reserves for Bonus

Issue

For For


Vedanta Ltd.


Meeting Type: Special Ticker: VEDL

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Vedanta Limited Employees Stock Option Scheme - 2016 (ESOS)

For For

For For Approve Vedanta Limited Employees Stock Option Scheme - 2016 to Employees of the

Holding/Subsidiary Company(ies)

2

For For Authorize Vedanta ESOS Trust for Secondary Acquisition

3

Ambu A/S

Meeting Date: 12/12/2016 Country: Denmark

Meeting Type: Annual Ticker: AMBU B

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For

For For Approve Allocation of Income and Dividends of

DKK 1.55 Per Share

3


For For Amend Articles Re: Registration of A Shares with VP Securities and Cancellation of Existing A Share Certificates

5

For For Reelect Jens Bager (Chairman) as Director 6

For For Reelect Mikael Worning (Vice Chairman) as

Director

7

For For Reelect Oliver Johansen as Director 8a

For For Reelect Allan Søgaard Larsen as Director 8b

For For Reelect Christian Sagild as Director 8c

For For Reelect Henrik Ehlers Wulff as Director 8d

For For Ratify PricewaterhouseCoopers as Auditors 9

For For Authorize Editorial Changes to Adopted Resolutions in Connection with Registration with Danish Authorities

10


Cisco Systems, Inc.


Meeting Type: Annual Ticker: CSCO

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1a Elect Director Carol A. Bartz For For

For For Elect Director M. Michele Burns 1b

For For Elect Director Michael D. Capellas 1c

For For Elect Director John T. Chambers 1d

For For Elect Director Amy L. Chang 1e

For For Elect Director John L. Hennessy 1f

For For Elect Director Kristina M. Johnson 1g

For For Elect Director Roderick C. McGeary 1h

For For Elect Director Charles H. Robbins 1i

For For Elect Director Arun Sarin 1j

Against For Elect Director Steven M. West 1k

Voter Rationale: Concerns about lack of independence on the audit committee.



2

For For Ratify PricewaterhouseCoopers LLP as Auditors 3

For Against Report on Lobbying Payments and Policy 4

Voter Rationale: This is material information for shareholders and they would benefit from greater transparency in order to assess risks and opportunities to these activities.

Against Against Report on Arab and non-Arab Employees using EEO-1 Categories

5

Against Against Establish Board Committee on Operations in Israeli Settlements

6

Itausa, Investimentos Itau S.A.


Meeting Type: Special Ticker: ITSA4


Itausa, Investimentos Itau S.A.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Dismiss Director and Alternate Director

Appointed by Minority Shareholder

None For

For None Elect Walter Mendes de Oliveira Filho as

Director Appointed by Minority Shareholder

2.1

For None Elect Henrique Andrade Trinckquel Filho as Alternate Director Appointed by Minority Shareholder

2.2

Kernel Holding S.A.

Meeting Date: 12/12/2016 Country: Luxembourg

Meeting Type: Annual Ticker: KER

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Receive and Approve Board's and Auditor's Reports

For For

For For Approve Consolidated Financial Statements and Statutory Reports

2

For For Approve Financial Statements 3

For For Approve Allocation of Income and Payment of Dividends of USD 0.25 per Share

4

For For Approve Discharge of Directors 5

For For Reelect Andrzej Danilczuk as Director 6

For For Approve Resignation of Ton Schurink as Director 7

For For Reelect Nathalie Bachich as Director 8

For For Reelect Sergei Shibaev as Director 9

For For Reelect Anastasiia Usachova as Director 10

For For Reelect Viktoriia Lukianenko as Director 11

For For Reelect Yuriy Kovalchuk as Director 12

For For Reelect Kostiantyn Lytvynskyi as Director 13

For For Approve Remuneration of Independent Directors

14

For For Approve Director Fees for Executive Directors 15


Kernel Holding S.A. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Discharge of Auditors 16

For For Renew Appointment of Deloitte as Auditor 17

Light S.A.


Meeting Type: Special Ticker: LIGT3

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Ratify Financial Statements and Statutory Reports for Fiscal Year Ended Dec. 31, 2015

For For

Aryzta AG


Meeting Type: Annual Ticker: ARYN

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Share Re-registration Consent For For

Aryzta AG


Meeting Type: Annual Ticker: ARYN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Accept Financial Statements and Statutory Reports

For For

For For Approve Remuneration Report 1.2

For For Approve Allocation of Income 2.1

For For Approve Dividends of CHF 0.57 per Share from Capital Contribution Reserves

2.2


Aryzta AG Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Discharge of Board and Senior

Management

3

For For Elect Gary McGann as Director and Chairman 4.1.1

For For Elect Charles Adair as Director 4.1.2

For For Reelect Dan Flinter as Director 4.1.3

For For Reelect Annette Flynn as Director 4.1.4

For For Reelect Owen Killian as Director 4.1.5

For For Reelect Andrew Morgan as Director 4.1.6

For For Reelect Wolfgang Werle as Director 4.1.7

For For Elect Rolf Watter as Director 4.1.8

For For Appoint Charles Adair as Member of the

Compensation Committee

4.2.1

For For Appoint Gary McGann as Member of the


4.2.2

For For Appoint Rolf Watter as Member of the


4.2.3

For For Ratify PricewaterhouseCoopers AG as Auditors 4.3

For For Designate Patrick ONeill as Independent Proxy 4.4

For For Approve Remuneration of Directors in the

Amount of CHF 1 Million

5.1

For For Approve Remuneration of Executive Committee

in the Amount of CHF 15.05 Million

5.2

Against For Transact Other Business (Voting) 6


Bellway plc


Meeting Type: Annual Ticker: BWY

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For



Bellway plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For Re-elect John Watson as Director 4

For For Re-elect Ted Ayres as Director 5

For For Re-elect Keith Adey as Director 6

For For Re-elect Mike Toms as Director 7

For For Re-elect John Cuthbert as Director 8

For For Re-elect Paul Hampden Smith as Director 9

For For Re-elect Denise Jagger as Director 10




12

For For Approve Sale of a Property by Bellway Homes

Limited to Ted Ayres

13


Rights

14


Rights

15


Rights

16


For For Amend Savings Related Share Option Scheme 18



19

Champion Real Estate Investment Trust



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve 2016 Waiver Extension and Modification and the New Annual Caps for Connected Party Transactions

For For


Champion Technology Holdings Ltd.

Meeting Date: 12/13/2016 Country: Bermuda


Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

For For Elect Cheng Yang as Director 2.1

For For Elect Liu Ka Lim as Director 2.2

For For Elect Zhang Jingzhi as Director 2.3

For For Authorize Board to Fix Remuneration of Directors

2.4

For For Approve Moore Stephens CPA Limited as Auditor and Authorize Board to Fix Their Remuneration

3

Against For Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights

4A

Voter Rationale: The stock that could be issued represents more than 10 percent of the current outstanding shares or exceeds the recommended pre-emption guidelines.

For For Authorize Repurchase of Issued Share Capital 4B

Against For Authorize Reissuance of Repurchased Shares 4C

Voter Rationale: Discount limit not disclosed.

Chesnara plc


Meeting Type: Special Ticker: CSN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Authorise Issue of Equity with Pre-emptive

Rights

For For

For For Authorise Issue of Equity without Pre-emptive Rights

2

For For Authorise Issue of Shares Pursuant to the Firm Placing and Placing and Open Offer

3

For For Approve Acquisition of Legal & General Nederland Levensverzekering Maatschappij N.V.

4


Fidelity Special Values plc


Meeting Type: Annual Ticker: FSV

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For


For For Re-elect Andy Irvine as Director 3

For For Re-elect Sharon Brown as Director 4

For For Re-elect Dean Buckley as Director 5

For For Re-elect Nigel Foster as Director 6

For For Re-elect Nicky McCabe as Director 7





11


12


For For Approve Continuation of Company as Investment Trust

14

Henderson Far East Income Ltd

Meeting Date: 12/13/2016 Country: Jersey

Meeting Type: Annual Ticker: HFEL

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For


For For Reelect John Russell as a Director 3

For For Reelect David Mashiter as a Director 4


Henderson Far East Income Ltd Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Nicholas George as a Director 5

For For Ratify KPMG Channel Islands as Auditors 6


For For Approve Share Repurchase Program 8

For For Authorize the Company to Hold its Own Shares

as Treasury Shares

9



10

For For Approve Interim Dividends 11

KazMunaiGas Exploration Production JSC

Meeting Date: 12/13/2016 Country: Kazakhstan

Meeting Type: Special Ticker: KMG

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Amend Corporate Purpose For For

For None Recall Director 2

For None Elect Director 3

Monsanto Company


Meeting Type: Special Ticker: MON

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For Advisory Vote on Golden Parachutes 2

For For Adjourn Meeting 3


Square Pharmaceuticals Ltd.

Meeting Date: 12/13/2016 Country: Bangladesh

Meeting Type: Annual Ticker: SQURPHARMA

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

For For Approve Dividend 2

For For Reelect Ratna Patra as Director 3.1

For For Reelect Anjan Chowdhury as Director 3.2

For For Approve Ahmed Zaker and Co. as Auditors and Authorize Board to Fix their Remuneration

4

For For Reelect Nihad Kabir as Independent Director 5

Tata Consultancy Services Ltd.


Meeting Type: Special Ticker: TCS

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Remove C. P. Mistry as Director For Against

Voter Rationale: Not enough evidence of malpractice to warrant a vote against.

The Scottish Oriental Smaller Companies Trust plc


Meeting Type: Annual Ticker: SST

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


Reports For For


For For Re-elect Anne West as Director 3


The Scottish Oriental Smaller Companies Trust plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Re-elect James Ferguson as Director 4

For For Re-elect Alexandra Mackesy as Director 5

For For Re-elect Dr Janet Morgan as Director 6

For For Reappoint Ernst & Young LLP as Auditors and

Authorise Their Remuneration

7



Rights

9


Rights

10




12

Arca Continental S.A.B. de C.V.


Meeting Type: Special Ticker: AC *

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Balance Sheet For For

For For Approve Merger by Absorption of Carismed XXI, S de RL de CV, Including Agreements to Carry Out Merger

2

For For Approve Capital Increase via Issuance of Shares in Connection with Merger

3

For For Authorize Board to Ratify and Execute Approved Resolutions

4

For For Approve Minutes of Previous Meeting 5

AutoZone, Inc.


Meeting Type: Annual Ticker: AZO


AutoZone, Inc.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Douglas H. Brooks For For

For For Elect Director Linda A. Goodspeed 1.2

For For Elect Director Sue E. Gove 1.3

For For Elect Director Earl G. Graves, Jr. 1.4

For For Elect Director Enderson Guimaraes 1.5

For For Elect Director J. R. Hyde, III 1.6

For For Elect Director D. Bryan Jordan 1.7

For For Elect Director W. Andrew McKenna 1.8

For For Elect Director George R. Mrkonic, Jr. 1.9

For For Elect Director Luis P. Nieto 1.10

For For Elect Director William C. Rhodes, III 1.11


For For Amend Nonqualified Employee Stock Purchase

Plan

3



4

Voter Rationale: CEO granted a one-time $11.1 million stock option award

BACIT Ltd.


Meeting Type: Special Ticker: BACT

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Discontinuation of Company as

Investment Trust Against Against

For For Approve Related Party Share Subscription 2

For For Approve New Investment Policy 3

For For Amend Investment Management Agreement

with BACIT (UK) Ltd

4

For For Amend Long Term Incentive Plan 5

For For Elect Nigel Keen as a Director 6


BACIT Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Ellen Strahlman as a Director 7

For For Waive Requirement for Mandatory Offer to All

Shareholders

8

For For Approve Issuance of Ordinary Shares in

Connection with the Issue and Firm Placing

9

For For Change Company Name to Syncona Ltd 10

For For Adopt New Articles 11

For For Approve Issuance of Ordinary Shares in Connection with the Firm Placing and the Placing

12

Bowleven plc


Meeting Type: Annual Ticker: BLVN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


For For

For For Re-elect David Clarkson as Director 2

For For Re-elect Kevin Hart as Director 3




6


7


China Lodging Group, Limited

Meeting Date: 12/14/2016 Country: Cayman Islands

Meeting Type: Annual Ticker: HTHT


China Lodging Group, Limited

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Director Sebastien Bazin For For

For For Elect Director Shangzhi Zhang 2

For For Appoint Deloitte Touche Tohmatsu Certified

Public Accountants LLP as Auditors

3

Duluxgroup Ltd


Meeting Type: Annual Ticker: DLX

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2.1 Elect Graeme Liebelt as Director For For

For For Elect Andrew Larke as Director 2.2

For For Approve the Remuneration Report 3

For For Approve the Grant of Shares to Patrick Houlihan, Managing Director and Chief

Executive Officer of the Company

4.1

For For Approve the Grant of Shares to Stuart Boxer, Chief Financial Officer and Executive Director of

the Company

4.2

For For Approve the Leaving Entitlements Under the Long Term Equity Incentive Plan

5

For For Approve the Grant of Share Rights to Non-Executive Directors

6

For For Approve the Increase in Maximum Aggregate Remuneration of Non-Executive Directors

7

Intrum Justitia AB

Meeting Date: 12/14/2016 Country: Sweden

Meeting Type: Special Ticker: IJ


Intrum Justitia AB

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

2 Elect Chairman of Meeting For For

For For Prepare and Approve List of Shareholders 3


For For Designate Inspector(s) of Minutes of Meeting 5

For For Acknowledge Proper Convening of Meeting 6

For For Approve Merger Agreement with Lindorff; Authorize Issuance of Shares in Connection with Merger

7

Light S.A.


Meeting Type: Special Ticker: LIGT3

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Director and Alternate For For

Mitsubishi Motors Corp.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Amend Articles to Amend Provisions on Number of Directors - Clarify Director Authority on Board Meetings

For For

For For Elect Director Carlos Ghosn 2.1

Against For Elect Director Masuko, Osamu 2.2

Voter Rationale: Masuko should be held responsible for the fuel economy test data falsification incident.

For For Elect Director Yamashita, Mitsuhiko 2.3

For For Elect Director Shiraji, Kozo 2.4


Mitsubishi Motors Corp. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Director Ikeya, Koji 2.5

For For Elect Director Sakamoto, Harumi 2.6

For For Elect Director Miyanaga, Shunichi 2.7

For For Elect Director Kobayashi, Ken 2.8

For For Elect Director Isayama, Takeshi 2.9

For For Elect Director Kawaguchi, Hitoshi 2.10

For For Elect Director Karube, Hiroshi 2.11

Against For Approve Compensation Ceiling for Directors and

Equity Compensation Plan

3


Orpea


Meeting Type: Special Ticker: ORP

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Brigitte Lantz as Director For For

For For Elect Laure Baume-Brunel as Director 2


3

PGE Polska Grupa Energetyczna SA


Meeting Type: Special Ticker: PGE

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction



For For Resolve Not to Elect Members of Vote Counting

Commission

5


PGE Polska Grupa Energetyczna SA Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against None Approve Remuneration Policy for Management

Board Members

6



Board Members

7


For None Amend Statute Re: Corporate Purpose 8

For None Approve Decision on Covering Costs of Convocation of General Meeting of Shareholders

9

Schroder Oriental Income Fund Ltd


Meeting Type: Annual Ticker: SOI

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports For For


For For Elect Paul Meader as a Director 3

For For Reelect Robert Sinclair as a Director 4

For For Reelect Peter Rigg as a Director 5



For For Approve Share Repurchase Program 8



9

Skandiabanken ASA

Meeting Date: 12/14/2016 Country: Norway

Meeting Type: Special Ticker: SKBN


Skandiabanken ASA

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Chairman of Meeting For For

For For Approve Notice of Meeting and Agenda 2

For For Approve Creation of NOK 50 Million Pool of

Capital without Preemptive Rights

4.2

For For Authorize Share Repurchase Program and

Reissuance of Repurchased Shares

4.3

Yahoo Japan Corporation



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Director Jonathan Bullock For For

Ares Capital Corporation


Meeting Type: Special Ticker: ARCC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Authority to Issue Shares Below Net

Asset Value

For For

For For Issue Shares in Connection with Merger 2

For For Adjourn Meeting 3

Edinburgh Dragon Trust plc


Meeting Type: Annual Ticker: EFM


Edinburgh Dragon Trust plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For



For For Re-elect Allan McKenzie as Director 4

For For Re-elect Kathryn Langridge as Director 5

For For Re-elect Peter Maynard as Director 6

For For Re-elect Iain McLaren as Director 7

For For Elect Charlie Ricketts as Director 8




Rights

11


Rights

12




14

Enbridge Inc.

Meeting Date: 12/15/2016 Country: Canada

Meeting Type: Special Ticker: ENB

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Issue Shares in Connection with the Merger For For

For For Amend By-Law No.1 2

ENEA S.A.


Meeting Type: Special Ticker: ENA


ENEA S.A.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction



Against None Approve Remuneration Policy for Members of

Management Board

5


Against None Approve Remuneration Policy for Members of Supervisory Board

6


Fabrinet


Meeting Type: Annual Ticker: FN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Homa Bahrami For For

For For Elect Director Rollance E. Olson 1.2


2

For For Ratify PricewaterhouseCoopers ABAS Ltd. as Auditors

3

John Laing Environmental Assets Group Ltd


Meeting Type: Special Ticker: JLEN

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Issuance of Equity Without Preemptive Rights Pursuant to the Placing Programme

For For


KongZhong Corporation


Meeting Type: Annual Ticker: KZ

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Leilei Wang as Director For For

For For Elect Xiaoxin Chen as Director 2

For For Approve Appointment of Auditor 3

KWS Saat SE

Meeting Date: 12/15/2016 Country: Germany

Meeting Type: Annual Ticker: KWS

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

2 Approve Allocation of Income and Dividends of

EUR 3.00 per Share

For Against

Voter Rationale: Payout ratio is consistently below 30%.

For For Approve Discharge of Management Board for Fiscal 2015/2016

3

For For Approve Discharge of Supervisory Board for Fiscal 2015/2016

4

For For Ratify Ernst & Young GmbH as Auditors for Fiscal 2016/2017

5

For For Elect Marie Theres Schnell to the Supervisory Board

6

For For Approve Affiliation Agreements with Subsidiary Agromais GmbH

7.1

For For Approve Affiliation Agreements with Subsidiary Betaseed GmbH

7.2

For For Approve Affiliation Agreements with Subsidiary Delitzsch Pflanzenzucht Gesellschaft mit

beschraenkter Haftung

7.3

For For Approve Affiliation Agreements with Subsidiary Kant-Hartwig & Vogel Gesellschaft mit

beschraenkter Haftung

7.4

For For Approve Affiliation Agreements with Subsidiary KWS Services Deutschland GmbH

7.5


Orica Ltd.


Meeting Type: Annual Ticker: ORI

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2.1 Elect Lim Chee Onn as Director For For

For For Elect Maxine Brenner as Director 2.2

For For Elect Gene Tilbrook as Director 2.3

For For Elect Karen Moses as Director 2.4


For For Approve the Grant of Performance Rights to Alberto Calderon, Managing Director of the

Company

4

For For Approve the Proportional Takeover Provisions 5

Riverstone Energy Limited


Meeting Type: Special Ticker: RSE

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Amend the Company's Investment Policy For For

Sinotrans Ltd.

Meeting Date: 12/15/2016 Country: China


Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Song Dexing as Director and Authorize Board to Fix His Remuneration

For For


Spectra Energy Corp


Meeting Type: Special Ticker: SE

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For Advisory Vote on Golden Parachutes 2

Tauron Polska Energia SA


Meeting Type: Special Ticker: TPE

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction



For For Waive Secrecy of Voting When Electing

Members of Vote Counting Commission

5

For For Elect Members of Vote Counting Commission 6

Against None Approve Remuneration Policy for Management

Board Members

7


Against None Approve Remuneration Policy for Supervisory Board Members

8


The Leisure Fund Unit Trust


Meeting Type: Special Ticker: N/A

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

A Approve Investment Policy Amendments For For

For For Approve Further Subscription Amendment B


Tiso Blackstar Group SE

Meeting Date: 12/15/2016 Country: Malta

Meeting Type: Annual Ticker: TBGR

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Eliminate Pre-emptive Rights For For

For For Authorize Share Repurchase Program 2

For For Accept Statutory Reports 3

For For Accept Financial Statements 4

For For Accept Consolidated Financial Statements 5

For For Approve Auditors and Authorize Board to Fix Their Remuneration

6

For For Re-elect Marcel Ernzer as Director 7

For For Re-elect Harishkumar Mehta as Director 8

For For Re-elect John Mills as Director 9

For For Approve Dividends 10

For For Authorize Share Capital Increase 11

51Job, Inc.


Meeting Type: Annual Ticker: JOBS

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect David K. Chao as Director For For

For For Elect Li-Lan Cheng as Director 2

For For Elect Eric He as Director 3

For For Elect Kazumasa Watanabe as Director 4

For For Elect Rick Yan as Director 5

For For Approve Appointment of Auditor 6


Akorn, Inc.


Meeting Type: Special Ticker: AKRX

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Qualified Employee Stock Purchase Plan

For For

For For Amend Omnibus Stock Plan 2

Australia and New Zealand Banking Group Ltd.


Meeting Type: Annual Ticker: ANZ

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

2 Approve the Remuneration Report For For

For For Approve the Grant of Performance Rights to Shayne Elliot, Chief Executive Officer of the Company

3

For For Elect S. J. Halton as Director 4a

For For Elect G. R. Liebelt as Director 4b

Autohome Inc.


Meeting Type: Annual Ticker: ATHM

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Director Junling Liu For For

For For Elect Director Tianruo Pu 2

For For Elect Director Dazong Wang 3

For For Approve Restricted Stock Plan 4


BT Investment Management Ltd.


Meeting Type: Annual Ticker: BTT

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2a Elect Les Vance as Director For For

For For Elect Kathryn Matthews as Director 2b


Chaoda Modern Agriculture (Holdings) Limited



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For

For For Elect Yang Gang as Director 2A

For For Elect Zhang Chang Man as Director 2B

Against For Elect Ip Chi Ming as Director 2C

Voter Rationale: Nil

For For Approve Elite Partners CPA Limited as Auditors and Authorize Board to Fix Their Remuneration

3

For For Authorize Repurchase of Issued Share Capital 4A

Against For Approve Issuance of Equity or Equity-Linked Securities without Preemptive Rights

4B

Voter Rationale: The stock that could be issued represents more than 10 percent of the current outstanding shares or exceeds the recommended pre-emption guidelines.


Voter Rationale: Discount limit not disclosed.

COLOPL, Inc.




COLOPL, Inc.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Allocation of Income, with a Final

Dividend of JPY 17

For For

For For Elect Director Baba, Naruatsu 2.1

For For Elect Director Tsuchiya, Masahiko 2.2

For For Elect Director Hasebe, Jun 2.3

For For Elect Director Yoshioka, Shohei 2.4

For For Elect Director Ishiwatari, Ryosuke 2.5

For For Elect Director Morisaki, Kazunori 2.6

For For Elect Director Sugai, Kenta 2.7

For For Elect Director Ishiwatari, Shinsuke 2.8

For For Elect Director Yanagisawa, Koji 2.9

For For Elect Director Tamesue, Dai 2.10

Copart, Inc.


Meeting Type: Annual Ticker: CPRT

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1.1 Elect Director Willis J. Johnson For For

For For Elect Director A. Jayson Adair 1.2

For For Elect Director Matt Blunt 1.3

For For Elect Director Steven D. Cohan 1.4

For For Elect Director Daniel J. Englander 1.5

For For Elect Director James E. Meeks 1.6

For For Elect Director Vincent W. Mitz 1.7

For For Elect Director Thomas N. Tryforos 1.8

Against For Amend Omnibus Stock Plan 2

Voter Rationale: Potential to accelerate vesting

For For Eliminate Cumulative Voting 3


Copart, Inc. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction



4



CyberAgent, Inc.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Allocation of Income, with a Final Dividend of JPY 50

For For

Against For Elect Director Fujita, Susumu 2.1

Voter Rationale: Senior management should be held responsible for not adhering to the Governance Code guidelines in terms of board independence.

For For Elect Director Hidaka, Yusuke 2.2

For For Elect Director Okamoto, Yasuo 2.3

For For Elect Director Nakayama, Go 2.4

For For Elect Director Koike, Masahide 2.5

For For Elect Director Yamauchi, Takahiro 2.6

For For Elect Director Ukita, Koki 2.7

For For Elect Director Soyama, Tetsuhito 2.8

For For Elect Director Nakamura, Koichi 2.9

Incitec Pivot Ltd


Meeting Type: Annual Ticker: IPL

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Kathryn Fagg as Director For For


Incitec Pivot Ltd Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve the Grant of Performance Rights to

James Fazzino

2

For For Approve the Amendment to the Company's

Constitution

3


Inside Secure


Meeting Type: Special Ticker: INSD

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Authorize up to 1.2 Million Shares for Use in Stock Option Plans

For For

For For Authorize up to 820,000 Shares for Use in Restricted Stock Plans

2

For For Authorize Capital Issuances for Use in Employee Stock Purchase Plans

3

Lai Sun Development Co., Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


Reports For For


For For Elect U po Chu as Director 3A1

For For Elect Ip Shu Kwan, Stephen as Director 3A2

For For Authorize Board to Fix Remuneration of

Directors

3B

For For Approve Ernst and Young, Certified Public Accountants as Independent Auditors and Authorize Board to Fix Their Remuneration

4



Lai Sun Development Co., Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against For Approve Issuance of Equity or Equity-Linked


5B

Voter Rationale: Excessive dilution



Lai Sun Garment (International) Ltd.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports For For


For For Elect Lam Kin Ngok, Peter as Director 3A1

For For Elect U Po Chu as Director 3A2

For For Elect Chow Bing Chiu as Director 3A3

For For Authorize Board to Fix Remuneration of

Directors

3B

For For Approve Ernst & Young, Certified Public Accountants as Independent Auditors and Authorize Board to Fix Their Remuneration

4


Against For Approve Issuance of Equity or Equity-Linked


5B




MMC Norilsk Nickel PJSC


Meeting Type: Special Ticker: MNOD


MMC Norilsk Nickel PJSC

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


of Fiscal 2016

For For

National Australia Bank Limited


Meeting Type: Annual Ticker: NAB

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2a Elect Anthony Yuen as Director For For

For For Elect Philip Chronican as Director 2b

For For Elect Douglas McKay as Director 2c

Against For Approve the Remuneration Report 3

Voter Rationale: Retention award considered excessive and not in the best interests of shareholders.

For For Approve the Grant of Performance Rights to

Andrew Thorburn, Group Chief Executive Officer

4

Sanne Group plc


Meeting Type: Special Ticker: SNN

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve the Acquisition Agreement For For

For For Approve Capital Raising 2

SK-Electronics Co. Ltd.




SK-Electronics Co. Ltd.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 18

For For

For For Amend Articles to Indemnify

Directors - Indemnify Statutory Auditors

2

For For Elect Director Ishida, Masanori 3.1

For For Elect Director Fujiwara, Hidehiro 3.2

For For Elect Director Ishida, Keisuke 3.3

For For Elect Director Maeno, Ryuichi 3.4

For For Elect Director Shiojiri, Kazuya 3.5

For For Elect Director Ueno, Tokuo 3.6

For For Elect Director Mukaida, Yasuhisa 3.7

For For Elect Director Hori, Shushi 3.8

For For Appoint Alternate Statutory Auditor Takagi,

Motaichi

4

Swedish Match Ab

Meeting Date: 12/16/2016 Country: Sweden

Meeting Type: Special Ticker: SWMA

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Open Meeting; Elect Chairman of Meeting For For

For For Prepare and Approve List of Shareholders 2

For For Designate Inspector(s) of Minutes of Meeting 3

For For Acknowledge Proper Convening of Meeting 4


For For Approve Extraordinary Dividends of SEK 9.50 Per Share

6


JSW Steel Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Stock Split For For

For For Amend Memorandum of Association to Reflect Changes in Capital

2

For For Amend Articles of Association to Reflect Changes in Capital

3

For For Approve Related Party Transactions with JSW International Tradecorp Pte. Ltd., Singapore

4

GMO PAYMENT GATEWAY INC



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 27

For For

For For Amend Articles to Amend Provisions on Number

of Directors

2

For For Elect Director Kumagai, Masatoshi 3.1

For For Elect Director Ainoura, Issei 3.2

For For Elect Director Muramatsu, Ryu 3.3

For For Elect Director Isozaki, Satoru 3.4

For For Elect Director Hisada, Yuichi 3.5

For For Elect Director Kimura, Yasuhiko 3.6

For For Elect Director Murakami, Tomoyuki 3.7

For For Elect Director Sugiyama, Shinichi 3.8

For For Elect Director Arai, Yusuke 3.9

For For Elect Director Onagi, Masaya 3.10

For For Elect Director Sato, Akio 3.11

For For Elect Director Yasuda, Masashi 3.12


GMO PAYMENT GATEWAY INC Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Director Yoshioka, Masaru 3.13

For For Appoint Statutory Auditor Yoshida, Kazutaka 4

For For Appoint Alternate Statutory Auditor Okamoto,

Kazuhiko

5

For For Approve Aggregate Compensation Ceiling for

Directors

6

Bank Hapoalim Ltd.

Meeting Date: 12/19/2016 Country: Israel

Meeting Type: Special Ticker: POLI

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Compensation Policy for the Directors and Officers of the Company

For For

For For Approve Employment Terms of the Company's CEO

2

Against None Vote FOR if you are a controlling shareholder or have a personal interest in one or several resolutions, as indicated in the proxy card; otherwise, vote AGAINST. You may not abstain. If you vote FOR, please provide an explanation to your account manager

A

Voter Rationale: Vote against is warranted due to the administrative nature of the proposal.

Against None If you are an Interest Holder as defined in Section 1 of the Securities Law, 1968, vote FOR.

Otherwise, vote against.

B1


Against None If you are a Senior Officer as defined in Section 37(D) of the Securities Law, 1968, vote FOR. Otherwise, vote against.

B2


For None If you are an Institutional Investor as defined in Regulation 1 of the Supervision Financial Services Regulations 2009 or a Manager of a Joint Investment Trust Fund as defined in the Joint Investment Trust Law, 1994, vote FOR. Otherwise, vote against.

B3


BR Malls Participacoes S.A.


Meeting Type: Special Ticker: BRML3

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Ratify IAUD Auditores Independentes S/S as the Independent Firm to Appraise Proposed

Transactions

For For

For For Approve Independent Firm's Appraisal 2

For For Approve Absorption of Ecisa Engenharia, Comercio e Industria Ltda (Ecisa)

3

Mitsubishi Research Institute, Inc.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 35

For For

For For Elect Director Omori, Kyota 2.1

For For Elect Director Morisaki, Takashi 2.2

For For Elect Director Yoshikawa, Shigeaki 2.3

For For Elect Director Matsushita, Takehiko 2.4

For For Elect Director Kuroyanagi, Nobuo 2.5

For For Elect Director Sasaki, Mikio 2.6

For For Elect Director Tsukuda, Kazuo 2.7

For For Elect Director Sota, Taga 2.8

For For Appoint Statutory Auditor Nishioka, Koichi 3.1

Against For Appoint Statutory Auditor Matsumiya, Toshihiko 3.2

Voter Rationale: Concerned about statutory auditor's affiliation with the company's previous audit firm.

For For Approve Trust-Type Equity Compensation Plan 4


VANGUARD FUNDS PLC - Vanguard FTSE 100 ETF


Meeting Type: Annual Ticker: VUKE

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

For For Approve PricewaterhouseCoopers as Auditors and Authorize Board to Fix Their Remuneration

2

VANGUARD FUNDS PLC- Vanguard S&P 500 ETF


Meeting Type: Annual Ticker: N/A

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For

For For Approve PricewaterhouseCoopers as Auditors

and Authorize Board to Fix Their Remuneration

2

British Empire Trust plc


Meeting Type: Annual Ticker: BTEM

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For


For For Approve Special Dividend 3

For For Re-elect Strone Macpherson as Director 4

For For Re-elect Steven Bates as Director 5

For For Re-elect Andrew Robson as Director 6


British Empire Trust plc Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Re-elect Susan Noble as Director 7

For For Re-elect Nigel Rich as Director 8

For For Appoint KPMG LLP as Auditors 9

For For Authorise Audit Committee to Fix Remuneration

of Auditors

10




Rights

13


Rights

14


FactSet Research Systems Inc.


Meeting Type: Annual Ticker: FDS

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Elect Director Malcolm Frank For For

For For Elect Director Sheila B. Jordan 1.2

For For Elect Director James J. McGonigle 1.3

For For Elect Director F. Philip Snow 1.4



3

Hosokawa Micron Corp.




Hosokawa Micron Corp.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 10

For For

For For Approve Reverse Stock Split to Comply with Exchange Mandate and Decrease Authorized Capital in Proportion to Reverse Stock Split

2

For For Elect Director Miyata, Kiyomi 3.1

For For Elect Director Hosokawa, Yoshio 3.2

For For Elect Director Kihara, Hitoshi 3.3

For For Elect Director Inoue, Tetsuya 3.4

For For Elect Director Shimosaka, Masao 3.5

For For Elect Director Takagi, Katsuhiko 3.6

For For Elect Director Fujioka, Tatsuo 3.7

Nishio Rent All Co. Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

For For Elect Director Nishio, Masashi 2.1

For For Elect Director Tonomura, Yoshihiro 2.2

For For Elect Director Nitta, Kazuso 2.3

For For Elect Director Shibamoto, Kazunori 2.4

For For Elect Director Tsujimura, Toshio 2.5

For For Elect Director Hamada, Masayoshi 2.6

For For Elect Director Hashimoto, Koji 2.7

For For Elect Director Kitayama, Takashi 2.8

For For Elect Director Kamada, Hiroaki 2.9

For For Elect Director Shimanaka, Tetsumi 2.10


Nishio Rent All Co. Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Director Hasegawa, Masahiro 2.11

For For Approve Restricted Stock Plan 3

Obara Group Inc.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


For For

Tritax Big Box REIT plc


Meeting Type: Special Ticker: BBOX

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Amend the Investment Management Agreement For For

Banco Santander Brasil SA


Meeting Type: Special Ticker: SANB4

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Directors For For

For For Ratify Remuneration of Company's Management for Fiscal Year 2016

2

For For Approve Local Long-Term Incentive Program 3


Charles Stanley Group plc


Meeting Type: Special Ticker: CAY

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Employed Investment Managers Share Plan

For For

For For Amend Performance Share Plan 2

For For Amend SAYE Option Plan 3

Empiric Student Property plc


Meeting Type: Special Ticker: ESP

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Change of Company's Investment

Policy

For For


Voter Rationale: Individual limit under proposed Value Delivery Plan may potentially provide substantial payments to the participants.

Against For Approve Value Delivery Plan 3

Voter Rationale: The individual limit, being a percentage of the reward pool, may mean excessive payments to participants.

Formula Systems (1985) Ltd.


Meeting Type: Annual Ticker: FORTY

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Reelect Marek Panek as Director Until the End of the Next Annual General Meeting

For For

For For Reelect Rafal Kozlowski as Director Until the End of the Next Annual General Meeting

2

For For Reelect Dafna Cohen as Director Until the End of the Next Annual General Meeting

3


Formula Systems (1985) Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against For Approve Compensation Policy for the Directors

and Officers of the Company

4

Voter Rationale: Unable to make an informed decision due to a lack of disclosure.

For None Vote FOR if you are NOT a controlling shareholder or do NOT have a personal interest in one or several resolutions, as indicated in the proxy card; otherwise, vote AGAINST. You may not abstain.

4A


For For Reappoint Kost, Forer, Gabbay, and Kasierer as Auditors and Authorize Board to Fix Their

Remuneration

5

JX Holdings, Inc.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Share Exchange Agreement with

TonenGeneral Sekiyu K.K. For For

For For Amend Articles to Change Company Name 2

For For Elect Director Muto, Jun 3.1

For For Elect Director Onoda, Yasushi 3.2

For For Elect Director Hirose, Takashi 3.3

For For Elect Director Miyata, Yoshiiku 3.4

For For Appoint Statutory Auditor Kuwano, Yoji 4.1

For For Appoint Statutory Auditor Takahashi, Nobuko 4.2

Speymill Deutsche Immobilien Company plc

Meeting Date: 12/21/2016 Country: Isle of Man

Meeting Type: Annual Ticker: SDIC


Speymill Deutsche Immobilien Company plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Reports

For For

For For Reelect Denham Eke as a Director 2

For For Ratify KPMG Audit LLC, Isle of Man as Auditors 3


TonenGeneral Sekiyu K.K.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Share Exchange Agreement with JX Holdings, Inc.

For For

For For Approve Merger Agreement with JX Nippon Oil & Energy Corp.

2

For For Approve Merger by Absorption with EMG Marketing Godo Kaisha

3

EPS Holdings Inc.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 15

For For

For For Elect Director Takaya, Masayuki 2

For For Appoint Statutory Auditor Tsuji, Junichiro 3

For For Appoint Alternate Statutory Auditor Tochigi,

Toshiaki

4


Grupa Lotos SA


Meeting Type: Special Ticker: LTS

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction



Against None Approve Remuneration Policy for Management Board Members

5



Board Members

6


Against None Recall Supervisory Board Member 7.1


Against None Elect Supervisory Board Member 7.2


Hellenic Telecommunications Organization SA

Meeting Date: 12/22/2016 Country: Greece

Meeting Type: Special Ticker: HTO

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Service Arrangement between OTE S.A., OTE Group Companies, Deutsche Telecom

AG and Telekom Deutschland Gmbh

For For

For For Approve Related Party Transactions 2

Kato Sangyo Co. Ltd.




Kato Sangyo Co. Ltd.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 23

For For

For For Elect Director Kato, Kazuya 2.1

For For Elect Director Fukushima, Kazunari 2.2

For For Elect Director Kimura, Toshihiro 2.3

For For Elect Director Kozuki, Yutaka 2.4

For For Elect Director Yamanaka, Kenichi 2.5

For For Elect Director Ota, Takashi 2.6

For For Elect Director Nakamura, Toshinao 2.7

For For Elect Director Suga, Kimihiro 2.8

For For Elect Director Hibi, Keisuke 2.9

For For Elect Director Miyai, Machiko 2.10

For For Elect Director Yasokawa, Yusuke 2.11

For For Appoint Statutory Auditor Sagara, Hiroki 3.1

For For Appoint Statutory Auditor Yamamura, Koji 3.2

For For Appoint Statutory Auditor Moriuchi, Shigeyuki 3.3

Against For Approve Director and Statutory Auditor

Retirement Bonus

4

Voter Rationale: Use of company funds not in the best interests of shareholder investment.

Qingling Motors Co Ltd



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Elect Luo Yuguang as Director and Authorize

Board to Fix His Remuneration For For


Tata Motors Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Remove Cyrus P. Mistry as Director None For

Voter Rationale: To minimize conflicts going forward, removal of the director is warranted.

Against None Remove Nusli N. Wadia as Director 2

Voter Rationale: Strong case not provided by the company to warrant a vote against.

Tata Motors Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Remove Cyrus P. Mistry as Director None For

Voter Rationale: Having Mr Mistry on the board of Tata will create long-term instability and conflict.

Against None Remove Nusli N. Wadia as Director 2

Voter Rationale: Board not providing a strong enough rationale to warrant a vote against.

TKC Corp.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


Dividend of JPY 40 For For

For For Amend Articles to Amend Business Lines 2

For For Elect Director Sumi, Kazuyuki 3.1

For For Elect Director Iwata, Hitoshi 3.2

For For Elect Director Iizuka, Masanori 3.3


TKC Corp. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Director Ito, Makoto 3.4

For For Elect Director Yuzawa, Masao 3.5

For For Elect Director Uotani, Hitoshi 3.6

For For Elect Director Hitaka, Satoshi 3.7

For For Elect Director Ashikawa, Hiroshi 3.8

For For Elect Director Nakamura, Hiroshi 3.9

For For Elect Director Igarashi, Yasuo 3.10

For For Elect Director Taguchi, Misao 3.11

For For Appoint Statutory Auditor Takashima, Yoshiki 4.1

For For Appoint Statutory Auditor Miyashita, Tsuneo 4.2

Aspeed Technology Inc.

Meeting Date: 12/23/2016 Country: Taiwan


Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Changes in Acquisition Agreement For For

Against For Approve Issuance of Shares via a Private Placement

2

Voter Rationale: Discounted issue price is excessive.

Against None Other Business 3


Athens Water Supply & Sewage (EYDAP)

Meeting Date: 12/23/2016 Country: Greece

Meeting Type: Special Ticker: EYDAP

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Distribution of Prior Years' Profits For For


Athens Water Supply & Sewage (EYDAP) Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

Against For Other Business 2


M.P. Evans Group plc


Meeting Type: Special Ticker: MPE

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Sale by the Company's Subsidiary M.P. Evans & Co. Limited of its Interest in PT Agro

Muko

For For

For For Approve Interim Special Dividend 2

MTI Ltd.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction


Dividend of JPY 8

For For

For For Elect Director Maeta, Toshihiro 2.1

For For Elect Director Izumi, Hiroshi 2.2

For For Elect Director Shimizu, Yoshihiro 2.3

For For Elect Director Osawa, Katsunori 2.4

For For Elect Director Matsumoto, Hiroshi 2.5

For For Elect Director Onagi, Masaya 2.6

For For Elect Director Shu, Bokushi 2.7

For For Elect Director Yamamoto, Hikaru 2.8

For For Appoint Statutory Auditor Nakamura, Yoshinobu 3


Novolipetsk Steel


Meeting Type: Special Ticker: NLMK

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction


For For

For For Approve New Edition of Charter 2.1

For For Approve New Edition of Regulations on General Meetings

2.2

For For Approve New Edition of Regulations on Board of Directors

2.3

For For Approve New Edition of Regulations on Management

2.4

TransForce Inc.

Meeting Date: 12/23/2016 Country: Canada

Meeting Type: Special Ticker: TFI

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Change Company Name to TFI International

Inc.

For For

China Life Insurance Co. Limited



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve 13th Five-Year Developmental Plan Outline

For For

For For Approve Ernst & Young Hua Ming as US Form 20-F Auditor for 2016

2

For For Approve Company Framework Agreement, 2017-2019 Annual Caps and Related

Transactions

3


China Life Insurance Co. Limited Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve CLIC Framework Agreement and CLP&C Framework Agreement, 2017-2019 Annual Caps and Related Transactions

4

For For Approve Renewal of Framework Agreement for Daily Connected Transactions Between the Company and China Guangfa Bank Co., Ltd.

5

Asian Citrus Holdings Ltd.


Meeting Type: Annual Ticker: ACHL

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Ng Hoi Yue as Director For For

For For Elect Lui Ming Wah as Director 2

For For Approve HLB Hodgson Impey Cheng Limited as Independent Auditor and Authorize Board to Fix Their Remuneration

3

First Real Estate Investment Trust

Meeting Date: 12/28/2016 Country: Singapore

Meeting Type: Special Ticker: AW9U

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve the SHLB Acquisition and the SHLB

Master Lease For For

Forbidden Technologies plc


Meeting Type: Special Ticker: FBT


Forbidden Technologies plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Authorise Issue of Equity without Pre-emptive

Rights Pursuant to the Capital Raising

For For

Ituran Location and Control Ltd.


Meeting Type: Annual Ticker: ITRN

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2 Reappoint Fahn Kanne as Auditors and Authorize Board to Fix Their Remuneration

For For

For For Reelect Eyal Sheratzky as Director for a Three-Year Period

3.1

For For Reelect Efraim Sheratzky as Director for a Three-Year Period

3.2

For For Reelect Tal Sheratzky-Jaffa as Director for a Three-Year Period

3.3

Against For Reelect Yoav Kahane as Director for a Three-Year Period

3.4

Voter Rationale: Lack of independent representation on the audit committee.

For For Reelect Gideon Kotler as External Director for a

Three-Year Period

4


4A

Voter Rationale: Administrative

Lojas Americanas S.A.


Meeting Type: Special Ticker: LAME4


Lojas Americanas S.A.

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Increase in Authorized Capital and

Amend Article 5

For For

For For Consolidate Bylaws 2

Zhejiang Expressway Co., Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Share Purchase Agreement and Related Transactions

For For

For For Approve Interim Dividend 2

For For Elect He Meiyun as Supervisor 3

Against For Approve Issuance of H Share Convertible Bonds and Related Transactions

4

Voter Rationale: Concerns of excessive dilution to existing shareholders.The stock that could be issued represents more than 10 percent of the current outstanding shares or exceeds the recommended pre-emption guidelines.


Ipsos


Meeting Type: Special Ticker: IPS

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Merger Agreement between LT

Participations and the Company For For

For For Pursuant to Approval of Item 1, Issue 8.88 Million Shares in Connection with Acquisition of LT Participations

2

For For Authorize Decrease in Share Capital via Cancellation of Shares Previously Held by LT Participations

3


Ipsos Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Allocation of Merger Premium 4

For For Acknowledge the Completion of the Merger and the Dissolution without Liquidation of LT Participations

5


Formalities

6

New World Development Co. Ltd.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Sale and Purchase Agreement and Related Transactions

For For

NMC Health plc


Meeting Type: Special Ticker: NMC

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Remuneration Policy For Against

Voter Rationale: remuneration not in line with best practice.

Against For Amend Long Term Incentive Plan 2

Voter Rationale: remuneration not in line with best practice.

NMC Health plc


Meeting Type: Special Ticker: NMC


NMC Health plc

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Acquisition of the Al Zahra Hospital For For

NWS Holdings Limited



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Sale and Purchase Agreement and Related Transactions

For For

Shanghai Electric Group Co., Ltd.



Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1.1 Approve Parties to the Transaction in Relation to the Proposed Assets Acquisition by Issuance of Shares

For For

For For Approve Transaction Subjects in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.2

For For Approve Basis of Pricing and Transaction Price in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.3

For For Approve Arrangement for Profit or Loss for the Period in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.4

For For Approve Procedures for Transfer of Ownership and Liability for Breach of Contract in Relation to the Proposed Assets Acquisition by Issuance

of Shares

1.5

For For Approve Class and Nominal Value of Shares to be Issued in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.6


Shanghai Electric Group Co., Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Target Subscribers for Shares to be Issued in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.7

For For Approve Method of Issuance and Subscription for Shares in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.8

For For Approve Pricing Benchmark Date, Basis of Pricing and Issue Price for the Issuance of Shares in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.9

For For Approve Number of Shares to be Issued in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.10

For For Approve Lock-up Period Arrangement in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.11

For For Approve Listing Place of the Shares to be Issued in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.12

For For Approve Treatment for the Company's Undistributed Retained Earnings Prior to the Shares Issuance in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.13

For For Approve Validity of the Resolutions in Relation to the Proposed Assets Acquisition by Issuance of Shares

1.14

For For Approve Class and Nominal Value of Shares to be Issued in Relation to the Issuance of Shares for Supporting Funds Raising

1.15

For For Approve Target Subscribers and Methods of Subscription in Relation to the Issuance of Shares for Supporting Funds Raising

1.16

For For Approve Issue Price in Relation to the Issuance

of Shares for Supporting Funds Raising

1.17

For For Approve Number of Shares to be Issued in Relation to the Issuance of Shares for Supporting Funds Raising

1.18

For For Approve Use of Proceeds in Relation to the

Issuance of Shares for Supporting Funds Raising

1.19

For For Approve Lock-up Period Arrangement in Relation to the Issuance of Shares for Supporting Funds Raising

1.20

For For Approve Listing Place of the Shares to be Issued in Relation to the Issuance of Shares for Supporting Funds Raising

1.21


Shanghai Electric Group Co., Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Validity of the Resolutions in Relation to the Issuance of Shares for Supporting Funds Raising

1.22

For For Approve the Report for Assets Acquisition by Issuance of Shares and Supporting Funds Raising by the Company and Its Summary

2

For For Approve Execution of the Assets Acquisition by

Issuance of Shares Agreement

3

For For Approve Execution of the Profit Compensation

Agreement

4

For For Approve Execution of Share Subscription

Agreement

5

For For Approve Possible Dilution of the Company's

Current Earnings per Share

6


Resolutions

7

For For Approve the Report on the Use of Proceeds

from Previous Fund Raising Activities

8


For For Approve Connected Transactions Involving Assets Acquisition by Issuance of Shares and Supporting Funds Raising

1

For For Approve Independence of Appraisal Firms, Reasonableness of Appraisal Assumptions, Relevance of Appraisal Methodology and Purpose and Fairness of Valuation

2

For For Approve Relevant Reports Issued by Audit Firms

and Asset Appraisal Firms

3

For For Approve Compliance with Relevant Laws and Regulations of the Assets Acquisition by Issuance of Shares and Supporting Funds Raising

4

For For Approve Compliance with Clause 4 Under Requirements on Certain Issues Concerning Regulating the Material Asset Reorganizations of Listed Companies

5

For For Approve Continuing Connected Transactions and Proposed Annual Caps Under the SEC Framework Deposit Agreement

6

For For Approve Continuing Connected Transactions and Proposed Annual Caps Under the SEC Framework Loan Agreement

7

For For Approve Continuing Connected Transactions and Proposed Annual Caps Under the MESMEE Framework Purchase Agreement

8


Taro Pharmaceutical Industries Ltd.


Meeting Type: Annual Ticker: TARO

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve and Update the Compensation Policy of the Company

For Against


For For Reelect Dilip Shanghvi as Director Until the End

of the Next Annual General Meeting

2.1

For For Reelect Sudhir Valia as Director Until the End of

the Next Annual General Meeting

2.2

For For Reelect James Kedrowski as Director Until the

End of the Next Annual General Meeting

2.3

For For Reelect Dov Pekelman as Director Until the End

of the Next Annual General Meeting

2.4

For For Approve Employment Terms of Dilip Shanghvi,

Chairman

3

For For Approve Employment Terms of Sudhir Valia,

Director

4

For For Approve Compensation of Dov Pekelman,

Director

5

Against For Elect Uday Baldota as Director and Approve

Director's Remuneration

6


For For Elect Linda Benshoshan as External Director for

a Three-Year Period

7.1

For For Elect Elhanan Streit as External Director for a

Three-Year Period

7.2

For For Elect Abhay Gandhi as Director and Approve Director's Remuneration

8

For For Reappoint Ziv Haft as Auditors and Authorize Board to Fix Their Remuneration

9

For None Vote FOR if you are a not a controlling shareholder or do not have a personal interest in one or several resolutions, as indicated in the proxy card; You may not abstain. If you do not vote FOR, please provide an explanation to your

account manager

A



Exxaro Resources Ltd


Meeting Type: Special Ticker: EXX

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Authorise Specific Repurchase of Shares from Main Street 333 Proprietary Limited

For For

For For Approve Revocation of Special Resolution 1 if the Scheme is Terminated

2


Lucky Cement Limited

Meeting Date: 12/30/2016 Country: Pakistan

Meeting Type: Special Ticker: LUCK

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Minutes of Previous Meeting For For

For For Approve Acquisition of Shares in Associated

Project Company

2

Against For Other Business 3


Migdal Insurance & Financial Holdings Ltd.


Meeting Type: Special Ticker: MGDL

Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Compensation Policy for the Directors

and Officers of the Company For For

For For Approve Compensation of Yohanan Danino,

Chairman

2


Migdal Insurance & Financial Holdings Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Approve Empoyment Terms of Ofer Eliahu, CEO of Migdal Insurance Company Ltd., Subsidiary, and Son of the Controlling Shareholder

3

For For Approve Employment Terms of Eran Czerninski,

CEO

4

For For Approve Framework Terms of Annual Bonus for

2017-2019 to Eli Eliahu, Business Manager

5

For For Approve Indemnification Agreements to Shlomo

Eliahu, Ofer Eliahu, and Israel Eliahu

6

For For Approve Exemption Agreements to Officers who

Are Not Among the Controlling Shareholders

7

For For Approve Exemption Agreements to Officers who

have a Personal Interest

8


A


For None If you are an Interest Holder as defined in Section 1 of the Securities Law, 1968, vote FOR. Otherwise, vote against.

B1


For None If you are a Senior Officer as defined in Section 37(D) of the Securities Law, 1968, vote FOR.

Otherwise, vote against.

B2


For None If you are an Institutional Investor as defined in Regulation 1 of the Supervision Financial Services Regulations 2009 or a Manager of a Joint Investment Trust Fund as defined in the Joint Investment Trust Law, 1994, vote FOR. Otherwise, vote against.

B3


Red Star Macalline Group Corporation Ltd




Red Star Macalline Group Corporation Ltd

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Elect Che Jianxing as Director For For

For For Elect Zhang Qi as Director 2

For For Elect Che Jianfang as Director 3

For For Elect Jiang Xiaozhong as Director 4

For For Elect Chen Shuhong as Director 5

For For Elect Xu Guofeng as Director 6

For For Elect Joseph Raymond Gagnon as Director 7

For For Elect Zhang Qiqi as Director 8

For For Elect Li Zhenning as Director 9

For For Elect Ding Yuan as Director 10

Against For Elect Lee Kwan Hung as Director 11

Voter Rationale: Overboarding

Against For Elect Qian Shizheng as Director 12

Voter Rationale: Overboarding

For For Elect Ng Ellen Hoi Ying as Supervisor 13

For For Elect Zheng Hongtao as Supervisor 14

For For Elect Chen Gang as Supervisor 15

RedT Energy plc


Meeting Type: Special Ticker: RED

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Approve Issuance of Ordinary Shares Pursuant

to the Placing and Open Offer

For For

Romgaz SA




Romgaz SA

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Establish Fixed Monthly Remuneration for

Directors Elected on Nov. 15, 2016

None For

Voter Rationale: With management

Against None Approve Contract of Mandate for Directors Elected on Nov. 15, 2016

2


Against None Empower Representative to Sign Contracts with Directors Elected on Nov. 15, 2016

3


For For Approve Activity Report for Q1-Q3 2016 4


For For Approve Record Date for Effectiveness of This Meeting's Resolutions

5



6


Sinopharm Group Co., Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

1 Approve Issuance of Accounts Receivable Asset-backed Securities in the PRC and Related

Transactions

For For

Woori Bank

Meeting Date: 12/30/2016 Country: South Korea

Meeting Type: Special Ticker: A000030


Woori Bank

Proposal Number

Proposal Text

Mgmt Rec

Vote Instruction

1 Amend Articles of Incorporation For For

For For Elect Ro Sung-tae as Outside Director 2.1

For For Elect Park Sang-yong as Outside Director 2.2

For For Elect Zhiping Tian as Outside Director 2.3

For For Elect Chang Dong-woo as Outside Director 2.4

For For Elect Shin Sang-hoon as Outside Director 3

For For Elect Chang Dong-woo as Member of Audit

Committee

4

Zijin Mining Group Co., Ltd.



Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

2 Approve Change of Business Scope and Amend Articles of Association

For For

For For Approve Remuneration and Assessment Proposal of Directors and Supervisors

3

For For Approve One-off Use of Personal Option Bonus Remuneration by Executive Directors and Chairman of the Supervisory Committee for Partial Subscription Under the Employee Stock

Ownership Scheme

4

For For Approve Amendments to the Administrative Measures of Connected Transactions

5

For For Elect Chen Jinghe as Director 6.1

For For Elect Lan Fusheng as Director 6.2

For For Elect Zou Laichang as Director 6.3

For For Elect Lin Hongfu as Director 6.4

For For Elect Fang Qixue as Director 6.5

For For Elect Lin Hongying as Director 6.6

For For Elect Li Jian as Director 6.7


Zijin Mining Group Co., Ltd. Proposal

Number

Proposal Text

Mgmt Rec

Vote

Instruction

For For Elect Lu Shihua as Director 7.1

For For Elect Zhu Guang as Director 7.2

For For Elect Sit Hoi Wah, Kenneth as Director 7.3

For For Elect Cai Meifeng as Director 7.4

For For Elect Lin Shuiqing as Supervisor 8.1

For For Elect Xu Qiang as Supervisor 8.2

For For Elect Fan Wensheng as Supervisor 8.3

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