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July 2019 Emerging Markets Voting Report Voting report Legal & General Investment Management No warranty is given and no representation is made regarding the accuracy or completeness of the content of this report, and no liability or responsibility is accepted for the information contained in this report. Registered Of fce: Legal & General Investment Management Limited One Coleman Street London EC2R 5AA +44 (0) 20 3124 4444 Authorised and Regulated by the Financial Conduct Authority Copyright© Legal & General Investment Management 2019

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Page 1: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

July 2019 Emerging Markets Voting Report

Voting report Legal & General Investment Management

No warranty is given and no representation is made regarding the accuracy or completeness of the content of this report, and no liability or responsibility is accepted for the information contained in this report.

Registered Offce: Legal & General Investment Management Limited One Coleman Street London EC2R 5AA

+44 (0) 20 3124 4444

Authorised and Regulated by the Financial Conduct Authority Copyright© Legal & General Investment Management 2019

Page 2: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

GAIL (India) Limited

Meeting Date: 07/01/2019 Country: India

Meeting Type: Special

Primary Security ID: Y2R78N114

Ticker: 532155

Primary ISIN: INE129A01019

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Postal Ballot Mgmt

1 Approve Issuance of Bonus Shares

Mgmt

For

For

Via Varejo SA

Meeting Date: 07/01/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P9783A104

Ticker: VVAR3

Primary ISIN: BRVVARACNOR1

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Agreement for Partial Spin-Off of

Cnova Comercio Eletronico SA

Mgmt For For

2 Ratify Magalhaes Andrada S/S Auditores

Independentes as the Independent Firm to

Appraise Proposed Transaction

3 Approve Independent Firm's Appraisal

Mgmt

Mgmt

For

For

For

For

4 Approve Absorption of Spun-Off Assets

Mgmt

For

For

5 Authorize Board to Ratify and Execute

Approved Resolutions

6 In the Event of a Second Call, the Voting

Instructions Contained in this Remote Voting

Card May Also be Considered for the Second

Call?

Mgmt

Mgmt

For

None

For

For

Nestle India Ltd.

Meeting Date: 07/02/2019 Country: India

Meeting Type: Special

Primary Security ID: Y6268T111

Ticker: 500790

Primary ISIN: INE239A01016

Page 3: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Nestle India Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Postal Ballot Mgmt

1 Approve Reappointment and Remuneration of

Shobinder Duggal as Whole Time Director,

Designated as Executive Director-Finance &

Control and Chief Financial Officer

Mgmt

For

For

Shandong Weigao Group Medical Polymer Company Limited

Meeting Date: 07/02/2019 Country: China

Meeting Type: Annual

Primary Security ID: Y76810103

Ticker: 1066

Primary ISIN: CNE100000171

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve 2018 Audited Consolidated Financial

Statements

Mgmt

For

For

2 Approve 2018 Report of the Board of

Directors

Mgmt For For

3 Approve 2018 Report of the Supervisory

Committee

Mgmt For For

4 Approve Final Dividend Mgmt For For

5 Approve Deloitte Touche Tohmatsu as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

6 Authorize Board to Fix Remuneration of

Directors, Supervisors and Senior

Management

Mgmt For For

7 Elect Gong Jian Bo as Director Mgmt For For

8 Elect Fu Ming Zhong as Director Mgmt For For

9 Elect Wang Jin Xia as Director Mgmt For For

10 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights for H

Shares

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST this resolution is warranted for the following:- The H share issuance

limit is greater than 10 percent.- The company has not specified the discount limit.

11 Authorize Repurchase of Issued H Share

Capital

Mgmt For For

Page 4: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Shandong Weigao Group Medical Polymer Company Limited

Meeting Date: 07/02/2019 Country: China

Meeting Type: Special

Primary Security ID: Y76810103

Ticker: 1066

Primary ISIN: CNE100000171

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Articles of Association Mgmt For For

Yantai ChangYu Pioneer Wine Co., Ltd.

Meeting Date: 07/02/2019 Country: China

Meeting Type: Special

Primary Security ID: Y9739T108

Ticker: 200869

Primary ISIN: CNE000000T59

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF B SHARES Mgmt

1 Elect Liu Qinglin as Independent Director

Mgmt

For

For

Colgate-Palmolive (India) Ltd.

Meeting Date: 07/04/2019 Country: India

Meeting Type: Special

Primary Security ID: Y1673X104

Ticker: 500830

Primary ISIN: INE259A01022

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Postal Ballot Mgmt

1 Reelect Vikram Singh Mehta as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

2 Reelect Indu Ranjit Shahani as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Indu Ranjit Shahani has failed to attend at

least 75 percent of board and committee meetings in the most recent fiscal year, without a satisfactory explanation.

Page 5: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Colgate-Palmolive (India) Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

3 Approve Rajendra Ambalal Shah to Continue

Office as Independent Director

Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

4 Approve Pradyot Kumar Ghosh to Continue

Office as Independent Director

Mgmt For For

5 Approve Payment of Royalty to

Colgate-Palmolive Company, USA

Mgmt For For

GRG Banking Equipment Co., Ltd.

Meeting Date: 07/04/2019 Country: China

Meeting Type: Special

Primary Security ID: Y2889S103

Ticker: 002152

Primary ISIN: CNE100000650

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Change in Usage of Raised Funds Mgmt For For

Concentradora Fibra Danhos SA de CV

Meeting Date: 07/05/2019 Country: Mexico

Meeting Type: Special

Primary Security ID: P2825H138

Ticker: DANHOS13

Primary ISIN: MXCFDA020005

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

Meeting for Holders of REITs - ISIN

MXCFDA020005

Mgmt

1 Open Meeting Mgmt For For

2 Ratify Resolutions in Items 4 and 5 of Agenda

Approved by Meeting of Holders on March 29,

2019; Approve Date to Take Effect

Resolutions in Item 5 of Agenda Approved by

Meeting of Holders on March 29, 2019

Mgmt For For

3 Approve Cancellation of 7.27 Million Real

Estate Trust Certificates; Authorize any

Necessary Actions and Documents in

Connection with Cancellation of Real Estate

Trust Certificates

Mgmt For For

Page 6: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Concentradora Fibra Danhos SA de CV

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Approve Issuance of 16.41 Million Real Estate

Trust Certificates; Authorize any Necessary

Actions and Documents in Connection with

Issuance of Real Estate Trust Certificates

5 Authorize Board to Ratify and Execute

Approved Resolutions

Mgmt

Mgmt

For

For

For

For

Magazine Luiza SA

Meeting Date: 07/05/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P6425Q109

Ticker: MGLU3

Primary ISIN: BRMGLUACNOR2

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Articles and Consolidate Bylaws Mgmt For For

Jindal Steel & Power Limited

Meeting Date: 07/08/2019 Country: India

Meeting Type: Special

Primary Security ID: Y4447P100

Ticker: 532286

Primary ISIN: INE749A01030

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Postal Ballot Mgmt

1 Reelect Ram Vinay Shahi as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Ram Vinay Shahi (Item 1), Arun Kumar

Purwar (Item 2) and Hardip Singh Wirk (Item 4) serve on the audit committee and there are significant concerns regarding the

company's financial statements.

2 Reelect Arun Kumar Purwar as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Ram Vinay Shahi (Item 1), Arun Kumar

Purwar (Item 2) and Hardip Singh Wirk (Item 4) serve on the audit committee and there are significant concerns regarding the

company's financial statements.

3 Reelect Sudershan Kumar Garg as Director Mgmt For For

Page 7: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Jindal Steel & Power Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Reelect Hardip Singh Wirk as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Ram Vinay Shahi (Item 1), Arun Kumar

Purwar (Item 2) and Hardip Singh Wirk (Item 4) serve on the audit committee and there are significant concerns regarding the

company's financial statements.

5 Elect N. A. Ansari as Director Mgmt For Against

Blended Rationale: Audit Committee: A vote against is applied as LGIM expects the Committee to be comprised of independent

directors.

6 Approve Appointment and Remuneration of

N. A. Ansari as Wholetime Director

Designated as Jt. Managing Director

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the lack of sufficient justification for the proposed

minimum remuneration in the event of loss or inadequacy of profits.

7 Approve Waiver of Recovery of Excess

Remuneration Paid to Naveen Jindal as

Wholetime Director Designated as Chairman

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the lack of sufficient justification for the proposed

waiver of recovery of excess remuneration paid to an executive director.

8 Approve Waiver of Recovery of Excess

Remuneration Paid and Payment of

Remuneration to Naveen Jindal as Wholetime

Director Designated as Chairman

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the lack of sufficient justification for the proposed

waiver of recovery of excess remuneration paid to an executive director.

9 Approve Waiver of Recovery of Excess

Remuneration Paid to Dinesh Kumar Saraogi

as Wholetime Director

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the lack of sufficient justification for the proposed

waiver of recovery of excess remuneration paid to an executive director.

10 Approve Waiver of Recovery of Excess

Remuneration Paid to Rajeev Rupendra

Bhadauria as Wholetime Director

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the lack of sufficient justification for the proposed

waiver of recovery of excess remuneration paid to an executive director.

RBL Bank Limited

Meeting Date: 07/09/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8T507108

Ticker: 540065

Primary ISIN: INE976G01028

Page 8: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

RBL Bank Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividend Mgmt For For

4 Reelect Vijay Mahajan as Director Mgmt For For

5 Reelect Jairaj Purandare as Director Mgmt For For

6 Reelect P. Sudhir Rao as Director Mgmt For Against

Blended Rationale: Diversity: A vote against is applied as LGIM expects a company to have a diverse board, including at least

one woman. We expect companies to increase female participation both on the board and in leadership positions over time.

7 Reelect D. Sivanandhan as Director Mgmt For For

8 Approve Increase in Borrowing Powers Mgmt For For

9 Approve Issuance of Debt Securities on

Private Placement Basis

Mgmt For For

10 Approve Revision in the Remuneration of

Rajeev Ahuja as Executive Director

Mgmt For For

11 Approve Revision in the Remuneration and

Payment of Performance Bonus of Vishwavir

Ahuja as Managing Director and Chief

Executive Officer

Mgmt For For

12 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

Shanghai Chlor-Alkali Chemical Co., Ltd.

Meeting Date: 07/10/2019 Country: China

Meeting Type: Special

Primary Security ID: Y76771115

Ticker: 900908

Primary ISIN: CNE0000004C0

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF B SHARES Mgmt

1 Approve Amendments to Articles of

Association

2 Approve to Adjust the Remuneration of

Independent Directors and External Directors

Mgmt

Mgmt

For

For

For

For

Page 9: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Shanghai Chlor-Alkali Chemical Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3 Approve Adjustment on 2018 Profit

Distribution

4 Approve Bill Pool Business

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: A vote AGAINST is warranted because there is lack of disclosure on the pertinent details for shareholder to

effectively assess the associated risks.

Vedanta Ltd.

Meeting Date: 07/11/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y9364D105

Ticker: 500295

Primary ISIN: INE205A01025

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Confirm Interim Dividends Mgmt For For

4 Confirm Payment of Preference Dividend on

Non-Cumulative Non-Convertible Redeemable

Preference Shares

Mgmt For For

5 Reelect Priya Agarwal as Director Mgmt For For

6 Approve Appointment and Remuneration of

Srinivasan Venkatakrishnan as Whole-Time

Director Designated as Chief Executive Officer

Mgmt For For

7 Reelect Tarun Jain as Director Mgmt For For

8 Approve Payment of Remuneration to Tarun

Jain as Non-Executive Director

Mgmt For For

9 Elect Mahendra Kumar as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

10 Approve Remuneration of Cost Auditors Mgmt For For

ITC Limited

Meeting Date: 07/12/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y4211T171

Ticker: 500875

Primary ISIN: INE154A01025

Page 10: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

ITC Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect David Robert Simpson as Director

Mgmt

For

For

4 Reelect John Pulinthanam as Director

Mgmt

For

For

5 Approve S R B C & CO LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

6 Elect Hemant Bhargava as Director

Mgmt

Mgmt

For

For

For

For

7 Elect Sumant Bhargavan as Director and

Approve Appointment and Remuneration of

Sumant Bhargavan as Wholetime Director

8 Reelect Arun Duggal as Director

Mgmt

Mgmt

For

For

For

For

9 Reelect Sunil Behari Mathur as Director

Mgmt

For

For

10 Reelect Meera Shankar as Director

Mgmt

For

For

11 Approve Remuneration of P. Raju Iyer as Cost

Auditors

12 Approve Remuneration of S. Mahadevan &

Co. as Cost Auditors

Mgmt

Mgmt

For

For

For

For

Punjab National Bank

Meeting Date: 07/12/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y7162Z146

Ticker: 532461

Primary ISIN: INE160A01022

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

Suning.com Co., Ltd.

Meeting Date: 07/15/2019 Country: China

Meeting Type: Special

Primary Security ID: Y82211106

Ticker: 002024

Primary ISIN: CNE000001KF2

Page 11: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Suning.com Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Daily Related-party Transactions Mgmt For For

2 Approve Adjustment on Usage of Raised

Funds

3 Approve Amendments to Articles of

Association to Expand Business Scope

Mgmt

Mgmt

For

For

For

For

Hapvida Participacoes e Investimentos SA

Meeting Date: 07/16/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P5R526106

Ticker: HAPV3

Primary ISIN: BRHAPVACNOR4

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Increase in Authorized Capital and

Amend Article 7 Accordingly

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted because:- Outstanding capital would represent only 3.7 percent of

the proposed new authorized capital; and- The company has failed to present a compelling rationale for the material increase

of 87.5 percent of its authorized capital limit.

2 Amend Article 32 Mgmt For For

HDFC Asset Management Co. Ltd.

Meeting Date: 07/16/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3R1AG299

Ticker: 541729

Primary ISIN: INE127D01025

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Declare Final Dividend and Confirm Interim

Dividend

Mgmt For For

Page 12: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

HDFC Asset Management Co. Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3 Reelect Renu Karnad as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

4 Reelect N. K. Skeoch as Director Mgmt For Against

Blended Rationale: Norman Skeoch has failed to attend at least 75 percent of board and committee meetings in the most

recent fiscal year, without a satisfactory explanation.

5 Authorize Board to Fix Remuneration of B S R

& Co. LLP, Chartered Accountants as Auditors

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this brings into question the independence of their judgement.

6 Elect Dhruv Kaji as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.Hoshang Shavaksha Billimoria, Dhruv Subodh Kaji,

and Jairaj Manohar Purandare serves on the audit committee and the company paid excessive non-audit fees to its auditor.

7 Elect Jairaj Purandare as Director Mgmt For Against

Blended Rationale: Hoshang Shavaksha Billimoria, Dhruv Subodh Kaji, and Jairaj Manohar Purandare serves on the audit

committee and the company paid excessive non-audit fees to its auditor.

8 Elect Sanjay Bhandarkar as Director Mgmt For For

9 Elect Parag Shah as Director Mgmt For For

10 Elect Roshni Nadar Malhotra as Director Mgmt For For

11 Approve Commission to Non-Executive

Directors Including Independent Directors

Mgmt For For

12 Approve Deepak Parekh to Continue Office as

Non-Executive Director

Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

13 Reelect Hoshang Billimoria as Director Mgmt For Against

Blended Rationale: Hoshang Shavaksha Billimoria, Dhruv Subodh Kaji, and Jairaj Manohar Purandare serves on the audit

committee and the company paid excessive non-audit fees to its auditor.

14 Amend Articles of Association Mgmt For For

Wipro Limited

Meeting Date: 07/16/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y96659142

Ticker: 507685

Primary ISIN: INE075A01022

Page 13: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Wipro Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend as Final Dividend Mgmt For For

3 Reelect Abidali Z Neemuchwala as Director Mgmt For For

4 Amend Articles of Association Mgmt For For

5 Elect Azim H Premji as Director Mgmt For For

6 Approve Reappointment and Remuneration of

Rishad A Premji as Whole Time Director,

Designated as Executive Chairman

Mgmt For For

7 Approve Appointment and Remuneration of

Abidali Z Neemuchwala as Managing Director

in Addition to His Existing Position as Chief

Executive Officer

Mgmt For For

ICICI Prudential Life Insurance Co. Ltd.

Meeting Date: 07/17/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3R595106

Ticker: 540133

Primary ISIN: INE726G01019

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1a

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

1b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Raghunath Hariharan as Director Mgmt For Against

Blended Rationale: A vote AGAINST this nominee is warranted because Raghunath Hariharan has failed to attend at least 75

percent of board and committee meetings in the most recent fiscal year, without a satisfactory explanation.

4 Approve B S R & Co. LLP as Joint Statutory

Auditors and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Elect Anup Bagchi as Director Mgmt For For

6 Elect Sandeep Batra as Director Mgmt For For

7 Elect Vibha Paul Rishi as Director Mgmt For For

Page 14: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

ICICI Prudential Life Insurance Co. Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8

Approve Revision in the Remuneration of N.

S. Kannan as Managing Director & CEO

Mgmt

For

For

9 Approve Revision in the Remuneration of

Puneet Nanda as Whole Time Director,

Designated as Deputy Managing Director

Mgmt For For

10 Approve Payment of Commission to

Non-Executive Directors

Mgmt For For

11 Approve M. S. Ramachandran to Continue

Office as Independent Director

Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

12 Amend Revised Employee Stock Option

Scheme

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.Remuneration: Performance conditions. A vote against is applied as LGIM expects a

sufficient portion of executive remuneration to be assessed against performance conditions that are aligned with company

performance.Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a percentage

of salary or a fixed number of shares.A vote AGAINST this resolution is warranted given that the exercise price or pricing

formula at which the options will be issued was not disclosed by the company.

UltraTech Cement Ltd.

Meeting Date: 07/18/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y9046E109

Ticker: 532538

Primary ISIN: INE481G01011

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Approve that the Vacancy on the Board

Resulting from the Retirement of O. P.

Puranmalka Not be Filled

Mgmt For For

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Elect K. C. Jhanwar as Director Mgmt For For

6 Approve Appointment and Remuneration of K.

C. Jhanwar as Whole-Time Director

Designated as Deputy Managing Director and

Chief Manufacturing Officer

Mgmt For For

7 Reelect Arun Adhikari as Director Mgmt For For

Page 15: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

UltraTech Cement Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8

Reelect S. B. Mathur as Director

Mgmt

For

For

9 Reelect Sukanya Kripalu as Director Mgmt For For

10 Reelect Renuka Ramnath as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Renuka Ramnath has failed to attend at least

75 percent of board and committee meetings in the most recent fiscal year, without a satisfactory explanation.Board mandates:

A vote against is applied as LGIM expects a CEO or a non-executive director not to hold too many external roles to ensure they

can undertake their duties effectively.

11 Approve Increase in Borrowing Powers Mgmt For For

12 Approve Pledging of Assets for Debt

Mgmt

For

For

GRUH Finance Ltd.

Meeting Date: 07/19/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2895W148

Ticker: 511288

Primary ISIN: INE580B01029

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Keki M. Mistry as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

4 Authorize Issuance of Non-Convertible Mgmt

Debentures

For For

5 Approve Payment of Commission to Mgmt

Non-Executive Directors

For For

6 Approve Increase in Limit on Foreign Mgmt

Shareholdings

For For

PT Barito Pacific Tbk

Meeting Date: 07/19/2019 Country: Indonesia

Primary Security ID: Y71198124

Meeting Type: Special Ticker: BRPT

Primary ISIN: ID1000085707

Page 16: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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PT Barito Pacific Tbk

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Stock Split and Amend Articles of

Association in Relation to the Stock Split

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted due to lack of information to make an informed voting

decision.

Tata Steel Ltd.

Meeting Date: 07/19/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8547N139

Ticker: 500470

Primary ISIN: INE081A01012

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Accept Consolidated Financial Statements and

Statutory Reports

3 Approve Dividends

Mgmt

Mgmt

For

For

For

For

4 Reelect Koushik Chatterjee as Director

Mgmt

For

For

5 Elect Vijay Kumar Sharma as Director

Mgmt

For

For

6 Reelect Mallika Srinivasan as Director

Mgmt

For

For

7 Reelect O. P. Bhatt as Director

Mgmt

For

For

8 Approve Appointment and Remuneration of T.

V. Narendran as Chief Executive Officer and

Managing Director

9 Approve Remuneration of Cost Auditors

Mgmt

Mgmt

For

For

For

For

Axis Bank Ltd.

Meeting Date: 07/20/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0487S137

Ticker: 532215

Primary ISIN: INE238A01034

Page 17: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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Axis Bank Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Usha Sangwan as Director Mgmt For Against

Blended Rationale: A vote AGAINST Usha Sangwan is warranted given that she has failed to attend at least 75 percent of board

meetings in the most recent fiscal year, without a satisfactory explanation.

4 Approve Appointment and Remuneration of

Rakesh Makhija as Non-Executive (Part-Time)

Chairman

Mgmt For For

5 Approve Revision in the Remuneration of

Amitabh Chaudhry as Managing Director &

CEO

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

6 Approve Revision in the Remuneration of

Rajiv Anand as Executive Director (Wholesale

Banking)

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

7 Approve Reappointment and Remuneration of

Rajiv Anand as Whole Time Director

Designated as the Executive Director

(Wholesale Banking)

Mgmt For For

8 Approve Revision in the Remuneration of

Rajesh Dahiya as Executive Director

(CorporateCentre)

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

9 Approve Reappointment and Remuneration of

Rajesh Dahiya as Whole Time Director

Designated as the Executive Director

(Corporate Centre)

Mgmt For For

10 Elect Pralay Mondal as Director Mgmt For For

11 Approve Appointment and Remuneration of

Pralay Mondal as Whole Time Director

Designated as the Executive Director (Retail

Banking)

Mgmt For For

12 Approve Issuance of Debt Securities on

Private Placement Basis

Mgmt For For

Page 18: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Axis Bank Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

13 Approve Commission to Non-Executive

Directors, Excluding the Non-Executive

(Part-Time) Chairman of the Bank

Mgmt For For

Larsen & Toubro Infotech Ltd. (India)

Meeting Date: 07/20/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y5S745101

Ticker: 540005

Primary ISIN: INE214T01019

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Reelct Sudhir Chaturvedi as Director Mgmt For For

4 Elect Nachiket Deshpande as Director and

Approve Appointment and Remuneration of

Nachiket Deshpande as Whole-time Director

Mgmt For For

BTS Group Holdings Public Company Limited

Meeting Date: 07/22/2019 Country: Thailand

Meeting Type: Annual

Primary Security ID: Y0984D260

Ticker: BTS

Primary ISIN: TH0221B10Z05

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Message of the Chairman

Mgmt

2 Approve Minutes of Previous Meeting Mgmt For For

3 Approve Operation Results Mgmt For For

4 Approve Financial Statements Mgmt For For

5 Approve Dividend Payment Mgmt For For

6 Approve Remuneration of Directors Mgmt For For

Page 19: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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BTS Group Holdings Public Company Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

7.1 Elect Keeree Kanjanapas as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

7.2 Elect Surapong Laoha-Unya as Director Mgmt For For

7.3 Elect Kong Chi Keung as Director

Mgmt

For

Against

Blended Rationale: Remuneration Committee: A vote against has been applied because LGIM expects the Committee to

comprise independent directors.

7.4 Elect Suchin Wanglee as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

7.5 Elect Pichitra Mahaphon as Director Mgmt For For

8 Approve EY Office Limited as Auditors and

Authorize Board to Fix Their Remuneration

Mgmt For For

9 Approve Issuance of Warrants to Purchase

Newly Issued Ordinary Shares to Existing

Shareholders

Mgmt For For

10 Approve Issuance of Warrants to Purchase

Ordinary Shares to Non-Director Employees

of the Company and its Subsidiaries under the

BTS Group ESOP 2019 Scheme

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

11 Approve Increase in Registered Capital Under

a General Mandate Through Private

Placement

Mgmt For For

12 Approve Reduction in Registered Capital Mgmt For For

13 Amend Memorandum of Association to

Reflect Reduction in Registered Capital

Mgmt For For

14 Approve Increase in Registered Capital Mgmt For For

15 Amend Memorandum of Association to

Reflect Increase in Registered Capital

Mgmt For For

16 Approve Allocation of Newly Issued Ordinary

Shares to Accommodate Adjustment of Rights

for the Warrants to Purchase the Newly

Issued Ordinary Shares of BTS-W4 and

BTS-W5, Exercise of Warrants Issued to the

Non-Director Employees and the Private

Placement

Mgmt For For

17 Other Business Mgmt For Against

Blended Rationale: Governance Concerns: A vote AGAINST this resolution is warranted given the lack of information.

Page 20: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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Equatorial Energia SA

Meeting Date: 07/22/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P3773H104

Ticker: EQTL3

Primary ISIN: BREQTLACNOR0

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Stock Option Plan Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects remuneration to be measured over at least a 3

year performance period.

2 Approve the Non-Granting of New Options

under the Stock Option Plan Approved at the

July 21, 2014, EGM

Mgmt For For

Inner Mongolia Yitai Coal Co., Ltd.

Meeting Date: 07/22/2019 Country: China

Meeting Type: Special

Primary Security ID: Y40848106

Ticker: 900948

Primary ISIN: CNE000000SK7

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

EGM BALLOT FOR HOLDERS OF B SHARES

Mgmt

1.1 Approve Proposed Alignment in the

Preparation of Financial Statements in

Accordance with the PRC Accounting

Standards for Business Enterprises

Mgmt For For

1.2 Approve Da Hua CPA as Domestic and

Overseas Auditor

Mgmt For For

2 Approve Da Hua CPA as Internal Auditor Mgmt For For

3 Elect Du Yingfen as Director Mgmt For Against

Blended Rationale: A vote against is applied as the company meets the criteria for inclusion in LGIM’s Future World Protection

List. Companies are incorporated into the list if they fail to meet minimum standards of globally accepted business practices.

This includes: companies involved in the manufacture and production of controversial weapons; perennial violators of the

United Nations Global Compact (UNGC); and pure coal miners - companies solely involved in the extraction of coal.

4 Amend Articles of Association Mgmt For For

Page 21: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

TVS Motor Co. Limited

Meeting Date: 07/22/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y9014B103

Ticker: 532343

Primary ISIN: INE494B01023

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Sudarshan Venu as Director Mgmt For For

3 Reelect Rajesh Narasimhan as Director Mgmt For For

4 Approve Appointment and Remuneration of

Lalita D Gupte as Director

Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

5 Elect K N Radhakrishnan as Director Mgmt For

For

6 Approve Appointment and Remuneration of R Mgmt

Gopalan as Director

For

For

7 Approve Remuneration of Cost Auditors Mgmt For

For

Bharti Infratel Limited

Meeting Date: 07/23/2019 Country: India

Primary Security ID: Y0R86J109

Meeting Type: Annual Ticker: 534816

Primary ISIN: INE121J01017

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Interim Dividends Mgmt For For

3 Reelect Devender Singh Rawat as Director Mgmt For For

4 Elect Prakul Kaushiva as Director Mgmt For For

5 Reelect Bharat Sumant Raut as Director Mgmt For For

6 Reelect Jitender Balakrishnan as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

7 Reelect Leena Srivastava as Director Mgmt For For

Page 22: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Bharti Infratel Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8 Reelect Narayanan Kumar as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

HDFC Life Insurance Co. Ltd.

Meeting Date: 07/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3R1AP109

Ticker: 540777

Primary ISIN: INE795G01014

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm Interim Dividend as Final Dividend Mgmt For For

3 Reelect Keki Mistry as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

4 Approve Price Waterhouse Chartered

Accountants LLP as One of the Joint Statutory

Auditors and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Approve that the Vacancy on the Board

Resulting from the Retirement of Gerald

Grimstone Not be Filled

Mgmt For For

6 Approve Appointment and Remuneration of

Bharti Gupta Ramola as Director

Mgmt For For

7 Approve Reappointment and Remuneration of

VK Viswanathan as Director

Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

8 Approve Reappointment and Remuneration of

Prasad Chandran as Director

Mgmt For For

9 Approve Deepak Parekh to Continue Office as

Non-Executive Director

Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

10 Approve Revision in the Remuneration of

Vibha Padalkar as Managing Director & Chief

Executive Officer

Mgmt For For

11 Approve Revision in the Remuneration of

Suresh Badami as Executive Director

Mgmt For For

Page 23: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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HDFC Life Insurance Co. Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

12 Approve Employee Stock Options Scheme -

2019 and Approve Grant of Employee Stock

Options to Eligible Employees of the

Company

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

13 Approve Employee Stock Options Scheme -

2019 and Approve Grant of Stock Options to

Eligible Employees of Subsidiary Companies

Under the Employee Stock Option Scheme -

2019

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

14 Approve Increase in Limit on Foreign

Shareholdings

Mgmt For For

Mahindra & Mahindra Financial Services Limited

Meeting Date: 07/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y53987122

Ticker: 532720

Primary ISIN: INE774D01024

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividends Mgmt For For

4 Reelect V. Ravi as Director Mgmt For For

5 Reelect Dhananjay Mungale as Director Mgmt For For

6 Reelect Rama Bijapurkar as Director Mgmt For For

7 Approve Increase in Borrowing Powers Mgmt For For

Page 24: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Torrent Pharmaceuticals Limited

Meeting Date: 07/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8896L148

Ticker: 500420

Primary ISIN: INE685A01028

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Standalone and Consolidated Financial

Statements

Mgmt For For

2 Confirm Interim Dividend and Declare Final

Dividend

3 Reelect Samir Mehta as Director

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: Remuneration Committee - A vote against has been applied because LGIM expects the Committee to

comprise independent directors.

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Approve Reappointment and Remuneration of

Samir Mehta as Executive Chairman

Mgmt

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted as the company has failed to specify the commission rate for

which the executive is entitled to receive as part of his remuneration.

6 Approve Payment of Commission to Sudhir

Mehta as Chairman Emeritus for the Year

Mgmt For For

2018-19

7 Approve Payment of Commission to

Non-Executive Directors

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted as the company has failed to specify the commission rate for

non-executive directors and the company may be paying commission not in line with the market norm.

Vodacom Group Ltd.

Meeting Date: 07/23/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S9453B108

Ticker: VOD

Primary ISIN: ZAE000132577

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports for the Year Ended 31 March 2019

Mgmt For For

2 Elect Phuti Mahanyele-Dabengwa as Director Mgmt For For

3 Elect Sunil Sood as Director Mgmt For For

4 Elect Thomas Reisten as Director

Mgmt

For

For

Page 25: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Vodacom Group Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

5 Re-elect Jabu Moleketi as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

6 Re-elect John Otty as Director Mgmt For For

7 Appoint Ernst & Young Inc. as Auditors of the

Company with Vinodhan Pillay as the

Individual Registered Auditor

Mgmt For For

8 Approve Remuneration Policy Mgmt For For

9 Approve Implementation of the Remuneration

Policy

Mgmt For For

10 Re-elect David Brown as Member of the Audit,

Risk and Compliance Committee

Mgmt For For

11 Re-elect Saki Macozoma as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

12 Re-elect Priscillah Mabelane as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

13 Authorise Repurchase of Issued Share Capital Mgmt For For

14 Approve Increase in Non-Executive Directors'

Fees

Mgmt For For

15 Approve Financial Assistance in Terms of

Section 45 of the Companies Act

Mgmt For For

Zee Entertainment Enterprises Limited

Meeting Date: 07/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y98893152

Ticker: 505537

Primary ISIN: INE256A01028

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm Dividend on Preference Shares Mgmt For For

3 Declare Dividend on Equity Shares Mgmt For For

4 Reelect Subhash Chandra as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST Subhash Chandra is warranted because he has failed to attend at least 75 percent of board

and committee meetings in the most recent fiscal year, without a satisfactory explanation.

5 Approve Remuneration of Cost Auditors Mgmt For For

Page 26: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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Alliance Bank Malaysia Berhad

Meeting Date: 07/25/2019 Country: Malaysia

Meeting Type: Annual

Primary Security ID: Y0034W102

Ticker: 2488

Primary ISIN: MYL2488OO004

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Resolutions Mgmt

1 Approve Directors' Fees and Board

Committees' Fees

2 Approve Directors' Benefits (Other than

Directors' Fees and Board Committees' Fees)

3 Elect Kuah Hun Liang as Director

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

4 Elect Lee Ah Boon as Director

Mgmt

For

For

5 Elect Ahmad Bin Mohd Don as Director

Mgmt

For

For

6 Elect Susan Yuen Su Min as Director

Mgmt

For

For

7 Approve PricewaterhouseCoopers PLT as

Auditors and Authorize Board to Fix Their

Remuneration

Special Resolution

Mgmt

Mgmt

For

For

1 Amend Constitution

Mgmt

For

For

Bajaj Finance Limited

Meeting Date: 07/25/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0547D112

Ticker: 500034

Primary ISIN: INE296A01024

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Rajivnayan Rahulkumar Bajaj as

Director

Mgmt For For

4 Elect Naushad Darius Forbes as Director Mgmt For For

5 Elect Anami N Roy as Director Mgmt For For

Page 27: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Bajaj Finance Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

6

Reelect Nanoo Gobindram Pamnani as

Director

Mgmt

For

For

7 Reelect Dipak Kumar Poddar as Director Mgmt For For

8 Reelect Ranjan Surajprakash Sanghi as

Director

Mgmt For For

9 Reelect Balaji Rao Jagannathrao Doveton as

Director

Mgmt For For

10 Reelect Omkar Goswami as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

11 Reelect Gita Piramal as Director Mgmt For

For

12 Approve Rahulkumar Kamalnayan Bajaj to Mgmt

Continue Office as Non-Executive and

Non-Independent Director

For

For

13 Approve Issuance of Non-Convertible Mgmt

Debentures on Private Placement Basis

For

For

Bajaj Finserv Limited

Meeting Date: 07/25/2019 Country: India

Primary Security ID: Y0548X109

Meeting Type: Annual Ticker: 532978

Primary ISIN: INE918I01018

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Madhurkumar Ramkrishnaji Bajaj as

Director

Mgmt For For

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Elect Anami N Roy as Director Mgmt For For

6 Elect Manish Santoshkumar Kejriwal as

Director

Mgmt For For

7 Reelect Nanoo Gobindram Pamnani as

Director

Mgmt For For

8 Reelect Balaji Rao Jagannathrao Doveton as

Director

Mgmt For For

9 Reelect Gita Piramal as Director Mgmt For For

Page 28: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Bajaj Finserv Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

10 Approve Rahulkumar Kamalnayan Bajaj to

Continue Office as Non-Executive Director

11 Approve Payment of Remuneration to

Sanjivnayan Rahulkumar Bajaj as Managing

Director & CEO

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted as the company has failed to specify the commission rate for

which the executive is entitled to receive as part of his remuneration.

Canara Bank

Meeting Date: 07/25/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1081F109

Ticker: 532483

Primary ISIN: INE476A01014

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

Hytera Communications Corp. Ltd.

Meeting Date: 07/25/2019 Country: China

Meeting Type: Special

Primary Security ID: Y3815M103

Ticker: 002583

Primary ISIN: CNE1000013B1

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve Company's Eligibility for Corporate

Bond Issuance

Mgmt

For

For

APPROVE CORPORATE BOND ISSUANCE Mgmt

2.1 Approve Issue Size Mgmt For For

2.2 Approve Par Value and Issue Price Mgmt For For

2.3 Approve Issue Manner Mgmt For For

2.4 Approve Bond Maturity Mgmt For For

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Hytera Communications Corp. Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2.5

Approve Bond Interest Rate and Method of

Determination

Mgmt

For

For

2.6 Approve Target Subscribers and Placing

Arrangement for Shareholders

Mgmt For For

2.7 Approve Terms of Redemption or Terms of

Sell-Back

Mgmt For For

2.8 Approve Guarantee Matters Mgmt For For

2.9 Approve Use of Proceeds Mgmt For For

2.10 Approve Safeguard Measures of Debts

Repayment

Mgmt For For

2.11 Approve Listing of the Bonds Mgmt For For

2.12 Approve Underwriting Manner Mgmt For For

2.13 Approve Resolution Validity Period Mgmt For For

2.14 Approve Raised Funds Account Mgmt For For

3 Approve Authorization of Board to Handle All

Related Matters Regarding Issuance of

Corporate Bond

Mgmt For For

4 Approve Provision of Guarantee Mgmt For For

IDFC First Bank Limited

Meeting Date: 07/25/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3R5A4107

Ticker: 539437

Primary ISIN: INE092T01019

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Sunil Kakar as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Sunil Kakar (Item 2), Pravir Kumar Vohra

(Item 6), Brinda Jagirdar (Item 8), and Aashish Kamat (Item 9) serve on the audit committee and the level of non-audit fees

that may be paid to the auditor cannot be determined.

3 Approve B S R & Co. LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

Mgmt For For

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IDFC First Bank Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Approve Appointment and Remuneration of

Rajiv B. Lall as Part-Time Non-Executive

Chairman

Mgmt For Against

Blended Rationale: Chairperson Independence: A vote against is applied as LGIM expects the Board Chair to be independent at

the time of appointment and therefore does not support a company's outgoing CEO taking on the role of Board Chair.

5 Reelect Anand Sinha as Director Mgmt For For

6 Elect Pravir Vohra as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Sunil Kakar (Item 2), Pravir Kumar Vohra

(Item 6), Brinda Jagirdar (Item 8), and Aashish Kamat (Item 9) serve on the audit committee and the level of non-audit fees

that may be paid to the auditor cannot be determined.

7 Elect Hemang Raja as Director Mgmt For For

8 Elect Brinda Jagirdar as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Sunil Kakar (Item 2), Pravir Kumar Vohra

(Item 6), Brinda Jagirdar (Item 8), and Aashish Kamat (Item 9) serve on the audit committee and the level of non-audit fees

that may be paid to the auditor cannot be determined.

9 Elect Aashish Kamat as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Sunil Kakar (Item 2), Pravir Kumar Vohra

(Item 6), Brinda Jagirdar (Item 8), and Aashish Kamat (Item 9) serve on the audit committee and the level of non-audit fees

that may be paid to the auditor cannot be determined.

10 Elect Sanjeeb Chaudhuri as Director Mgmt For For

11 Elect Vishal Mahadevia as Director Mgmt For For

12 Elect V. Vaidyanathan as Director Mgmt For For

13 Approve Appointment and Remuneration of V.

Vaidyanathan as the Managing Director &

Chief Executive Officer

Mgmt For For

14 Approve Increase in ESOP Poll and Modified

Exercise Period

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted because:- The company could be considered a mature

company, and the limit under the proposed Scheme is 7.36 percent of the company's issued capital and the performance

conditions have not been disclosed.- The Scheme permits stock options to be issued with an exercise price at a discount to the

current market price.Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be

measured over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any

holding period to align with long-term value creation.Remuneration: Performance conditions. A vote against is applied as LGIM

expects a sufficient portion of executive remuneration to be assessed against performance conditions that are aligned with

company performance.Remuneration: A vote against is applied as the award of incentive remuneration to non-executive

directors may impair their independence.

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IDFC First Bank Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

15 Approve Modification of IDFC FIRST Bank

ESOS - 2015 and Grant of Option to Eligible

Employee and Subsidiary Company(ies)

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted because:- The company could be considered a mature

company, and the limit under the proposed Scheme is 7.36 percent of the company's issued capital and the performance

conditions have not been disclosed.- The Scheme permits stock options to be issued with an exercise price at a discount to the

current market price.Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be

measured over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any

holding period to align with long-term value creation.Remuneration: Performance conditions. A vote against is applied as LGIM

expects a sufficient portion of executive remuneration to be assessed against performance conditions that are aligned with

company performance.Remuneration: A vote against is applied as the award of incentive remuneration to non-executive

directors may impair their independence.

16 Approve Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For

JSW Steel Limited

Meeting Date: 07/25/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y44680158

Ticker: 500228

Primary ISIN: INE019A01038

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend on 10 Percent Cumulative

Redeemable Preference Shares

Mgmt For For

3 Approve Dividend on 0.01 Percent Cumulative

Redeemable Preference Shares

Mgmt For For

4 Approve Dividend on Equity Shares Mgmt For For

5 Reelect Jayant Acharya as Director Mgmt For For

6 Approve Remuneration of Cost Auditors Mgmt For For

7 Elect Harsh Charandas Mariwala as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

8 Elect Nirupama Rao as Director Mgmt For For

9 Approve Reappointment and Remuneration of

Jayant Acharya as Whole-Time Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted as the company has failed to specify the components of the

executive's remuneration package.

10 Approve Remuneration of Directors Mgmt For For

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JSW Steel Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

11 Approve Issuance of Redeemable

Non-Convertible Debentures on Private

Placement Basis

12 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

13 Approve Material Related Party Transactions

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

Mphasis Limited

Meeting Date: 07/25/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6144V108

Ticker: 526299

Primary ISIN: INE356A01018

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Reelect Amit Dixit as Director Mgmt For For

4 Reelect Paul James Upchurch as Director Mgmt For For

5 Elect Marshall Jan Lux as Director Mgmt For For

6 Reelect Davinder Singh Brar as Director Mgmt For For

The Federal Bank Limited (India)

Meeting Date: 07/25/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y24781182

Ticker: 500469

Primary ISIN: INE171A01029

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Ashutosh Khajuria as Director Mgmt For For

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The Federal Bank Limited (India)

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Approve B S R & Co. LLP, Chartered

Accountants, Mumbai and M M Nissim & Co,

Mumbai, Chartered Accountants as Joint

Central Statutory Auditors and Authorize

Board to Fix Their Remuneration

5 Approve Branch Auditors and Authorize Board

to Fix Their Remuneration

6 Elect K Balakrishnan as Director

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

7 Elect Siddhartha Sengupta as Director

Mgmt

For

For

8 Elect Manoj Fadnis as Director

Mgmt

For

For

9 Approve Remuneration of Dilip Sadarangani

as Non-Executive (Independent) Part-Time

Chairman

10 Reelect C. Balagopal as Director

Mgmt

Mgmt

For

For

For

For

11 Approve Issuance of Non-Convertible

Debentures/Bonds on Private Placement Basis

Mgmt

For

For

Bajaj Auto Limited

Meeting Date: 07/26/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y05490100

Ticker: 532977

Primary ISIN: INE917I01010

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Sanjivnayan Rahulkumar Bajaj as

Director

Mgmt For For

4 Reelect Pradeep Shrivastava as Director Mgmt For For

5 Elect Rakesh Sharma as Director Mgmt For For

6 Approve Appointment and Remuneration of

Rakesh Sharma as Whole-time Director,

Designated as Executive Director

Mgmt For For

7 Elect Lila Firoz Poonawalla as Director Mgmt For For

8 Elect Pradip Panalal Shah as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

Page 34: Vote Summary Report Emerging Markets July 2019 · Concentradora Fibra Danhos SA de CV Proposal Vote Number Proposal Text Proponent Mgmt Rec Instruction 4 Approve Issuance of 16.41

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Bajaj Auto Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

9 Reelect Nanoo Gobindram Pamnani as

Director

10 Reelect Balaji Rao Jagannathrao Doveton as

Director

11 Maintain Maximum Number of Directors

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

Bajaj Holdings & Investment Limited

Meeting Date: 07/26/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0546X143

Ticker: 500490

Primary ISIN: INE118A01012

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Rajivnayan Rahulkumar Bajaj as

Director

4 Elect Anami N Roy as Director

Mgmt

Mgmt

For

For

For

For

5 Elect Nirajkumar Ramkrishnaji Bajaj as

Director

6 Reelect Nanoo Gobindram Pamnani as

Director

7 Reelect Balaji Rao Jagannathrao Doveton as

Director

8 Reelect Gita Piramal as Director

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

For

For

9 Approve Rahulkumar Kamalnayan Bajaj to

Continue Office as Non-Executive Director

Mgmt

For

For

Biocon Limited

Meeting Date: 07/26/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0905C102

Ticker: 532523

Primary ISIN: INE376G01013

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Biocon Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Ravi Mazumdar as Director Mgmt For For

4 Approve Reappointment and Remuneration of

Arun Suresh Chandavarkar as CEO and Joint

Managing Director

Mgmt For For

5 Reelect Meleveetil Damodaran as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

6 Approve Remuneration of Cost Auditors Mgmt For For

7 Approve Variation in Terms of the Employees

Stock Option Plan 2000

Mgmt

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted because the proposed amendments are not in line with the

interests of the shareholders as these undermine the incentive impact of the options.

8 Approve Discontinuation of Grant IX and

Grant X of Employees Stock Option Plan 2000

Mgmt For For

COSCO SHIPPING Energy Transportation Co., Ltd.

Meeting Date: 07/26/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1765K101

Ticker: 1138

Primary ISIN: CNE1000002S8

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

EGM BALLOT FOR HOLDERS OF H SHARES

Mgmt

1 Approve Price Determination Date, Issue Price

and Pricing Principles in Respect of the

Proposed Non-Public Issuance of A Shares

Mgmt For For

2 Approve Proposed Non-Public Issuance of A

Shares (2nd Amendment)

Mgmt For For

3 Approve Supplemental Agreement Between

the Company and COSCO Shipping

Mgmt For For

4 Approve Remedial Measures Regarding

Dilution on Current Returns by the Proposed

Non-Public Issuance of A Shares

Mgmt For For

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COSCO SHIPPING Energy Transportation Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

5 Approve White Wash Waiver Mgmt For Against

Blended Rationale: Shareholder rights: A vote against is applied as LGIM considers companies ought to apply the mandatory

offer rules, which are there to protect minority shareholders.

6 Approve Specific Mandate Mgmt For For

7 Approve Transactions Contemplated Under

the Proposed Non-Public Issuance of A Shares

which Constitute a Special Deal Under Rule 25

of the Takeovers Code

Mgmt For For

COSCO SHIPPING Energy Transportation Co., Ltd.

Meeting Date: 07/26/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1765K101

Ticker: 1138

Primary ISIN: CNE1000002S8

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

CLASS MEETING FOR HOLDERS OF H SHARES Mgmt

1 Approve Price Determination Date, Issue Price

and Pricing Principles in Respect of the

Proposed Non-Public Issuance of A Shares

2 Approve Proposed Non-Public Issuance of A

Shares (2nd Amendment)

3 Approve Supplemental Agreement Between

the Company and COSCO Shipping

4 Approve Specific Mandate

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

For

For

5 Approve Transactions Contemplated Under

the Proposed Non-Public Issuance of A Shares

which Constitute a Special Deal Under Rule 25

of the Takeovers Code

Mgmt

For

For

PSG Group Ltd.

Meeting Date: 07/26/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S5959A107

Ticker: PSG

Primary ISIN: ZAE000013017

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PSG Group Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1.1

Re-elect KK Combi as Director

Mgmt

For

For

1.2 Re-elect Francois Gouws as Director Mgmt For For

1.3 Elect Modi Hlobo as Director Mgmt For For

2.1 Re-elect Patrick Burton as Member of the

Audit and Risk Committee

Mgmt For For

2.2 Elect Modi Hlobo as Member of the Audit and

Risk Committee

Mgmt For For

2.3 Re-elect Bridgitte Mathews as Member of the

Audit and Risk Committee

Mgmt For For

2.4 Re-elect Chris Otto as Member of the Audit

and Risk Committee

Mgmt For Against

Blended Rationale: A vote AGAINST this Director is warranted:- Chris Otto is a non-independent member of the Audit

Committee.

3 Reappoint PricewaterhouseCoopers Inc as

Auditors of the Company with D de Jager as

the Designated Auditor

Mgmt For For

4 Approve Remuneration Policy Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The share usage limit exceeds recommended limits.Remuneration:

Performance period. A vote against is applied as LGIM expects remuneration to be measured over at least a 3 year

performance period. We encourage a period longer than 3 years to be set, excluding any holding period to align with

long-term value creation.

5 Approve Implementation Report of the

Remuneration Policy

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted:- The size of share incentive grants has increased significantly, for

which no explanation is provided.- There are concerns around the structure and stretch of the performance conditions applying

to share incentives.Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period. We encourage a period longer than 3 years to be set, excluding any holding period

to align with long-term value creation.

6 Authorise Board to Issue Shares for Cash Mgmt For For

7 Approve Remuneration of Non-executive

Directors

Mgmt For For

8.1 Approve Financial Assistance in Terms of

Section 45 of the Companies Act

Mgmt For For

8.2 Approve Financial Assistance in Terms of

Section 44 of the Companies Act

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The Company seeks an authority to provide financial assistance to

any person in connection with the subscription of options or securities issued or to be issued by the Company, or in relation to

the purchase of securities. This is a broader authority than what many shareholders may prefer to approve in advance.

9 Authorise Repurchase of Issued Share Capital Mgmt For For

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Sao Martinho SA

Meeting Date: 07/26/2019 Country: Brazil

Meeting Type: Annual

Primary Security ID: P8493J108

Ticker: SMTO3

Primary ISIN: BRSMTOACNOR3

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports for Fiscal Year Ended March 31, 2019

Mgmt

For

For

2 Approve Allocation of Income Mgmt For For

3 Do You Wish to Request Installation of a

Fiscal Council, Under the Terms of Article 161

of the Brazilian Corporate Law?

Mgmt None For

4 Elect Fiscal Council Members Mgmt For Do Not

Vote

5 In Case One of the Nominees Leaves the

Fiscal Council Slate Due to a Separate

Minority Election, as Allowed Under Articles

161 and 240 of the Brazilian Corporate Law,

May Your Votes Still Be Counted for the

Proposed Slate?

Mgmt None Against

6 Elect Fiscal Council Member Appointed by

Minority Shareholder

SH None For

7 Approve Remuneration of Company's

Management and Fiscal Council Members

Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied due to insufficient disclosure to make an informed decision.

8 In the Event of a Second Call, the Voting

Instructions Contained in this Remote Voting

Card May Also be Considered for the Second

Call?

Mgmt

None

For

Sao Martinho SA

Meeting Date: 07/26/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P8493J108

Ticker: SMTO3

Primary ISIN: BRSMTOACNOR3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Article 5 to Reflect Changes in Capital Mgmt For For

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Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019

Sao Martinho SA

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2 Amend Articles and Consolidate Bylaws Mgmt For Against

Blended Rationale: A vote AGAINST this request is warranted because:- The company has bundled unrelated article

amendments under a single voting item not allowing shareholders to vote separately on the proposed changes;- The company

proposes to amend its mandatory bid provision to, among other changes, include a substantial premium to the share price in

the event of a tender offer due to a change-in-control. No rationale was provided for the proposed change; which is

inconsistent with the best recommended practices under the Brazilian Corporate Governance Code and policy guidelines.

3 In the Event of a Second Call, the Voting

Instructions Contained in this Remote Voting

Card May Also be Considered for the Second

Call?

Mgmt None For

Havells India Ltd.

Meeting Date: 07/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3116C119

Ticker: 517354

Primary ISIN: INE176B01034

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Reelect Anil Rai Gupta as Director Mgmt For For

4 Reelect Rajesh Kumar Gupta as Director Mgmt For For

5 Approve Remuneration of Cost Auditors Mgmt For For

6 Approve Reappointment and Remuneration of

Anil Rai Gupta as Chairman and Managing

Director and the CEO

Mgmt For For

7 Approve Reappointment and Remuneration of

Ameet Kumar Gupta as Whole-Time Director

Mgmt For For

8 Approve Reappointment and Remuneration of

Rajesh Kumar Gupta as Whole-Time Director

(Finance) and Group CFO

Mgmt For For

9 Reelect Siddhartha Pandit as Director Mgmt For For

10 Approve Reappointment and Remuneration of

Siddhartha Pandit as Whole-Time Director

Mgmt For For

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Hero MotoCorp Limited

Meeting Date: 07/29/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3194B108

Ticker: 500182

Primary ISIN: INE158A01026

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect Vikram Sitaram Kasbekar as Director Mgmt For For

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Elect Jagmohan Singh Raju as Director Mgmt For For

6 Reelect Meleveetil Damodaran as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

7 Reelect Pradeep Dinodia as Director Mgmt For For

8 Approve Reappointment and Remuneration of

Vikram Sitaram Kasbekar, Executive Director -

Operations as Whole-Time Director

Mgmt For For

L&T Finance Holdings Limited

Meeting Date: 07/29/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y5153Q109

Ticker: 533519

Primary ISIN: INE498L01015

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect R. Shankar Raman as Director Mgmt For For

4 Reelect S. V. Haribhakti as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

5 Reelect P. V. Bhide as Director Mgmt For For

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L&T Finance Holdings Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

6 Authorize Issuance of Cumulative

Compulsorily Redeemable Non-Convertible

Preference Shares

Mgmt For For

ZTE Corporation

Meeting Date: 07/29/2019 Country: China

Meeting Type: Special

Primary Security ID: Y0004F105

Ticker: 763

Primary ISIN: CNE1000004Y2

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES Mgmt

1.00

2.00

3.00

Approve Amendments to Articles of

Association, the Rules of Procedure for

General Meetings of Shareholders and the

Rules of Procedure for Board of Directors

Meetings

Amend Rules and Procedures Regarding

Meetings of Board of Supervisory Committee

Approve Execution of a Supplemental

Agreement with Shenzhen Vanke

Development Co., Ltd. on the Shenzhen Bay

Super Headquarters Base

Mgmt

Mgmt

SH

For

For

For

For

For

For

Bandhan Bank Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Court

Primary Security ID: Y0567Q100

Ticker: 541153

Primary ISIN: INE545U01014

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Court-Ordered Meeting for Shareholders Mgmt

1 Approve Scheme of Amalgamation

Mgmt

For

For

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Beijing Capital International Airport Company Limited

Meeting Date: 07/30/2019 Country: China

Meeting Type: Special

Primary Security ID: Y07717104

Ticker: 694

Primary ISIN: CNE100000221

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1

Approve Resolutions in Relation to the

Non-Public Issuance

Mgmt

For

For

1.1 Approve Class of Shares to be Issued Mgmt For For

1.2 Approve Nominal Value of the Shares to be

Issued

Mgmt For For

1.3 Approve Method of Issue Mgmt For For

1.4 Approve Date of Issue Mgmt For For

1.5 Approve Target Subscriber Mgmt For For

1.6 Approve Subscription Method Mgmt For For

1.7 Approve Issue Price Mgmt For For

1.8 Approve Size of Issuance Mgmt For For

1.9 Approve Number of Shares to be Issued Mgmt For For

1.10 Approve Use of Proceeds Mgmt For For

1.11 Approve Arrangement for the Accumulated

Profits to the Non-Public Issuance

Mgmt For For

1.12 Approve Validity Period of the Resolutions on

the Non-Public Issuance

Mgmt For For

1.13 Approve Share Subscription Agreement and

Related Transactions

Mgmt For For

2 Authorized Board to Deal with All Matters in

Relation to the Non-Public Issuance

Mgmt For For

3 Authorize Board to Make Consequential

Amendments to Provisions in Articles Based

on the Results of the Non-Public Issuance

Mgmt For For

Beijing Capital International Airport Company Limited

Meeting Date: 07/30/2019 Country: China

Meeting Type: Special

Primary Security ID: Y07717104

Ticker: 694

Primary ISIN: CNE100000221

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Beijing Capital International Airport Company Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

CLASS MEETING FOR HOLDERS OF H SHARES

Mgmt

1 Approve Resolutions in Relation to the

Non-Public Issuance

Mgmt For For

1.1 Approve Class of Shares to be Issued Mgmt For For

1.2 Approve Nominal Value of Shares to be

Issued

Mgmt For For

1.3 Approve Method of Issue Mgmt For For

1.4 Approve Date of Issue Mgmt For For

1.5 Approve Target Subscriber Mgmt For For

1.6 Approve Subscription Method Mgmt For For

1.7 Approve Issue Price Mgmt For For

1.8 Approve Size of the Issuance Mgmt For For

1.9 Approve Number of Shares to be Issued Mgmt For For

1.10 Approve Use of Proceeds Mgmt For For

1.11 Approve Arrangement for the Accumulated

Profits Prior to the Non-Public Issuance

Mgmt For For

1.12 Approve Validity Period of Resolutions on the

Non-Public Issuance

Mgmt For For

1.13 Approve Share Subscription Agreement and

Related Transactions

Mgmt For For

China Everbright Bank Company Limited

Meeting Date: 07/30/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1477U124

Ticker: 6818

Primary ISIN: CNE100001QW3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES

Mgmt

RESOLUTIONS IN RELATION TO THE

ELECTION OF DIRECTORS

Mgmt

1.1 Elect Li Xiaopeng as Director SH For For

1.2 Elect Ge Haijiao as Director SH For For

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China Everbright Bank Company Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1.3 Elect Cai Yunge as Director SH For Against

Blended Rationale: A vote AGAINST the election of Cai Yunge is warranted given that he has attended less than 75 percent of

board and committee meetings in the most recent fiscal year, without a satisfactory explanation.

1.4 Elect Lu Hong as Director SH For For

1.5 Elect Fu Dong as Director SH For For

1.6 Elect Shi Yongyan as Director SH For For

1.7 Elect Wang Xiaolin as Director SH For For

1.8 Elect Dou Hongquan as Director SH For For

1.9 Elect He Haibin as Director SH For For

1.10 Elect Liu Chong as Director SH For For

1.11 Elect Yu Chunling as Director SH For For

1.12 Elect Fok Oi Ling Catherine as Director Mgmt For For

1.13 Elect Xu Hongcai as Director Mgmt For For

1.14 Elect Wang Liguo as Director Mgmt For For

1.15 Elect Hong Yongmiao as Director Mgmt For For

1.16 Elect Shao Ruiqing as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects non-executive directors not to hold too many

external roles to ensure they can undertake their duties effectively.

1.17 Elect Lu Zhengfei as Director Mgmt For For

RESOLUTIONS IN RELATION TO THE

ELECTION OF SUPERVISORS

Mgmt

2.1 Elect Li Xin as Supervisor Mgmt For For

2.2 Elect Yin Lianchen as Supervisor Mgmt For For

2.3 Elect Wu Junhao as Supervisor Mgmt For For

2.4 Elect Wu Gaolian as Supervisor Mgmt For For

2.5 Elect Wang Zhe as Supervisor Mgmt For For

2.6 Elect Qiao Zhimin as Supervisor Mgmt For For

3 Approve Resolution on Formulating the

Provisional Measures on Administration of

Equities of China Everbright Bank Company

Limited

Mgmt For For

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DLF Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2089H105

Ticker: 532868

Primary ISIN: INE271C01023

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Pia Singh as Director Mgmt For Against

Blended Rationale: Independence: A vote against is applied as the board is not sufficiently independent which is a critical

element for a board to protect shareholders' interests.Pia Singh has failed to attend at least 75 percent of board meetings in

the most recent fiscal year, without a satisfactory explanation.

4 Reelect Gurvirendra Singh Talwar as Director Mgmt For Against

Blended Rationale: Independence: A vote against is applied as the board is not sufficiently independent which is a critical

element for a board to protect shareholders' interests.Gurvirendra Singh Talwar has failed to attend at least 75 percent of

board meetings in the most recent fiscal year, without a satisfactory explanation.

5 Approve Remuneration of Cost Auditors Mgmt For For

6 Approve Reappointment and Remuneration of

K.P. Singh as a Whole-time Director

designated as Chairman

Mgmt For For

7 Approve Reappointment and Remuneration of

Mohit Gujral as Chief Executive Officer &

Whole-time Director

Mgmt For For

8 Approve Reappointment and Remuneration of

Rajeev Talwar as Chief Executive Officer &

Whole-time Director

Mgmt For For

9 Approve Reappointment and Remuneration of

Rajiv Singh as Whole-time Director

designated as Vice-Chairman

Mgmt For Against

Blended Rationale: A vote AGAINST Item 9 is warranted as the company has failed to specify the commission rate for which

Rajiv Singh is entitled to receive as part of his remuneration.

10 Elect Priya Paul as Director Mgmt For For

11 Elect Aditya Singh as Director Mgmt For For

12 Approve Commission to Non-Executive

Directors

Mgmt For For

Dr. Reddy's Laboratories Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y21089159

Ticker: 500124

Primary ISIN: INE089A01023

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Dr. Reddy's Laboratories Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect G V Prasad as Director Mgmt For For

4 Reelect Sridar Iyengar as Director

Mgmt

For

For

5 Reelect Kalpana Morparia as Director

Mgmt

For

For

6 Elect Leo Puri as Director

Mgmt

For

For

7 Elect Shikha Sharma as Director

Mgmt

For

For

8 Elect Allan Oberman as Director

Mgmt

For

For

9 Approve Remuneration of Cost Auditors

Mgmt

For

For

Future Retail Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0R8CN111

Ticker: 540064

Primary ISIN: INE752P01024

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Kishore Biyani as Director Mgmt For For

3 Approve Payment of Remuneration to Kishore

Biyani as Managing Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST Item 3 is warranted as the company has failed to specify the commission rate for which

the executive is entitled to receive as part of his remuneration.

4 Approve Reappointment and Remuneration to

Kishore Biyani as Managing Director

Mgmt For For

5 Approve Payment of Remuneration to Rakesh

Biyani as Jt. Managing Director

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the company has failed to specify the commission rate

for which the executive is entitled to receive as part of his remuneration.

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Future Retail Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

6 Approve Reappointment and Remuneration to

Rakesh Biyani as Jt. Managing Director

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the company has failed to specify the commission rate

for which the executive is entitled to receive as part of his remuneration.

7 Approve Material Related Party Transactions Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted given that there are material

conflicts of interest and the company has not provided sufficient information to assess the fairness of the transactions.

Pick n Pay Stores Limited

Meeting Date: 07/30/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S60947108

Ticker: PIK

Primary ISIN: ZAE000005443

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

Ordinary Resolutions

Mgmt

1 Reappoint Ernst & Young Inc as Auditors of

the Company

Mgmt For For

2.1 Re-elect Hugh Herman as Director Mgmt For For

2.2 Re-elect Jeff van Rooyen as Director Mgmt For For

2.3 Re-elect David Friedland as Director Mgmt For For

2.4 Re-elect Suzanne Ackerman-Berman as

Director

Mgmt For For

2.5 Re-elect Jonathan Ackerman as Director Mgmt For For

3.1 Re-elect Jeff van Rooyen as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

3.2 Re-elect Hugh Herman as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

3.3 Re-elect Audrey Mothupi as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

3.4 Re-elect David Friedland as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

Advisory Votes Mgmt

1 Approve Remuneration Policy Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.

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Pick n Pay Stores Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2 Approve Remuneration Implementation

Report

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- Outgoing CFO Bakar Jakoet received a gratuity payment of ZAR 10

million (c. USD 718,000) upon his retirement.- The size of the CEO's annual share incentive grant has increased significantly,

for which no explanation is provided. As a result, the overall quantum of the CEO's remuneration package during the period in

review stands out as high for a South African company of this size.

Special Resolutions Mgmt

1 Approve Directors' Fees for the 2020 and

2021 Annual Financial Periods

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted because the Chair's fee is significantly higher than that paid to the

board chairs of other large South African food retailers.

2.1 Approve Financial Assistance to Related or

Inter-related Companies or Corporations

Mgmt For For

2.2 Approve Financial Assistance to an Employee

of the Company or its Subsidiaries

Mgmt For For

3 Authorise Repurchase of Issued Share Capital Mgmt For For

Continuation of Ordinary Resolutions Mgmt

4 Authorise Ratification of Approved

Resolutions

Mgmt For For

Piramal Enterprises Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6941N101

Ticker: 500302

Primary ISIN: INE140A01024

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Reelect Swati A. Piramal as Director Mgmt For For

4 Elect Arundhati Bhattacharya as Director Mgmt For For

5 Approve Remuneration of Cost Auditors Mgmt For For

6 Authorize Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For

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Tata Motors Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Court

Primary Security ID: Y85740267

Ticker: 500570

Primary ISIN: INE155A01022

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Court-Ordered Meeting for Shareholders Mgmt

1 Approve Scheme of Arrangement

Mgmt

For

For

Tata Motors Limited

Meeting Date: 07/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y85740267

Ticker: 500570

Primary ISIN: INE155A01022

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Reelect N Chandrasekaran as Director Mgmt For For

4 Elect Vedika Bhandarkar as Director Mgmt For For

5 Approve Remuneration of Directors Mgmt For For

6 Approve Branch Auditors and Authorize Board

to Fix Their Remuneration

Mgmt For For

7 Approve Remuneration of Cost Auditors Mgmt For For

AMMB Holdings Berhad

Meeting Date: 07/31/2019 Country: Malaysia

Meeting Type: Annual

Primary Security ID: Y0122P100

Ticker: 1015

Primary ISIN: MYL1015OO006

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AMMB Holdings Berhad

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve Directors' Fees

Mgmt

For

For

2 Approve Directors' Benefits (Excluding

Directors' Fees)

Mgmt For For

3 Elect Graham Kennedy Hodges as Director Mgmt For For

4 Elect Azman Hashim as Director Mgmt For For

5 Approve Ernst & Young as Auditors and

Authorize Board to Fix Their Remuneration

Mgmt For For

6 Approve Issuance of New Ordinary Shares

Under the Dividend Reinvestment Plan

Mgmt For For

7 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

8 Approve Renewal of Shareholders' Mandate

for Recurrent Related Party Transactions with

Australia and New Zealand Banking Group

Limited Group

Mgmt For For

9 Approve Renewal of Shareholders' Mandate

for Recurrent Related Party Transactions with

Amcorp Group Berhad Group

Mgmt For For

AMMB Holdings Berhad

Meeting Date: 07/31/2019 Country: Malaysia

Meeting Type: Special

Primary Security ID: Y0122P100

Ticker: 1015

Primary ISIN: MYL1015OO006

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Authorize Share Repurchase Program Mgmt For For

Ashok Leyland Limited

Meeting Date: 07/31/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0266N143

Ticker: 500477

Primary ISIN: INE208A01029

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Ashok Leyland Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Dheeraj G Hinduja as Director

Mgmt

For

For

4 Reelect Andreas H. Biagosch as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Andreas Biagosch has failed to attend at

least 75 percent of board and committee meetings in the most recent fiscal year, without a satisfactory explanation.

5 Reelect Jean Brunol as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Jean Brunol serves on the audit committee

and the company paid excessive non-audit fees to its auditor.

6 Reelect Sanjay K. Asher as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST the following nominee is

warranted because:- Sanjay Khatau Asher serves on the audit committee and the company paid excessive non-audit fees to its

auditor.

7 Elect Gopal Mahadevan as Director and

Approve Appointment and Remuneration of

Gopal Mahadevan as Whole-time Director

designated as Whole-time Director and Chief

Financial Officer

Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Gopal Mahadevan's election as director is

bundled with his appointment and remuneration as executive of the company and the company has failed to specify the

commission rate for which he is entitled to as part of his remuneration.

8 Approve Remuneration of Cost Auditors Mgmt For For

China Tower Corp. Ltd.

Meeting Date: 07/31/2019 Country: China

Meeting Type: Special

Primary Security ID: Y15076105

Ticker: 788

Primary ISIN: CNE100003688

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Gu Xiaomin as Director, Authorize Board Mgmt For For to Sign on Behalf of the Company

theSupervisor's Service Contract with Gu

Xiaomin and Authorize Board to Fix His

Remuneration

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China Tower Corp. Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2 Elect Li Tienan as Supervisor and Authorize

Board to Sign on Behalf of the Company

theSupervisor's Service Contract with Li

Tienan

Mgmt For For

Dis-Chem Pharmacies Pty Ltd.

Meeting Date: 07/31/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S2266H107

Ticker: DCP

Primary ISIN: ZAE000227831

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Resolutions

Mgmt

1 Accept Financial Statements and Statutory

Reports for the Year Ended 28 February 2019

Mgmt For For

2 Reappoint Ernst and Young Inc as Auditors of

the Company with Derek Engelbrecht as the

Designated Auditor

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted because the Company has not disclosed information on the fees paid

to the external auditors in respect of the year under review.

3 Re-elect Larry Nestadt as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

4 Re-elect Joe Mthimunye as Director Mgmt For For

5 Re-elect Anuschka Coovadia as Member of

the Audit and Risk Committee

Mgmt For For

6 Re-elect Mark Bowman as Member of the

Audit and Risk Committee

Mgmt For For

7 Re-elect Mahomed Gani as Member of the

Audit and Risk Committee

Mgmt For For

8 Re-elect Joe Mthimunye as Member of the

Audit and Risk Committee

Mgmt For For

9.1 Approve Remuneration Philosophy and Policy Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.

9.2 Approve Implementation Report Mgmt For For

Special Resolutions Mgmt

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Dis-Chem Pharmacies Pty Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1 Approve Non-executive Directors' Fees Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted because the proposed Board Chair fees appears to be significantly

higher than what comparable companies are offering to their board chairs.

2 Approve Financial Assistance in Terms of

Section 45 of the Companies Act

Mgmt For For

Continuation of Ordinary Resolutions Mgmt

10 Place Authorised but Unissued Shares under

Control of Directors

Mgmt For For

11 Authorise Board to Issue Shares for Cash Mgmt For For

12 Authorise Ratification of Approved

Resolutions

Mgmt For For

Hindustan Zinc Limited

Meeting Date: 07/31/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3224T137

Ticker: 500188

Primary ISIN: INE267A01025

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm First Interim Dividend Mgmt For For

3 Reelect Reena Sinha Puri as Director Mgmt For Against

Blended Rationale: Independence: A vote against is applied as the board is not sufficiently independent which is a critical

element of a board to protect shareholders.

4 Approve S.R. Batliboi & Co. LLP, Chartered Mgmt For For Accountants as Auditors and Authorize Board

5

to Fix Their Remuneration

Approve Remuneration of Cost Auditors

Mgmt

For

For

6 Elect Kiran Agarwal as Director Mgmt For Against

Blended Rationale: Independence: A vote against is applied as the board is not sufficiently independent which is a critical

element of a board to protect shareholders.

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Magazine Luiza SA

Meeting Date: 07/31/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P6425Q109

Ticker: MGLU3

Primary ISIN: BRMGLUACNOR2

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve 8-for-1 Stock Split

Mgmt

For

For

2 Amend Articles to Reflect Changes in Share

Capital and Authorized Capital and

Consolidate Bylaws

Mgmt For For

3 Authorize Board to Ratify and Execute

Approved Resolutions

Mgmt For For

Tech Mahindra Limited

Meeting Date: 07/31/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y85491127

Ticker: 532755

Primary ISIN: INE669C01036

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividend Mgmt For For

4 Reelect V. S. Parthasarathy as Director Mgmt For For

5 Elect Mukti Khaire as Director Mgmt For For

6 Reelect M. Damodaran as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

7 Reelect T. N. Manoharan as Director Mgmt For For

8 Reelect M. Rajyalakshmi Rao as Director

Mgmt

For

For

9 Elect Haigreve Khaitan as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO or a non-executive director not to hold

too many external roles to ensure they can undertake their duties effectively.

10 Elect Shikha Sharma as Director Mgmt For For

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Tech Mahindra Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

11 Approve Payment of Commission to Directors Mgmt For For