vote summary report emerging markets july 2019 · concentradora fibra danhos sa de cv proposal vote...
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July 2019 Emerging Markets Voting Report
Voting report Legal & General Investment Management
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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
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
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.
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
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
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
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
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
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
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
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
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
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
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
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
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
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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.
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
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
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
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
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
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
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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.
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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.
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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.
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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.
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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.
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
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
Vote Summary Report Date range covered: 07/01/2019 to 07/31/2019
Tech Mahindra Limited
Proposal
Number
Proposal Text
Proponent
Mgmt Rec
Vote
Instruction
11 Approve Payment of Commission to Directors Mgmt For For