UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM N-PX
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ANNUAL REPORT OF PROXY VOTING RECORD OF
REGISTERED MANAGEMENT INVESTMENT COMPANY
Investment Company Act File Number: 811-07102
The Advisors’ Inner Circle Fund II
(Exact name of registrant as specified in charter)
________
101 Federal Street
Boston, Massachusetts 02110
(Address of principal executive offices)
________
Michael Beattie, President
The Advisors’ Inner Circle Fund II
c/o SEI Corp.
One Freedom Valley Drive
Oaks, PA 19456
(Name and address of agent for service)
________
Registrant’s telephone number, including area code: 1-877-446-3863
Date of Fiscal Year End: December 31
Date of Reporting Period: July 1, 2020 to June 30, 2021
________
Item 1. Proxy Voting Record.
Attached are the proxy voting records for the following funds, each of which
is a series of The Advisors’ Inner Circle Fund II:
is a series of The Advisors’ Inner Circle Fund II:
Sprucegrove International Equity Fund
Sprucegrove International Equity Master Fund
(The Funds commenced operations March 31, 2021)
Non-Voting Fund
Sprucegrove International Equity Fund
The Sprucegrove International Equity Fund was not entitled to cast any proxy votes during the period of
July 1, 2020 to June 30, 2021. Accordingly, there are no proxy votes to report.
July 1, 2020 to June 30, 2021. Accordingly, there are no proxy votes to report.
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
ADBRI LTD
Security ID: Q0103K103
Ticker: ABC
Meeting Date: 21-May-21
1.1 | Re-election of Raymond Barro | Management | For | Voted - Abstain | |
1.2 | Re-election of Ms Rhonda Barro | Management | For | Voted - Abstain | |
2 | Adoption of Remuneration Report | Management | For | Voted - Abstain | |
3 | Voting Exclusions Apply to This Meeting for Proposal 4 and Votes Cast by Any Individual Or Related Party Who Benefit from the Passing of the Proposal/s Will be Disregarded by the Company. Hence, If You Have Obtained Benefit Or Expect to Obtain Future Benefit (as Referred in the Company Announcement) Vote Abstain on the Relevant Proposal Items. by Doing So, You Acknowledge That You Have Obtained Benefit Or Expect to Obtain Benefit by the Passing of the Relevant Proposal/s. by Voting (for Or Against) on the Above Mentioned Proposal/s, You Acknowledge That You Have Not Obtained Benefit Neither Expect to Obtain Benefit by the Passing of the Relevant Proposal/s and You Comply with the Voting Exclusion | Non-Voting | Non-Voting |
AGGREKO PLC
Security ID: G0116S185
Ticker: AGK
Meeting Date: 22-Apr-21
1.1 | Re-election of Ken Hanna | Management | For | Voted - For | |
1.2 | Re-election of Chris Weston | Management | For | Voted - For | |
1.3 | Re-election of Heath Drewett | Management | For | Voted - For | |
1.4 | Re-election of Dame Nicola Brewer | Management | For | Voted - For | |
1.5 | Re-election of Barbara Jeremiah | Management | For | Voted - For | |
1.6 | Re-election of Uwe Krueger | Management | For | Voted - For | |
1.7 | Re-election of Sarah Kuijlaars | Management | For | Voted - For | |
1.8 | Re-election of Ian Marchant | Management | For | Voted - For | |
1.9 | Re-election of Miles Roberts | Management | For | Voted - For | |
2 | Receipt of Reports and Adoption of Accounts | Management | For | Voted - For | |
3 | Approval of Annual Statement and the Annual Report on Remuneration | Management | For | Voted - For | |
4 | Approval of Remuneration Policy | Management | For | Voted - For | |
5 | Declaration of Dividend: to Declare A Final Dividend on the Company's Ordinary Shares of 10.00 Pence Per Ordinary Share | Management | For | Voted - For | |
6 | Election of Mark Clare | Management | For | Voted - For | |
7 | Re-appointment of Auditor: to Re-appoint KPMG LLP As Auditor of the Company to Hold Office from the Conclusion of the Meeting Until the Conclusion of the Next General Meeting at Which Accounts are Laid Before the Company | Management | For | Voted - For |
1
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
8 | Authorise Audit Committee to Determine Remuneration of Auditor | Management | For | Voted - For | |
9 | Authority to Allot Shares | Management | For | Voted - Against | |
10 | Approval of Restricted Stock Plan | Management | For | Voted - For | |
11 | Approval of Hybrid General Meetings | Management | For | Voted - For | |
12 | Disapplication of Pre-emption Rights (customary) | Management | For | Voted - For | |
13 | Disapplication of Pre-emption Rights (enhanced) | Management | For | Voted - Against | |
14 | Purchase of Own Shares | Management | For | Voted - Against | |
15 | General Meetings on 14 Clear Days' Notice | Management | For | Voted - For |
Meeting Date: 26-Apr-21
1 | Approve Recommended Cash Acquisition of Aggreko PLC by Albion Acquisitions Limited | Management | For | Voted - Against | |
2 | Amend Articles of Association | Management | For | Voted - Against | |
3 | 2 Apr 2021: Please Note That This is A Revision Due to Change in Meeting Type to Ogm. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting | ||
4 | That the Scheme of Arrangement Dated 1 April 21, be Approved and the Directors be Authorised to Take All Necessary Actions for Carrying the Scheme Into Effect | Management | For | Voted - For | |
5 | 02 Apr 2021: Please Note That Abstain is Not A Valid Vote Option for This Meeting Type. Please Choose Between "for" and "against" Only. Should You Choose to Vote Abstain for This Meeting Then Your Vote Will be Disregarded by the Issuer Or Issuers Agent. | Non-Voting | Non-Voting | ||
6 | 02 Apr 2021: Please Note That This is A Revision Due to Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting |
AIA GROUP LTD
Security ID: Y002A1105
Ticker: 1299
Meeting Date: 20-May-21
1.1 | To Re-elect Mr. Lee Yuan Siong As Executive Director of the Company | Management | For | Voted - For | |
1.2 | To Re-elect Mr. Chung-kong Chow As Independent Non-executive Director of the Company | Management | For | Voted - For | |
1.3 | To Re-elect Mr. John Barrie Harrison As Independent Non-executive Director of the Company | Management | For | Voted - For | |
1.4 | To Re-elect Professor Lawrence Juen-yee Lau As Independent Non-executive Director of the Company | Management | For | Voted - For |
2
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.5 | To Re-elect Mr. Cesar Velasquez Purisima As Independent Non-executive Director of the Company | Management | For | Voted - Against | |
2 | To Receive the Audited Consolidated Financial Statements of the Company, the Report of the Directors and the Independent Auditor's Report for the Year Ended 31 December 2020 | Management | For | Voted - For | |
3 | To Declare A Final Dividend of 100.30 Hong Kong Cents Per Share for the Year Ended 31 December 2020 | Management | For | Voted - For | |
4 | To Re-appoint PricewaterhouseCoopers As Auditor of the Company and to Authorise the Board of Directors of the Company to Fix Its Remuneration | Management | For | Voted - Abstain | |
5 | To Grant A General Mandate to the Directors to Allot, Issue and Deal with Additional Shares of the Company, Not Exceeding 10 Per Cent of the Number of Shares of the Company in Issue As at the Date of This Resolution, and the Discount for Any Shares to be Issued Shall Not Exceed 10 Per Cent to the Benchmarked Price | Management | For | Voted - Against | |
6 | To Grant A General Mandate to the Directors to Buy Back Shares of the Company, Not Exceeding 10 Per Cent of the Number of Shares of the Company in Issue As at the Date of This Resolution | Management | For | Voted - For | |
7 | Please Note That the Company Notice and Proxy Form are Available by Clicking on the Url Links: Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0408/2021040800938.pdf and Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0408/2021040800946.pdf | Non-Voting | Non-Voting | ||
8 | Please Note in the Hong Kong Market That A Vote of 'abstain' Will be Treated the Same As A 'take No Action' Vote | Non-Voting | Non-Voting |
AIR LIQUIDE SA
Security ID: F01764103
Ticker: AI
Meeting Date: 04-May-21
1 | Approval of the Corporate Financial Statements for the Financial Year Ended 31 December 2020 | Management | For | Voted - For | |
2 | Approval of the Consolidated Financial Statements for the Financial Year Ended 31 December 2020 | Management | For | Voted - For | |
3 | Allocation of Income for the Financial Year 2020; Setting of the Dividend | Management | For | Voted - For | |
4 | 18-month Authorization Granted to the Board of Directors to Allow the Company to Trade in Its Own Shares | Management | For | Voted - Against | |
5 | Renewal of the Term of Office of Mr. Xavier Huillard As Director | Management | For | Voted - For | |
6 | Appointment of Mr. Pierre Breber As Director of the Company | Management | For | Voted - For | |
7 | Appointment of Mr. Aiman Ezzat As Director of the Company | Management | For | Voted - For |
3
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
8 | Appointment of Mr. Bertrand Dumazy As Director of the Company | Management | For | Voted - For | |
9 | Statutory Auditors' Special Report on the Agreements Referred to in Articles L. 225-38 and Following of the French Commercial Code | Management | For | Voted - For | |
10 | Approval of the Compensation Elements Paid During Or Awarded for the Financial Year Ended 31 December 2020 to Mr. Benoit Potier | Management | For | Voted - Against | |
11 | Approval of the Information Relating to the Compensation of the Corporate Officers Referred to in Article L. 22-10-9 I of the French Commercial Code | Management | For | Voted - Against | |
12 | Approval of the Compensation Policy Applicable to Executive Corporate Officers | Management | For | Voted - Against | |
13 | Approval of the Compensation Policy Applicable to Directors | Management | For | Voted - For | |
14 | Authorisation Granted to the Board of Directors for 24 Months to Reduce the Capital by Cancelling Treasury Shares | Management | For | Voted - For | |
15 | Delegation of Authority Granted to the Board of Directors for 26 Months in Order to Increase the Share Capital by Issuing Common Shares Or Transferable Securities Granting Access, Immediately And/or in the Future, to the Company's Capital, with Retention of Shareholders' Pre-emptive Subscription Rights for A Maximum Nominal Amount of 470 Million Euros | Management | For | Voted - Against | |
16 | Authorisation Granted for 26 Months to the Board of Directors in Order to Increase, in the Event of Excess Demand, the Amount of Issues of Shares Or Transferable Securities) | Management | For | Voted - Against | |
17 | Delegation of Authority Granted for 26 Months to the Board of Directors in Order to Proceed with Capital Increases with Cancellation of the Pre-emptive Subscription Right Reserved for Members of A Company Or Group Savings Plan | Management | For | Voted - For | |
18 | Delegation of Authority Granted for 18 Months to the Board of Directors in Order to Proceed with Capital Increases with Cancellation of the Pre-emptive Subscription Right Reserved for A Category of Beneficiaries | Management | For | Voted - For | |
19 | Powers to Carry Out Formalities | Management | For | Voted - For | |
20 | The Following Applies to Shareholders That Do Not Hold Shares Directly with A French Custodian: Proxy Cards: Voting Instructions Will be Forwarded to the Global Custodians on the Vote Deadline Date. in Capacity As Registered Intermediary, the Global Custodians Will Sign the Proxy Cards and Forward Them to the Local Custodian. If You Request More Information, Please Contact Your Client Representative. | Non-Voting | Non-Voting | ||
21 | Following Changes in the Format of Proxy Cards for French Meetings, Abstain is Now A Valid Voting Option. for Any Additional Items Raised at the Meeting the Voting Option Will Default to 'against', Or for Positions Where the Proxy Card is Not Completed by Broadridge, to the Preference of Your Custodian. | Non-Voting | Non-Voting |
4
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
22 | 18 Feb 2021: Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Please Note That If You Hold Crest Depository Interests (cdis) and Participate at This Meeting, You (or Your Crest Sponsored Member/custodian) Will be Required to Instruct A Transfer of the Relevant Cdis to the Escrow Account Specified in the Associated Corporate Event in the Crest System. This Transfer Will Need to be Completed by the Specified Crest System Deadline. Once This Transfer Has Settled, the Cdis Will be Blocked in the Crest System. the Cdis Will be Released from Escrow As Soon As Practicable on the Business Day Prior to Meeting Date Unless Otherwise Specified. in Order for A Vote to be Accepted, the Voted Position Must be Blocked in the Required Escrow Account in the Crest System. by Voting on This Meeting, Your Crest Sponsored Member/custodian May Use Your Vote Instruction As the Authorization to Take the Necessary Action Which Will Include Transferring Your Instructed Position to Escrow. Please Contact Your Crest Sponsored Member/custodian Directly for Further Information on the Custody Process and Whether Or Not They Require Separate Instructions from You. Thank You | Non-Voting | Non-Voting | ||
23 | Please Note That Due to the Current Covid19 Crisis and in Accordance with the Provisions Adopted by the French Government Under Law No. 2020-1379 of November 14, 2020, Extended and Modified by Law No 2020-1614 of December 18, 2020 the General Meeting Will Take Place Behind Closed Doors Without the Physical Presence of the Shareholders. to Comply with These Laws, Please Do Not Submit Any Requests to Attend the Meeting in Person. Should This Situation Change, the Company Encourages All Shareholders to Regularly Consult the Company Website | Non-Voting | Non-Voting | ||
24 | 18 Feb 2021: Please Note That Important Additional Meeting Information is Available by Clicking on the Material Url Link: Https://www.journal-officiel.gouv.fr/balo/document/2 02102172100163-21: Revision Due to Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting | ||
25 | Intermediary Clients Only - Please Note That If You are Classified As an Intermediary Client Under the Shareholder Rights Directive II, You Should be Providing the Underlying Shareholder Information at the Vote Instruction Level. If You are Unsure on How to Provide This Level of Data to Broadridge Outside of Proxyedge, Please Speak to Your Dedicated Client Service Representative for Assistance. Thank You | Non-Voting | Non-Voting |
5
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
AMBEV S.A.
Security ID: 02319V103
Ticker: ABEV
Meeting Date: 29-Apr-21
1 | To Determine the Managers' Overall Compensation for the Year of 2021, in the Annual Amount of Up to R$ 123,529,137.63, Including Expenses Related to the Recognition of the Fair Amount of (x) the Stock Options That the Company Intends to Grant in the Fiscal Year, and (y) the Compensation Based on Shares That the Company Intends to Execute in the Fiscal Year. | Management | For | Voted - Against | |
2 | To Determine the Overall Compensation of the Fiscal Council's Members for the Year of 2021, in the Annual Amount of Up to R$ 1,845,504.00, with Alternate Members' Compensation Corresponding to Half of the Amount Received by the Effective Members, in Accordance with the Management Proposal. | Management | For | Voted - For | |
3 | To Approve the Amendment of the Heading of Article 2 of the Bylaws to Reflect the Change in the Management Body Responsible for Deciding on the Opening, Maintenance and Closure of Branches, Offices, Deposits Or Representation Agencies of the Company, According to Exhibit B.i of the Management Proposal. | Management | For | Voted - For | |
4 | To Approve the Amendment of Items "b", "h", "i" and "m" and Include Items "o" and "p", All of Article 3 of the Bylaws, to Detail in the Corporate Purpose Ancillary Activities to the Company's Main Activities, According to Exhibit B.i of the Management Proposal. | Management | For | Voted - For | |
5 | To Approve the Amendment of the Heading of Article 5 of the Bylaws in Order to Reflect the Capital Increases Approved by the Board of Directors, Within the Authorized Capital Limit Until the Date of the Shareholders' Meeting, According to Exhibit B.i of the Management Proposal. | Management | For | Voted - For | |
6 | To Approve the Amendment of Item "s" of Article 21 of the Bylaws in Order to Specify the Competence of the Board of Directors to Decide on the Participation of the Company in Other Companies and Ventures, According to Exhibit B.i of the Management Proposal. | Management | For | Voted - For | |
7 | In View of the Proposed Amendments to the Bylaws Described Above, to Approve the Consolidation of the Company's Bylaws, According to the Management Proposal. | Management | For | Voted - For |
6
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
8 | Controller Slate - Fiscal Council: José Ronaldo Vilela Rezende, Elidie Palma Bifano, Emanuel Sotelino Schifferle (alternate) Eduardo Rogatto Luque (alternate). You Can Only Vote in Favor of Either 3a Or 3b. | Management | For | Voted - Against | |
9 | Separate Election of the Fiscal Council - Candidates Nominated by Minority Shareholders: Vinicius Balbino Bouhid, Carlos Tersandro Fonseca Adeodato (alternate). You Can Only Vote in Favor of Either 3a Or 3b. | Management | For | Voted - For | |
10 | To Analyze and Approve the Management Accounts, with Examination, Discussion and Voting on the Financial Statements Related to the Fiscal Year Ended December 31, 2020. | Management | For | Voted - For | |
11 | To Resolve on the Allocation of the Net Profits for the Fiscal Year Ended December 31, 2020 and Ratification of the Payments of Interest on Own Capital and Dividends Related to the Fiscal Year Ended December 31, 2020, Approved by the Board of Directors at the Meetings Held, Respectively, on December 9 and December 21, 2020. | Management | For | Voted - For |
ANGLO AMERICAN PLC
Security ID: G03764134
Ticker: AAL
Meeting Date: 05-May-21
1.1 | To Elect Elisabeth Brinton As A Director of the Company | Management | For | Voted - For | |
1.2 | To Elect Hilary Maxson As A Director of the Company with Effect from 1 June 2021 | Management | For | Voted - For | |
1.3 | To Re-elect Ian Ashby As A Director of the Company | Management | For | Voted - For | |
1.4 | To Re-elect Marcelo Bastos As A Director of the Company | Management | For | Voted - For | |
1.5 | To Re-elect Stuart Chambers As A Director of the Company | Management | For | Voted - For | |
1.6 | To Re-elect Mark Cutifani As A Director of the Company | Management | For | Voted - For | |
1.7 | To Re-elect Byron Grote As A Director of the Company | Management | For | Voted - For | |
1.8 | To Re-elect Hixonia Nyasulu As A Director of the Company | Management | For | Voted - For | |
1.9 | To Re-elect Nonkululeko Nyembezi As A Director of the Company | Management | For | Voted - For | |
1.10 | To Re-elect Tony O'neill As A Director of the Company | Management | For | Voted - For | |
1.11 | To Re-elect Stephen Pearce As A Director of the Company | Management | For | Voted - For | |
1.12 | To Re-elect Anne Stevens As A Director of the Company | Management | For | Voted - For | |
2 | To Receive the Financial Statements of the Company and the Group and the Reports of the Directors and Auditors for the Year Ended 31 December 2020 | Management | For | Voted - For |
7
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
3 | To Declare A Final Dividend of 72 Us Cents Per Ordinary Share, Payable on 7 May 2021 to Those Shareholders Registered at the Close of Business on 19 March 2021 | Management | For | Voted - For | |
4 | To Re-appoint PricewaterhouseCoopers LLP As Auditor of the Company for the Ensuing Year | Management | For | Voted - For | |
5 | To Authorise the Directors to Determine the Remuneration of the Auditor | Management | For | Voted - For | |
6 | To Approve the Implementation Report Section of the Directors' Remuneration Report Set Out in the Integrated Annual Report for the Year Ended 31 December 2020 | Management | For | Voted - For | |
7 | To Resolve That the Directors be Generally and Unconditionally Authorised Pursuant to and in Accordance with Section 551 of the Companies Act 2006 to Exercise All the Powers of the Company to Allot Shares in the Company Or Grant Rights to Subscribe For, Or to Convert Any Security Into, Shares of the Company Up to A Nominal Value of Usd 37,448,261.45 Million, Which Represents Not More Than 5% of the Total Issued Share Capital of the Company As at 2 March 2021. This Authority Shall Expire at the Earlier of the Conclusion of the Annual General Meeting in 2022 Or at the Close of Business on 30 June 2022 (whichever is Earlier). Such Authority Shall be in Substitution for All Previous Authorities Pursuant to Section 551 of the Companies Act 2006 | Management | For | Voted - For | |
8 | To Resolve That Subject to the Passing of Resolution 18 Above, the Directors be Authorised to Allot Shares Wholly for Cash Pursuant to the Authority Granted by Resolution 18 Above and to Sell Treasury Shares Wholly for Cash, in Each Case - A) in Connection with A Pre-emptive Offer; and B) Otherwise Than in Connection with A Pre-emptive Offer, Up to A Nominal Value of Usd 18,724,130.73 Million, Which Represents No More Than 2.5% of the Total Issued Ordinary Share Capital of the Company, in Issue at 2 March 2021 - As If Section 561(1) of the Companies Act 2006 Did Not Apply to Any Such Allotment. This Authority Shall Expire at the Earlier of the Conclusion of the Annual General Meeting in 2022 Or the Close of Business on 30 June 2022 But So That the Company May, Before Such Expiry, Make Offers and Enter Into Agreements Which Would, Or Might, Require Equity Securities to be Allotted and Treasury Shares to be Sold After the Authority Given by This Resolution Has Expired and the Directors May Allot Equity Securities and Sell Treasury Shares Under Any Such Offer Or Agreement As If the Authority Had Not Expired. Such Authority Shall be in Substitution for All Previous Authorities Pursuant to Section 561 of the Companies Act 2006 | Management | For | Voted - Against |
8
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
9 | To Resolve That the Company be and is Generally and Unconditionally Authorised for the Purpose of Section 701 of the Companies Act 2006 to Make Market Purchases (within the Meaning of Section 693 of the Companies Act 2006) of Ordinary Shares of 5486/91 Us Cents Each in the Capital of the Company Provided That: A) the Maximum Number of Ordinary Shares of 5486/91 Us Cents Each in the Capital of the Company Authorised to be Acquired is 204,331,400 Million; B) the Minimum Price Which May be Paid for an Ordinary Share is 5486/91 Us Cents, Which Amount Shall be Exclusive of Expenses; C) the Maximum Price Which May be Paid for an Ordinary Share is an Amount (exclusive of Expenses) Equal to the Higher of (i) 105% of the Average of the Middle Market Quotation for an Ordinary Share, As Derived from the London Stock Exchange Daily Official List, for the Five Business Days Immediately Preceding the Day on Which Such Ordinary Share is Contracted to be Purchased; and (ii) the Higher of the Price of the Last Independent Trade and the Highest Current Bid on the Trading Venues Where the Purchase is Carried Out; and D) the Authority Hereby Conferred Shall Expire at the Conclusion of the Annual General Meeting of the Company to be Held in 2022 (except in Relation to the Purchase of Ordinary Shares the Contract for Which Was Concluded Before the Expiry of Such Authority and Which Might be Executed Wholly Or Partly After Such Expiry) Unless Such Authority is Renewed Prior to Such Time | Management | For | Voted - Against | |
10 | To Resolve That, with Effect from 23:59 (uk Time) on the Day of the Anglo American PLC 2021 Annual General Meeting, the Articles of Association Produced to the Meeting and Initialled by the Chairman of the Meeting for the Purposes of Identification be Adopted As the Articles of Association of the Company in Substitution For, and to the Exclusion Of, the Existing Articles of Association | Management | For | Voted - For | |
11 | To Resolve That A General Meeting Other Than an Annual General Meeting May be Called on Not Less Than 14 Clear Days' Notice | Management | For | Voted - Against | |
12 | To Approve the Scheme of Arrangement Contained in the Notice of Court Meeting Dated 8 April 2021 | Management | For | Voted - For | |
13 | Please Note That Abstain is Not A Valid Vote Option for This Meeting Type. Please Choose Between "for" and "against" Only. Should You Choose to Vote Abstain for This Meeting Then Your Vote Will be Disregarded by the Issuer Or Issuers Agent. | Non-Voting | Non-Voting | ||
14 | To Approve: A) the Reduction of the Share Premium Account of Anglo American PLC by Usd1,800,000,000 and the Repayment of Part of Such Amount to be Satisfied by Anglo American PLC Transferring the Entire Issued Share Capital of Thungela Resources Limited to Anglo American PLC Shareholders at the Demerger Record Time of One Thungelo Resources Limited Share for Every Ten Anglo American PLC Shares Held by Them; B) the Authorisction of the Directors of Anglo American PLC to Take the Necessary Actions to Carry the Scheme Into Effect; and C) the Amendments to the Anglo American PLC Articles of Association in Connection with (a) Above As Set Out in the Notice of Anglo American PLC General Meeting | Management | For | Voted - For |
9
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
BASF SE
Security ID: D06216317
Ticker: BFA
Meeting Date: 29-Apr-21
1.1 | Elect Liming Chen to the Supervisory Board | Management | For | Voted - For | |
2 | Approve Allocation of Income and Dividends of Eur 3.30 Per Share | Management | For | Voted - For | |
3 | Approve Discharge of Supervisory Board for Fiscal Year 2020 | Management | For | Voted - For | |
4 | Approve Discharge of Management Board for Fiscal Year 2020 | Management | For | Voted - For | |
5 | Ratify KPMG Ag As Auditors for Fiscal Year 2021 | Management | For | Voted - Against | |
6 | 07 Apr 2021: Please Note That This is A Revision Due to Change in Record Date from 21 Apr 2021 to 22 Apr 2021 and Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting | ||
7 | 07 Apr 2021: Please Note That If You Hold Crest Depository Interests (cdis) and Participate at This Meeting, You (or Your Crest Sponsored Member/custodian) Will be Required to Instruct A Transfer of the Relevant Cdis to the Escrow Account Specified in the Associated Corporate Event in the Crest System. This Transfer Will Need to be Completed by the Specified Crest System Deadline. Once This Transfer Has Settled, the Cdis Will be Blocked in the Crest System. the Cdis Will be Released from Escrow As Soon As Practicable on the Business Day Prior to Meeting Date Unless Otherwise Specified. in Order for A Vote to be Accepted, the Voted Position Must be Blocked in the Required Escrow Account in the Crest System. by Voting on This Meeting, Your Crest Sponsored Member/custodian May Use Your Vote Instruction As the Authorization to Take the Necessary Action Which Will Include Transferring Your Instructed Position to Escrow. Please Contact Your Crest Sponsored Member/custodian Directly for Further Information on the Custody Process and Whether Or Not They Require Separate Instructions from You | Non-Voting | Non-Voting |
10
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
8 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
9 | From 10th February, Broadridge Will Code All Agendas for German Meetings in English Only. If You Wish to See the Agenda in German, This Will be Made Available As A Link Under the 'material Url' Dropdown at the Top of the Ballot. the German Agendas for Any Existing Or Past Meetings Will Remain in Place. for Further Information, Please Contact Your Client Service Representative | Non-Voting | Non-Voting | ||
10 | Please Note That Following the Amendment to Paragraph 21 of the Securities Trade Act on 9th July 2015 and the Over-ruling of the District Court in Cologne Judgment from 6th June 2012 the Voting Process Has Now Changed with Regard to the German Registered Shares. As A Result, It is Now the Responsibility of the End-investor (i.e. Final Beneficiary) and Not the Intermediary to Disclose Respective Final Beneficiary Voting Rights Therefore the Custodian Bank / Agent in the Market Will be Sending the Voting Directly to Market and It is the End Investors Responsibility to Ensure the Registration Element is Complete with the Issuer Directly, Should They Hold More Than 3 % of the Total Share Capital | Non-Voting | Non-Voting | ||
11 | The Vote/registration Deadline As Displayed on Proxyedge is Subject to Change and Will be Updated As Soon As Broadridge Receives Confirmation from the Sub Custodians Regarding Their Instruction Deadline. for Any Queries Please Contact Your Client Services Representative. | Non-Voting | Non-Voting | ||
12 | According to German Law, in Case of Specific Conflicts of Interest in Connection with Specific Items of the Agenda for the General Meeting You are Not Entitled to Exercise Your Voting Rights. Further, Your Voting Right Might be Excluded When Your Share in Voting Rights Has Reached Certain Thresholds and You Have Not Complied with Any of Your Mandatory Voting Rights Notifications Pursuant to the German Securities Trading Act (wphg). for Questions in This Regard Please Contact Your Client Service Representative for Clarification. If You Do Not Have Any Indication Regarding Such Conflict of Interest, Or Another Exclusion from Voting, Please Submit Your Vote As Usual. | Non-Voting | Non-Voting | ||
13 | Further Information on Counter Proposals Can be Found Directly on the Issuer's Website (please Refer to the Material Url Section of the Application). If You Wish to Act on These Items, You Will Need to Request A Meeting Attend and Vote Your Shares Directly at the Company's Meeting. Counter Proposals Cannot be Reflected in the Ballot on Proxyedge. | Non-Voting | Non-Voting |
11
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
14 | Receive Financial Statements and Statutory Reports for Fiscal Year 2020 | Non-Voting | Non-Voting |
BAYERISCHE MOTOREN WERKE AG
Security ID: D12096109
Ticker: BMW
Meeting Date: 12-May-21
1.1 | Elect Marc Bitzer to the Supervisory Board | Management | For | Voted - For | |
1.2 | Elect Rachel Empey to the Supervisory Board | Management | For | Voted - For | |
1.3 | Elect Christoph Schmidt to the Supervisory Board | Management | For | Voted - For | |
2 | Approve Allocation of Income and Dividends of Eur 1.90 Per Ordinary Share and Eur 1.92 Per Preferred Share | Management | For | Voted - For | |
3 | Approve Discharge of Management Board for Fiscal Year 2020 | Management | For | Voted - For | |
4 | Approve Discharge of Supervisory Board for Fiscal Year 2020 | Management | For | Voted - For | |
5 | Ratify PricewaterhouseCoopers Gmbh As Auditors for Fiscal Year 2021 | Management | For | Voted - For | |
6 | Approve Remuneration Policy | Management | For | Voted - For | |
7 | Approve Remuneration of Supervisory Board | Management | For | Voted - For | |
8 | Amend Articles Re: Participation of Supervisory Board Members in the Annual General Meeting by Means of Audio and Video Transmission | Management | For | Voted - For | |
9 | Amend Articles Re: Proof of Entitlement | Management | For | Voted - For | |
10 | Amend Articles Re: Participation and Voting Rights | Management | For | Voted - For | |
11 | Amend Affiliation Agreement with Bmw Bank Gmbh | Management | For | Voted - For | |
12 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
13 | From 10th February, Broadridge Will Code All Agendas for German Meetings in English Only. If You Wish to See the Agenda in German, This Will be Made Available As A Link Under the 'material Url' Dropdown at the Top of the Ballot. the German Agendas for Any Existing Or Past Meetings Will Remain in Place. for Further Information, Please Contact Your Client Service Representative | Non-Voting | Non-Voting | ||
14 | Please Note That These Shares Have No Voting Rights, Should You Wish to Attend the Meeting Personally, You May Apply for an Entrance Card | Non-Voting | Non-Voting | ||
15 | According to German Law, in Case of Specific Conflicts of Interest in Connection with Specific Items of the Agenda for the General Meeting You are Not Entitled to Exercise Your Voting Rights. Further, Your Voting Right Might be Excluded When Your Share in Voting Rights Has Reached Certain Thresholds and You Have Not Complied with Any of Your Mandatory Voting Rights Notifications Pursuant to the German Securities Trading Act (wphg). for Questions in This Regard Please Contact Your Client Service Representative for Clarification. If You Do Not Have Any Indication Regarding Such Conflict of Interest, Or Another Exclusion from Voting, Please Submit Your Vote As Usual | Non-Voting | Non-Voting |
12
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
16 | Information on Counter Proposals Can be Found Directly on the Issuer's Website (please Refer to the Material Url Section of the Application). If You Wish to Act on These Items, You Will Need to Request A Meeting Attend and Vote Your Shares Directly at the Company's Meeting. Counter Proposals Cannot be Reflected on the Ballot on Proxyedge | Non-Voting | Non-Voting | ||
17 | Receive Financial Statements and Statutory Reports for Fiscal Year 2020 | Non-Voting | Non-Voting |
BREMBO SPA
Security ID: T2204N116
Ticker: BRE
Meeting Date: 22-Apr-21
1 | To Approve the Company Balance Sheet As of 31 December 2020 Together with Board of Directors, Internal and External Auditors Reports and the Certificate of the Executive Officer. Resolutions Related Thereto | Management | For | Voted - For | |
2 | To Allocate the Net Income. Resolutions Related Thereto | Management | For | Voted - For | |
3 | To Authorize the Purchase and Disposal of Own Shares. Resolutions Related Thereto | Management | For | Voted - For | |
4 | Report on the Remuneration Policy for Financial Year 2021 and on the Emolument Paid on 2020: to Analyze Section I of the 2021 Rewarding Policy, As Per Art. 123 Ter of the D. Lgs. 24 February 1998, N. 58, Item 3. Resolutions As Per Art. 123-ter of the D. Lgs. 24 February 1998, N. 58., Item 3 Bis and 3 Ter | Management | For | Voted - For | |
5 | Report on the Remuneration Policy for Financial Year 2021 and on the Emolument Paid on 2020: to Analyze Section II, As Per Art. 123 Ter of the D. Lgs. 24 February 1998, N. 58., Item 4. Resolutions As Per Art. 123-ter of the D. Lgs. 24 February 1998, N. 58., Item 6 | Management | For | Voted - Against | |
6 | To Appoint External Auditors for the Period 2022 2030 and to State Their Emolument. Resolutions Related Thereto | Management | For | Voted - For | |
7 | To Amend Art. 1 and 4 of the Company Bylaw: to Amend the Corporate Purpose (art. 4) | Management | For | Voted - For | |
8 | To Amend Art. 1 and 4 of the Company Bylaw: to Amend the Company Name (art. 1) | Management | For | Voted - For | |
9 | Please Note That Beneficial Owner Details is Required for This Meeting. If No Beneficial Owner Details is Provided, Your Instruction May be Rejected. Thank You. | Non-Voting | Non-Voting |
13
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
10 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
11 | Intermediary Clients Only - Please Note That If You are Classified As an Intermediary Client Under the Shareholder Rights Directive II, You Should be Providing the Underlying Shareholder Information at the Vote Instruction Level. If You are Unsure on How to Provide This Level of Data to Broadridge Outside of Proxyedge, Please Speak to Your Dedicated Client Service Representative for Assistance | Non-Voting | Non-Voting | ||
12 | 12 Apr 2021: Please Refer to the Agenda Team with the Notice to Establish If We Can Process This Event by Simply Adding A Note Around 'dissenters Rights' Or If We Need to Close This Event As A Non-proxy Event / Corporate Action. the Agenda Team Will Determine This from the Notice | Non-Voting | Non-Voting | ||
13 | 12 Apr 2021: Please Note That This is A Revision Due to Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You. | Non-Voting | Non-Voting |
CARNIVAL PLC
Security ID: G19081101
Ticker: CCL
Meeting Date: 20-Apr-21
1.1 | Re-elect Micky Arison As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.2 | Re-elect Sir Jonathon Band As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.3 | Re-elect Jason Cahilly As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.4 | Re-elect Helen Deeble As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.5 | Re-elect Arnold Donald As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.6 | Elect Jeffery Gearhart As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.7 | Re-elect Richard Glasier As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.8 | Re-elect Katie Lahey As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.9 | Re-elect Sir John Parker As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.10 | Re-elect Stuart Subotnick As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For |
14
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.11 | Re-elect Laura Weil As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
1.12 | Re-elect Randall Weisenburger As Director of Carnival Corporation and As A Director of Carnival PLC | Management | For | Voted - For | |
2 | Advisory Vote to Approve Executive Compensation | Management | For | Voted - Against | |
3 | Approve Remuneration Report | Management | For | Voted - Against | |
4 | Reappoint PricewaterhouseCoopers LLP As Independent Auditors of Carnival PLC Ratify the Selection of the U.S. Firm of PricewaterhouseCoopers LLP As the Independent Registered Public Accounting Firm of Carnival Corporation | Management | For | Voted - Against | |
5 | Authorise the Audit Committee of Carnival PLC to Fix Remuneration of Auditors | Management | For | Voted - For | |
6 | Accept Financial Statements and Statutory Reports | Management | For | Voted - For | |
7 | Authorise Issue of Equity | Management | For | Voted - Against | |
8 | Authorise Issue of Equity Without Pre-emptive Rights | Management | For | Voted - For | |
9 | Authorise Market Purchase of Ordinary Shares | Management | For | Voted - Against | |
10 | Amend 2020 Stock Plan | Management | For | Voted - For |
CRH PLC
Security ID: G25508105
Ticker: CRH
Meeting Date: 29-Apr-21
1.1 | To Re-elect the Following Director: Mr. R. Boucher | Management | For | Voted - For | |
1.2 | To Re-elect the Following Director: Ms. C. Dowling | Management | For | Voted - For | |
1.3 | To Re-elect the Following Director: Mr. R. Fearon | Management | For | Voted - For | |
1.4 | To Re-elect the Following Director: Mr. J. Karlstrom | Management | For | Voted - For | |
1.5 | To Re-elect the Following Director: Mr. S. Kelly | Management | For | Voted - For | |
1.6 | To Re-elect the Following Director: Mr. L. Mckay | Management | For | Voted - For | |
1.7 | To Re-elect the Following Director: Mr. A. Manifold | Management | For | Voted - For | |
1.8 | To Re-elect the Following Director: Ms. G.l. Platt | Management | For | Voted - For | |
1.9 | To Re-elect the Following Director: Ms. M.k. Rhinehart | Management | For | Voted - For | |
1.10 | To Re-elect the Following Director: Ms. S. Talbot | Management | For | Voted - For | |
2 | To Review the Company's Affairs and Consider the Company's Financial Statements and the Reports of the Directors (including the Governance Appendix1) and Auditors for the Year Ended 31 December 2020 | Management | For | Voted - For | |
3 | To Declare A Dividend on the Ordinary Shares | Management | For | Voted - For | |
4 | To Consider the 2020 Directors' Remuneration Report (excluding the 2019 Directors' Remuneration Policy Summary Section), the Full Text of Which is Set Out on Pages 74 to 99 of the 2020 Annual Report and Form 20-f | Management | For | Voted - For | |
5 | To Authorise the Directors to Fix the Remuneration of the Auditors | Management | For | Voted - For | |
6 | To Consider the Continuation of Deloitte Ireland LLP As Auditors of the Company Until the Conclusion of the Next Annual General Meeting of the Company | Management | For | Voted - For |
15
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
7 | To Consider And, If Thought Fit, to Pass As an Ordinary Resolution the Following Resolution to Renew the Annual Authority to Allot Unissued Share Capital of the Company: That, in Accordance with the Powers, Provisions and Limitations of Article 11(d) of the Articles of Association of the Company, the Directors be and They are Hereby Authorised to Allot Relevant Securities (within the Meaning of Section 1021 of the Companies Act 2014): (a) Up to an Aggregate Nominal Value of Eur 83,966,000; and (b) Up to A Further Aggregate Nominal Amount of Eur 43,255,000 Provided That Any Ordinary Shares Allotted Pursuant to This Authority are Offered by Way of A Rights Issue Or Other Pre-emptive Issue to the Holders of Ordinary Shares to the Extent Permitted by Paragraph (b) in Resolution 8 in the Notice of This Meeting. This Authority Shall Expire at the Close of Business on the Earlier of the Date of the Annual General Meeting in 2022 Or 28 July 2022 | Management | For | Voted - Against | |
8 | To Consider And, If Thought Fit, to Pass As A Special Resolution the Following Resolution to Renew the Annual Authority to Disapply Statutory Pre-emption Rights to Allow the Directors to Allot New Shares for Cash Equivalent to 5% of the Issued Ordinary Share Capital As at 3 March 2021 and Allow the Directors to Disapply Pre-emption Rights in A Rights Issue Or Other Pre-emptive Issue in Order to Accommodate Any Regulatory Restrictions in Certain Jurisdictions: That the Directors be and They are Hereby Empowered to Allot Equity Securities (within the Meaning of Section 1023 of the Companies Act 2014) for Cash to the Extent Permitted by Resolution 7 in the Notice of This Meeting Provided That This Authority May Only be Used For: (a) the Allotment of Equity Securities Up to A Nominal Value of Eur 12,722,000 Except That This Limit Shall be Reduced by the Nominal Value of All Treasury Shares (as Defined in Section 1078 of the Companies Act 2014) Reissued While This Authority Remains Operable; And/or (b) the Allotment of Equity Securities by Way of A Rights Issue Or Other Pre-emptive Issue to the Holders of Ordinary Shares in Accordance with Article 11(e) of the Articles of Association of the Company on the Basis That the Reference to A Rights Issue in Article 11(e) Shall Include Rights Issues and Other Pre-emptive Issues. This Authority Shall Expire at the Close of Business on the Earlier of the Date of the Annual General Meeting in 2022 Or 28 July 2022 | Management | For | Voted - For | |
9 | Subject to the Passing of Resolution 8, to Consider And, If Thought Fit, Pass As A Special Resolution the Following Additional Resolution to Renew the Annual Authority to Disapply Statutory Pre-emption Rights in Relation to Allotments of New Shares for Cash Up to A Further 5% of the Issued Ordinary Share Capital of the Company As at 3 March 2021 in Connection with an Acquisition Or Specified Capital Investment: That the Directors be and They are Hereby Empowered to Allot Additional Equity Securities (within the Meaning of Section 1023 of the Companies Act 2014) for Cash As Permitted by Resolution 7 in the Notice of This Meeting As If Section 1022 of the Companies Act 2014 Did Not Apply to Any Such Allotment, Provided That: (a) the Proceeds of Any Such Allotment are to be Used Only for the Purposes of Financing (or Re-financing, If the Authority is to be Used Within Six Months After the Original Transaction) A Transaction Which the Directors Determine to be an Acquisition Or Other Capital Investment of A Kind Contemplated by the Statement of Principles on Disapplying Pre-emption Rights Most Recently Published by the Pre-emption Group Prior to the Date of This Notice; and (b) the Nominal Value of All Equity Securities Allotted Pursuant to This Authority Together with the Nominal Value of All Treasury Shares (as Defined in Section 1078 of the Companies Act 2014) Reissued While This Authority Remains Operable May Not Exceed Eur 12,722,000. This Authority Shall Expire at the Close of Business on the Earlier of the Date of the Annual General Meeting in 2022 Or 28 July 2022 Save That the Company May Before Such Expiry Make an Offer Or Agreement Which Would Or Might Require Equity Securities to be Allotted After Such Expiry Date and the Directors May Allot Equity Securities in Pursuance of Such Offer Or Agreement As If Such Power Had Not Expired | Management | For | Voted - Against |
16
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
10 | To Consider And, If Thought Fit, to Pass As A Special Resolution the Following Resolution to Renew the Annual Authority of the Company to Purchase Up to 10% of the Company's Issued Ordinary Share Capital: That the Company And/or Any of Its Subsidiaries be and are Hereby Authorised to Purchase Ordinary Shares on A Securities Market (as Defined in Section 1072 of the Companies Act 2014), at Prices Provided for in Article 8a of the Articles of Association of the Company Up to A Maximum of 10% of the Ordinary Shares in Issue at the Date of the Passing of This Resolution. This Authority Shall Expire at the Close of Business on the Earlier of the Date of the Annual General Meeting in 2022 Or 28 July 2022. the Company Or Any Subsidiary May Before Such Expiry Enter Into A Contract for the Purchase of Ordinary Shares Which Would Or Might be Wholly Or Partly Executed After Such Expiry and May Complete Any Such Contract As If the Authority Conferred Hereby Had Not Expired | Management | For | Voted - For | |
11 | To Consider And, If Thought Fit, to Pass As A Special Resolution the Following Resolution to Renew the Director's Authority to Reissue Treasury Shares: That the Company be and is Hereby Authorised to Reissue Treasury Shares (as Defined in Section 1078 of the Companies Act 2014), in the Manner Provided for in Article 8b of the Articles of Association of the Company. This Authority Shall Expire at the Close of Business on the Earlier of the Date of the Annual General Meeting in 2022 Or 28 July 2022 | Management | For | Voted - For |
17
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
12 | To Consider And, If Thought Fit, to Pass As an Ordinary Resolution the Following Resolution to Renew the Director's Authority to Make Scrip Dividend Offers: That the Directors be and They are Hereby Authorised, Pursuant to Article 138(b) of the Articles of Association of the Company, to Exercise the Powers Contained in the Said Article So That the Directors May Offer to the Shareholders the Right to Elect to Receive an Allotment of Additional Shares Credited As Fully Paid Instead of Cash in Respect of All Or Part of Any Dividend Or Dividends Falling to be Declared Or Paid by the Company. Unless Renewed at the Annual General Meeting in 2022, This Authority Shall Expire at the Close of Business on 28 July 2022 | Management | For | Voted - For | |
13 | To Consider And, If Thought Fit, to Pass As an Ordinary Resolution: That Approval be and is Hereby Given for the Establishment by the Company of Savings-related Share Option Schemes (the "2021 Savings-related Share Option Schemes"), the Principal Features of Which are Summarised in the Circular to Shareholders Dated 24 March 2021 That Accompanies the Notice Convening This Meeting and That the Directors be and are Hereby Authorised To: (a) Take All Such Action Or Steps (including the Making of Amendments to the 2021 Savings-related Share Option Schemes and the Rules Thereof) As May be Necessary to Obtain the Approval of the Relevant Revenue Authorities for the Said Schemes; and (b) Establish Schemes in Other Jurisdictions Similar in Substance to the 2021 Savings-related Share Option Schemes But Modified to Take Account of Local Tax, Exchange Control Or Securities Laws in Overseas Territories, Provided That Any Shares Made Available Under Any Such Scheme Will be Treated As Counting Towards Any Limits on Individual Or Overall Participation in the 2021 Savings-related Share Option Schemes | Management | For | Voted - For | |
14 | To Consider And, If Thought Fit, to Pass As A Special Resolution the Following Resolution to Reduce the Share Premium of the Company: That Subject to and with the Consent of the Irish High Court in Accordance with the Provisions of Sections 84 and 85 of the Companies Act 2014, the Company Capital of the Company be Reduced by the Cancellation of the Entire Amount Standing to the Credit of the Company's Share Premium Account As at 31 December 2020 Or Such Other Lesser Amount As the Board of Directors of the Company Or the Irish High Court May Determine and That the Reserve Resulting from the Cancellation of the Share Premium be Treated As Profits Available for Distribution As Defined by Section 117 of the Irish Companies Act 2014 | Management | For | Voted - For |
18
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
15 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
16 | Please Note That This is an Amendment to Meeting Id 539798 Due to Receipt of Additional Sedol. All Votes Received on the Previous Meeting Will be Disregarded If Vote Deadline Extensions are Granted. Therefore Please Reinstruct on This Meeting Notice on the New Job. If However Vote Deadline Extensions are Not Granted in the Market, This Meeting Will be Closed and Your Vote Intentions on the Original Meeting Will be Applicable. Please Ensure Voting is Submitted Prior to Cutoff on the Original Meeting, and As Soon As Possible on This New Amended Meeting. Thank You | Non-Voting | Non-Voting | ||
17 | Intermediary Clients Only - Please Note That If You are Classified As an Intermediary Client Under the Shareholder Rights Directive II, You Should be Providing the Underlying Shareholder Information at the Vote Instruction Level. If You are Unsure on How to Provide This Level of Data to Broadridge Outside of Proxyedge, Please Speak to Your Dedicated Client Service Representative for Assistance | Non-Voting | Non-Voting |
DENSO CORPORATION
Security ID: J12075107
Ticker: DNO
Meeting Date: 22-Jun-21
1 | Appoint A Director Arima, Koji | Management | For | Voted - For | |
2 | Appoint A Director Shinohara, Yukihiro | Management | For | Voted - For | |
3 | Appoint A Director Ito, Kenichiro | Management | For | Voted - For | |
4 | Appoint A Director Matsui, Yasushi | Management | For | Voted - For | |
5 | Appoint A Director Toyoda, Akio | Management | For | Voted - For | |
6 | Appoint A Director George Olcott | Management | For | Voted - For | |
7 | Appoint A Director Kushida, Shigeki | Management | For | Voted - For | |
8 | Appoint A Director Mitsuya, Yuko | Management | For | Voted - Against | |
9 | Appoint A Corporate Auditor Kuwamura, Shingo | Management | For | Voted - For | |
10 | Appoint A Corporate Auditor Niwa, Motomi | Management | For | Voted - For | |
11 | Please Reference Meeting Materials. | Non-Voting | Non-Voting | ||
12 | Appoint A Substitute Corporate Auditor Kitagawa, Hiromi | Management | For | Voted - For |
19
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
FANUC CORPORATION
Security ID: J13440102
Ticker: FUC
Meeting Date: 24-Jun-21
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Appoint A Director Who is Not Audit and Supervisory Committee Member Inaba, Yoshiharu | Management | For | Voted - For | |
3 | Appoint A Director Who is Not Audit and Supervisory Committee Member Yamaguchi, Kenji | Management | For | Voted - For | |
4 | Appoint A Director Who is Not Audit and Supervisory Committee Member Michael J. Cicco | Management | For | Voted - For | |
5 | Appoint A Director Who is Not Audit and Supervisory Committee Member Tsukuda, Kazuo | Management | For | Voted - For | |
6 | Appoint A Director Who is Not Audit and Supervisory Committee Member Sumikawa, Masaharu | Management | For | Voted - For | |
7 | Appoint A Director Who is Not Audit and Supervisory Committee Member Yamazaki, Naoko | Management | For | Voted - For | |
8 | Appoint A Director Who is Audit and Supervisory Committee Member Kohari, Katsuo | Management | For | Voted - For | |
9 | Appoint A Director Who is Audit and Supervisory Committee Member Mitsumura, Katsuya | Management | For | Voted - For | |
10 | Appoint A Director Who is Audit and Supervisory Committee Member Imai, Yasuo | Management | For | Voted - For | |
11 | Appoint A Director Who is Audit and Supervisory Committee Member Yokoi, Hidetoshi | Management | For | Voted - Against | |
12 | Appoint A Director Who is Audit and Supervisory Committee Member Tomita, Mieko | Management | For | Voted - For | |
13 | Amend Articles To: Adopt Reduction of Liability System for Directors, Transition to A Company with Supervisory Committee, Approve Minor Revisions | Management | For | Voted - For | |
14 | Approve Details of the Compensation to be Received by Directors (excluding Directors Who are Audit and Supervisory Committee Members) | Management | For | Voted - For | |
15 | Approve Details of the Compensation to be Received by Directors Who are Audit and Supervisory Committee Members | Management | For | Voted - For | |
16 | Approve Details of the Restricted-share Compensation to be Received by Directors (excluding Directors Who are Audit and Supervisory Committee Members and Outside Directors) | Management | For | Voted - For | |
17 | Please Reference Meeting Materials. | Non-Voting | Non-Voting |
FRESENIUS MEDICAL CARE AG & CO. KGAA
Security ID: D2734Z107
Ticker: FME
Meeting Date: 20-May-21
1.1 | Elect Dieter Schenk to the Supervisory Board and to the Joint Committee | Management | For | Voted - Against |
20
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.2 | Elect Rolf Classon to the Supervisory Board and to the Joint Committee | Management | For | Voted - For | |
1.3 | Elect Gregory Sorensen to the Supervisory Board and to the Joint Committee | Management | For | Voted - For | |
1.4 | Elect Dorothea Wenzel to the Supervisory Board and to the Joint Committee | Management | For | Voted - For | |
1.5 | Elect Pascale Witz to the Supervisory Board and to the Joint Committee | Management | For | Voted - For | |
1.6 | Elect Gregor Zuend to the Supervisory Board and to the Joint Committee | Management | For | Voted - For | |
2 | Accept Financial Statements and Statutory Reports for Fiscal Year 2020 | Management | For | Voted - For | |
3 | Approve Allocation of Income and Dividends of Eur 1.34 Per Share | Management | For | Voted - For | |
4 | Approve Discharge of Personally Liable Partner for Fiscal Year 2020 | Management | For | Voted - For | |
5 | Approve Discharge of Supervisory Board for Fiscal Year 2020 | Management | For | Voted - For | |
6 | Ratify PricewaterhouseCoopers Gmbh As Auditors for Fiscal Year 2021 | Management | For | Voted - Against | |
7 | Authorize Share Repurchase Program and Reissuance Or Cancellation of Repurchased Shares | Management | For | Voted - For | |
8 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
9 | According to German Law, in Case of Specific Conflicts of Interest in Connection with Specific Items of the Agenda for the General Meeting You are Not Entitled to Exercise Your Voting Rights. Further, Your Voting Right Might be Excluded When Your Share in Voting Rights Has Reached Certain Thresholds and You Have Not Complied with Any of Your Mandatory Voting Rights Notifications Pursuant to the German Securities Trading Act (wphg). for Questions in This Regard Please Contact Your Client Service Representative for Clarification. If You Do Not Have Any Indication Regarding Such Conflict of Interest, Or Another Exclusion from Voting, Please Submit Your Vote As Usual. | Non-Voting | Non-Voting | ||
10 | Information on Counter Proposals Can be Found Directly on the Issuer's Website (please Refer to the Material Url Section of the Application). If You Wish to Act on These Items, You Will Need to Request A Meeting Attend and Vote Your Shares Directly at the Company's Meeting. Counter Proposals Cannot be Reflected on the Ballot on Proxyedge. | Non-Voting | Non-Voting | ||
11 | From 10th February, Broadridge Will Code All Agendas for German Meetings in English Only. If You Wish to See the Agenda in German, This Will be Made Available As A Link Under the 'material Url' Dropdown at the Top of the Ballot. the German Agendas for Any Existing Or Past Meetings Will Remain in Place. for Further Information, Please Contact Your Client Service Representative. | Non-Voting | Non-Voting |
21
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
FUCHS PETROLUB SE
Security ID: D27462122
Ticker: FPE
Meeting Date: 04-May-21
1 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
2 | From 10th February, Broadridge Will Code All Agendas for German Meetings in English Only. If You Wish to See the Agenda in German, This Will be Made Available As A Link Under the 'material Url' Dropdown at the Top of the Ballot. the German Agendas for Any Existing Or Past Meetings Will Remain in Place. for Further Information, Please Contact Your Client Service Representative | Non-Voting | Non-Voting | ||
3 | Please Note That These Shares Have No Voting Rights, Should You Wish to Attend the Meeting Personally, You May Apply for an Entrance Card | Non-Voting | Non-Voting | ||
4 | According to German Law, in Case of Specific Conflicts of Interest in Connection with Specific Items of the Agenda for the General Meeting You are Not Entitled to Exercise Your Voting Rights. Further, Your Voting Right Might be Excluded When Your Share in Voting Rights Has Reached Certain Thresholds and You Have Not Complied with Any of Your Mandatory Voting Rights Notifications Pursuant to the German Securities Trading Act (wphg). for Questions in This Regard Please Contact Your Client Service Representative for Clarification. If You Do Not Have Any Indication Regarding Such Conflict of Interest, Or Another Exclusion from Voting, Please Submit Your Vote As Usual | Non-Voting | Non-Voting | ||
5 | Information on Counter Proposals Can be Found Directly on the Issuer's Website (please Refer to the Material Url Section of the Application). If You Wish to Act on These Items, You Will Need to Request A Meeting Attend and Vote Your Shares Directly at the Company's Meeting. Counter Proposals Cannot be Reflected on the Ballot on Proxyedge | Non-Voting | Non-Voting | ||
6 | 26 Apr 2021: Intermediary Clients Only - Please Note That If You are Classified As an Intermediary Client Under the Shareholder Rights Directive II, You Should be Providing the Underlying Shareholder Information at the Vote Instruction Level. If You are Unsure on How to Provide This Level of Data to Broadridge Outside of Proxyedge, Please Speak to Your Dedicated Client Service Representative for Assistance | Non-Voting | Non-Voting |
22
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
7 | 26 Apr 2021: Please Note That This is A Revision Due to Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You. | Non-Voting | Non-Voting | ||
8 | Presentation of the Financial Statements and Annual Reports Presentation of the Financial Statements and Annual Report for the 2020 Financial Year with the Report of the Supervisory Board, the Group Financial Statements and Group Annual Report As Well As the Report by the Board of Mds Pursuant to Sections 289a(1) and 315a(1) of the German Commercial Code | Non-Voting | Non-Voting | ||
9 | Resolution on the Appropriation of the Distributable Profit the Distributable Profit of Eur 136,915,000 Shall be Appropriated As Follows: Payment of A Dividend of Eur 0.98 Per Dividend-entitled Ordinary Share Payment of A Dividend of Eur 0.99 Per Dividend- Entitled Preferred Share Ex-dividend Date: May 5, 2021payable Date: May 7, 2021 | Non-Voting | Non-Voting | ||
10 | Ratification of the Acts of the Board of Mds | Non-Voting | Non-Voting | ||
11 | Ratification of the Acts of the Supervisory Board | Non-Voting | Non-Voting | ||
12 | Appointment of Auditors the Following Accountants Shall be Appointed As Auditors and Group Auditors for the 2021 Financial Year: PricewaterhouseCoopers Gmbh, Mannheim | Non-Voting | Non-Voting | ||
13 | Resolution on the Approval of the Remuneration for the Members of the Board of Mds the Remuneration System for the Members of the Board of Mds Shall be Approved | Non-Voting | Non-Voting | ||
14 | Resolution on the Remuneration for the Members of the Supervisory Board and the Corresponding Amendment to the Articles of Association As of January 1, 2021, Each Member of the Supervisory Board Shall Receive A Fixed Annual Remuneration of Eur 85,000. the Chairman Shall Receive Twice and the Deputy Chairman One and A Half Times of This Amount | Non-Voting | Non-Voting | ||
15 | Resolution on the Conversion of the Company's Bearer Shares Into Registered Shares and the Corresponding Amendment to the Articles of Association the Company's Bearer Shares Shall be Converted Into Registered Shares | Non-Voting | Non-Voting | ||
16 | Resolution on an Amendment to Section 13(2) of the Articles of Association Section 13(2) Shall be Adjusted in Respect of the Use of Electronic Means of Communication for the Convocation of Meetings of the Supervisory Board | Non-Voting | Non-Voting |
23
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
HONGKONG LAND HOLDINGS LTD
Security ID: G4587L109
Ticker: HKLB
Meeting Date: 05-May-21
1.1 | To Re-elect Lord Powell of Bayswater As A Director | Management | For | Voted - Against | |
1.2 | To Re-elect Prijono Sugiarto As A Director | Management | For | Voted - For | |
1.3 | To Re-elect James Watkins As A Director | Management | For | Voted - Against | |
1.4 | To Re-elect Percy Weatherall As A Director | Management | For | Voted - Against | |
1.5 | To Re-elect John Witt As A Director | Management | For | Voted - For | |
2 | To Receive the Financial Statements for 2020 | Management | For | Voted - For | |
3 | To Declare A Final Dividend for 2020 | Management | For | Voted - For | |
4 | To Re-appoint the Auditors and to Authorise the Directors to Fix Their Remuneration | Management | For | Voted - For | |
5 | To Renew the General Mandate to the Directors to Issue New Shares | Management | For | Voted - Against |
HSBC HOLDINGS PLC
Security ID: G4634U169
Ticker: HSBA
Meeting Date: 28-May-21
1.1 | To Elect James Forese As A Director | Management | For | Voted - For | |
1.2 | To Elect Steven Guggenheimer As A Director | Management | For | Voted - For | |
1.3 | To Elect Eileen Murray As A Director | Management | For | Voted - For | |
1.4 | To Re-elect Irene Lee As A Director | Management | For | Voted - For | |
1.5 | To Re-elect Dr Jose Antonio Meade Kuribrena As A Director | Management | For | Voted - For | |
1.6 | To Re-elect David Nish As A Director | Management | For | Voted - For | |
1.7 | To Re-elect Noel Quinn As A Director | Management | For | Voted - For | |
1.8 | To Re-elect Ewen Stevenson As A Director | Management | For | Voted - For | |
1.9 | To Re-elect Jackson Tai As A Director | Management | For | Voted - For | |
1.10 | To Re-elect Mark E Tucker As A Director | Management | For | Voted - For | |
1.11 | To Re-elect Pauline Van Der Meer Mohr As A Director | Management | For | Voted - For | |
2 | To Receive the Annual Report & Accounts 2020 | Management | For | Voted - For | |
3 | To Approve the Directors' Remuneration Report | Management | For | Voted - For | |
4 | To Re-appoint PricewaterhouseCoopers LLP As Auditor of the Company | Management | For | Voted - For | |
5 | To Authorise the Group Audit Committee to Determine the Remuneration of the Auditor | Management | For | Voted - For | |
6 | To Authorise the Company to Make Political Donations | Management | For | Voted - Against | |
7 | To Authorise the Directors to Allot Shares | Management | For | Voted - Against | |
8 | To Disapply Pre-emption Rights | Management | For | Voted - For | |
9 | To Further Disapply Pre-emption Rights for Acquisitions | Management | For | Voted - Against | |
10 | To Authorise the Directors to Allot Any Repurchased Shares | Management | For | Voted - Against | |
11 | To Authorise the Company to Purchase Its Own Ordinary Shares | Management | For | Voted - For |
24
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
12 | To Authorise the Directors to Allot Equity Securities in Relation to Contingent Convertible Securities | Management | For | Voted - Against | |
13 | To Disapply Pre-emption Rights in Relation to the Issue of Contingent Convertible Securities | Management | For | Voted - Against | |
14 | To Call General Meetings (other Than an Agm) on 14 Clear Days' Notice | Management | For | Voted - Against | |
15 | Climate Change Resolution | Management | For | Voted - For | |
16 | Please Note That This Resolution is A Shareholder Proposal: Shareholder Requisitioned Resolution Regarding the Midland Bank Defined Benefit Pension Scheme | Shareholder | Against | Voted - Against |
IMI PLC
Security ID: G47152114
Ticker: IMI
Meeting Date: 06-May-21
1.1 | Re-election of Lord Smith of Kelvin | Management | For | Voted - For | |
1.2 | Re-election of Thomas Thune Andersen | Management | For | Voted - For | |
1.3 | Re-election of Caroline Dowling | Management | For | Voted - For | |
1.4 | Re-election of Carl-peter Forster | Management | For | Voted - Abstain | |
1.5 | Re-election of Katie Jackson | Management | For | Voted - For | |
1.6 | Re-election of Isobel Sharp | Management | For | Voted - For | |
1.7 | Re-election of Daniel Shook | Management | For | Voted - For | |
1.8 | Re-election of Roy Twite | Management | For | Voted - For | |
2 | Receive Annual Report and Accounts | Management | For | Voted - For | |
3 | Declaration of Dividend | Management | For | Voted - For | |
4 | Approve Remuneration Report | Management | For | Voted - For | |
5 | Approve Remuneration Policy | Management | For | Voted - For | |
6 | Election of Dr Ajai Puri | Management | For | Voted - For | |
7 | Appointment of the Auditor: Deloitte LLP | Management | For | Voted - For | |
8 | Authority to Set Auditor's Remuneration | Management | For | Voted - For | |
9 | Authority to Allot Shares | Management | For | Voted - Against | |
10 | Authority to Make Political Donations | Management | For | Voted - For | |
11 | Renewal of the Imi Employee Share Ownership Plan (esop) | Management | For | Voted - For | |
12 | Authority to Allot Securities for Cash for General Financing | Management | For | Voted - For | |
13 | Authority to Allot Securities for Specfic Financing | Management | For | Voted - Against | |
14 | Authority to Purchase Own Shares | Management | For | Voted - For | |
15 | Notice of General Meetings | Management | For | Voted - Against |
JARDINE MATHESON HOLDINGS LTD
Security ID: G50736100
Ticker: JMHBD
Meeting Date: 06-May-21
1.1 | To Re-elect Graham Baker As A Director | Management | For | Voted - For |
25
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.2 | To Re-elect Alex Newbigging As A Director | Management | For | Voted - Against | |
1.3 | To Re-elect Y.k. Pang As A Director | Management | For | Voted - Against | |
1.4 | To Re-elect Percy Weatherall As A Director | Management | For | Voted - Against | |
2 | To Receive and Consider the Financial Statements and the Independent Auditors' Report for the Year Ended 31st December 2020 | Management | For | Voted - For | |
3 | To Declare A Final Dividend for the Year Ended 31st December 2020 | Management | For | Voted - For | |
4 | To Re-appoint the Auditors and to Authorise the Directors to Fix Their Remuneration | Management | For | Voted - For | |
5 | That: (a) the Exercise by the Directors During the Relevant Period (for the Purposes of This Resolution, 'relevant Period' Being the Period from the Passing of This Resolution Until the Earlier of the Conclusion of the Next Annual General Meeting, Or the Expiration of the Period Within Which Such Meeting is Required by Law to be Held, Or the Revocation Or Variation of This Resolution by an Ordinary Resolution of the Shareholders of the Company in General Meeting) of All Powers of the Company to Allot Or Issue Shares and to Make and Grant Offers, Agreements and Options Which Would Or Might Require Shares to be Allotted, Issued Or Disposed of During Or After the End of the Relevant Period Up to an Aggregate Nominal Amount of Usd 60.0 Million, be and is Hereby Generally and Unconditionally Approved; and (b) the Aggregate Nominal Amount of Share Capital Allotted Or Agreed Conditionally Or Unconditionally to be Allotted Wholly for Cash (whether Pursuant to an Option Or Otherwise) by the Directors Pursuant to the Approval in Paragraph (a), Otherwise Than Pursuant to A Rights Issue (for the Purposes of This Resolution, 'rights Issue' Being an Offer of Shares Or Other Securities to Holders of Shares Or Other Securities on the Register on A Fixed Record Date in Proportion to Their Then Holdings of Such Shares Or Other Securities Or Otherwise in Accordance with the Rights Attaching Thereto (subject to Such Exclusions Or Other Arrangements As the Directors May Deem Necessary Or Expedient in Relation to Fractional Entitlements Or Legal Or Practical Problems Under the Laws Of, Or the Requirements of Any Recognised Regulatory Body Or Any Stock Exchange In, Any Territory)), Or the Issue of Shares Pursuant to the Company's Share-based Long-term Incentive Plans, Shall Not Exceed Usd 8.9 Million, and the Said Approval Shall be Limited Accordingly | Management | For | Voted - Against |
26
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
JARDINE STRATEGIC HOLDINGS LTD (BERMUDAS)
Security ID: G50764102
Ticker: JDSB
Meeting Date: 12-Apr-21
1 | Approve the Amalgamation Agreement | Management | For | Voted - Against | |
2 | Please Note That This is an Amendment to Meeting Id 534087 Due to Receipt of Updated Agenda. All Votes Received on the Previous Meeting Will be Disregarded If Vote Deadline Extensions are Granted. Therefore Please Reinstruct on This Meeting Notice on the New Job. If However Vote Deadline Extensions are Not Granted in the Market, This Meeting Will be Closed and Your Vote Intentions on the Original Meeting Will be Applicable. Please Ensure Voting is Submitted Prior to Cutoff on the Original Meeting, and As Soon As Possible on This New Amended Meeting. Thank You | Non-Voting | Non-Voting | ||
3 | Please Note That This Meeting Mentions Dissenter's Rights, Please Refer to the Management Information Circular for Details | Non-Voting | Non-Voting |
JUNGHEINRICH AG
Security ID: D37552102
Ticker: JUN3
Meeting Date: 11-May-21
1 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
2 | From 10th February, Broadridge Will Code All Agendas for German Meetings in English Only. If You Wish to See the Agenda in German, This Will be Made Available As A Link Under the 'material Url' Dropdown at the Top of the Ballot. the German Agendas for Any Existing Or Past Meetings Will Remain in Place. for Further Information, Please Contact Your Client Service Representative | Non-Voting | Non-Voting | ||
3 | Please Note That These Shares Have No Voting Rights, Should You Wish to Attend the Meeting Personally, You May Apply for an Entrance Card | Non-Voting | Non-Voting | ||
4 | According to German Law, in Case of Specific Conflicts of Interest in Connection with Specific Items of the Agenda for the General Meeting You are Not Entitled to Exercise Your Voting Rights. Further, Your Voting Right Might be Excluded When Your Share in Voting Rights Has Reached Certain Thresholds and You Have Not Complied with Any of Your Mandatory Voting Rights Notifications Pursuant to the German Securities Trading Act (wphg). for Questions in This Regard Please Contact Your Client Service Representative for Clarification. If You Do Not Have Any Indication Regarding Such Conflict of Interest, Or Another Exclusion from Voting, Please Submit Your Vote As Usual | Non-Voting | Non-Voting |
27
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
5 | Information on Counter Proposals Can be Found Directly on the Issuer's Website (please Refer to the Material Url Section of the Application). If You Wish to Act on These Items, You Will Need to Request A Meeting Attend and Vote Your Shares Directly at the Company's Meeting. Counter Proposals Cannot be Reflected on the Ballot on Proxyedge | Non-Voting | Non-Voting | ||
6 | Presentation of the Annual Financial Statements of Jungheinrich Ag As of 31 December 2020 Finalised by the Supervisory Board, the Consolidated Financial Statements As of 31 December 2020 Approved by the Supervisory Board and the Combined Management Report for Jungheinrich Ag and the Group with the Report of the Supervisory Board for the 2020 Financial Year | Non-Voting | Non-Voting | ||
7 | Resolution on the Use of Distributable Profit for the 2020 Financial Year | Non-Voting | Non-Voting | ||
8 | Resolution on Discharge of the Members of the Board of Management for the 2020 Financial Year | Non-Voting | Non-Voting | ||
9 | Resolution on Discharge of the Members of the Supervisory Board for the 2020 Financial Year | Non-Voting | Non-Voting | ||
10 | Resolution on the Appointment of the Auditor for the 2021 Financial Year: PricewaterhouseCoopers Gmbh | Non-Voting | Non-Voting | ||
11 | Resolution on Elections to the Supervisory Board: Antoinette P. Aris | Non-Voting | Non-Voting | ||
12 | Resolution on Elections to the Supervisory Board: Beate Klose | Non-Voting | Non-Voting | ||
13 | Resolution on Elections to the Supervisory Board: Ulrich Schmidt | Non-Voting | Non-Voting | ||
14 | Resolution on the Approval of the System for Remunerating the Members of the Board of Management | Non-Voting | Non-Voting | ||
15 | Resolution on the Adjustment of Remuneration of the Supervisory Board Members and the Corresponding Amendment to the Articles of Association (article 18 of the Articles of Association) | Non-Voting | Non-Voting | ||
16 | Resolution on Authorising the Acquisition and Use of Treasury Shares and the Exclusion of the Right to Tender When Acquiring the Shares and the Right to Subscribe When Using the Shares | Non-Voting | Non-Voting |
KOMATSU LTD.
Security ID: J35759125
Ticker: KOM1
Meeting Date: 18-Jun-21
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Appoint A Director Ohashi, Tetsuji | Management | For | Voted - For |
28
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
3 | Appoint A Director Ogawa, Hiroyuki | Management | For | Voted - For | |
4 | Appoint A Director Moriyama, Masayuki | Management | For | Voted - For | |
5 | Appoint A Director Mizuhara, Kiyoshi | Management | For | Voted - For | |
6 | Appoint A Director Kigawa, Makoto | Management | For | Voted - Against | |
7 | Appoint A Director Kunibe, Takeshi | Management | For | Voted - Against | |
8 | Appoint A Director Arthur M. Mitchell | Management | For | Voted - For | |
9 | Appoint A Director Horikoshi, Takeshi | Management | For | Voted - For | |
10 | Appoint A Director Saiki, Naoko | Management | For | Voted - For | |
11 | Appoint A Corporate Auditor Ono, Kotaro | Management | For | Voted - For | |
12 | Appoint A Corporate Auditor Inagaki, Yasuhiro | Management | For | Voted - For | |
13 | Please Reference Meeting Materials. | Non-Voting | Non-Voting |
KONINKLIJKE BOSKALIS WESTMINSTER NV
Security ID: N14952266
Ticker: BOKA
Meeting Date: 12-May-21
1 | Remuneration Report 2020 (advisory Vote) | Management | For | Voted - For | |
2 | Discussion and Adoption of the Financial Statements for the Financial Year 2020 | Management | For | Voted - For | |
3 | Dividend Proposal | Management | For | Voted - For | |
4 | Discharge of the Members of the Board of Management in Respect of the Management Activities of the Board of Management Over the Past Financial Year | Management | For | Voted - For | |
5 | Discharge of the Members of the Supervisory Board for the Supervision of the Management Activities of the Board of Management Over the Past Financial Year | Management | For | Voted - For | |
6 | Appointment of External Accountant: KPMG As Auditors | Management | For | Voted - For | |
7 | Authorization to the Board of Management to Have the Company Acquire Ordinary Shares in the Capital of the Company | Management | For | Voted - Against | |
8 | Proposal for Cancelling the Repurchased Ordinary Shares in the Capital of the Company | Management | For | Voted - For | |
9 | Please Note That Beneficial Owner Details is Required for This Meeting. If No Beneficial Owner Details is Provided, Your Instruction May be Rejected. Thank You | Non-Voting | Non-Voting | ||
10 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
11 | Intermediary Clients Only - Please Note That If You are Classified As an Intermediary Client Under the Shareholder Rights Directive II, You Should be Providing the Underlying Shareholder Information at the Vote Instruction Level. If You are Unsure on How to Provide This Level of Data to Broadridge Outside of Proxyedge, Please Speak to Your Dedicated Client Service Representative for Assistance | Non-Voting | Non-Voting |
29
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
12 | 29 Apr 2021: Please Note That This is A Revision Due to Change in Numbering for Resolutions 4a, 4b and 5a, 5b and Modification of the Text of Resolution 8. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting | ||
13 | Opening | Non-Voting | Non-Voting | ||
14 | Discussion of the Annual Report of the Board of Management Relating to the Company's Affairs and Management Activities in the Financial Year 2020 | Non-Voting | Non-Voting | ||
15 | Discussion of the Report of the Supervisory Board | Non-Voting | Non-Voting | ||
16 | Appropriation of the Profit Or Loss for 2020 | Non-Voting | Non-Voting | ||
17 | Any Other Business | Non-Voting | Non-Voting | ||
18 | Close | Non-Voting | Non-Voting |
LAFARGEHOLCIM LTD
Security ID: H4768E105
Ticker: HOLN
Meeting Date: 04-May-21
1.1 | Re-election of Dr. Beat Hess As A Member and Re-election As Chairman of the Board of Directors | Management | For | Voted - For | |
1.2 | Re-election of Prof. Dr. Philippe Block As A Member of the Board of Directors | Management | For | Voted - For | |
1.3 | Re-election of Kim Fausing As A Member of the Board of Directors | Management | For | Voted - For | |
1.4 | Re-election of Colin Hall As A Member of the Board of Directors | Management | For | Voted - For | |
1.5 | Re-election of Naina Lal Kidwai As A Member of the Board of Directors | Management | For | Voted - For | |
1.6 | Re-election of Patrick Kron As A Member of the Board of Directors | Management | For | Voted - Against | |
1.7 | Re-election of Adrian Loader As A Member of the Board of Directors | Management | For | Voted - For | |
1.8 | Re-election of Jurg Oleas As A Member of the Board of Directors | Management | For | Voted - For | |
1.9 | Re-election of Claudia Sender Ramirez As A Member of the Board of Directors | Management | For | Voted - Against | |
1.10 | Re-election of Hanne Birgitte Breinbjerg Sorensen As A Member of the Board of Directors | Management | For | Voted - Against | |
1.11 | Re-election of Dr. Dieter Spalti As A Member of the Board of Directors | Management | For | Voted - For | |
1.12 | Re-election of Colin Hall As A Member of the Nomination, Compensation & Governance Committee | Management | For | Voted - For | |
1.13 | Re-election of Adrian Loader As A Member of the Nomination, Compensation & Governance Committee | Management | For | Voted - For | |
1.14 | Re-election of Claudia Sender Ramirez As A Member of the Nomination, Compensation & Governance Committee | Management | For | Voted - For |
30
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.15 | Re-election of Hanne Birgitte Breinbjerg Sorensen As A Member of the Nomination, Compensation & Governance Committee | Management | For | Voted - For | |
1.16 | Re-election of the Auditor: Conferral of the Mandate for the Auditor for the Financial Year 2021 on Deloitte Ag, Zurich, Switzerland | Management | For | Voted - For | |
1.17 | Re-election of the Independent Proxy: Re-election of Dr. Sabine Burkhalter Kaimakliotis of Voser Attorneys at Law, Stadtturmstrasse 19, 5401 Baden, Switzerland, As the Independent Proxy for A Term of Office of One Year, Expiring After the Completion of the Annual General Meeting 2022 | Management | For | Voted - For | |
2 | Approval of the Management Report, the Annual Consolidated Financial Statements of the Group, and the Annual Financial Statements of Lafargeholcim Ltd | Management | For | Voted - For | |
3 | Advisory Vote on the Compensation Report | Management | For | Voted - For | |
4 | Discharge of the Members of the Board of Directors and the Persons Entrusted with Management | Management | For | Voted - For | |
5 | Appropriation of Available Earnings: the Board of Directors' Motion is That the Available Earnings of Chf 14,824 Million (comprising Retained Earnings of Chf 13,343 Million Carried Forward from the Previous Year and Net Income for 2020 of Chf 1,481 Million) be Carried Forward to the New Account | Management | For | Voted - For | |
6 | Distribution Payable Out of Capital Contribution Reserves: the Board of Directors' Motion is to Distribute Chf 2.00 Per Registered Share of Chf 2.00 Par Value Up to an Amount of Chf 1,224 Million | Management | For | Voted - For | |
7 | Change of Name of Holding Company: the Board of Directors' Motion is to Amend the First Part of Art. 1 of the Articles of Incorporation As Follows (changes are Highlighted in Italics): Article 1: Under the Name Holcim Ltd (holcim Ag) (holcim S.a.) Shall Exist A Corporation Under Swiss Law, of Undetermined Duration | Management | For | Voted - For | |
8 | Relocation of Registered Office of Holding Company | Management | For | Voted - For | |
9 | Election of Jan Jenisch As A Member of the Board of Directors | Management | For | Voted - For | |
10 | Election of Dr. Dieter Spalti As A Member of the Nomination, Compensation & Governance Committee | Management | For | Voted - For | |
11 | Compensation of the Board of Directors for the Next Term of Office | Management | For | Voted - For | |
12 | Compensation of the Executive Committee for the Financial Year 2022 | Management | For | Voted - For | |
13 | General Instructions on Unannounced Proposals/new Items on the Agenda. for = in Accordance with the Board of Directors, Against = Rejection, Abstain = Abstention | Management | For | Voted - Against | |
14 | Please Note That Beneficial Owner Details are Required for This Meeting. If No Beneficial Owner Details are Provided, Your Instruction May be Rejected. Thank You. | Non-Voting | Non-Voting |
31
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
15 | Please Note That This is an Amendment to Meeting Id 528775 Due to Receipt of Additional Resolution 7. All Votes Received on the Previous Meeting Will be Disregarded If Vote Deadline Extensions are Granted. Therefore Please Reinstruct on This Meeting Notice on the New Job. If However Vote Deadline Extensions are Not Granted in the Market, This Meeting Will be Closed and Your Vote Intentions on the Original Meeting Will be Applicable. Please Ensure Voting is Submitted Prior to Cutoff on the Original Meeting, and As Soon As Possible on This New Amended Meeting. Thank You | Non-Voting | Non-Voting | ||
16 | Part 2 of This Meeting is for Voting on Agenda and Meeting Attendance Requests Only. Please Ensure That You Have First Voted in Favour of the Registration of Shares in Part 1 of the Meeting. It is A Market Requirement for Meetings of This Type That the Shares are Registered and Moved to A Registered Location at the Csd, and Specific Policies at the Individual Sub-custodians May Vary. Upon Receipt of the Vote Instruction, It is Possible That A Marker May be Placed on Your Shares to Allow for Reconciliation and Re-registration Following A Trade. Therefore Whilst This Does Not Prevent the Trading of Shares, Any That are Registered Must be First Deregistered If Required for Settlement. Deregistration Can Affect the Voting Rights of Those Shares. If You Have Concerns Regarding Your Accounts, Please Contact Your Client Representative | Non-Voting | Non-Voting |
LLOYDS BANKING GROUP PLC
Security ID: G5533W248
Ticker: LLOY
Meeting Date: 20-May-21
1.1 | To Elect Mr R F Budenberg As A Director of the Company | Management | For | Voted - For | |
1.2 | To Re-elect Mr W L D Chalmers As A Director of the Company | Management | For | Voted - For | |
1.3 | To Re-elect Mr A P Dickinson As A Director of the Company | Management | For | Voted - For | |
1.4 | To Re-elect Ms S C Legg As A Director of the Company | Management | For | Voted - For | |
1.5 | To Re-elect Lord Lupton As A Director of the Company | Management | For | Voted - For | |
1.6 | To Re-elect Ms A F Mackenzie As A Director of the Company | Management | For | Voted - For | |
1.7 | To Re-elect Mr N E T Prettejohn As A Director of the Company | Management | For | Voted - For | |
1.8 | To Re-elect Mr S W Sinclair As A Director of the Company | Management | For | Voted - For | |
1.9 | To Re-elect Ms C M Woods As A Director of the Company | Management | For | Voted - For |
32
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
2 | To Receive the Company's Accounts and the Reports of the Directors and of the Auditor for the Year Ended 31 December 2020 | Management | For | Voted - For | |
3 | To Approve the Directors' Remuneration Report in the Form Set Out on Pages 115 to 134 of the Annual Report and Accounts for the Year Ended 31 December 2020 | Management | For | Voted - For | |
4 | To Declare and Pay A Final Ordinary Dividend of 0.57 Pence Per Ordinary Share in Respect of the Financial Year Ended 31 December 2020, Payable on 25 May 2021 to Ordinary Shareholders Whose Names Appear in the Register of Members at the Close of Business on 16 April 2021 | Management | For | Voted - For | |
5 | To Appoint Deloitte LLP As Auditor of the Company, to Hold Office Until the Conclusion of the Next General Meeting at Which Accounts are Laid Before the Company | Management | For | Voted - For | |
6 | To Authorise the Audit Committee to Set the Remuneration of the Company's Auditor | Management | For | Voted - For | |
7 | Lloyds Banking Group Deferred Bonus Plan 2021 | Management | For | Voted - For | |
8 | Authority for the Company and Its Subsidiaries to Make Political Donations Or Incur Political Expenditure | Management | For | Voted - For | |
9 | Directors' Authority to Allot Shares | Management | For | Voted - Against | |
10 | Directors' Authority to Allot Shares in Relation to the Issue of Regulatory Capital Convertible Instruments | Management | For | Voted - Against | |
11 | Limited Disapplication of Pre-emption Rights | Management | For | Voted - For | |
12 | Limited Disapplication of Pre-emption Rights in the Event of Financing an Acquisition Transaction Or Other Capital Investment | Management | For | Voted - For | |
13 | Limited Disapplication of Pre-emption Rights in Relation to the Issue of Regulatory Capital Convertible Instruments | Management | For | Voted - Against | |
14 | Authority to Purchase Ordinary Shares | Management | For | Voted - For | |
15 | Authority to Purchase Preference Shares | Management | For | Voted - For | |
16 | Adoption of New Articles of Association | Management | For | Voted - For | |
17 | Notice Period for General Meetings | Management | For | Voted - Against |
NIHON KOHDEN CORPORATION
Security ID: J50538115
Ticker: 6849
Meeting Date: 25-Jun-21
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Appoint A Director Who is Not Audit and Supervisory Committee Member Ogino, Hirokazu | Management | For | Voted - For | |
3 | Appoint A Director Who is Not Audit and Supervisory Committee Member Tamura, Takashi | Management | For | Voted - For | |
4 | Appoint A Director Who is Not Audit and Supervisory Committee Member Hasegawa, Tadashi | Management | For | Voted - For |
33
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
5 | Appoint A Director Who is Not Audit and Supervisory Committee Member Yanagihara, Kazuteru | Management | For | Voted - For | |
6 | Appoint A Director Who is Not Audit and Supervisory Committee Member Hirose, Fumio | Management | For | Voted - For | |
7 | Appoint A Director Who is Not Audit and Supervisory Committee Member Tanaka, Eiichi | Management | For | Voted - For | |
8 | Appoint A Director Who is Not Audit and Supervisory Committee Member Yoshitake, Yasuhiro | Management | For | Voted - For | |
9 | Appoint A Director Who is Not Audit and Supervisory Committee Member Obara, Minoru | Management | For | Voted - Against | |
10 | Appoint A Director Who is Not Audit and Supervisory Committee Member Muraoka, Kanako | Management | For | Voted - For | |
11 | Appoint A Director Who is Audit and Supervisory Committee Member Hirata, Shigeru | Management | For | Voted - For | |
12 | Please Reference Meeting Materials. | Non-Voting | Non-Voting |
NITTO DENKO CORPORATION
Security ID: J58472119
Ticker: 6988
Meeting Date: 18-Jun-21
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Appoint A Director Takasaki, Hideo | Management | For | Voted - For | |
3 | Appoint A Director Todokoro, Nobuhiro | Management | For | Voted - For | |
4 | Appoint A Director Miki, Yosuke | Management | For | Voted - For | |
5 | Appoint A Director Iseyama, Yasuhiro | Management | For | Voted - For | |
6 | Appoint A Director Furuse, Yoichiro | Management | For | Voted - For | |
7 | Appoint A Director Hatchoji, Takashi | Management | For | Voted - For | |
8 | Appoint A Director Fukuda, Tamio | Management | For | Voted - For | |
9 | Appoint A Director Wong Lai Yong | Management | For | Voted - For | |
10 | Appoint A Director Sawada, Michitaka | Management | For | Voted - For | |
11 | Approve Details of the Compensation to be Received by Corporate Officers | Management | For | Voted - For | |
12 | Please Reference Meeting Materials. | Non-Voting | Non-Voting | ||
13 | Approve Payment of Bonuses to Directors | Management | For | Voted - For |
OMRON CORPORATION
Security ID: J61374120
Ticker: 6645
Meeting Date: 24-Jun-21
1 | Approve Appropriation of Surplus | Management | For | Voted - For | |
2 | Appoint A Director Tateishi, Fumio | Management | For | Voted - For | |
3 | Appoint A Director Yamada, Yoshihito | Management | For | Voted - For | |
4 | Appoint A Director Miyata, Kiichiro | Management | For | Voted - For | |
5 | Appoint A Director Nitto, Koji | Management | For | Voted - For | |
6 | Appoint A Director Ando, Satoshi | Management | For | Voted - For | |
7 | Appoint A Director Kobayashi, Eizo | Management | For | Voted - For | |
8 | Appoint A Director Kamigama, Takehiro | Management | For | Voted - For |
34
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
9 | Appoint A Director Kobayashi, Izumi | Management | For | Voted - For | |
10 | Appoint A Corporate Auditor Tamaki, Shuji | Management | For | Voted - For | |
11 | Appoint A Corporate Auditor Kunihiro, Tadashi | Management | For | Voted - For | |
12 | Approve Details of the Performance-based Stock Compensation to be Received by Directors | Management | For | Voted - For | |
13 | Please Reference Meeting Materials. | Non-Voting | Non-Voting | ||
14 | Appoint A Substitute Corporate Auditor Watanabe, Toru | Management | For | Voted - For |
ROYAL DUTCH SHELL PLC
Security ID: G7690A118
Ticker: RDSB
Meeting Date: 18-May-21
1 | Receipt of Annual Report and Accounts | Management | For | Voted - For | |
2 | Approval of Directors Remuneration Report | Management | For | Voted - Against | |
3 | Appointment of Jane Holl Lute As A Director of the Company | Management | For | Voted - For | |
4 | Reappointment of Ben Van Beurden As A Director of the Company | Management | For | Voted - For | |
5 | Reappointment of Dick Boer As A Director of the Company | Management | For | Voted - Against | |
6 | Reappointment of Neil Carson As A Director of the Company | Management | For | Voted - For | |
7 | Reappointment of Ann Godbehere As A Director of the Company | Management | For | Voted - For | |
8 | Reappointment of Euleen Goh As A Director of the Company | Management | For | Voted - For | |
9 | Reappointment of Catherine Hughes As A Director of the Company | Management | For | Voted - For | |
10 | Reappointment of Martina Hund-mejean As A Director of the Company | Management | For | Voted - For | |
11 | Reappointment of Sir Andrew Mackenzie As A Director of the Company | Management | For | Voted - For | |
12 | Reappointment of Abraham Bram Schot As A Director of the Company | Management | For | Voted - For | |
13 | Reappointment of Jessica Uhl As A Director of the Company | Management | For | Voted - For | |
14 | Reappointment of Gerrit Zalm As A Director of the Company | Management | For | Voted - For | |
15 | Reappointment of Auditors: Ernst & Young LLP | Management | For | Voted - For | |
16 | Remuneration of Auditors | Management | For | Voted - For | |
17 | Authority to Allot Shares | Management | For | Voted - Against | |
18 | Disapplication of Pre-emption Rights | Management | For | Voted - For | |
19 | Authority to Purchase Own Shares | Management | For | Voted - Against | |
20 | Shells Energy Transition Strategy | Management | For | Voted - For | |
21 | Please Note That This is A Shareholder Proposal: Shareholder Resolution: the Company Has Received Notice Pursuant to the UK Companies Act 2006 of the Intention to Move the Resolution Set Forth on Page 6 and Incorporated Herein by Way of Reference at the Company's 2021 Agm. the Resolution Has Been Requisitioned by A Group of Shareholders and Should be Read Together with Their Statement in Support of Their Proposed Resolution Set Forthon Page 6. | Shareholder | Against | Voted - For |
35
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
22 | 03 May 2021: Please Note That This is A Revision Due to Change in Numbering for All Resolutions. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting |
SAP SE
Security ID: D66992104
Ticker: SAP
Meeting Date: 12-May-21
1.1 | Elect Qi Lu to the Supervisory Board | Management | For | Voted - For | |
1.2 | Elect Rouven Westphal to the Supervisory Board | Management | For | Voted - Against | |
2 | Approve Allocation of Income and Dividends of Eur 1.85 Per Share | Management | For | Voted - For | |
3 | Approve Discharge of Management Board for Fiscal Year 2020 | Management | For | Voted - For | |
4 | Approve Discharge of Supervisory Board for Fiscal Year 2020 | Management | For | Voted - For | |
5 | Ratify KPMG Ag As Auditors for Fiscal Year 2021 | Management | For | Voted - For | |
6 | Approve Issuance of Warrants/bonds with Warrants Attached/convertible Bonds Without Preemptive Rights Up to Aggregate Nominal Amount of Eur 10 Billion Approve Creation of Eur 100 Million Pool of Capital to Guarantee Conversion Rights | Management | For | Voted - Against | |
7 | Amend Corporate Purpose | Management | For | Voted - For | |
8 | Amend Articles Re: Proof of Entitlement | Management | For | Voted - For | |
9 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
10 | According to German Law, in Case of Specific Conflicts of Interest in Connection with Specific Items of the Agenda for the General Meeting You are Not Entitled to Exercise Your Voting Rights. Further, Your Voting Right Might be Excluded When Your Share in Voting Rights Has Reached Certain Thresholds and You Have Not Complied with Any of Your Mandatory Voting Rights Notifications Pursuant to the German Securities Trading Act (wphg). for Questions in This Regard Please Contact Your Client Service Representative for Clarification. If You Do Not Have Any Indication Regarding Such Conflict of Interest, Or Another Exclusion from Voting, Please Submit Your Vote As Usual | Non-Voting | Non-Voting | ||
11 | Information on Counter Proposals Can be Found Directly on the Issuer's Website (please Refer to the Material Url Section of the Application). If You Wish to Act on These Items, You Will Need to Request A Meeting Attend and Vote Your Shares Directly at the Company's Meeting. Counter Proposals Cannot be Reflected on the Ballot on Proxyedge | Non-Voting | Non-Voting |
36
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
12 | From 10th February, Broadridge Will Code All Agendas for German Meetings in English Only. If You Wish to See the Agenda in German, This Will be Made Available As A Link Under the 'material Url' Dropdown at the Top of the Ballot. the German Agendas for Any Existing Or Past Meetings Will Remain in Place. for Further Information, Please Contact Your Client Service Representative | Non-Voting | Non-Voting | ||
13 | Receive Financial Statements and Statutory Reports for Fiscal Year 2020 | Non-Voting | Non-Voting |
SEMBCORP INDUSTRIES LTD
Security ID: Y79711159
Ticker: SCI
Meeting Date: 22-Apr-21
1.1 | To Re-elect Dr Josephine Kwa Lay Keng | Management | For | Voted - For | |
1.2 | To Re-elect Wong Kim Yin | Management | For | Voted - For | |
1.3 | To Re-elect Lim Ming Yan | Management | For | Voted - Against | |
2 | To Adopt the Directors' Statement and Audited Financial Statements | Management | For | Voted - For | |
3 | To Declare A Final Ordinary One-tier Tax Exempt Dividend of 4 Cents Per Share for the Year Ended December 31, 2020 | Management | For | Voted - For | |
4 | To Approve Directors' Fees for the Year Ending December 31, 2021 | Management | For | Voted - For | |
5 | To Re-appoint KPMG LLP As Auditors and to Authorise the Directors to Fix Their Remuneration | Management | For | Voted - Against | |
6 | To Approve the Proposed Renewal of the Share Issue Mandate | Management | For | Voted - Against | |
7 | To Authorise the Directors to Grant Awards and Issue Shares Under the Sembcorp Industries Share Plans | Management | For | Voted - For | |
8 | To Approve the Proposed Renewal of the Ipt Mandate | Management | For | Voted - Against | |
9 | To Approve the Proposed Renewal of the Share Purchase Mandate | Management | For | Voted - For | |
10 | Listing Rule 210(5)(d)(iii)(a) Approval for Ang Kong Hua As Independent Director | Management | For | Voted - For | |
11 | Listing Rule 210(5)(d)(iii)(b) Approval for Ang Kong Hua As Independent Director | Management | For | Voted - For | |
12 | Listing Rule 210(5)(d)(iii)(a) Approval for Tham Kui Seng As Independent Director | Management | For | Voted - For | |
13 | Listing Rule 210(5)(d)(iii)(b) Approval for Tham Kui Seng As Independent Director | Management | For | Voted - For |
37
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
SPECTRIS PLC
Security ID: G8338K104
Ticker: SXS
Meeting Date: 14-May-21
1.1 | To Re-elect Karim Bitar As A Non-executive Director of the Company | Management | For | Voted - For | |
1.2 | To Re-elect Derek Harding As an Executive Director of the Company | Management | For | Voted - For | |
1.3 | To Re-elect Andrew Heath As an Executive Director of the Company | Management | For | Voted - For | |
1.4 | To Re-elect Ulf Quellmann As A Non-executive Director of the Company | Management | For | Voted - For | |
1.5 | To Re-elect William Bill Seeger As A Non-executive Director of the Company | Management | For | Voted - For | |
1.6 | To Re-elect Cathy Turner As A Non-executive Director of the Company | Management | For | Voted - For | |
1.7 | To Re-elect Kjersti Wiklund As A Non-executive Director of the Company | Management | For | Voted - For | |
1.8 | To Re-elect Mark Williamson As A Non-executive Director of the Company | Management | For | Voted - For | |
2 | To Receive the Annual Report and Accounts of the Company for the Financial Year Ended 31 31 December 2020 | Management | For | Voted - For | |
3 | To Approve the Directors Remuneration Report Set Out on Pages 78 to 97 of the Annual Report and Accounts for the Year Ended 31 December 2020 | Management | For | Voted - For | |
4 | To Declare A Final Dividend of 46.5p Per Ordinary Share for the Financial Year Ended 31 December 2020 to be Paid on 30 June 2021 | Management | For | Voted - For | |
5 | To Re-appoint Deloitte LLP As Auditor of the Company | Management | For | Voted - For | |
6 | To Authorise the Directors to Agree the Auditors Remuneration | Management | For | Voted - For | |
7 | To Authorise the Directors to Allot Ordinary Shares | Management | For | Voted - Against | |
8 | To Empower the Directors to Allot Ordinary Shares for Cash on A Non Pre-emptive Basis | Management | For | Voted - For | |
9 | To Empower the Directors to Allot Ordinary Shares for Cash on A Non Pre-emptive Basis for Purposes of Acquisitions Or Capital Investments of Up to 5 Percent | Management | For | Voted - Against | |
10 | To Authorise the Company to Make Market Purchases of Shares | Management | For | Voted - For | |
11 | To Allow the Period of Notice for General Meetings of the Company Other Than Annual General Meetings to be Not Less Than 14 Clear Days Notice | Management | For | Voted - For | |
12 | To Adopt New Articles of Association in Place of and in Substitution for the Existing Articles of Association | Management | For | Voted - For |
38
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
TELEVISION BROADCASTS LTD
Security ID: Y85830126
Ticker: 511
Meeting Date: 26-May-21
1.1 | To Elect the Retiring Director, Mr. Kenneth Hsu Kin to Fill the Office Vacated by Retiring Director Mr. Chen Wen Chi, Who is Not Seeking Re-election | Management | For | Voted - For | |
1.2 | To Re-elect the Following Retiring Director: Mr. Thomas Hui To | Management | For | Voted - For | |
1.3 | To Re-elect the Following Retiring Director: Mr. Anthony Lee Hsien Pin | Management | For | Voted - For | |
1.4 | To Re-elect the Following Retiring Director: Dr. William Lo Wing Yan | Management | For | Voted - For | |
1.5 | To Re-elect the Following Retiring Director: Dr. Allan Zeman | Management | For | Voted - Against | |
2 | To Receive and Adopt the Audited Financial Statements, the Directors' Report and the Independent Auditor's Report of the Company for the Year Ended 31 December 2020 | Management | For | Voted - Against | |
3 | To Re-appoint PricewaterhouseCoopers As Auditor and Authorise Directors to Fix Its Remuneration | Management | For | Voted - For | |
4 | To Grant A General Mandate to Directors to Issue 5% Additional Shares | Management | For | Voted - For | |
5 | To Grant A General Mandate to Directors to Repurchase 5% Issued Shares | Management | For | Voted - For | |
6 | To Extend the Authority Given to the Directors Under Resolution (5) to Shares Repurchased Under the Authority Given in Resolution (6) | Management | For | Voted - Against | |
7 | To Extend the Book Close Period from 30 Days to 60 Days | Management | For | Voted - For | |
8 | Please Note That the Company Notice and Proxy Form are Available by Clicking on the Url Links: Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0420/2021042000567.pdf and Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0420/2021042000595.pdf | Non-Voting | Non-Voting | ||
9 | Please Note in the Hong Kong Market That A Vote of 'abstain' Will be Treated the Same As A 'take No Action' Vote | Non-Voting | Non-Voting |
TGS-NOPEC GEOPHYSICAL COMPANY ASA
Security ID: R9138B102
Ticker: TGS
Meeting Date: 11-May-21
1.1 | Elect Henry H. Hamilton (chair) As Director | Management | For | Voted - For | |
1.2 | Elect Mark Leonard As Director | Management | For | Voted - For | |
1.3 | Elect Wenche Agerup As Director | Management | For | Voted - For | |
1.4 | Elect Irene Egset As Director | Management | For | Voted - For | |
1.5 | Elect Christopher Geoffrey Finlayson As Director | Management | For | Voted - Against |
39
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.6 | Elect Grethe Kristin Moen As Director | Management | For | Voted - For | |
1.7 | Elect Svein Harald Oygard As Director | Management | For | Voted - For | |
1.8 | Elect Christina Stray As Member of Nominating Committee | Management | For | Voted - For | |
1.9 | Elect Glen Ole Rodland As Member of Nominating Committee | Management | For | Voted - For | |
2 | Elect Chairman of Meeting; Designate Inspector(s) of Minutes of Meeting | Management | For | Voted - For | |
3 | Approve Notice of Meeting and Agenda | Management | For | Voted - For | |
4 | Accept Financial Statements and Statutory Reports | Management | For | Voted - For | |
5 | Approve Remuneration of Auditors | Management | For | Voted - For | |
6 | Change Company Name to Tgs Asa | Management | For | Voted - For | |
7 | Amend Corporate Purpose | Management | For | Voted - For | |
8 | Approve Remuneration of Directors | Management | For | Voted - For | |
9 | Approve Remuneration of Nominating Committee | Management | For | Voted - For | |
10 | Approve Remuneration Policy and Other Terms of Employment for Executive Management | Management | For | Voted - For | |
11 | Approve Long Term Incentive Plan Consisting of Psus and Rsus | Management | For | Voted - For | |
12 | Authorize Share Repurchase Program and Reissuance of Repurchased Shares | Management | For | Voted - For | |
13 | Approve Nok 12,525 Reduction in Share Capital Via Share Cancellation | Management | For | Voted - For | |
14 | Approve Creation of Pool of Capital Without Preemptive Rights | Management | For | Voted - Against | |
15 | Authorize Board to Distribute Dividends | Management | For | Voted - For | |
16 | Market Rules Require Disclosure of Beneficial Owner Information for All Voted Accounts. If an Account Has Multiple Beneficial Owners, You Will Need to Provide the Breakdown of Each Beneficial Owner Name, Address and Share Position to Your Client Service Representative. This Information is Required in Order for Your Vote to be Lodged | Non-Voting | Non-Voting | ||
17 | Important Market Processing Requirement: Power of Attorney (poa) Requirements Vary by Custodian. Global Custodians May Have A Poa in Place Which Would Eliminate the Need for the Individual Beneficial Owner Poa. in the Absence of This Arrangement, an Individual Beneficial Owner Poa May be Required. If You Have Any Questions Please Contact Your Client Service Representative. Thank You | Non-Voting | Non-Voting | ||
18 | Shares Held in an Omnibus/nominee Account Need to be Re-registered in the Beneficial Owners Name to be Allowed to Vote at Meetings. Shares Will be Temporarily Transferred to A Separate Account in the Beneficial Owner's Name on the Proxy Deadline and Transferred Back to the Omnibus/nominee Account the Day After the Meeting | Non-Voting | Non-Voting | ||
19 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting |
40
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
20 | 22 Apr 2021: Please Note That If You Hold Crest Depository Interests (cdis) and Participate at This Meeting, You (or Your Crest Sponsored Member/custodian) Will be Required to Instruct A Transfer of the Relevant Cdis to the Escrow Account Specified in the Associated Corporate Event in the Crest System. This Transfer Will Need to be Completed by the Specified Crest System Deadline. Once This Transfer Has Settled, the Cdis Will be Blocked in the Crest System. the Cdis Will be Released from Escrow As Soon As Practicable on the Business Day Prior to Meeting Date Unless Otherwise Specified. in Order for A Vote to be Accepted, the Voted Position Must be Blocked in the Required Escrow Account in the Crest System. by Voting on This Meeting, Your Crest Sponsored Member/custodian May Use Your Vote Instruction As the Authorization to Take the Necessary Action Which Will Include Transferring Your Instructed Position to Escrow. Please Contact Your Crest Sponsored Member/custodian Directly for Further Information on the Custody Process and Whether Or Not They Require Separate Instructions from You | Non-Voting | Non-Voting | ||
21 | 22 Apr 2021: Please Note That This is A Revision Due to Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting | ||
22 | Open Meeting; Registration of Attending Shareholders and Proxies | Non-Voting | Non-Voting | ||
23 | Discuss Company's Corporate Governance Statement | Non-Voting | Non-Voting |
THE SWATCH GROUP AG
Security ID: H83949141
Ticker: UHR
Meeting Date: 11-May-21
1.1 | Re-election of the Member of the Board of Directors: Mrs. Nayla Hayek | Management | For | Voted - Against | |
1.2 | Re-election of the Member of the Board of Directors: Mr. Ernst Tanner | Management | For | Voted - Against | |
1.3 | Re-election of the Member of the Board of Directors: Mrs. Daniela Aeschlimann | Management | For | Voted - Against | |
1.4 | Re-election of the Member of the Board of Directors: Mr. Georges N. Hayek | Management | For | Voted - Against | |
1.5 | Re-election of the Member of the Board of Directors: Mr. Claude Nicollier | Management | For | Voted - Against | |
1.6 | Re-election of the Member of the Board of Directors: Mr. Jean-pierre Roth | Management | For | Voted - Against | |
1.7 | Re-election of the Member of the Board of Directors: Mrs. Nayla Hayek As Chair of the Board of Directors | Management | For | Voted - Against |
41
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.8 | Re-election to the Compensation Committee: Mrs. Nayla Hayek | Management | For | Voted - Against | |
1.9 | Re-election to the Compensation Committee: Mr. Ernst Tanner | Management | For | Voted - Against | |
1.10 | Re-election to the Compensation Committee: Mrs. Daniela Aeschlimann | Management | For | Voted - Against | |
1.11 | Re-election to the Compensation Committee: Mr. Georges N. Hayek | Management | For | Voted - Against | |
1.12 | Re-election to the Compensation Committee: Mr. Claude Nicollier | Management | For | Voted - Against | |
1.13 | Re-election to the Compensation Committee: Mr. Jean-pierre Roth | Management | For | Voted - Against | |
2 | Approval of the Annual Report 2020 | Management | For | Voted - For | |
3 | Discharge of the Board of Directors and the Group Management Board | Management | For | Voted - For | |
4 | Resolution for the Appropriation of the Available Earnings | Management | For | Voted - For | |
5 | Approval of Compensation: Approval of Fixed Compensation for Functions of the Board of Directors | Management | For | Voted - For | |
6 | Approval of Compensation: Approval of Fixed Compensation for Executive Functions of the Members of the Board of Directors | Management | For | Voted - For | |
7 | Approval of Compensation: Approval of Fixed Compensation of the Members of the Executive Group Management Board and of the Extended Group Management Board for the Business Year 2021 | Management | For | Voted - For | |
8 | Approval of Compensation: Approval of Variable Compensation of the Executive Members of the Board of Directors for the Business Year 2020 | Management | For | Voted - Against | |
9 | Approval of Compensation: Approval of Variable Compensation of the Members of the Executive Group Management Board and of the Extended Group Management Board for the Business Year 2020 | Management | For | Voted - Against | |
10 | Election of the Independent Representative: Mr Bernhard Lehmann, P.o.box, Ch-8032 Zurich | Management | For | Voted - For | |
11 | Election of the Statutory Auditors: PricewaterhouseCoopers Ltd | Management | For | Voted - Against | |
12 | Change of Articles of Association: Article 12, Articel 13 | Management | For | Voted - Against | |
13 | Please Note That Beneficial Owner Details are Required for This Meeting. If No Beneficial Owner Details are Provided, Your Instruction May be Rejected. Thank You. | Non-Voting | Non-Voting | ||
14 | Please Note That This is an Amendment to Meeting Id 516703 Due to Received Resolution 1 is Single Voting Item. All Votes Received on the Previous Meeting Will be Disregarded and You Will Need to Reinstruct on This Meeting Notice. Thank You. | Non-Voting | Non-Voting |
42
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
TOTALENERGIES SE
Security ID: F92124100
Ticker: TTEL
Meeting Date: 28-May-21
1 | Approval of the Corporate Financial Statements for the Financial Year Ended 31 December 2020 | Management | For | Voted - For | |
2 | Approval of the Consolidated Financial Statements for the Financial Year Ended 31 December 2020 | Management | For | Voted - For | |
3 | Allocation of Income and Setting of the Dividend for the Financial Year Ended 31 December 2020 | Management | For | Voted - For | |
4 | Authorisation Granted to the Board of Directors, for A Period of Eighteen Months, in Order to Trade in the Company's Shares | Management | For | Voted - Against | |
5 | Agreements Referred to in Articles L. 225-38 and Following of the French Commercial Code | Management | For | Voted - For | |
6 | Renewal of the Term of Office of Mr. Patrick Pouyanne As Director | Management | For | Voted - For | |
7 | Renewal of the Term of Office of Mrs. Anne-marie Idrac As Director | Management | For | Voted - Against | |
8 | Appointment of Mr. Jacques Aschenbroich As Director | Management | For | Voted - For | |
9 | Appointment of Mr. Glenn Hubbard As Director | Management | For | Voted - For | |
10 | Approval of the Information Relating to the Remuneration of Corporate Officers Mentioned in Section I of Article L. 22-10-9 of the French Commercial Code | Management | For | Voted - For | |
11 | Approval of the Remuneration Policy for Directors | Management | For | Voted - For | |
12 | Approval of the Fixed, Variable and Exceptional Elements Making Up the Total Remuneration and Benefits of Any Kind Paid During the Financial Year 2020 Or Awarded in Respect of This Financial Year to Mr. Patrick Pouyanne, Chairman and Chief Executive Officer | Management | For | Voted - For | |
13 | Approval of the Remuneration Policy for the Chairman and Chief Executive Officer | Management | For | Voted - Against | |
14 | Opinion on the Company's Ambition in Terms of Sustainable Development and Energy Transition Towards Carbon Neutrality and Its Objectives in This Area by 2030 | Management | For | Voted - For | |
15 | Amendment of the Corporate Name to Totalenergies Se and to Article 2 of the By-laws | Management | For | Voted - For | |
16 | Authorisation Granted to the Board of Directors, for A Period of Thirty-eight Months, in Order to Proceed with Free Allocations of Existing Shares of the Company Or Shares to be Issued to Employees and Executive Corporate Officers of the Group, Or to Some of Them, Entailing the Waiver by the Shareholders of Their Pre-emptive Subscription Right to the Shares to be Issued | Management | For | Voted - Against | |
17 | Delegation of Authority Granted to the Board of Directors, for A Period of Twenty-six Months, in Order to Proceed, Under the Conditions Provided for by Articles L. 3332-18 and Following of the French Labour Code, with Capital Increases, with Cancellation of the Shareholders' Pre-emptive Subscription Right, Reserved for Members of A Company Or Group Savings Plan | Management | For | Voted - For |
43
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
18 | The Following Applies to Shareholders That Do Not Hold Shares Directly with A French Custodian: Proxy Cards: Voting Instructions Will be Forwarded to the Global Custodians on the Vote Deadline Date. in Capacity As Registered Intermediary, the Global Custodians Will Sign the Proxy Cards and Forward Them to the Local Custodian. If You Request More Information, Please Contact Your Client Representative | Non-Voting | Non-Voting | ||
19 | Following Changes in the Format of Proxy Cards for French Meetings, Abstain is Now A Valid Voting Option. for Any Additional Items Raised at the Meeting the Voting Option Will Default to 'against', Or for Positions Where the Proxy Card is Not Completed by Broadridge, to the Preference of Your Custodian | Non-Voting | Non-Voting | ||
20 | 07 Apr 2021: Please Note That If You Hold Crest Depository Interests (cdis) and Participate at This Meeting, You (or Your Crest Sponsored Member/custodian) Will be Required to Instruct A Transfer of the Relevant Cdis to the Escrow Account Specified in the Associated Corporate Event in the Crest System. This Transfer Will Need to be Completed by the Specified Crest System Deadline. Once This Transfer Has Settled, the Cdis Will be Blocked in the Crest System. the Cdis Will be Released from Escrow As Soon As Practicable on the Business Day Prior to Meeting Date Unless Otherwise Specified. in Order for A Vote to be Accepted, the Voted Position Must be Blocked in the Required Escrow Account in the Crest System. by Voting on This Meeting, Your Crest Sponsored Member/custodian May Use Your Vote Instruction As the Authorization to Take the Necessary Action Which Will Include Transferring Your Instructed Position to Escrow. Please Contact Your Crest Sponsored Member/custodian Directly for Further Information on the Custody Process and Whether Or Not They Require Separate Instructions from You and Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
21 | Please Note That Due to the Current Covid19 Crisis and in Accordance with the Provisions Adopted by the French Government Under Law No. 2020-1379 of November 14, 2020, Extended and Modified by Law No 2020-1614 of December 18, 2020 the General Meeting Will Take Place Behind Closed Doors Without the Physical Presence of the Shareholders. to Comply with These Laws, Please Do Not Submit Any Requests to Attend the Meeting in Person. Should This Situation Change, the Company Encourages All Shareholders to Regularly Consult the Company Website | Non-Voting | Non-Voting |
44
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
22 | Intermediary Clients Only - Please Note That If You are Classified As an Intermediary Client Under the Shareholder Rights Directive II, You Should be Providing the Underlying Shareholder Information at the Vote Instruction Level. If You are Unsure on How to Provide This Level of Data to Broadridge Outside of Proxyedge, Please Speak to Your Dedicated Client Service Representative for Assistance | Non-Voting | Non-Voting | ||
23 | 07 May 2021: Please Note That Important Additional Meeting Information is Available by Clicking on the Material Url Link: Https://www.journal-officiel.gouv.fr/balo/document/2 02103312100724-39 and Https://www.journal-officiel.gouv.fr/balo/document/2 02105072101494-55 Please Note That This is A Revision Due to Change in Numbering of Resolutions and Modification of the Text in Comment and Due to Receipt of Updated Balo Link. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You. | Non-Voting | Non-Voting |
TOYOTA MOTOR CORPORATION
Security ID: J92676113
Ticker: TYT
Meeting Date: 16-Jun-21
1 | Appoint A Director Uchiyamada, Takeshi | Management | For | Voted - For | |
2 | Appoint A Director Hayakawa, Shigeru | Management | For | Voted - For | |
3 | Appoint A Director Toyoda, Akio | Management | For | Voted - For | |
4 | Appoint A Director Kobayashi, Koji | Management | For | Voted - For | |
5 | Appoint A Director James Kuffner | Management | For | Voted - For | |
6 | Appoint A Director Kon, Kenta | Management | For | Voted - For | |
7 | Appoint A Director Sugawara, Ikuro | Management | For | Voted - For | |
8 | Appoint A Director Sir Philip Craven | Management | For | Voted - For | |
9 | Appoint A Director Kudo, Teiko | Management | For | Voted - For | |
10 | Amend Articles To: Eliminate the Articles Related to Class Shares | Management | For | Voted - For | |
11 | Please Reference Meeting Materials. | Non-Voting | Non-Voting | ||
12 | Appoint A Substitute Corporate Auditor Sakai, Ryuji | Management | For | Voted - For |
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Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
TRAVIS PERKINS PLC
Security ID: G90202105
Ticker: TPK
Meeting Date: 27-Apr-21
1.1 | To Elect Jasmine Whitbread As A Director of the Company | Management | For | Voted - For | |
1.2 | To Re-elect Marianne Culver As A Director of the Company | Management | For | Voted - For | |
1.3 | To Re-elect Blair Illingworth As A Director of the Company | Management | For | Voted - For | |
1.4 | To Re-elect Coline Mcconville As A Director of the Company | Management | For | Voted - For | |
1.5 | To Re-elect Pete Redfern As A Director of the Company | Management | For | Voted - For | |
1.6 | To Re-elect Nick Roberts As A Director of the Company | Management | For | Voted - For | |
1.7 | To Re-elect John Rogers As A Director of the Company | Management | For | Voted - For | |
1.8 | To Re-elect Alan Williams As A Director of the Company | Management | For | Voted - For | |
2 | To Receive the Annual Report and Accounts | Management | For | Voted - For | |
3 | To Approve the Directors' Remuneration Report | Management | For | Voted - For | |
4 | To Approve the Directors' Remuneration Policy | Management | For | Voted - For | |
5 | To Reappoint KPMG LLP As the Auditor | Management | For | Voted - For | |
6 | To Authorise the Auditor's Remuneration | Management | For | Voted - For | |
7 | To Authorise the Directors to Allot Securities | Management | For | Voted - Against | |
8 | To Authorise the Directors to Allot Securities Free from Pre-emption Rights | Management | For | Voted - For | |
9 | To Authorise the Directors to Allot Securities Free from Pre-emption Rights in Limited Circumstances | Management | For | Voted - Against | |
10 | To Authorise the Company to Purchase Its Own Shares | Management | For | Voted - For | |
11 | To Adopt New Articles of Association | Management | For | Voted - For | |
12 | To Call A General Meeting on 14 Days' Notice | Management | For | Voted - For | |
13 | To Approve the Travis Perkins UK and International Sharesave Schemes | Management | For | Voted - For | |
14 | To Approve the Travis Perkins Restricted Share Plan | Management | For | Voted - For | |
15 | Approve Demerger of the Wickes Group from the Travis Perkins Group to be Implemented Through the Demerger Dividend | Management | For | Voted - For | |
16 | Approve Share Consolidation | Management | For | Voted - For | |
17 | Approve Deferred Annual Bonus Plan, Long Term Incentive Plan, Share Incentive Plan and Savings Related Share Option Scheme | Management | For | Voted - Against |
UNITED OVERSEAS BANK LTD
Security ID: Y9T10P105
Ticker: UOB
Meeting Date: 30-Apr-21
1.1 | Re-election (mr Wong Kan Seng) | Management | For | Voted - For |
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Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.2 | Re-election (mr Alvin Yeo Khirn Hai) | Management | For | Voted - For | |
1.3 | Re-election (dr Chia Tai Tee) | Management | For | Voted - For | |
2 | Audited Financial Statements, Directors' Statement and Auditor's Report | Management | For | Voted - For | |
3 | Final Dividend: 39 Cents (2019: 55 Cents) Per Ordinary Share | Management | For | Voted - For | |
4 | Directors' Fees | Management | For | Voted - For | |
5 | Auditor and Its Remuneration: Ernst & Young LLP | Management | For | Voted - Against | |
6 | Authority to Issue Ordinary Shares | Management | For | Voted - Against | |
7 | Authority to Issue Ordinary Shares Pursuant to the Uob Scrip Dividend Scheme | Management | For | Voted - For | |
8 | Renewal of Share Purchase Mandate | Management | For | Voted - For |
VENTURE CORPORATION LTD
Security ID: Y9361F111
Ticker: VEM
Meeting Date: 29-Apr-21
1.1 | Re-election of Mr Goon Kok Loon As A Director | Management | For | Voted - Against | |
1.2 | Re-election of Mr Wong Yew Meng As A Director | Management | For | Voted - Against | |
1.3 | Re-election of Ms Kay Kuok Oon Kwong As A Director | Management | For | Voted - For | |
1.4 | Re-election of Mrs Wong-yeo Siew Eng As A Director | Management | For | Voted - For | |
2 | Director's Statement and Audited Financial Statements for the Year Ended 31 December 2020 and the Auditor's Report Thereon | Management | For | Voted - For | |
3 | Payment of Proposed Final One-tier Tax-exempt Dividend | Management | For | Voted - For | |
4 | Approval of Directors' Fees Amounting to Sgd 863,143 | Management | For | Voted - For | |
5 | Re-appointment of Deloitte & Touche LLP As Auditor | Management | For | Voted - For | |
6 | Authority to Allot and Issue Shares | Management | For | Voted - Against | |
7 | Authority to Offer and Grant Options and to Allot and Issue Shares Pursuant to the Exercise of Options Granted Not Exceeding 0.4% of the Total Number of Issued Shares | Management | For | Voted - Against | |
8 | Renewal of the Share Purchase Mandate | Management | For | Voted - Against | |
9 | Proposed Adoption of the Venture Corporation Restricted Share Plan 2021 | Management | For | Voted - Against |
WEIR GROUP PLC (THE)
Security ID: G95248137
Ticker: WEIR
Meeting Date: 29-Apr-21
1.1 | Elect Ben Magara As Director | Management | For | Voted - For | |
1.2 | Elect Srinivasan Venkatakrishnan As Director | Management | For | Voted - For | |
1.3 | Re-elect Charles Berry As Director | Management | For | Voted - For | |
1.4 | Re-elect Jon Stanton As Director | Management | For | Voted - For | |
1.5 | Re-elect John Heasley As Director | Management | For | Voted - For | |
1.6 | Re-elect Barbara Jeremiah As Director | Management | For | Voted - For |
47
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
1.7 | Re-elect Clare Chapman As Director | Management | For | Voted - For | |
1.8 | Re-elect Engelbert Haan As Director | Management | For | Voted - For | |
1.9 | Re-elect Mary Jo Jacobi As Director | Management | For | Voted - For | |
1.10 | Re-elect Sir Jim Mcdonald As Director | Management | For | Voted - For | |
1.11 | Re-elect Stephen Young As Director | Management | For | Voted - For | |
2 | Accept Financial Statements and Statutory Reports | Management | For | Voted - For | |
3 | Approve Remuneration Report | Management | For | Voted - For | |
4 | Approve Remuneration Policy | Management | For | Voted - For | |
5 | Re-appoint PricewaterhouseCoopers LLP As Auditors | Management | For | Voted - For | |
6 | Authorise the Audit Committee to Fix Remuneration of Auditors | Management | For | Voted - For | |
7 | Authorise Issue of Equity | Management | For | Voted - Against | |
8 | Authorise Issue of Equity Without Pre-emptive Rights | Management | For | Voted - Against | |
9 | Authorise Issue of Equity Without Pre-emptive Rights in Connection with an Acquisition Or Other Capital Investment | Management | For | Voted - Against | |
10 | Authorise Market Purchase of Ordinary Shares | Management | For | Voted - For | |
11 | Authorise the Company to Call General Meeting with Two Weeks' Notice | Management | For | Voted - Against |
XINYI GLASS HOLDINGS LTD
Security ID: G9828G108
Ticker: 868
Meeting Date: 28-May-21
1.1 | To Re-elect Mr. Tung Ching Bor As an Executive Director | Management | For | Voted - For | |
1.2 | To Re-elect Mr. Sze Nang Sze As A Non-executive Director | Management | For | Voted - For | |
1.3 | To Re-elect Mr. Ng Ngan Ho As A Non-executive Director | Management | For | Voted - For | |
1.4 | To Re-elect Mr. Wong Ying Wai, G.b.s., J.p. As an Independent Non-executive Director | Management | For | Voted - For | |
1.5 | To Re-elect Dr. Tran Chuen Wah, John As an Independent Non-executive Director | Management | For | Voted - For | |
2 | To Receive and Consider the Audited Financial Statements and Report of the Directors of the Company (the "director(s)") and the Auditors of the Company (the "auditors") for the Financial Year Ended 31 December 2020 | Management | For | Voted - For | |
3 | To Declare A Final Dividend of 62.0 Hk Cents Per Share for the Year Ended 31 December 2020 | Management | For | Voted - For | |
4 | To Authorise the Board (the "board") of Directors to Determine the Remuneration of the Directors | Management | For | Voted - For | |
5 | To Re-appoint the Auditors and to Authorise the Board to Fix Their Remuneration | Management | For | Voted - For | |
6 | To Grant an Unconditional General Mandate to the Directors to Repurchase Shares | Management | For | Voted - For | |
7 | To Grant an Unconditional General Mandate to the Directors to Allot and Issue Shares | Management | For | Voted - Against |
48
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
8 | To Extend the General Mandate Granted to the Directors to Issue Shares by the Shares Repurchased | Management | For | Voted - Against | |
9 | Please Note That the Company Notice and Proxy Form are Available by Clicking on the Url Links: Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0422/2021042200525.pdf and Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0422/2021042200483.pdf | Non-Voting | Non-Voting | ||
10 | Please Note That Shareholders are Allowed to Vote 'in Favor' Or 'against' for All Resolutions, Abstain is Not A Voting Option on This Meeting | Non-Voting | Non-Voting |
YARA INTERNATIONAL ASA
Security ID: R9900C106
Ticker: YAR
Meeting Date: 06-May-21
1 | Open Meeting Approve Notice of Meeting and Agenda | Management | For | Voted - For | |
2 | Elect Chairman of Meeting Designate Inspector(s) of Minutes of Meeting | Management | For | Voted - For | |
3 | Accept Financial Statements and Statutory Reports Approve Allocation of Income and Dividends of Nok 20.00 Per Share | Management | For | Voted - For | |
4 | Approve Remuneration Policy and Other Terms of Employment for Executive Management | Management | For | Voted - Against | |
5 | Approve Company's Corporate Governance Statement | Management | For | Voted - For | |
6 | Approve Remuneration of Auditors | Management | For | Voted - For | |
7 | Approve Remuneration of Directors in the Amount of Nok 690 ,000 for the Chairman, Nok 412,000 for the Vice Chairman, and Nok 363 ,000 for the Other Directors Approve Committee Fees | Management | For | Voted - For | |
8 | Approve Remuneration of Nominating Committee | Management | For | Voted - For | |
9 | Approve Nok 22.8 Million Reduction in Share Capital Via Share Cancellation and Redemption | Management | For | Voted - For | |
10 | Authorize Share Repurchase Program | Management | For | Voted - For | |
11 | Amend Articles Re: Electronic General Meetings | Management | For | Voted - For | |
12 | Market Rules Require Disclosure of Beneficial Owner Information for All Voted Accounts. If an Account Has Multiple Beneficial Owners, You Will Need to Provide the Breakdown of Each Beneficial Owner Name, Address and Share Position to Your Client Service Representative. This Information is Required in Order for Your Vote to be Lodged | Non-Voting | Non-Voting | ||
13 | Important Market Processing Requirement: Power of Attorney (poa) Requirements Vary by Custodian. Global Custodians May Have A Poa in Place Which Would Eliminate the Need for the Individual Beneficial Owner Poa. in the Absence of This Arrangement, an Individual Beneficial Owner Poa May be Required. If You Have Any Questions Please Contact Your Client Service Representative. Thank You | Non-Voting | Non-Voting |
49
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
14 | Shares Held in an Omnibus/nominee Account Need to be Re-registered in the Beneficial Owners Name to be Allowed to Vote at Meetings. Shares Will be Temporarily Transferred to A Separate Account in the Beneficial Owner's Name on the Proxy Deadline and Transferred Back to the Omnibus/nominee Account the Day After the Meeting | Non-Voting | Non-Voting | ||
15 | Please Note That Shareholder Details are Required to Vote at This Meeting. If No Shareholder Details are Provided, Your Instruction May Carry A Heightened Risk of Being Rejected. Thank You | Non-Voting | Non-Voting | ||
16 | 13 Apr 2021: Please Note That If You Hold Crest Depository Interests (cdis) and Participate at This Meeting, You (or Your Crest Sponsored Member/custodian) Will be Required to Instruct A Transfer of the Relevant Cdis to the Escrow Account Specified in the Associated Corporate Event in the Crest System. This Transfer Will Need to be Completed by the Specified Crest System Deadline. Once This Transfer Has Settled, the Cdis Will be Blocked in the Crest System. the Cdis Will be Released from Escrow As Soon As Practicable on the Business Day Prior to Meeting Date Unless Otherwise Specified. in Order for A Vote to be Accepted, the Voted Position Must be Blocked in the Required Escrow Account in the Crest System. by Voting on This Meeting, Your Crest Sponsored Member/custodian May Use Your Vote Instruction As the Authorization to Take the Necessary Action Which Will Include Transferring Your Instructed Position to Escrow. Please Contact Your Crest Sponsored Member/custodian Directly for Further Information on the Custody Process and Whether Or Not They Require Separate Instructions from You. | Non-Voting | Non-Voting | ||
17 | 13 Apr 2021: Please Note That This is A Revision Due to Addition of Comment. If You Have Already Sent in Your Votes, Please Do Not Vote Again Unless You Decide to Amend Your Original Instructions. Thank You | Non-Voting | Non-Voting |
YUE YUEN INDUSTRIAL (HOLDINGS) LTD
Security ID: G98803144
Ticker: 551
Meeting Date: 28-May-21
1.1 | To Re-elect Chan Lu Min As an Executive Director | Management | For | Voted - Against | |
1.2 | To Re-elect Lin Cheng-tien As an Executive Director | Management | For | Voted - Against | |
1.3 | To Re-elect Hu Chia-ho As an Executive Director | Management | For | Voted - Against | |
1.4 | To Re-elect Wong Hak Kun As an Independent Non-executive Director | Management | For | Voted - For | |
2 | To Receive and Consider the Audited Financial Statements and the Reports of the Directors and Auditors for the Year Ended December 31, 2020 | Management | For | Voted - For |
50
Sprucegrove International Equity Master Fund | |||||
Proposal | Proposed by | Mgt. Position | Registrant Voted |
3 | To Authorize the Board of Directors of the Company to Fix the Remuneration of the Directors | Management | For | Voted - Against | |
4 | To Re-appoint Deloitte Touche Tohmatsu As the Auditors of the Company and to Authorize the Board of Directors to Fix Their Remuneration | Management | For | Voted - Abstain | |
5 | To Grant A General Mandate to the Directors to Issue, Allot and Deal with Additional Shares Not Exceeding 10% of the Number of the Shares of the Company in Issue As at the Date of Passing This Resolution | Management | For | Voted - Against | |
6 | To Grant A General Mandate to the Directors to Repurchase the Company's Own Shares Not Exceeding 10% of the Number of the Shares of the Company in Issue As at the Date of Passing This Resolution | Management | For | Voted - Against | |
7 | To Extend the General Mandate to Issue, Allot and Deal with Additional Shares of the Company Under Resolution Number 4a to Include the Number of Shares Repurchased Pursuant to the General Mandate to Repurchase Shares Under Resolution Number 4b | Management | For | Voted - Against | |
8 | Please Note That the Company Notice and Proxy Form are Available by Clicking on the Url Links: Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0422/2021042200825.pdf and Https://www1.hkexnews.hk/listedco/listconews/sehk/20 21/0422/2021042200863.pdf | Non-Voting | Non-Voting | ||
9 | Please Note That Shareholders are Allowed to Vote 'in Favor' Or 'against' for All Resolutions, Abstain is Not A Voting Option on This Meeting | Non-Voting | Non-Voting |
51
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
The Advisors’ Inner Circle Fund II
By: /s/ Michael Beattie
Michael Beattie
President
Date: August 30, 2021
52