Vote Summary Report Emerging Markets July 2018 · 2020-03-09 · Vote Summary Report Date range covered: 07/01/2018 to 07/31/2018 China Longyuan Power Group Corporation Ltd. Proposal

July 2018 Emerging Markets Voting Report

Voting report Legal & General Investment Management

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

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Authorised and Regulated by the Financial Conduct Authority Copyright© Legal & General Investment Management 2018

Vote Summary Report Date range covered: 07/01/2018 to 07/31/2018

Adani Enterprises Ltd.

Meeting Date: 07/03/2018 Country: India

Meeting Type: Court

Primary Security ID: Y00106131

Ticker: 512599

Primary ISIN: INE423A01024

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Court-Ordered Meeting for Shareholders Mgmt

1 Approve Composite Scheme of Arrangement Mgmt For For

General Insurance Corporation of India


Meeting Type: Special

Primary Security ID: Y2691A100

Ticker: 540755

Primary ISIN: INE481Y01014

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Postal Ballot Mgmt

1 Authorize Capitalization of Reserves for Bonus

Issue

Mgmt

For

For

Godrej Industries Ltd.


Meeting Type: Court

Primary Security ID: Y2733G164

Ticker: 500164


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


1 Approve Scheme of Amalgamation Mgmt For For


Reliance Industries Ltd.


Meeting Type: Annual


Ticker: RELIANCE


Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1a

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

1b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Elect P. M. S. Prasad as Director Mgmt For For

4 Elect Nikhil R. Meswani as Director Mgmt For For

5 Approve Reappointment and Remuneration of

Mukesh D. Ambani as Managing Director

Mgmt For For

6 Reelect Adil Zainulbhai as Director Mgmt For For

7 Approve Remuneration of Cost Auditors Mgmt For For

8 Approve Offer or Invitation to Subscribe to

Non-Convertible Debentures on Private

Placement Basis

Mgmt For For

China Longyuan Power Group Corporation Ltd.

Meeting Date: 07/06/2018 Country: China


Primary Security ID: Y1501T101

Ticker: 916

Primary ISIN: CNE100000HD4

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1.1 Elect Qiao Baoping as Director Mgmt For Against

Blended Rationale: A vote against is applied as LGIM expects a company to have at least one female on the board.A vote

against is applied as the board does not comprise at least 33% independent directors.

1.2 Elect Liu Jinhuan as Director Mgmt For Against

Blended Rationale: A vote against is applied as the board does not comprise at least 33% independent directors.

1.3

Elect Luan Baoxing as Director

Mgmt

For

Against



China Longyuan Power Group Corporation Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1.4 Elect Yang Xiangbin as Director Mgmt For Against


1.5

Elect Li Enyi as Director

Mgmt

For

For

1.6

Elect Huang Qun as Director

Mgmt

For

For

1.7

Elect Zhang Songyi as Director

Mgmt

For

Against


1.8

Elect Meng Yan as Director

Mgmt

For

Against


1.9

Elect Han Dechang as Director

Mgmt

For

For

2.1

Elect Chen Bin as Supervisor

Mgmt

For

For

2.2

Elect Yu Yongping as Supervisor

Mgmt

For

For

OHL Mexico S.A.B. de C.V.

Meeting Date: 07/09/2018 Country: Mexico


Primary Security ID: P7356Z100

Ticker: OHLMEX *

Primary ISIN: MX01OH010006

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Extraordinary Business Mgmt

1 Change Company Name and Amend Article 1

Accordingly

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted because:- The company has not disclosed the proposed name

change; and- The company has not disclosed the full text of the proposed article amendment.




Primary Security ID: P7356Z100

Ticker: OHLMEX *

Primary ISIN: MX01OH010006



Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Business Mgmt

1 Elect or Ratify Members of Audit and

Corporate Practices Committees

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted because the company has not disclosed the names of the proposed

committee nominees.

2 Appoint Legal Representatives Mgmt For For

Kumba Iron Ore Ltd

Meeting Date: 07/10/2018 Country: South Africa


Primary Security ID: S4341C103

Ticker: KIO

Primary ISIN: ZAE000085346

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Special Resolutions Mgmt

1 Approve ESOP Scheme Mgmt For For

2 Approve Remuneration of Lead Independent

Director

Ordinary Resolution

Mgmt

Mgmt

For

For

1 Authorise Ratification of Approved

Resolutions

Mgmt

For

For

PPB Group Berhad

Meeting Date: 07/10/2018 Country: Malaysia



Ticker: PPB

Primary ISIN: MYL4065OO008

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Bonus Issue of Shares Mgmt For For


Alliance Bank Malaysia Berhad



Primary Security ID: Y0034W102

Ticker: ABMB


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Directors' Fees Mgmt For For

2 Approve Directors' Benefits (Excluding

Directors' Fees)

3 Elect Ou Shian Waei as Director

Mgmt

Mgmt

For

For

For

Against

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

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

4 Elect Ho Hon Cheong as Director Mgmt For For

5 Elect Thayaparan S. Sangarapillai as Director Mgmt For

For

6 Elect Tan Chian Khong as Director Mgmt For

For

7 Approve PricewaterhouseCoopers PLT as Mgmt

Auditors and Authorize Board to Fix Their

Remuneration

For

For

Nampak Ltd


Primary Security ID: S5326R114

Meeting Type: Special Ticker: NPK


Proposal Vote


1

Approve Financial Assistance in Terms of

Section 45 of the Companies Act

Mgmt

For

For

2 Approve Financial Assistance in Terms of

Section 45 of the Companies Act in

Connection with the Existing Share Schemes

Mgmt For For


Section 44 of the Companies Act

Mgmt For For


Harmony Gold Mining Company Ltd



Primary Security ID: S34320101

Ticker: HAR


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Authorise Issuance of Shares to ARM

Pursuant to a Vendor Consideration Placing

Mgmt For For

ICICI Lombard General Insurance Company Limited



Primary Security ID: Y3R55N101

Ticker: 540716

Primary ISIN: INE765G01017

Proposal Vote


1


Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect N. S. Kannan as Director Mgmt

4 Approve PKF Sridhar & Santhanam LLP,

Chartered Accountants & Chaturvedi & Co.,

Chartered Accountants as Joint Statutory


Remuneration

Mgmt For For

5 Elect Vishal Mahadevia as Director Mgmt For For

6 Approve Revision in the Remuneration of

Bhargav Dasgupta as Managing Director and

CEO

Mgmt For Against

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

period. We encourage a period longer than 3 years to be set, excluding any holding period to align with long-term value

creation.

7 Approve Revision in the Remuneration of Alok

Kumar Agarwal as Executive Director -

Wholesale

Mgmt For Against



creation.


ICICI Lombard General Insurance Company Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Sanjeev Mantri as Executive Director - Retail

Mgmt For Against



creation.

9 Amend ICICI Lombard General Insurance

Company Limited Employee Stock Option

Scheme 2005

Mgmt For Against

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

company, and the limit under the proposed Employee Stock Option Scheme (Scheme) is 5.11 percent of the company's issued

capital.- Performance conditions have not been disclosed.- Exercise price or the pricing formula of options is not disclosed.

10 Approve Grant of Stock Options to the

Employees/Directors of Present and Future

Holding and Subsidiary Companies Under the

ICICI Lombard General Insurance Company

Limited Employee Stock Option Scheme 2005

Mgmt For Against

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

company, and the limit under the proposed Employee Stock Option Scheme (Scheme) is 5.11 percent of the company's issued

capital.- Performance conditions have not been disclosed.- Exercise price or the pricing formula of options is not disclosed.

11 Elect Sandeep Bakhshi as Director Mgmt For For

Bank of Baroda Ltd.



Primary Security ID: Y0643L141

Ticker: 532134


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

Bank Of India Ltd




Ticker: 532149



Bank Of India Ltd

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For

KAP Industrial Holdings Ltd.


Meeting Type: Written Consent


Ticker: KAP


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Written Consent Mgmt

1 Approve Financial Assistance to UED and UEL

in Terms of Sections 44 and 45 of the

Companies Act

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted:- The Company has not provided sufficient information for

shareholders to judge the efficacy and appropriateness of the proposed BEE scheme.

Ashok Leyland Limited



Primary Security ID: Y0266N143

Ticker: ASHOKLEY


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Standalone and Consolidated Financial

Statements

Mgmt For For


3 Reelect Dheeraj G Hinduja as Director

Mgmt

For

For

4 Approve Remuneration of Cost Auditors

Mgmt

For

For


Vodacom Group Ltd



Primary Security ID: S9453B108

Ticker: VOD


Proposal Vote


1


Reports for the Year Ended 31 March 2018

Mgmt

For

For

2 Elect Saki Macozoma as Director Mgmt For For

3 Re-elect Priscillah Mabelane as Director Mgmt For For

4 Re-elect David Brown as Director Mgmt For For

5 Re-elect Michael Joseph as Director Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- Michael Joseph is a non-independent NED who serves as a

member of a board on which there is no majority of independent NEDs among the NEDs. The absence of an independent

majority is a potential concern for minority shareholders in this controlled company.

6 Reappoint PricewaterhouseCoopers Inc as

Auditors of the Company with D von Hoesslin

as the Individual Registered Auditor

Mgmt For For

7 Approve Remuneration Policy Mgmt For For

8 Approve Implementation of the Remuneration

Policy

Mgmt For For

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

Risk and Compliance Committee

Mgmt For For

10 Elect Saki Macozoma as Member of the Audit,

Risk and Compliance Committee

Mgmt For For

11 Re-elect Priscillah Mabelane as Member of the

Audit, Risk and Compliance Committee

Mgmt For For

12 Authorise Repurchase of Issued Share Capital Mgmt For For

13 Approve Increase in Non-Executive Directors'

Fees

Mgmt For For

Zee Entertainment Enterprises Ltd.




Ticker: ZEEL



Zee Entertainment Enterprises Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For

2 Approve Dividend on Preference Shares Mgmt For For

3 Approve Dividend on Equity Shares

Mgmt

For

For

4 Reelect Ashok Kurien as Director

Mgmt

For

For


Mgmt

For

For

6 Reelect Adesh Kumar Gupta as Director Mgmt For For


Amit Goenka as Chief Executive Officer

Mgmt

For

For

Sapura Energy Berhad



Primary Security ID: Y7516Y100

Ticker: SAPNRG


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Shahril Shamsuddin as Director Mgmt For For

2 Elect Mohamed Rashdi Mohamed Ghazalli as

Director

3 Elect Muhamad Noor Hamid as Director

Mgmt

Mgmt

For

For

For

For

4 Approve Directors' Fees and Benefits Mgmt For For

5 Approve Ernst and Young as Auditors and

Authorize Board to Fix Their Remuneration



Mgmt

Mgmt

For

For

For

For

Ultratech Cement Ltd.



Primary Security ID: Y9046E109

Ticker: ULTRACEMCO



Ultratech Cement Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


3 Reelect Kumar Mangalam Birla as Director

Mgmt

For

Against

Blended Rationale: Kumar Mangalam Birla attended less than 75 percent of board and committee meetings over the most

recent fiscal year, without a satisfactory explanation. A vote against is applied as LGIM expects a CEO or a non-executive

director not to hold too many external roles to ensure they can undertake their duties effectively.

4 Approve BSR & Co. LLP, Chartered Mgmt

Accountants, Mumbai as Joint Statutory


Remuneration

For For

5 Approve Khimji Kunverji & Co., Chartered Mgmt

Accountants, Mumbai as Joint Statutory


Remuneration

For

For

6 Approve Remuneration of Cost Auditors Mgmt For

For

7 Approve Issuance of Redeemable Mgmt


Placement Basis

For

For

Bajaj Finance Ltd.


Primary Security ID: Y0547D112

Meeting Type: Annual Ticker: 500034


Proposal Vote


1


Reports

Mgmt

For

For


3 Reelect Rajeev Jain as Director Mgmt For For

4 Authorize Board to Fix the Remuneration of S

R B C & Co LLP, Chartered Accountants as

Auditors of the Company

Mgmt For For

5 Approve Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For


Bajaj Finserv Ltd.



Primary Security ID: Y0548X109

Ticker: BAJAJFINSV

Primary ISIN: INE918I01018

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


3 Reelect Rajiv Bajaj as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the election of Rajiv Bajaj given that he has attended less than 75 percent of board and

committee meetings over the most recent fiscal year, without a satisfactory explanation.A vote FOR the election of Naushad

Forbes in the absence of any known issues concerning the nominee.

4 Approve Remuneration of Statutory Auditors Mgmt For For


6 Approve Appointment and Remuneration of

Naushad Forbes as Independent Director

Mgmt For For

7 Approve Bajaj Finserv Ltd. Employee Stock

Option Scheme and Grant of Options to the

Employees of the Company Under the

Scheme

Mgmt For Against



creation.

8 Approve Extension of the Benefits of Bajaj

Finserv Ltd. Employee Stock Option Scheme

to Employees of Holding or Subsidiary

Companies

Mgmt For Against



creation.

9 Approve Acquisition of Secondary Shares

Through a Trust for the Implementation of

Bajaj Finserv Ltd. Employee Stock Option

Scheme

Mgmt For Against



creation.

Wipro Limited




Ticker: 507685



Wipro Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For

2 Confirm Interim Dividend as Final Dividend Mgmt For For

3 Reelect Rishad A Premji as Director

Mgmt

For

For

4 Reelect Ireena Vittal as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST Ireena Vittal (Item 4) is warranted because she has attended less than 75 percent of board

and committee meetings over the most recent fiscal year, without a satisfactory explanation. A vote against is applied as LGIM

expects a CEO or a non-executive director not to hold too many external roles to ensure they can undertake their duties

effectively.

Bajaj Auto Ltd.




Ticker: BAJAJ-AUTO

Primary ISIN: INE917I01010

Proposal Vote


1


Reports

Mgmt

For

For


3 Reelect Niraj Bajaj as Director Mgmt For For

4 Reelect Manish Kejriwal as Director Mgmt For For

5 Authorize Board to Fix Remuneration of S R B

C & CO LLP, Chartered Accountants as

Auditors

Mgmt For For

6 Elect Anami Roy as Director Mgmt For For

Bajaj Holdings & Investment Ltd.




Ticker: 500490



Bajaj Holdings & Investment Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


3 Reelect Rahul Bajaj as Director

Mgmt

For

For

4 Approve Remuneration of Statutory Auditors

Mgmt

For

For


Naushad Forbes as Independent Director

Mgmt

For

For

Havells India Ltd.



Primary Security ID: Y3116C119

Ticker: HAVELLS

Primary ISIN: INE176B01034

Proposal Vote


1


Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Reelect Ameet Kumar Gupta as Director Mgmt For For

4 Reelect Surjit Kumar Gupta as Director Mgmt For For


6 Elect Jalaj Ashwin Dani as Director Mgmt For For

7 Elect Upendra Kumar Sinha as Director Mgmt For For

8 Reelect Pratima Ram as Director Mgmt For For

9 Reelect T. V. Mohandas Pai as Director Mgmt For For

10 Reelect Puneet Bhatia as Director Mgmt For Against

Blended Rationale: A vote AGAINST Puneet Bhatia is warranted because he has attended less than 75 percent of board and

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

11 Amend Main Objects Clause of Memorandum

of Association

Mgmt For For


HDFC Standard Life Insurance Co. Ltd



Primary Security ID: Y3R1AP109

Ticker: 540777


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For

2 Confirm Interim Dividend as Final Dividend Mgmt For For

3 Reelect Deepak Parekh as Director

Mgmt

For

Against

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

roles to ensure they can undertake their duties effectively.

4 Reelect Vibha Padalkar as Director Mgmt For For

5 Approve Price Waterhouse Chartered

Accountants LLP and GM Kapadia & Co,

Chartered Accountants as Joint Statutory


Remuneration

Mgmt For For

6 Elect Ketan Dalal as Director Mgmt For For

7 Elect AKT Chari as Director Mgmt For For

8 Elect Jamshed J Irani as Director Mgmt For For


Amitabh Chaudhry as Managing Director &

Chief Executive Officer

Mgmt For For


Vibha Padalkar as Executive Director & Chief

Financial Officer

Mgmt For For


Employees of the Company Under the

Employee Stock Option Scheme - 2018

Mgmt For Against



creation.


Employees of Subsidiary Companies Under

the Employee Stock Option Scheme - 2018

Mgmt For Against



creation.

13 Approve Commission to Independent

Directors

Mgmt For For


Multiplan Empreendimentos Imobiliarios S.A.

Meeting Date: 07/20/2018 Country: Brazil


Primary Security ID: P69913187

Ticker: MULT3

Primary ISIN: BRMULTACNOR5

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Restricted Stock Plan Mgmt For Against

Blended Rationale: A vote AGAINST this request is warranted because the proposed plan does not appear to adequately align

the interests of its beneficiaries and shareholders.

2 Approve 1:3 Stock Split Mgmt For For

3 Amend Articles 5 and 8 to Reflect Changes in

Share Capital and Authorized Capital and

Consolidate Bylaws

Mgmt For For

4 Elect Ana Paula Kaminitz Peres as Director Mgmt For Against

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

to protect shareholders.

PT Vale Indonesia Tbk

Meeting Date: 07/20/2018 Country: Indonesia



Ticker: INCO

Primary ISIN: ID1000109309

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Nobuhiro Matsumoto as Commissioner Mgmt For For

2 Affirm Changes and Appointments of Board of

Commissioners Approved at the Company's

AGM dated April 4, 2018

Mgmt

For

For

Shandong Chenming Paper Holdings Ltd.



Primary Security ID: Y7682V104

Ticker: 200488

Primary ISIN: CNE000000QM7



Proposal Vote


EGM BALLOT FOR HOLDERS OF H SHARES

Mgmt

1 Approve Fifth Amendments to the Non-Public

Offering of A Shares

Mgmt For For

2 Approve Fifth Amendments to Dilution of

Current Returns by the Non-Public Offering of

A Shares and Remedial Measures

Mgmt For For

3 Approve Adjustment to the Price

Determination Date For Non-Public Offering

of A Shares

Mgmt For For

4 Approve Related Party Transaction and the

Entering Into of Conditional Share

Subscription Agreement with Target

Subscriber in Relation to the Non-Public

Issuance of A Shares

Mgmt For For

5 Approve Feasibility Analysis Report on the

Use of Proceeds of the Non-Public Issue of

Shares

Mgmt For For

6 Approve Report on Use of Proceeds from

Previous Fund Raising

Mgmt For For

7 Approve Subscription for New Shares of

Guangdong Nanyue Bank Through Private

Placing by Zhanjiang Chenming and the

Transfer of Shares of Guangdong Nanyue

Bank Held by Other Shareholders to Zhanjiang

Chenming

SH For For





Ticker: 200488


Proposal Vote


CLASS MEETING FOR HOLDERS OF H SHARES

Mgmt



Mgmt For For




Mgmt For For



Proposal Vote


3

Approve Adjustment to the Price


of A Shares

Mgmt

For

For






Mgmt For For

5 Approve Fourth Revision of Feasibility

Analysis Report on the Use of Proceeds

Mgmt For For



Mgmt For For





Ticker: 200488


Proposal Vote


EGM BALLOT FOR HOLDERS OF B SHARES

Mgmt



Mgmt For For




Mgmt For For



of A Shares

Mgmt For For






Mgmt For For



Mgmt For For



Mgmt For For

7 Approve Subscription for New Shares of

Guangdong Nanyue Bank Through Private

Placing by Zhanjiang Chenming and the

Transfer of Shares of Guangdong Nanyue

Bank Held by Other Shareholders to Zhanjiang

Chenming

SH For For






Ticker: 200488


Proposal Vote


CLASS MEETING FOR HOLDERS OF B SHARES

Mgmt



Mgmt For For




Mgmt For For



of A Shares

Mgmt For For






Mgmt For For



Mgmt For For



Mgmt For For

Steinhoff Africa Retail Limited


Meeting Type: Written Consent

Primary Security ID: S8216S101

Ticker: SRR


Proposal Vote


Written Consent

Mgmt

Special Resolution Mgmt

1 Approve Change of Company Name to Pepkor

Holdings Limited

Mgmt For For

Ordinary Resolution Mgmt

1 Authorize Board to Ratify and Execute

Approved Resolutions

Mgmt For For


Tata Steel Ltd.




Ticker: 500470


Proposal Vote


1


Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividends Mgmt For For

4 Reelect N. Chandrasekaran as Director Mgmt For For

5 Elect Saurabh Agrawal as Director Mgmt For For


Koushik Chatterjee as Executive Director and

Chief Financial Officer

Mgmt For Against

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

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




Mgmt

For

For

BTS Group Holdings PCL

Meeting Date: 07/23/2018 Country: Thailand



Ticker: BTS

Primary ISIN: TH0221B10Z05

Proposal Vote


1

Message from the Chairman to the Meeting

Mgmt

2 Approve Minutes of Previous Meeting Mgmt For For

3 Acknowledge Operating Results Mgmt For For

4 Approve Financial Statements Mgmt For For

5 Approve Dividend Payment Mgmt For For

6 Approve Remuneration of Directors Mgmt For For

7.1 Elect Paul Tong as Director Mgmt For For


BTS Group Holdings PCL

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

7.2 Elect Phisal Thepsithar as Director Mgmt For For

7.3 Elect Cheong Ying Chew, Henry as Director Mgmt For Against



7.4 Elect Chulchit Bunyaketu as Director Mgmt For For

7.5 Elect Karoon Chandrangsu as Director Mgmt For For

8 Approve EY Office Limited as Auditors and


Mgmt For For

9 Amend Articles of Association Mgmt For For

10 Approve Issuance of Warrants to Purchase

Newly Issued Ordinary Shares to Existing

Shareholders

Mgmt For For

11 Approve Issuance of Shares for Private

Placement Under a General Mandate

Mgmt For For

12 Approve Reduction in Registered Capital Mgmt For For

13 Amend Memorandum of Association to

Reflect Decrease in Registered Capital

Mgmt For For

14 Approve Increase in Registered Capital Mgmt For For

15 Amend Memorandum of Association to

Reflect Increase in Registered Capital

Mgmt For For

16 Approve Allocation of Newly Issued Ordinary

Shares to Accommodate the Exercise of the

Warrant and for Private Placement

Mgmt For For

17 Other Business Mgmt For Against

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

Cemig, Companhia Energetica De Minas Gerais



Primary Security ID: P2577R110

Ticker: CMIG4

Primary ISIN: BRCMIGACNPR3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1.1 Elect Jose Afonso Bicalho Beltrao da Silva as

Fiscal Council Member and Helvecio Miranda

Magalhaes Junior as Alternate

Mgmt For Against


Cemig, Companhia Energetica De Minas Gerais

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Blended Rationale: A vote AGAINST these items is warranted because:- There are governance concerns regarding some of the

nominees, who have been convicted or recently indicted on corruption-related charges; and- All candidates appear to have

government ties and are connected to the company's controlling shareholder, the State of Minas Gerais; as such, their

nominations do not appear to be in compliance with the requirements of the Responsibility Law of State-Controlled Companies

(Law 13,303/2016).

1.2 Elect Marco Antonio de Rezende Teixeira as

Fiscal Council Member and Flavia Cristina

Mendonca Faria da Pieve as Alternate

Mgmt For Against





(Law 13,303/2016).

1.3 Elect Camila Nunes da Cunha Pereira Paulino

as Fiscal Council Member and Wieland

Siberschneider as Alternate

Mgmt For Against





(Law 13,303/2016).

Banco Santander (Mexico) SA, Institucion de Banca Multiple, Grupo



Primary Security ID: P1507S164

Ticker: BSMX B

Primary ISIN: MX41BS060005

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Special Meeting for Series B Shareholders Mgmt

1.1

1.2

2

Elect Maria de Lourdes Melgar Palacios as

Director; Elect Silvia Elena Giorguli Saucedo

as Alternate Director Representing Series B

Shareholders

Elect Antonio Puron Mier y Teran as Director;

Elect Jesus Federico Reyes Heroles Gonzalez

Garza as Alternate Director

Authorize Marcos Alejandro Martinez Gavica,

Hector Blas Grisi Checa, Fernando Borja

Mujica and Rocio Erika Bulhosen Aracil to

Ratify and Execute Approved Resolutions

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For


Bharti Infratel Ltd.



Primary Security ID: Y0R86J109

Ticker: INFRATEL

Primary ISIN: INE121J01017

Proposal Vote


1

Accept Standalone and Consolidated Financial

Statements

Mgmt

For

For


3 Reelect Tao Yih Arthur Lang as Director Mgmt For For

4 Approve Deloitte Haskins & Sells LLP,

Chartered Accountants, Gurgaon as Auditors

and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Elect Anita Kapur as Director Mgmt For For


Akhil Gupta as Executive Chairman

Mgmt For For

7 Approve Material Related Party Transactions

with Bharti Airtel Limited

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the terms of the proposal does not provide for further

shareholder review and to vote on related-party transactions on a periodic basis.

Foshan Electrical and Lighting Co., Ltd.




Ticker: 000541

Primary ISIN: CNE000000DN3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF B SHARES Mgmt

1 Elect Li Jinkun as Supervisor SH For For

Hero MotoCorp Ltd.



Primary Security ID: Y3194B108

Ticker: 500182



Hero MotoCorp Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


Dividend

3 Reelect Suman Kant Munjal as Director

Mgmt

Mgmt

For

For

For

For


JSW Steel Ltd.




Ticker: 500228


Proposal Vote


1


Reports

Mgmt

For

For

2 Approve Dividend on 10 Percent Cumulative

Redeemable Preference Shares

Mgmt For For

3 Approve Dividend on 0.01 Percent Cumulative

Redeemable Preference Shares

Mgmt For For

4 Approve Dividend on Equity Shares Mgmt For For

5 Reelect Seshagiri Rao M.V.S as Director Mgmt For For


7 Reelect Punita Kumar Sinha as Director Mgmt For Against




Secured/Unsecured Redeemable


Placement Basis

Mgmt For For



Mgmt For For

10 Approve Loans, Guarantees, Securities and

Investments

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted due to lack of information.


Central China Securities Co., Ltd.



Primary Security ID: Y3R18N107

Ticker: 1375

Primary ISIN: CNE100001SS7

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES Mgmt

1 Approve Purchase of Liability Insurance for

Directors, Supervisors and Senior

Management

2 Approve Remuneration of the Legal

Representative for the Year 2015

3 Approve Remuneration of the President for

the Year 2015

4 Approve Remuneration of the Chairman of

Supervisory Committee for the Year 2015

5 Approve Remuneration of Zhou Jianzhong for

the Year 2015

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

For

For

For

For

Canara Bank Ltd



Primary Security ID: Y1081F109

Ticker: 532483


Proposal Vote


1


Reports

Mgmt

For

For



Mgmt For For

3 Approve Share Plan Grants to Employees and

Whole-time Director of Companies Under the

CanBank - ESPS

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the exercise price could be at a discount of 33.33

percent to the current market price.


Colgate-Palmolive (India) Ltd.




Ticker: 500830


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For

2 Reelect Jacob Sebastian Madukkakuzy as

Director

3 Approve SRBC & Co LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

4 Elect Sukanya Kripalu as Director

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

Dabur India Ltd.




Ticker: DABUR


Proposal Vote


1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For


Statutory Reports

Mgmt For For


Dividend

Mgmt For For

4 Reelect Saket Burman as Director Mgmt For For


6 Approve Loans, Guarantees, Securities and/or

Investments in Other Body Corporate

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted due to lack of information.

7 Elect R C Bhargava as Director

Mgmt

For

For

8 Elect S Narayan as Director

Mgmt

For

For


Shenzhen Chiwan Wharf Holdings Ltd.



Primary Security ID: Y1565S106

Ticker: 200022

Primary ISIN: CNE0000007C3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF B SHARES

Mgmt

1 Approve Company's Eligibility for Acquisition

by Issuance of Shares as well as Raising

Supporting Funds

Mgmt For For

2 Approve Acquisition by Issuance of Shares Mgmt For For

2.1 Approve Target Assets and Transaction

Parties

Mgmt For For

2.2 Approve Target Asset Price, Pricing Basis and

Payment Manner

Mgmt For For

2.3 Approve Share Type and Par Value Mgmt For For

2.4 Approve Target Subscribers Mgmt For For

2.5 Approve Pricing Reference Date, Pricing

Manner and Issue Price

Mgmt For For

2.6 Approve Issue Size Mgmt For For

2.7 Approve Issue Manner Mgmt For For

2.8 Approve Lock-up Period Mgmt For For

2.9 Approve Listing Exchange Mgmt For For

2.10 Approve Impairment Test and Compensation Mgmt For For

2.11 Approve Attribution of Profit and Loss During

the Transition Period

Mgmt For For

2.12 Approve Distribution Arrangement of

Undistributed Earnings

Mgmt For For

2.13 Approve Resolution Validity Period Mgmt For For

3 Approve Signing of Concerted Action

Agreement

Mgmt For For

4 Approve Raising of Supporting Funds Mgmt For For

4.1 Approve Share Type and Par Value in

Connection to Raising of Supporting Funds

Mgmt For For

4.2 Approve Issue Manner in Connection to

Raising of Supporting Funds

Mgmt For For

4.3 Approve Target Subscribers, Issue Manner

and Subscription Method in Connection to


Mgmt For For



Proposal Vote


4.4

Approve Pricing Reference Date, Pricing Basis

and Issue Price in Connection to Raising of

Supporting Funds

Mgmt

For

For

4.5 Approve Issue Size and Amount of Raised

Funds

Mgmt For For

4.6 Approve Lock-up Period in Connection to


Mgmt For For

4.7 Approve Listing Exchange in Connection to


Mgmt For For

4.8 Approve Distribution Arrangement of

Undistributed Earnings in Connection to


Mgmt For For

4.9 Approve Use of Proceeds in Connection to


Mgmt For For

4.10 Approve Resolution Validity Period in

Connection to Raising of Supporting Funds

Mgmt For For

5 Approve Report (Draft) and Summary on

Company's Acquisition by Issuance of Shares

as well as Raising Supporting Funds

Mgmt For For

6 Approve Transaction Constitutes as

Related-party Transaction

Mgmt For For

7 Approve Signing of Conditional Asset

Purchase Agreement, Impairment

Compensation Agreement and Its Supplement

Mgmt For For

8 Approve Transaction Complies with Article 11

of the Management Approach Regarding

Major Asset Restructure and Article 4 of

Provisions on Several Issues Regulating the

Major Asset Restructuring of Listed

Companies

Mgmt For For




Companies

Mgmt For For




Companies

Mgmt For For

11 Approve Stock Price Volatility Achieves the

Standard of Article 5 Notice on Regulating the

Information Disclosure of Listed Companies

and the Behavior of Related Parties

Mgmt For For

12 Approve Independence of Appraiser, the

Validity of Hypothesis, the Relevance of

Valuation Purpose and Approach as Well as

the Fairness of Pricing

Mgmt For For

13 Approve Relevant Audit Report, Appraisal

Report and Pro Forma Review Report

Mgmt For For



Proposal Vote


14

Approve Completeness and Compliance of

Implementation of Legal Proceedings of the

Transactions and Validity of the Submitted

Legal Documents Regarding this Transaction

Mgmt

For

For

15 Approve White Wash Waiver and Related

Transactions

Mgmt For For

16 Approve Non-dilution of the Transaction Mgmt For For

17 Approve Authorization of Board to Handle All

Related Matters

Mgmt For For

18 Approve Signing of Supplemental Financial

Services Agreement

Mgmt For Against

Blended Rationale: A vote AGAINST is warranted since:- The proposed related-party transactions include a financial service

agreement with the group finance company, which may expose the company to unnecessary risks.- There are inherent risks

associated with the financial services to be provided under this proposal.

19 Amend Articles of Association Mgmt For Against

Blended Rationale: A vote AGAINST is warranted because the company has failed to justify for the amendment.

20 Amend Rules and Procedures Regarding

General Meetings of Shareholders

Mgmt For For

21 Amend Rules and Procedures Regarding

Meetings of Board of Directors

Mgmt For For

22 Amend Working System for Independent

Directors

Mgmt For For

23 Amend Management System of Raised Funds Mgmt For For

Shriram Transport Finance Company Limited



Primary Security ID: Y7758E119

Ticker: 511218


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


Dividend

3 Reelect Puneet Bhatia as Director

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: A vote AGAINST Puneet Bhatia is warranted because he has attended less than 75 percent of board and

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


Shriram Transport Finance Company Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

4 Approve Haribhakti & Co. LLP, Chartered

Accountants, Mumbai and Pijush Gupta &

Co.Chartered Accountants, Guru Gram as

Joint Auditors and Authorize Board to Fix

Their Remuneration

Mgmt For For

Biocon Limited



Primary Security ID: Y0905C102

Ticker: BIOCON


Proposal Vote


1


Reports

Mgmt

For

For


3 Reelect John Shaw as Director Mgmt For For

4 Approve B S R & Co. LLP, Chartered



Mgmt For For

5 Reelect Jeremy Levin as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Vijay Kuchroo and Jeremy Levin have

attended less than 75 percent of board and committee meetings over the most recent fiscal year, without a satisfactory

explanation.

6 Reelect Vijay Kuchroo as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Vijay Kuchroo and Jeremy Levin have

attended less than 75 percent of board and committee meetings over the most recent fiscal year, without a satisfactory

explanation.

7 Elect Bobby Kanubhai Parikh as Director Mgmt For For


Dis-Chem Pharmacies Limited



Primary Security ID: S2266H107

Ticker: DCP



Dis-Chem Pharmacies Limited

Proposal Vote


Ordinary Resolutions

Mgmt


Reports for the Year Ended 28 February 2018

Mgmt For For

2 Reappoint Ernst and Young Inc as Auditors of

the Company with Derek Engelbrecht as the

Designated Auditor

Mgmt For For

3 Re-elect Mark Bowman as Director Mgmt For For

4 Re-elect Dr Anuschka Coovadia as Director Mgmt For For

5 Re-elect Dr Anuschka Coovadia as Member of

the Audit and Risk Committee

Mgmt For For

6 Re-elect Mark Bowman as Member of the

Audit and Risk Committee

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- Mark Bowman attended less than 75% of Audit Committee

meetings held during the year under review for a second year in a row, without any supporting explanation provided.

7 Re-elect Mahomed Gani as Member of the


Mgmt For For

8 Re-elect Joe Mthimunye as Chairman of the


Mgmt For For

9.1 Approve Remuneration Policy and Report Mgmt For For

9.2 Approve Implementation Report Mgmt For For


1 Approve Non-executive Directors' Fees Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The Company is proposing a significant increase in NED fee levels

and has not provided a specific explanation for the increase.


Sections 44 and 45 of the Companies Act

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- This proposal includes a general authority relating to the provision

of financial assistance to Directors. Such proposals should be considered by shareholders on a specific rather than a general

basis.- Further, the Company seeks an authority to provide financial assistance "to any person" in connection with the

subscription of options or securities issued or to be issued by the Company, or in relation to the purchase of securities. This is

a broader authority than what many shareholders may prefer to approve in advance.

Continuation of Ordinary Resolutions Mgmt

10 Place Authorised but Unissued Shares under

Control of Directors

Mgmt For For

11 Authorise Board to Issue Shares for Cash Mgmt For For


Resolutions

Mgmt For For


Dr. Reddy's Laboratories




Ticker: 500124


Proposal Vote


1


Reports

Mgmt

For

For


3 Reelect K Satish Reddy as Director Mgmt For For

4 Reelect Anupam Puri as Director Mgmt For For

5 Reelect Prasad R Menon as Director Mgmt For For

6 Approve 'Dr. Reddy's' Employees Stock Option

Scheme, 2018

Mgmt For Against



creation.

7 Approve Grant of Options to Employees of

Subsidiary Companies Under the 'Dr. Reddy's'

Employees Stock Option Scheme, 2018

Mgmt For Against



creation.

8 Approve Implementation of 'Dr. Reddy's'

Employees Stock Option Scheme through 'Dr.

Reddy's' Employee ESOS Trust

Mgmt For Against



creation.

9 Approve Secondary Acquisition of Equity

Shares for Purpose of Stock Options under Dr.

Reddy's Employees ESOS Trust

Mgmt For Against



creation.

10 Approve Remuneration of Sagar & Associates Mgmt For For as Cost Auditors

Famous Brands Ltd



Primary Security ID: S2699W101

Ticker: FBR



Famous Brands Ltd

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Mgmt

1.1 Elect Nik Halamandaris as Director Mgmt For For

1.2 Elect Emma Mashilwane as Director Mgmt For For

2.1 Re-elect Norman Adami as Director Mgmt For For

2.2 Re-elect John Halamandres as Director Mgmt For For

3.1 Elect Christopher Boulle as Interim Chairman

of the Audit Committee

Mgmt For For

3.2 Elect Emma Mashilwane as Member of the

Audit Committee

Mgmt For For

3.3 Re-elect Thembisa Skweyiya as Member of

the Audit Committee

Mgmt For For

3.4 Re-elect Norman Adami as Member of the

Audit Committee

Mgmt For For

4 Reappoint Deloitte & Touche as Auditors of

the Company with S Nelson as the Lead Audit

Partner

Mgmt For For


Resolutions

Mgmt For For

6 Approve Remuneration Policy Mgmt For Against

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

remuneration policy includes an element that is not performance-related.

7 Approve Implementation Report of the

Remuneration Policy

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The level of disclosure in terms of the implementation report is a

material concern as it impedes full assessment of executive remuneration.- A portion of long-term incentive awards relate to

retention shares, which do not vest subject to performance conditions; meanwhile for the awards that do vest subject to

performance conditions, there is limited information provided regarding the targets.- The same performance conditions apply

on annual bonuses and LTI awards, increasing the risk that executives are rewarded twice for the same performance outcomes.


1 Approve Financial Assistance to Related and

Inter-related Companies

Mgmt For For

2.1 Approve Remuneration Payable to

Non-executive Directors

Mgmt For For

2.2 Approve Remuneration Payable to the

Chairman of the Board

Mgmt For For


Chairman of the Audit and Risk Committee

Mgmt For For


Members of the Audit and Risk Committee

Mgmt For For


Famous Brands Ltd

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2.5

2.6

2.7

2.8

2.9

2.10

2.11

2.12

3

Approve Remuneration Payable to the

Chairman of the Remuneration Committee


Members of the Remuneration Committee


Chairman of the Nomination Committee


Members of the Nomination Committee


Chairman of the Social and Ethics Committee


Members of the Social and Ethics Committee

Approve Remuneration Payable to

Non-executive Directors attending Investment

Committee or Unscheduled Committee

Meetings

Approve Remuneration Payable to a

Non-executive Director who sits as Chairman

of a Principal Operating Subsidiary

Approve VAT on Remuneration already paid

to Non-executive Directors

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

For

For

For

For

For

For

For

For

For

For

For

For

ITC Ltd.



Primary Security ID: Y4211T171

Ticker: ITC


Proposal Vote


1


Reports

Mgmt

For

For


3 Reelect Nakul Anand as Director Mgmt For For

4 Reelect Sanjiv Puri as Director Mgmt For For

5 Approve Deloitte Haskins & Sells, Chartered



Mgmt For For

6 Elect John Pulinthanam as Director Mgmt For For


ITC Ltd.

Proposal Vote


7

Approve Redesignation of Sanjiv Puri as

Managing Director with Effect from May 16,

2018

Mgmt

For

For

8 Reelect Sanjiv Puri as Director and Approve

Reappointment and Remuneration of Sanjiv

Puri as Managing Director with Effect from

July 22, 2019

Mgmt For For

9 Reelect Nakul Anand as Director and Approve

Reappointment and Remuneration of Nakul

Anand as Executive Director with Effect from

Jan. 3, 2019

Mgmt For For

10 Reelect Rajiv Tandon as Director and Approve

Reappointment and Remuneration of Rajiv

Tandon as Executive Director with Effect from

July 22, 2019

Mgmt For For

11 Approve Remuneration and Benefits of

Yogesh Chander Deveshwar as Chairman

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the following:- The company has failed to provide

sufficient justification for the proposed remuneration of the non-executive chairman, which is significantly higher than the

remuneration paid to executives of the company.- The non-executive chairman is a member of the nomination and

remuneration committee; hence, there is material conflict of interest.

12 Reelect Yogesh Chander Deveshwar as Mgmt For Against

Director

Blended Rationale: A vote AGAINST the proposed extension of the term of Yogesh Chander Deveshwar as non-executive

chairman is warranted given that the company has not provided sufficient justification on the timing and the need for the

proposed extension.

13 Reelect Sahibzada Syed Habib-ur-Rehman as

Independent Director

Mgmt For For

14 Reelect Shilabhadra Banerjee as Independent

Director

Mgmt For For

15 Approve Commission to Non-Executive

Directors

Mgmt For For

16 Approve Remuneration of P. Raju Iyer as Cost

Auditors

Mgmt For For

17 Approve Remuneration of Shome & Banerjee

as Cost Auditors

Mgmt For For

Mahindra & Mahindra Financial Services Limited




Ticker: M&MFIN

Primary ISIN: INE774D01024


Mahindra & Mahindra Financial Services Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


3 Reelect Anish Shah as Director

Mgmt

For

For

4 Approve B S R & Co. LLP, Chartered



Mgmt

For

For

Sao Martinho S.A.



Primary Security ID: P8493J108

Ticker: SMTO3

Primary ISIN: BRSMTOACNOR3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports for Fiscal Year Ended March 31, 2018

Mgmt For For

2 Approve Capital Budget, Allocation of Income

and Dividends

3 Elect Directors

Mgmt

Mgmt

For

For

For

Against

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

to protect shareholders.A vote against is applied as LGIM expects a company to have a diverse board, including at least one

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

4 In Case There is Any Change to the Board

Slate Composition, May Your Votes Still be

Counted for the Proposed Slate?

Mgmt None Against

5 In Case Cumulative Voting Is Adopted, Do

You Wish to Equally Distribute Your Votes to

All Nominees in the Slate?

Mgmt None For

APPLICABLE ONLY IF CUMULATIVE VOTING

IS ADOPTED - If You Vote FOR on Item 5,

Votes Will Be Automatically Distributed in

Equal % Amongst Below Nominees. If You

Vote AGST, Contact Your Client Service Rep

to Disproportionately Allocate % of Votes

Mgmt

6.1 Percentage of Votes to Be Assigned - Elect

Joao Guilherme Sabino Ometto as Vice

Chairman

Mgmt None Abstain


Sao Martinho S.A.

Proposal Vote


6.2

Percentage of Votes to Be Assigned - Elect

Marcelo Campos Ometto as Chairman

Mgmt

None

Abstain


Nelson Marques Ferreira Ometto as Director

Mgmt None Abstain


Guilherme Fontes Ribeiro as Director

Mgmt None Abstain


Mauricio Krug Ometto as Director

Mgmt None Abstain


Murilo Cesar Lemos dos Santos Passos as

Independent Director

Mgmt None Abstain


Joao Carlos Costa Brega as Independent

Director

Mgmt None Abstain

7 Install Fiscal Council Mgmt For For

8.1 Elect Mauricio Curvelo de Almeida Prado as

Fiscal Council Member and Marcos Ribeiro

Barbosa as Alternate

Mgmt For Abstain

8.2 Elect Carlos Alberto Ercolin as Fiscal Council

Member and Isabel Cristina Bittencourt

Santiago as Alternate

Mgmt For Abstain

9 Elect Massao Fabio Oya as Fiscal Council

Member and Maria Elvira Lopes Gimenez as

Alternate Appointed by Minority Shareholder

SH None For

10 Approve Remuneration of Company's

Management and Fiscal Council

Mgmt For Against

Blended Rationale: A vote against is applied as the highest paid director's details have not been disclosed.

Sao Martinho S.A.



Primary Security ID: P8493J108

Ticker: SMTO3

Primary ISIN: BRSMTOACNOR3

Proposal Vote


1

Authorize Capitalization of Reserves

Mgmt

For

For

2 Amend Articles 5, 21, 22, 26 and 32 Mgmt For For

3 Consolidate Bylaws Mgmt For For


Tata Power Company Ltd.




Ticker: 500400


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


Statutory Reports

3 Approve Dividend

Mgmt

Mgmt

For

For

For

For

4 Reelect N. Chandrasekaran as Director Mgmt For For

5 Elect Hemant Bhargava as Director Mgmt For For

6 Elect Saurabh Agrawal as Director Mgmt For For

7 Elect Banmali Agrawala as Director Mgmt For For

8 Elect Praveer Sinha as Director Mgmt For For


Praveer Sinha as Managing Director &CEO


Redeemable Non-Convertible Debentures on

Private Placement Basis


Directors

12 Approve Branch Auditors and Authorize Board



Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

For

For

For

For

Bharti Airtel Ltd.


Meeting Type: Court

Primary Security ID: Y0885K108

Ticker: 532454


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


1 Approve Scheme of Arrangement Mgmt For For


Eletrobras, Centrais Eletricas Brasileiras S.A.




Ticker: ELET6

Primary ISIN: BRELETACNPB7

Proposal Vote


1

Extend the deadline to Transfer of the control

of Companhia de Eletricidade do Acre

(Eletroacre) to Dec. 31, 2018

Mgmt

For

For

2 Extend the deadline to Transfer of the control

of Centrais Eletricas de Rondonia S.A. (Ceron)

to Dec. 31, 2018

Mgmt For For


of Boa Vista Energia S.A. (Boa Vista Energia)

to Dec. 31, 2018

Mgmt For For


of Amazonas Distribuidora de Energia S.A.

(Amazonas Energia) to Dec. 31, 2018

Mgmt For For


of Companhia Energetica do Piaui (Cepisa) to

Dec. 31, 2018

Mgmt For For


of Companhia Energetica de Alagoas (Ceal) to

Dec. 31, 2018

Mgmt For For

7 Approve Liquidation of Eletroacre, Ceron, Boa

Vista Energia, Amazonas Energia, Cepisa and

Ceal

Mgmt For For

8 Elect Walter Baere de Araujo Filho as Director Mgmt For For

9 Elect Eduardo Coutinho Guerra as Fiscal

Council Member and Marcio Leao Coelho as

Alternate

Mgmt For For





Ticker: ELET6

Primary ISIN: BRELETACNPB7

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Meeting for Preferred Shareholders Mgmt



Proposal Vote


1

Extend the deadline to Transfer of the control

of Companhia de Eletricidade do Acre

(Eletroacre) to Dec. 31, 2018

Mgmt

For

For


of Centrais Eletricas de Rondonia S.A. (Ceron)

to Dec. 31, 2018

Mgmt For For


of Boa Vista Energia S.A. (Boa Vista Energia)

to Dec. 31, 2018

Mgmt For For


of Amazonas Distribuidora de Energia S.A.

(Amazonas Energia) to Dec. 31, 2018

Mgmt For For


of Companhia Energetica do Piaui (Cepisa) to

Dec. 31, 2018

Mgmt For For


of Companhia Energetica de Alagoas (Ceal) to

Dec. 31, 2018

Mgmt For For

7 Approve Liquidation of Eletroacre, Ceron, Boa

Vista Energia, Amazonas Energia, Cepisa and

Ceal

Mgmt For For

8 Elect Walter Baere de Araujo Filho as Director Mgmt For For

9 Elect Eduardo Coutinho Guerra as Fiscal

Council Member and Marcio Leao Coelho as

Alternate

Mgmt For For

Godrej Consumer Products Ltd.




Ticker: GODREJCP


Proposal Vote


1


Reports

Mgmt

For

For

2 Confirm Interim Dividend Mgmt For For

3 Reelect Vivek Gambhir as Director Mgmt For For

4 Reelect Tanya Dubash as Director Mgmt For For

5 Approve B S R & Co, LLP as Auditors and


Mgmt For For



Godrej Consumer Products Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

7 Elect Pippa Tubman Armerding as Director Mgmt For For


Directors

Mgmt

For

For

Housing Development Finance Corp. Ltd.




Ticker: 500010


Proposal Vote


1a


Reports

Mgmt

For

For

1b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For


Dividend

Mgmt For For

3 Elect Upendra Kumar Sinha as Director Mgmt For For

4 Elect Jalaj Ashwin Dani as Director Mgmt For For

5 Reelect B. S. Mehta as Independent Director Mgmt For Against



6 Reelect Bimal Jalan as Independent Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Bimal Jalan (Item 6) has attended less than

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

7 Reelect J. J. Irani as Independent Director Mgmt For For

8 Reelect Deepak S. Parekh as Non-executive

Director

Mgmt

For

Against





Mgmt For For

10 Approve Related Party Transactions with

HDFC Bank Limited

Mgmt For For

11 Approve Increase in Borrowing Powers Mgmt For For


Keki M. Mistry as Vice Chairman & Chief

Executive Officer

Mgmt For For


Pick n Pay Stores Ltd




Ticker: PIK


Proposal Vote



Mgmt

1 Reappoint Ernst & Young Inc as Auditors of

the Company

Mgmt For For

2.1 Re-elect Hugh Herman as Director Mgmt For For

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

2.3 Re-elect David Robins as Director Mgmt For For

2.4 Re-elect Audrey Mothupi as Director Mgmt For For

3.1 Re-elect Jeff van Rooyen as Member of the


Mgmt For For

3.2 Re-elect Hugh Herman as Member of the


Mgmt For For

3.3 Re-elect Audrey Mothupi as Member of the


Mgmt For For

3.4 Re-elect David Friedland as Member of the


Mgmt For For

Advisory Votes Mgmt

1 Approve Remuneration Policy Mgmt For For

2 Approve Remuneration Implementation

Report

Mgmt For For


1 Approve Directors' Fees for the 2019 and

2020 Annual Financial Periods

Mgmt For Against

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

board chairs of other large South African food retailers.

2.1 Approve Financial Assistance to Related or

Inter-related Companies or Corporations

Mgmt For For

2.2 Approve Financial Assistance to an Employee

of the Company or its Subsidiaries

Mgmt For For

3 Authorise Repurchase of Issued Share Capital Mgmt For For

Continuation of Ordinary Resolutions Mgmt


Resolutions

Mgmt For For


Piramal Enterprises Limited




Ticker: 500302


Proposal Vote



Reports

Mgmt For For


3 Reelect Nandini Piramal as Director Mgmt For For

4 Reelect S. Ramadorai as Director Mgmt For For

5 Reelect Narayanan Vaghul as Director Mgmt For For

6 Reelect R.A. Mashelkar as Director Mgmt For Against

Blended Rationale: A vote AGAINST Raghunath Anant Mashelkar is warranted because he has attended less than 75 percent of

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

7 Reelect Goverdhan Mehta as Director Mgmt For For

8 Reelect Keki Dadiseth as Director Mgmt For

For

9 Reelect Deepak Satwalekar as Director Mgmt For

For

10 Reelect Gautam Banerjee as Director Mgmt For

For

11 Reelect Siddharth Mehta as Director Mgmt For

For

12 Approve Reappointment and Remuneration of Mgmt

Swati A. Piramal as Vice-Chairperson

For

For

13 Approve Reappointment and Remuneration of Mgmt

Vijay Shah as Executive Director

For For

14 Approve Issuance of Non-Convertible Mgmt


For For


Shree Cement Ltd.



Meeting Type: Annual Ticker: SHREECEM



Shree Cement Ltd.

Proposal Vote


1


Reports

Mgmt

For

For

2 Confirm Interim Dividend Mgmt For For


4 Reelect Benu Gopal Bangur as Director Mgmt For For


6 Approve Increase in Borrowing Powers Mgmt For For

7 Approve Pledging of Assets for Debt Mgmt For For



Mgmt For For

AMMB Holdings Berhad



Primary Security ID: Y0122P100

Ticker: AMBANK


Proposal Vote


ORDINARY RESOLUTIONS

Mgmt

1 Approve Final Dividend Mgmt For For

2 Approve Directors' Fees Mgmt For For

3 Approve Directors' Benefits Mgmt For For

4 Elect Soo Kim Wai as Director Mgmt For For

5 Elect Seow Yoo Lin as Director Mgmt For For

6 Elect Farina binti Farikhullah Khan as Director Mgmt For For

7 Approve Ernst & Young as Auditors and


Mgmt For For

8 Approve Issuance of New Ordinary Shares

Under the Dividend Reinvestment Plan

Mgmt For For



Mgmt For For


AMMB Holdings Berhad

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

10 Approve Renewal of Shareholders' Mandate

for Recurrent Related Party Transactions with

Australia and New Zealand Banking Group

Limited Group



Amcorp Group Berhad Group



Modular Techcorp Holdings Berhad Group

SPECIAL RESOLUTION

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

1 Adopt New Constitution

Mgmt

For

For

IDFC Bank Ltd.



Primary Security ID: Y3R5A4107

Ticker: 539437

Primary ISIN: INE092T01019

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For

2 Approve Dividends on Equity Shares Mgmt For For

3 Reelect Anindita Sinharay as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Rajan Anandan (Item 9) and Anindita

Sinharay (Item 3) have attended less than 75 percent of board and committee meetings over the most recent fiscal year,

without a satisfactory explanation.

4 Approve Deloitte Haskins & Sells, Chartered



Mgmt For For

5 Authorize Issuance of Debt Securities on

Private Placement

Mgmt For For

6 Reelect Abhijit Sen as Director Mgmt For For

7 Reelect Veena Mankar as Director Mgmt For For

8 Reelect Ajay Sandhi as Director Mgmt For For

9 Reelect Rajan Anandan as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Rajan Anandan (Item 9) and Anindita

Sinharay (Item 3) have attended less than 75 percent of board and committee meetings over the most recent fiscal year,

without a satisfactory explanation.


IDFC Bank Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Rajiv B. Lall as Managing Director & Chief

Executive Officer

11 Amend Articles of Association

Mgmt

Mgmt

For

For

For

For

IDFC Ltd



Primary Security ID: Y385CJ111

Ticker: 532659


Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


3 Reelect Soumyajit Ghosh as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Soumyajit Ghosh (Item 3) has attended less

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

4 Approve Commission to Non-Executive Mgmt

Directors

For For

5 Reelect Vinod Rai as Director Mgmt For

For

6 Approve Issuance of Non-Convertible Mgmt

Securities on Private Placement Basis

For

For

7 Amend Articles of Association Mgmt For

For

Tech Mahindra Ltd.



Meeting Type: Annual Ticker: TECHM

Primary ISIN: INE669C01036

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction


Reports

Mgmt For For


Tech Mahindra Ltd.

Proposal Vote


2

Accept Consolidated Financial Statements and

Statutory Reports

Mgmt

For

For


4 Approve Retirement of Vineet Nayyar as

Director

Mgmt For For


C. P. Gurnani as Chairman and Managing

Director and Chief Executive Officer

Mgmt For For

6 Approve Employee Stock Option Scheme 2018

for Benefit of Employees and Director of

Company

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted because the scheme permits stock options to be issued with

an exercise price at a discount to the current market price.A vote against is applied as LGIM expects remuneration to be

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

holding period to align with long-term value creation.

7 Approve Employee Stock Option Scheme 2018

for Benefit of Employees and Director of

Subsidiary Company

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted because the scheme permits stock options to be issued with

an exercise price at a discount to the current market price.A vote against is applied as LGIM expects remuneration to be

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

holding period to align with long-term value creation.