Voting report Legal & General Investment Management

Transcription

1 March 2018 Europe Voting Report Voting report Legal & General Investment Management No warranty is given and no representation is made regarding the accuracy or completeness of the content of this report, and no liability or responsibility is accepted for the information contained in this report. Registered Offce: Legal & General Investment Management Limited One Coleman Street London EC2R 5AA +44 (0) Authorised and Regulated by the Financial Conduct Authority Copyright Legal & General Investment Management 2018

2 Summary Report Novartis AG Meeting Date: 03/02/2018 Country: Switzerland Primary Security ID: H5820Q150 Ticker: NOVN Primary ISIN: CH Number Text Proponent Rec 1 Accept Financial Statements and Statutory 2 Approve Discharge of Board and Senior Management 3 Approve Allocation of Income and Dividends of CHF 2.80 per Share 4 Approve CHF 33.1 Million Reduction in Share Capital via Cancellation of Repurchased Shares 5.1 Approve Maximum Total Remuneration of Directors in the Amount of CHF 8.2 Million 5.2 Approve Maximum Total Remuneration of Executive Committee in the Amount of CHF 92 Million 5.3 Approve Remuneration Report (Non-Binding) 6.1 Reelect Joerg Reinhardt as Director and Board Chairman 6.2 Reelect Nancy Andrews as Director 6.3 Reelect Dimitri Azar as Director 6.4 Reelect Ton Buechner as Director 6.5 Reelect Srikant Datar as Director 6.6 Reelect Elizabeth Doherty as Director 6.7 Reelect Ann Fudge as Director 6.8 Reelect Frans van Houten as Director 6.9 Reelect Andreas von Planta as Director 6.10 Reelect Charles Sawyers as Director 6.11 Reelect Enrico Vanni as Director 6.12 Reelect William Winters as Director 7.1 Reappoint Srikant Datar as Member of the Compensation Committee 7.2 Reappoint Ann Fudge as Member of the Compensation Committee 7.3 Reappoint Enrico Vanni as Member of the Compensation Committee

3 Summary Report Novartis AG Number Text Proponent Rec 7.4 Reappoint William Winters as Member of the Compensation Committee 8 Ratify PricewaterhouseCoopers AG as Auditors 9 Designate Peter Andreas as Independent Proxy 10 Transact Other Business (Voting) Against Blended Rationale: <p>a vote AGAINST is warranted because * This item concerns additional instructions from the shareholder to the proxy in case new voting items or counterproposals are introduced at the meeting by shareholders or the board of directors; and * The content of these any new items or counterproposals is not known at this time. Therefore, it is in shareholders' best interest to vote against this item on a precautionary basis.</p> DSV A/S Meeting Date: 03/08/2018 Country: Denmark Primary Security ID: K3013J154 Ticker: DSV Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Remuneration of Directors in the Amount of DKK 450,000 for Ordinary Directors 4 Approve Allocation of Income and Dividends of DKK 2.00 Per Share 5.1 Reelect Kurt Larsen as Director 5.2 Reelect Annette Sadolin as Director 5.3 Reelect Birgit Norgaard as Director 5.4 Reelect Thomas Plenborg as Director 5.5 Reelect Robert Steen Kledal as Director 5.6 Reelect Jorgen Moller as Director 6 Ratify PricewaterhouseCoopers as Auditors 7a 7b Approve DKK 2 Million Reduction in Share Capital via Share Cancellation Approve Creation of DKK 37.6 Million Pool of Capital without Preemptive Rights

4 Summary Report DSV A/S Number Text Proponent Rec 7c1 Authorize Share Repurchase Program 7c2 Amend Articles Re: Deletion of Share Repurchase Authorization 7d Amend Articles Re: AGM Notice 7f Amend Articles Re: Remove Section on Admission Cards 8 Other Business Orsted A/S Meeting Date: 03/08/2018 Country: Denmark Primary Security ID: K7653Q105 Ticker: ORSTED Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Discharge of Management and Board 4 Approve Allocation of Income and Dividends of DKK 9 Per Share 5 Authorize Share Repurchase Program (The Board is Not Requesting Any Authorization) 6a Amend Articles Re: Editorial Changes 6b Amend Articles Re: Discontinuation of the Nomination Committee 6c Approve Financial Reporting in English 6d 6e 7a 7b Approve Guidelines for Incentive-Based Compensation for Executive Management and Board Authorize Editorial Changes to Adopted Resolutions in Connection with Registration with Danish Authorities Determine Number of Members (8) and Deputy Members (0) of Board Reelect Thomas Andersen (Chairman) as Director

5 Summary Report Orsted A/S Number Text Proponent Rec 7c Reelect Lene Skole (Vice Chairman) as Director 7d Reelect Lynda Armstrong as Director 7e Reelect Pia Gjellerup as Director 7f Reelect Benny Loft as Director 7g Reelect Peter Korsholm as Director 7h Elect Dieter Wemmer as New Director 7i Elect Jorgen Kildahl as New Director 8 Approve Remuneration of Directors in the Amount of DKK 960,000 for Chairman, DKK 640,000 for Vice Chairman, and DKK 320,000 for Other Directors; Approve Remuneration for Committee Work 9 Ratify PricewaterhouseCoopers as Auditors 10 Other Business Wartsila Oyj Meeting Date: 03/08/2018 Country: Finland Primary Security ID: X Ticker: WRT1V Primary ISIN: FI Number Text Proponent Rec 1 Open Meeting 2 Call the Meeting to Order 3 Designate Inspector or Shareholder Representative(s) of Minutes of Meeting 4 Acknowledge Proper Convening of Meeting 5 Prepare and Approve List of Shareholders 6 Receive Financial Statements and Statutory 7 Accept Financial Statements and Statutory 8 Approve Allocation of Income and Dividends of EUR 1.38 Per Share 9 Approve Discharge of Board and President

6 Summary Report Wartsila Oyj Number Text Proponent Rec 10 Review Remuneration Principles 11 Approve Remuneration of Directors in the Amount of EUR 140,000 for Chairman, EUR 105,000 for Vice Chairman, and EUR 70,000 for Other Directors; Approve Meeting Fees 12 Fix Number of Directors at Eight 13 Reelect Maarit Aarni-Sirvio, Kaj-Gustaf Bergh, Karin Falk, Johan ssell, Tom Johnstone, Mikael Lilius, Risto Murto and Markus Rauramo as Directors 14 Approve Remuneration of Auditors 15 Ratify PricewaterhouseCoopers as auditor 16 Approve 1:2 Stock Split 17 Authorize Share Repurchase Program and Reissuance of Repurchased Shares 18 Close Meeting Elior Group Meeting Date: 03/09/2018 Country: France /Special Primary Security ID: F3253Q112 Ticker: ELIOR Primary ISIN: FR Number Text Proponent Rec Ordinary Business 1 Approve Financial Statements and Statutory 2 Approve Consolidated Financial Statements and Statutory 3 Approve Allocation of Income and Dividends of EUR 0.42 per Share 4 Approve Stock Dividend Program 5 Approve Auditors' Special Report on Related-Party Transactions

7 Summary Report Elior Group Number Text Proponent Rec 6 Approve Termination Package of Philippe Salle, Chairman and CEO Against Blended Rationale: A vote AGAINST this proposal is warranted due to the following concerns:- The company amended a previously voted severance payment to include a specific triggering event and a reduced performance period, intended to fit the previous Chairman and CEO's specific situation. These amendments were not done in light of a convincing rationale that concluded that they were in all shareholders' interest; and- The company changed post-mandate vesting conditions benefitting Philippe Salle without providing a specific and compelling rationale for the proposed amendment. 7 Advisory on Compensation of Philippe Salle, Chairman and CEO Against Blended Rationale: A vote AGAINST the remuneration granted to the Chairman and CEO is warranted as the following concerns are raised:- Despite a negative vote on last year's say-on-pay, the company failed to act upon the vote, which constitutes a serious deviation from market practices;- Despite identifying the cash-based long-term remuneration as being the reason shareholders voted down the say-on-pay last year, the company amended the conditions of the plan to allow post-mandate vesting. It is to be noted that the plan is structurally similar to the one; and- The company moreover does not provide a compelling rationale for the grant of such a significant advantage (EUR 1.25 million). 8 Advisory on Compensation of Pedro Fontana, Vice-CEO Against Blended Rationale: A vote AGAINST the remuneration granted to Pedro Fontana is warranted as the following concerns are raised:- The company remunerated Pedro Fontana via his employment contract and not in title of his corporate mandate, which entails a lack of disclosure around the determination of granted amounts. This does not allow effective shareholder monitoring of his entire pay package;- There is no information around the weightings and achievement of the quantitative performance conditions under the bonus policy. 9 Approve Remuneration Policy of Chairman and CEO from Oct.1, 2017 to Oct.31, Approve Remuneration Policy of Vice-CEO from Oct.1,2017 to Oct.31, 2017 starting as of Dec. 5, 2017 Against Blended Rationale: s AGAINST these remuneration policies are warranted, as the following concern is raised:- Pedro Fontana is paid via his employment contract, and the submitted policies only refer to a fixed remuneration. The remaining components of the remuneration being paid via the employment contract, the policy submitted to shareholders' vote lacks transparency and would not allow shareholder monitoring of the remuneration awarded; and- It is impossible to ascertain that the severance package, if any, via the employment contract, is in line with best practices. 11 Approve Remuneration Policy of Chairman of the Board from Nov. 1, Approve Remuneration Policy of Interim CEO from Nov.1,2017 to Dec.5, 2017 Against Blended Rationale: s AGAINST these remuneration policies are warranted, as the following concern is raised:- Pedro Fontana is paid via his employment contract, and the submitted policies only refer to a fixed remuneration. The remaining components of the remuneration being paid via the employment contract, the policy submitted to shareholders' vote lacks transparency and would not allow shareholder monitoring of the remuneration awarded; and- It is impossible to ascertain that the severance package, if any, via the employment contract, is in line with best practices. 13 Approve Remuneration Policy of CEO from Dec. 5, Approve Severance Payment Agreement with Philippe Guillemot, CEO 15 Approve Non-Compete Agreement with Philippe Guillemot, CEO 16 Approve Remuneration of Directors in the Aggregate Amount of EUR 600,000

8 Summary Report Elior Group Number Text Proponent Rec 17 Ratify Appointment of Gilles Cojan as Director 18 Elect Philippe Guillemot as Director 19 Elect Fonds Strategique de Participations as Director 20 Elect Bernard Gault as Director 21 Reelect Gilles Auffret as Director 22 Reelect Caisse de Depot et Placement du Quebec as Director 23 Reelect BIM as Director Against Blended Rationale: NED with tenure exceeding 15 years and board majority independentnon-independent director on the Remuneration Committee 24 Renew Appointment of PricewaterhouseCoopers Audit as Auditor 25 Renew Appointment of Jean-Christophe Georghiou as Alternate Auditor 26 Appoint Celia Cornu as Censor Against Blended Rationale: AGAINST this item is warranted because the company has failed to provide an adequate rationale on the proposed nomination. 27 Authorize Repurchase of Up to 10 Percent of Issued Share Capital Extraordinary Business 28 Authorize Issuance of Equity or Equity-Linked Securities with Preemptive Rights up to Aggregate Nominal Amount of EUR 518, Authorize Capital Increase of up to 10 Percent of Issued Capital for Contributions in Kind 30 Authorize Capitalization of Reserves for Bonus Issue or Increase in Par Value 31 Authorize Capital Issuances for Use in Employee Stock Purchase Plans 32 Authorize up to 1.2 Percent of Issued Capital for Use in Restricted Stock Plans 33 Authorize Decrease in Share Capital via Cancellation of Repurchased Shares 34 Authorize Filing of Required Documents/Other malities

9 Summary Report Mapfre S.A. Meeting Date: 03/09/2018 Country: Spain Primary Security ID: E7347B107 Ticker: MAP Primary ISIN: ES E34 Number Text Proponent Rec 1 Approve Consolidated and Standalone Financial Statements 2 Approve Allocation of Income and Dividends 3 Approve Discharge of Board 4 Reelect Antonio Huertas Mejias as Director Against Blended Rationale: The nominee is the company's CEO/Chair. 5 Reelect Catalina Minarro Brugarolas as Director 6 Ratify Appointment of and Elect Maria Pilar Perales Viscasillas as Director 7 Amend Article 17 Re: Director Remuneration 8 Amend Article 2 of General Meeting Regulations Re: Issuance of Bonds Against Blended Rationale: A vote AGAINST this item is warranted because the removal of the general meeting's competence to approve non-convertible bond issuance is not considered to be in shareholder interest. 9 Authorize Issuance of Convertible Bonds, Debentures, Warrants, and Other Debt Securities without Preemptive Rights up to EUR 2 Billion Against Blended Rationale: Greater than 20% of ISC authority proposed 10 Authorize Increase in Capital up to 50 Percent via Issuance of Equity or Equity-Linked Securities, Excluding Preemptive Rights of up to 20 Percent Against Blended Rationale: Greater than 20% of ISC authority proposed 11 Approve Remuneration Policy for FY Against Blended Rationale: A vote AGAINST this item is warranted due to the following main concerns:- There is no limit to salary increase;- Pension arrangements are agreed in each executive's contract while the proposed policy (similar to the current one) does not establish any upper limit to pension contributions, which have been excessive for the last three years;- Information on LTIP does not match the policy period; and- The board's discretion to grant termination benefits appears immoderate. 12 Advisory on Remuneration Report Against Blended Rationale: A vote AGAINST the company's remuneration report is warranted because:- Company contributions to executives' pension plans are excessive;- The cap to variable pay equivalent to 150 percent of fixed pay does not seem to be complied with; and- Insufficient information on performance outcome has been disclosed. 13 Renew Appointment of KPMG Auditores as Auditor for FY 2018, 2019 and 2020

10 Summary Report Mapfre S.A. Number Text Proponent Rec 14 Authorize Board to Delegate the Powers Conferred by the General Meeting in Favor of the Executive Committee 15 Authorize Board to Ratify and Execute Approved Resolutions 16 Authorize Board to Clarify or Interpret Preceding Resolutions Abertis Infraestructuras S.A Meeting Date: 03/12/2018 Country: Spain Primary Security ID: E0003D111 Ticker: ABE Primary ISIN: ES Number Text Proponent Rec 1 Approve Consolidated and Standalone Financial Statements 2 Approve Allocation of Income and Dividends 3 Approve Discharge of Board 4 Ratify Appointment of and Elect Francisco Jose Aljaro Navarro as Director 5 Renew Appointment of Deloitte as Auditor 6 Approve Sale of Percent of Hispasat SA to Red Electrica Corporacion 7 Receive Amendments to Board of Directors' Regulations 8 Advisory on Remuneration Report Against Blended Rationale: A vote AGAINST this item is warranted because the company provides insufficient information on the CEO's performance outcome. As such, despite positive performance in the FY under review and over the last three years, the lack of disclosure prevents shareholders from understanding the pay-setting process and eventual maximum payouts under variable pay schemes. 9 Authorize Board to Ratify and Execute Approved Resolutions Novozymes A/S Meeting Date: 03/13/2018 Country: Denmark Primary Security ID: K7317J133 Ticker: NZYM B Primary ISIN: DK

11 Summary Report Novozymes A/S Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Allocation of Income and Dividends of DKK 4.50 Per Share 4 Approve Remuneration of Directors in the Amount of DKK 1.5 Million for Chairman, DKK1.0 Million for Vice Chairman and DKK 500,000 for Other Directors; ApproveRemuneration for Committee Work 5 Reelect Jorgen Buhl Rasmussen (Chairman) as Director 6 Reelect Agnete Raaschou-Nielsen (Vice Chairman) as Director Abstain Blended Rationale: <p>a vote FOR election of Jorgen Buhl Rasmussen (item 5), Lars Green, Kasim Kutay, Kim Stratton, Mathias Uhlen, and Patricia Malarkey (items 7a-7e) is warranted due to a lack of concern regarding the individuals in particular.a vote ABSTAIN for election of Agnete Raaschou-Nielsen (item 6) is warranted due to her serving on an excessive number of public company boards.</p> 7a Reelect Lars Green as Director 7b Reelect Kasim Kutay as Director 7c Reelect Kim Stratton as Director 7d Reelect Mathias Uhlén as Director 7e Elect Patricia Malarkey as New Director 8 Ratify PricewaterhouseCoopers as Auditors 9a 9b Approve Creation of DKK 59.4 Million Pool of Capital in B Shares without Preemptive Rights; DKK 59.4 Million Pool of Capital in B Shares with Preemptive Rights; DKK 20 Million Pool of Capital in Warrants without Preemptive Rights Approve DKK 16 Million Reduction in Share Capital via Share Cancellation 9c Authorize Share Repurchase Program 9d 9e Amend Articles Re: Requirements for Issuance of Physical Admission Tickets for Attending Shareholder Meetings Approve Guidelines for Incentive-Based Compensation for Executive Management and Board Against Blended Rationale: <p>a vote AGAINST this item is warranted because the proposed amendment to grant the board authorization to decide on one-time discretionary bonuses is considered negative.</p>

12 Summary Report Novozymes A/S Number Text Proponent Rec 9f Authorize Editorial Changes to Adopted Resolutions in Connection with Registration with Danish Authorities 10 Other Business Roche Holding Ltd Meeting Date: 03/13/2018 Country: Switzerland Primary Security ID: H Ticker: ROG Primary ISIN: CH Number Text Proponent Rec 1 Accept Financial Statements and Statutory 2.1 Approve CHF 11.6 Million in Bonuses to the Corporate Executive Committee for Fiscal Approve CHF 558,390 Share Bonus for the Chairman of the Board of Directors Against Blended Rationale: <p>variable Compensation (Item 2.2) A vote AGAINST this item is warranted because it constitutes an issuance of performance-linked equity remuneration to the non-executive chairman of the board for While some shareholders may consider the chairman Franz Christoph Franz to be a de-facto executive on the basis of his remuneration level and structure, Roche considers him to be a non-executive. Therefore, shareholders opposing this item would express a clear view against the practice of issuing performance-linked equity remuneration to non-executive directors. Fixed Compensation (Item 6) A vote AGAINST this item is warranted because: * The proposal would enable the board to increase its fees substantially in comparison with market practices without a clear rationale; and * The non-executive chairman receives pension benefits.</p> 3 Approve Discharge of Board and Senior Management 4 Approve Allocation of Income and Dividends of CHF 8.30 per Share and Non-Voting Equity Security 5.1 Reelect Christoph Franz as Director and Board Chairman 5.2 Reappoint Christoph Franz as Member of the Compensation Committee Against Blended Rationale: <p>board of Directors Elections (Items 5.1, )s FOR the proposed nominees are warranted due to a lack of significant concerns.compensation Committee Elections (Items 5.2, )A vote AGAINST Christoph Franz is warranted because he is considered to be an executive director. s FOR the elections of Andre Hoffmann, Richard Lifton, Bernard Poussot, and Peter Voser are warranted because the compensation committee would be at least 50-percent independent and no further concerns are noted.</p> 5.3 Reelect Andre Hoffmann as Director 5.4 Reelect John Bell as Director

13 Summary Report Roche Holding Ltd Number Text Proponent Rec 5.5 Reelect Julie Brown as Director 5.6 Reelect Paul Bulcke as Director 5.7 Reelect Anita Hauser as Director 5.8 Reelect Richard Lifton as Director 5.9 Reelect Andreas Oeri as Director 5.10 Reelect Bernard Poussot as Director 5.11 Reelect Severin Schwan as Director 5.12 Reelect Claudia Dyckerhoff as Director 5.13 Reelect Peter Voser as Director 5.14 Reappoint Andre Hoffmann as Member of the Compensation Committee 5.15 Reappoint Richard Lifton as Member of the Compensation Committee 5.16 Reappoint Bernard Poussot as Member of the Compensation Committee 5.17 Reappoint Peter Voser as Member of the Compensation Committee 6 Approve Remuneration of Board of Directors (excluding Chairman Bonus and Mandatory Contributions to Social Security) in the Amount of CHF 10 Million Against Blended Rationale: <p>variable Compensation (Item 2.2) A vote AGAINST this item is warranted because it constitutes an issuance of performance-linked equity remuneration to the non-executive chairman of the board for While some shareholders may consider the chairman Franz Christoph Franz to be a de-facto executive on the basis of his remuneration level and structure, Roche considers him to be a non-executive. Therefore, shareholders opposing this item would express a clear view against the practice of issuing performance-linked equity remuneration to non-executive directors. Fixed Compensation (Item 6) A vote AGAINST this item is warranted because: * The proposal would enable the board to increase its fees substantially in comparison with market practices without a clear rationale; and * The non-executive chairman receives pension benefits.</p> 7 Approve Remuneration of Executive Committee (excluding Bonuses and Mandatory Contributions to Social Security) in the Amount of CHF 41 Million Against Blended Rationale: <p>short-term Variable Compensation (Item 2.1) A vote FOR this item is warranted although the following concern is raised: * The company continues providing limited disclosure to explain the evolution of bonus payouts versus company performance. The main reason for support is: * Bonus payouts declined year-on-year in absolute terms, and * Concerns about the company's executive-pay-for performance would appear to be better addressed by voting against agenda item 7. Total compensation ex-bonuses and AHV/IV/ALV contributions (Item 7) A vote AGAINST this item is warranted because: * The proposal represents a significant potential increase in remuneration and the company has not provided an explanation for the proposed increase. * Significant base salary increases were implemented for EC members over the past years without further explanation, and there are structural concerns regarding long-term variable compensation. * There appears to be a disconnect between CEO pay and TSR performance relative to peers.</p> 8 Designate BDO AG as Independent Proxy 9 Ratify KPMG AG as Auditors

14 Summary Report Roche Holding Ltd Number Text Proponent Rec 10 Transact Other Business (Voting) Against Blended Rationale: <p>a vote AGAINST is warranted because: * This item concerns additional instructions from the shareholder to the proxy in case new voting items or counterproposals are introduced at the meeting by shareholders or the board of directors; and * The content of these any new items or counterproposals is not known at this time. Therefore, it is in shareholders' best interest to vote against this item on a precautionary basis.</p> Carlsberg Meeting Date: 03/14/2018 Country: Denmark Primary Security ID: K Ticker: CARL B Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory ; Approve Discharge of Management and Board 3 Approve Allocation of Income and Dividends of DKK 16 Per Share 4a Approve Remuneration of Directors in the Amount of DKK 1.85 Million for Chairman, DKK 618,000 for Vice Chair, and DKK 412,000 for Other Directors; Approve Remuneration for Committee Work Against Blended Rationale: <p>a vote AGAINST this item is warranted, as the proposed chairman fees can be considered excessive in relation to comparable domestic peers and in the absence of a clear rationale.</p> 4b Authorize Share Repurchase Program Against Blended Rationale: <p>a vote AGAINST this proposal to repurchase company shares is warranted because the proposed authorization only includes a holding limit, and no volume limit, and at the same time the authorization would last for as long as five years.</p> 5a Reelect Flemming Besenbacher as Director 5b Reelect Lars Rebien Sorensen as Director 5c Reelect Carl Bache as Director 5d Reelect Richard Burrows as Director Abstain Blended Rationale: <p>a vote FOR candidates Flemming Besenbacher (Item 5a), Carl Bache (Item 5c), Magdi Batato (Item 5j), Donna Cordner (Item 5e), Nancy Cruickshank (Item 5f), Soren-Peter Fuchs Olesen (Item 5g), Nina Smith (Item 5h), Lars Sorensen (Item 5b) and Lars Stemmerik (Item 5i) is warranted due to a general lack of concern regarding the composition of the board or its committees.a vote ABSTAIN is warranted for candidate Richard Burrows (Item 5d) because he serves as a director at another listed company and as non-executive chairman at two other listed companies.</p> 5e Reelect Donna Cordner as Director

15 Summary Report Carlsberg Number Text Proponent Rec 5f Reelect Nancy Cruickshank as Director 5g Reelect Soren-Peter Fuchs Olesen as Director 5h Reelect Nina Smith as Director 5i Reelect Lars Stemmerik as Director 5j Elect Magdi Batato as New Director 6 Ratify PricewaterhouseCoopers as Auditors Pandora A/S Meeting Date: 03/14/2018 Country: Denmark Primary Security ID: K7681L102 Ticker: PNDORA Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3.1 Approve Remuneration of Directors for Approve Remuneration of Directors for 2018 in the Amount of DKK 1.5 Million for Chairman, DKK 750,000 for Vice Chairman, and DKK 500,000 for Other Directors; Approve Remuneration for Committee Work 4 Approve Allocation of Income and Dividends of DKK 9 Per Share 5a Reelect Peder Tuborgh as Director 5b Reelect Christian Frigast as Director 5c Reelect Andrea Dawn Alvey as Director 5d Reelect Ronica Wang as Director 5e Reelect Bjorn Gulden as Director 5f Reelect Per Bank as Director 5g Reelect Birgitta Stymne Göransson as Director 6 Ratify Ernst & Young as Auditor 7 Approve Discharge of Management and Board

16 Summary Report Pandora A/S Number Text Proponent Rec 8.1 Approve DKK 2.5 Million Reduction in Share Capital via Share Cancellation 8.2 Amend Articles Re: Share Registrar of the Company 8.3 Amend Articles Re: Agenda of AGM 8.4 Approve Removal of Director Age Limit 8.5 Approve Guidelines for Incentive-Based Compensation for Executive Management and Board Against Blended Rationale: <p>a vote AGAINST this item is warranted as the proposed amendments would reduce the standards of the long-term incentive plan, which otherwise exceeds market practice.</p> 8.6 Authorize Share Repurchase Program 8.7 Authorize the Board to Decide on Distribution of Extraordinary Dividends of Maximum DKK 9 Per Share Prior to 2019 AGM 8.8 Authorize Editorial Changes to Adopted Resolutions in Connection with Registration with Danish Authorities 9 Other Business Banco Bilbao Vizcaya Argentaria, S.A. Meeting Date: 03/15/2018 Country: Spain Primary Security ID: E Ticker: BBVA Primary ISIN: ES Number Text Proponent Rec 1.1 Approve Consolidated and Standalone Financial Statements 1.2 Approve Allocation of Income and Dividends 1.3 Approve Discharge of Board 2.1 Reelect Jose Miguel Andres Torrecillas as Director 2.2 Reelect Belen Garijo Lopez as Director 2.3 Reelect Juan Pi Llorens as Director 2.4 Reelect Jose Maldonado Ramos as Director 2.5 Elect Jaime Caruana Lacorte as Director

17 Summary Report Banco Bilbao Vizcaya Argentaria, S.A. Number Text Proponent Rec 2.6 Elect Ana Peralta Moreno as Director 2.7 Elect Jan Verplancke as Director 3 Authorize Share Repurchase Program 4 Fix Maximum Variable Compensation Ratio 5 Authorize Board to Ratify and Execute Approved Resolutions 6 Advisory on Remuneration Report Danske Bank A/S Meeting Date: 03/15/2018 Country: Denmark Primary Security ID: K Ticker: DANSKE Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Allocation of Income and Dividends of DKK Per Share 4a Reelect Ole Andersen as Director Abstain Blended Rationale: <p>a vote FOR candidates Jorn Jensen, Carol Sergeant, Lars-Erik Brenoe, Rolv Ryssdal, Hilde Tonne, Jens Due Olsen, and Ingrid Bonde (Items 4b-4h) is warranted due to a lack of concern regarding the suitability of these individuals in particular. ABSTAIN is warranted for the election of Ole Andersen (item 4a), because he serves as chairman of the company and as chairman of two other publicly listed companies.</p> 4b Reelect Jorn Jensen as Director 4c Reelect Carol Sergeant as Director 4d Reelect Lars-Erik Brenoe as Director 4e Reelect Rolv Ryssdal as Director 4f Reelect Hilde Tonne as Director 4g Reelect Jens Due Olsen as Director 4h Elect Ingrid Bonde as New Director 5 Ratify Deloitte as Auditor 6a Approve DKK Million Reduction in Share Capital via Share Cancellation

18 Summary Report Danske Bank A/S Number Text Proponent Rec 6b Approve Creation of DKK 1.79 Billion Pool of Capital with Preemptive Rights 6c Approve Creation of DKK 895 Million Pool of Capital without Preemptive Rights 6d Amend Articles Re: Remove Age Limit Directors 6e Amend Articles Re: Number of Members of Executive Board 7 Authorize Share Repurchase Program 8 Approve Remuneration in the Amount of DKK 1.88 Million for Chairman, DKK 806,250 for Vice Chairman and DKK 537,500 for Other Board Members; Approve Remuneration for Committee Work 9 Approve Guidelines for Incentive-Based Compensation for Executive Management and Board 10 Other Business Nordea Bank AB Meeting Date: 03/15/2018 Country: Sweden Primary Security ID: W Ticker: NDA SEK Primary ISIN: SE Number Text Proponent Rec 1 Elect Chairman of Meeting 2 Prepare and Approve List of Shareholders 3 Approve Agenda of Meeting 4 Designate Inspector(s) of Minutes of Meeting 5 Acknowledge Proper Convening of Meeting 6 Receive Financial Statements and Statutory 7 Accept Financial Statements and Statutory 8 Approve Allocation of Income and Dividends of EUR 0.68 Per Share 9 Approve Discharge of Board and President

19 Summary Report Nordea Bank AB Number Text Proponent Rec 10 Determine Number of Members (10) and Deputy Members (0) of Board 11 Determine Number of Auditors (1) and Deputy Auditors (0) 12 Approve Remuneration of Directors in the Amount of EUR 294,600 for Chairman, EUR 141,300 for Vice Chairman, and EUR 91,950 for Other Directors; Approve Remuneration for Committee Work; Approve Remuneration of Auditors 13 Reelect Bjorn Wahlroos, Pernille Erenbjerg, Robin Lawther, Lars G Nordstrom, Sarah Russell, Silvija Seres, Birger Steen and Maria Varsellona as Directors; Elect Nigel Hinshelwood and Torbjorn Magnusson as New Directors Against Blended Rationale: <p>a vote AGAINST this proposal is warranted because Wahlroos, Erenbjerg, and Magnusson sit on excessive number of outside boards at listed companies.</p> 14 Ratify PricewaterhouseCoopers as Auditors 15 Authorize Chairman of Board and Representatives of Four of Company's Largest Shareholders to Serve on Nominating Committee 16 Approve Issuance of Convertible Instruments without Preemptive Rights 17 Authorize Share Repurchase Program 18 Approve Remuneration Policy And Other Terms of Employment Executive Management 19 Approve Merger Agreement with Nordea Holding Abp; Approve Relocation to Finland Shareholder s Submitted by Carl Axel Bruno 20a Instruct Board to Enforce Company's Code of Conduct SH None Against 20b Decide that Company's Central Security Organization handle Bank's Local Security SH None Against TDC A/S Meeting Date: 03/16/2018 Country: Denmark Primary Security ID: K Ticker: TDC Primary ISIN: DK

20 Summary Report TDC A/S Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Discharge of Management and Board 4 Approve Allocation of Income and Omission of Dividends 5a Reelect Pierre Danon as Director Abstain Blended Rationale: A vote FOR candidates Lene Skole, Stine Bosse, Angus Porter, Marianne Roslev Bock, Peter Knook and Benoit Scheen (items 5b-5g) is warranted due to a general lack of concern regarding the composition of the board or its committees.a vote ABASTAIN is warranted for candidate Pierre Danon (item 5a) because in addition to his chairmanship at TDC, he is also chairman at another listed company, as well as holds two non-executive director board seats. 5b Reelect Lene Skole as Director 5c Reelect Stine Bosse as Director 5d Reelect Angus Porter as Director 5e Reelect Marianne Rorslev Bock as Director 5f Reelect Peter Knook as Director 5g Reelect Benoit Scheen as Director 6 Ratify PricewaterhouseCoopers as Auditor 7a Approve Guidelines for Incentive-Based Compensation for Executive Management and Board Against Blended Rationale: A vote AGAINST this item is warranted because the proposed amendments do not provide a clear cap on potential sign-on bonuses, as it can also include remediation of value of outstanding long-term incentive programs from a previous employer. 7b 7c 7d Approve Remuneration of Directors in the Amount of DKK 1.1 Million for Chairman, DKK 700,000 for Vice Chairman, and DKK 400,000 for Other Directors; Approve Remuneration for Committee Work Amend Articles Re: Remove Age Limit Directors Amend Articles Re: Update Company's Website to Actual Website Address 8 Other Business

21 Summary Report Tryg A/S Meeting Date: 03/16/2018 Country: Denmark Primary Security ID: K9640A110 Ticker: TRYG Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Allocation of Income and Dividends of DKK 4.91 Per Share 4 Approve Discharge of Management and Board 5 Approve Remuneration of Directors in the Amount of DKK 1.08 Million for the Chairman, DKK 720,000 for the Vice Chairman, and DKK 360,000 for Other Directors; Approve Remuneration for Committee Work 6a1 6a2 Approve Creation of DKK 151 Million Pool of Capital without Preemptive Rights Approve Creation of DKK 15.1 Million Pool of Capital without Preemptive Rights in connection with Issuance of Employee Shares 6b Authorize Share Repurchase Program 6c Approve Guidelines for Incentive-Based Compensation for Executive Management and Board Against Blended Rationale: <p>a vote AGAINST this item is warranted, because the proposed amendments would increase the board's flexibility to award discretionary awards, while the main improvements, as regards executive compensation, concern enhanced transparency.</p> 6d 7a 7b Amend Articles Re: Election Term; Composition of the Supervisory Board Fix Number of Supervisory Board Members at Nine Elect Directors Among the Board of TryghedsGruppen smba (Non-Voting) 7c Reelect Jukka Pertola as Member Board 7d Reelect Torben Nielsen as Member Board 7e Reelect Lene Skole as Member Board 7f Reelect Mari Tjomoe as Member Board 7g Relect Carl-Viggo Ostlund as Director 8 Ratify Deloitte as Auditors

22 Summary Report Tryg A/S Number Text Proponent Rec 9 Authorize Editorial Changes to Adopted Resolutions in Connection with Registration with Danish Authorities 10 Other Business Clariant AG Meeting Date: 03/19/2018 Country: Switzerland Primary Security ID: H Ticker: CLN Primary ISIN: CH Number Text Proponent Rec 1.1 Accept Financial Statements and Statutory 1.2 Approve Remuneration Report 2 Approve Discharge of Board and Senior Management 3.1 Approve Allocation of Income 3.2 Approve Dividends of CHF 0.50 per Share from Capital Contribution Reserves 4.1a Reelect Guenter von Au as Director 4.1b Reelect Peter Chen as Director 4.1c Reelect Hariolf Kottmann as Director 4.1d Reelect Eveline Saupper as Director 4.1e Reelect Carlo Soave as Director 4.1f Reelect Peter Steiner as Director 4.1g Reelect Claudia Dyckerhoff as Director 4.1h Reelect Susanne Wamsler as Director 4.1i Reelect Rudolf Wehrli as Director 4.1j Reelect Konstantin Winterstein as Director 4.2 Reelect Rudolf Wehrli as Board Chairman Reappoint Carlo Soave as Member of the Compensation Committee Reappoint Eveline Saupper as Member of the Compensation Committee

23 Summary Report Clariant AG Number Text Proponent Rec Reappoint Rudolf Wehrli as Member of the Compensation Committee 4.4 Designate Balthasar Settelen as Independent Proxy 4.5 Ratify PricewaterhouseCoopers AG as Auditors 5.1 Approve Remuneration of Directors in the Amount of CHF 3.6 Million 5.2 Approve Remuneration of Executive Committee in the Amount of CHF 17.2 Million 6.1 Additional Voting s - Board of Directors s (Voting) Against Blended Rationale: s AGAINST are warranted because: * These items concern additional instructions from the shareholder to the proxy in case new voting items or counterproposals are introduced at the meeting by shareholders (Item 6.2) or the board of directors (Item 6.1); and * The content of these any new items or counterproposals is not known at this time. Therefore, it is in shareholders' best interest to vote against this item on a precautionary basis. 6.2 Additional Voting s - Shareholder None Against s (Voting) SGS SA Meeting Date: 03/19/2018 Country: Switzerland Primary Security ID: H7485A108 Ticker: SGSN Primary ISIN: CH Number Text Proponent Rec 1.1 Accept Financial Statements and Statutory 1.2 Approve Remuneration Report 2 Approve Discharge of Board and Senior Management 3 Approve Allocation of Income and Dividends of CHF 75 per Share 4.1a Reelect Paul Desmarais as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee.

24 Summary Report SGS SA Number Text Proponent Rec 4.1b Reelect August von Finck as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.1c Reelect August Francois von Finck as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.1d Reelect Ian Gallienne as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.1e Reelect Cornelius Grupp as Director 4.1f Reelect Peter Kalantzis as Director 4.1g Reelect Christopher Kirk as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.1h Reelect Gerard Lamarche as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee.

25 Summary Report SGS SA Number Text Proponent Rec 4.1i Reelect Sergio Marchionne as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.1j Reelect Shelby R. du Pasquier as Director Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.2 Reelect Sergio Marchionne as Board Chairman Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.3a Reappoint August von Finck as Member of the Compensation Committee Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.3b Reappoint Ian Gallienne as Member of the Compensation Committee Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee. 4.3c Reappoint Shelby R. du Pasquier as Member of the Compensation Committee Against Blended Rationale: Items 4.1a-4.2 s AGAINST the non-independent nominees, Sergio Marchionne, Paul Desmarais Jr., Ian Gallienne, Christopher Kirk, Gerard Lamarche, August von Finck, August Francois von Finck, and Shelby R. du Pasquier are warranted because of the failure to establish a majority-independent board and audit committee. A vote AGAINST Sergio Marchionne is further warranted because he is considered overboarded.s FOR the independent directors Cornelius Grupp and Peter Kalantzis are warranted. Items 4.3a-4.3c s AGAINST the non-independent nominees Ian Galienne, August von Finck, and Shelby du Pasquier are warranted because of the failure to establish a majority-independent compensation committee.

26 Summary Report SGS SA Number Text Proponent Rec 4.4 Ratify Deloitte SA as Auditors 4.5 Designate Jeandin & Defacqz as Independent Proxy 5.1 Approve Remuneration of Directors in the Amount of CHF 2.1 Million 5.2 Approve Fixed Remuneration of Executive Committee in the Amount of CHF 9.4 Million Against Blended Rationale: Item 5.2 A vote AGAINST the proposed maximum fixed compensation for members of the Operations Council in fiscal 2018 is warranted because: * the third consecutive year, the board has proposed to increase maximum base salaries that could be paid to the Operations Council. * The proposed envelope is well in excess of the actual base salaries that were paid to members of the Operations Council in 2017 (+19.8 percent in aggregate, percent per person on average). The proposal therefore appears to provide the board with the flexibility to grant potentially excessive increases in base salaries. * The company has failed to provide a compelling rationale for the proposed increase. Item 5.3 A vote FOR the variable compensation paid to the Operations Council in 2017 are warranted, as the proposed amount is broadly in line with the company's performance and does not give rise to significant concerns. Item 5.4 A vote FOR the proposed long-term incentive grant is warranted given a lack of concerns. 5.3 Approve Variable Remuneration of Executive Committee in the Amount of CHF 4.7 Million 5.4 Approve Long Term Incentive Plan for Executive Committee in the Amount of CHF 40 Million 6 Transact Other Business (Voting) Against Blended Rationale: A vote AGAINST is warranted because: * This item concerns additional instructions from the shareholder to the proxy in case new voting items or counterproposals are introduced at the meeting by shareholders or the board of directors; and * The content of these any new items or counterproposals is not known at this time. Therefore, it is in shareholders' best interest to vote against this item on a precautionary basis. H. Lundbeck A/S Meeting Date: 03/20/2018 Country: Denmark Primary Security ID: K4406L129 Ticker: LUN Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory 3 Approve Allocation of Income and Dividends of DKK 8.00 Per Share 4a Reelect Lars Rasmussen as Director Abstain Blended Rationale: A vote ABSTAIN Lars Rasmussen is warranted due to the excessive number of mandates he holds (one executive role, one chairmanship, and one directorship).

27 Summary Report H. Lundbeck A/S Number Text Proponent Rec 4b Reelect Lene Skole-Sorensen as Director 4c Reelect Lars Holmqvist as Director 4d Reelect Jeremy Levin as Director 4e Elect Jeffrey Berkowitz as New Director 4f Elect Henrik Andersen as New Director 5 Approve Remuneration of Directors in the Amount of DKK 1.05 million for Chairman, DKK 700,000 for Vice Chairman and DKK 350,000 for Other Directors; Approve Fees for Committee Work 6 Ratify Deloitte as Auditors 7a Authorize Share Repurchase Program 7b Authorize Editorial Changes to Adopted Resolutions in Connection with Registration with Danish Authorities 8 Other Business Jyske Bank A/S Meeting Date: 03/20/2018 Country: Denmark Primary Security ID: K Ticker: JYSK Primary ISIN: DK Number Text Proponent Rec 1 Receive Report of Board 2 Accept Financial Statements and Statutory ; Approve Allocation of Income and Dividends of DKK 5.85 Per Share 3 Authorize Share Repurchase Program 4a 4b 4c Amend Articles Re: Remove Age Limit for Members of Committee of Representatives Amend Articles Re: The Remuneration of Committee of Representatives is Determined by the Annual General Meeting Amend Articles Re: Editorial Changes as a Result of Adoption of Item 4b