2Y70 JHFII Fundamental Large Cap Value Fund AFFILIATED MANAGERS GROUP, INC. Page 1 of 102 Security: 008252108 Ticker: AMG ISIN: US0082521081 Agenda Number: 934606130 Meeting Type: Annual Meeting Date: 13-Jun-17 / 1A. ELECTION OF DIRECTOR: SAMUEL T. BYRNE 1B. ELECTION OF DIRECTOR: DWIGHT D. CHURCHILL 1C. ELECTION OF DIRECTOR: GLENN EARLE 1D. ELECTION OF DIRECTOR: NIALL FERGUSON 1E. ELECTION OF DIRECTOR: SEAN M. HEALEY 1F. ELECTION OF DIRECTOR: TRACY P. PALANDJIAN 1G. ELECTION OF DIRECTOR: PATRICK T. RYAN 1H. ELECTION OF DIRECTOR: JIDE J. ZEITLIN 2. TO APPROVE, BY A NON-BINDING ADVISORY VOTE, THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS.
Page 2 of 102 / 3. TO APPROVE, BY A NON-BINDING ADVISORY VOTE, THE FREQUENCY OF FUTURE ADVISORY VOTES REGARDING THE COMPENSATION OF THE COMPANY'S NAMED EXECUTIVE OFFICERS. 1 Year 4. TO APPROVE AN AMENDMENT OF THE COMPANY'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO ENABLE SHAREHOLDERS TO REMOVE DIRECTORS WITH OR WITHOUT CAUSE BY A MAJORITY STOCKHOLDER VOTE. 5. TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE CURRENT FISCAL YEAR.
2Y70 JHFII Fundamental Large Cap Value Fund AMERICAN EXPRESS COMPANY Page 3 of 102 Security: 025816109 Ticker: AXP ISIN: US0258161092 Agenda Number: 934545231 Meeting Type: Annual Meeting Date: 01-May-17 / 1A. ELECTION OF DIRECTOR: CHARLENE BARSHEFSKY 1B. ELECTION OF DIRECTOR: JOHN J. BRENNAN 1C. ELECTION OF DIRECTOR: URSULA M. BURNS 1D. ELECTION OF DIRECTOR: KENNETH I. CHENAULT 1E. ELECTION OF DIRECTOR: PETER CHERNIN 1F. ELECTION OF DIRECTOR: RALPH DE LA VEGA 1G. ELECTION OF DIRECTOR: ANNE L. LAUVERGEON 1H. ELECTION OF DIRECTOR: MICHAEL O. LEAVITT 1I. ELECTION OF DIRECTOR: THEODORE J. LEONSIS 1J. ELECTION OF DIRECTOR: RICHARD C. LEVIN
Page 4 of 102 / 1K. ELECTION OF DIRECTOR: SAMUEL J. PALMISANO 1L. ELECTION OF DIRECTOR: DANIEL L. VASELLA 1M. ELECTION OF DIRECTOR: ROBERT D. WALTER 1N. ELECTION OF DIRECTOR: RONALD A. WILLIAMS 2. RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017. 3. APPROVAL, ON AN ADVISORY BASIS, OF THE COMPANY'S EXECUTIVE COMPENSATION. 4. ADVISORY RESOLUTION TO APPROVE THE FREQUENCY OF FUTURE ADVISORY VOTES ON THE COMPANY'S EXECUTIVE COMPENSATION. 1 Year 5. SHAREHOLDER PROPOSAL TO PERMIT SHAREHOLDERS TO ACT BY WRITTEN CONSENT. 6. SHAREHOLDER PROPOSAL TO REQUIRE GENDER PAY EQUITY DISCLOSURE.
2Y70 JHFII Fundamental Large Cap Value Fund AMERICAN INTERNATIONAL GROUP, INC. Page 5 of 102 Security: 026874784 Ticker: AIG ISIN: US0268747849 Agenda Number: 934630117 Meeting Type: Annual Meeting Date: 28-Jun-17 / 1A. ELECTION OF DIRECTOR: W. DON CORNWELL 1B. ELECTION OF DIRECTOR: BRIAN DUPERREAULT 1C. ELECTION OF DIRECTOR: PETER R. FISHER 1D. ELECTION OF DIRECTOR: JOHN H. FITZPATRICK 1E. ELECTION OF DIRECTOR: WILLIAM G. JURGENSEN 1F. ELECTION OF DIRECTOR: CHRISTOPHER S. LYNCH 1G. ELECTION OF DIRECTOR: SAMUEL J. MERKSAMER 1H. ELECTION OF DIRECTOR: HENRY S. MILLER 1I. ELECTION OF DIRECTOR: LINDA A. MILLS 1J. ELECTION OF DIRECTOR: SUZANNE NORA JOHNSON
Page 6 of 102 / 1K. ELECTION OF DIRECTOR: RONALD A. RITTENMEYER 1L. ELECTION OF DIRECTOR: DOUGLAS M. STEENLAND 1M. ELECTION OF DIRECTOR: THERESA M. STONE 2. TO VOTE, ON A NON-BINDING ADVISORY BASIS, TO APPROVE EXECUTIVE COMPENSATION. 3. TO ACT UPON A PROPOSAL TO AMEND AND RESTATE AIG'S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO RESTRICT CERTAIN TRANSFERS OF AIG COMMON STOCK IN ORDER TO PROTECT AIG'S TAX ATTRIBUTES. 4. TO ACT UPON A PROPOSAL TO RATIFY THE AMENDMENT TO EXTEND THE EXPIRATION OF THE AMERICAN INTERNATIONAL GROUP, INC. TAX ASSET PROTECTION PLAN. 5. TO ACT UPON A PROPOSAL TO RATIFY THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS AIG'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017.
2Y70 JHFII Fundamental Large Cap Value Fund AMGEN INC. Page 7 of 102 Security: 031162100 Ticker: AMGN ISIN: US0311621009 Agenda Number: 934569039 Meeting Type: Annual Meeting Date: 19-May-17 / 1A. ELECTION OF DIRECTOR: DR. DAVID BALTIMORE 1B. ELECTION OF DIRECTOR: MR. ROBERT A. BRADWAY 1C. ELECTION OF DIRECTOR: MR. FRANCOIS DE CARBONNEL 1D. ELECTION OF DIRECTOR: MR. ROBERT A. ECKERT 1E. ELECTION OF DIRECTOR: MR. GREG C. GARLAND 1F. ELECTION OF DIRECTOR: MR. FRED HASSAN 1G. ELECTION OF DIRECTOR: DR. REBECCA M. HENDERSON 1H. ELECTION OF DIRECTOR: MR. FRANK C. HERRINGER 1I. ELECTION OF DIRECTOR: MR. CHARLES M. HOLLEY, JR. 1J. ELECTION OF DIRECTOR: DR. TYLER JACKS
Page 8 of 102 / 1K. ELECTION OF DIRECTOR: MS. ELLEN J. KULLMAN 1L. ELECTION OF DIRECTOR: DR. RONALD D. SUGAR 1M. ELECTION OF DIRECTOR: DR. R. SANDERS WILLIAMS 2. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2017. 3. ADVISORY VOTE TO APPROVE OUR EXECUTIVE COMPENSATION. 4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE STOCKHOLDER VOTES TO APPROVE EXECUTIVE COMPENSATION. 1 Year 5. STOCKHOLDER PROPOSAL TO ADOPT MAJORITY VOTES CAST STANDARD FOR MATTERS PRESENTED BY STOCKHOLDERS.
2Y70 JHFII Fundamental Large Cap Value Fund ANHEUSER-BUSCH INBEV SA Page 9 of 102 Security: 03524A108 Ticker: BUD ISIN: US03524A1088 Agenda Number: 934475460 Meeting Type: Special Meeting Date: 28-Sep-16 / A1. APPROVE, IN ACCORDANCE WITH ARTICLE 23 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, THE TRANSACTION, INCLUDING THE ACQUISITION BY AB INBEV OF THE SHARES OF NEWBELCO AT A PRICE OF 0.45 EACH UNDER THE BELGIAN OFFER, FOR A VALUE EXCEEDING ONE THIRD OF THE CONSOLIDATED ASSETS OF AB INBEV. B4. APPROVE (I) THE MERGER TERMS, (II) THE BELGIAN MERGER, SUBJECT TO THE CONDITIONS SET OUT IN THE MERGER TERMS AND EFFECTIVE UPON PASSING OF THE FINAL NOTARIAL DEED, AND (III) THE DISSOLUTION WITHOUT LIQUIDATION OF AB INBEV UPON COMPLETION OF THE BELGIAN MERGER. B5. APPROVE, IN ACCORDANCE WITH ARTICLE 23 OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, (I) THE DELISTING OF THE SECURITIES OF THE COMPANY FROM EURONEXT BRUSSELS, (II) THE DELISTING OF THE SECURITIES OF THE COMPANY FROM THE JOHANNESBURG STOCK EXCHANGE, AND (III) THE CANCELLATION OF THE REGISTRATION OF THE SECURITIES OF THE COMPANY WITH THE NATIONAL SECURITIES REGISTRY (RNV) MAINTAINED BY THE MEXICAN SECURITIES AND BANKING COMMISSION (COMISION NACIONAL BANCARIA... (DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL).
Page 10 of 102 / C6. APPROVE THE DELEGATION OF POWERS TO: (I) ANY DIRECTOR OF THE COMPANY FROM TIME TO TIME, SABINE CHALMERS, LUCAS LIRA, BENOIT LOORE, ANN RANDON, PATRICIA FRIZO, GERT BOULANGE, JAN VANDERMEERSCH, PHILIP GORIS AND ROMANIE DENDOOVEN (EACH AN " AUTHORISED PERSON"), EACH ACTING TOGETHER WITH ANOTHER AUTHORISED PERSON, TO ACKNOWLEDGE BY NOTARIAL DEED THE COMPLETION OF THE BELGIAN MERGER AFTER COMPLETION OF THE CONDITIONS PRECEDENT SET OUT IN THE MERGER TERMS;... (DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL).
2Y70 JHFII Fundamental Large Cap Value Fund ANHEUSER-BUSCH INBEV SA Page 11 of 102 Security: 03524A108 Ticker: BUD ISIN: US03524A1088 Agenda Number: 934560283 Meeting Type: Annual Meeting Date: 26-Apr-17 / 1. AUTHORISED CAPITAL: (B) PROPOSED RESOLUTION: GRANTING TO THE BOARD OF DIRECTORS, FOR A PERIOD OF FIVE YEARS AS FROM THE DATE OF PUBLICATION OF THIS AMENDMENT TO THE ARTICLES OF ASSOCIATION IN THE ANNEXES TO THE BELGIAN STATE JOURNAL (ANNEXES DU MONITEUR BELGE / BIJLAGEN BIJ HET BELGISCH STAATSBLAD), THE AUTHORISATION TO INCREASE THE CAPITAL IN ONE OR MORE TRANSACTIONS, BY THE ISSUANCE OF A NUMBER OF SHARES, OR FINANCIAL INSTRUMENTS GIVING RIGHT TO A NUMBER OF SHARES,...(DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL). 3. APPROVAL OF THE ACCOUNTS OF THE OLD AB INBEV 4. DISCHARGE TO THE DIRECTORS OF THE OLD AB INBEV 5. DISCHARGE TO THE STATUTORY AUDITOR OF THE OLD AB INBEV 9. APPROVAL OF THE STATUTORY ANNUAL ACCOUNTS 10. DISCHARGE TO THE DIRECTORS
Page 12 of 102 / 11. DISCHARGE TO THE STATUTORY AUDITOR 12A RENEWING THE APPOINTMENT AS RESTRICTED SHARE DIRECTOR OF MR. MARTIN J. BARRINGTON, FOR A PERIOD OF ONE YEAR 12B RENEWING THE APPOINTMENT AS RESTRICTED SHARE DIRECTOR OF MR. WILLIAM F. GIFFORD, JR., FOR A PERIOD OF ONE YEAR 12C RENEWING THE APPOINTMENT AS RESTRICTED SHARE DIRECTOR OF MR. ALEJANDRO SANTO DOMINGO DAVILA, FOR A PERIOD OF ONE YEAR 13A REMUNERATION POLICY AND REMUNERATION REPORT OF THE COMPANY 13B CONFIRMATION OF FIXED REMUNERATION OF THE DIRECTORS 13C STOCK OPTIONS FOR DIRECTORS C1. FILINGS
2Y70 JHFII Fundamental Large Cap Value Fund APPLE INC. Page 13 of 102 Security: 037833100 Ticker: AAPL ISIN: US0378331005 Agenda Number: 934520556 Meeting Type: Annual Meeting Date: 28-Feb-17 / 1A. ELECTION OF DIRECTOR: JAMES BELL 1B. ELECTION OF DIRECTOR: TIM COOK 1C. ELECTION OF DIRECTOR: AL GORE 1D. ELECTION OF DIRECTOR: BOB IGER 1E. ELECTION OF DIRECTOR: ANDREA JUNG 1F. ELECTION OF DIRECTOR: ART LEVINSON 1G. ELECTION OF DIRECTOR: RON SUGAR 1H. ELECTION OF DIRECTOR: SUE WAGNER 2. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS APPLE'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017 3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION
Page 14 of 102 / 4. ADVISORY VOTE ON THE FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE COMPENSATION 1 Year 5. A SHAREHOLDER PROPOSAL ENTITLED "CHARITABLE GIVING - RECIPIENTS, INTENTS AND BENEFITS" 6. A SHAREHOLDER PROPOSAL REGARDING DIVERSITY AMONG OUR SENIOR MANAGEMENT AND BOARD OF DIRECTORS 7. A SHAREHOLDER PROPOSAL ENTITLED "SHAREHOLDER PROXY ACCESS AMENDMENTS" 8. A SHAREHOLDER PROPOSAL ENTITLED "EXECUTIVE COMPENSATION REFORM" 9. A SHAREHOLDER PROPOSAL ENTITLED "EXECUTIVES TO RETAIN SIGNIFICANT STOCK"
2Y70 JHFII Fundamental Large Cap Value Fund BANK OF AMERICA CORPORATION Page 15 of 102 Security: 060505104 Ticker: BAC ISIN: US0605051046 Agenda Number: 934543453 Meeting Type: Annual Meeting Date: 26-Apr-17 / 1A. ELECTION OF DIRECTOR: SHARON L. ALLEN 1B. ELECTION OF DIRECTOR: SUSAN S. BIES 1C. ELECTION OF DIRECTOR: JACK O. BOVENDER, JR. 1D. ELECTION OF DIRECTOR: FRANK P. BRAMBLE, SR. 1E. ELECTION OF DIRECTOR: PIERRE J.P. DE WECK 1F. ELECTION OF DIRECTOR: ARNOLD W. DONALD 1G. ELECTION OF DIRECTOR: LINDA P. HUDSON 1H. ELECTION OF DIRECTOR: MONICA C. LOZANO 1I. ELECTION OF DIRECTOR: THOMAS J. MAY 1J. ELECTION OF DIRECTOR: BRIAN T. MOYNIHAN
Page 16 of 102 / 1K. ELECTION OF DIRECTOR: LIONEL L. NOWELL, III 1L. ELECTION OF DIRECTOR: MICHAEL D. WHITE 1M. ELECTION OF DIRECTOR: THOMAS D. WOODS 1N. ELECTION OF DIRECTOR: R. DAVID YOST 2. APPROVING OUR EXECUTIVE COMPENSATION (AN ADVISORY, NON- BINDING "SAY ON PAY" RESOLUTION) 3. A VOTE ON THE FREQUENCY OF FUTURE ADVISORY "SAY ON PAY" RESOLUTIONS (AN ADVISORY, NON-BINDING "SAY ON FREQUENCY" RESOLUTION) 1 Year 4. RATIFYING THE APPOINTMENT OF OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017 5. STOCKHOLDER PROPOSAL - CLAWBACK AMENDMENT 6. STOCKHOLDER PROPOSAL - DIVESTITURE & DIVISION STUDY SESSIONS 7. STOCKHOLDER PROPOSAL - INDEPENDENT BOARD CHAIRMAN 8. STOCKHOLDER PROPOSAL - REPORT CONCERNING GENDER PAY EQUITY
2Y70 JHFII Fundamental Large Cap Value Fund CHEVRON CORPORATION Page 17 of 102 Security: 166764100 Ticker: CVX ISIN: US1667641005 Agenda Number: 934581732 Meeting Type: Annual Meeting Date: 31-May-17 / 1A. ELECTION OF DIRECTOR: W. M. AUSTIN 1B. ELECTION OF DIRECTOR: L. F. DEILY 1C. ELECTION OF DIRECTOR: R. E. DENHAM 1D. ELECTION OF DIRECTOR: A. P. GAST 1E. ELECTION OF DIRECTOR: E. HERNANDEZ, JR. 1F. ELECTION OF DIRECTOR: J. M. HUNTSMAN JR. 1G. ELECTION OF DIRECTOR: C. W. MOORMAN IV 1H. ELECTION OF DIRECTOR: D. F. MOYO 1I. ELECTION OF DIRECTOR: R. D. SUGAR 1J. ELECTION OF DIRECTOR: I. G. THULIN
Page 18 of 102 / 1K. ELECTION OF DIRECTOR: J. S. WATSON 1L. ELECTION OF DIRECTOR: M. K. WIRTH 2. RATIFICATION OF APPOINTMENT OF PWC AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION 4. ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON NAMED EXECUTIVE OFFICER COMPENSATION 1 Year 5. REPORT ON LOBBYING 6. REPORT ON FEASIBILITY OF POLICY ON NOT DOING BUSINESS WITH CONFLICT COMPLICIT GOVERNMENTS 7. REPORT ON CLIMATE CHANGE IMPACT ASSESSMENT Abstain 8. REPORT ON TRANSITION TO A LOW CARBON ECONOMY 9. ADOPT POLICY ON INDEPENDENT CHAIRMAN 10. RECOMMEND INDEPENDENT DIRECTOR WITH ENVIRONMENTAL EXPERTISE
Page 19 of 102 / 11. SET SPECIAL MEETINGS THRESHOLD AT 10%
2Y70 JHFII Fundamental Large Cap Value Fund CISCO SYSTEMS, INC. Page 20 of 102 Security: 17275R102 Ticker: CSCO ISIN: US17275R1023 Agenda Number: 934494357 Meeting Type: Annual Meeting Date: 12-Dec-16 / 1A. ELECTION OF DIRECTOR: CAROL A. BARTZ 1B. ELECTION OF DIRECTOR: M. MICHELE BURNS 1C. ELECTION OF DIRECTOR: MICHAEL D. CAPELLAS 1D. ELECTION OF DIRECTOR: JOHN T. CHAMBERS 1E. ELECTION OF DIRECTOR: AMY L. CHANG 1F. ELECTION OF DIRECTOR: DR. JOHN L. HENNESSY 1G. ELECTION OF DIRECTOR: DR. KRISTINA M. JOHNSON 1H. ELECTION OF DIRECTOR: RODERICK C. MCGEARY 1I. ELECTION OF DIRECTOR: CHARLES H. ROBBINS 1J. ELECTION OF DIRECTOR: ARUN SARIN
Page 21 of 102 / 1K. ELECTION OF DIRECTOR: STEVEN M. WEST 2. APPROVAL, ON AN ADVISORY BASIS, OF EXECUTIVE COMPENSATION. 3. RATIFICATION OF PRICEWATERHOUSECOOPERS LLP AS CISCO'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL 2017. 4. APPROVAL TO REQUEST AN ANNUAL REPORT RELATING TO CISCO'S LOBBYING POLICIES, PROCEDURES AND ACTIVITIES. 5. APPROVAL TO REQUEST A REPORT DISCLOSING CERTAIN EMPLOYMENT DATA RELATING TO CISCO'S ARAB AND NON-ARAB EMPLOYEES IN ISRAEL- PALESTINE FOR EACH OF THE PAST THREE YEARS. 6. APPROVAL TO REQUEST THE BOARD TO FORM A COMMITTEE TO REASSESS POLICIES AND CRITERIA FOR DECISIONS WITH RESPECT TO CISCO'S BUSINESS INVOLVEMENTS WITH ISRAEL'S SETTLEMENTS.
2Y70 JHFII Fundamental Large Cap Value Fund CIT GROUP INC. Page 22 of 102 Security: 125581801 Ticker: CIT ISIN: US1255818015 Agenda Number: 934555662 Meeting Type: Annual Meeting Date: 09-May-17 / 1A. ELECTION OF DIRECTOR: ELLEN R. ALEMANY 1B. ELECTION OF DIRECTOR: MICHAEL L. BROSNAN 1C. ELECTION OF DIRECTOR: MICHAEL A. CARPENTER 1D. ELECTION OF DIRECTOR: DORENE C. DOMINGUEZ 1E. ELECTION OF DIRECTOR: ALAN FRANK 1F. ELECTION OF DIRECTOR: WILLIAM M. FREEMAN 1G. ELECTION OF DIRECTOR: R. BRAD OATES 1H. ELECTION OF DIRECTOR: MARIANNE MILLER PARRS 1I. ELECTION OF DIRECTOR: GERALD ROSENFELD 1J. ELECTION OF DIRECTOR: VICE ADMIRAL JOHN R. RYAN, USN (RET.)
Page 23 of 102 / 1K. ELECTION OF DIRECTOR: SHEILA A. STAMPS 1L. ELECTION OF DIRECTOR: LAURA S. UNGER 2. TO RATIFY THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS CIT'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM AND EXTERNAL AUDITORS FOR 2017. 3. TO RECOMMEND, BY NON-BINDING VOTE, THE COMPENSATION OF CIT'S NAMED EXECUTIVE OFFICERS. 4. TO RECOMMEND, BY NON-BINDING VOTE, THE FREQUENCY OF THE ADVISORY VOTE ON THE COMPENSATION OF CIT'S NAMED EXECUTIVE OFFICERS. 1 Year
2Y70 JHFII Fundamental Large Cap Value Fund CITIGROUP INC. Page 24 of 102 Security: 172967424 Ticker: C ISIN: US1729674242 Agenda Number: 934541904 Meeting Type: Annual Meeting Date: 25-Apr-17 / 1A. ELECTION OF DIRECTOR: MICHAEL L. CORBAT 1B. ELECTION OF DIRECTOR: ELLEN M. COSTELLO 1C. ELECTION OF DIRECTOR: DUNCAN P. HENNES 1D. ELECTION OF DIRECTOR: PETER B. HENRY 1E. ELECTION OF DIRECTOR: FRANZ B. HUMER 1F. ELECTION OF DIRECTOR: RENEE J. JAMES 1G. ELECTION OF DIRECTOR: EUGENE M. MCQUADE 1H. ELECTION OF DIRECTOR: MICHAEL E. O'NEILL 1I. ELECTION OF DIRECTOR: GARY M. REINER 1J. ELECTION OF DIRECTOR: ANTHONY M. SANTOMERO
Page 25 of 102 / 1K. ELECTION OF DIRECTOR: DIANA L. TAYLOR 1L. ELECTION OF DIRECTOR: WILLIAM S. THOMPSON, JR. 1M. ELECTION OF DIRECTOR: JAMES S. TURLEY 1N. ELECTION OF DIRECTOR: DEBORAH C. WRIGHT 1O. ELECTION OF DIRECTOR: ERNESTO ZEDILLO PONCE DE LEON 2. PROPOSAL TO RATIFY THE SELECTION OF KPMG LLP AS CITI'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017. 3. ADVISORY VOTE TO APPROVE CITI'S 2016 EXECUTIVE COMPENSATION. 4. ADVISORY VOTE TO APPROVE THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION. 1 Year 5. STOCKHOLDER PROPOSAL REQUESTING A REPORT ON THE COMPANY'S POLICIES AND GOALS TO REDUCE THE GENDER PAY GAP. 6. STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD APPOINT A STOCKHOLDER VALUE COMMITTEE TO ADDRESS WHETHER THE DIVESTITURE OF ALL NON-CORE BANKING BUSINESS SEGMENTS WOULD ENHANCE SHAREHOLDER VALUE.
Page 26 of 102 / 7. STOCKHOLDER PROPOSAL REQUESTING A REPORT ON LOBBYING AND GRASSROOTS LOBBYING CONTRIBUTIONS. 8. STOCKHOLDER PROPOSAL REQUESTING AN AMENDMENT TO THE GENERAL CLAWBACK POLICY TO PROVIDE THAT A SUBSTANTIAL PORTION OF ANNUAL TOTAL COMPENSATION OF EXECUTIVE OFFICERS SHALL BE DEFERRED AND FORFEITED, IN PART OR WHOLE, AT THE DISCRETION OF THE BOARD, TO HELP SATISFY ANY MONETARY PENALTY ASSOCIATED WITH A VIOLATION OF LAW. 9. STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD ADOPT A POLICY PROHIBITING THE VESTING OF EQUITY- BASED AWARDS FOR SENIOR EXECUTIVES DUE TO A VOLUNTARY RESIGNATION TO ENTER GOVERNMENT SERVICE.
2Y70 JHFII Fundamental Large Cap Value Fund DANAHER CORPORATION Page 27 of 102 Security: 235851102 Ticker: DHR ISIN: US2358511028 Agenda Number: 934574042 Meeting Type: Annual Meeting Date: 09-May-17 / 1A. ELECTION OF DIRECTOR: DONALD J. EHRLICH 1B. ELECTION OF DIRECTOR: LINDA HEFNER FILLER 1C. ELECTION OF DIRECTOR: ROBERT J. HUGIN 1D. ELECTION OF DIRECTOR: THOMAS P. JOYCE, JR. 1E. ELECTION OF DIRECTOR: TERI LIST- STOLL 1F. ELECTION OF DIRECTOR: WALTER G. LOHR, JR. 1G. ELECTION OF DIRECTOR: MITCHELL P. RALES 1H. ELECTION OF DIRECTOR: STEVEN M. RALES 1I. ELECTION OF DIRECTOR: JOHN T. SCHWIETERS 1J. ELECTION OF DIRECTOR: ALAN G. SPOON
Page 28 of 102 / 1K. ELECTION OF DIRECTOR: RAYMOND C. STEVENS, PH.D. 1L. ELECTION OF DIRECTOR: ELIAS A. ZERHOUNI, M.D. 2. TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS DANAHER'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2017. 3. TO APPROVE CERTAIN AMENDMENTS TO DANAHER'S 2007 STOCK INCENTIVE PLAN AND THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER THE PLAN. 4. TO APPROVE CERTAIN AMENDMENTS TO DANAHER'S 2007 EXECUTIVE INCENTIVE COMPENSATION PLAN AND THE MATERIAL TERMS OF THE PERFORMANCE GOALS UNDER THE PLAN. 5. TO APPROVE ON AN ADVISORY BASIS THE COMPANY'S NAMED EXECUTIVE OFFICER COMPENSATION. 6. TO HOLD AN ADVISORY VOTE RELATING TO THE FREQUENCY OF FUTURE SHAREHOLDER ADVISORY VOTES ON THE COMPANY'S NAMED EXECUTIVE OFFICER COMPENSATION. 1 Year 7. TO ACT UPON A SHAREHOLDER PROPOSAL REQUESTING THAT DANAHER ADOPT AND REPORT ON GOALS TO REDUCE GREENHOUSE GAS EMISSIONS.
2Y70 JHFII Fundamental Large Cap Value Fund DIAGEO PLC Page 29 of 102 Security: 25243Q205 Ticker: DEO ISIN: US25243Q2057 Agenda Number: 934471703 Meeting Type: Annual Meeting Date: 21-Sep-16 / 1. REPORT AND ACCOUNTS 2016. 2. DIRECTORS' REMUNERATION REPORT 2016. 3. DECLARATION OF FINAL DIVIDEND. 4. RE-ELECTION OF PB BRUZELIUS AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 5. RE-ELECTION OF LORD DAVIES AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION, CHAIRMAN OF COMMITTEE) 6. RE-ELECTION OF HO KWONPING AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 7. RE-ELECTION OF BD HOLDEN AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 8. RE-ELECTION OF DR FB HUMER AS A DIRECTOR. (NOMINATION, CHAIRMAN OF COMMITTEE)
Page 30 of 102 / 9. RE-ELECTION OF NS MENDELSOHN AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 10. RE-ELECTION OF IM MENEZES AS A DIRECTOR. (EXECUTIVE, CHAIRMAN OF COMMITTEE) 11. RE-ELECTION OF PG SCOTT AS A DIRECTOR. (AUDIT, CHAIRMAN OF COMMITTEE, NOMINATION, REMUNERATION) 12. RE-ELECTION OF AJH STEWART AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 13. ELECTION OF J FERRAN AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 14. ELECTION OF KA MIKELLS AS A DIRECTOR. (EXECUTIVE) 15. ELECTION OF EN WALMSLEY AS A DIRECTOR. (AUDIT, NOMINATION, REMUNERATION) 16. RE-APPOINTMENT OF AUDITOR. 17. REMUNERATION OF AUDITOR. 18. AUTHORITY TO ALLOT SHARES. 19. DISAPPLICATION OF PRE-EMPTION RIGHTS.
Page 31 of 102 / 20. AUTHORITY TO PURCHASE OWN ORDINARY SHARES AT 28 101/108 PENCE (THE "ORDINARY SHARES"). 21. AUTHORITY TO MAKE POLITICAL DONATIONS AND/OR TO INCUR POLITICAL EXPENDITURE IN THE EU.
2Y70 JHFII Fundamental Large Cap Value Fund EBAY INC. Page 32 of 102 Security: 278642103 Ticker: EBAY ISIN: US2786421030 Agenda Number: 934572074 Meeting Type: Annual Meeting Date: 18-May-17 / 1A. ELECTION OF DIRECTOR: FRED D. ANDERSON JR. 1B. ELECTION OF DIRECTOR: EDWARD W. BARNHOLT 1C. ELECTION OF DIRECTOR: ANTHONY J. BATES 1D. ELECTION OF DIRECTOR: LOGAN D. GREEN 1E. ELECTION OF DIRECTOR: BONNIE S. HAMMER 1F. ELECTION OF DIRECTOR: KATHLEEN C. MITIC 1G. ELECTION OF DIRECTOR: PIERRE M. OMIDYAR 1H. ELECTION OF DIRECTOR: PAUL S. PRESSLER 1I. ELECTION OF DIRECTOR: ROBERT H. SWAN 1J. ELECTION OF DIRECTOR: THOMAS J. TIERNEY
Page 33 of 102 / 1K. ELECTION OF DIRECTOR: PERRY M. TRAQUINA 1L. ELECTION OF DIRECTOR: DEVIN N. WENIG 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. 3. ADVISORY VOTE TO APPROVE THE FREQUENCY WITH WHICH THE ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION SHOULD BE HELD. 1 Year 4. RATIFICATION OF APPOINTMENT OF INDEPENDENT AUDITORS. 5. CONSIDERATION OF A STOCKHOLDER PROPOSAL REGARDING RIGHT TO ACT BY WRITTEN CONSENT.
2Y70 JHFII Fundamental Large Cap Value Fund EXXON MOBIL CORPORATION Page 34 of 102 Security: 30231G102 Ticker: XOM ISIN: US30231G1022 Agenda Number: 934588673 Meeting Type: Annual Meeting Date: 31-May-17 1. DIRECTOR / 1 SUSAN K. AVERY 2 MICHAEL J. BOSKIN 3 ANGELA F. BRALY 4 URSULA M. BURNS 5 HENRIETTA H. FORE 6 KENNETH C. FRAZIER 7 DOUGLAS R. OBERHELMAN 8 SAMUEL J. PALMISANO 9 STEVEN S REINEMUND 10 WILLIAM C. WELDON 11 DARREN W. WOODS
Page 35 of 102 / 2. RATIFICATION OF INDEPENDENT AUDITORS (PAGE 24) 3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION (PAGE 25) 4. FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION (PAGE 25) 1 Year 5. INDEPENDENT CHAIRMAN (PAGE 53) 6. MAJORITY VOTE FOR DIRECTORS (PAGE 54) 7. SPECIAL SHAREHOLDER MEETINGS (PAGE 55) 8. RESTRICT PRECATORY PROPOSALS (PAGE 56) 9. REPORT ON COMPENSATION FOR WOMEN (PAGE 57) 10. REPORT ON LOBBYING (PAGE 59) 11. INCREASE CAPITAL DISTRIBUTIONS IN LIEU OF INVESTMENT (PAGE 60) 12. REPORT ON IMPACTS OF CLIMATE CHANGE POLICIES (PAGE 62) 13. REPORT ON METHANE EMISSIONS (PAGE 64)
2Y70 JHFII Fundamental Large Cap Value Fund FEDEX CORPORATION Page 36 of 102 Security: 31428X106 Ticker: FDX ISIN: US31428X1063 Agenda Number: 934470218 Meeting Type: Annual Meeting Date: 26-Sep-16 / 1A. ELECTION OF DIRECTOR: JAMES L. BARKSDALE 1B. ELECTION OF DIRECTOR: JOHN A. EDWARDSON 1C. ELECTION OF DIRECTOR: MARVIN R. ELLISON 1D. ELECTION OF DIRECTOR: JOHN C. ("CHRIS") INGLIS 1E. ELECTION OF DIRECTOR: KIMBERLY A. JABAL 1F. ELECTION OF DIRECTOR: SHIRLEY ANN JACKSON 1G. ELECTION OF DIRECTOR: R. BRAD MARTIN 1H. ELECTION OF DIRECTOR: JOSHUA COOPER RAMO 1I. ELECTION OF DIRECTOR: SUSAN C. SCHWAB 1J. ELECTION OF DIRECTOR: FREDERICK W. SMITH
Page 37 of 102 / 1K. ELECTION OF DIRECTOR: DAVID P. STEINER 1L. ELECTION OF DIRECTOR: PAUL S. WALSH 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. 3. RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM. 4. STOCKHOLDER PROPOSAL REGARDING LOBBYING ACTIVITY AND EXPENDITURE REPORT. 5. STOCKHOLDER PROPOSAL REGARDING SIMPLE MAJORITY VOTE-COUNTING. 6. STOCKHOLDER PROPOSAL REGARDING HOLY LAND PRINCIPLES. 7. STOCKHOLDER PROPOSAL REGARDING APPLICATION OF COMPANY NON- DISCRIMINATION POLICIES IN STATES WITH PRO-DISCRIMINATION LAWS.
2Y70 JHFII Fundamental Large Cap Value Fund GENERAL ELECTRIC COMPANY Page 38 of 102 Security: 369604103 Ticker: GE ISIN: US3696041033 Agenda Number: 934541916 Meeting Type: Annual Meeting Date: 26-Apr-17 / A1 ELECTION OF DIRECTOR: SEBASTIEN M. BAZIN A2 ELECTION OF DIRECTOR: W. GEOFFREY BEATTIE A3 ELECTION OF DIRECTOR: JOHN J. BRENNAN A4 ELECTION OF DIRECTOR: FRANCISCO D'SOUZA A5 ELECTION OF DIRECTOR: MARIJN E. DEKKERS A6 ELECTION OF DIRECTOR: PETER B. HENRY A7 ELECTION OF DIRECTOR: SUSAN J. HOCKFIELD A8 ELECTION OF DIRECTOR: JEFFREY R. IMMELT A9 ELECTION OF DIRECTOR: ANDREA JUNG A10 ELECTION OF DIRECTOR: ROBERT W. LANE
Page 39 of 102 / A11 ELECTION OF DIRECTOR: RISA LAVIZZO- MOUREY A12 ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS A13 ELECTION OF DIRECTOR: LOWELL C. MCADAM A14 ELECTION OF DIRECTOR: STEVEN M. MOLLENKOPF A15 ELECTION OF DIRECTOR: JAMES J. MULVA A16 ELECTION OF DIRECTOR: JAMES E. ROHR A17 ELECTION OF DIRECTOR: MARY L. SCHAPIRO A18 ELECTION OF DIRECTOR: JAMES S. TISCH B1 ADVISORY APPROVAL OF OUR NAMED EXECUTIVES' COMPENSATION B2 ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION 1 Year B3 APPROVAL OF GE'S 2007 LONG-TERM INCENTIVE PLAN AS AMENDED B4 APPROVAL OF THE MATERIAL TERMS OF SENIOR OFFICER PERFORMANCE GOALS
Page 40 of 102 / B5 RATIFICATION OF KPMG AS INDEPENDENT AUDITOR FOR 2017 C1 REPORT ON LOBBYING ACTIVITIES C2 REQUIRE THE CHAIRMAN OF THE BOARD TO BE INDEPENDENT C3 ADOPT CUMULATIVE VOTING FOR DIRECTOR ELECTIONS C4 REPORT ON CHARITABLE CONTRIBUTIONS
2Y70 JHFII Fundamental Large Cap Value Fund GILEAD SCIENCES, INC. Page 41 of 102 Security: 375558103 Ticker: GILD ISIN: US3755581036 Agenda Number: 934558810 Meeting Type: Annual Meeting Date: 10-May-17 / 1A. ELECTION OF DIRECTOR: JOHN F. COGAN, PH.D. 1B. ELECTION OF DIRECTOR: KELLY A. KRAMER 1C. ELECTION OF DIRECTOR: KEVIN E. LOFTON 1D. ELECTION OF DIRECTOR: JOHN C. MARTIN, PH.D. 1E. ELECTION OF DIRECTOR: JOHN F. MILLIGAN, PH.D. 1F. ELECTION OF DIRECTOR: NICHOLAS G. MOORE 1G. ELECTION OF DIRECTOR: RICHARD J. WHITLEY, M.D 1H. ELECTION OF DIRECTOR: GAYLE E. WILSON 1I. ELECTION OF DIRECTOR: PER WOLD- OLSEN 2. RATIFICATION OF THE SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.
Page 42 of 102 / 3. RESTATEMENT OF THE GILEAD SCIENCES, INC. 2004 EQUITY INCENTIVE PLAN. 4. ADVISORY VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 5. ADVISORY VOTE AS TO THE FREQUENCY OF FUTURE ADVISORY SHAREHOLDER VOTES ON EXECUTIVE COMPENSATION. 1 Year 6. STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD TAKE STEPS TO PERMIT STOCKHOLDER ACTION BY WRITTEN CONSENT. 7. STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD ADOPT A POLICY THAT THE CHAIRMAN OF THE BOARD OF DIRECTORS BE AN INDEPENDENT DIRECTOR.
2Y70 JHFII Fundamental Large Cap Value Fund GROUP 1 AUTOMOTIVE, INC. Page 43 of 102 Security: 398905109 Ticker: GPI ISIN: US3989051095 Agenda Number: 934586631 Meeting Type: Annual Meeting Date: 12-May-17 1. DIRECTOR / 1 JOHN L. ADAMS 2 CARIN M. BARTH 3 EARL J. HESTERBERG 4 LINCOLN PEREIRA 5 STEPHEN D. QUINN 6 J. TERRY STRANGE 7 CHARLES L. SZEWS 8 MAX P. WATSON, JR. 9 MARYANN WRIGHT 2. ADVISORY VOTE ON EXECUTIVE COMPENSATION
Page 44 of 102 / 3. ADVISORY VOTE ON FREQUENCY OF EXECUTIVE COMPENSATION ADVISORY VOTES 1 Year 4. RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2017
2Y70 JHFII Fundamental Large Cap Value Fund INVESCO LTD Page 45 of 102 Security: G491BT108 Ticker: IVZ ISIN: BMG491BT1088 Agenda Number: 934551640 Meeting Type: Annual Meeting Date: 11-May-17 / 1.1 ELECTION OF DIRECTOR: SARAH E. BESHAR 1.2 ELECTION OF DIRECTOR: JOSEPH R. CANION 1.3 ELECTION OF DIRECTOR: MARTIN L. FLANAGAN 1.4 ELECTION OF DIRECTOR: C. ROBERT HENRIKSON 1.5 ELECTION OF DIRECTOR: BEN F. JOHNSON III 1.6 ELECTION OF DIRECTOR: DENIS KESSLER 1.7 ELECTION OF DIRECTOR: SIR NIGEL SHEINWALD 1.8 ELECTION OF DIRECTOR: G. RICHARD WAGONER, JR. 1.9 ELECTION OF DIRECTOR: PHOEBE A. WOOD 2. ADVISORY VOTE TO APPROVE THE COMPANY'S 2016 EXECUTIVE COMPENSATION
Page 46 of 102 / 3. ADVISORY VOTE ON FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION 1 Year 4. AMENDMENT OF SECOND AMENDED AND RESTATED BYE-LAWS TO IMPLEMENT PROXY ACCESS AND OTHER MATTERS 5. APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017
2Y70 JHFII Fundamental Large Cap Value Fund JPMORGAN CHASE & CO. Page 47 of 102 Security: 46625H100 Ticker: JPM ISIN: US46625H1005 Agenda Number: 934561665 Meeting Type: Annual Meeting Date: 16-May-17 / 1A. ELECTION OF DIRECTOR: LINDA B. BAMMANN 1B. ELECTION OF DIRECTOR: JAMES A. BELL 1C. ELECTION OF DIRECTOR: CRANDALL C. BOWLES 1D. ELECTION OF DIRECTOR: STEPHEN B. BURKE 1E. ELECTION OF DIRECTOR: TODD A. COMBS 1F. ELECTION OF DIRECTOR: JAMES S. CROWN 1G. ELECTION OF DIRECTOR: JAMES DIMON 1H. ELECTION OF DIRECTOR: TIMOTHY P. FLYNN 1I. ELECTION OF DIRECTOR: LABAN P. JACKSON, JR. 1J. ELECTION OF DIRECTOR: MICHAEL A. NEAL
Page 48 of 102 / 1K. ELECTION OF DIRECTOR: LEE R. RAYMOND 1L. ELECTION OF DIRECTOR: WILLIAM C. WELDON 2. ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION 3. RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 4. ADVISORY VOTE ON FREQUENCY OF ADVISORY RESOLUTION TO APPROVE EXECUTIVE COMPENSATION 1 Year 5. INDEPENDENT BOARD CHAIRMAN 6. VESTING FOR GOVERNMENT SERVICE 7. CLAWBACK AMENDMENT 8. GENDER PAY EQUITY 9. HOW VOTES ARE COUNTED 10. SPECIAL SHAREOWNER MEETINGS
2Y70 JHFII Fundamental Large Cap Value Fund KINDER MORGAN, INC. Page 49 of 102 Security: 49456B101 Ticker: KMI ISIN: US49456B1017 Agenda Number: 934558884 Meeting Type: Annual Meeting Date: 10-May-17 / 1A. ELECTION OF DIRECTOR: RICHARD D. KINDER 1B. ELECTION OF DIRECTOR: STEVEN J. KEAN 1C. ELECTION OF DIRECTOR: KIMBERLY A. DANG 1D. ELECTION OF DIRECTOR: TED A. GARDNER 1E. ELECTION OF DIRECTOR: ANTHONY W. HALL, JR. 1F. ELECTION OF DIRECTOR: GARY L. HULTQUIST 1G. ELECTION OF DIRECTOR: RONALD L. KUEHN, JR. 1H. ELECTION OF DIRECTOR: DEBORAH A. MACDONALD 1I. ELECTION OF DIRECTOR: MICHAEL C. MORGAN 1J. ELECTION OF DIRECTOR: ARTHUR C. REICHSTETTER
Page 50 of 102 / 1K. ELECTION OF DIRECTOR: FAYEZ SAROFIM 1L. ELECTION OF DIRECTOR: C. PARK SHAPER 1M. ELECTION OF DIRECTOR: WILLIAM A. SMITH 1N. ELECTION OF DIRECTOR: JOEL V. STAFF 1O. ELECTION OF DIRECTOR: ROBERT F. VAGT 1P. ELECTION OF DIRECTOR: PERRY M. WAUGHTAL 2. RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017 3. STOCKHOLDER PROPOSAL RELATING TO A PROXY ACCESS BYLAW 4. STOCKHOLDER PROPOSAL RELATING TO A REPORT ON METHANE EMISSIONS 5. STOCKHOLDER PROPOSAL RELATING TO AN ANNUAL SUSTAINABILITY REPORT 6. STOCKHOLDER PROPOSAL RELATING TO AN ASSESSMENT OF THE MEDIUM- AND LONG-TERM PORTFOLIO IMPACTS OF TECHNOLOGICAL ADVANCES AND GLOBAL CLIMATE CHANGE POLICIES
2Y70 JHFII Fundamental Large Cap Value Fund LENNAR CORPORATION Page 51 of 102 Security: 526057104 Ticker: LEN ISIN: US5260571048 Agenda Number: 934533678 Meeting Type: Annual Meeting Date: 18-Apr-17 1. DIRECTOR / 1 IRVING BOLOTIN 2 STEVEN L. GERARD 3 THERON I. "TIG" GILLIAM 4 SHERRILL W. HUDSON 5 SIDNEY LAPIDUS 6 TERI P. MCCLURE 7 STUART MILLER 8 ARMANDO OLIVERA 9 DONNA SHALALA 10 JEFFREY SONNENFELD
Page 52 of 102 / 2. RATIFICATION OF THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS LENNAR'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING NOVEMBER 30, 2017. 3. APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF LENNAR'S NAMED EXECUTIVE OFFICERS. 4. APPROVAL, ON AN ADVISORY BASIS, OF THE FREQUENCY OF THE STOCKHOLDER VOTE ON THE COMPENSATION OF LENNAR'S NAMED EXECUTIVE OFFICERS. 1 Year 5. APPROVAL OF A STOCKHOLDER PROPOSAL REGARDING OUR COMMON STOCK VOTING STRUCTURE.
2Y70 JHFII Fundamental Large Cap Value Fund LOUISIANA-PACIFIC CORPORATION Page 53 of 102 Security: 546347105 Ticker: LPX ISIN: US5463471053 Agenda Number: 934549962 Meeting Type: Annual Meeting Date: 05-May-17 / 1A. ELECTION OF DIRECTOR: E. GARY COOK 1B. ELECTION OF DIRECTOR: KURT M. LANDGRAF 2. RATIFICATION OF THE SELECTION OF DELOITTE & TOUCHE LLP AS LP'S INDEPENDENT AUDITOR FOR 2017. 3. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION. 4. ADVISORY VOTE ON THE FREQUENCY OF ADVISORY VOTE ON EXECUTIVE COMPENSATION. 1 Year
2Y70 JHFII Fundamental Large Cap Value Fund MCDONALD'S CORPORATION Page 54 of 102 Security: 580135101 Ticker: MCD ISIN: US5801351017 Agenda Number: 934584168 Meeting Type: Annual Meeting Date: 24-May-17 / 1A. ELECTION OF DIRECTOR: LLOYD DEAN 1B. ELECTION OF DIRECTOR: STEPHEN EASTERBROOK 1C. ELECTION OF DIRECTOR: ROBERT ECKERT 1D. ELECTION OF DIRECTOR: MARGARET GEORGIADIS 1E. ELECTION OF DIRECTOR: ENRIQUE HERNANDEZ, JR. 1F. ELECTION OF DIRECTOR: JEANNE JACKSON 1G. ELECTION OF DIRECTOR: RICHARD LENNY 1H. ELECTION OF DIRECTOR: JOHN MULLIGAN 1I. ELECTION OF DIRECTOR: SHEILA PENROSE 1J. ELECTION OF DIRECTOR: JOHN ROGERS, JR.
Page 55 of 102 / 1K. ELECTION OF DIRECTOR: MILES WHITE 2. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. 3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES TO APPROVE EXECUTIVE COMPENSATION. 1 Year 4. APPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE GOALS FOR AWARDS UNDER THE MCDONALD'S CORPORATION 2012 OMNIBUS STOCK OWNERSHIP PLAN. 5. ADVISORY VOTE TO APPROVE THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITOR FOR 2017. 6. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL REQUESTING A CHANGE TO THE VOTE-COUNTING STANDARD FOR SHAREHOLDER PROPOSALS, IF PROPERLY PRESENTED. 7. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL REGARDING THE THRESHOLD TO CALL SPECIAL SHAREHOLDER MEETINGS, IF PROPERLY PRESENTED. 8. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL TO ISSUE A CLASS OF PREFERRED STOCK WITH THE RIGHT TO ELECT ITS OWN DIRECTOR, IF PROPERLY PRESENTED.
Page 56 of 102 / 9. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL REQUESTING THAT THE BOARD MAKE ALL LAWFUL EFFORTS TO IMPLEMENT AND/OR INCREASE ACTIVITY ON THE HOLY LAND PRINCIPLES, IF PROPERLY PRESENTED. 10. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL REQUESTING THE BOARD TO UPDATE THE COMPANY'S POLICY REGARDING USE OF ANTIBIOTICS BY ITS MEAT SUPPLIERS, IF PROPERLY PRESENTED. 11. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL REQUESTING A REPORT ASSESSING THE ENVIRONMENTAL IMPACTS OF POLYSTYRENE FOAM BEVERAGE CUPS, IF PROPERLY PRESENTED. 12. ADVISORY VOTE ON A SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CHARITABLE CONTRIBUTIONS, IF PROPERLY PRESENTED.
2Y70 JHFII Fundamental Large Cap Value Fund MEDTRONIC PLC Page 57 of 102 Security: G5960L103 Ticker: MDT ISIN: IE00BTN1Y115 Agenda Number: 934492113 Meeting Type: Annual Meeting Date: 09-Dec-16 / 1A. ELECTION OF DIRECTOR: RICHARD H. ANDERSON 1B. ELECTION OF DIRECTOR: CRAIG ARNOLD 1C. ELECTION OF DIRECTOR: SCOTT C. DONNELLY 1D. ELECTION OF DIRECTOR: RANDALL HOGAN III 1E. ELECTION OF DIRECTOR: OMAR ISHRAK 1F. ELECTION OF DIRECTOR: SHIRLEY A. JACKSON, PH.D. 1G. ELECTION OF DIRECTOR: MICHAEL O. LEAVITT 1H. ELECTION OF DIRECTOR: JAMES T. LENEHAN 1I. ELECTION OF DIRECTOR: ELIZABETH NABEL, M.D. 1J. ELECTION OF DIRECTOR: DENISE M. O'LEARY
Page 58 of 102 / 1K. ELECTION OF DIRECTOR: KENDALL J. POWELL 1L. ELECTION OF DIRECTOR: ROBERT C. POZEN 1M. ELECTION OF DIRECTOR: PREETHA REDDY 2. TO RATIFY THE RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS MEDTRONIC'S INDEPENDENT AUDITOR FOR FISCAL YEAR 2017 AND AUTHORIZE THE BOARD OF DIRECTORS, ACTING THROUGH THE AUDIT COMMITTEE, TO SET ITS REMUNERATION. 3. TO APPROVE IN A NON-BINDING ADVISORY VOTE, NAMED EXECUTIVE OFFICER COMPENSATION (A "SAY-ON- PAY" VOTE). 4. TO APPROVE AMENDMENTS TO MEDTRONIC'S ARTICLES OF ASSOCIATION TO IMPLEMENT "PROXY ACCESS". 5A. TO APPROVE AMENDMENTS TO MEDTRONIC'S: ARTICLES OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE CHANGES. 5B. TO APPROVE AMENDMENTS TO MEDTRONIC'S: MEMORANDUM OF ASSOCIATION TO MAKE CERTAIN ADMINISTRATIVE CHANGES.
Page 59 of 102 / 6. TO APPROVE AMENDMENTS TO MEDTRONIC'S ARTICLES OF ASSOCIATION TO CLARIFY THE BOARD'S SOLE AUTHORITY TO DETERMINE ITS SIZE WITHIN THE FIXED LIMITS IN THE ARTICLES OF ASSOCIATION.
2Y70 JHFII Fundamental Large Cap Value Fund MERCK & CO., INC. Page 60 of 102 Security: 58933Y105 Ticker: MRK ISIN: US58933Y1055 Agenda Number: 934581439 Meeting Type: Annual Meeting Date: 23-May-17 / 1A. ELECTION OF DIRECTOR: LESLIE A. BRUN 1B. ELECTION OF DIRECTOR: THOMAS R. CECH 1C. ELECTION OF DIRECTOR: PAMELA J. CRAIG 1D. ELECTION OF DIRECTOR: KENNETH C. FRAZIER 1E. ELECTION OF DIRECTOR: THOMAS H. GLOCER 1F. ELECTION OF DIRECTOR: ROCHELLE B. LAZARUS 1G. ELECTION OF DIRECTOR: JOHN H. NOSEWORTHY 1H. ELECTION OF DIRECTOR: CARLOS E. REPRESAS 1I. ELECTION OF DIRECTOR: PAUL B. ROTHMAN 1J. ELECTION OF DIRECTOR: PATRICIA F. RUSSO
Page 61 of 102 / 1K. ELECTION OF DIRECTOR: CRAIG B. THOMPSON 1L. ELECTION OF DIRECTOR: WENDELL P. WEEKS 1M. ELECTION OF DIRECTOR: PETER C. WENDELL 2. NON-BINDING ADVISORY VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 3. NON-BINDING ADVISORY VOTE ON THE FREQUENCY OF FUTURE VOTES TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS. 1 Year 4. RATIFICATION OF THE APPOINTMENT OF THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2017. 5. SHAREHOLDER PROPOSAL REQUESTING AN INDEPENDENT BOARD CHAIRMAN. 6. SHAREHOLDER PROPOSAL REQUESTING IMPLEMENTATION OF A SET OF EMPLOYEE PRACTICES IN ISRAEL/PALESTINE. 7. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON CONDUCTING BUSINESS IN CONFLICT-AFFECTED AREAS. 8. SHAREHOLDER PROPOSAL REQUESTING A REPORT ON BOARD OVERSIGHT OF PRODUCT SAFETY AND QUALITY.
2Y70 JHFII Fundamental Large Cap Value Fund MICROSOFT CORPORATION Page 62 of 102 Security: 594918104 Ticker: MSFT ISIN: US5949181045 Agenda Number: 934491224 Meeting Type: Annual Meeting Date: 30-Nov-16 / 1A. ELECTION OF DIRECTOR: WILLIAM H. GATES III 1B. ELECTION OF DIRECTOR: TERI L. LIST- STOLL 1C. ELECTION OF DIRECTOR: G. MASON MORFIT 1D. ELECTION OF DIRECTOR: SATYA NADELLA 1E. ELECTION OF DIRECTOR: CHARLES H. NOSKI 1F. ELECTION OF DIRECTOR: HELMUT PANKE 1G. ELECTION OF DIRECTOR: SANDRA E. PETERSON 1H. ELECTION OF DIRECTOR: CHARLES W. SCHARF 1I. ELECTION OF DIRECTOR: JOHN W. STANTON 1J. ELECTION OF DIRECTOR: JOHN W. THOMPSON
Page 63 of 102 / 1K. ELECTION OF DIRECTOR: PADMASREE WARRIOR 2. ADVISORY VOTE TO APPROVE NAMED EXECUTIVE OFFICER COMPENSATION 3. RATIFICATION OF DELOITTE & TOUCHE LLP AS OUR INDEPENDENT AUDITOR FOR FISCAL YEAR 2017 4. APPROVAL OF AMENDMENT TO OUR AMENDED AND RESTATED ARTICLES OF INCORPORATION 5. APPROVAL OF FRENCH SUB PLAN UNDER THE 2001 STOCK PLAN 6. SHAREHOLDER PROPOSAL - REQUESTING CERTAIN PROXY ACCESS BYLAW AMENDMENTS
2Y70 JHFII Fundamental Large Cap Value Fund MORGAN STANLEY Page 64 of 102 Security: 617446448 Ticker: MS ISIN: US6174464486 Agenda Number: 934579458 Meeting Type: Annual Meeting Date: 22-May-17 / 1A. ELECTION OF DIRECTOR: ERSKINE B. BOWLES 1B. ELECTION OF DIRECTOR: ALISTAIR DARLING 1C. ELECTION OF DIRECTOR: THOMAS H. GLOCER 1D. ELECTION OF DIRECTOR: JAMES P. GORMAN 1E. ELECTION OF DIRECTOR: ROBERT H. HERZ 1F. ELECTION OF DIRECTOR: NOBUYUKI HIRANO 1G. ELECTION OF DIRECTOR: KLAUS KLEINFELD 1H. ELECTION OF DIRECTOR: JAMI MISCIK 1I. ELECTION OF DIRECTOR: DENNIS M. NALLY 1J. ELECTION OF DIRECTOR: HUTHAM S. OLAYAN
Page 65 of 102 / 1K. ELECTION OF DIRECTOR: JAMES W. OWENS 1L. ELECTION OF DIRECTOR: RYOSUKE TAMAKOSHI 1M. ELECTION OF DIRECTOR: PERRY M. TRAQUINA 1N. ELECTION OF DIRECTOR: RAYFORD WILKINS, JR. 2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS INDEPENDENT AUDITOR 3. TO APPROVE THE COMPENSATION OF EXECUTIVES AS DISCLOSED IN THE PROXY STATEMENT (NON-BINDING ADVISORY VOTE) 4. TO VOTE ON THE FREQUENCY OF HOLDING A NONBINDING ADVISORY VOTE ON THE COMPENSATION OF EXECUTIVES AS DISCLOSED IN THE PROXY STATEMENT (NON-BINDING ADVISORY VOTE) 1 Year 5. TO APPROVE THE AMENDED AND RESTATED EQUITY INCENTIVE COMPENSATION PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES AND TO EXTEND THE TERM 6. TO APPROVE THE AMENDED AND RESTATED DIRECTORS' EQUITY CAPITAL ACCUMULATION PLAN TO INCREASE THE NUMBER OF AUTHORIZED SHARES
Page 66 of 102 / 7. SHAREHOLDER PROPOSAL REGARDING A CHANGE IN THE TREATMENT OF ABSTENTIONS FOR PURPOSES OF VOTE- COUNTING 8. SHAREHOLDER PROPOSAL REGARDING A POLICY TO PROHIBIT VESTING OF DEFERRED EQUITY AWARDS FOR SENIOR EXECUTIVES WHO RESIGN TO ENTER GOVERNMENT SERVICE
2Y70 JHFII Fundamental Large Cap Value Fund NIELSEN HOLDINGS PLC Page 67 of 102 Security: G6518L108 Ticker: NLSN ISIN: GB00BWFY5505 Agenda Number: 934570979 Meeting Type: Annual Meeting Date: 23-May-17 / 1A. ELECTION OF DIRECTOR: JAMES A. ATTWOOD, JR. 1B. ELECTION OF DIRECTOR: MITCH BARNS 1C. ELECTION OF DIRECTOR: KAREN M. HOGUET 1D. ELECTION OF DIRECTOR: JAMES M. KILTS 1E. ELECTION OF DIRECTOR: HARISH MANWANI 1F. ELECTION OF DIRECTOR: ROBERT POZEN 1G. ELECTION OF DIRECTOR: DAVID RAWLINSON 1H. ELECTION OF DIRECTOR: JAVIER G. TERUEL 1I. ELECTION OF DIRECTOR: LAUREN ZALAZNICK
Page 68 of 102 / 2. TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE YEAR ENDING DECEMBER 31, 2017. 3. TO REAPPOINT ERNST & YOUNG LLP AS OUR UK STATUTORY AUDITOR TO AUDIT OUR UK STATUTORY ANNUAL ACCOUNTS FOR THE YEAR ENDING DECEMBER 31, 2017. 4. TO AUTHORIZE THE AUDIT COMMITTEE TO DETERMINE THE COMPENSATION OF OUR UK STATUTORY AUDITOR. 5. TO APPROVE ON A NON-BINDING, ADVISORY BASIS THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AS DISCLOSED IN THE PROXY STATEMENT PURSUANT TO THE RULES OF THE U.S. SECURITIES AND EXCHANGE COMMISSION. 6. TO DETERMINE ON A NON-BINDING, ADVISORY BASIS WHETHER A SHAREHOLDER VOTE TO APPROVE THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS SHOULD OCCUR EVERY 1, 2 OR 3 YEARS. 1 Year 7. TO APPROVE ON A NON-BINDING, ADVISORY BASIS THE DIRECTORS' COMPENSATION REPORT FOR THE YEAR ENDED DECEMBER 31, 2016.
2Y70 JHFII Fundamental Large Cap Value Fund NOVARTIS AG Page 69 of 102 Security: 66987V109 Ticker: NVS ISIN: US66987V1098 Agenda Number: 934527625 Meeting Type: Annual Meeting Date: 28-Feb-17 / 1. APPROVAL OF THE OPERATING AND FINANCIAL REVIEW OF NOVARTIS AG, THE FINANCIAL STATEMENTS OF NOVARTIS AG AND THE GROUP CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2016 FINANCIAL YEAR 2. DISCHARGE FROM LIABILITY OF THE MEMBERS OF THE BOARD OF DIRECTORS AND THE EXECUTIVE COMMITTEE 3. APPROPRIATION OF AVAILABLE EARNINGS OF NOVARTIS AG AS PER BALANCE SHEET AND DECLARATION OF DIVIDEND 4. REDUCTION OF SHARE CAPITAL 5A. BINDING VOTE ON TOTAL COMPENSATION FOR MEMBERS OF THE BOARD OF DIRECTORS FROM THE 2017 ANNUAL GENERAL MEETING TO THE 2018 ANNUAL GENERAL MEETING 5B. BINDING VOTE ON TOTAL COMPENSATION FOR MEMBERS OF THE EXECUTIVE COMMITTEE FOR THE NEXT FINANCIAL YEAR, I.E. 2018 5C. ADVISORY VOTE ON THE 2016 COMPENSATION REPORT
Page 70 of 102 / 6A. RE-ELECTION AS CHAIRMAN OF THE BOARD OF DIRECTOR: JOERG REINHARDT, PH.D. 6B. RE-ELECTION OF DIRECTOR: NANCY C. ANDREWS, M.D., PH.D. 6C. RE-ELECTION OF DIRECTOR: DIMITRI AZAR, M.D. 6D. RE-ELECTION OF DIRECTOR: TON BUECHNER 6E. RE-ELECTION OF DIRECTOR: SRIKANT DATAR, PH.D. 6F. RE-ELECTION OF DIRECTOR: ELIZABETH DOHERTY 6G. RE-ELECTION OF DIRECTOR: ANN FUDGE 6H. RE-ELECTION OF DIRECTOR: PIERRE LANDOLT, PH.D. 6I. RE-ELECTION OF DIRECTOR: ANDREAS VON PLANTA, PH.D. 6J. RE-ELECTION OF DIRECTOR: CHARLES L. SAWYERS, M.D. 6K. RE-ELECTION OF DIRECTOR: ENRICO VANNI, PH.D. 6L. RE-ELECTION OF DIRECTOR: WILLIAM T. WINTERS
Page 71 of 102 / 6M. RE-ELECTION OF DIRECTOR: FRANS VAN HOUTEN 7A. RE-ELECTION TO THE COMPENSATION COMMITTEE: SRIKANT DATAR, PH.D. 7B. RE-ELECTION TO THE COMPENSATION COMMITTEE: ANN FUDGE 7C. RE-ELECTION TO THE COMPENSATION COMMITTEE: ENRICO VANNI, PH.D. 7D. RE-ELECTION TO THE COMPENSATION COMMITTEE: WILLIAM T. WINTERS 8. RE-ELECTION OF THE STATUTORY AUDITOR 9. RE-ELECTION OF THE INDEPENDENT PROXY 10. GENERAL INSTRUCTIONS IN CASE OF ALTERNATIVE MOTIONS UNDER THE AGENDA ITEMS PUBLISHED IN THE NOTICE OF ANNUAL GENERAL MEETING, AND/OR OF MOTIONS RELATING TO ADDITIONAL AGENDA ITEMS ACCORDING TO ARTICLE 700 PARAGRAPH 3 OF THE SWISS CODE OF OBLIGATIONS IF ALTERNATIVE MOTIONS UNDER THE AGENDA ITEMS PUBLISHED IN THE NOTICE OF ANNUAL GENERAL MEETING AND/OR MOTIONS RELATING TO ADDITIONAL AGENDA ITEMS ACCORDING TO ARTICLE 700 PARAGRAPH 3 OF THE SWISS CODE OF OBLIGATIONS ARE...(DUE TO SPACE LIMITS, SEE PROXY MATERIAL FOR FULL PROPOSAL).
2Y70 JHFII Fundamental Large Cap Value Fund NVR, INC. Page 72 of 102 Security: 62944T105 Ticker: NVR ISIN: US62944T1051 Agenda Number: 934579460 Meeting Type: Annual Meeting Date: 04-May-17 / 1A. ELECTION OF DIRECTOR: C. E. ANDREWS 1B. ELECTION OF DIRECTOR: TIMOTHY M. DONAHUE 1C. ELECTION OF DIRECTOR: THOMAS D. ECKERT 1D. ELECTION OF DIRECTOR: ALFRED E. FESTA 1E. ELECTION OF DIRECTOR: ED GRIER 1F. ELECTION OF DIRECTOR: MANUEL H. JOHNSON 1G. ELECTION OF DIRECTOR: MEL MARTINEZ 1H. ELECTION OF DIRECTOR: WILLIAM A. MORAN 1I. ELECTION OF DIRECTOR: DAVID A. PREISER 1J. ELECTION OF DIRECTOR: W. GRADY ROSIER
Page 73 of 102 / 1K. ELECTION OF DIRECTOR: SUSAN WILLIAMSON ROSS 1L. ELECTION OF DIRECTOR: DWIGHT C. SCHAR 1M. ELECTION OF DIRECTOR: PAUL W. WHETSELL 2. RATIFICATION OF APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITOR FOR THE YEAR ENDING DECEMBER 31, 2017. 3. ADVISORY VOTE TO APPROVE EXECUTIVE COMPENSATION. 4. ADVISORY VOTE ON THE FREQUENCY OF SHAREHOLDER VOTES ON EXECUTIVE COMPENSATION. 1 Year
2Y70 JHFII Fundamental Large Cap Value Fund OCCIDENTAL PETROLEUM CORPORATION Page 74 of 102 Security: 674599105 Ticker: OXY ISIN: US6745991058 Agenda Number: 934559331 Meeting Type: Annual Meeting Date: 12-May-17 / 1A. ELECTION OF DIRECTOR: SPENCER ABRAHAM 1B. ELECTION OF DIRECTOR: HOWARD I. ATKINS 1C. ELECTION OF DIRECTOR: EUGENE L. BATCHELDER 1D. ELECTION OF DIRECTOR: JOHN E. FEICK 1E. ELECTION OF DIRECTOR: MARGARET M. FORAN 1F. ELECTION OF DIRECTOR: CARLOS M. GUTIERREZ 1G. ELECTION OF DIRECTOR: VICKI HOLLUB 1H. ELECTION OF DIRECTOR: WILLIAM R. KLESSE 1I. ELECTION OF DIRECTOR: JACK B. MOORE 1J. ELECTION OF DIRECTOR: AVEDICK B. POLADIAN
Page 75 of 102 / 1K. ELECTION OF DIRECTOR: ELISSE B. WALTER 2. ADVISORY VOTE APPROVING EXECUTIVE COMPENSATION 3. ADVISORY VOTE ON THE FREQUENCY OF FUTURE ADVISORY VOTES APPROVING EXECUTIVE COMPENSATION 1 Year 4. RATIFICATION OF SELECTION OF KPMG LLP AS INDEPENDENT AUDITORS 5. CLIMATE CHANGE ASSESSMENT REPORT 6. LOWER THRESHOLD TO CALL SPECIAL SHAREOWNER MEETINGS 7. METHANE EMISSIONS AND FLARING TARGETS 8. POLITICAL CONTRIBUTIONS AND EXPENDITURES REPORT
2Y70 JHFII Fundamental Large Cap Value Fund ORACLE CORPORATION Page 76 of 102 Security: 68389X105 Ticker: ORCL ISIN: US68389X1054 Agenda Number: 934483556 Meeting Type: Annual Meeting Date: 16-Nov-16 1. DIRECTOR / 1 JEFFREY S. BERG Withheld 2 H. RAYMOND BINGHAM Withheld 3 MICHAEL J. BOSKIN Withheld 4 SAFRA A. CATZ 5 BRUCE R. CHIZEN Withheld 6 GEORGE H. CONRADES Withheld 7 LAWRENCE J. ELLISON 8 HECTOR GARCIA-MOLINA 9 JEFFREY O. HENLEY 10 MARK V. HURD 11 RENEE J. JAMES
Page 77 of 102 / 12 LEON E. PANETTA Withheld 13 NAOMI O. SELIGMAN Withheld 2. ADVISORY VOTE TO APPROVE THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS. 3. RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR FISCAL YEAR 2017. 4. STOCKHOLDER PROPOSAL REGARDING LOBBYING REPORT.
2Y70 JHFII Fundamental Large Cap Value Fund PHILIP MORRIS INTERNATIONAL INC. Page 78 of 102 Security: 718172109 Ticker: PM ISIN: US7181721090 Agenda Number: 934549859 Meeting Type: Annual Meeting Date: 03-May-17 / 1A. ELECTION OF DIRECTOR: HAROLD BROWN 1B. ELECTION OF DIRECTOR: ANDRE CALANTZOPOULOS 1C. ELECTION OF DIRECTOR: LOUIS C. CAMILLERI 1D. ELECTION OF DIRECTOR: MASSIMO FERRAGAMO 1E. ELECTION OF DIRECTOR: WERNER GEISSLER 1F. ELECTION OF DIRECTOR: JENNIFER LI 1G. ELECTION OF DIRECTOR: JUN MAKIHARA 1H. ELECTION OF DIRECTOR: SERGIO MARCHIONNE 1I. ELECTION OF DIRECTOR: KALPANA MORPARIA 1J. ELECTION OF DIRECTOR: LUCIO A. NOTO
Page 79 of 102 / 1K. ELECTION OF DIRECTOR: FREDERIK PAULSEN 1L. ELECTION OF DIRECTOR: ROBERT B. POLET 1M. ELECTION OF DIRECTOR: STEPHEN M. WOLF 2. ADVISORY VOTE APPROVING EXECUTIVE COMPENSATION 3. ADVISORY RESOLUTION ON THE FREQUENCY OF FUTURE ADVISORY VOTES ON EXECUTIVE COMPENSATION 1 Year 4. APPROVAL OF THE 2017 PERFORMANCE INCENTIVE PLAN 5. APPROVAL OF THE 2017 STOCK COMPENSATION PLAN FOR NON- EMPLOYEE DIRECTORS 6. RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS 7. SHAREHOLDER PROPOSAL 1 - HUMAN RIGHTS POLICY 8. SHAREHOLDER PROPOSAL 2 - MEDIATION OF ALLEGED HUMAN RIGHTS VIOLATIONS
2Y70 JHFII Fundamental Large Cap Value Fund QUALCOMM INCORPORATED Page 80 of 102 Security: 747525103 Ticker: QCOM ISIN: US7475251036 Agenda Number: 934522435 Meeting Type: Annual Meeting Date: 07-Mar-17 / 1A. ELECTION OF DIRECTOR: BARBARA T. ALEXANDER 1B. ELECTION OF DIRECTOR: JEFFREY W. HENDERSON 1C. ELECTION OF DIRECTOR: THOMAS W. HORTON 1D. ELECTION OF DIRECTOR: PAUL E. JACOBS 1E. ELECTION OF DIRECTOR: ANN M. LIVERMORE 1F. ELECTION OF DIRECTOR: HARISH MANWANI 1G. ELECTION OF DIRECTOR: MARK D. MCLAUGHLIN 1H. ELECTION OF DIRECTOR: STEVE MOLLENKOPF 1I. ELECTION OF DIRECTOR: CLARK T. RANDT, JR. 1J. ELECTION OF DIRECTOR: FRANCISCO ROS
Page 81 of 102 / 1K. ELECTION OF DIRECTOR: ANTHONY J. VINCIQUERRA 2. RATIFICATION OF THE SELECTION OF PRICEWATERHOUSECOOPERS LLP AS OUR INDEPENDENT PUBLIC ACCOUNTANTS FOR OUR FISCAL YEAR ENDING SEPTEMBER 24, 2017. 3. APPROVAL, ON AN ADVISORY BASIS, OF OUR EXECUTIVE COMPENSATION. 4. STOCKHOLDER PROPOSAL TO AMEND THE PROXY ACCESS PROVISION OF OUR AMENDED AND RESTATED BYLAWS, IF PROPERLY PRESENTED AT THE ANNUAL MEETING.
2Y70 JHFII Fundamental Large Cap Value Fund RALPH LAUREN CORPORATION Page 82 of 102 Security: 751212101 Ticker: RL ISIN: US7512121010 Agenda Number: 934454909 Meeting Type: Annual Meeting Date: 11-Aug-16 1. DIRECTOR / 1 FRANK A. BENNACK, JR. 2 JOEL L. FLEISHMAN 3 HUBERT JOLY 2. RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING APRIL 1, 2017. 3. APPROVAL, ON AN ADVISORY BASIS, OF THE COMPENSATION OF OUR NAMED EXECUTIVE OFFICERS AND OUR COMPENSATION PHILOSOPHY, POLICIES AND PRACTICES AS DESCRIBED IN OUR 2016 PROXY STATEMENT. 4. APPROVAL OF AN AMENDMENT AND RESTATEMENT OF OUR 2010 LONG- TERM STOCK INCENTIVE PLAN (THE "2010 STOCK INCENTIVE PLAN") TO INCREASE THE MAXIMUM NUMBER OF SHARES OF CLASS A COMMON STOCK AVAILABLE FOR AWARD GRANTS UNDER THE 2010 STOCK INCENTIVE PLAN FROM 6,062,518 SHARES TO 6,972,518 SHARES AND RE-APPROVAL OF THE MATERIAL TERMS OF THE PERFORMANCE GOALS
Page 83 of 102 / UNDER THE 2010 STOCK INCENTIVE PLAN TO EXTEND THE FIVE-YEAR PERIOD FOR PURPOSES OF SECTION 162(M) OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED.