UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM N-PX
ANNUAL REPORT OF PROXY VOTING
RECORD OF REGISTERED
MANAGEMENT INVESTMENT COMPANY
Investment Company Act file number 811-05984
| The New Ireland Fund, Inc. | ||
| (Exact name of registrant as specified in charter) |
BNY Mellon Invetsment Servicing (US) Inc.
One Boston Place, 34th Floor
| Boston, MA 02108 | ||
| (Address of principal executive offices) (Zip code) |
BNY Mellon Investment Servicing (US) Inc.
One Boston Place, 34th Floor
| Boston, MA 02108 | ||
| (Name and address of agent for service) |
Registrant’s telephone number, including area code: 508-871-8500
Date of fiscal year end: October 31
Date of reporting period: July 1, 2013 – June 30, 2014
Form N-PX is to be used by a registered management investment company, other than a small business investment company registered on Form N-5 (§§ 239.24 and 274.5 of this chapter), to file reports with the Commission, not later than August 31 of each year, containing the registrant’s proxy voting record for the most recent twelve-month period ended June 30, pursuant to section 30 of the Investment Company Act of 1940 and rule 30b1-4 thereunder (17 CFR 270.30b1-4). The Commission may use the information provided on Form N-PX in its regulatory, disclosure review, inspection, and policymaking roles.
A registrant is required to disclose the information specified by Form N-PX, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-PX unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to the Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.
PROXY VOTING RECORD
FOR PERIOD JULY 1, 2013 TO JUNE 30, 2014
Investment Company Report
| C&C GROUP PLC, DUBLIN | ||||||||
| Security | G1826G107 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | GCC | Meeting Date | 03-Jul-2013 | |||||
| ISIN | IE00B010DT83 | Agenda | 704583106 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To consider the financial statements for the year ended 28 February 2013 and the reports of the Directors and the auditors thereon |
Management | For | For | ||
| 2 | To confirm and declare dividends | Management | For | For | ||
| 3.a | To elect Joris Brams as Director | Management | For | For | ||
| 3.b | To Re-elect Sir Brian Stewart as Director | Management | For | For | ||
| 3.c | To Re-elect Stephen Glancey as Director | Management | For | For | ||
| 3.d | To Re-elect Kenny Neison as Director | Management | For | For | ||
| 3.e | To Re-elect Stewart Gilliland as Director | Management | For | For | ||
| 3.f | To Re-elect John Hogan as Director | Management | For | For | ||
| 3.g | To Re-elect Richard Holroyd as Director | Management | For | For | ||
| 3.h | To Re-elect Breege O’Donoghue as Director | Management | For | For | ||
| 3.i | To Re-elect Anthony Smurfit as Director | Management | For | For | ||
| 4 | To authorise the Directors to fix the auditors’ remuneration |
Management | For | For | ||
| 5 | To fix the Directors’ ordinary remuneration | Management | For | For | ||
| 6 | To receive and consider the Report of the Remuneration Committee on Directors’ Remuneration for the year ended 28 February 2013 |
Management | For | For | ||
| 7 | To authorise the allotment of shares. (Section 20 of the Companies (Amendment) Act, 1983) |
Management | For | For | ||
| 8 | Special Resolution: To authorise the limited disapplication of pre-emption rights. (Section 24 of the Companies (Amendment) Act,1983) |
Management | For | For | ||
| 9 | Special Resolution: To authorise the purchase by the Company of its own shares. (Section 215 of the Companies Act, 1990) |
Management | For | For | ||
| 10 | Special Resolution: To authorise the re-issue by the Company of its shares off-market. (Section 209 of the Companies Act, 1990) |
Management | For | For | ||
| 11 | Special Resolution: That a general meeting of the Company may be called on 14 days’ notice |
Management | For | For | ||
| 12 | Ordinary Resolution: To amend the rules and conditions of, and extend the operation of, the Executive Share Option Plan |
Management | For | For | ||
| 13 | Ordinary Resolution: To amend the rules and conditions of, and extend the operation of, the Long Term Incentive Plan (Part I) |
Management | For | For | ||
| 14 | Ordinary Resolution: To amend the rules and conditions of, and extend the operation of, the Saye savings-related share option scheme |
Management | For | For |
| SEVERN TRENT PLC, BIRMIMGHAM | ||||||||
| Security | G8056D159 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | SVT | Meeting Date | 17-Jul-2013 | |||||
| ISIN | GB00B1FH8J72 | Agenda | 704621019 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | Receive the Report and Accounts | Management | For | For | ||
| 2 | Declare a final dividend | Management | For | For | ||
| 3 | Approve the Directors remuneration report | Management | For | For | ||
| 4 | Reappoint Tony Ballance | Management | For | For | ||
| 5 | Reappoint Bernard Bulkin | Management | For | For | ||
| 6 | Reappoint Richard Davey | Management | For | For | ||
| 7 | Reappoint Andrew Duff | Management | For | For | ||
| 8 | Reappoint Gordon Fryett | Management | For | For |
| 9 | Reappoint Martin Kane | Management | For | For | ||
| 10 | Reappoint Martin Lamb | Management | For | For | ||
| 11 | Reappoint Michael McKeon | Management | For | For | ||
| 12 | Reappoint Baroness Noakes | Management | For | For | ||
| 13 | Reappoint Andy Smith | Management | For | For | ||
| 14 | Reappoint Tony Wray | Management | For | For | ||
| 15 | Reappoint auditors | Management | For | For | ||
| 16 | Authorise directors to determine auditors remuneration |
Management | For | For | ||
| 17 | Authorise political donations | Management | For | For | ||
| 18 | Authorise allotment of shares | Management | For | For | ||
| 19 | Disapply pre-emption rights | Management | For | For | ||
| 20 | Authorise purchase of own shares | Management | For | For | ||
| 21 | Reduce notice period for general meetings | Management | For | For |
| DCC PLC | ||||||||
| Security | G2689P101 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | DCC | Meeting Date | 19-Jul-2013 | |||||
| ISIN | IE0002424939 | Agenda | 704594729 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To receive and consider the Financial Statements for 31 Mar 2013, together with the Reports of the Directors and Auditors thereon |
Management | For | For | ||
| 2 | To declare a final dividend of 56.20 cent per share for the year ended 31 March 2013 |
Management | For | For | ||
| 3 | To approve the Remuneration Report for the year ended 31 March 2013 |
Management | For | For | ||
| 4.a | To re-elect Tommy Breen as a Director | Management | For | For | ||
| 4.b | To re-elect Roisin Brennan as a Director | Management | For | For | ||
| 4.c | To re-elect Michael Buckley as a Director | Management | For | For | ||
| 4.d | To re-elect David Byrne as a Director | Management | For | For | ||
| 4.e | To re-elect Jane Lodge as a Director | Management | For | For | ||
| 4.f | To re-elect Kevin Melia as a Director | Management | For | For | ||
| 4.g | To re-elect John Moloney as a Director | Management | For | For | ||
| 4.h | To re-elect Donal Murphy as a Director | Management | For | For | ||
| 4.i | To re-elect Fergal O’Dwyer as a Director | Management | For | For | ||
| 4.j | To re-elect Leslie Van de Walle as a Director | Management | For | For | ||
| 5 | To authorise the Directors to determine the remuneration of the Auditors |
Management | For | For | ||
| 6 | To authorise the Directors to allot shares | Management | For | For | ||
| 7 | To authorise the Directors to allot shares for cash otherwise than to existing shareholders in certain circumstances |
Management | For | For | ||
| 8 | To authorise the Directors to make market purchases of the Company’s own shares |
Management | For | For | ||
| 9 | To fix the reissue price of the Company’s shares held as treasury shares |
Management | For | For | ||
| 10 | To maintain the existing authority to convene and EGM by 14 days notice |
Management | For | For | ||
| 11 | To approve the proposed amendments to the Articles of association |
Management | For | For | ||
| CMMT | PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF TEXT UNDER RES. NO.-4.F. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY-FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU |
Non-Voting |
| RYANAIR HOLDINGS PLC, DUBLIN | ||||||||
| Security | G7727C145 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | RYA | Meeting Date | 20-Sep-2013 | |||||
| ISIN | IE00B1GKF381 | Agenda | 704695230 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | Accept Financial Statements and Statutory Reports |
Management | Against | Against | ||
| 2a | Re-elect Charles McCreevy as Director | Management | For | For | ||
| 2b | Re-elect Declan McKeon as Director | Management | For | For | ||
| 2c | Elect Julie O’Neill as Director | Management | For | For | ||
| 2d | Elect Louise Phelan as Director | Management | For | For | ||
| 2e | Elect Dick Milliken as Director | Management | For | For | ||
| 3 | Authorize Board to Fix Remuneration of Auditors | Management | For | For | ||
| 4 | Authorize Issuance of Equity or Equity-Linked Securities with Preemptive Rights |
Management | For | For | ||
| 5 | Authorize Issuance of Equity or Equity-Linked Securities without Preemptive Rights |
Management | For | For | ||
| 6 | Authorize Share Repurchase Program | Management | For | For | ||
| 7 | Approve Ryanair Share Option Plan 2013 | Management | Against | Against |
| CPL RESOURCES PLC | ||||||||
| Security | G4817M109 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | CPL | Meeting Date | 21-Oct-2013 | |||||
| ISIN | IE0007214426 | Agenda | 704750315 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To receive and consider the financial statements of the Company for the year ended 30 June 2013 together with the report of the Directors and Auditors thereon |
Management | For | For | ||
| 2 | To declare a final dividend of 4.5 cent per share in respect of the year ended 30 June 2013 |
Management | For | For | ||
| 3.a | To re-elect Garret Roche who retires by rotation pursuant to Article 85 of the Articles of Association of the Company |
Management | For | For | ||
| 3.b | To re-elect Paul Carroll who retires by rotation pursuant to Article 85 of the Articles of Association of the Company |
Management | For | For | ||
| 4 | To authorise the Directors to fix the remuneration of the Auditors |
Management | For | For | ||
| 5 | To authorise the Directors to allot and issue relevant securities for the purpose of Section 20 of the Companies (Amendment) Act 1983 and Article 5 of the Articles of Association of the Company |
Management | For | For | ||
| 6 | To authorise the Directors to allot and issue equity securities for cash for the purpose of Section 24 of the Companies (Amendment) Act 1983 and Article 7 of the Articles of Association of the Company |
Management | For | For | ||
| 7 | To authorise the establishment of the Cpl Resources Plc 2013 Long Term incentive Plan |
Management | For | For | ||
| PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN NUMBERING. IF YOU HAVE AL-READY SENT IN YOUR VOTES, PLEASE DO NOT RETURN THIS PROXY FORM UNLESS YOU DECI-DE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
Non-Voting |
| ORIGIN ENTERPRISES PLC, DUBLIN | ||||||||
| Security | G68097107 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | OGN | Meeting Date | 18-Nov-2013 | |||||
| ISIN | IE00B1WV4493 | Agenda | 704789114 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | Receipt and approval of the accounts | Management | Abstain | N/A | ||
| 2 | Approval of dividend | Management | Abstain | N/A | ||
| 3.A | Re-election of Mr. Declan Giblin | Management | Abstain | N/A | ||
| 3.B | Re-election of Mr. Owen Killian | Management | Abstain | N/A | ||
| 4 | Authorise directors to fix remuneration of auditors | Management | Abstain | N/A | ||
| 5 | Authorise directors to allot relevant securities | Management | Abstain | N/A | ||
| 6 | Empower directors to allot equity securities for cash |
Management | Abstain | N/A |
| 7 | Authorise market purchases of shares and fix re- issue price range |
Management | Abstain | N/A | ||
| 8 | Amendment of memorandum and articles of association |
Management | Abstain | N/A |
| ORIGIN ENTERPRISES PLC, DUBLIN | ||||||||
| Security | G68097107 | Meeting Type | ExtraOrdinary General Meeting | |||||
| Ticker Symbol | OGN | Meeting Date | 18-Nov-2013 | |||||
| ISIN | IE00B1WV4493 | Agenda | 704789126 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | Authorise purchase of shares under the tender offer |
Management | Abstain | N/A | ||
| 2.A | Authorise the purchase of shares under the tender offer from the following director: Tom O’Mahony |
Management | Abstain | N/A | ||
| 2.B | Authorise the purchase of shares under the tender offer from the following director: Brendan Fitzgerald |
Management | Abstain | N/A | ||
| 2.C | Authorise the purchase of shares under the tender offer from the following director: Declan Giblin |
Management | Abstain | N/A | ||
| 2.D | Authorise the purchase of shares under the tender offer from the following director: Hugh McCuteheon |
Management | Abstain | N/A |
| ARYZTA AG, ZUERICH | ||||||||
| Security | H0336B110 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | YZA | Meeting Date | 10-Dec-2013 | |||||
| ISIN | CH0043238366 | Agenda | 704825465 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| CMMT | PART 1 OF THIS MEETING IS FOR REGISTRATION ONLY. IF YOU WISH TO SUBMIT A VOTE-OR A MEETING ATTENDANCE ON PART 2 OF THE MEETING, THIS CAN ONLY BE PROCESSED B-Y THE SUB-CUSTODIAN IF YOU FIRST VOTE IN FAVOUR OF THE REGISTRATION IN PART 1- BELOW. BY VOTING IN FAVOUR OF THE BELOW RESOLUTION, YOU ARE AUTHORISING BROADR-IDGE TO ASK YOUR SUB-CUSTODIAN TO REGISTER THE SHARES. IT IS A MARKET REQUIREM-ENT FOR MEETINGS OF THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A RE-GISTERED LOCATION AT THE CENTRAL SECURITIES DEPOSITORY. DEPENDING ON SUB-CUST-ODIAN PRACTICES, SHARES MAY REMAIN REGISTERED UNTIL MEETING DATE+1. DE-REGISTR-ATION PROCEDURES MAY VARY AND THEREFORE WHILST THIS DOES NOT PREVENT THE TRADI-NG OF SHARES, ANY THAT ARE REGISTERED MUST BE FIRST DE-REGISTERED IF REQUIRED- FOR SETTLEMENT. DE-REGISTRATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES.-PLEASE CONTACT YOUR CLIENT SERVICE REPRESENTATIVE IF YOU HAVE ANY CONCERNS. |
Non-Voting |
| CMMT | PART 2 OF THIS MEETING IS FOR VOTING ON AGENDA AND MEETING ATTENDANCE REQUESTS-ONLY. PLEASE ENSURE THAT YOU HAVE FIRST VOTED IN FAVOUR OF THE REGISTRATION O-F SHARES IN PART 1 OF THE MEETING. IT IS A MARKET REQUIREMENT FOR MEETINGS OF-THIS TYPE THAT THE SHARES ARE REGISTERED AND MOVED TO A REGISTERED LOCATION A-T THE CSD, AND SPECIFIC POLICIES AT THE INDIVIDUAL SUB-CUSTODIANS MAY VARY. U-PON RECEIPT OF THE VOTE INSTRUCTION, IT IS POSSIBLE THAT A MARKER MAY BE PLACE-D ON YOUR SHARES TO ALLOW FOR RECONCILIATION AND RE-REGISTRATION FOLLOWING A T- RADE. THEREFORE WHILST THIS DOES NOT PREVENT THE TRADING OF SHARES, ANY THAT A-RE REGISTERED MUST BE FIRST DEREGISTERED IF REQUIRED FOR SETTLEMENT. DEREGIST-RATION CAN AFFECT THE VOTING RIGHTS OF THOSE SHARES. IF YOU HAVE CONCERNS REGA- RDING YOUR ACCOUNTS, PLEASE CONTACT YOUR CLIENT REPRESENTATIVE |
Non-Voting | ||||
| 1.1 | Approval of the annual report 2013 | Management | Abstain | N/A | ||
| 1.2 | Advisory vote on the compensation report 2013 | Management | Abstain | N/A | ||
| 2.1 | Appropriation of available earnings 2013 | Management | Abstain | N/A | ||
| 2.2 | Release of legal reserves from capital contribution and distribution as a dividend |
Management | Abstain | N/A | ||
| 3 | Discharge of the members of the board of directors |
Management | Abstain | N/A | ||
| 4.1 | Re-election of Mr. Charles (Chuck) Adair as member of the board of directors |
Management | Abstain | N/A | ||
| 4.2 | Re-election of Mr. Owen Killian as member of the board of directors |
Management | Abstain | N/A | ||
| 5.1 | Election of Mr. Andrew Morgan as member of the board of directors |
Management | Abstain | N/A | ||
| 5.2 | Election of Mr. John Yamin as member of the board of directors |
Management | Abstain | N/A | ||
| 6 | Amendment of article 5 of articles of association (relating to authorized share capital) |
Management | Abstain | N/A | ||
| 7 | Re-election of the Auditors / PricewaterhouseCoopers AG, Zurich |
Management | Abstain | N/A | ||
| 8 | In the case of ad-hoc/Miscellaneous shareholder motions proposed during the general meeting, I authorize my proxy to act as follows in accordance with the board of directors. |
Management | Abstain | N/A |
| DRAGON OIL PLC, DUBLIN | ||||||||
| Security | G2828W132 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | DGO | Meeting Date | 23-Apr-2014 | |||||
| ISIN | IE0000590798 | Agenda | 705061389 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To receive the Financial Statements for the year ended 31 December 2013 |
Management | For | For | ||
| 2 | To declare a dividend | Management | For | For | ||
| 3.a | To re-elect Mohammed Al Ghurair as a Director | Management | For | For | ||
| 3.b | To re-elect Abdul Jaleel Al Khalifa as a Director | Management | For | For | ||
| 3.c | To re-elect Thor Haugnaess as a Director | Management | For | For | ||
| 3.d | To re-elect Ahmad Sharaf as a Director | Management | For | For | ||
| 3.e | To re-elect Ahmad Al Muhairbi as a Director | Management | For | For | ||
| 3.f | To re-elect Saeed Al Mazrooei as a Director | Management | For | For | ||
| 3.g | To elect Justin Crowley as a Director | Management | For | For | ||
| 4 | To approve the Directors’ Remuneration Policy | Management | For | For | ||
| 5 | To receive the Directors’ Remuneration Report for the year ended 31 December 2013 |
Management | For | For | ||
| 6 | To authorise the Directors to fix the Auditors’ remuneration |
Management | For | For | ||
| 7 | To authorise general meetings outside the Republic of Ireland |
Management | For | For |
| 8 | To authorise the calling of general meetings on not less than 14 days’ notice |
Management | For | For | ||
| 9 | To authorise the Directors to allot relevant securities |
Management | For | For | ||
| 10 | To disapply statutory pre-emption rights | Management | For | For | ||
| 11 | To authorise the repurchase of the Company’s shares |
Management | For | For | ||
| 12 | To approve the adoption of the 2014 Long-Term Incentive Plan |
Management | For | For |
| BANK OF IRELAND (THE GOVERNOR AND COMPANY OF THE B | ||||||||
| Security | G49374146 | Meeting Type | Other Meeting | |||||
| Ticker Symbol | BKIR | Meeting Date | 25-Apr-2014 | |||||
| ISIN | IE0030606259 | Agenda | 705060248 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To consider the report of the directors, the auditors’ report and the accounts for the year ended 31 December 2013 |
Management | For | For | ||
| 2 | To consider the report on directors’ remuneration for the year ended 31 December 2013 |
Management | For | For | ||
| 3.i | To elect Brad Martin a director of the court | Management | For | For | ||
| 3.iia | To re-elect the following Director: Kent Atkinson | Management | For | For | ||
| 3.iib | To re-elect the following Director: Richie Boucher | Management | For | For | ||
| 3.iic | To re-elect the following Director: Pat Butler | Management | For | For | ||
| 3.iid | To re-elect the following Director: Patrick Haren | Management | For | For | ||
| 3.iie | To re-elect the following Director: Archie Kane | Management | For | For | ||
| 3.iif | To re-elect the following Director: Andrew Keating |
Management | For | For | ||
| 3.iig | To re-elect the following Director: Patrick Kennedy |
Management | For | For | ||
| 3.iih | To re-elect the following Director: Davida Marston | Management | For | For | ||
| 3.iii | To re-elect the following Director: Patrick Mulvihill | Management | For | For | ||
| 3.iij | To re-elect the following Director: Patrick O’Sullivan |
Management | For | For | ||
| 3.iik | To re-elect the following Director: Wilbur L. Ross Jr. |
Management | For | For | ||
| 4 | To authorise the directors to fix the remuneration of the auditors |
Management | For | For | ||
| 5 | To determine the re-issue price range for treasury stock |
Management | For | For | ||
| 6 | To renew the directors’ authority to issue ordinary stock on a non-pre-emptive basis for cash |
Management | For | For | ||
| 7 | To renew the directors’ authority to issue ordinary stock on a non-pre-emptive basis other than for cash |
Management | For | For | ||
| 8 | To authorise the directors to issue for cash or non-cash on a non-pre-emptive basis, contingent equity conversion notes, and ordinary stock on the conversion of such notes |
Management | For | For | ||
| 9 | To maintain the existing authority to convene an EGC by 14 days’ notice |
Management | For | For |
| FBD HOLDINGS PLC | ||||||||
| Security | G3335G107 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | FBD | Meeting Date | 29-Apr-2014 | |||||
| ISIN | IE0003290289 | Agenda | 705089755 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To receive and consider the 2013 Directors’ Report and Financial Statements |
Management | For | For | ||
| 2 | To declare a dividend on the 8% non-cumulative preference shares |
Management | For | For | ||
| 3 | To declare a final dividend of 33.25 cent per ordinary share for the year ended 31 December 2013 |
Management | For | For | ||
| 4 | To approve the Report on Directors’ Remuneration for the year ended 31 December 2013 |
Management | For | For |
| 5.a | To re-elect the following person as Director of the Company: Michael Berkery |
Management | For | For | ||
| 5.b | To re-elect the following person as Director of the Company: Sean Dorgan |
Management | For | For | ||
| 5.c | To re-elect the following person as Director of the Company: Brid Horan |
Management | For | For | ||
| 5.d | To re-elect the following person as Director of the Company: Andrew Langford |
Management | For | For | ||
| 5.e | To re-elect the following person as Director of the Company: Dermot Mulvihill |
Management | For | For | ||
| 5.f | To re-elect the following person as Director of the Company: Cathal O’Caoimh |
Management | For | For | ||
| 5.g | To re-elect the following person as Director of the Company: Padraig Walshe |
Management | For | For | ||
| 6 | To authorise the Directors to fix the remuneration of the Auditors |
Management | For | For | ||
| 7 | To authorise the Directors to allot shares | Management | For | For | ||
| 8 | To approve a limited disapplication of pre- emption rights |
Management | For | For | ||
| 9 | To authorise the Company to make market purchases of its own shares |
Management | For | For | ||
| 10 | To set the off-market re-issue price range for the Company’s shares held in treasury |
Management | For | For | ||
| 11 | To maintain the existing authority to convene an EGM by 14 days notice |
Management | For | For |
| KERRY GROUP PLC | ||||||||
| Security | G52416107 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | KYG | Meeting Date | 01-May-2014 | |||||
| ISIN | IE0004906560 | Agenda | 705116273 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | REPORT AND ACCOUNTS | Management | For | For | ||
| 2 | DECLARATION OF DIVIDEND | Management | For | For | ||
| 3.A | TO RE-ELECT MR. MICHAEL AHERN | Management | For | For | ||
| 3.B | TO RE-ELECT DR HUGH BRADY | Management | For | For | ||
| 3.C | TO RE-ELECT MR. JAMES DEVANE | Management | For | For | ||
| 3.D | TO RE-ELECT MR. JOHN JOSEPH O CONNOR | Management | For | For | ||
| 4.A | TO RE-ELECT MR. DENIS BUCKLEY | Management | For | For | ||
| 4.B | TO RE-ELECT MR. GERRY BEHAN | Management | For | For | ||
| 4.C | TO RE-ELECT MR. MICHAEL DOWLING | Management | For | For | ||
| 4.D | TO RE-ELECT MS JOAN GARAHY | Management | For | For | ||
| 4.E | TO RE-ELECT MR. FLOR HEALY | Management | For | For | ||
| 4.F | TO RE-ELECT MR. JAMES KENNY | Management | For | For | ||
| 4.G | TO RE-ELECT MR. STAN MCCARTHY | Management | For | For | ||
| 4.H | TO RE-ELECT MR. BRIAN MEHIGAN | Management | For | For | ||
| 4.I | TO RE-ELECT MR. PHILIP TOOMEY | Management | For | For | ||
| 5 | REMUNERATION OF AUDITORS | Management | For | For | ||
| 6 | REMUNERATION REPORT | Management | For | For | ||
| 7 | SECTION 20 AUTHORITY | Management | For | For | ||
| 8 | DISAPPLICATION OF SECTION 23 | Management | For | For | ||
| 9 | TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES OF ITS OWN SHARES |
Management | For | For | ||
| 10 | TO APPROVE THE PROPOSED AMENDMENTS TO THE ARTICLES OF ASSOCIATION |
Management | For | For |
| KINGSPAN GROUP PLC | ||||||||
| Security | G52654103 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | KSP | Meeting Date | 01-May-2014 | |||||
| ISIN | IE0004927939 | Agenda | 705089589 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | To adopt the Financial Statements | Management | For | For | ||
| 2 | To declare a final dividend | Management | For | For |
| 3 | To approve the report of the Remuneration Committee |
Management | For | For | ||
| 4.a | To re-elect Eugene Murtagh as a director | Management | For | For | ||
| 4.b | To re-elect Gene M. Murtagh as a director | Management | For | For | ||
| 4.c | To re-elect Geoff Doherty as a director | Management | For | For | ||
| 4.d | To re-elect Russell Shiels as a director | Management | For | For | ||
| 4.e | To re-elect Peter Wilson as a director | Management | For | For | ||
| 4.f | To re-elect Gilbert McCarthy as a director | Management | For | For | ||
| 4.g | To re-elect Helen Kirkpatrick as a director | Management | For | For | ||
| 4.h | To re-elect Kieran Murphy | Management | For | For | ||
| 4.i | To elect Linda Hickey as a director | Management | For | For | ||
| 5 | To authorise the directors to-fix the remuneration of the auditors |
Management | For | For | ||
| 6 | To authorise the directors to allot securities | Management | For | For | ||
| 7 | Dis-application of pre-emption rights | Management | For | For | ||
| 8 | Purchase of company shares | Management | For | For | ||
| 9 | Re-issue of treasury shares | Management | For | For | ||
| 10 | To approve the convening of certain EGMs on 14 days notice |
Management | For | For | ||
| CMMT | 01 APR 2014: PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION OF TEXT O-F RESOLUTION 10. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN-THIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK Y-OU. |
Non-Voting |
| AER LINGUS GROUP PLC, DUBLIN | ||||||||
| Security | G0125Z105 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | AERL | Meeting Date | 02-May-2014 | |||||
| ISIN | IE00B1CMPN86 | Agenda | 705122137 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 AND THE REPORTS OF THE DIRECTORS AND AUDITORS THEREON |
Management | For | For | ||
| 2 | CONSIDERATION OF THE REMUNERATION REPORT |
Management | For | For | ||
| 3.A | TO RE-ELECT COLM BARRINGTON | Management | For | For | ||
| 3.B | TO RE-ELECT DAVID BEGG | Management | For | For | ||
| 3.C | TO RE-ELECT MONTIE BREWER | Management | For | For | ||
| 3.D | TO RE-ELECT LAURENCE CROWLEY | Management | For | For | ||
| 3.E | TO RE-ELECT ANDREW MACFARLANE | Management | For | For | ||
| 3.F | TO RE-ELECT CHRISTOPH MUELLER | Management | For | For | ||
| 3.G | TO RE-ELECT NICOLA SHAW | Management | For | For | ||
| 3.H | TO ELECT EMER GILVARRY | Management | For | For | ||
| 3.I | TO ELECT JOHN HARTNETT | Management | For | For | ||
| 3.J | TO ELECT NIGEL NORTHRIDGE | Management | For | For | ||
| 3.K | TO ELECT NICOLAS VILLEN | Management | For | For | ||
| 4 | AUTHORISATION TO FIX THE REMUNERATION OF THE AUDITORS |
Management | For | For | ||
| 5 | DECLARATION OF A DIVIDEND | Management | For | For | ||
| 6 | AUTHORISATION TO RETAIN THE POWER TO HOLD EGMS ON 14 DAYS’ NOTICE |
Management | For | For | ||
| 7 | AUTHORISATION OF DIRECTORS TO ALLOT SHARES |
Management | For | For | ||
| 8 | AUTHORISATION TO ALLOT EQUITY SECURITIES OTHERWISE THAN IN ACCORDANCE WITH STATUTORY PRE- EMPTION RIGHTS |
Management | For | For | ||
| 9 | AUTHORISATION OF MARKET PURCHASES OF THE COMPANY’S OWN SHARES |
Management | For | For | ||
| 10 | DETERMINATION OF THE PRICE RANGE FOR THE RE-ISSUE OF TREASURY SHARES OFF- MARKET |
Management | For | For |
| 11 | AMENDMENT TO ARTICLE 59 OF THE ARTICLES OF ASSOCIATION |
Management | For | For | ||
| CMMT | 08 APR 2014: PLEASE NOTE THAT THIS IS A REVISION DUE TO MODIFICATION TO TEXT O-F RESOLUTION 5. IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT RETURN T-HIS PROXY FORM UNLESS YOU DECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YO-U. |
Non-Voting |
| SMURFIT KAPPA GROUP PLC, DUBLIN | ||||||||
| Security | G8248F104 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | SKG | Meeting Date | 02-May-2014 | |||||
| ISIN | IE00B1RR8406 | Agenda | 705109913 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | CONSIDERATION OF FINANCIAL STATEMENTS AND REPORTS OF THE DIRECTORS AND AUDITORS |
Management | For | For | ||
| 2 | CONSIDERATION OF THE DIRECTORS’ REMUNERATION REPORT |
Management | For | For | ||
| 3 | CONSIDERATION OF THE REMUNERATION POLICY |
Management | For | For | ||
| 4 | DECLARATION OF A DIVIDEND | Management | For | For | ||
| 5 | ELECTION OF MR. JOHN MOLONEY AS A DIRECTOR |
Management | For | For | ||
| 6.A | RE-ELECTION OF DIRECTORS: MR. LIAM O’MAHONY |
Management | For | For | ||
| 6.B | RE-ELECTION OF DIRECTORS: MR. GARY MCGANN |
Management | For | For | ||
| 6.C | RE-ELECTION OF DIRECTORS: MR. ANTHONY SMURFIT |
Management | For | For | ||
| 6.D | RE-ELECTION OF DIRECTORS: MR. IAN CURLEY |
Management | For | For | ||
| 6.E | RE-ELECTION OF DIRECTORS: MR. FRITS BEURSKENS |
Management | For | For | ||
| 6.F | RE-ELECTION OF DIRECTORS: Ms. CHRISTEL BORIES |
Management | For | For | ||
| 6.G | RE-ELECTION OF DIRECTORS: MR. THOMAS BRODIN |
Management | For | For | ||
| 6.H | RE-ELECTION OF DIRECTORS: MR. IRIAL FINAN |
Management | For | For | ||
| 6.I | RE-ELECTION OF DIRECTORS: MR. SAMUEL MENCOFF |
Management | For | For | ||
| 6.J | RE-ELECTION OF DIRECTORS: MR. ROBERTO NEWELL |
Management | For | For | ||
| 6.K | RE-ELECTION OF DIRECTORS: MR. NICANOR RESTREPO |
Management | For | For | ||
| 6.L | RE-ELECTION OF DIRECTORS: MR. PAUL STECKO |
Management | For | For | ||
| 6.M | RE-ELECTION OF DIRECTORS: Ms. ROSEMARY THORNE |
Management | For | For | ||
| 7 | REMUNERATION OF AUDITORS | Management | For | For | ||
| 8 | AUTHORITY TO ISSUE SHARES | Management | For | For | ||
| 9 | DISAPPLICATION OF PRE-EMPTION RIGHTS | Management | For | For | ||
| 10 | AUTHORITY TO PURCHASE OWN SHARES | Management | For | For | ||
| 11 | CONVENING AN EXTRAORDINARY GENERAL MEETING ON 14 CLEAR DAYS’ NOTICE |
Management | For | For |
| CRH PLC, DUBLIN | ||||||||
| Security | G25508105 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | CRH | Meeting Date | 07-May-2014 | |||||
| ISIN | IE0001827041 | Agenda | 705039560 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | Accept Financial Statements and Statutory Reports |
Management | For | For | ||
| 2 | Approve Final Dividend | Management | For | For | ||
| 3 | Approve Remuneration Report | Management | For | For | ||
| 4 | Approve Remuneration Policy | Management | For | For |
| 5.a | Re-elect Ernst Bartschi as Director | Management | For | For | ||
| 5.b | Re-elect Maeve Carton as Director | Management | For | For | ||
| 5.c | Re-elect Bill Egan as Director | Management | For | For | ||
| 5.d | Re-elect Utz-Hellmuth Felcht as Director | Management | For | For | ||
| 5.e | Re-elect Nicky Hartery as Director | Management | For | For | ||
| 5.f | Re-elect John Kennedy as Director | Management | For | For | ||
| 5.g | Elect Don McGovern Jr. as Director | Management | For | For | ||
| 5.h | Re-elect Heather Ann McSharry as Director | Management | For | For | ||
| 5.i | Re-elect Albert Manifold as Director | Management | For | For | ||
| 5.j | Re-elect Dan O’Connor as Director | Management | For | For | ||
| 5.k | Elect Henk Rottinghuis as Director | Management | For | For | ||
| 5.l | Re-elect Mark Towe as Director | Management | For | For | ||
| 6 | Authorise Board to Fix Remuneration of Auditors | Management | For | For | ||
| 7 | Reappoint Ernst Young as Auditors | Management | For | For | ||
| 8 | Authorise Issue of Equity with Pre-emptive Rights | Management | For | For | ||
| 9 | Authorise Issue of Equity without Pre-emptive Rights |
Management | For | For | ||
| 10 | Authorise Market Purchase of Ordinary Shares | Management | For | For | ||
| 11 | Authorise Re-issuance of Treasury Shares | Management | For | For | ||
| 12 | Approve Scrip Dividend Program | Management | For | For | ||
| 13 | Approve Performance Share Plan | Management | For | For |
| GRAFTON GROUP PLC | ||||||||
| Security | G4035Q189 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | GFTU | Meeting Date | 09-May-2014 | |||||
| ISIN | IE00B00MZ448 | Agenda | 705122466 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 2.A | TO RE-ELECT DIRECTOR MR. MICHAEL CHADWICK |
Management | For | For | ||
| 2.B | TO RE-ELECT DIRECTOR MR. CHARLES M. FISHER |
Management | For | For | ||
| 2.C | TO RE-ELECT DIRECTOR Ms. ANNETTE FLYNN |
Management | For | For | ||
| 2.D | TO RE-ELECT DIRECTOR MR. RODERICK RYAN |
Management | For | For | ||
| 2.E | TO RE-ELECT DIRECTOR MR. FRANK VAN ZANTEN |
Management | For | For | ||
| 2.F | TO ELECT MR. DAVID ARNOLD AS A DIRECTOR OF THE COMPANY |
Management | For | For | ||
| 2.G | TO RE-ELECT MR. GAVIN SLARK AS A DIRECTOR OF THE COMPANY |
Management | For | For | ||
| 3 | TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF The AUDITORS |
Management | For | For | ||
| 4.A | TO RECEIVE AND CONSIDER THE CHAIRMAN’S ANNUAL STATEMENT AND THE ANNUAL REPORT ON REMUNERATION OF THE REMUNERATION COMMITTEE FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 4.B | TO RECEIVE AND CONSIDER THE REMUNERATION POLICY REPORT OF THE REMUNERATION COMMITTEE |
Management | For | For | ||
| 5 | TO APPROVE THE CONVENING OF AN EXTRAORDINARY GENERAL MEETING ON 14 CLEAR DAYS’ NOTICE |
Management | For | For | ||
| 6 | TO EMPOWER THE DIRECTORS TO ALLOT SHARES OTHERWISE THAN IN ACCORDANCE WITH STATUTORY PRE- EMPTION RIGHTS |
Management | For | For | ||
| 7 | TO AUTHORISE MARKET PURCHASES OF THE COMPANY’S OWN SHARES |
Management | For | For | ||
| 8 | TO DETERMINE THE PRICE RANGE FOR THE RE-ISSUE OF TREASURY SHARES OFF- MARKET |
Management | For | For |
| GLANBIA PLC | ||||||||
| Security | G39021103 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | GLB | Meeting Date | 13-May-2014 | |||||
| ISIN | IE0000669501 | Agenda | 705152887 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 4 JANUARY 2014 TOGETHER WITH THE REPORTS OF THE DIRECTORS AND THE AUDITORS THEREON |
Management | For | For | ||
| 2 | TO DECLARE A FINAL DIVIDEND OF 5.97 CENT PER SHARE ON THE ORDINARY SHARES FOR THE YEAR ENDED 4 JANUARY 2014 |
Management | For | For | ||
| 3.a | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: JOHN CALLAGHAN |
Management | For | For | ||
| 3.b | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: WILLIAM CARROLL |
Management | For | For | ||
| 3.c | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: HENRY CORBALLY |
Management | For | For | ||
| 3.d | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: JER DOHENY |
Management | For | For | ||
| 3.e | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: DAVID FARRELL |
Management | For | For | ||
| 3.f | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: MARK GARVEY |
Management | For | For | ||
| 3.g | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: DONARD GAYNOR |
Management | For | For | ||
| 3.h | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: PATRICK GLEESON |
Management | For | For | ||
| 3.i | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: VINCENT GORMAN |
Management | For | For | ||
| 3.j | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: PAUL HARAN |
Management | For | For |
| 3.k | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: LIAM HERLIHY |
Management | For | For | ||
| 3.l | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: MARTIN KEANE |
Management | For | For | ||
| 3.m | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: MICHAEL KEANE |
Management | For | For | ||
| 3.n | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: HUGH MCGUIRE |
Management | For | For | ||
| 3.o | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: MATTHEW MERRICK |
Management | For | For | ||
| 3.p | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: JOHN MURPHY |
Management | For | For | ||
| 3.q | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: PATRICK MURPHY |
Management | For | For | ||
| 3.r | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: BRIAN PHELAN |
Management | For | For | ||
| 3.s | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HIMSELF FOR RE- APPOINTMENT: EAMON POWER |
Management | For | For | ||
| 3.t | TO RE-APPOINT THE FOLLOWING DIRECTOR, IN ACCORDANCE WITH THE PROVISIONS OF THE UK CORPORATE GOVERNANCE CODE, WHO RETIRE AND, BEING ELIGIBLE, OFFER HERSELF FOR RE- APPOINTMENT: SIOBHAN TALBOT |
Management | For | For | ||
| 4 | TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS FOR THE 2014 FINANCIAL YEAR |
Management | For | For | ||
| 5 | TO RECEIVE AND CONSIDER THE REMUNERATION COMMITTEE REPORT FOR THE YEAR ENDED 4 JANUARY 2014 |
Management | For | For | ||
| 6 | TO INCREASE THE AUTHORISED SHARE CAPITAL |
Management | For | For | ||
| 7 | TO AMEND THE MEMORANDUM OF ASSOCIATION OF THE COMPANY |
Management | For | For | ||
| 8 | TO AMEND THE ARTICLES OF ASSOCIATION | Management | For | For | ||
| 9 | AUTHORISATION TO ALLOT EQUITY SECURITIES FOR CASH |
Management | For | For | ||
| 10 | AUTHORISATION TO ALLOT EQUITY SECURITIES OTHERWISE THAN IN ACCORDANCE WITH STATUTORY PRE- EMPTION RIGHTS |
Management | For | For |
| 11 | AUTHORISATION TO RETAIN THE POWER TO HOLD AN EXTRAORDINARY GENERAL MEETING ON 14 DAYS’ NOTICE |
Management | For | For | ||
| CMMT | 06 MAY 2014: PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN RECORD DATE.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU D-ECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
Non-Voting |
| PADDY POWER PLC | ||||||||
| Security | G68673105 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | PWL | Meeting Date | 13-May-2014 | |||||
| ISIN | IE0002588105 | Agenda | 705152255 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2013 AND THE REPORTS OF THE DIRECTORS AND AUDITORS THEREON |
Management | For | For | ||
| 2 | TO DECLARE A FINAL DIVIDEND OF 90.0 CENT PER SHARE FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 3 | TO RECEIVE AND CONSIDER THE REMUNERATION COMMITTEE REPORT ON DIRECTORS’ REMUNERATION FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 4 | TO ELECT MICHAEL CAWLEY AS A DIRECTOR WHO IS RECOMMENDED BY THE BOARD FOR ELECTION |
Management | For | For | ||
| 5.a | TO RE-ELECT NIGEL NORTHRIDGE | Management | For | For | ||
| 5.b | TO RE-ELECT PATRICK KENNEDY | Management | For | For | ||
| 5.c | TO RE-ELECT STEWART KENNY | Management | For | For | ||
| 5.d | TO RE-ELECT ULRIC JEROME | Management | For | For | ||
| 5.e | TO RE-ELECT TOM GRACE | Management | For | For | ||
| 5.f | TO RE-ELECT DANUTA GRAY | Management | For | For | ||
| 5.g | TO RE-ELECT CORMAC MCCARTHY | Management | For | For | ||
| 5.h | TO RE-ELECT PADRAIG O RIORDAIN | Management | For | For | ||
| 6 | TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS FOR THE YEAR ENDING 31 DECEMBER 2014 |
Management | For | For | ||
| 7 | THAT IT IS HEREBY RESOLVED THAT THE PROVISION IN ARTICLE 53(A) ALLOWING FOR THE CONVENING OF AN EXTRAORDINARY GENERAL MEETING BY AT LEAST FOURTEEN CLEAR DAYS’ NOTICE (WHERE SUCH MEETINGS ARE NOT CONVENED FOR THE PASSING OF A SPECIAL RESOLUTION) SHALL CONTINUE TO BE EFFECTIVE |
Management | For | For | ||
| 8 | THAT THE DIRECTORS BE AND THEY ARE HEREBY GENERALLY AND UNCONDITIONALLY AUTHORISED TO EXERCISE ALL THE POWERS OF THE COMPANY TO ALLOT RELEVANT SECURITIES (WITHIN THE MEANING OF SECTION 20 OF THE COMPANIES (AMENDMENT) ACT 1983) UP TO AN AGGREGATE NOMINAL AMOUNT OF EUR 1,700,077, REPRESENTING APPROXIMATELY ONE THIRD OF THE ISSUED SHARE CAPITAL OF THE COMPANY AT THE DATE OF THE NOTICE CONTAINING THIS RESOLUTION; PROVIDED THAT THIS AUTHORITY SHALL EXPIRE AT THE CLOSE OF BUSINESS ON |
Management | For | For |
| THE EARLIER OF THE DATE OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR 12 NOVEMBER 2015 SAVE THAT THE COMPANY MAY BEFORE SUCH EXPIRY MAKE AN OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE DIRECTORS MAY CONTD |
||||||
| CONT | CONTD ALLOT RELEVANT SECURITIES IN PURSUANCE OF SUCH OFFER OR AGREEMENT AS IF-THE AUTHORITY HEREBY CONFERRED HAD NOT EXPIRED |
Non-Voting | ||||
| 9 | THAT FOR THE PURPOSES OF REGULATION 8(D) OF THE ARTICLES OF THE ASSOCIATION OF THE COMPANY, THE DIRECTORS ARE HEREBY EMPOWERED TO ALLOT EQUITY SECURITIES (AS DEFINED IN SECTION 23 OF THE COMPANIES (AMENDMENT) ACT 1983) FOR CASH PURSUANT TO AND IN ACCORDANCE WITH THE PROVISIONS OF THEIR AUTHORITY PURSUANT TO SECTION 20 OF THE COMPANIES (AMENDMENT) ACT 1983 AS IF SUB-SECTION (1) OF SECTION 23 OF THE COMPANIES (AMENDMENT) ACT 1983 DID NOT APPLY TO ANY SUCH ALLOTMENT PROVIDED THAT, PURSUANT TO REGULATION 8(D)(II), THE MAXIMUM AGGREGATE NOMINAL VALUE OF SHARES TO WHICH THIS AUTHORITY RELATES SHALL BE AN AGGREGATE NOMINAL VALUE OF EUR 255,012 OR FIVE PER CENT OF THE COMPANY’S ISSUED ORDINARY SHARE CAPITAL AT THE CLOSE OF BUSINESS ON THE DATE ON CONTD |
Management | For | For | ||
| CONT | CONTD WHICH THIS RESOLUTION SHALL BE PASSED; AND THE AUTHORITY HEREBY- CONFERRED SHALL EXPIRE AT THE CLOSE OF BUSINESS ON THE EARLIER OF THE DATE OF-THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR 12 NOVEMBER 2015 UNLESS-PREVIOUSLY RENEWED, VARIED OR REVOKED BY THE COMPANY IN GENERAL MEETING-PROVIDED THAT THE COMPANY MAY MAKE BEFORE SUCH EXPIRY AN OFFER OR AGREEMENT- WHICH WOULD OR MIGHT REQUIRE EQUITY SECURITIES TO BE ALLOTTED AFTER SUCH- EXPIRY AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES IN PURSUANCE OF SUCH AN-OFFER OR AGREEMENT AS IF THE AUTHORITY HEREBY CONFERRED HAD NOT EXPIRED |
Non-Voting | ||||
| 10 | THAT THE COMPANY AND/ OR ANY SUBSIDIARY (INCLUDING A BODY CORPORATE) OF THE COMPANY BE GENERALLY AUTHORISED TO MAKE MARKET PURCHASES OR OVERSEAS MARKET PURCHASES (AS DEFINED BY SECTION 212 OF THE COMPANIES ACT 1990) OF SHARES OF ANY CLASS OF THE COMPANY ON SUCH TERMS AND CONDITIONS AND IN SUCH MANNER AS THE DIRECTORS MAY FROM TIME TO TIME |
Management | For | For | ||
| DETERMINE IN ACCORDANCE WITH AND SUBJECT TO THE PROVISIONS OF THE COMPANIES ACT 1990 AND TO THE RESTRICTIONS AND PROVISIONS SET OUT IN REGULATION 46(A) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY AND THAT THE AUTHORITY HEREBY CONFERRED SHALL EXPIRE AT THE CLOSE OF BUSINESS ON THE EARLIER OF THE DATE OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR 12 NOVEMBER 2015 UNLESS, IN ANY SUCH CASE, PREVIOUSLY CONTD |
||||||
| CONT | CONTD RENEWED, VARIED OR REVOKED BY THE COMPANY IN GENERAL MEETING |
Non-Voting |
| 11 | THAT THE RE-ISSUE PRICE RANGE AT WHICH ANY TREASURY SHARE (AS DEFINED IN SECTION 209 OF THE COMPANIES ACT 1990) FOR THE TIME BEING HELD BY THE COMPANY MAY BE RE-ISSUED OFF MARKET, SHALL BE THE PRICE RANGE SET OUT IN ARTICLE 46(B) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY; AND THE AUTHORITY HEREBY CONFERRED SHALL EXPIRE AT THE CLOSE OF BUSINESS ON THE EARLIER OF THE DATE OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY OR 12 NOVEMBER 2015 UNLESS, IN ANY SUCH CASE, PREVIOUSLY RENEWED, VARIED OR REVOKED IN ACCORDANCE WITH THE PROVISIONS OF SECTION 209 OF THE COMPANIES ACT 1990 |
Management | For | For | ||
| CMMT | 06 MAY 2014: PLEASE NOTE THAT THIS IS A REVISION DUE TO CHANGE IN RECORD DATE.-IF YOU HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU D-ECIDE TO AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU. |
Non-Voting |
| IRISH CONTINENTAL GROUP PLC | ||||||||
| Security | G49406146 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | IR5A | Meeting Date | 22-May-2014 | |||||
| ISIN | IE0033336516 | Agenda | 705237104 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO RECEIVE AND CONSIDER THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER, 2013 AND THE REPORTS OF THE DIRECTORS AND AUDITORS THEREON |
Management | For | For | ||
| 2 | TO DECLARE A FINAL DIVIDEND OF 67 EURO CENT PER ORDINARY SHARE IN ISSUE IMMEDIATELY PRIOR TO THE PASSING OF THIS RESOLUTION FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 3.a | RE-ELECTION OF DIRECTOR: JOHN B. MCGUCKIAN |
Management | For | For | ||
| 3.b | RE-ELECTION OF DIRECTOR: EAMONN ROTHWELL |
Management | For | For | ||
| 3.c | RE-ELECTION OF DIRECTOR: GARRY O’DEA | Management | For | For | ||
| 3.d | RE-ELECTION OF DIRECTOR: TONY KELLY | Management | For | For | ||
| 3.e | RE-ELECTION OF DIRECTOR: CATHERINE DUFFY |
Management | For | For | ||
| 3.f | RE-ELECTION OF DIRECTOR: BRIAN O’KELLY | Management | For | For | ||
| 3.g | RE-ELECTION OF DIRECTOR: JOHN SHEEHAN |
Management | For | For | ||
| 4 | TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS FOR THE YEAR ENDING 31 DECEMBER, 2014 |
Management | For | For | ||
| 5 | TO RECEIVE AND CONSIDER THE REPORT OF THE REMUNERATION COMMITTEE FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 6 | AS AN ORDINARY RESOLUTION: “THAT THE BOARD (OR A COMMITTEE OF THE BOARD) BE AND IS HEREBY GRANTED THE AUTHORITY TO REDEEM AND CANCEL ALL OF THE ISSUED REDEEMABLE SHARES OF THE COMPANY IN ACCORDANCE WITH THE COMPANY’S ARTICLES OF ASSOCIATION, ON SUCH TERMS AND AT SUCH DATES AND TIMES AS, IN ITS ABSOLUTE DISCRETION, IT SEES FIT” |
Management | For | For |
| 7 | AS A SPECIAL RESOLUTION: “THAT SUBJECT TO THE REDEMPTION AND CANCELLATION OF ALL OF THE ISSUED REDEEMABLE SHARES OF THE COMPANY AS AUTHORISED BY RESOLUTION 6 ABOVE, THE ARTICLES OF ASSOCIATION OF THE COMPANY BE AND ARE HEREBY REPLACED WITH THE ARTICLES OF ASSOCIATION SET OUT AND MARKED IN THE PRINTED DOCUMENT PRODUCED TO THE MEETING AND |
Management | For | For | ||
| INITIALLED FOR THE PURPOSE OF IDENTIFICATION BY THE CHAIRMAN AND WHICH HAVE BEEN AVAILABLE FOR INSPECTION ON THE WEBSITE OF THE COMPANY AND AT THE REGISTERED OFFICE OF THE COMPANY SINCE THE DATE OF THE NOTICE OF THIS MEETING” |
||||||
| 8 | AS AN ORDINARY RESOLUTION: “THAT THE DIRECTORS BE AND ARE HEREBY GENERALLY AND UNCONDITIONALLY AUTHORISED TO EXERCISE ALL THE POWERS OF THE COMPANY TO ALLOT RELEVANT SECURITIES (WITHIN THE MEANING OF SECTION 20 OF THE COMPANIES (AMENDMENT) ACT, 1983) UP TO AN AGGREGATE NOMINAL VALUE NOT EXCEEDING 33.33% OF THE NOMINAL VALUE OF THE PRESENT ISSUED ORDINARY SHARE CAPITAL AND, THE PRESENT AUTHORISED BUT UNISSUED REDEEMABLE SHARE CAPITAL; PROVIDED THAT THIS AUTHORITY SHALL EXPIRE AT THE CONCLUSION OF THE NEXT AGM OF THE COMPANY, SAVE THAT THE COMPANY MAY BEFORE SUCH EXPIRY MAKE AN OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE DIRECTORS MAY ALLOT RELEVANT SECURITIES PURSUANT TO SUCH OFFER OR AGREEMENT, AS IF THE AUTHORITY CONFERRED HEREBY HAD NOT EXPIRED” |
Management | For | For | ||
| 9 | AS A SPECIAL RESOLUTION: “THAT THE DIRECTORS BE AND ARE HEREBY EMPOWERED PURSUANT TO SECTION 23 AND SECTION 24 (1) OF THE COMPANIES (AMENDMENT) ACT, 1983 TO ALLOT EQUITY SECURITIES (WITHIN THE MEANING OF SECTION 23 OF THE SAID ACT) FOR CASH, PURSUANT TO THE AUTHORITY CONFERRED BY RESOLUTION 8 IN THIS NOTICE OF AGM, AS IF SECTION 23(1) DID NOT APPLY TO ANY SUCH ALLOTMENT, PROVIDED THAT THIS POWER SHALL BE LIMITED TO: (1) THE ALLOTMENT OF EQUITY SECURITIES IN CONNECTION WITH A RIGHTS ISSUE IN FAVOR OF SHAREHOLDERS WHERE THE EQUITY SECURITIES ARE OFFERED PROPORTIONALLY (OR AS NEARLY AS MAY BE) TO THE RESPECTIVE NUMBERS OF SHARES HELD BY SUCH SHAREHOLDERS (BUT SUBJECT TO SUCH EXCLUSIONS OR OTHER ARRANGEMENTS AS THE DIRECTORS MAY DEEM NECESSARY OR EXPEDIENT TO DEAL WITH ISSUES ARISING, IN RESPECT OF OVERSEAS SHAREHOLDERS, CONTD |
Management | For | For | ||
| CONT | CONTD UNDER THE LAWS OF ANY TERRITORY OR THE REQUIREMENTS OF ANY REGULATORY-BODY OR ANY STOCK EXCHANGE IN ANY TERRITORY, OR IN CONNECTION WITH FRACTIONAL- ENTITLEMENTS OR OTHERWISE); (2) THE ALLOTMENT OF EQUITY SECURITIES |
Non-Voting |
| PURSUANT-TO ANY OF THE COMPANY’S SHARE OPTION SCHEMES FOR THE TIME BEING IN FORCE; AND-(3) THE ALLOTMENT (OTHERWISE THAN PURSUANT TO SUB- PARAGRAPHS (1) OR (2)-ABOVE) OF EQUITY SECURITIES UP TO AN AGGREGATE NOMINAL VALUE OF FIVE PER CENT-OF THE AGGREGATE NOMINAL VALUE OF THE COMPANY’S ISSUED SHARE CAPITAL OF THE-COMPANY FOR THE TIME BEING; AND THE POWER SHALL EXPIRE AT THE CONCLUSION OF-THE NEXT AGM OF THE COMPANY OR (IF EARLIER) 21 AUGUST 2015, SAVE THAT THE-COMPANY MAY BEFORE SUCH EXPIRY MAKE AN OFFER OR AGREEMENT WHICH WOULD OR-MIGHT REQUIRE EQUITY SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE- CONTD |
||||||
| CONT | CONTD DIRECTORS MAY ALLOT EQUITY SECURITIES PURSUANT TO SUCH OFFER OR-AGREEMENT AS IF THE POWER CONFERRED HEREBY HAD NOT EXPIRED” |
Non-Voting | ||||
| 10 | AS A SPECIAL RESOLUTION: “THAT SUBJECT TO AND FOR THE PURPOSES OF THE COMPANIES ACT, 1990, THE COMPANY AND/OR ANY OF ITS SUBSIDIARIES BE AND ARE HEREBY GENERALLY AUTHORISED TO MAKE MARKET PURCHASES AND/OR OVERSEAS MARKET PURCHASES, AS DEFINED BY SECTION 212 OF THE COMPANIES ACT, 1990, OF SHARES OF ANY CLASS OF THE COMPANY ON SUCH TERMS AND CONDITIONS AND IN SUCH MANNER AS THE DIRECTORS MAY FROM TIME TO TIME DETERMINE, BUT SO THAT: (I) THE MAXIMUM NUMBER OF SHARES AUTHORISED TO BE PURCHASED UNDER THIS RESOLUTION SHALL BE SUCH NUMBER OF SHARES WHOSE AGGREGATE NOMINAL VALUE SHALL NOT EXCEED 15 PER CENT OF THE AGGREGATE NOMINAL VALUE OF THE PRESENT ISSUED SHARE CAPITAL OF THE COMPANY; (II) THE MINIMUM PRICE (EXCLUSIVE OF EXPENSES) WHICH MAY BE PAID FOR ANY SHARE IS AN AMOUNT EQUAL TO ITS NOMINAL VALUE; (III) THE MAXIMUM CONTD |
Management | For | For | ||
| CONT | CONTD PRICE (EXCLUSIVE OF EXPENSES) WHICH MAY BE PAID FOR ANY SHARE SHALL NOT-EXCEED THE HIGHER OF: (A) THE PRICE OF THE LAST INDEPENDENT TRADE AND THE-HIGHEST CURRENT INDEPENDENT BID ON THE TRADING VENUE WHERE THE PURCHASE IS-CARRIED OUT, AS STIPULATED BY ARTICLE 5(1) OF COMMISSION REGULATION (EC) (NO.- 2273/2003) OF 22 DECEMBER 2003 IMPLEMENTING THE MARKET ABUSE DIRECTIVE-2003/6/EC AS REGARDS EXEMPTIONS FOR BUY-BACK PROGRAMMES AND STABILISATION OF-FINANCIAL INSTRUMENTS; AND (B) 105% OF THE AVERAGE OF THE RELEVANT PRICE FOR- SUCH SHARES OF THE SAME CLASS FOR |
Non-Voting | ||||
| EACH OF THE FIVE BUSINESS DAYS IMMEDIATELY-PRECEDING THE DAY OF THE PURCHASE OF THE SHARES; (IV) FOR THE PURPOSE OF-SUB-PARAGRAPH (III)(B), “RELEVANT PRICE” MEANS, IN RESPECT OF THE PURCHASE OF-SHARES TRADED ON THE IRISH STOCK EXCHANGE LIMITED (ISE), THE OFFICIAL CONTD |
| CONT | CONTD CLOSING PRICE OF SUCH SHARES AS PUBLISHED IN THE ISE DAILY OFFICIAL- LIST, OR IN RESPECT OF THE PURCHASE OF SHARES TRADED ON THE LONDON STOCK- EXCHANGE PLC (LSE), THE OFFICIAL CLOSING PRICE OF SUCH SHARES AS PUBLISHED IN-THE LSE DAILY OFFICIAL LIST, OR IF ON ANY BUSINESS DAY THERE SHALL BE NO-DEALING OF SHARES ON THE TRADING VENUE WHERE THE PURCHASE IS CARRIED OUT, THE-RELEVANT PRICE SHALL BE DETERMINED BY THE SUCH OTHER METHOD AS THE DIRECTORS-SHALL DETERMINE, IN THEIR SOLE DISCRETION, TO BE FAIR AND REASONABLE; AND (V)-THE AUTHORITY HEREBY CONFERRED SHALL EXPIRE AT THE CONCLUSION OF THE NEXT AGM-OF THE COMPANY OR (IF EARLIER) 21 NOVEMBER 2015 UNLESS PREVIOUSLY VARIED,-REVOKED OR RENEWED BY SPECIAL RESOLUTION IN ACCORDANCE WITH THE PROVISIONS OF-SECTION 215 OF THE COMPANIES ACT, 1990. THE COMPANY OR ANY SUBSIDIARY CONTD |
Non-Voting | ||||
| CONT | CONTD MAY BEFORE SUCH EXPIRY MAKE A CONTRACT FOR THE PURCHASE OF SHARES WHICH-WOULD OR MIGHT BE WHOLLY OR PARTLY EXECUTED AFTER SUCH EXPIRY AND MAY MAKE A-PURCHASE OF SHARES PURSUANT TO ANY SUCH CONTRACT AS IF THE AUTHORITY HEREBY- CONFERRED HAD NOT EXPIRED” |
Non-Voting | ||||
| 11 | AS A SPECIAL RESOLUTION: “THAT, FOR THE PURPOSES OF SECTION 209 OF THE COMPANIES ACT, 1990, THE RE-ISSUE PRICE RANGE AT WHICH ANY TREASURY SHARE (AS DEFINED BY SECTION 209) FOR THE TIME BEING MAY BE RE-ISSUED OFF- MARKET SHALL BE AS FOLLOWS: (I) THE MAXIMUM PRICE (EXCLUSIVE OF EXPENSES) AT WHICH A TREASURY SHARE MAY BE RE-ISSUED OFF-MARKET SHALL BE AN AMOUNT EQUAL TO 120 PER CENT OF THE APPROPRIATE PRICE; (II) THE MINIMUM PRICE (EXCLUSIVE OF EXPENSES) AT WHICH A TREASURY SHARE MAY BE RE- ISSUED OFF-MARKET SHALL BE THE NOMINAL VALUE OF THE SHARE WHERE SUCH A SHARE IS REQUIRED TO SATISFY AN OBLIGATION UNDER AN EMPLOYEE SHARE SCHEME (AS DEFINED BY THE LISTING RULES OF THE IRISH STOCK EXCHANGE LIMITED) OPERATED BY THE COMPANY, OR IN ALL OTHER CASES SHALL BE AN AMOUNT EQUAL TO 95 PER CENT OF THE APPROPRIATE PRICE (PROVIDED CONTD |
Management | For | For |
| CONT | CONTD ALWAYS THAT NO TREASURY SHARE SHALL BE ISSUED AT A PRICE LOWER THAN ITS-NOMINAL VALUE); (III) FOR THE PURPOSES OF SUB-PARAGRAPHS (I) AND (II), THE-EXPRESSION “APPROPRIATE PRICE” SHALL MEAN THE AVERAGE OF THE RELEVANT PRICE-FOR SHARES OF THE CLASS OF WHICH SUCH TREASURY SHARE IS TO BE RE-ISSUED FOR-THE FIVE BUSINESS DAYS BEFORE THE DAY ON WHICH THE TREASURY SHARE IS-RE- ISSUED OR IF ON ANY BUSINESS DAY THERE SHALL BE NO DEALING OF SHARES, THE-RELEVANT PRICE SHALL BE DETERMINED BY THE SUCH OTHER METHOD AS THE DIRECTORS-SHALL DETERMINE, IN THEIR SOLE DISCRETION, TO BE FAIR AND REASONABLE; (IV)-FOR THE PURPOSES OF THIS RESOLUTION “RELEVANT PRICE” SHALL HAVE THE SAME- MEANING AS IN RESOLUTION 10; AND (V) THE AUTHORITY HEREBY CONFERRED SHALL-EXPIRE AT THE CONCLUSION OF THE NEXT AGM OF THE COMPANY OR (IF EARLIER) 21-CONTD |
Non-Voting | ||||
| CONT | CONTD NOVEMBER 2015 UNLESS PREVIOUSLY VARIED, REVOKED OR RENEWED. THE COMPANY-OR ANY SUBSIDIARY MAY BEFORE SUCH EXPIRY MAKE A CONTRACT FOR THE RE-ISSUE OF- TREASURY SHARES WHICH WOULD OR MIGHT BE WHOLLY OR PARTLY EXECUTED AFTER SUCH-EXPIRY AND MAY MAKE A RE- ISSUE OF TREASURY SHARES PURSUANT TO ANY SUCH-CONTRACT AS IF THE AUTHORITY HEREBY CONFERRED HAD NOT EXPIRED” |
Non-Voting | ||||
| 12 | AS A SPECIAL RESOLUTION: “THAT, IN ACCORDANCE WITH THE SHAREHOLDERS’ RIGHTS (DIRECTIVE 2007/36/EC) REGULATIONS 2009, A GENERAL MEETING OF THE COMPANY, OTHER THAN AN AGM OR A GENERAL MEETING FOR THE PASSING OF A SPECIAL RESOLUTION, MAY BE CALLED ON 14 CLEAR DAYS’ NOTICE” |
Management | For | For | ||
| 13 | AS AN ORDINARY RESOLUTION: “THAT THE REMUNERATION COMMITTEE OF THE BOARD BE AND ARE HEREBY AUTHORISED TO EXTEND PARTICIPATION IN THE IRISH CONTINENTAL GROUP PLC RESTRICTED SHARE PLAN (THE PLAN) TO EXECUTIVE DIRECTORS OF THE COMPANY WITH EFFECT FROM THE DATE OF THIS RESOLUTION, SUCH PLAN INCORPORATING THE PROVISIONS SET OUT IN THE PLAN SUMMARY ATTACHED AS THE APPENDIX TO THE CHAIRMAN’S LETTER TO THE SHAREHOLDERS OF THE COMPANY, (WHICH SUMMARY WAS ALSO PRODUCED TO THIS MEETING AND INITIALLED BY THE SECRETARY FOR THE PURPOSES OF IDENTIFICATION) AND THAT THE REMUNERATION COMMITTEE OF THE |
Management | For | For | ||
| BOARD BE AND ARE HEREBY AUTHORISED TO OPERATE SUCH PLAN AND TO GRANT AWARDS THEREUNDER AND TO EXECUTE SUCH DOCUMENTS AND DO ALL ACTS AND THINGS AS MAY BE NECESSARY OR DESIRABLE TO GIVE EFFECT TO THIS RESOLUTION” |
| IRISH CONTINENTAL GROUP PLC | ||||||||
| Security | G49406146 | Meeting Type | ExtraOrdinary General Meeting | |||||
| Ticker Symbol | IR5A | Meeting Date | 22-May-2014 | |||||
| ISIN | IE0033336516 | Agenda | 705275394 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | SUB-DIVISION OF ICG UNITS | Management | For | For |
| TOTAL PRODUCE PLC, DUNDALK | ||||||||
| Security | G8983Q109 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | TOT | Meeting Date | 23-May-2014 | |||||
| ISIN | IE00B1HDWM43 | Agenda | 705155631 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO RECEIVE AND CONSIDER THE STATEMENTS OF ACCOUNT FOR THE YEAR ENDED 31 DECEMBER 2013 AND THE REPORTS OF THE DIRECTORS AND AUDITOR THEREON |
Management | For | For | ||
| 2 | TO CONFIRM THE INTERIM DIVIDEND AND DECLARE A FINAL DIVIDEND |
Management | For | For | ||
| 3.A | TO RE-ELECT CARL MCCANN | Management | For | For | ||
| 3.B | TO RE-ELECT FRANK GERNON | Management | For | For | ||
| 4 | TO AUTHORISE THE DIRECTORS TO FIX THE AUDITOR’S REMUNERATION |
Management | For | For | ||
| 5 | TO EMPOWER THE DIRECTORS TO ALLOT RELEVANT SECURITIES |
Management | For | For | ||
| 6 | TO DISAPPLY THE STATUTORY PRE- EMPTION RIGHTS IN CERTAIN CIRCUMSTANCES |
Management | For | For | ||
| 7 | TO AUTHORISE THE COMPANY TO MAKE MARKET PURCHASES OF ITS OWN SHARES |
Management | For | For | ||
| 8 | TO AUTHORISE THE RE-ISSUE PRICE RANGE OF TREASURY SHARES |
Management | For | For |
| KENMARE RESOURCES PLC | ||||||||
| Security | G52332106 | Meeting Type | Annual General Meeting | |||||
| Ticker Symbol | KMR | Meeting Date | 28-May-2014 | |||||
| ISIN | IE0004879486 | Agenda | 705249919 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| 1 | TO CONSIDER THE DIRECTORS’ REPORT, THE FINANCIAL STATEMENTS AND THE INDEPENDENT AUDITORS’ REPORT THEREON FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 2 | TO CONSIDER THE DIRECTORS’ REMUNERATION REPORT (OTHER THAN THE DIRECTORS’ REMUNERATION POLICY REPORT) AS SET OUT ON PAGES 45 TO 60 OF THE ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 3 | TO CONSIDER THE DIRECTORS’ REMUNERATION POLICY REPORT AS SET OUT ON PAGES 46 TO 55 OF THE ANNUAL REPORT FOR THE YEAR ENDED 31 DECEMBER 2013 |
Management | For | For | ||
| 4.A | TO RE-ELECT THE FOLLOWING DIRECTOR: MS. S. BIANCHI |
Management | For | For | ||
| 4.B | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. M. CARVILL |
Management | For | For | ||
| 4.C | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. T. FITZPATRICK |
Management | For | For | ||
| 4.D | TO RE-ELECT THE FOLLOWING DIRECTOR: MS. E. HEADON |
Management | For | For | ||
| 4.E | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. J. LOASBY |
Management | For | For | ||
| 4.F | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. A. LOWRIE |
Management | For | For | ||
| 4.G | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. T. MCCLUSKEY |
Management | For | For | ||
| 4.H | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. S. MCTIERNAN |
Management | For | For | ||
| 4.I | TO RE-ELECT THE FOLLOWING DIRECTOR: MR. G. SMITH |
Management | For | For |
| 5 | TO AUTHORISE THE DIRECTORS TO FIX THE REMUNERATION OF THE AUDITORS |
Management | For | For | ||
| 6 | THAT, FOR THE PURPOSE OF ARTICLE 50(A) OF THE ARTICLES OF ASSOCIATION OF THE COMPANY, THE DIRECTORS BE AND ARE HEREBY GENERALLY AND UNCONDITIONALLY AUTHORISED TO CALL A GENERAL MEETING, OTHER THAN AN ANNUAL GENERAL MEETING OR A MEETING FOR THE PASSING OF A SPECIAL RESOLUTION, ON NOT LESS THAN 14 DAYS’ NOTICE. THE AUTHORITY HEREBY CONFERRED SHALL EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING OF THE COMPANY AFTER THE DATE OF THE PASSING OF THIS RESOLUTION UNLESS PREVIOUSLY RENEWED, VARIED OR REVOKED BY THE COMPANY IN GENERAL MEETING |
Management | For | For | ||
| 7 | THAT (A) THE RULES OF THE KENMARE INCENTIVE PLAN 2014 (THE “KIP”), A COPY OF WHICH WILL BE AVAILABLE FOR INSPECTION IMMEDIATELY PRIOR TO THE ANNUAL GENERAL MEETING AND THE KEY TERMS OF WHICH ARE SUMMARISED IN THE EXPLANATORY NOTES AND APPENDIX A TO THE CIRCULAR OF WHICH THIS NOTICE FORMS PART BE APPROVED AND ADOPTED AND THAT THE DIRECTORS OF THE COMPANY BE AUTHORISED TO DO ALL SUCH THINGS IN ACCORDANCE WITH APPLICABLE LAW AS MAY BE NECESSARY OR DESIRABLE TO CARRY THE KIP INTO EFFECT INCLUDING, IF CONSIDERED NECESSARY OR DESIRABLE, BY THE ESTABLISHMENT OF A DISCRETIONARY EMPLOYEE BENEFIT TRUST TO BE USED IN CONJUNCTION WITH THE KIP; AND (B) THE DIRECTORS OF THE COMPANY BE ALSO AUTHORISED TO ADOPT FURTHER SCHEMES BASED ON THE KIP BUT MODIFIED TO TAKE ACCOUNT OF LOCAL TAX, EXCHANGE CONTROL OR SECURITIES LAW IN OVERSEAS CONTD |
Management | For | For | ||
| CONT | CONTD TERRITORIES, PROVIDED THAT ANY SHARES MADE AVAILABLE UNDER SUCH FURTHER-SCHEMES ARE TREATED AS COUNTING AGAINST ANY LIMITS ON INDIVIDUAL OR OVERALL-PARTICIPATION IN THE KIP |
Non-Voting | ||||
| 8 | THAT THE GRANTING OF INITIAL KIP AWARDS (AS DESCRIBED IN THE EXPLANATORY NOTES AND APPENDIX A TO THE CIRCULAR OF WHICH THIS NOTICE FORMS PART) TO THE CURRENT EXECUTIVE DIRECTORS UNDER THE KIP BE APPROVED AND THE DIRECTORS OF THE COMPANY BE AUTHORISED TO DO ALL SUCH THINGS IN ACCORDANCE WITH APPLICABLE LAW AS MAY BE NECESSARY OR DESIRABLE TO MAKE SUCH AWARDS |
Management | For | For | ||
| 9 | THAT THE AUTHORISED ORDINARY SHARE CAPITAL OF THE COMPANY BE AND IS HEREBY INCREASED FROM EUR 180,000,000 TO EUR 240,000,000 BY THE CREATION OF 1,000,000,000 NEW ORDINARY SHARES OF EUR 0.06 EACH, SUCH NEW ORDINARY SHARES RANKING PARI PASSU IN ALL RESPECTS WITH THE EXISTING AUTHORISED AND ISSUED ORDINARY SHARES OF EUR 0.06 EACH IN THE CAPITAL OF THE COMPANY |
Management | For | For | ||
| 10 | THAT, IN SUBSTITUTION FOR ALL EXISTING AUTHORITIES OF THE DIRECTORS PURSUANT TO SECTION 20 OF THE COMPANIES (AMENDMENT) ACT 1983, AND SUBJECT TO AND CONTINGENT UPON THE PASSING OF RESOLUTION 9 ABOVE, THE DIRECTORS BE AND ARE HEREBY GENERALLY AND UNCONDITIONALLY AUTHORISED PURSUANT TO SECTION 20 OF THE COMPANIES (AMENDMENT) ACT 1983 TO EXERCISE ALL POWERS OF THE |
Management | For | For |
| COMPANY TO ALLOT RELEVANT SECURITIES (WITHIN THE MEANING OF SECTION 20 OF THE COMPANIES (AMENDMENT) ACT 1983) UP TO AN AGGREGATE NOMINAL AMOUNT EQUAL TO EUR 55,639,000. THE AUTHORITY HEREBY CONFERRED SHALL EXPIRE AT THE CONCLUSION OF THE NEXT ANNUAL GENERAL MEETING, OR, IF EARLIER, 28 AUGUST 2015 PROVIDED THAT THE COMPANY MAY BEFORE SUCH EXPIRY MAKE AN OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE RELEVANT SECURITIES TO BE ALLOTTED AFTER SUCH EXPIRY AND THE CONTD |
||||||
| CONT | CONTD DIRECTORS MAY ALLOT RELEVANT SECURITIES IN PURSUANCE OF SUCH OFFER OR-AGREEMENT NOTWITHSTANDING THAT THE AUTHORITY HEREBY CONFERRED HAS EXPIRED |
Non-Voting | ||||
| 11 | THAT, IN SUBSTITUTION FOR ALL EXISTING AUTHORITIES OF THE DIRECTORS PURSUANT TO SECTION 24 OF THE COMPANIES (AMENDMENT) ACT 1983, AND SUBJECT TO THE PASSING OF RESOLUTION 10 ABOVE, THE DIRECTORS BE AND THEY ARE HEREBY EMPOWERED PURSUANT TO SECTION 24 OF THE COMPANIES (AMENDMENT) ACT, 1983 TO ALLOT EQUITY SECURITIES (AS DEFINED BY SECTION 23 OF THE COMPANIES (AMENDMENT) ACT, 1983) FOR CASH PURSUANT TO THE AUTHORITY CONFERRED BY RESOLUTION 10 ABOVE AS IF SUB-SECTION (1) OF THE SAID SECTION 23 DID NOT APPLY TO ANY SUCH ALLOTMENT PROVIDED THAT THIS POWER SHALL BE LIMITED TO THE ALLOTMENT OF EQUITY SECURITIES:- (A) IN CONNECTION WITH ANY OFFER OF SECURITIES OPEN FOR ANY PERIOD FIXED BY THE DIRECTORS BY WAY OF RIGHTS ISSUE, OPEN OFFER OR OTHER INVITATION TO OR IN FAVOUR OF, HOLDERS OF ORDINARY SHARES AND/OR ANY PERSONS HAVING CONTD |
Management | For | For | ||
| CONT | CONTD A RIGHT TO SUBSCRIBE FOR OR CONVERT SECURITIES INTO ORDINARY SHARES IN-THE CAPITAL OF THE COMPANY (INCLUDING, WITHOUT LIMITATION, ANY HOLDERS OF-OPTIONS UNDER ANY OF THE COMPANY’S SHARE OPTION SCHEMES FOR THE TIME BEING-AND ANY HOLDERS OF WARRANTS) AND SUBJECT TO SUCH EXCLUSIONS OR ARRANGEMENTS-AS THE DIRECTORS MAY DEEM NECESSARY OR EXPEDIENT TO DEAL WITH FRACTIONAL- ENTITLEMENTS OR LEGAL, REGULATORY OR PRACTICAL PROBLEMS UNDER THE LAWS OF, OR-THE REQUIREMENTS OF ANY RECOGNISED BODY OR STOCK EXCHANGE IN, ANY TERRITORY;-AND (B) (IN ADDITION TO THE AUTHORITY CONFERRED BY |
Non-Voting | ||||
| PARAGRAPH (A) OF THIS-RESOLUTION), UP TO A MAXIMUM AGGREGATE NOMINAL VALUE EQUAL TO THE NOMINAL-VALUE OF 5% OF THE ISSUED ORDINARY SHARE CAPITAL AS AT THE CLOSE OF BUSINESS- ON THE DATE OF PASSING OF THIS RESOLUTION. CONTD |
||||||
| CONT | CONTD THE POWER HEREBY CONFERRED SHALL EXPIRE ON THE DATE OF THE NEXT ANNUAL-GENERAL MEETING OF THE COMPANY AFTER THE PASSING OF THIS RESOLUTION OR, IT-EARLIER. 28 AUGUST 2015 SAVE THAT THE COMPANY MAY BEFORE SUCH EXPIRY MAKE AN-OFFER OR AGREEMENT WHICH WOULD OR MIGHT REQUIRE EQUITY SECURITIES TO BE- ALLOTTED AFTER SUCH EXPIRY AND THE DIRECTORS MAY ALLOT EQUITY SECURITIES IN-PURSUANCE OF SUCH OFFER OR AGREEMENT AS IF THE POWER CONFERRED HEREBY HAD NOT-EXPIRED |
Non-Voting |
| COMPAGNIE DE SAINT-GOBAIN SA, COURBEVOIE | ||||||||
| Security | F80343100 | Meeting Type | MIX | |||||
| Ticker Symbol | SGO | Meeting Date | 05-Jun-2014 | |||||
| ISIN | FR0000125007 | Agenda | 705087143 - Management | |||||
| Item | Proposal | Type | Vote | For/Against Management |
||
| CMMT | PLEASE NOTE IN THE FRENCH MARKET THAT THE ONLY VALID VOTE OPTIONS ARE “FOR”-AND “AGAINST” A VOTE OF “ABSTAIN” WILL BE TREATED AS AN “AGAINST” VOTE. |
Non-Voting | ||||
| CMMT | THE FOLLOWING APPLIES TO SHAREHOLDERS THAT DO NOT HOLD SHARES DIRECTLY WITH A-FRENCH CUSTODIAN: PROXY CARDS: VOTING INSTRUCTIONS WILL BE FORWARDED TO THE-GLOBAL CUSTODIANS ON THE VOTE DEADLINE DATE. IN CAPACITY AS REGISTERED-INTERMEDIARY, THE GLOBAL CUSTODIANS WILL SIGN THE PROXY CARDS AND FORWARD-THEM TO THE LOCAL CUSTODIAN. IF YOU REQUEST MORE INFORMATION, PLEASE CONTACT-YOUR CLIENT REPRESENTATIVE. |
Non-Voting | ||||
| CMMT | 28 APR 2014: PLEASE NOTE THAT IMPORTANT ADDITIONAL MEETING INFORMATION IS AVAI-LABLE BY CLICKING ON THE MATERIAL URL LINK:- https://balo.journal- officiel.gouv.fr/pdf/2014/0328/2014032814008- 49.pdf. PLEASE NOTE THAT THIS IS A REVISION DUE TO RECEIPT OF ADDITIONAL URL:-http://www.journal- officiel.gouv.fr//pdf/2014/0428/201404281401398 .pdf. IF YOU-HAVE ALREADY SENT IN YOUR VOTES, PLEASE DO NOT VOTE AGAIN UNLESS YOU DECIDE T-O AMEND YOUR ORIGINAL INSTRUCTIONS. THANK YOU |
Non-Voting | ||||
| O.1 | Approval of the annual corporate financial statements for the 2013 financial year |
Management | For | For | ||
| O.2 | Approval of the consolidated financial statements for the 2013 financial year |
Management | For | For | ||
| O.3 | Allocation of income and setting the dividend of EUR 1.24 per share |
Management | For | For | ||
| O.4 | Option for payment of a part of 50% of the dividend in shares |
Management | For | For | ||
| O.5 | Renewal of term of Mr. Pierre-Andre de Chalendar as Board member |
Management | For | For | ||
| O.6 | Approval of the commitments made in favor of Mr. Pierre-Andre de Chalendar regarding allowances and benefits that may be due in certain cases of termination of his duties as CEO |
Management | For | For | ||
| O.7 | Approval of the retirement commitments made in favor of Pierre-Andre de Chalendar |
Management | For | For | ||
| O.8 | Approval to keep the services provided under the Group contingency and healthcare contracts for employees of Compagnie de Saint-Gobain in favor of Mr. Pierre-Andre de Chalendar as non- salaried corporate officer |
Management | For | For | ||
| O.9 | Advisory review of the compensation owed or paid to Mr. Pierre-Andre de Chalendar during the 2013 financial year |
Management | For | For | ||
| O.10 | Review of the annual amount of attendance allowances |
Management | For | For | ||
| O.11 | Authorization to the Board of Directors to purchase shares of the Company |
Management | For | For | ||
| E.12 | Amendment to Article 9 of the bylaws regarding the appointment of directors representing employees within the Board of Directors of Compagnie de Saint-Gobain |
Management | For | For |
| E.13 | Renewing the authorization to the Board of Directors to grant performance share subscription or purchase options up to 1% of share capital with a sub-ceiling of 10 % of this limit for the executive corporate officers of Compagnie de Saint-Gobain, this 1% limit and 10% sub-limit are common to this resolution and the fourteenth resolution |
Management | For | For | ||
| E.14 | Renewing the authorization to the Board of Directors to allocate free existing performance shares up to 0.8% of share capital with a sub- ceiling of 10 % of this limit for executive corporate officers of Compagnie de Saint-Gobain, this 0.8% limit and the 10% sub-limit being deducted on those set under the thirteenth resolution which establishes a common limit for both resolutions |
Management | For | For | ||
| E.15 | Powers to implement the decisions of the General Meeting and to carry out all legal formalities |
Management | For | For |
SIGNATURES
Pursuant to the requirements of the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Registrant | The New Ireland Fund, Inc. |
| By (Signature and Title)* | /s/ Sean Hawkshaw | ||
| Sean Hawkshaw, President | |||
| (principal executive officer) |
| Date | July 31, 2014 |
*Print the name and title of each signing officer under his or her signature.