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May 2020 Asia Pacific Voting Report Voting r eport Legal & General Investment Management No warranty is given and no representation is made regarding the accuracy or completeness of the content of this report, and no liability or responsibility is accepted for the information contained in this report. Registered Of fce: Legal & General Investment Management Limited One Coleman Street London EC2R 5AA +44 (0) 20 3124 4444 Authorised and Regulated by the Financial Conduct Authority Copyright© Legal & General Investment Management 2020

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Page 1: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

May 2020 Asia Pacific Voting Report

Voting report Legal & General Investment Management

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

Registered Offce: Legal & General Investment Management Limited One Coleman Street London EC2R 5AA

+44 (0) 20 3124 4444

Authorised and Regulated by the Financial Conduct Authority Copyright© Legal & General Investment Management 2020

Page 2: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Hong Kong Exchanges & Clearing Ltd.

Meeting Date: 05/07/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y3506N139

Ticker: 388

Primary ISIN: HK0388045442

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2a Elect Cheah Cheng Hye as Director Mgmt For For

2b Elect Leung Pak Hon, Hugo as Director Mgmt For For

3 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

4 Authorize Repurchase of Issued Share Capital Mgmt For For

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

QBE Insurance Group Limited

Meeting Date: 05/07/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q78063114

Ticker: QBE

Primary ISIN: AU000000QBE9

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2 Approve Remuneration Report Mgmt For For

3 Approve Grant of Conditional Rights Under

the 2020 QBE LTI Plan to Patrick Regan

Mgmt For For

4a Elect K Lisson as Director Mgmt For For

4b Elect M Wilkins as Director Mgmt For For

5a Approve the Amendments to the Company's

Constitution Promoted by Market Forces and

Australian Ethical

SH Against For

Blended Rationale: Shareholder rights: A vote in favour is applied as LGIM supports increased shareholder rights.

Page 3: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

QBE Insurance Group Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

5b Approve Exposure Reduction Targets SH Against For

Blended Rationale: Climate change: A vote in favour is applied as LGIM expects the company to be undertaking such analysis

and reporting on its transition to a carbon constrained future.

6a Approve the Amendments to the Company's SH

Constitution Promoted by The Colong

Foundation for Wilderness Ltd

Against For

Blended Rationale: Shareholder rights: A vote in favour is applied as LGIM supports increased shareholder rights.

6b Approve QBE World Heritage Policy SH

Against

Against

Rio Tinto Limited

Meeting Date: 05/07/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q81437107

Ticker: RIO

Primary ISIN: AU000000RIO1

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Remuneration Report for UK Law

Purposes

Mgmt For For

3 Approve Remuneration Report for Australian

Law Purposes

Mgmt For For

4 Approve the Potential Termination of Benefits

for Australian Law Purposes

Mgmt For For

5 Elect Hinda Gharbi as Director Mgmt For For

6 Elect Jennifer Nason as Director Mgmt For For

7 Elect Ngaire Woods as Director Mgmt For For

8 Elect Megan Clark as Director Mgmt For For

9 Elect David Constable as Director Mgmt For For

10 Elect Simon Henry as Director Mgmt For For

11 Elect Jean-Sebastien Jacques as Director Mgmt For For

12 Elect Sam Laidlaw as Director Mgmt For For

13 Elect Michael L'Estrange as Director Mgmt For For

14 Elect Simon McKeon as Director Mgmt For For

15 Elect Jakob Stausholm as Director Mgmt For For

Page 4: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Rio Tinto Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

16

Elect Simon Thompson as Director

Mgmt

For

For

17 Appoint KPMG LLP as Auditors Mgmt For For

18 Authorise the Audit Committee to Fix

Remuneration of Auditors

Mgmt For For

19 Authorise EU Political Donations and

Expenditure

Mgmt For For

20 Amend Articles of Association Re: General

Updates and Changes

Mgmt For For

21 Amend Articles of Association Re: Hybrid and

Contemporaneous General Meetings

Mgmt For For

22 Approve the Renewal of Off-Market and

On-Market Share Buyback Authorities

Mgmt For For

23 Approve the Amendments to the Company's

Constitution

SH Against For

Blended Rationale: Shareholder rights: A vote in favour is applied as LGIM supports increased shareholder rights.

24 Approve Emissions Targets

SH Against

For

Blended Rationale: A vote in favour is applied. Whilst recognising the increased climate ambition shown by the company, LGIM

supports the adoption of targets aligned with the Paris Agreement.

AMP Ltd.

Meeting Date: 05/08/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q0344G101

Ticker: AMP

Primary ISIN: AU000000AMP6

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2a Elect Trevor Matthews as Director Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied because LGIM has had concerns with the remuneration for more

than a year.

2b Elect Debra Hazelton as Director Mgmt For Against

Blended Rationale: Diversity: A vote against is applied as LGIM expects a company to have a diverse board, with at least 25%

of board members being women. We expect companies to increase female participation both on the board and in leadership

positions over time.

2c Elect Rahoul Chowdry as Director Mgmt For For

2d Elect Michael Sammells as Director

Mgmt

For

For

Page 5: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

AMP Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3 Approve Remuneration Report Mgmt For Against

Blended Rationale: Remuneration: Performance conditions: A vote against is applied as the level of disclosures in respect of

performance conditions does not allow shareholders to make a fully informed assessment of remuneration.A vote AGAINST the

remuneration report is warranted, given that the following aspects of the remuneration framework and practices are misaligned

with shareholder interests, the company's performance and accepted market practice:- A high level of concern for

misalignment is identified in the quantitative pay for performance analysis;- Executives (excluding the CEO of AMP Capital who

has a profit share plan) received excessive bonuses which are misaligned with the company's financial performance and

shareholder outcomes;- Executives (aside from the Group CEO) received excessive LTI awards between $1.5 million to $4.9

million (or 3x to 5x their fixed remuneration) which are misaligned with the company's performance and shareholder outcomes.

Such quantum is excessive when even compared against grants to many CEOs of large ASX-listed entities.- Non-executive

director remuneration continues to be materially excessive and well above market cap and selected peer groups.

4 Approve Cancellation of CEO 2018 Recovery Mgmt

Incentive Granted to Francesco De Ferrari

For For

5 Ratify Past Issuance of Shares to Existing and Mgmt

New Institutional Investors

For

For

6 Approve Conversion of AMP Capital Notes 2 Mgmt

into Fully Paid Ordinary Shares

For

For

CLP Holdings Ltd.

Meeting Date: 05/08/2020 Country: Hong Kong

Primary Security ID: Y1660Q104

Meeting Type: Annual Ticker: 2

Primary ISIN: HK0002007356

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2a Elect Michael Kadoorie as Director Mgmt For Against

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

directors.

2b Elect William Elkin Mocatta as Director Mgmt For Against

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

directors.

2c Elect Roderick Ian Eddington as Director Mgmt For Against

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

directors.

3 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

4 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

Page 6: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

CLP Holdings Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

5 Authorize Repurchase of Issued Share Capital Mgmt For For

PCCW Limited

Meeting Date: 05/08/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y6802P120

Ticker: 8

Primary ISIN: HK0008011667

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3a Elect Srinivas Bangalore Gangaiah as Director Mgmt For For

3b Elect Hui Hon Hing, Susanna as Director Mgmt For For

3c Elect Lee Chi Hong, Robert as Director Mgmt For For

3d Elect Li Fushen as Director Mgmt For Against

Blended Rationale: A vote AGAINST the election of Fushen Li is warranted given he has failed to attend at least 75 percent of

board meetings in the most recent fiscal year, without a satisfactory explanation.

3e Elect Mai Yanzhouas Director Mgmt For For

3f Elect David Christopher Chance as Director Mgmt For For

3g Authorize Board to Fix Remuneration of

Directors

Mgmt For For

4 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6 Authorize Repurchase of Issued Share Capital Mgmt For For

7 Authorize Reissuance of Repurchased Shares

Mgmt

For

Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

Page 7: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

The Wharf (Holdings) Limited

Meeting Date: 05/08/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y8800U127

Ticker: 4

Primary ISIN: HK0004000045

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2a Elect Andrew On Kiu Chow as Director Mgmt For For

2b Elect Paul Yiu Cheung Tsui as Director Mgmt For For

2c Elect Kevin Kwok Pong Chan as Director Mgmt For For

2d Elect Vincent Kang Fang as Director Mgmt For Against

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

directors.

3 Approve KPMG as Auditors and Authorize

Board to Fix Their Remuneration

Mgmt For For

4 Authorize Repurchase of Issued Share Capital Mgmt For For

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

Sun Art Retail Group Limited

Meeting Date: 05/12/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y8184B109

Ticker: 6808

Primary ISIN: HK0000083920

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect Huang Ming-Tuan as Director Mgmt For For

Page 8: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Sun Art Retail Group Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3b Elect Xavier, Marie, Alain Delom de Mezerac

as Director

3c Elect Benoit, Claude, Francois, Marie, Joseph

Leclercq as as Director

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: A vote AGAINST Benoit Claude Francois Marie Joseph Leclercq is warranted as he failed to attend at least

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

3d Elect Isabelle, Claudine, Francoise Blonde ep.

Bouvier as Director

Mgmt For For

3e Elect He Yi as Director Mgmt For For

3f Elect Dieter Yih as Director Mgmt For For

3g Authorize Board to Fix Remuneration of

Directors

Mgmt For For

4 Approve KPMG as Auditors and Authorize

Board to Fix Their Remuneration

Mgmt For For

5 Authorize Repurchase of Issued Share Capital Mgmt For For

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

7 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

Hysan Development Company Limited

Meeting Date: 05/13/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y38203124

Ticker: 14

Primary ISIN: HK0014000126

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2.1 Elect Lee Irene Yun-Lien as Director Mgmt For For

2.2 Elect Fan Yan Hok Philip as Director Mgmt For Against

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

directors.

Page 9: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Hysan Development Company Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2.3 Elect Lee Tze Hau Michael as Director Mgmt For Against

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

directors.

3 Approve Deloitte Touche Tohmatsu as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

4 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

5 Authorize Repurchase of Issued Share Capital

Mgmt

Mgmt

For

For

For

For

Power Assets Holdings Limited

Meeting Date: 05/13/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y7092Q109

Ticker: 6

Primary ISIN: HK0006000050

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect Andrew John Hunter as Director Mgmt For For

3b Elect Ip Yuk-keung, Albert as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects non-executive directors not to hold too many

external roles to ensure they can undertake their duties effectively.

3c Elect Li Tzar Kuoi, Victor as Director Mgmt For Against

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

directors.Board mandates: A vote against is applied as LGIM expects a CEO not to hold too many external roles to ensure they

can undertake their duties effectively.

3d Elect Tsai Chao Chung, Charles as Director Mgmt For For

3e Elect Lui Wai Yu, Albert as Director Mgmt For For

4 Approve KPMG as Auditor and Authorize

Board to Fix Their Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

Page 10: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Power Assets Holdings Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6 Authorize Repurchase of Issued Share Capital Mgmt For For

7 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

8 Amend Articles of Association Mgmt For For

The GPT Group

Meeting Date: 05/13/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q4252X155

Ticker: GPT

Primary ISIN: AU000000GPT8

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Gene Tilbrook as Director Mgmt For For

2 Elect Mark Menhinnitt as Director

Mgmt

For

For

3 Approve Remuneration Report

Mgmt

For

For

Caltex Australia Ltd.

Meeting Date: 05/14/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q19884107

Ticker: CTX

Primary ISIN: AU000000CTX1

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Melinda Conrad as Director Mgmt For For

2 Approve Remuneration Report

Mgmt

For

For

3 Approve the Change of Company Name to

Ampol Limited

Mgmt

For

For

Page 11: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Singapore Technologies Engineering Ltd.

Meeting Date: 05/15/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y7996W103

Ticker: S63

Primary ISIN: SG1F60858221

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Elect Kwa Chong Seng as Director Mgmt For For

4 Elect Quek Gim Pew as Director Mgmt For For

5 Elect Quek See Tiat as Director Mgmt For For

6 Elect Joseph Leong Weng Keong as Director Mgmt For For

7 Approve Directors' Remuneration Mgmt For For

8 Approve PricewaterhouseCoopers LLP as

Auditors and Authorize Board to Fix Their

Remuneration

Mgmt For For

9 Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For For

10 Approve Mandate for Interested Person

Transactions

Mgmt For For

11 Authorize Share Repurchase Program Mgmt For For

12 Adopt Singapore Technologies Engineering

Performance Share Plan 2020 and Approve

Grant of Awards and Issuance of Shares

Under the Plan

Mgmt For Against

Blended Rationale: Remuneration: Performance conditions. A vote against is applied as LGIM expects a sufficient portion of

executive remuneration to be assessed against performance conditions that are aligned with company performance.

13 Adopt Singapore Technologies Engineering

Restricted Share Plan 2020 and Approve

Grant of Awards and Issuance of Shares

Under the Plan

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

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

to align with long-term value creation.

Techtronic Industries Co., Ltd.

Meeting Date: 05/15/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y8563B159

Ticker: 669

Primary ISIN: HK0669013440

Page 12: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Techtronic Industries Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect Horst Julius Pudwill as Director Mgmt For Against

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

3b Elect Joseph Galli Jr. as Director

Mgmt

For

For

3c Elect Vincent Ting Kau Cheung as Director Mgmt For Against

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

directors.

3d Elect Johannes-Gerhard Hesse as Director Mgmt For For

3e Elect Robert Hinman Getz as Director Mgmt For For

3f Authorize Board to Fix Remuneration of

Directors

Mgmt For For

4 Approve Deloitte Touche Tohmatsu as

Auditors and Authorize Board to Fix Their

Remuneration

Mgmt For For

5a Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights (for

Cash)

Mgmt For For

5b Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights (for

Consideration Other Than Cash)

Mgmt For For

6 Authorize Repurchase of Issued Share Capital Mgmt For For

7a Authorize Reissuance of Repurchased Shares

(Pursuant to Resolution 5a)

Mgmt For Against

Blended Rationale: A vote AGAINST the share reissuance request under Items 7a and 7b is warranted given the reissuance of

repurchase share would cause the aggregate share issuance limit to exceed 10 percent.

7b Authorize Reissuance of Repurchased Shares

(Pursuant to Resolution 5b)

Mgmt For Against

Blended Rationale: A vote AGAINST the share reissuance request under Items 7a and 7b is warranted given the reissuance of

repurchase share would cause the aggregate share issuance limit to exceed 10 percent.

Oversea-Chinese Banking Corporation Limited

Meeting Date: 05/18/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y64248209

Ticker: O39

Primary ISIN: SG1S04926220

Page 13: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Oversea-Chinese Banking Corporation Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt

For

For

2a Elect Ooi Sang Kuang as Director Mgmt For For

2b Elect Lee Tih Shih as Director Mgmt For For

2c Elect Wee Joo Yeow as Director Mgmt For For

3a Elect Koh Beng Seng as Director Mgmt For For

3b Elect Tan Yen Yen as Director Mgmt For For

4 Approve Final Dividend Mgmt For For

5a Approve Directors' Remuneration Mgmt For For

5b Approve Issuance of 6,000 Shares to Each

Non-Executive Director for the Year Ended

Dec. 31, 2019

Mgmt For For

6 Approve PricewaterhouseCoopers LLP as

Auditors and Authorize Board to Fix Their

Remuneration

Mgmt For For

7 Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For For

8 Approve Grant of Options and/or Rights and

Issuance of Shares Pursuant to the OCBC

Share Option Scheme 2001 and OCBC

Employee Share Purchase Plan

Mgmt For Against

Blended Rationale: Remuneration: Performance period: A vote against is applied as LGIM expects remuneration to be measured

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

to align with long-term value creation.Remuneration: Performance conditions. A vote against is applied as LGIM expects a

sufficient portion of executive remuneration to be assessed against performance conditions that are aligned with company

performance.Remuneration: A vote against is applied as the award of incentive remuneration to non-executive directors may

impair their independence.Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.

9 Approve Issuance of Shares Pursuant to the Mgmt For For

Oversea-Chinese Banking Corporation Limited

Scrip Dividend Scheme

10 Authorize Share Repurchase Program Mgmt For For

Adelaide Brighton Ltd.

Meeting Date: 05/19/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q0109N101

Ticker: ABC

Primary ISIN: AU000000ABC7

Page 14: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Adelaide Brighton Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2 Elect Vanessa Guthrie as Director Mgmt For For

3 Elect Geoff Tarrant as Director

Mgmt

For

Against

Blended Rationale: Committee independence: A vote against is applied as LGIM expects the Committee to be comprised of

independent directors.

4 Elect Emma Stein as Director Mgmt For For

5 Approve the Change of Company Name to

ADBRI Limited

6 Approve Remuneration Report

Mgmt

Mgmt

For

For

For

For

7 Approve the Spill Resolution

Mgmt

Against

Against

Atlas Arteria

Meeting Date: 05/19/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q06180105

Ticker: ALX

Primary ISIN: AU0000013559

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

Annual Meeting Agenda of Atlas Arteria

Limited (ATLAX)

Mgmt

2 Elect Debra Goodin as Director Mgmt For For

3 Approve the Remuneration Report Mgmt For For

4 Approve Grant of Performance Rights to

Graeme Bevans

Mgmt For For

5 Approve Grant of Restricted Securities to

Graeme Bevans

Mgmt For For

6 Ratify Past Issuance of ATLAX Shares to

Existing Institutional Investors and New

Institutional Investors

Mgmt For For

Annual Meeting Agenda of Atlas Arteria

International Limited (ATLIX)

Mgmt

2 Appoint PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this brings into question the independence of their judgement.

Page 15: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Atlas Arteria

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3 Elect Fiona Beck as Director Mgmt For For

4a Elect Jeffrey Conyers as Director

Mgmt

For

Against

Blended Rationale: Committee independence: A vote against is applied as LGIM expects the Committee to be comprised of

independent directors.

4b Elect Derek Stapley as Director Mgmt For For

5 Ratify Past Issuance of ATLIX Shares to Mgmt

Existing Institutional Investors and New

Institutional Investors

For

For

6 Approve Amendments to ATLIX Bye-Laws Mgmt For

For

Alumina Limited

Meeting Date: 05/20/2020 Country: Australia

Primary Security ID: Q0269M109

Meeting Type: Annual Ticker: AWC

Primary ISIN: AU000000AWC3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2 Approve Remuneration Report Mgmt For For

3 Elect Peter Day as Director

Mgmt

For

For

4 Approve Grant of Performance Rights to Mike

Ferraro

Mgmt

For

For

MTR Corporation Limited

Meeting Date: 05/20/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y6146T101

Ticker: 66

Primary ISIN: HK0066009694

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect Andrew Clifford Winawer Brandler as

Director

Mgmt

For

For

Page 16: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

MTR Corporation Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

3b

Elect Pamela Chan Wong Shui as Director

Mgmt

For

For

3c Elect Dorothy Chan Yuen Tak-fai as Director Mgmt For For

3d Elect Johannes Zhou Yuan as Director Mgmt For For

4 Elect Bunny Chan Chung-bun as Director Mgmt For For

5 Approve KPMG as Auditors and Authorize

Board to Fix Their Remuneration

Mgmt For For

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

7 Authorize Repurchase of Issued Share Capital Mgmt For For

Olam International Limited

Meeting Date: 05/20/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y6421B106

Ticker: O32

Primary ISIN: SG1Q75923504

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt

For

For

2 Approve Second and Final Dividend Mgmt For For

3 Elect Nihal Vijaya Devadas Kaviratne as

Director

Mgmt For For

4 Elect Sunny George Verghese as Director Mgmt For For

5 Elect Ajai Puri as Director Mgmt For For

6 Elect Joerg Wolle as Director Mgmt For For

7 Elect Nagi Adel Hamiyeh as Director Mgmt For For

8 Approve Directors' Fees Mgmt For For

9 Approve Ernst & Young LLP as Auditors and

Authorize Board to Fix Their Remuneration

Mgmt For For

10 Elect Norio Saigusa as Director Mgmt For For

11 Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For For

12 Authorize Share Repurchase Program Mgmt For For

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Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Olam International Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

13 Approve Amendment to the Olam Share Grant

Plan

Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.

14 Approve Grant of Awards and Issuance of

Shares Under the Olam Share Grant Plan

Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.

15 Approve Mandate for Interested Person

Transactions

Mgmt For For

Sembcorp Marine Ltd.

Meeting Date: 05/20/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y8231K102

Ticker: S51

Primary ISIN: SG1H97877952

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt

For

For

2 Elect Eric Ang Teik Lim as Director Mgmt For For

3 Elect Koh Chiap Khiong as Director Mgmt For For

4 Approve Directors' Fees Mgmt For For

5 Approve KPMG LLP as Auditors and Authorize

Board to Fix Their Remuneration

Mgmt For For

6 Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For For

7 Approve Mandate for Interested Person

Transactions

Mgmt For For

8 Authorize Share Repurchase Program Mgmt For For

9 Adopt Sembcorp Marine Performance Share

Plan 2020 and Approve Grant of Awards and

Issuance of Shares Under the Plan

Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.Remuneration: Performance conditions. A vote against is applied as LGIM

expects a sufficient portion of executive remuneration to be assessed against performance conditions that are aligned with

company performance.

Page 18: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Sembcorp Marine Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

10 Adopt Sembcorp Marine Restricted Share Plan

2020 and Approve Grant of Awards and

Issuance of Shares Under the Plan

Mgmt For Against

Blended Rationale: Remuneration: Performance conditions. A vote against is applied as LGIM expects a sufficient portion of

executive remuneration to be assessed against performance conditions that are aligned with company

performance.Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a percentage

of salary or a fixed number of shares.

Guotai Junan International Holdings Limited

Meeting Date: 05/21/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y2961L109

Ticker: 1788

Primary ISIN: HK0000065869

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3.1 Elect Yim Fung as Director Mgmt For Against

Blended Rationale: Joint Chair/CEO: A vote against is applied as LGIM expects the roles of Chair and CEO to be separate. These

two roles are substantially different and a division of responsibilities ensures there is a proper balance of authority and

responsibility on the board.

3.2 Elect Qi Haiying as Director Mgmt For For

3.3 Elect Li Guangjie as Director

Mgmt

For

For

3.4 Elect Song Ming as Director

Mgmt

For

Against

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

directors.

4 Authorize Board to Fix Remuneration of

Directors

Mgmt For For

5 Approve KPMG as Auditor and Authorize

Board to Fix Their Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

6A Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6B Authorize Repurchase of Issued Share Capital Mgmt For For

Page 19: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Guotai Junan International Holdings Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

6C Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

MMG Ltd.

Meeting Date: 05/21/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y6133Q102

Ticker: 1208

Primary ISIN: HK1208013172

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2a Elect Guo Wenqing as Director Mgmt For Against

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

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

2b Elect Gao Xiaoyu as Director Mgmt For For

2c Elect Jiao Jian as Director

Mgmt

For

Against

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

directors.

2d Elect Chan Ka Keung, Peter as Director Mgmt For For

3 Authorize Board to Fix Remuneration of

Directors

Mgmt For For

4 Approve Deloitte Touche Tohmatsu as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6 Authorize Repurchase of Issued Share Capital Mgmt For For

7 Authorize Reissuance of Repurchased Shares

Mgmt

For

Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

Page 20: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Sembcorp Industries Ltd.

Meeting Date: 05/21/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y79711159

Ticker: U96

Primary ISIN: SG1R50925390

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Elect Ang Kong Hua as Director Mgmt For For

4 Elect Yap Chee Keong as Director Mgmt For For

5 Elect Nagi Hamiyeh as Director Mgmt For For

6 Approve Directors' Fees Mgmt For For

7 Approve KPMG LLP as Auditors and Authorize

Board to Fix Their Remuneration

Mgmt For For

8 Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For For

9 Approve Renewal of Mandate for Interested

Person Transactions

Mgmt For For

10 Authorize Share Repurchase Program Mgmt For For

11 Adopt Sembcorp Industries Performance

Share Plan 2020 and Approve Grant of

Awards and Issuance of Shares Under the

Plan

Mgmt For Against

Blended Rationale: Remuneration: A vote against is applied as LGIM expects all incentive plans to be capped either as a

percentage of salary or a fixed number of shares.

12 Adopt Sembcorp Industries Restricted Share

Plan 2020 and Approve Grant of Awards and

Issuance of Shares Under the Plan

Mgmt For Against

Blended Rationale: Remuneration: Performance conditions. A vote against is applied as LGIM expects a sufficient portion of

awards to be assessed against performance conditions to ensure alignment of remuneration with company

performance.Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured over

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

align with long-term value creation.Remuneration: A vote against is applied as the award of incentive remuneration to

non-executive directors may impair their independence.Remuneration: A vote against is applied as LGIM expects all incentive

plans to be capped either as a percentage of salary or a fixed number of shares.

Shougang Fushan Resources Group Limited

Meeting Date: 05/21/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y7760F104

Ticker: 639

Primary ISIN: HK0639031506

Page 21: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Shougang Fushan Resources Group Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3A Elect Chen Zhaoqiang as Director Mgmt For For

3B Elect Liu Qingshan as Director Mgmt For For

3C Elect Fan Wenli as Director Mgmt For Against

Blended Rationale: Future World Protection List: A vote against is applied as the company meets the criteria for inclusion in

LGIM’s Future World Protection List. Companies are incorporated into the List if they fail to meet minimum standards of

globally accepted business practices. This includes: companies involved in the manufacture and production of controversial

weapons; perennial violators of the United Nations Global Compact (UNGC); and pure coal miners.

3D Elect Shi Yubao as Director Mgmt For Against

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

directors.

4 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6 Authorize Repurchase of Issued Share Capital Mgmt For For

7 Authorize Reissuance of Repurchased Shares

Mgmt

For

Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

ComfortDelGro Corporation Limited

Meeting Date: 05/22/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y1690R106

Ticker: C52

Primary ISIN: SG1N31909426

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

Page 22: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

ComfortDelGro Corporation Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3 Approve Directors' Fees Mgmt For For

4 Elect Yang Ban Seng as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO/CFO/FD or a non-executive director not

to hold too many external roles to ensure they can undertake their duties effectively.

5 Elect Lee Khai Fatt, Kyle as Director Mgmt For For

6 Elect Wang Kai Yuen as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO/CFO/FD or a non-executive director not

to hold too many external roles to ensure they can undertake their duties effectively.

7 Approve Deloitte & Touche LLP as Auditors

and Authorize Board to Fix Their

Remuneration

Mgmt For For

8 Approve Issuance of Shares Under the

ComfortDelGro Executive Share Award

Scheme

Mgmt For Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be measured

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

to align with long-term value creation.Remuneration: Performance conditions. A vote against is applied as LGIM expects a

sufficient portion of executive remuneration to be assessed against performance conditions that are aligned with company

performance.

9 Authorize Share Repurchase Program Mgmt For For

Hang Seng Bank Ltd.

Meeting Date: 05/22/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y30327103

Ticker: 11

Primary ISIN: HK0011000095

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2a Elect Raymond K F Ch'ien as Director Mgmt For Against

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

directors.

2b Elect L Y Chiang as Director Mgmt For Against

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

directors.

Page 23: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Hang Seng Bank Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2c Elect Kathleen C H Gan as Director Mgmt For Against

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

directors.

2d Elect Kenneth S Y Ng as Director Mgmt For Against

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

directors.

2e Elect Michael W K Wu as Director Mgmt For Against

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

directors.

3 Authorize Board to Fix Remuneration of

Directors

Mgmt For For

4 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

5 Authorize Repurchase of Issued Share Capital Mgmt For For

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST this resolution is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

Jardine Cycle & Carriage Limited

Meeting Date: 05/22/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y43703100

Ticker: C07

Primary ISIN: SG1B51001017

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3 Approve Directors' Fees Mgmt For For

4a Elect Mark Greenberg as Director

Mgmt

For

Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO/CFO/FD or a non-executive director not

to hold too many external roles to ensure they can undertake their duties effectively.

4b Elect Vimala Menon as Director Mgmt For For

Page 24: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Jardine Cycle & Carriage Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4c Elect Anthony Nightingale as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects a CEO/CFO/FD or a non-executive director not

to hold too many external roles to ensure they can undertake their duties effectively.

4d Elect Michael Kok as Director Mgmt For Against

Blended Rationale: A vote AGAINST is warranted for the following reasons:- Pak Kuan (Michael) Kok has failed to attend at

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

5 Elect Benjamin Birks as Director Mgmt For For

6 Approve PricewaterhouseCoopers LLP as

Auditors and Authorize Board to Fix Their

Remuneration

Mgmt For For

7a Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted because the issuance request without preemptive rights

exceeds the recommended limit.

7b Authorize Share Repurchase Program Mgmt For

For

7c Approve Mandate for Interested Person Mgmt

Transactions

For

For

StarHub Ltd.

Meeting Date: 05/22/2020 Country: Singapore

Primary Security ID: Y8152F132

Meeting Type: Annual Ticker: CC3

Primary ISIN: SG1V12936232

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt

For

For

2 Elect Steven Terrell Clontz as Director Mgmt For For

3 Elect Teo Ek Tor as Director Mgmt For For

4 Elect Stephen Geoffrey Miller as Director Mgmt For For

5 Approve Directors' Remuneration Mgmt For For

6 Approve Final Dividend Mgmt For For

7 Approve KPMG LLP as Auditors and Authorize

Board to Fix Their Remuneration

Mgmt For For

Page 25: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

StarHub Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8 Approve Issuance of Equity or Equity-Linked

Securities with or without Preemptive Rights

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted because the issuance request without preemptive rights

exceeds the recommended limit.

9 Approve Grant of Awards and Issuance of

Shares Under the StarHub Performance Share

Plan 2014 and/or the StarHub Restricted

Stock Plan 2014

Mgmt For For

StarHub Ltd.

Meeting Date: 05/22/2020 Country: Singapore

Meeting Type: Special

Primary Security ID: Y8152F132

Ticker: CC3

Primary ISIN: SG1V12936232

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Authorize Share Repurchase Program Mgmt For For

2 Approve Mandate for Interested Person

Transactions

Mgmt

For

For

Sydney Airport

Meeting Date: 05/22/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q8808P103

Ticker: SYD

Primary ISIN: AU000000SYD9

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

Sydney Airport Limited (SAL) Meeting

Mgmt

1 Approve Remuneration Report Mgmt For For

2 Elect Ann Sherry as Director Mgmt For For

3 Elect Stephen Ward as Director Mgmt For For

4 Approve Grant of Rights to Geoff Culbert Mgmt For For

Sydney Airport Trust 1 (SAT1) Meeting Mgmt

1 Elect Anne Rozenauers as Director Mgmt For For

Page 26: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Sydney Airport

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2 Elect Patrick Gourley as Director Mgmt For For

Coca-Cola Amatil Ltd.

Meeting Date: 05/26/2020 Country: Australia

Meeting Type: Annual

Primary Security ID: Q2594P146

Ticker: CCL

Primary ISIN: AU000000CCL2

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2 Approve Remuneration Report Mgmt For For

3a Elect Krishnakumar Thirumalai as Director

Mgmt

For

Against

Blended Rationale: Committee independence: A vote against is applied as LGIM expects the Committee to be comprised of

independent directors.

3b Elect Paul Dominic O'Sullivan as Director Mgmt For For

3c Elect Penelope Ann Winn as Director Mgmt For

For

4 Approve Grant of Performance Shares Rights Mgmt

to Alison Mary Watkins

For

For

BOC Aviation Limited

Meeting Date: 05/27/2020 Country: Singapore

Primary Security ID: Y09292106

Meeting Type: Annual Ticker: 2588

Primary ISIN: SG9999015267

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect Zhang Xiaolu as Director Mgmt For For

3b Elect Li Mang as Director

Mgmt

For

Against

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

directors.

Page 27: Vote Summary Report Asia Pacific May 2020 · 2020-07-01 · Vote Summary Report Date range covered: 05/01/2020 to 05/31/2020 QBE Insurance Group Limited Proposal Number Proposal Text

Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

BOC Aviation Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3c Elect Zhu Lin as Director Mgmt For Against

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

directors.

3d Elect Dai Deming as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects non-executive directors not to hold too many

external roles to ensure they can undertake their duties effectively.

3e Elect Antony Nigel Tyler as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Directors

Mgmt For For

5 Approve Ernst & Young LLP as Auditor and

Authorize Board to Fix Their Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

6 Authorize Repurchase of Issued Share Capital Mgmt For For

7 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt

For

Against

Blended Rationale: Pre-emption rights: A vote AGAINST the general share issuance mandate in Item 7 is warranted given the

discount limit exceeds 10 percent.A vote AGAINST the share reissuance request in Item 8 is warranted given the request would

cause the aggregate share issuance limit to exceed 10 percent and may be issued at a discount exceeding 10 percent.

8 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST the general share issuance mandate in Item 7 is warranted given the discount limit

exceeds 10 percent.A vote AGAINST the share reissuance request in Item 8 is warranted given the request would cause the

aggregate share issuance limit to exceed 10 percent and may be issued at a discount exceeding 10 percent.

Television Broadcasts Limited

Meeting Date: 05/27/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y85830126

Ticker: 511

Primary ISIN: HK0000139300

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For Against

Blended Rationale: Accounts: A vote against is applied as the auditors have expressed concerns regarding the company's

accounts.

2 Approve Final Dividend Mgmt For For

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Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Television Broadcasts Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3.1 Elect Felix Fong Wo as Director Mgmt For Against

Blended Rationale: Board mandates: A vote against is applied as LGIM expects non-executive directors not to hold too many

external roles to ensure they can undertake their duties effectively.

3.2 Elect Belinda Wong Ching Ying as Director Mgmt For For

4 Elect Li Ruigang as Director Mgmt For For

5 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted given that the company has not

specified the discount limit under the general share issuance mandate and the reissuance request.

7 Authorize Repurchase of Issued Share Capital Mgmt For For

8 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given that the company has not specified the discount limit

under the general share issuance mandate and the reissuance request.

9 Approve Extension of Book Close Period from

30 Days to 60 Days

Mgmt For For

Champion Real Estate Investment Trust

Meeting Date: 05/28/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y1292D109

Ticker: 2778

Primary ISIN: HK2778034606

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Note Audited Financial Statements Together

with the Auditors' Report

Mgmt

2 Note Appointment of Auditor and Fixing of

Their Remuneration

3 Elect Cheng Wai Chee, Christopher as

Director

Mgmt

Mgmt

For

Against

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

directors.

4 Authorize Repurchase of Issued Share Capital Mgmt For For

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Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Genting Singapore Limited

Meeting Date: 05/28/2020 Country: Singapore

Meeting Type: Annual

Primary Security ID: Y2692C139

Ticker: G13

Primary ISIN: SGXE21576413

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Adopt Financial Statements and Directors' and

Auditors' Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3 Elect Tan Hee Teck as Director Mgmt For For

4 Elect Koh Seow Chuan as Director

Mgmt

For

For

5 Approve Directors' Fees

Mgmt

For

For

6 Approve PricewaterhouseCoopers LLP as

Auditors and Authorize Board to Fix Their

Remuneration

7 Approve Mandate for Interested Person

Transactions

8 Authorize Share Repurchase Program

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

AIA Group Limited

Meeting Date: 05/29/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y002A1105

Ticker: 1299

Primary ISIN: HK0000069689

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Final Dividend Mgmt For For

3 Elect Edmund Sze-Wing Tse as Director Mgmt For For

4 Elect Jack Chak-Kwong So as Director Mgmt For For

5 Elect Mohamed Azman Yahya Director Mgmt For For

6 Approve PricewaterhouseCoopers as Auditor

and Authorize Board to Fix Their

Remuneration

Mgmt For For

7A Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

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Date range covered: 05/01/2020 to 05/31/2020

AIA Group Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

7B Authorize Repurchase of Issued Share Capital Mgmt For For

8 Approve New Share Option Scheme and

Terminate Existing Share Option Scheme

Mgmt

For

Against

Blended Rationale: Remuneration: Performance period. A vote against is applied as LGIM expects remuneration to be

measured over at least a 3 year performance period.

China Travel International Investment Hong Kong Limited

Meeting Date: 05/29/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y1507D100

Ticker: 308

Primary ISIN: HK0308001558

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2a Elect Jiang Hong as Director Mgmt For For

2b Elect Tse Che Edward as Director Mgmt For For

2c Elect Zhang Xiaoke as Director Mgmt For For

2d Elect Huang Hui as Director Mgmt For For

2e Elect Fan Dongsheng as Director Mgmt For For

2f Authorize Board to Fix Remuneration of

Directors

Mgmt For For

3 Approve KPMG as Auditor and Authorize

Board to Fix Their Remuneration

Mgmt For For

4 Authorize Repurchase of Issued Share Capital Mgmt For For

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

6 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

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Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Dah Sing Banking Group Limted

Meeting Date: 05/29/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y1923F101

Ticker: 2356

Primary ISIN: HK2356013600

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect David Shou-Yeh Wong as Director Mgmt For Against

Blended Rationale: Remuneration Committee: A vote against has been applied because LGIM expects the Committee to

comprise independent directors.Diversity: A vote against is applied as LGIM expects a company to have at least one female on

the board.

3b Elect Nicholas John Mayhew as Director Mgmt For For

3c Elect Seng-Lee Chan as Director

Mgmt

For

Against

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

directors.

4 Approve Directors' Fees Mgmt For For

5 Approve PricewaterhouseCoopers as Auditors

and Authorize Board to Fix Their

Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST this resolution is warranted for the following:- The share issuance

limit is greater than 10 percent.- The company has not specified the discount limit.

7 Approve Grant of Options and Issuance of

Shares Under the Share Option Scheme

Mgmt For Against

Blended Rationale: Remuneration: Performance period: A vote against is applied as LGIM expects remuneration to be measured

over at least a 3 year performance period.A vote AGAINST this resolution is warranted given that the directors eligible to

receive awards under the Scheme are involved in the administration of the Scheme.

Dah Sing Financial Holdings Limited

Meeting Date: 05/29/2020 Country: Hong Kong

Meeting Type: Annual

Primary Security ID: Y19182107

Ticker: 440

Primary ISIN: HK0440001847

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Vote Summary Report

Date range covered: 05/01/2020 to 05/31/2020

Dah Sing Financial Holdings Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3a Elect Gary Pak-Ling Wang as Director Mgmt For For

3b Elect Eiichi Yoshikawa as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST the election of Eiichi Yoshikawa is warranted as he has failed to attend at least 75 percent

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

3c Elect Paul Franz Winkelmann as Director Mgmt For For

3d Elect Yoshikazu Shimauchi as Director Mgmt For For

4 Approve Directors' Fees Mgmt For For

5 Approve PricewaterhouseCoopers as Auditors

and Authorize Board to Fix Their

Remuneration

Mgmt For Against

Blended Rationale: Auditor fees: A vote against is applied as LGIM does not expect excessive non-audit work to be conducted

by the company's external auditors as this will bring into question the independence of their judgement.

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: Pre-emption rights: A vote AGAINST these resolutions is warranted for the following:- The aggregate share

issuance limit is greater than 10 percent.- The company has not specified the discount limit.

7 Authorize Repurchase of Issued Share Capital Mgmt For For

8 Authorize Reissuance of Repurchased Shares Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted for the following: - The aggregate share issuance limit is

greater than 10 percent. - The company has not specified the discount limit.

9 Approve Grant of Options and Issuance of

Shares Under the Share Option Scheme

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the directors eligible to receive options under the

scheme are involved in the administration of the scheme.

10 Amend Articles of Association and Adopt New

Articles of Association

Mgmt For For