vote summary report emerging markets august 2019 · raia drogasil sa meeting date: 08/01/2019...

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August 2019 Emerging Markets Voting Report Voting report Legal & General Investment Management No warranty is given and no representation is made regarding the accuracy or completeness of the content of this report, and no liability or responsibility is accepted for the information contained in this report. 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 2019

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Page 1: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

August 2019 Emerging Markets Voting Report

Voting report Legal & General Investment Management

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

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 2019

Page 2: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

China International Travel Service Corp. Ltd.

Meeting Date: 08/01/2019 Country: China

Meeting Type: Special

Primary Security ID: Y149A3100

Ticker: 601888

Primary ISIN: CNE100000G29

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Investment in the Construction of

Haikou International Duty Free City Project

2 Approve Signing of Financial Services

Agreement

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: Related party transaction: A vote AGAINST is warranted since the proposed financial service agreement with

the group finance company may expose the company to unnecessary risks.

Eicher Motors Limited

Meeting Date: 08/01/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2251M114

Ticker: 505200

Primary ISIN: INE066A01013

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Siddhartha Lal as Director Mgmt For Against

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

directors.

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Elect Vinod Kumar Dasari as Director and

Approve Appointment and Remuneration of

Vinod Kumar Dasari as Whole-time Director

Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Vinod Kumar Dasari given that his election

as director is bundled with his appointment and remuneration as executive of the company and the company has failed to

specify the components of the executive's remuneration package.

6 Elect Inder Mohan Singh as Director Mgmt For For

7 Elect Vinod Kumar Aggarwal as Director Mgmt For For

8 Approve Commission to Non-Executive

Directors

Mgmt For For

Page 3: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Eicher Motors Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

9 Approve Payment of Remuneration to S.

Sandilya as Chairman (Non-Executive and

Independent Director)

10 Approve Eicher Motors Limited's Restricted

Stock Unit Plan 2019

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted because:- The Scheme permits stock options to be issued with

an exercise price at a discount to the current market price.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.

11 Approve Extension of Benefits of Eicher

Motors Limited's Restricted Stock Unit Plan

2019 to the Employees of Subsidiary

Companies

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted because:- The Scheme permits stock options to be issued with

an exercise price at a discount to the current market price.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.

Godrej Consumer Products Limited

Meeting Date: 08/01/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2732X135

Ticker: 532424

Primary ISIN: INE102D01028

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm Interim Dividend Mgmt For For

3 Reelect Nadir Godrej as Director Mgmt For Against

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

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

4 Reelect Jamshyd Godrej as Director Mgmt For For

5 Approve Remuneration of Cost Auditors

Mgmt

For

For

6 Reelect Narendra Ambwani as Director

Mgmt

For

For

Page 4: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Godrej Consumer Products Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

7 Reelect Aman Mehta as Director Mgmt For Against

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

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

8 Reelect Omkar Goswami as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Omkar Goswami has failed to attend at least

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

9 Reelect Ireena Vittal as Director Mgmt For Against

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

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

10 Approve Reappointment and Remuneration of

Nisaba Godrej as Whole-time Director

Mgmt For For

11 Approve Reappointment and Remuneration of

Vivek Gambhir as Managing Director & CEO

Mgmt For For

Larsen & Toubro Limited

Meeting Date: 08/01/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y5217N159

Ticker: 500510

Primary ISIN: INE018A01030

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 Reelect M.V. Satish as Director Mgmt For For

4 Reelect Shailendra Roy as Director Mgmt For For

5 Reelect R. Shankar Raman as Director Mgmt For For

6 Reelect J.D Patil as Director Mgmt For For

7 Reelect M.M. Chitale as Director Mgmt For For

8 Reelect M. Damodaran as Director Mgmt For Against

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

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

9 Reelect Vikram Singh Mehta as Director Mgmt For Against

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

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

Page 5: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Larsen & Toubro Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

10 Reelect Adil Zainulbhai as Director Mgmt For Against

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

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

11 Approve Remuneration to S.N Subrahmanyan

as Chief Executive Officer and Managing

Director

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted as the company has failed to specify the commission rate

for which the executives are entitled to receive as part of their remuneration.

12 Approve Remuneration to R. Shankar Raman

as Chief Financial Officer and Whole-time

Director

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted as the company has failed to specify the commission rate

for which the executives are entitled to receive as part of their remuneration.

13 Amend Objects Clause of Memorandum of Mgmt

Association

For For

14 Approve Issuance of Equity or Equity-Linked Mgmt

Securities without Preemptive Rights

For

For

15 Approve Remuneration of Cost Auditors Mgmt For

For

Marico Limited

Meeting Date: 08/01/2019 Country: India

Primary Security ID: Y5841R170

Meeting Type: Annual Ticker: 531642

Primary ISIN: INE196A01026

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Harsh Mariwala as Director Mgmt For Against

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

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

3 Approve Remuneration of Cost Auditors Mgmt For For

4 Approve Reappointment and Remuneration of

Saugata Gupta as Managing Director and CEO

Mgmt For For

5 Approve Payment of Remuneration to Harsh

Mariwala as Chairman of the Board and Non-

Executive Director

Mgmt For For

6 Reelect Nikhil Khattau as Director Mgmt For For

7 Reelect Hema Ravichandar as Director Mgmt For For

Page 6: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Marico Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8 Reelect B. S. Nagesh as Director Mgmt For For

9 Reelect Rajeev Bakshi as Director Mgmt For For

Raia Drogasil SA

Meeting Date: 08/01/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P7942C102

Ticker: RADL3

Primary ISIN: BRRADLACNOR0

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve Agreement to Absorb Drogaria

Onofre Ltda.

Mgmt

For

For

2 Ratify Apsis Consultoria e Avaliacoes Ltda. as

the Independent Firm to Appraise Proposed

Transaction

Mgmt For For

3 Approve Independent Firm's Appraisal Mgmt For For

4 Approve Absorption of Drogaria Onofre Ltda. Mgmt For For

5 Authorize Board to Ratify and Execute

Approved Resolutions

Mgmt For For

GlaxoSmithKline Consumer Healthcare Limited

Meeting Date: 08/02/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2710K105

Ticker: 500676

Primary ISIN: INE264A01014

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Sangeeta Talwar as Director Mgmt For For

4 Elect P. Dwarakanath as Director Mgmt For For

5 Elect S. Madhavan as Director Mgmt For For

Page 7: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

GlaxoSmithKline Consumer Healthcare Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

6

Elect P. V. Bhide as Director

Mgmt

For

For

7 Approve Reappointment and Remuneration of

Anup Dhingra as Executive Director

Designated as Director - Operations

Mgmt For For

8 Approve Reappointment and Remuneration of

Vivek Anand as Executive Director Designated

as Director - Finance & CFO

Mgmt For For

Guangdong Electric Power Development Co., Ltd.

Meeting Date: 08/02/2019 Country: China

Meeting Type: Special

Primary Security ID: Y2923E110

Ticker: 200539

Primary ISIN: CNE000000HW5

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

EGM BALLOT FOR HOLDERS OF B SHARES

Mgmt

1 Amend Articles of Association Mgmt For For

ELECT NON-INDEPENDENT DIRECTOR VIA

CUMULATIVE VOTING

Mgmt

2.1 Elect Mao Qinghan as Non-Independent

Director

SH For For

Housing Development Finance Corporation Limited

Meeting Date: 08/02/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y37246207

Ticker: 500010

Primary ISIN: INE001A01036

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.a

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

1.b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Final Dividend Mgmt For For

3 Reelect V. Srinivasa Rangan as Director Mgmt For For

Page 8: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Housing Development Finance Corporation Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Authorize Board to Fix Remuneration of

Auditors

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.

5 Elect Bhaskar Ghosh as Director Mgmt For For

6 Elect Ireena Vittal as Director Mgmt For Against

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

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

7 Reelect Nasser Munjee as Director Mgmt For Against

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

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

8 Reelect J. J. Irani as Director Mgmt For For

9 Approve Related Party Transactions with

HDFC Bank Limited

Mgmt For For

10 Approve Commission to Non-Executive

Directors

Mgmt For For

11 Approve Revision in the Remuneration of Keki

M. Mistry as Managing Director Designated as

Vice Chairman & Chief Executive Officer

Mgmt For For

12 Authorize Issuance of Redeemable

Non-Convertible Debentures and/ or Any

Other Hybrid Instruments on Private

Placement Basis

Mgmt For For

Luxshare Precision Industry Co. Ltd.

Meeting Date: 08/02/2019 Country: China

Meeting Type: Special

Primary Security ID: Y7744X106

Ticker: 002475

Primary ISIN: CNE100000TP3

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve Company's Eligibility for Issuance of

Convertible Bonds

Mgmt

For

For

APPROVE PLAN ON ISSUANCE OF

CONVERTIBLE BONDS

Mgmt

2.1 Approve Type of Securities Mgmt For For

2.2 Approve Issue Scale Mgmt For For

2.3 Approve Bond Maturity Mgmt For For

Page 9: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Luxshare Precision Industry Co. Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2.4

Approve Par Value and Issuance Price

Mgmt

For

For

2.5 Approve Bond Interest Rate Mgmt For For

2.6 Approve Period and Method of Principal

Repayment and Interest Payment

Mgmt For For

2.7 Approve Conversion Period Mgmt For For

2.8 Approve Determination of Conversion Price Mgmt For For

2.9 Approve Adjustment on Conversion Price and

Its Calculation Method

Mgmt For For

2.10 Approve Downward Adjustment of Share

Conversion

Mgmt For For

2.11 Approve Determination Method for Size of

Share Conversion

Mgmt For For

2.12 Approve Terms of Redemption Mgmt For For

2.13 Approve Terms of Sell-back Mgmt For For

2.14 Approve Attribution of Profit and Loss During

the Conversion Period

Mgmt For For

2.15 Approve Issuance Method and Target

Subscribers

Mgmt For For

2.16 Approve Placing Arrangements for

Shareholders

Mgmt For For

2.17 Approve Meeting of the Bondholders Mgmt For For

2.18 Approve Use of Proceeds Mgmt For For

2.19 Approve Guarantees Mgmt For For

2.20 Approve Depository of Raised Funds Mgmt For For

2.21 Approve Resolution Validity Period Mgmt For For

3 Approve Issuance of Convertible Bonds Mgmt For For

4 Approve Feasibility Analysis Report on the

Use of Proceeds

Mgmt For For

5 Approve Rules and Procedures Regarding the

Meeting of the Convertible Bondholders

Mgmt For For

6 Approve Report on the Usage of Previously

Raised Funds

Mgmt For For

7 Approve Impact of Dilution of Current Returns

on Major Financial Indicators and the

Relevant Measures to be Taken

Mgmt For For

8 Approve Authorization of Board to Handle All

Related Matters

Mgmt For For

Page 10: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Tata Communications Limited

Meeting Date: 08/02/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8550P112

Ticker: 500483

Primary ISIN: INE151A01013

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Srinath Narasimhan as Director Mgmt For For

4 Approve S.R. Batliboi & Associates LLP,

Chartered Accountants 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 brings into question the independence of their judgement.

5 Elect Maruthi Prasad Tangirala as Director Mgmt For For

6 Elect Rajesh Sharma as Director Mgmt For For

7 Reelect Uday B. Desai as Director Mgmt For For

8 Approve Remuneration of Cost Auditors Mgmt For For

Exide Industries Limited

Meeting Date: 08/03/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2383M131

Ticker: 500086

Primary ISIN: INE302A01020

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect Subir Chakraborty as Director Mgmt For For

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Reelect Mona N Desai as Director Mgmt For For

6 Reelect Sudhir Chand as Director Mgmt For For

Page 11: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Exide Industries Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

7

Approve Reappointment and Remuneration of

Gautam Chatterjee as Managing Director and

Chief Executive Officer

Mgmt

For

For

8 Approve Appointment and Remuneration of

Subir Chakraborty as Deputy Managing

Director

Mgmt For For

9 Approve Reappointment and Remuneration of

Arun Mittal as Whole-Time Director,

Designated as Director - Automotive

Mgmt For For

10 Approve Commission to Non-Executive

Directors

Mgmt For For

11 Approve Pledging of Assets for Debt Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the lack of sufficient information to determine the

reasonableness of the potential increase in debt.

Mangalore Refinery & Petrochemicals Limited

Meeting Date: 08/03/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y5763P137

Ticker: 500109

Primary ISIN: INE103A01014

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Shashi Shanker as Director Mgmt For Against

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

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

3 Reelect K M Mahesh as Director Mgmt For Against

Blended Rationale: A vote AGAINST Kodihally Mahadevprasad Mahesh is warranted because he has attended less than 75

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

4 Approve Dividend Mgmt For For

5 Authorize Board to Fix Remuneration of Joint

Statutory Auditors

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.

6 Elect Vivek Mallya as Director Mgmt For For

7 Approve Remuneration of Cost Auditors for

Financial Year 2018-19

Mgmt For For

8 Approve Remuneration of Cost Auditors for

Financial Year 2019-20

Mgmt For For

Page 12: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Mangalore Refinery & Petrochemicals Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

9 Approve Offer or Invitation to Subscribe to

Non-Convertible Debentures

Mgmt For For

Berger Paints India Limited

Meeting Date: 08/05/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0807G169

Ticker: 509480

Primary ISIN: INE463A01038

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Kuldip Singh Dhingra as Director Mgmt For For

4 Reelect Gurbachan Singh Dhingra as Director Mgmt For For

5 Reelect Naresh Gujral as Director Mgmt For For

6 Elect Anoop Hoon as Director Mgmt For For

7 Elect Sonu Halan Bhasin as Director Mgmt For For

8 Approve Reappointment and Remuneration of

Rishma Kaur as Whole-time Director

Designated as Executive Director

Mgmt For For

9 Approve Reappointment and Remuneration of

Kanwardip Singh Dhingra as Whole-time

Director Designated as Executive Director

Mgmt For For

10 Approve Remuneration of Cost Auditors Mgmt For For

China Communications Construction Company Limited

Meeting Date: 08/05/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1R36J108

Ticker: 1800

Primary ISIN: CNE1000002F5

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES Mgmt

Page 13: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

China Communications Construction Company Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1 Approve Share Transfer, Capital Increase

Agreement and Related Transactions

Mgmt For For

Torrent Power Limited

Meeting Date: 08/05/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8903W103

Ticker: 532779

Primary ISIN: INE813H01021

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Jinal Mehta as Director Mgmt For For

4 Approve Commission to Directors Mgmt For For

5 Approve Remuneration of Cost Auditors Mgmt For For

6 Approve Commission to Sudhir Mehta as

Non-Executive Director and Chairman

Emeritus

Mgmt For For

7 Approve Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For

Adani Ports & Special Economic Zone Limited

Meeting Date: 08/06/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y00130107

Ticker: 532921

Primary ISIN: INE742F01042

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Final Dividend on Equity Shares Mgmt For For

3 Approve Dividend on Preferences Shares Mgmt For For

Page 14: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Adani Ports & Special Economic Zone Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Reelect Rajesh S. Adani as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

5 Elect Mukesh Kumar as Director Mgmt For For

6 Elect Nirupama Rao as Director Mgmt For For

7 Reelect G. Raghuram as Director Mgmt For For

8 Reelect G. K. Pillai as Director Mgmt For For

9 Approve Reappointment and Remuneration of

Malay Mahadevia as Whole Time Director

Mgmt For For

10 Approve Payment of Commission to

Non-Executive Directors

Mgmt For For

Fubon Financial Holding Co., Ltd.

Meeting Date: 08/06/2019 Country: Taiwan

Meeting Type: Special

Primary Security ID: Y26528102

Ticker: 2881

Primary ISIN: TW0002881000

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM FOR HOLDERS OF COMMON AND

PREFERRED SHARES

1 Approve Amendment on 2018 Profit

Distribution Plan

Mgmt

Mgmt

For

For

Guangzhou Automobile Group Co., Ltd.

Meeting Date: 08/06/2019 Country: China

Meeting Type: Special

Primary Security ID: Y2R318121

Ticker: 2238

Primary ISIN: CNE100000Q35

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES Mgmt

Page 15: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Guangzhou Automobile Group Co., Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1 Approve Appointment of Auditors Mgmt For Against

Blended Rationale: Auditor fees: Disclosure. A vote against is applied due to the non-disclosure of the remuneration paid to the

auditors.

2 Approve Appointment of Internal Control

Auditors

Mgmt For For

HCL Technologies Limited

Meeting Date: 08/06/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3121G147

Ticker: 532281

Primary ISIN: INE860A01027

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Shiv Nadar as Director Mgmt For Against

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

comprise independent directors.

3 Approve B S R & Co. LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

Mgmt For For

4 Reelect R. Srinivasan as Director Mgmt For For

5 Reelect S. Madhavan as Director Mgmt For For

6 Reelect Robin Ann Abrams as Director Mgmt For For

7 Reelect Sosale Shankara Sastry as Director Mgmt For For

8 Approve Payment of Commission to

Non-Executive Directors

Mgmt For For

Pidilite Industries Limited

Meeting Date: 08/06/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6977T139

Ticker: 500331

Primary ISIN: INE318A01026

Page 16: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Pidilite Industries Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect A N Parekh as Director Mgmt For For

4 Reelect N K Parekh as Director Mgmt For For

5 Reelect B S Mehta as Director Mgmt For Against

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

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

6 Reelect Uday Khanna as Director Mgmt For Against

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

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

7 Reelect Meera Shankar as Director Mgmt For For

8 Approve Remuneration of Cost Auditors

Mgmt

For

For

The Siam Commercial Bank Public Company Limited

Meeting Date: 08/06/2019 Country: Thailand

Meeting Type: Special

Primary Security ID: Y7905M105

Ticker: SCB

Primary ISIN: TH0015010000

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Sale of All Ordinary Shares in SCB

Life Assurance Public Company Limited to

FWD Group Financial Services Pte. Ltd

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the lack of sufficient information to assess the

fairness of the proposed transactions.

2 Approve Delegation of Authority to the

Executive Committee or Chief Executive

Officer and Chairman of the Executive

Committee to Perform Any Actions in Relation

to the Share Sale Agreement, Distribution

Agreement or Other Relevant Agreements

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the lack of sufficient information to assess the

fairness of the proposed transactions.

Page 17: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Titan Company Limited

Meeting Date: 08/06/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y88425148

Ticker: 500114

Primary ISIN: INE280A01028

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividend Mgmt For For

4 Reelect Harish Bhat as Director Mgmt For For

5 Elect N Muruganandam as Director Mgmt For For

6 Elect V Arun Roy as Director Mgmt For For

7 Elect Pradyumna Vyas as Director Mgmt For For

8 Reelect Hema Ravichandar as Director Mgmt For For

9 Reelect Ireena Vittal as Director Mgmt For Against

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

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

10 Approve Branch Auditors and Authorize Board

to Fix Their Remuneration

11 Elect Mohanasankar Sivaprakasam as Director

Mgmt

Mgmt

For

For

For

For

Adani Enterprises Limited

Meeting Date: 08/07/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y00106131

Ticker: 512599

Primary ISIN: INE423A01024

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Rajesh S. Adani as Director Mgmt For Against

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

directors.

Page 18: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Adani Enterprises Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Reelect Hemant Nerurkar as Director Mgmt For Against

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

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

5 Approve Reappointment and Remuneration of

Rajesh S. Adani as Managing Director

Mgmt For For

6 Approve Reappointment and Remuneration of

Pranav V. Adani as Executive Director

Mgmt For Against

Blended Rationale: A vote AGAINST Item 6 is warranted as the company has failed to specify the components of the Pranav

Vinodbhai Adani's remuneration package.

7 Approve Payment of Commission to the

Non-Executive Director(s) including

Independent Director(s)

Mgmt For For

8 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the potential dilution of this request of 34.78

percent is considered excessive.

9 Approve Remuneration of Cost Auditors Mgmt For For

Companhia Energetica de Minas Gerais SA

Meeting Date: 08/07/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P2577R110

Ticker: CMIG4

Primary ISIN: BRCMIGACNPR3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1.1 Elect Gustavo de Oliveira Barbosa as Fiscal

Council Member and Germano Luiz Gomes

Vieira as Alternate

Mgmt For Against

Blended Rationale: A vote AGAINST these items is warranted because the company failed to provide a rationale for the

dismissal of the current fiscal council members, preventing international institutional shareholders from making an informed

voting decision.

1.2 Elect Marco Aurelio Barcelos Silva as Fiscal

Council Member and Carlos Eduardo Amaral

Pereira da Silva as Alternate

Mgmt For Against

Blended Rationale: A vote AGAINST these items is warranted because the company failed to provide a rationale for the

dismissal of the current fiscal council members, preventing international institutional shareholders from making an informed

voting decision.

Page 19: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Companhia Energetica de Minas Gerais SA

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.3 Elect Elizabeth Juca e Mello Jacometti as

Fiscal Council Member and Victor Lobato

Garizo Becho as Alternate

Mgmt For Against

Blended Rationale: A vote AGAINST these items is warranted because the company failed to provide a rationale for the

dismissal of the current fiscal council members, preventing international institutional shareholders from making an informed

voting decision.

Companhia Energetica de Minas Gerais SA

Meeting Date: 08/07/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P2577R110

Ticker: CMIG4

Primary ISIN: BRCMIGACNPR3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Articles Mgmt For For

Companhia Energetica de Minas Gerais SA

Meeting Date: 08/07/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P2577R110

Ticker: CMIG4

Primary ISIN: BRCMIGACNPR3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Meeting for Preferred Shareholders Mgmt

1 Elect Ronaldo Dias as Alternate Fiscal Council SH

Member Appointed by Preferred Shareholder

None

For

Cummins India Limited

Meeting Date: 08/07/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y4807D150

Ticker: 500480

Primary ISIN: INE298A01020

Page 20: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Cummins India Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Declare Final Dividend and Ratify Interim

Dividend

Mgmt For For

4 Reelect Norbert Nusterer as Director Mgmt For For

5 Elect Donald Jackson as Director Mgmt For For

6 Elect Anjuly Chib Duggal as Director Mgmt For For

7 Reelect P. S. Dasgupta as Director Mgmt For Against

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

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

8 Reelect Venu Srinivasan as Director Mgmt For Against

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

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

9 Reelect Rajeev Bakshi as Director Mgmt For For

10 Reelect Nasser Munjee as Director

Mgmt

For

Against

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

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

11 Reelect Prakash Telang as Director Mgmt For For

12 Approve Remuneration of Cost Auditors Mgmt For

For

13 Approve Material Related Party Transaction Mgmt

with Cummins Limited, UK

For

For

14 Approve Material Related Party Transaction Mgmt

with Tata Cummins Private Limited

For For

Iflytek Co., Ltd.

Meeting Date: 08/07/2019 Country: China

Primary Security ID: Y013A6101

Meeting Type: Special Ticker: 002230

Primary ISIN: CNE100000B81

Page 21: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Iflytek Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Use of Idle Raised Funds for Cash

Management

Mgmt For For

2 Approve Repurchase and Cancellation of

Performance Shares

3 Amend Articles of Association

Mgmt

Mgmt

For

For

For

For

Lupin Limited

Meeting Date: 08/07/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y5362X101

Ticker: 500257

Primary ISIN: INE326A01037

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividend Mgmt For For

4 Reelect Vinita Gupta as Director Mgmt For For

5 Elect Christine Mundkur as Director Mgmt For For

6 Approve Remuneration of Cost Auditors Mgmt For For

7 Approve Modification of Lupin Subsidiary

Companies Employees Stock Option Plan

2014 by Increasing the Maximum Number of

Equity Shares of the Company to be Issued

Under this 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.A vote AGAINST this resolution is warranted because the plan permits stock options to be issued with an exercise

price at a discount to the current market price.

Page 22: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Lupin Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

8 Approve Modification of Lupin Employees

Stock Option Plan 2014 by Reducing the

Maximum Number of Equity Shares of the

Company to be Issued Under this 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.A vote AGAINST this resolution is warranted because the plan permits stock options to be issued with an exercise

price at a discount to the current market price.

Mahindra & Mahindra Limited

Meeting Date: 08/07/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y54164150

Ticker: 500520

Primary ISIN: INE101A01026

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividend Mgmt For For

4 Reelect Pawan Goenka as Director Mgmt For Against

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

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

5 Approve Remuneration of Cost Auditors Mgmt For For

6 Reelect Vishakha N. Desai as Director

Mgmt

For

For

7 Reelect Vikram Singh Mehta as Director

Mgmt

For

Against

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

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

8 Elect Vijay Kumar Sharma as Director Mgmt For For

9 Elect Haigreve Khaitan as Director

Mgmt

For

Against

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

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

10 Elect Shikha Sharma as Director Mgmt For For

Page 23: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Adani Power Limited

Meeting Date: 08/08/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0019Q104

Ticker: 533096

Primary ISIN: INE814H01011

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 Reelect Vneet S Jaain as Director Mgmt For For

3 Elect Gauri Trivedi as Director

Mgmt

For

For

4 Elect Raminder Singh Gujral as Director

Mgmt

For

Against

Blended Rationale: A vote AGAINST Raminder Singh Gujral is warranted because he serves on the audit committee and there

are significant concerns regarding the company's financial statements.

5 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the potential dilution of this request of 30.03

percent is considered excessive.

6 Approve Remuneration of Cost Auditors Mgmt For For

7 Approve Material Related Party Transactions Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted given:- There are material conflicts

of interest.- The company has not provided sufficient information to assess the fairness of the transaction.

8 Amend Articles of Association Mgmt For For

Adani Transmission Limited

Meeting Date: 08/08/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0R15S105

Ticker: 539254

Primary ISIN: INE931S01010

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Gautam S. Adani as Director Mgmt For For

3 Reelect Ravindra H. Dholakia as Director Mgmt For For

Page 24: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Adani Transmission Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

4 Reelect K. Jairaj as Director Mgmt For For

5 Reelect Meera Shankar as Director

Mgmt

For

For

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the potential dilution of this request of 22 percent is

considered excessive.

7 Approve Material Related Party Transactions Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted due to lack of further information

on the transactions entered into with a related party.

8 Amend Articles of Association Mgmt For For

Emami Limited

Meeting Date: 08/08/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y22891132

Ticker: 531162

Primary ISIN: INE548C01032

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect A.V. Agarwal as Director Mgmt For For

4 Reelect R.S. Goenka as Director

Mgmt

For

Against

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

directors.

5 Reelect S.K. Goenka as Director Mgmt For For

6 Elect Debabrata Sarkar as Director Mgmt For For

7 Approve Reappointment and Remuneration of

Prashant Goenka as Whole-time Director

Mgmt For For

8 Approve Remuneration of Cost Auditors Mgmt For For

Page 25: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Investec Ltd.

Meeting Date: 08/08/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S39081138

Ticker: INL

Primary ISIN: ZAE000081949

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

Common Business: Investec plc and Investec

Limited

Mgmt

1 Re-elect Zarina Bassa as Director Mgmt For For

2 Re-elect Peregrine Crosthwaite as Director Mgmt For For

3 Re-elect Hendrik du Toit as Director Mgmt For For

4 Re-elect David Friedland as Director Mgmt For For

5 Re-elect Philip Hourquebie as Director Mgmt For For

6 Re-elect Charles Jacobs as Director Mgmt For For

7 Re-elect Ian Kantor as Director Mgmt For For

8 Re-elect Lord Malloch-Brown as Director Mgmt For For

9 Re-elect Khumo Shuenyane as Director Mgmt For For

10 Re-elect Fani Titi as Director Mgmt For For

11 Elect Kim McFarland as Director Mgmt For For

12 Elect Nishlan Samujh as Director Mgmt For For

13 Approve Remuneration Report including

Implementation Report

Mgmt For For

14 Approve Remuneration Policy Mgmt For For

15 Authorise Board to Ratify and Execute

Approved Resolutions

Mgmt For For

Ordinary Business: Investec Limited Mgmt

16 Present the Financial Statements and

Statutory Reports for the Year Ended 31

March 2019

Mgmt

17 Sanction the Interim Dividend on the Ordinary

Shares

Mgmt For For

18 Sanction the Interim Dividend on the Dividend

Access (South African Resident) Redeemable

Preference Share

Mgmt For For

19 Approve Final Dividend on the Ordinary

Shares and the Dividend Access (South

African Resident) Redeemable Preference

Share

Mgmt For For

Page 26: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Investec Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

20 Reappoint Ernst & Young Inc as Joint Auditors

of the Company

Mgmt For Against

Blended Rationale: Auditor tenure: A vote against is applied as LGIM expects the role of the external auditor to be put to tender

on a regular basis.

21 Reappoint KPMG Inc as Joint Auditors of the

Company

Mgmt For For

Special Business: Investec Limited Mgmt

22 Place Unissued Variable Rate, Cumulative,

Redeemable Preference Shares and Unissued

Non-Redeemable, Non-Cumulative,

Non-Participating Preference Shares Under

Control of Directors

Mgmt For For

23 Place Unissued Unissued Special Convertible

Redeemable Preference Shares Under Control

of Directors

Mgmt For For

24 Authorise Repurchase of Issued Ordinary

Shares

Mgmt For For

25 Authorise Repurchase of Any Redeemable,

Non-Participating Preference Shares and

Non-Redeemable, Non-Cumulative,

Non-Participating Preference Shares

Mgmt For For

26 Approve Financial Assistance to Subsidiaries

and Directors

Mgmt For For

27 Approve Non-executive Directors'

Remuneration

Mgmt For For

Ordinary Business: Investec plc Mgmt

28 Accept Financial Statements and Statutory

Reports

Mgmt For For

29 Sanction the Interim Dividend on the Ordinary

Shares

Mgmt For For

30 Approve Final Dividend Mgmt For For

31 Reappoint Ernst & Young LLP as Auditors Mgmt For For

32 Authorise Board to Fix Remuneration of

Auditors

Mgmt For For

Special Business: Investec plc Mgmt

33 Authorise Issue of Equity Mgmt For For

34 Authorise Market Purchase of Ordinary Shares Mgmt For For

35 Authorise Market Purchase of Preference

Shares

Mgmt For For

36 Authorise EU Political Donations and

Expenditure

Mgmt For For

Page 27: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Oracle Financial Services Software Limited

Meeting Date: 08/08/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3864R102

Ticker: 532466

Primary ISIN: INE881D01027

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Kimberly Woolley as Director Mgmt For For

3 Elect Yong Meng Kau as Director Mgmt For For

4 Elect Vincent Secondo Grelli as Director Mgmt For For

5 Elect Jane Murphy as Director Mgmt For For

6 Elect Makarand Padalkar as Director in the

Capacity of Whole-time Director and Chief

Financial Officer

Mgmt For For

7 Approve Remuneration to Makarand Padalkar

as Whole-time Director

Mgmt For For

8 Reelect Sridhar Srinivasan as Director Mgmt For For

Page Industries Limited

Meeting Date: 08/08/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6592S102

Ticker: 532827

Primary ISIN: INE761H01022

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Vedji Ticku as Director Mgmt For For

3 Reelect Shamir Genomal as Director Mgmt For For

4 Reelect G P Albal as Director Mgmt For For

5 Reelect Rukmani Menon as Director Mgmt For Against

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

element for a board to protect shareholders' interests.

6 Reelect Sandeep Kumar Maini as Director Mgmt For For

Page 28: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Page Industries Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

7 Reelect Vikram Gamanlal Shah as Director Mgmt For Against

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

element for a board to protect shareholders' interests.Vikram Gamanlal Shah has failed to attend at least 75 percent of board

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

8 Approve Remuneration of Directors Mgmt For For

PT Matahari Department Store Tbk

Meeting Date: 08/08/2019 Country: Indonesia

Meeting Type: Special

Primary Security ID: Y7139L105

Ticker: LPPF

Primary ISIN: ID1000113301

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Article 3 of the Articles of Association

in Relation to Electronically Integrated

Business Licensing Services

Mgmt For For

ABB India Limited

Meeting Date: 08/09/2019 Country: India

Meeting Type: Court

Primary Security ID: Y0005K103

Ticker: 500002

Primary ISIN: INE117A01022

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Court-Ordered Meeting for Shareholders Mgmt

1 Approve Scheme of Arrangement

Mgmt

For

For

Britannia Industries Limited

Meeting Date: 08/09/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0969R151

Ticker: 500825

Primary ISIN: INE216A01030

Page 29: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Britannia Industries Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1a

Accept Audited Standalone Financial

Statements and Statutory Reports

Mgmt

For

For

1b Accept Audited Consolidated Financial

Statements and Statutory Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Ness N. Wadia as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominee is warranted because:- Ness Nusli (N.N.) Wadia has been convicted

in case of drug possession, which raises serious concerns over his suitability on the board.

4 Approve B S R & Co. LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

Mgmt For For

5 Elect Tanya Arvind Dubash as Director Mgmt For For

6 Reelect Avijit Deb as Director Mgmt For For

7 Reelect Keki Dadiseth as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Keki Bomi Dadiseth (Item 7) and Ajai Puri

(Item 8) are members of the nomination and remuneration committee and there appears to be a material failure of governance

and oversight in relation to the nomination and remuneration committee 's decision to nominate Ness Nusli (N.N.) Wadia for

another term, despite his conviction in a case of drug possession.

8 Reelect Ajai Puri as Director Mgmt For Against

Blended Rationale: A vote AGAINST the following nominees is warranted because:- Keki Bomi Dadiseth (Item 7) and Ajai Puri

(Item 8) are members of the nomination and remuneration committee and there appears to be a material failure of governance

and oversight in relation to the nomination and remuneration committee 's decision to nominate Ness Nusli (N.N.) Wadia for

another term, despite his conviction in a case of drug possession.

Cadila Healthcare Limited

Meeting Date: 08/09/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1R73U123

Ticker: 532321

Primary ISIN: INE010B01027

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Mukesh M. Patel as Director Mgmt For For

4 Elect Bhadresh K. Shah as Director

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Cadila Healthcare Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

5 Reelect Dharmishtaben N. Raval as Director Mgmt For For

6 Approve Remuneration of Cost Auditors

Mgmt

For

For

7 Approve Shifting of Registered Office of the

Company

Mgmt

For

For

Great Wall Motor Company Limited

Meeting Date: 08/09/2019 Country: China

Meeting Type: Special

Primary Security ID: Y2882P106

Ticker: 2333

Primary ISIN: CNE100000338

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES Mgmt

1 Approve Deposits and Related Party

Transaction under Listing Rules of Shanghai

Stock Exchange

Mgmt

For

Against

Blended Rationale: Related party transaction: A vote AGAINST this proposal is warranted because the proposed related-party

transactions include a financial service agreement with the group finance company, which may expose the company to

unnecessary risks.

Grupo Financiero Inbursa SAB de CV

Meeting Date: 08/09/2019 Country: Mexico

Meeting Type: Special

Primary Security ID: P4950U165

Ticker: GFINBURO

Primary ISIN: MXP370641013

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Business Mgmt

1 Authorize Banco Inbursa SA, Institucion de

Banca Multiple, Grupo Financiero Inbursa to

Issue Debt Securities

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted because:- The company has not provided timely disclosure of the

full terms or a rationale of the proposed authority to allow its subsidiary to issue debt securities; and- It is unclear whether

such debt securities may be convertible into equity, which could cause dilution to current shareholders.

Page 31: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Grupo Financiero Inbursa SAB de CV

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2 Authorize Board to Ratify and Execute

Approved Resolutions

Mgmt For Against

Blended Rationale: A vote AGAINST this closing formality is warranted given the vote recommendation for the previous item.

MRF Limited

Meeting Date: 08/09/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6145L117

Ticker: 500290

Primary ISIN: INE883A01011

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 Reelect Rahul Mammen Mappillai as Director Mgmt For For

4 Reelect Samir Thariyan Mappillai as Director Mgmt For For

5 Reelect Vijay R Kirloskar as Director Mgmt For Against

Blended Rationale: A vote AGAINST Ashok Jacob (Item10) and Vijay Ravindra Kirloskar (Item 5) is warranted because they

have failed to attend at least 75 percent of board meetings in the most recent fiscal year, without a satisfactory explanation.

6 Reelect V Sridhar as Director Mgmt For For

7 Reelect Ranjit I Jesudasen as Director Mgmt For For

8 Reelect Salim Joseph Thomas as Director Mgmt For For

9 Reelect Jacob Kurian as Director Mgmt For For

10 Reelect Ashok Jacob as Director Mgmt For Against

Blended Rationale: A vote AGAINST Ashok Jacob (Item10) and Vijay Ravindra Kirloskar (Item 5) is warranted because they

have failed to attend at least 75 percent of board meetings in the most recent fiscal year, without a satisfactory explanation.

11 Approve Remuneration of Cost Auditors Mgmt For For

Petroleo Brasileiro SA

Meeting Date: 08/09/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P78331140

Ticker: PETR4

Primary ISIN: BRPETRACNPR6

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Petroleo Brasileiro SA

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Nivio Ziviani and Walter Mendes de

Oliveira Filho as Directors

Mgmt For For

2 Waive Tender Offer and Approve Company's

Delisting from Bolsas y Mercados Argentinos

S.A. (BYMA)

3 In the Event of a Second Call, the Voting

Instructions Contained in this Remote Voting

Card May Also be Considered for the Second

Call?

Mgmt

Mgmt

For

None

For

For

SAIC Motor Corp. Ltd.

Meeting Date: 08/09/2019 Country: China

Meeting Type: Special

Primary Security ID: Y7443N102

Ticker: 600104

Primary ISIN: CNE000000TY6

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1

Elect Wang Xiaoqiu as Non-Independent

Director

Mgmt

For

For

2 Elect Shen Xiaosu as Supervisor Mgmt For For

APPROVE ISSUANCE OF CORPORATE BONDS Mgmt

3.1 Approve Par Value and Issue Size Mgmt For For

3.2 Approve Bond Interest Rate and Method of

Determination

Mgmt For For

3.3 Approve Bond Maturity and Bond Type Mgmt For For

3.4 Approve Usage of Proceeds Mgmt For For

3.5 Approve Issue Manner, Target Subscribers,

and Arrangements for Placing Bonds with

Shareholders

Mgmt For For

3.6 Approve Guarantee in Relation to Bond

Issuance

Mgmt For For

3.7 Approve Terms of Redemption or Sell-Back Mgmt For For

3.8 Approve Company's Credit Status and Debt

Repayment Guarantee Measures

Mgmt For For

3.9 Approve Underwriting Manner Mgmt For For

3.10 Approve Listing Exchange Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

SAIC Motor Corp. Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

3.11 Approve Resolution Validity Period Mgmt For For

4 Approve Authorization of the Board to Handle

All Matters Related to Shelf Issuance of

Corporate Bond

Mgmt

For

For

Shree Cement Limited

Meeting Date: 08/09/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y7757Y132

Ticker: 500387

Primary ISIN: INE070A01015

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend Mgmt For For

3 Declare Final Dividend Mgmt For For

4 Reelect Hari Mohan Bangur as Director Mgmt For For

5 Approve Remuneration of Cost Auditors Mgmt For For

6 Reelect Ratanlal Gaggar as Director Mgmt For For

7 Reelect Om Prakash Setia as Director Mgmt For For

8 Reelect Yoginder Kumar Alagh as Director Mgmt For For

9 Reelect Nitin Dayalji Desai as Director Mgmt For For

10 Reelect Shreekant Somany as Director Mgmt For Against

Blended Rationale: A vote AGAINST Shreekant Somany is warranted because he has failed to attend at least 75 percent of

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

Voltas Limited

Meeting Date: 08/09/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y93817149

Ticker: 500575

Primary ISIN: INE226A01021

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Voltas Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Dividend Mgmt For For

4 Reelect Noel N. Tata as Director Mgmt For Against

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

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

5 Reelect Hemant Bhargava as Director Mgmt For Against

Blended Rationale: A vote AGAINST Hemant Bhargava is warranted because he has failed to attend at least 75 percent of board

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

6 Elect Zubin S. Dubash as Director Mgmt For For

7 Reelect Debendranath Sarangi as Director Mgmt For For

8 Reelect Bahram N. Vakil as Director Mgmt For For

9 Reelect Anjali Bansal as Director Mgmt For Against

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

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

10 Approve Revision in Terms of Remuneration

of Pradeep Bakshi as Managing Director &

CEO

Mgmt For For

11 Approve Remuneration of Cost Auditors Mgmt For For

IRB Brasil Resseguros SA

Meeting Date: 08/12/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P5876C106

Ticker: IRBR3

Primary ISIN: BRIRBRACNOR4

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Articles Mgmt For Against

Blended Rationale: A vote AGAINST these requests is warranted because:- The company has bundled unrelated article

amendments not allowing shareholders to vote on each proposed amendment individually; and- The company proposes to

increase its board term to two years, which would prevent shareholders from holding directors accountable on an annual basis.

Page 35: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

IRB Brasil Resseguros SA

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

2 Approve Change in Board Term Mgmt For Against

Blended Rationale: A vote AGAINST these requests is warranted because:- The company has bundled unrelated article

amendments not allowing shareholders to vote on each proposed amendment individually; and- The company proposes to

increase its board term to two years, which would prevent shareholders from holding directors accountable on an annual basis.

3 Elect Ivan de Souza Monteiro as Board

Chairman

Mgmt For For

Reliance Industries Limited

Meeting Date: 08/12/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y72596102

Ticker: 500325

Primary ISIN: INE002A01018

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.a

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

1.b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Elect Pawan Kumar Kapil as Director Mgmt For For

4 Elect Nita M. Ambani as Director Mgmt For For

5 Approve Reappointment and Remuneration of

P.M.S. Prasad as Whole-time Director,

Designated as Executive Director

Mgmt For For

6 Reelect Raminder Singh Gujral as Director Mgmt For Against

Blended Rationale: A vote AGAINST the election of Raminder Singh Gujral (item 6) as he serves on the audit committee and the

company paid excessive non-audit fees to its auditor.

7 Elect Arundhati Bhattacharya as Director Mgmt For For

8 Approve Remuneration of Cost Auditors

Mgmt

For

For

Bharat Forge Limited

Meeting Date: 08/13/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y08825179

Ticker: 500493

Primary ISIN: INE465A01025

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Bharat Forge Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect B. P. Kalyani as Director Mgmt For For

4 Reelect Kishore Saletore as Director Mgmt For For

5 Approve Reappointment and Remuneration of

Amit Kalyani as Whole Time Director,

Designated as Deputy Managing Director

Mgmt For Against

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

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

6 Reelect S. M. Thakore as Director Mgmt For For

7 Reelect P. G. Pawar as Director

Mgmt

For

For

8 Reelect Lalita D. Gupte as Director

Mgmt

For

Against

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

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

9 Reelect P. H. Ravikumar as Director Mgmt For Against

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

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

10 Reelect Vimal Bhandari as Director Mgmt For For

11 Elect Dipak Mane as Director Mgmt For For

12 Elect Murali Sivaraman as Director Mgmt For For

13 Approve Remuneration of Cost Auditors Mgmt For For

14 Approve Payment of Commission to Non

Whole Time Directors

Mgmt For For

15 Approval Related Party Transactions Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted given the company has not provided

sufficient information to assess the fairness of the transaction.

GEM Co., Ltd.

Meeting Date: 08/13/2019 Country: China

Meeting Type: Special

Primary Security ID: Y7744C102

Ticker: 002340

Primary ISIN: CNE100000KT4

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

GEM Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Provision of Guarantee for Credit

Line

Mgmt For For

2 Approve Provision of Guarantee for Financial

Leasing

Mgmt For For

Godrej Industries Limited

Meeting Date: 08/13/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2733G164

Ticker: 500164

Primary ISIN: INE233A01035

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 Reelect Jamshyd Godrej as Director Mgmt For Against

Blended Rationale: A vote AGAINST Jamshyd Naoroji Godrej (Item 3) is warranted given that he has failed to attend at least 75

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

4 Reelect Tanya Dubash as Director Mgmt For For

5 Approve Waiver of Recovery of Excess

Remuneration Paid to Tanya Dubash as

Whole Time Director designated as Executive

Director & Chief Brand Officer

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the lack of sufficient justification for the proposed waiver

of recovery of excess remuneration paid to the executives.

6 Approve Waiver of Recovery of Excess

Remuneration Paid to Nitin Nabar as Whole

Time Director designated as Executive

Director & President (Chemicals)

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the lack of sufficient justification for the proposed waiver

of recovery of excess remuneration paid to the executives.

7 Elect Rashmi Joshi as Director Mgmt For For

8 Elect Ganapati Yadav as Director

Mgmt

For

For

9 Elect Mathew Eipe as Director

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Godrej Industries Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

10 Reelect Keki Elavia as Director Mgmt For Against

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

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

11 Reelect Kavas Petigara as Director Mgmt For For

12 Approve Remuneration of Cost Auditors

Mgmt

For

For

JSW Energy Limited

Meeting Date: 08/13/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y44677105

Ticker: 533148

Primary ISIN: INE121E01018

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.a

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

1.b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Prashant Jain as Director Mgmt For For

4 Approve Reappointment and Remuneration of

Sajjan Jindal as Managing Director

Mgmt For For

5 Reelect Chandan Bhattacharya as Director Mgmt For For

6 Elect Sharad Mahendra as Director Mgmt For For

7 Approve Appointment and Remuneration of

Sharad Mahendra as Whole-time Director

Mgmt For Against

Blended Rationale: A vote AGAINST the appointment and remuneration of Sharad Mahendra (Item 7) is warranted as the

company has failed to specify the components of the executive's remuneration package.

8 Elect Rupa Devi Singh as Director Mgmt For For

9 Elect Sunil Goyal as Director Mgmt For For

10 Approve Remuneration of Cost Auditors Mgmt For For

11 Approve Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For

12 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the potential dilution of this request of 45.81

percent is considered excessive.

Page 39: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

3M India Limited

Meeting Date: 08/14/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0904K113

Ticker: 523395

Primary ISIN: INE470A01017

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Jongho Lee as Director Mgmt For For

3 Elect Biren Gabhawala as Director Mgmt For For

4 Elect Sadhana Kaul as Director

Mgmt

For

For

5 Approve Remuneration of Cost Auditors

Mgmt

For

For

6 Reelect Biren Gabhawala as Director

Mgmt

For

For

7 Approve Appointment and Remuneration of

Ramesh Ramadurai as Managing Director

Mgmt

For

For

Bharti Airtel Limited

Meeting Date: 08/14/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0885K108

Ticker: 532454

Primary ISIN: INE397D01024

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Chua Sock Koong as Director Mgmt For For

3 Reelect Vegulaparanan Kasi Viswanathan as

Director

Mgmt

For

Against

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

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST this nominee is warranted

because Vegulaparanan Kasi Viswanathan (Item 3) serves on the audit committee and the company paid excessive non-audit

fees to its auditor.

4 Reelect Dinesh Kumar Mittal as Director Mgmt For Against

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

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST this nominee is warranted

because Dinesh Kumar Mittal (Item 4) 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 Kimsuka Narasimhan as Director Mgmt For For

Page 40: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Bharti Airtel Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

6 Approve Waiver of Excess Remuneration Paid

to Sunil Bharti Mittal as Chairman for

Financial Year Ended March 31, 2019

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the following:- Lack of sufficient justification for the

proposed waiver of recovery of excess remuneration paid to the executive directors; and- Lack of sufficient justification for the

proposed minimum remuneration in the event of loss or inadequacy of profits.

7 Approve Waiver of Excess Remuneration Paid

to Gopal Vittal as Managing Director & CEO

(India and South Asia) for Financial year

Ended March 31, 2019

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the following:- Lack of sufficient justification for the

proposed waiver of recovery of excess remuneration paid to the executive directors; and- Lack of sufficient justification for the

proposed minimum remuneration in the event of loss or inadequacy of profits.

8 Approve Payment of Remuneration to Sunil

Bharti Mittal as Chairman for Period April 1,

2019 to September 30, 2021

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the following:- Lack of sufficient justification for the

proposed waiver of recovery of excess remuneration paid to the executive directors; and- Lack of sufficient justification for the

proposed minimum remuneration in the event of loss or inadequacy of profits.

9 Approve Payment of Remuneration to Paid to

Gopal Vittal as Managing Director & CEO

(India and South Asia) for Period April 1,

2019 to September 30, 2021

Mgmt For Against

Blended Rationale: A vote AGAINST these resolutions is warranted given the following:- Lack of sufficient justification for the

proposed waiver of recovery of excess remuneration paid to the executive directors; and- Lack of sufficient justification for the

proposed minimum remuneration in the event of loss or inadequacy of profits.

10 Approve Remuneration of Cost Auditors Mgmt For For

Motherson Sumi Systems Limited

Meeting Date: 08/14/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6139B141

Ticker: 517334

Primary ISIN: INE775A01035

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Pankaj Mital as Director Mgmt For For

4 Reelect Sushil Chandra Tripathi as Director Mgmt For For

5 Reelect Arjun Puri as Director Mgmt For For

Page 41: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Motherson Sumi Systems Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

6 Reelect Gautam Mukherjee as Director Mgmt For For

7 Reelect Geeta Mathur as Director

Mgmt

For

Against

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

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

8 Approve Remuneration of Cost Auditors Mgmt For For

9 Elect Takeshi Fujimi as Director

Mgmt

For

For

Wockhardt Limited

Meeting Date: 08/14/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y73505136

Ticker: 532300

Primary ISIN: INE049B01025

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.a

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

1.b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Dividends Mgmt For For

3 Reelect Murtaza Khorakiwala as Director Mgmt For For

4 Approve B S R & Co. LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

Mgmt For For

5 Approve Reappointment and Remuneration of

H. F. Khorakiwala as an Executive Chairman

Mgmt For For

6 Reelect Tasneem Mehta as Director Mgmt For For

7 Approve Remuneration of Cost Auditors Mgmt For For

8 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given that the potential dilution of this request of 42.53

percent is considered excessive.

Cipla Ltd.

Meeting Date: 08/16/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1633P142

Ticker: 500087

Primary ISIN: INE059A01026

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Cipla Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Approve Final Dividend Mgmt For For

4 Reelect Umang Vohra as Director Mgmt For For

5 Reelect Ashok Sinha as Director Mgmt For For

6 Reelect Peter Mugyenyi as Director Mgmt For For

7 Reelect Adil Zainulbhai as Director Mgmt For Against

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

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

8 Reelect Punita Lal as Director Mgmt For

For

9 Approve Issuance of Equity or Equity-Linked Mgmt

Securities without Preemptive Rights

For

For

10 Approve Remuneration of Cost Auditors Mgmt For

For

PT Vale Indonesia Tbk

Meeting Date: 08/16/2019 Country: Indonesia

Primary Security ID: Y7150Y101

Meeting Type: Special Ticker: INCO

Primary ISIN: ID1000109309

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Article 3 of the Articles of Association Mgmt For For

2 Approve Changes in Board of Company

Mgmt

For

For

Yang Quan Coal Industry (Group) Co., Ltd.

Meeting Date: 08/16/2019 Country: China

Meeting Type: Special

Primary Security ID: Y7703G102

Ticker: 600348

Primary ISIN: CNE000001FP1

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Yang Quan Coal Industry (Group) Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1

Approve Company's Eligibility for Issuance of

Preferred Stock

Mgmt

For

For

APPROVE SCHEME FOR ISSUANCE OF

PREFERRED STOCK

Mgmt

2.1 Approve Share Type and Issue Size Mgmt For For

2.2 Approve Issue Manner and Target Subscribers Mgmt For For

2.3 Approve Par Value and Issue Price or Pricing

Principle

Mgmt For For

2.4 Approve Share Dividend Rate or Principle of

Determination

Mgmt For For

2.5 Approve Method for Holders of Preferred

Stocks to Participate in Profit Distribution

Mgmt For For

2.6 Approve Repurchase Clause Mgmt For For

2.7 Approve Limitation and Recovery of Voting

Rights

Mgmt For For

2.8 Approve Order and Method of Liquidation Mgmt For For

2.9 Approve Arrangements for Credit Rating and

Tracking

Mgmt For For

2.10 Approve Guarantee in Relation to Issuance of

Preferred Stock

Mgmt For For

2.11 Approve Arrangement for Listing or Transfer

after Issuance of Preferred Stock

Mgmt For For

2.12 Approve Usage of Raised Funds Mgmt For For

2.13 Approve Resolution Validity Period Mgmt For For

3 Approve Issuance of Preferred Stock Mgmt For For

4 Approve Undertakings of Remedial Measures

by the Relevant Parties in Relation to the

Dilution of Current Returns

Mgmt For For

5 Approve Commitment from Directors, Senior

Management Members, and Controlling

Shareholders Regarding Counter-dilution

Measures

Mgmt For For

6 Approve Feasibility Analysis Report on the

Use of Proceeds

Mgmt For For

7 Approve Amendments to Articles of

Association

Mgmt For For

8 Amend Rules and Procedures Regarding

General Meetings of Shareholders

Mgmt For For

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Yang Quan Coal Industry (Group) Co., Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

9

10.1

Approve Authorization of Board to Handle All

Matters Related to Issuance of Preferred

Stock

ELECT SUPERVISORS VIA CUMULATIVE

VOTING

Elect Liu Youtu as Supervisor

Mgmt

Mgmt

SH

For

For

For

For

10.2 Elect Zhang Baoyuan as Supervisor SH

For

For

10.3 Elect Wu Huichun as Supervisor

SH For

For

10.4 Elect Wang Huai as Supervisor

SH For

For

Oil India Limited

Meeting Date: 08/17/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y64210100

Ticker: 533106

Primary ISIN: INE274J01014

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect Pattabhiraman Chandrasekaran as

Director

Mgmt For For

4 Authorize Board to Fix Remuneration of

Statutory Auditors

Mgmt For For

5 Approve Remuneration of Cost Auditors Mgmt For For

Aditya Birla Capital Limited

Meeting Date: 08/19/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0R14D109

Ticker: 540691

Primary ISIN: INE674K01013

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Aditya Birla Capital Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Kumar Mangalam Birla as Director Mgmt For Against

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

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST Kumar Mangalam Birla (Item 2) is

warranted because:He has failed to attend at least 75 percent of board and committee meetings in the most recent fiscal year,

without a satisfactory explanation.

3 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

4 Approve S. C. Bhargava to Continue Office as

Independent Director

Mgmt For For

5 Approve Delivery of Documents through

Particular Mode

Mgmt For For

China Telecom Corporation Limited

Meeting Date: 08/19/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1505D102

Ticker: 728

Primary ISIN: CNE1000002V2

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Elect Liu Guiqing as Director, Authorize Board

to Execute a Service Contract with Him and

Authorize Board to Fix Director's

Remuneration

Mgmt

For

For

2 Elect Wang Guoquan as Director, Authorize

Board to Execute a Service Contract with Him

and Authorize Board to Fix Director's

Remuneration

Mgmt For For

3 Approve Amendments to Articles of

Association

Mgmt For For

Avenue Supermarts Limited

Meeting Date: 08/20/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y04895101

Ticker: 540376

Primary ISIN: INE192R01011

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Avenue Supermarts Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Manjri Chandak as Director Mgmt For For

3 Approve Borrowing by Issuance of Secured,

Rated, Cumulative, Redeemable,

Non-convertible Debentures on Private

Placement Basis

Mgmt For For

4 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

5 Approve Avenue Supermarts Limited

Employee Stock Option Scheme 2016

Mgmt For Against

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

an exercise price at a discount to the current market price.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.

6 Approve Grant of Options Under Avenue

Supermarts Limited Employee Stock Options

Scheme 2016 to Employees of the Subsidiary

Companies

Mgmt For Against

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

an exercise price at a discount to the current market price.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.

COSCO SHIPPING Development Co., Ltd.

Meeting Date: 08/20/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1513C104

Ticker: 2866

Primary ISIN: CNE100000536

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

EGM BALLOT FOR HOLDERS OF H SHARES

Mgmt

1 Approve Proposed Revised Annual Cap Mgmt For For

RESOLUTIONS IN RELATION TO THE

ELECTION OF EXECUTIVE DIRECTORS AND

NON-EXECUTIVE DIRECTORS

Mgmt

2a Elect Wang Daxiong as Director SH For For

2b Elect Liu Chong as Director SH For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

COSCO SHIPPING Development Co., Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2c Elect Xu Hui as Director SH For For

2d Elect Feng Boming as Director

SH For

For

2e Elect Huang Jian as Director

SH For

For

2f Elect Liang Yanfeng as Director

SH For

For

RESOLUTIONS IN RELATION TO THE

ELECTION OF INDEPENDENT

NON-EXECUTIVE DIRECTORS

3a Elect Cai Hongping as Director

Mgmt

SH

For

For

3b Elect Hai Chi Yuet as Director

SH For

For

3c Elect Graeme Jack as Director

SH For

For

3d Elect Lu Jianzhong as Director

SH For

For

3e Elect Zhang Weihua as Director

SH For

For

RESOLUTIONS IN RELATION TO THE

ELECTION OF SUPERVISORS

4a Elect Ye Hongjun as Supervisor

Mgmt

SH

For

For

4b Elect Hao Wenyi as Supervisor

SH For

For

GAIL (India) Limited

Meeting Date: 08/20/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2R78N114

Ticker: 532155

Primary ISIN: INE129A01019

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Declare Final Dividend and Confirm Interim

Dividend

Mgmt For For

3 Reelect P. K. Gupta as Director Mgmt For For

4 Reelect Gajendra Singh as Director Mgmt For Against

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

directors.

5 Authorize Board to Fix Remuneration of Joint

Statutory Auditors

6 Elect A. K. Tiwari as Director

Mgmt

Mgmt

For

For

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

GAIL (India) Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

7 Approve Remuneration of Cost Auditors Mgmt For For

8 Approve Material Related Party Transactions

with Petronet LNG Limited

9 Amend Articles of Association

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: Governance Concerns: A vote AGAINST this resolution is warranted due to lack of information to make an

informed voting decision.

10 Reelect Anupam Kulshreshtha as Director Mgmt

11 Reelect Sanjay Tandon as Director Mgmt

12 Reelect S. K. Srivastava as Director Mgmt

Axis Bank

For

For

For

For

For

For

Meeting Date: 08/21/2019 Country: India

Meeting Type: Special

Primary Security ID: Y0487S137

Ticker: 532215

Primary ISIN: INE238A01034

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Postal Ballot Mgmt

1 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt

For

For

China Yangtze Power Co., Ltd.

Meeting Date: 08/21/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1516Q142

Ticker: 600900

Primary ISIN: CNE000001G87

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Amendments to Articles of

Association

ELECT SUPERVISOR VIA CUMULATIVE

VOTING

Mgmt For For

Mgmt

2.1 Elect Teng Weiheng as Supervisor Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Coal India Limited

Meeting Date: 08/21/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1668L107

Ticker: 533278

Primary ISIN: INE522F01014

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve First and Second Interim Dividend as

Final Dividend

Mgmt For For

3 Reelect Reena Sinha Puri as Director Mgmt For For

4 Elect Loretta M. Vas as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

5 Elect S. B. Agnihotri as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

6 Elect D.C. Panigrahi as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

7 Elect Khanindra Pathak as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

8 Elect Vinod Jain as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

9 Approve Remuneration of Cost Auditors Mgmt For For

10 Elect Sanjiv Soni as Director

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

CSG Holding Co., Ltd.

Meeting Date: 08/21/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1R16V105

Ticker: 200012

Primary ISIN: CNE0000002M3

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

EGM BALLOT FOR HOLDERS OF B SHARES

Mgmt

1 Approve Change in Registered Capital and

Amend Articles of Association

Mgmt For For

2 Amend Rules and Procedures Regarding

General Meetings of Shareholders

Mgmt For For

3 Amend Rules and Procedures Regarding

Meetings of Board of Directors

Mgmt For For

4 Approve Allowance of External Directors Mgmt For For

5 Approve Allowance of External Supervisors Mgmt For For

Hindustan Petroleum Corporation Limited

Meeting Date: 08/21/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3224R123

Ticker: 500104

Primary ISIN: INE094A01015

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Approve Final

Dividend

Mgmt For For

3 Reelect Vinod S. Shenoy as Director Mgmt For For

4 Reelect Subhash Kumar as Director Mgmt For For

5 Elect Sunil Kumar as Government Nominee

Director

Mgmt For For

6 Elect G. Rajendran Pillai as Director Mgmt For For

7 Approve Remuneration of Cost Auditors Mgmt For For

8 Approval Material Related Party Transactions Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

NTPC Limited

Meeting Date: 08/21/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6421X116

Ticker: 532555

Primary ISIN: INE733E01010

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect Anand Kumar Gupta as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Statutory Auditors

Mgmt For For

5 Reelect Gauri Trivedi as Director Mgmt For Against

Blended Rationale: Gauri Surendra Trivedi has failed to attend at least 75 percent of board and committee meetings in the most

recent fiscal year, without a satisfactory explanation.

6 Approve Increase in Borrowing Powers Mgmt For

For

7 Approve Creation of Mortgage and/or Charge Mgmt

over Movable and Immovable Properties

For

For

8 Approve Remuneration of Cost Auditors Mgmt For

For

9 Approve Issuance of Bonds/Debentures on Mgmt

Private Placement Basis

For

For

United Spirits Limited

Meeting Date: 08/21/2019 Country: India

Primary Security ID: Y92311128

Meeting Type: Annual Ticker: 532432

Primary ISIN: INE854D01024

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Vinod Rao as Director Mgmt For For

3 Approve Reappointment and Remuneration of

Anand Kripalu as Managing Director and Chief

Executive Officer

Mgmt For For

4 Reelect Sivanandhan Dhanushkodi as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

United Spirits Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

5 Reelect Mahendra Kumar Sharma as Director Mgmt For Against

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

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

6 Reelect Rajeev Gupta as Director Mgmt For Against

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

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST Rajeev Gupta is warranted

because he has failed to attend at least 75 percent of board and committee meetings in the most recent fiscal year, without a

satisfactory explanation.

7 Reelect Indu Ranjit Shahani as Director Mgmt For For

8 Approve Granting of Loans and Guarantees to

Pioneer Distilleries Limited, a Subsidiary of

the Company

Mgmt For For

Yunnan Baiyao Group Co., Ltd.

Meeting Date: 08/21/2019 Country: China

Meeting Type: Special

Primary Security ID: Y9879F108

Ticker: 000538

Primary ISIN: CNE0000008X7

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Amendments to Articles of

Association

Mgmt For For

2 Approve Use of Own Funds for Adjustment on

Securities Investment

Mgmt For Against

Blended Rationale: A vote AGAINST is warranted because the proposed investment could expose the company to unnecessary

risks.

ELECT NON-INDEPENDENT DIRECTORS VIA

CUMULATIVE VOTING

3.1 Elect Chen Fashu as Non-Independent

Director

Mgmt

Mgmt

For

Against

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

element for a board to protect shareholders' interests.

3.2 Elect Chen Yanhui as Non-Independent

Director

Mgmt For Against

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

element for a board to protect shareholders' interests.

3.3 Elect Wang Rong as Non-Independent

Director

Mgmt For Against

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

element for a board to protect shareholders' interests.

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Yunnan Baiyao Group Co., Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

3.4 Elect Na Pengjie as Non-Independent Director Mgmt For Against

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

element for a board to protect shareholders' interests.

3.5 Elect Li Shuangyou as Non-Independent

Director

Mgmt For Against

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

element for a board to protect shareholders' interests.

3.6 Elect Wang Minghui as Non-Independent

Director

Mgmt For Against

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

element for a board to protect shareholders' interests.Diversity: A vote against is applied as LGIM expects a company to have a

diverse board, including at least one woman. We expect companies to increase female participation both on the board and in

leadership positions over time.

3.7 Elect Yang Changhong as Non-Independent

Director

Mgmt For For

ELECT INDEPENDENT DIRECTORS VIA

CUMULATIVE VOTING

Mgmt

4.1 Elect Yin Xiaobing as Independent Director Mgmt For For

4.2 Elect Dai Yang as Independent Director Mgmt For For

4.3 Elect Zhang Yongliang as Independent

Director

Mgmt For For

ELECT SUPERVISORS VIA CUMULATIVE

VOTING

Mgmt

5.1 Elect You Guanghui as Supervisor SH For For

5.2 Elect Zhong Jie as Supervisor SH For For

5.3 Elect Song Chengli as Supervisor SH For For

5.4 Elect Wu Qun as Supervisor SH For For

China International Capital Corporation Limited

Meeting Date: 08/22/2019 Country: China

Meeting Type: Special

Primary Security ID: Y1R99Y109

Ticker: 3908

Primary ISIN: CNE100002359

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect Shen Rujun as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Hapvida Participacoes e Investimentos SA

Meeting Date: 08/22/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P5R526106

Ticker: HAPV3

Primary ISIN: BRHAPVACNOR4

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Ratify Election of Marcio Luiz Simoes Utsch as

Independent Director

Mgmt For For

2 Approve Acquisition of Controlling Stake of

Infoway Tecnologia e Gestao em Saude Ltda.

through Hapvida Participacoes em Tecnologia

Ltda.

3 Approve Acquisition of GSFRP Participacoes

S.A. through Ultra Som Servicos Medicos S.A.

4 Ratify Acquisition of Hospital das Clinicas e

Fraturas do Cariri S/S Ltda. through Ultra

Som Servicos Medicos S.A.

5 Approve Acquisition of Shares of Companies

from Grupo America through Ultra Som

Servicos Medicos S.A. and Hapvida

Assistencia Medica Ltda.

6 Approve Acquisition of Controlling Stake of

RN Metropolitan Ltda. through Hapvida

Assistencia Medica Ltda.

7 Amend Articles

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

For

For

For

For

For

For

RussNeft PJSC

Meeting Date: 08/22/2019 Country: Russia

Meeting Type: Special

Primary Security ID: X74353107

Ticker: RNFT

Primary ISIN: RU000A0JSE60

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Meeting for Common and Preferred

Shareholders

1 Amend Charter: Rights Attached to Preferred

Shares

Mgmt

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

United Breweries Limited

Meeting Date: 08/22/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y9181N153

Ticker: 532478

Primary ISIN: INE686F01025

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect A K Ravi Nedungadi as Director Mgmt For For

4 Elect Rudolf Gijsbert Servaas van den Brink as

Director

Mgmt For For

5 Reelect Sunil Alagh as Director Mgmt For For

6 Reelect Kiran Mazumdar Shaw as Director Mgmt For Against

Blended Rationale: Kiran Mazumdar-Shaw has failed to attend at least 75 percent of board and committee meetings in the most

recent fiscal year, without a satisfactory explanation.

7 Reelect Madhav Bhatkuly as Director Mgmt For For

8 Reelect Stephan Gerlich as Director

Mgmt

For

Against

Blended Rationale: Stephan Gerlich has failed to attend at least 75 percent of board and committee meetings in the most

recent fiscal year, without a satisfactory explanation.

AviChina Industry & Technology Company Limited

Meeting Date: 08/23/2019 Country: China

Meeting Type: Special

Primary Security ID: Y0485Q109

Ticker: 2357

Primary ISIN: CNE1000001Y8

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Asset Swap Agreement and Related

Transactions

Mgmt For For

2 Amend Articles Re: Change of Registered

Address

Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Bosch Limited

Meeting Date: 08/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6139L131

Ticker: 500530

Primary ISIN: INE323A01026

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Soumitra Bhattacharya as Director Mgmt For For

4 Reelect Peter Tyroller as Director Mgmt For For

5 Approve Reappointment and Remuneration of

Andreas Wolf as Joint Managing Director

Mgmt For For

6 Elect Gopichand Katragadda as Director Mgmt For For

7 Elect Bhaskar Bhat as Director Mgmt For Against

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

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

8 Elect Bernhard Steinruecke as Director Mgmt For For

9 Approve Remuneration of Cost Auditors Mgmt For For

10 Approve Sale of Packaging Technology

Business

Mgmt For For

Divi's Laboratories Limited

Meeting Date: 08/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2076F112

Ticker: 532488

Primary ISIN: INE361B01024

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Kiran S. Divi as Director Mgmt For For

4 Reelect Nilima Motaparti as Director Mgmt For For

5 Elect Sunaina Singh as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Grasim Industries Limited

Meeting Date: 08/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y2851U102

Ticker: 500300

Primary ISIN: INE047A01021

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Kumar Mangalam Birla as Director Mgmt For Against

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

too many external roles to ensure they can undertake their duties effectively.Kumar Mangalam Birla has failed to attend at least

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

4 Reelect Usha Sangwan as Director Mgmt For For

5 Approve Arun Thiagarajan to Continue Office

as Non-Executive Independent Director

Mgmt

For

Against

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

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

6 Reelect Cyril Shroff as Director Mgmt For Against

Blended Rationale: Cyril Suresh Shroff has failed to attend at least 75 percent of board and committee meetings in the most

recent fiscal year, without a satisfactory explanation.

7 Reelect Thomas M. Connelly, Jr. as Director Mgmt For For

8 Reelect O. P. Rungta as Director Mgmt For

For

9 Elect N. Mohanraj as Director Mgmt For

For

10 Approve Remuneration of Cost Auditors Mgmt For

For

Naspers Ltd.

Meeting Date: 08/23/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S53435103

Ticker: NPN

Primary ISIN: ZAE000015889

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Resolutions Mgmt

1 Accept Financial Statements and Statutory

Reports for the Year Ended 31 March 2019

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Naspers Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

2 Approve Dividends for N Ordinary and A

Ordinary Shares

3 Reappoint PricewaterhouseCoopers Inc as

Auditors of the Company with V Myburgh as

the Individual Registered Auditor

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: Auditor tenure: A vote against is applied as LGIM expects the role of the external auditor to be put to tender

on a regular basis.

4 Re-elect Nolo Letele as Directors Mgmt For For

5.1 Re-elect Koos Bekker as Director Mgmt For For

5.2 Re-elect Steve Pacak as Director Mgmt For For

5.3 Re-elect Cobus Stofberg as Director Mgmt For For

5.4 Re-elect Ben van der Ross as Director Mgmt For For

5.5 Re-elect Debra Meyer as Director Mgmt For For

6.1 Re-elect Don Eriksson as Member of the Audit

Committee

Mgmt For For

6.2 Re-elect Ben van der Ross as Member of the

Audit Committee

Mgmt For For

6.3 Re-elect Rachel Jafta as Member of the Audit

Committee

Mgmt For For

7 Approve Remuneration Policy Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- It is noted that the total number of shares reserved for equity

compensation purposes is considered excessive. This concern is only slightly mitigated, by the Company's commitment to settle

all equity awards via shares repurchased from the market.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.

8 Approve Implementation of the Remuneration

Policy

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.

9 Place Authorised but Unissued Shares under

Control of Directors

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The proposed authority could result in significant levels of dilution

and would give the Board the ability to make significant decisions that ought to be presented for specific shareholder approval.-

The authority could involve the issue of new A ordinary shares, which have multiple voting rights, and therefore perpetuate the

Company's dual-class share structure.

10 Authorise Board to Issue Shares for Cash Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The proposed authority could involve the issue of new A ordinary

shares, which have multiple voting rights, and therefore perpetuate the Company's dual-class share structure.

11 Approve Amendments to the Trust Deed Mgmt For For constituting the Naspers Restricted Stock Plan

Trust and the Share Scheme envisaged by

such Trust Deed

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Naspers Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

12

Authorise Ratification of Approved

Resolutions

Mgmt

For

For

Special Resolutions Mgmt

1.1 Approve Fees of the Board Chairman Mgmt For For

1.2 Approve Fees of the Board Member Mgmt For For

1.3 Approve Fees of the Audit Committee

Chairman

Mgmt For For

1.4 Approve Fees of the Audit Committee

Member

Mgmt For For

1.5 Approve Fees of the Risk Committee

Chairman

Mgmt For For

1.6 Approve Fees of the Risk Committee Member Mgmt For For

1.7 Approve Fees of the Human Resources and

Remuneration Committee Chairman

Mgmt For For

1.8 Approve Fees of the Human Resources and

Remuneration Committee Member

Mgmt For For

1.9 Approve Fees of the Nomination Committee

Chairman

Mgmt For For

1.10 Approve Fees of the Nomination Committee

Member

Mgmt For For

1.11 Approve Fees of the Social and Ethics

Committee Chairman

Mgmt For For

1.12 Approve Fees of the Social and Ethics

Committee Member

Mgmt For For

1.13 Approve Fees of the Trustees of Group Share

Schemes/Other Personnel Funds

Mgmt For For

2 Approve Financial Assistance in Terms of

Section 44 of the Companies Act

Mgmt For For

3 Approve Financial Assistance in Terms of

Section 45 of the Companies Act

Mgmt For For

4 Authorise Repurchase of N Ordinary Shares Mgmt For For

5 Authorise Repurchase of A Ordinary Shares Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The Company does not specify how the purchase price for A

ordinary shares would be determined or whether any limit applies to repurchases. In addition, potential conflicts of interest

could exist.

6 Authorise Specific Repurchase of N Ordinary

Shares from Holders of N Ordinary Shares

Mgmt For Against

Blended Rationale: A vote AGAINST this item is considered warranted on account of:- The accelerated repurchase authority is

in addition to the general authority to repurchase up to 20% of the issued N share capital with no obvious benefits or details of

the repurchase set out for investor attention.

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Naspers Ltd.

Meeting Date: 08/23/2019 Country: South Africa

Meeting Type: Special

Primary Security ID: S53435103

Ticker: NPN

Primary ISIN: ZAE000015889

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Matters in Relation to the

Implementation of the Proposed Transaction

Mgmt For For

SBI Life Insurance Company Limited

Meeting Date: 08/23/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y753N0101

Ticker: 540719

Primary ISIN: INE123W01016

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm Interim Dividend as Final Dividend Mgmt For For

3 Authorize Board to Fix Remuneration of

Auditors

Mgmt For For

4 Reelect Joji Sekhon Gill as Director Mgmt For Against

Blended Rationale: A vote AGAINST Joji Sekhon Gill is warranted given that she has failed to attend at least 75 percent of

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

5 Approve Raj Narain Bhardwaj to Continue Mgmt

Office as Independent Director

For For

6 Approve Revision in the Remuneration of Mgmt

Sanjeev Nautiyal as Managing Director and

Chief Executive Officer

For For

7 Approve Increase in Limit on Foreign Mgmt

Shareholdings

For For

8 Elect Gregory Michael Zeluck as Director Mgmt For For

Suzano SA

Meeting Date: 08/23/2019 Country: Brazil

Primary Security ID: P8T20U187

Meeting Type: Special Ticker: SUZB3

Primary ISIN: BRSUZBACNOR0

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Suzano SA

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Amend Article 25 Mgmt For Against

Blended Rationale: A vote AGAINST these requests is warranted because, among the proposed changes in the composition of

its Statutory Audit Committee, the company proposes to establish a majority independence requirement, different from a

current statutory provision of 100-percent independence. The company has not provided a rationale for the decrease in the

independence requirements of its Statutory Audit Committee.

2 Consolidate Bylaws Mgmt For Against

Blended Rationale: A vote AGAINST these requests is warranted because, among the proposed changes in the composition of

its Statutory Audit Committee, the company proposes to establish a majority independence requirement, different from a

current statutory provision of 100-percent independence. The company has not provided a rationale for the decrease in the

independence requirements of its Statutory Audit Committee.

3 In the Event of a Second Call, the Voting

Instructions Contained in this Remote Voting

Card May Also be Considered for the Second

Call?

Mgmt None For

Mexichem SAB de CV

Meeting Date: 08/26/2019 Country: Mexico

Meeting Type: Special

Primary Security ID: P57908132

Ticker: MEXCHEM

Primary ISIN: MX01ME050007

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Change Company Name and Amend Article 1 Mgmt For For

2 Authorize Board to Ratify and Execute

Approved Resolutions

Mgmt

For

For

Alkem Laboratories Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0R6P5102

Ticker: 539523

Primary ISIN: INE540L01014

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Alkem Laboratories Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm Interim Dividend and Declare Final

Dividend

3 Reelect Sandeep Singh as Director

Mgmt

Mgmt

For

For

For

Against

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

directors.

4 Approve B S R & Co. LLP, Chartered

Accountants 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 brings into question the independence of their judgement.

5 Reelect Samprada Singh as Chairman

Emeritus and Non-Executive Director

Mgmt

6 Approve Reappointment and Remuneration of

Basudeo N. Singh as Executive Chairman

Mgmt For For

7 Elect Basudeo N. Singh as Director

Designated as Chairman

Mgmt For Against

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

comprise independent directors.

8 Reelect Ranjal Laxmana Shenoy as Director Mgmt For For

9 Reelect Arun Kumar Purwar as Director Mgmt For For

10 Reelect Sangeeta Singh as Director Mgmt For For

11 Reelect Sudha Ravi as Director Mgmt For For

12 Approve Remuneration to Non-Executive

Directors and Independent Directors

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the proposed 4 percent commission rate is not in line

with the market norm.

13 Approve Remuneration of Cost Auditors Mgmt For For

Beijing North Star Company Limited

Meeting Date: 08/27/2019 Country: China

Meeting Type: Special

Primary Security ID: Y0770G105

Ticker: 588

Primary ISIN: CNE100000262

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Beijing North Star Company Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF H SHARES Mgmt

1 Amend Articles of Association Mgmt For For

2 Approve Proposed Amendments to

Authorization in Relation to Provision of

Guarantee

Mgmt

For

For

Container Corporation of India Ltd.

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1740A152

Ticker: 531344

Primary ISIN: INE111A01025

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 Reelect V. Kalyana Rama as Director Mgmt For For

4 Reelect Sanjay Bajpai as Director

Mgmt

For

Against

Blended Rationale: Sanjay Bajpai has failed to attend at least 75 percent of board and committee meetings in the most recent

fiscal year, without a satisfactory explanation.

5 Approve Arun K Agarwal & Associates,

Chartered Accountants, New Delhi 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 brings into question the independence of their judgement.

6 Elect Manoj Kumar Dubey as Director Mgmt For For

7 Elect Jayasankar M.K. as Director

Mgmt

For

For

8 Reelect Kamlesh Shivji Vikamsey as Director

Mgmt

For

Against

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

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

9 Reeect Sanjeev S. Shah as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

InterGlobe Aviation Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y4R97L111

Ticker: 539448

Primary ISIN: INE646L01027

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 Reelect Rahul Bhatia as Director Mgmt For For

4 Approve S.R. Batliboi & Co. LLP, Chartered

Accountants as Auditors and Authorize Board

to Fix Their Remuneration

Mgmt For For

5 Elect Meleveetil Damodaran as Director Mgmt For Against

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

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

6 Elect Anil Parashar as Director Mgmt For For

7 Approve Payment of Profit Related

Commission to Independent Directors

Mgmt For For

8 Approve Extension of Travel Benefits to

Non-Executive Directors

Mgmt For For

9 Amend Articles of Association - Board Related Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is warranted given the following:- the proposed amendment would allow for

an enhancement of board nomination rights for the Rahul Bhatia group (IGE) and extend his influence and control over the

company's board; and- the proposal would allow a nominee director from both promoter groups to not retire by rotation, which

will deny shareholders the opportunity to vote on the reelection of the director and could lead to board entrenchment.

Maruti Suzuki India Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y7565Y100

Ticker: 532500

Primary ISIN: INE585B01010

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Toshihiro Suzuki as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Maruti Suzuki India Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

4 Reelect Kinji Saito as Director Mgmt For For

5 Approve Reappointment and Remuneration of

Kenichi Ayukawa as Managing Director and

Chief Executive Officer

6 Elect Takahiko Hashimoto as Director and

Approve Appointment and Remuneration of

Takahiko Hashimoto as Whole-time Director

designated as Director (Marketing & Sales)

7 Reelect D.S. Brar as Director

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

8 Reelect R.P. Singh as Director

Mgmt

For

For

9 Elect Lira Goswami as Director

Mgmt

For

For

10 Elect Hiroshi Sakamoto as Director

Mgmt

For

For

11 Elect Hisashi Takeuchi as Director

Mgmt

For

For

12 Approve Enhancement of Ceiling of Payment

of Commission to Non-Executive Directors

13 Approve Remuneration of Cost Auditors

Mgmt

Mgmt

For

For

For

For

Petronet LNG Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y68259103

Ticker: 532522

Primary ISIN: INE347G01014

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 Reelect M.M. Kutty as Director Mgmt For For

4 Reelect Shashi Shanker as Director

Mgmt

For

Against

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

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST this nominee is warranted

because Shashi Shanker (Item 4) 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 D. Rajkumar as Director Mgmt For For

6 Elect B.C. Tripathi as Director Mgmt

7 Elect Sanjiv Singh as Director

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Petronet LNG Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8

Elect Sunil Kumar Srivastava as Director

Mgmt

For

For

9 Elect Siddhartha Shekhar Singh as Director Mgmt For For

10 Elect Arun Kumar as Director Mgmt For For

11 Approve Remuneration of Cost Auditors Mgmt For For

12 Approve Related Party Transactions Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted due to lack of information on the

parties to the transactions to be carried out under the mandate.

13 Approve Related Party Transactions in

Relation to Transfer of Various Commercial

Agreements for Supply of Goods and Services

along with Rights and Obligations with Bharat

Petroleum Corporation Limited to Bharat Gas

Resources Limited

Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST these resolutions is warranted given:- The transaction is not

within the company's ordinary course of business.- The company has not provided sufficient information on the amount of the

transaction.

14 Amend Memorandum of Association Mgmt For Against

Blended Rationale: Governance Concerns: A vote AGAINST these resolutions is warranted given:- The transaction is not within

the company's ordinary course of business.- The company has not provided sufficient information on the amount of the

transaction.

15 Amend Articles of Association Mgmt For Against

Blended Rationale: Governance Concerns: A vote AGAINST these resolutions is warranted given:- The transaction is not within

the company's ordinary course of business.- The company has not provided sufficient information on the amount of the

transaction.

Power Finance Corporation Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y7082R109

Ticker: 532810

Primary ISIN: INE134E01011

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Reelect Naveen Bhushan Gupta as Director Mgmt For For

3 Authorize Board to Fix Remuneration of

Statutory Auditors

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.

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Power Finance Corporation Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

4 Elect Ravinder Singh Dhillon as Director Mgmt For Against

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

directors.

5 Elect R.C. Mishra as Director Mgmt For For

6 Approve Issuance of

Bonds/Debentures/Notes/Debt Securities on

Private Placement Basis

Mgmt For For

Power Grid Corporation of India Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y7028N105

Ticker: 532898

Primary ISIN: INE752E01010

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect Ravi P. Singh as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Statutory Auditors

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.

5 Elect Rajeev Kumar Chauhan as Director Mgmt For For

6 Reelect Jagdish Ishwarbhai Patel as Director Mgmt For

For

7 Elect M. N. Venkatesan as Director Mgmt For

For

8 Approve Remuneration of Cost Auditors Mgmt For

For

9 Approve Issuance of Debentures/Bonds on Mgmt

Private Placement Basis

For

For

Telkom SA SOC Ltd.

Meeting Date: 08/27/2019 Country: South Africa

Primary Security ID: S84197102

Meeting Type: Annual Ticker: TKG

Primary ISIN: ZAE000044897

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Telkom SA SOC Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Resolutions Mgmt

1.1 Elect Keith Rayner as Director

Mgmt

For

For

1.2 Elect Sibusiso Sibisi as Director

Mgmt

For

For

2.1 Re-elect Santie Botha as Director

Mgmt

For

Against

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

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

2.2 Re-elect Khanyisile Kweyama as Director Mgmt For For

2.3 Re-elect Kholeka Mzondeki as Director Mgmt For For

2.4 Re-elect Fagmeedah Petersen-Cook as

Director

Mgmt For For

3.1 Re-elect Sibusiso Luthuli as Member of the

Audit Committee

Mgmt For For

3.2 Re-elect Kholeka Mzondeki as Member of the

Audit Committee

Mgmt For For

3.3 Elect Keith Rayner as Member of the Audit

Committee

Mgmt For For

3.4 Re-elect Rex Tomlinson as Member of the

Audit Committee

Mgmt For For

3.5 Re-elect Louis Von Zeuner as Member of the

Audit Committee

Mgmt For For

4.1 Reappoint PricewaterhouseCoopers as

Auditors of the Company with Skalo Dikana as

the Individual Designated Auditor

Mgmt For For

4.2 Reappoint SizweNtsalubaGobodo Grant

Thornton as Auditors of the Company with

Suleman Lockhat as the Individual Designated

Auditor

Mgmt For For

5 Place Authorised but Unissued Shares under

Control of Directors

Mgmt For For

6.1 Approve Remuneration Policy Mgmt For Against

Blended Rationale: Remuneration: Uncapped. 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.

6.2 Approve Implementation Report Mgmt For For

Special Resolutions Mgmt

1 Authorise Repurchase of Issued Share Capital Mgmt For For

2 Authorise Board to Issue Shares for Cash Mgmt For For

3 Approve Remuneration of Non-executive

Directors

Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Telkom SA SOC Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

4 Approve Financial Assistance in Terms of

Sections 44 and 45 of the Companies Act

Mgmt For For

Vodafone Idea Limited

Meeting Date: 08/27/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3857E100

Ticker: 532822

Primary ISIN: INE669E01016

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Himanshu Kapania as Director Mgmt For For

3 Reelect Ravinder Takkar as Director Mgmt For For

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Reelect Arun Thiagarajan as Director Mgmt For Against

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

too many external roles to ensure they can undertake their duties effectively.A vote AGAINST Arun Kannan Thiagarajan is

warranted because he has failed to attend at least 75 percent of board and committee meetings in the most recent fiscal year,

without a satisfactory explanation.

6 Elect Krishnan Ramachandran as Director Mgmt For For

7 Elect Suresh Vaswani as Director Mgmt For For

8 Approve Material Related Party Transactions

with Indus Towers Limited

Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST these resolutions is warranted given the terms of the requests

do not provide for further shareholder review and vote on related-party transactions on a periodic basis.

9 Approve Material Related Party Transactions

with Bharti Infratel Limited

Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST these resolutions is warranted given the terms of the requests

do not provide for further shareholder review and vote on related-party transactions on a periodic basis.

10 Increase Authorized Share Capital and Amend

Memorandum of Association

11 Amend Articles of Association

Mgmt

Mgmt

For

For

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Colgate-Palmolive (India) Limited

Meeting Date: 08/28/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1673X104

Ticker: 500830

Primary ISIN: INE259A01022

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Reelect Chandrasekar Meenakshi Sundaram

as Director

Mgmt For For

3 Approve Commission to Independent

Directors

Mgmt For For

4 Approve Appointment and Remuneration of

Ram Raghavan as Managing Director

Mgmt For For

Global Power Synergy Public Company Limited

Meeting Date: 08/28/2019 Country: Thailand

Meeting Type: Special

Primary Security ID: Y2715Q107

Ticker: GPSC

Primary ISIN: TH6488010005

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve Increase in Registered Capital and

Amend Memorandum of Association to

Reflect Increase in Registered Capital

Mgmt

For

For

2 Approve Allocation of Newly Issued Ordinary

Shares to Existing Shareholders

Mgmt For For

3 Amend Articles of Association Mgmt For For

4 Other Business Mgmt For Against

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

IJM Corporation Berhad

Meeting Date: 08/28/2019 Country: Malaysia

Meeting Type: Annual

Primary Security ID: Y3882M101

Ticker: 3336

Primary ISIN: MYL3336OO004

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

IJM Corporation Berhad

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Elect David Frederick Wilson as Director Mgmt For For

2 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 brings into question the independence of their judgement.

3 Approve Directors' Fees Mgmt For For

4 Approve Directors' Benefits Mgmt For For

5 Approve Directors' Fees and Meeting

Allowance by a Subsidiary

Mgmt For For

6 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

Mgmt For For

7 Approve Share Repurchase Program Mgmt For For

Indiabulls Housing Finance Limited

Meeting Date: 08/28/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3R12A119

Ticker: 535789

Primary ISIN: INE148I01020

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Payment of Interim Dividend Mgmt For For

3 Reelect Sachin Chaudhary as Director Mgmt For For

4 Elect Satish Chand Mathur as Director Mgmt For For

5 Approve Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For

6 Approve Shifting of Registered Office of the

Company and Amend Memorandum of

Association

Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Indian Oil Corporation Limited

Meeting Date: 08/28/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3925Y112

Ticker: 530965

Primary ISIN: INE242A01010

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Declare Final Dividend and Confirm Interim

DIvidend

Mgmt For For

3 Reelect S. S. V. Ramakumar as Director Mgmt For For

4 Reelect Ranjan Kumar Mohapatra as Director Mgmt For For

5 Reelect Parindu K. Bhagat as Director Mgmt For For

6 Approve Remuneration of Cost Auditors Mgmt For For

7 Approve Corporate Guarantees to Banks on

behalf of IndianOil-Adani Gas Pvt. Ltd., a

Joint Venture Company

Mgmt For For

LIC Housing Finance Limited

Meeting Date: 08/28/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y5278Z133

Ticker: 500253

Primary ISIN: INE115A01026

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect P. Koteswara Rao as Director Mgmt For For

4 Approve Gokhale & Sathe, Chartered

Accountants, Mumbai and M. P. Chitale &

Co., Chartered Accountants, Mumbai as Joint

Statutory Auditors and Authorize Board to Fix

Their Remuneration

Mgmt For For

5 Approve Issuance of Redeemable

Non-Convertible Debentures, Secured or

Unsecured, and/or any other Hybrid

Instruments on Private Placement Basis

Mgmt For For

6 Elect M. R. Kumar as Non-Executive Chairman Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

LIC Housing Finance Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

7 Reelect Dharmendra Bhandari as Director Mgmt For For

8 Elect Kashi Prasad Khandelwal as Director

Mgmt

For

For

9 Elect Sanjay Kumar Khemani as Director

Mgmt

For

For

10 Approve Increase in Borrowing Powers

Mgmt

For

For

Mr. Price Group Ltd.

Meeting Date: 08/28/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S5256M135

Ticker: MRP

Primary ISIN: ZAE000200457

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

Ordinary Resolutions

Mgmt

1 Accept Financial Statements and Statutory

Reports for the Year Ended 30 March 2019

Mgmt For For

2.1 Re-elect Stewart Cohen as Director Mgmt For For

2.2 Re-elect Keith Getz as Director Mgmt For For

2.3 Re-elect Mark Bowman as Director Mgmt For For

3 Elect Mmaboshadi Chauke as Director Mgmt For For

4 Elect Mark Stirton as Director Mgmt For For

5 Reappoint Ernst & Young Inc as Auditors of

the Company with Vinodhan Pillay as the

Designated Registered Auditor

Mgmt For Against

Blended Rationale: Auditor tenure: A vote against is applied as LGIM expects the role of the external auditor to be put to tender

on a regular basis.

6.1 Re-elect Bobby Johnston as Member of the

Audit and Compliance Committee

Mgmt For For

6.2 Re-elect Daisy Naidoo as Member of the Audit

and Compliance Committee

Mgmt For For

6.3 Re-elect Mark Bowman as Member of the

Audit and Compliance Committee

Mgmt For For

6.4 Elect Mmaboshadi Chauke as Member of the

Audit and Compliance Committee

Mgmt For For

7 Approve Remuneration Policy Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted:- The maximum variable pay opportunity is considered excessive;

and- The share usage limit exceeds the recommended limit of 5% of the issued share capital. This concern is only slightly

mitigated by the Company's commitment to settle all equity awards via shares repurchased from the market.

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Mr. Price Group Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

8 Approve Remuneration Implementation

Report

Mgmt For Against

Blended Rationale: A vote AGAINST this resolution is considered warranted:- The quantum of the "top up" LTIs awarded to

Mark Blair and Mark Stirton on their promotions to CEO and CFO respectively appear excessive;- Mark Stirton was awarded a

once-off LTI allocation which the Company has not fully explained; and- There is a lack of disclosure around bonus

performance targets and the departing CEO's leaving arrangements.

9 Adopt the Social, Ethics, Transformation and

Sustainability Committee Report

Mgmt For For

10 Authorise Ratification of Approved

Resolutions

Mgmt For For

11 Place Authorised but Unissued Shares under

Control of Directors

Mgmt For For

Special Resolutions Mgmt

1.1 Approve Fees of the Independent

Non-executive Chairman

Mgmt For For

1.2 Approve Fees of the Honorary Chairman Mgmt For For

1.3 Approve Fees of the Lead Independent

Director

Mgmt For For

1.4 Approve Fees of the Non-Executive Directors Mgmt For For

1.5 Approve Fees of the Audit and Compliance

Committee Chairman

Mgmt For For

1.6 Approve Fees of the Audit and Compliance

Committee Members

Mgmt For For

1.7 Approve Fees of the Remuneration and

Nominations Committee Chairman

Mgmt For For

1.8 Approve Fees of the Remuneration and

Nominations Committee Members

Mgmt For For

1.9 Approve Fees of the Social, Ethics,

Transformation and Sustainability Committee

Chairman

Mgmt For For

1.10 Approve Fees of the Social, Ethics,

Transformation and Sustainability Committee

Members

Mgmt For For

1.11 Approve Fees of the Risk and IT Committee

Members

Mgmt For For

1.12 Approve Fees of the Risk and IT Committee -

IT Specialist

Mgmt For For

2 Authorise Repurchase of Issued Share Capital Mgmt For For

3 Approve Financial Assistance to Related or

Inter-related Companies

Mgmt For For

Page 75: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Muyuan Foods Co., Ltd.

Meeting Date: 08/28/2019 Country: China

Meeting Type: Special

Primary Security ID: Y6149B107

Ticker: 002714

Primary ISIN: CNE100001RQ3

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Additional Daily Related-party

Transactions

Mgmt For For

PT Bank Mandiri (Persero) Tbk

Meeting Date: 08/28/2019 Country: Indonesia

Meeting Type: Special

Primary Security ID: Y7123S108

Ticker: BMRI

Primary ISIN: ID1000095003

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Evaluation of First Semester

Performance 2019

SH None For

2 Approve Changes in Board of Company SH None Against

Sun Pharmaceutical Industries Ltd.

Meeting Date: 08/28/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8523Y158

Ticker: 524715

Primary ISIN: INE044A01036

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.a

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

1.b Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Sailesh T. Desai as Director Mgmt For Against

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

directors.

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Sun Pharmaceutical Industries Ltd.

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

4 Reelect Kalyanasundaram Subramanian as

Director

5 Approve Remuneration of Cost Auditors

Mgmt

Mgmt

For

For

For

For

6 Approve Commissions Paid to Non-Executive

Directors

Mgmt

For

Against

Blended Rationale: A vote AGAINST this resolution is warranted given the lack of sufficient justification for the proposed waiver

of recovery of excess remuneration paid to non-executive directors.

7 Approve Remuneration to Kalyanasundaram

Subramanian as Whole-Time Director

Mgmt For For

UPL Limited

Meeting Date: 08/28/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y9305P100

Ticker: 512070

Primary ISIN: INE628A01036

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Dividend Mgmt For For

3 Reelect Jaidev Rajnikant Shroff as Director Mgmt For For

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Approve Issuance of Non-Convertible

Debentures on Private Placement Basis

Mgmt For For

6 Reelect Pradeep Vedprakash Goyal as Director Mgmt For For

7 Reelect Reena Ramachandran as Director Mgmt For For

Aurobindo Pharma Limited

Meeting Date: 08/29/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y04527142

Ticker: 524804

Primary ISIN: INE406A01037

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Aurobindo Pharma Limited

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Confirm First and Second Interim Dividend Mgmt For For

4 Reelect P. Sarath Chandra Reddy as Director Mgmt For For

5 Reelect M. Sivakumaran as Director Mgmt For For

6 Reelect K. Ragunathan as Director Mgmt For For

7 Reelect Savita Mahajan as Director Mgmt For For

8 Reelect Avnit Bimal Singh as Director Mgmt For For

9 Approve Reappointment and Remuneration of

P. Sarath Chandra Reddy as Whole-time

Director

Mgmt For For

10 Approve Revision in the Remuneration of M.

Madan Mohan Reddy as Whole-time Director

Mgmt For For

11 Approve Revision in the Remuneration of N.

Govindarajan as Managing Director

Mgmt For For

MultiChoice Group Ltd.

Meeting Date: 08/29/2019 Country: South Africa

Meeting Type: Annual

Primary Security ID: S8039U101

Ticker: MCG

Primary ISIN: ZAE000265971

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

Ordinary Resolutions

Mgmt

1.1 Elect Don Eriksson as Director Mgmt For For

1.2 Elect Tim Jacobs as Director Mgmt For For

1.3 Elect Nolo Letele as Director Mgmt For For

1.4 Elect Jabu Mabuza as Director Mgmt For For

1.5 Elect Elias Masilela as Director Mgmt For For

1.6 Elect Calvo Mawela as Director Mgmt For For

1.7 Elect Kgomotso Moroka as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

MultiChoice Group Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.8

Elect Steve Pacak as Director

Mgmt

For

For

1.9 Elect Imtiaz Patel as Director Mgmt For For

1.10 Elect Christine Sabwa as Director Mgmt For For

1.11 Elect Fatai Sanusi as Director Mgmt For For

1.12 Elect Louisa Stephens as Director Mgmt For For

1.13 Elect Jim Volkwyn as Director Mgmt For For

2 Appoint PricewaterhouseCoopers Inc as

Auditors of the Company with Brett

Humphreys as Designated Individual

Registered Auditor

Mgmt For Against

Blended Rationale: Auditor tenure: A vote against is applied as LGIM expects the role of the external auditor to be put to tender

on a regular basis.

3.1 Elect Steve Pacak as Chair of the Audit

Committee

Mgmt For For

3.2 Elect Don Eriksson as Member of the Audit

Committee

Mgmt For For

3.3 Elect Christine Sabwa as Member of the Audit

Committee

Mgmt For For

3.4 Elect Louisa Stephens as Member of the Audit

Committee

Mgmt For For

4 Authorise Board to Issue Shares for Cash Mgmt For For

Non-binding Advisory Resolutions Mgmt

1 Approve Remuneration Policy 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.A vote AGAINST this item is warranted:- The total number of shares reserved for the

new scheme exceeds the recommended limit.

2 Approve Implementation of the Remuneration

Policy

Mgmt

For

Against

Blended Rationale: A vote AGAINST this item is warranted:- The CFO was awarded a sign-on bonus upon his Board

appointment, without further explanation.- The Executive Chair and CFO were awarded discretionary bonuses linked to the

recent listing, in addition to the performance bonuses.- The specific targets linked to annual bonuses are not disclosed.

Special Resolutions Mgmt

1.1 Approve Remuneration of Non-executive

Directors

Mgmt For For

1.2 Approve Remuneration of Audit Committee

Chair

Mgmt For For

1.3 Approve Remuneration of Audit Committee

Member

Mgmt For For

1.4 Approve Remuneration of Risk Committee

Chair

Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

MultiChoice Group Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1.5

Approve Remuneration of Risk Committee

Member

Mgmt

For

For

1.6 Approve Remuneration of Remuneration

Committee Chair

Mgmt For For

1.7 Approve Remuneration of Remuneration

Committee Member

Mgmt For For

1.8 Approve Remuneration of Nomination

Committee Chair

Mgmt For For

1.9 Approve Remuneration of Nomination

Committee Member

Mgmt For For

1.10 Approve Remuneration of Social and Ethics

Committee Chair

Mgmt For For

1.11 Approve Remuneration of Social and Ethics

Committee Member

Mgmt For For

2 Authorise Repurchase of Issued Share Capital Mgmt For For

3 Approve Financial Assistance in Terms of

Section 44 of the Companies Act

Mgmt For Against

Blended Rationale: A vote AGAINST this item is warranted as the resolution will facilitate the operation of current and future

equity incentive schemes, and the proposed scheme raises concerns due to the vesting profile which allows for the release of

awards less than three years from the grant date.

4 Approve Financial Assistance in Terms of Mgmt

Section 45 of the Companies Act

For For

Continuation of Ordinary Resolutions Mgmt

5 Authorise Ratification of Approved Mgmt

Resolutions

For

For

QL Resources Berhad

Meeting Date: 08/29/2019 Country: Malaysia

Primary Security ID: Y7171B106

Meeting Type: Annual Ticker: 7084

Primary ISIN: MYL7084OO006

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

ORDINARY RESOLUTIONS

Mgmt

1 Approve Final Dividend Mgmt For For

2 Elect Tan Bun Poo as Director Mgmt For For

3 Elect Aini Binti Ideris as Director Mgmt For For

4 Elect Chia Seong Pow as Director Mgmt For For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

QL Resources Berhad

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

5 Elect Chia Song Swa as Director Mgmt For For

6 Elect Chia Lik Khai as Director

Mgmt

For

For

7 Approve Directors' Fees and Benefits

Mgmt

For

For

8 Approve Additional Directors' Benefits

Mgmt

For

For

9 Approve KPMG PLT as Auditors and Authorize

Board to Fix Their Remuneration

10 Approve Issuance of Equity or Equity-Linked

Securities without Preemptive Rights

11 Authorize Share Repurchase Program

Mgmt

Mgmt

Mgmt

For

For

For

For

For

For

12 Approve Implementation of Shareholders'

Mandate for Recurrent Related Party

Transactions

Special Resolution

Mgmt

Mgmt

For

For

1 Adopt New Constitution

Mgmt

For

For

REC Limited

Meeting Date: 08/29/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y73650106

Ticker: 532955

Primary ISIN: INE020B01018

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Approve Payment of Interim Dividend Mgmt For For

3 Reelect Ajeet Kumar Agarwal as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Statutory Auditors

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.

5 Approve Issuance of Non-Convertible

Debentures/Bonds on Private Placement Basis

6 Approve Related Party Transactions

Mgmt

Mgmt

For

For

For

Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted given the transactions are not at

arm's length basis and the company has not provided sufficient information to assess the fairness of the transaction.

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Shanghai Jinqiao Export Processing Zone Development Co. Ltd.

Meeting Date: 08/29/2019 Country: China

Meeting Type: Special

Primary Security ID: Y4443D101

Ticker: 900911

Primary ISIN: CNE000000941

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

EGM BALLOT FOR HOLDERS OF B SHARES Mgmt

1 Approve Transfer of Construction Project in

Progress

Mgmt

For

For

Banco Bradesco SA

Meeting Date: 08/30/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P1808G117

Ticker: BBDC4

Primary ISIN: BRBBDCACNPR8

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Ratify KPMG Auditores Independentes as the

Firm to Appraise Proposed Transaction

Mgmt For For

2 Approve Independent Firm's Appraisal Mgmt For For

3 Approve Agreement to Absorb Bradesco

Cartoes

4 Approve Absorption of Bradesco Cartoes

Mgmt

Mgmt

For

For

For

For

Banco Bradesco SA

Meeting Date: 08/30/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P1808G117

Ticker: BBDC4

Primary ISIN: BRBBDCACNPR8

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Acquisition of BAC Florida Bank Mgmt For For

2 Ratify PricewaterhouseCoopers Servicos

Professionais Ltda. as the Independent Firm

to Appraise Proposed Transaction

Mgmt

For

For

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Banco Bradesco SA

Meeting Date: 08/30/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P1808G117

Ticker: BBDC4

Primary ISIN: BRBBDCACNPR8

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Elect Genival Francisco da Silva as Alternate

Fiscal Council Member Appointed by Minority

Shareholder

SH

None

For

2 Amend Article 5 Re: Corporate Purpose Mgmt For For

3 Amend Article 8 Mgmt For For

4 Amend Article 9 Mgmt For For

5 Consolidate Bylaws Mgmt For For

Bharat Petroleum Corporation Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y0882Z116

Ticker: 500547

Primary ISIN: INE029A01011

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Financial Statements and Statutory

Reports

Mgmt

For

For

2 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

3 Reelect Padmakar Kappagantula as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Auditors

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.

5 Elect Arun Kumar Singh as Director Mgmt For For

6 Elect Neelakantapillai Vijayagopal as Director Mgmt For For

7 Reelect Rajesh Kumar Mangal as Director Mgmt For For

8 Elect Harshadkumar P. Shah as Director Mgmt For For

Page 83: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Bharat Petroleum Corporation Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

9 Approve Material Related Party Transactions Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted given the terms of the request do

not provide for further shareholder review and vote on related-party transactions on a periodic basis.

10 Approve Remuneration of Cost Auditors Mgmt For For

Dabur India Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y1855D140

Ticker: 500096

Primary ISIN: INE016A01026

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Accept Standalone Financial Statements and

Statutory Reports

Mgmt

For

For

2 Accept Consolidated Financial Statements and

Statutory Reports

Mgmt For For

3 Confirm Interim Dividend and Declare Final

Dividend

Mgmt For For

4 Reelect Amit Burman as Director Mgmt For For

5 Reelect Mohit Burman as Director Mgmt For For

6 Approve Remuneration of Cost Auditors Mgmt For For

7 Elect Mohit Malhotra as Director and Approve

Appointment and Remuneration of Mohit

Malhotra as Whole Time Director

Mgmt For For

8 Elect Ajit Mohan Sharan as Director Mgmt For For

9 Elect Aditya Burman as Director Mgmt For For

10 Reelect Falguni Sanjay Nayar as Director Mgmt For For

11 Reelect P N Vijay as Director Mgmt For For

12 Reelect S Narayan as Director Mgmt For For

13 Reelect R C Bhargava as Director Mgmt For For

14 Reelect Ajay Dua as Director Mgmt For For

15 Reelect Sanjay Kumar Bhattacharyya as

Director

Mgmt For For

16 Approve Payment of Remuneration to

Non-Executive Independent Directors

Mgmt For For

Page 84: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Dalmia Bharat Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6S3J2117

Ticker: 542216

Primary ISIN: INE00R701025

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 Niddodi Subrao Rajan as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Statutory Auditors

Mgmt For For

Hindalco Industries Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y3196V185

Ticker: 500440

Primary ISIN: INE038A01020

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Dividend Mgmt For For

3 Reelect Rajashree Birla as Director Mgmt For Against

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

too many external roles to ensure they can undertake their duties effectively.Rajashree Birla has failed to attend at least 75

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

4 Approve Remuneration of Cost Auditors Mgmt For For

5 Elect Vikas Balia as Director

Mgmt

For

For

6 Reelect K. N. Bhandari as Director

Mgmt

For

Against

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

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

7 Reelect Ram Charan as Director Mgmt For Against

Blended Rationale: Ram Charan has failed to attend at least 75 percent of board and committee meetings in the most recent

fiscal year, without a satisfactory explanation.

Page 85: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

NMDC Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y6223W100

Ticker: 526371

Primary ISIN: INE584A01023

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Accept Financial Statements and Statutory

Reports

Mgmt For For

2 Approve Payment of Interim Dividend Mgmt For For

3 Reelect Sandeep Tula as Director Mgmt For For

4 Reelect Saraswati Prasad as Director

Mgmt

For

Against

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

element for a board to protect shareholders' interests.

5 Reelect Baijendra Kumar Nair as Director Mgmt For Against

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

and not to be recombined once separated. These two roles are substantially different and a division of responsibilities ensures

there is a proper balance of authority and responsibility on the board.

6 Authorize Board to Fix Remuneration of

Auditors

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.

7 Elect Arun Kumar Srivastava as Director Mgmt For For

8 Elect Bhagwati Mahesh Baldewa as Director Mgmt For For

9 Elect Pradip Bhargava as Director Mgmt For For

10 Elect Syamal Kumar Sarkar as Director Mgmt For For

11 Elect Shyam Murari Nigam as Director Mgmt For For

12 Elect Amitava Mukherjee as Director Mgmt For For

13 Elect Alok Kumar Mehta as Director Mgmt For Against

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

directors.

14 Approve Remuneration of Cost Auditors Mgmt For For

Oil & Natural Gas Corporation Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y64606133

Ticker: 500312

Primary ISIN: INE213A01029

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Oil & Natural Gas Corporation 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

3 Reelect Subhash Kumar as Director Mgmt For For

4 Reelect Rajesh Shyamsunder Kakkar as

Director

Mgmt For Against

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

directors.

5 Authorize Board to Fix Remuneration of

Auditors

Mgmt For For

6 Elect Navin Chandra Pandey as Director Mgmt For For

7 Elect Alka Mittal as Director Mgmt For For

8 Elect Amar Nath as Director Mgmt For Against

Blended Rationale: Amar Nath has failed to attend at least 75 percent of board and committee meetings in the most recent

fiscal year, without a satisfactory explanation.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 - companies solely involved in the

extraction of coal.

9 Reelect Ajai Malhotra as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

10 Reelect Shireesh Balawant Kedare as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

11 Reelect K M Padmanabhan as Director Mgmt For Against

Blended Rationale: 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 - companies solely involved in the extraction of coal.

12 Elect Amitava Bhattacharyya as Director Mgmt For For

13 Approve Remuneration of Cost Auditors Mgmt For For

14 Approve Related Party Transaction with ONGC

Petro Additions Limited

Mgmt For Against

Blended Rationale: Related party transaction: A vote AGAINST this resolution is warranted given:- The lack of information to

determine whether the company will be taking in a disproportionate amount of risk relative to its ownership stake.

Page 87: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Oil & Natural Gas Corporation Limited

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

15 Elect Rajesh Kumar Srivastava as Director Mgmt For For

PT Bank Negara Indonesia (Persero) Tbk

Meeting Date: 08/30/2019 Country: Indonesia

Meeting Type: Special

Primary Security ID: Y74568166

Ticker: BBNI

Primary ISIN: ID1000096605

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Evaluation of First Semester

Performance 2019

SH None For

2 Approve Changes in Board of Company SH None Against

PT Perusahaan Gas Negara Tbk

Meeting Date: 08/30/2019 Country: Indonesia

Meeting Type: Special

Primary Security ID: Y7136Y118

Ticker: PGAS

Primary ISIN: ID1000111602

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Evaluation of First Semester

Performance 2019

SH None For

2 Approve Changes in Board of Company SH None Against

Sany Heavy Industry Co., Ltd.

Meeting Date: 08/30/2019 Country: China

Meeting Type: Special

Primary Security ID: Y75268105

Ticker: 600031

Primary ISIN: CNE000001F70

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Sany Heavy Industry Co., Ltd.

Proposal Vote

Number Proposal Text Proponent Mgmt Rec Instruction

1

Approve Amendments to Articles of

Association

Mgmt

For

For

2 Amend Rules and Procedures Regarding

Meetings of Board of Directors

Mgmt For For

ELECT NON-INDEPENDENT DIRECTORS VIA

CUMULATIVE VOTING

Mgmt

3.1 Elect Liang Wengen as Non-Independent

Director

Mgmt For Against

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

comprise of independent directors.

3.2 Elect Tang Xiuguo as Non-Independent

Director

Mgmt For For

3.3 Elect Xiang Wenbo as Non-Independent

Director

Mgmt For For

3.4 Elect Yi Xiaogang as Non-Independent

Director

Mgmt For For

3.5 Elect Liang Zaizhong as Non-Independent

Director

Mgmt For For

3.6 Elect Huang Jianlong as Non-Independent

Director

Mgmt For For

ELECT INDEPENDENT DIRECTORS VIA

CUMULATIVE VOTING

Mgmt

4.1 Elect Su Zimeng as Independent Director Mgmt For For

4.2 Elect Tang Ya as Independent Director Mgmt For For

4.3 Elect Ma Guangyuan as Independent Director Mgmt For For

4.4 Elect Zhou Hua as Independent Director Mgmt For For

ELECT SUPERVISORS VIA CUMULATIVE

VOTING

Mgmt

5.1 Elect Liu Daojun as Supervisor Mgmt For For

5.2 Elect Yao Chuanda as Supervisor Mgmt For For

Steel Authority of India Limited

Meeting Date: 08/30/2019 Country: India

Meeting Type: Annual

Primary Security ID: Y8166R114

Ticker: 500113

Primary ISIN: INE114A01011

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Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019

Steel Authority of India Limited

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 Reelect Soma Mondal as Director Mgmt For For

3 Reelect Atul Srivastava as Director Mgmt For For

4 Authorize Board to Fix Remuneration of

Auditors

Mgmt For For

5 Approve Final Dividend Mgmt For For

6 Reelect Parmod Bindal as Director Mgmt For Against

Blended Rationale: A vote AGAINST Parmod Bindal (Item 6), Ashok Gupta (Item 7), and Anshu Vaish (Item 8) is warranted

because they serve on the audit committee and there are significant concerns regarding the company's financial statements.

7 Reelect Ashok Gupta as Director Mgmt For Against

Blended Rationale: A vote AGAINST Parmod Bindal (Item 6), Ashok Gupta (Item 7), and Anshu Vaish (Item 8) is warranted

because they serve on the audit committee and there are significant concerns regarding the company's financial statements.

8 Reelect Anshu Vaish as Director Mgmt For Against

Blended Rationale: A vote AGAINST Parmod Bindal (Item 6), Ashok Gupta (Item 7), and Anshu Vaish (Item 8) is warranted

because they serve on the audit committee and there are significant concerns regarding the company's financial statements.

9 Elect Krishan Kumar Gupta as Director Mgmt For For

10 Elect Vivek Gupta as Director Mgmt For For

11 Approve Borrowing Powers through Issuance

of Non-Convertible Debentures/Bonds on

Private Placement Basis and Pledging of

Assets for Debt

Mgmt For For

12 Approve Remuneration of Cost Auditors Mgmt For For

Transmissora Alianca de Energia Eletrica SA

Meeting Date: 08/30/2019 Country: Brazil

Meeting Type: Special

Primary Security ID: P9T5CD126

Ticker: TAEE11

Primary ISIN: BRTAEECDAM10

Proposal

Number

Proposal Text

Proponent

Mgmt Rec

Vote

Instruction

1 Approve Acquisition of Shares of Brasnorte

Transmissora de Energia S.A.

Mgmt For For

Page 90: Vote Summary Report Emerging Markets August 2019 · Raia Drogasil SA Meeting Date: 08/01/2019 Country: Brazil Meeting Type: Special Primary Security ID: P7942C102 Ticker: RADL3 Primary

Vote Summary Report Date range covered: 08/01/2019 to 08/31/2019