Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

Snam AGM Information 2021

Feb 10, 2021

4042_egm_2021-02-10_49df1836-6bf7-46ce-bcce-003dc26b29cf.pdf

AGM Information

Open in viewer

Opens in your device viewer

STUDIO NOTARILE MARCHETTI

Via Agnello n. 18

20121 - Milan - Tel. 02 72021846 r.a.

Index No. 16003 Folder No. 8610

Minutes of the Extraordinary Shareholders' Meeting of a listed company REPUBLIC OF ITALY

In the year 2021 (twenty twenty-one),

on the 5th (fifth) day of the month of February,

in Milan, at Via Agnello 18.

I, the undersigned Carlo Marchetti, notary in Milan, registered with the Board of Notaries of Milan, at the request, expressed through the Chairman of the Board of Directors, Mr Nicola Bedin, of the listed joint stock company:

"Snam S.p.A."

with registered offices in San Donato Milanese, at Piazza Santa Barbara no. 7, share capital 2,735,670,475.56 euros, fully paid in, tax code, VAT no. and Milan-Monza-Brianza-Lodi Business Register no. 13271390158, registered in the Economic and Administrative Register of Milan under no. 1633443 (the "Company" or "Snam"), have hereby drawn up and sign, pursuant to article 2375 of the Italian Civil Code, the minutes of the Extraordinary Shareholders' Meeting of the aforesaid Company, held also by teleconference in accordance with Article 106, subsection 2, of Law Decree no. 18 of 17 March 2020 ("Cura Italia" Decree) - the applicability of which has been extended in accordance with Article 71 of Law Decree no. 104 of 14 August 202O, art. 1, subsection 3, of Law Decree no. 125 of 7 October 2020 and, lastly, by Law Decree no. 183 of 31 December 202O (the "Milleproroghe" Decree) - on

2 (second) February 2021 (twenty twenty-one)

in accordance with the call notice referred to below, to discuss and vote on the Agenda which is also reproduced below.

Endorsing the request, I acknowledge that the aforementioned Extraordinary Shareholders' Meeting – which I am attending as the Notary at the company's registered offices in San Donato Milanese, Piazza Santa Barbara no. 7 – takes place as reported below.

At 10 a.m., Mr Nicola Bedin takes the chair of the Shareholders' Meeting, pursuant to article 11.2 of the Bylaws, in his capacity as Chairman of the Board of Directors and declares the meeting open.

***

He then asks me, Notary, to serve as Secretary, and makes the following statements:

  • in view of the health emergency linked to the current "COVID-19" epidemic and taking into account the measures to contain infections, the Company is making use of the provisions envisaged by Article 106, subsection 4 of Italian Decree Law no. 18 of 17 March 2020, setting out "Measures for strengthening the national healthcare service and economic support for families, workers and businesses connected with the COVID-19 epidemiological emergency" (the effectiveness of which has been extended by Italian Law Decree no. 125 of 7 October 2020, Law Decree no. 183 of 31 December 202O and, most recently, Law Decree no. 183 of 31 December 2020, the "Milleproroghe" Decree), establishing that the Shareholders' Meeting will be attended by those entitled to vote only through the designated representative of the company, pursuant to Article 135-undecies of Italian Legislative Decree no. 58 of 24 February 1998 (hereinafter also referred to as the "CLF");

  • without prejudice to the foregoing, participation at the Shareholders' Meeting by those duly entitled, considering the limitations that may arise due to the aforementioned health requirements, can only take place through telecommunications devices that enable the identification of participants; in this regard, I state that those duly entitled to participate are connected by means of telecommunications devices that allow them to be identified and confirm that I have personally verified the identity and entitlement of the attendees, and that they all have the capability of participating in the discussion and voting;

  • in accordance with the current provisions, the call notice for the Extraordinary Shareholders' Meeting was published, in full, on the Company website on 29 December 2020, and a summary was published in the following newspapers: Il Sole 24 ORE, and, in English, the Financial Times on 30 December 2020. The Agenda is as follows:

1. Proposed amendment to article 2 of the company Bylaws. Related and consequent resolutions.

2. Proposed amendment to article 12 of the company Bylaws. Related and consequent resolutions.

3. Proposed amendment to article 13 and article 24 of the company Bylaws. Related and consequent resolutions;

  • in addition to himself (Chairman of the Board of Directors) the following are present: the Chief Executive Officer Marco Alverà and the Directors Laura Cavatorta, Alessandro Tonetti, Yunpeng He, Antonio Marana, Francesca Pace and Rita Rolli (via conference call), the Chairman of the Board of Statutory Auditors Stefano Gnocchi and the auditor Gianfranco Chinellato (in person) and the auditor Donata Paola Patrini (in conference call);

  • the share capital is 2,735,670,475.56 euros, divided into 3,360,857,809 shares without par value;

  • there are 1921 shareholders in attendance for a total number of 2,374,268,593 shares, representing 70.64% of the voting capital;

  • pursuant to articles 12-14 of European Regulation 679/2016 (GDPR), the personal data (first and last name, place of birth, residence and professional qualifications) of those attending the Shareholders' Meeting has been and will be obtained in the forms and within the limits connected to the obligations, tasks and purposes set out in current law; said data will be included in the minutes of the Shareholders' Meeting, after manual and automated processing, and may be disclosed and disseminated, even abroad – also outside the European Union – in the forms and within the limits strictly connected to the obligations, tasks and purposes set out in current law; the list of the names of those entitled to participate via proxy, indicating the number of shares held by each and the delegating shareholder, will be annexed to the minutes of the Shareholders' Meeting;

  • a recording system is in operation for the sole purpose of assisting the preparation of the minutes and a simultaneous translation service from Italian into English is provided;

  • regarding today's Shareholders' Meeting, the requirements of civil law and of the regulations on regulated markets have been complied with;

  • voting at today's Extraordinary Shareholders' Meeting shall take place through the Designated Representative who shall cast votes on the basis of the voting instructions received. Pursuant to the law, the Company has appointed the law firm Trevisan & Associati, represented here by Dario Trevisan, as the subject ("Representative") on whom those entitled might confer a proxy with voting instructions on all or some of the proposals on the agenda. The Designated Representative (hereinafter "DR") is invited to make all the declarations required by law, and (where necessary) to ask to speak on any matters or ask questions as requested by the shareholders;

  • the Company has received no requests for the Agenda to be supplemented or any new proposals of resolutions, pursuant to the law and to art. 126 bis of the CLF;

  • the attendees' entitlement to vote has been checked based on the circumstances known to the Company and on the declarations made by the attendees, but in any case the DR is asked to communicate, in relation to all the votes, pursuant to the legal provisions, applicable regulations and Bylaws, the existence of any deficiencies of entitlement to vote or exclusion from voting, as well as the existence of any shareholders' agreements; the DR declares the non-existence of any deficiencies of entitlement to vote or exclusion from voting in accordance with the law and bylaws, as well as of any shareholders' agreements;

  • on 22 January 2021 and today the Company holds 90,642,115 treasury shares, equal to 2.70% of the share capital;

according to the information in the shareholder register on 22 January 2021 and from information received, those shareholders in direct or indirect possession of shares with voting rights that represented over 3% of the total shares issued, in addition to the Company which holds 2.70% of the treasury shares, are:

  • CDP Reti S.p.A.: 31.352%;
  • Romano Minozzi: 7.459%.
  • Blackrock: 5.161%;

  • Lazard Asset Management LLC: 4.968%;

  • under Consob Resolution no. 21304 of 17 March 2020, any person or entity which, on the date said resolution came into force, holds a stake in the voting capital of over 1% and lower than the threshold set in art. 120, subsection 2 of the CLF, was required to disclose this fact in accordance with the procedures and terms set out in the mentioned art. 120, subsection 2, of the CLF, within 10 working days starting from the aforementioned date; the notifications received by the Company and/or published by Consob are set out below. In addition to Lazard Asset Management LLC:

  • Norges Bank: 1.729%;

  • Banca d'Italia: 1.015%;

  • pursuant to art. 120 of the CLF, those who hold significant stakes in the Company, as per the current provisions of law and regulations, must disclose this fact to the Company and CONSOB. In the case of failure to make said disclosures, the voting right may not be exercised, and therefore the DR will be asked, on behalf of any entitled parties who find themselves in this situation, to make this known for all the votes;

  • the Company was aware of the following shareholders' agreement, published pursuant to law on the Company website:

  • the shareholders' agreement between CDP, State Grid Europe Limited and State Grid International Development Limited, also regarding Snam, pursuant to art. 122 of the CLF (Consolidated Law on Financial Intermediation) and art. 130 of the Issuers' Regulations;

  • in relation to the right to ask questions pursuant to art. 127-ter of the CLF no questions were received from Shareholders prior to the shareholders' meeting.

For each vote, the Chairman invites the DR to indicate:

(i) the number of shares for which he does not intend to participate in voting pursuant to article 135-undecies of the CLF (non conferment of instructions), and to make the declarations required by the applicable law in the event that, if the preconditions are met, he intends to vote against the instructions he has received;

(ii) any interests pursuant to art. 135-undecies, subsection 4, of the CLF.

The Chairman therefore declares today's Shareholders' Meeting validly constituted and fit to resolve on the items of the Agenda set out above.

***

Before proceeding to debate the first item on the agenda, the Chairman:

  • informs you that the Report of the Board of Directors containing the proposed resolutions has been filed at the company's registered offices and made available to the public on the Company website and at the authorised storage mechanism "eMarket STORAGE" () in accordance with the law, and has been sent to those who requested it, and

  • proposes, with the consent of the RD, omitting the reading of the aforementioned Report, but in any case reading out the resolution proposal.

Moving on, therefore, to the discussion of the first item on the Agenda (i.e. Proposed amendment to article 2 of the company Bylaws. Related and consequent resolutions), the Chairman asks me, the Notary, to proceed to read out the proposed resolution of the Board of Directors regarding the aforementioned item and to complete the operations to be carried out by the Shareholders, through the DR.

At the request of the Chairman, I, the Notary, then read out the proposed resolution as transcribed below.

The DR declares to have received from the shareholder CDP Reti S.p.A. the following statement to be made in the name and on behalf of said Shareholder in relation to this item on the Agenda:

"CDP Reti approves the proposed amendments to Snam's corporate purpose as set out in article 2 of the Bylaws, in the conviction that - considering the energy transition process underway in the Italian and European context - these amendments will allow the Company to make the most of all opportunities to strengthen and technologically adapt its core business, consisting of the transmission, dispatching, distribution, regasification and storage of gases, in full compliance with national and European regulatory obligations for the sector."

As no one has asked to speak and the attendees have not changed, the Chairman then puts to the vote, through the DR who shall cast votes on the basis of the voting instructions received, the proposed resolution contained in the Report of the Board of Directors (as annexed to these minutes) read out and reproduced below:

"Dear Shareholders,

You are invited to resolve:

(1) "to approve the amendment of Article 2 of the Bylaws, as proposed by the Board of Directors, it being understood that the effect of this resolution will be subject to the satisfaction of the following conditions precedent:

a) that the amount potentially to be paid by Snam, in accordance with Article 2437-quater of the Italian Civil Code to shareholders that have exercised the Right of Withdrawal (the "Outlay for Withdrawal") shall not exceed a total amount of 150 million euros, clarifying that the Outlay for Withdrawal shall be calculated as the amount that Snam is required to pay for the purchase of shares withdrawn that remain upon completion of the option right offer period to non-withdrawing shareholders and holders of convertible bonds issued by Snam and any exercise of pre-emption rights by them, as well as any placement with third parties, without prejudice to Snam's right to waive fulfilment of this condition in good time to allow Snam to complete the acquisition of the shares for which the Right of Withdrawal has been exercised within the deadline of 180 days pursuant to article 2437-quarter, fifth subsection, of the Italian Civil Code; and

b) that in relation to the resolution approving the amendment of Article 2 of the Bylaws pursuant to this item 1 (the "Meeting Resolution"); (i) the competent authority (the "Golden Power Authority"), in accordance with Italian Decree Law no. 21 of 15 March 2012, converted with amendments with

Italian Law no. 56 of 11 March 2012 (as subsequently amended and supplemented) (the "Golden Power Legislation") (x) acknowledges that criteria are not met for notification in accordance with the Golden Power Legislation; or (y) declares that it shall not exercise special powers in connection with said resolution (and, therefore, does not lay down provisions); or (ii) the applicable legal deadline has passed (including any extension of said deadline) without any provision having been issued by the Golden Power Authority that may prevent the unconditional authorisation for the effect of the Meeting Resolution, without prejudice to the right of Snam to waive satisfaction of this condition within 15 working days of the date of notification to the Company of any provision by the Golden Power Authority in connection with the Meeting Resolution;

to confer upon the Board of Directors, and/or the Chief Executive Officer for it, with the right to use, in whole or in part, special attorneys to this end, all powers as may be required in order to fulfil the foregoing resolution and the consequent legislative and regulatory requirements, including, in particular, to fulfil all formalities necessary to ensure that it is registered with the Business Register in accordance with Article 2436 of the Italian Civil Code, the faculty to make any non-substantial amendments and/or additions as may be required by the competent authorities or the notary, or which are in any case considered useful or appropriate, as well as all powers necessary to ensure the completion of the procedure for the liquidation of shares for which the Right of Withdrawal may be exercised, including, merely by way of example (i) to define the terms and conditions of the liquidation procedure (including any placement with third parties of shares for which the Right of Withdrawal has been exercised and that have been left unopted or for which no pre-emption right has been exercised); (ii) to potentially waive satisfaction of the conditions precedent pursuant to point 1 above; and (iii) insofar as may be necessary, by express authorisation, if the shares for which the Right of Withdrawal has been exercised are not purchased by shareholders, holders of convertible bonds issued by Snam or third parties upon completion of the procedure envisaged by Article 2437-quater of the Italian Civil Code, to purchase and potentially dispose of such, in accordance with the terms and conditions laid down by the law and in observance of the provisions of Borsa Italiana S.p.A."

The resolution is approved by a majority of the Shareholders.

For: 2,319,600,795 shares.

Against: 0 shares.

Abstained: 54,667,798 shares.

Not voting: 0 shares.

All as detailed in the annexes.

The Chairman announces the result and moves on to the discussion of the second item on the Agenda (i.e. Proposed amendment to article 12 of the company Bylaws. Related and consequent resolutions).

The Chairman then asks me, the Notary, to proceed to read out the proposed resolution of the Board of Directors regarding the aforementioned item and

to complete the operations to be carried out by the Shareholders, through the DR.

At the request of the Chairman, I, the Notary, then read out the proposed resolution as transcribed below.

The DR declares to have received from the shareholder CDP Reti S.p.A. the following statement to be made in the name and on behalf of said Shareholder in relation to this item on the Agenda:

"CDP Reti approves the proposed amendments concerning elimination of the shareholders' meeting authorization to complete transactions involving the disposal of strategic assets as referred to in article 12 of the Bylaws, in the conviction that - while attributing the decision-making processes to more ordinary managerial dynamics - any disposals of strategic assets not currently foreseen may only occur in a context of full agreement with the shareholders and all the reference stakeholders and in full compliance with the rules protecting these assets."

As no one has asked to speak and the attendees have not changed, the Chairman then puts to the vote, through the DR who shall cast votes on the basis of the voting instructions received, the proposed resolution contained in the Report of the Board of Directors (as annexed to these minutes) read out and reproduced below:

"Dear Shareholders,

We therefore propose to approve the following resolution:

(1) "to approve the elimination of Article 12.2 of the Company Bylaws, as proposed by the Board of Directors;

(2) to amend Article 12.3 of the Company Bylaws, as proposed by the Board of Directors;

(3) to confer upon the Board of Directors, and/or the Chief Executive Officer for it, with the right to use, in whole or in part, special attorneys to this end, all powers as may be required in order to fulfil the foregoing resolution and the consequent legislative and regulatory requirements, including, in particular, to fulfil all formalities necessary to ensure that it is registered with the Business Register in accordance with Article 2436 of the Italian Civil Code, the faculty to make any nonsubstantial amendments and/or additions as may be required by the competent authorities or the notary, or which are in any case considered useful or appropriate."

The resolution is approved by a majority of the Shareholders.

For: 2,274,144,849 shares. Against: 100,063,918 shares. Abstained: 59,826 shares. Not voting: 0 shares. All as detailed in the annexes.

The Chairman announces the result and moves on to the discussion of the third item on the Agenda (i.e. Proposed amendment to article 13 and article 24 of the company Bylaws. Related and consequent resolutions).

The Chairman then asks me, the Notary, to proceed to read out the proposed resolution of the Board of Directors regarding the aforementioned item and to complete the operations to be carried out by the Shareholders, through the DR. At the request of the Chairman, I, the Notary, then read out the proposed resolution as transcribed below.

The DR, with regard to this item on the agenda, declares not to have received questions and/or interventions from the shareholders.

As no one has asked to speak and the attendees have not changed, the Chairman then puts to the vote, through the DR who shall cast votes on the basis of the voting instructions received, the proposed resolution contained in the Report of the Board of Directors (as annexed to these minutes) read out and reproduced below:

"Dear Shareholders,

We therefore propose to approve the following resolution:

(1) "to approve the amendment of Article 13 of the company's Bylaws and Article 24 of the company's Bylaws, as proposed by the Board of Directors;

(2) to confer upon the Board of Directors, and/or the Chief Executive Officer for it, with the right to use, in whole or in part, special attorneys to this end, all powers as may be required in order to fulfil the foregoing resolution and the consequent legislative and regulatory requirements, including, in particular, to fulfil all formalities necessary to ensure that it is registered with the Business Register in accordance with Article 2436 of the Italian Civil Code, the faculty to make any nonsubstantial amendments and/or additions as may be required by the competent authorities or the notary, or which are in any case considered useful or appropriate."

The resolution is approved by a majority of the Shareholders.

For: 2,365,712,682 shares.

Against: 8,496,085 shares.

Abstained: 59,826 shares.

Not voting: 0 shares.

All as detailed in the annexes.

The Chairman announces the result and, as the matters on the Agenda have all been dealt with, there being nothing else to resolve on, declares the Shareholders' Meeting closed at 10.26 a.m.

***

The following are attached to these minutes:

  • the Explanatory Report of the Board of Directors of the Extraordinary Shareholders' Meeting, as "A";

  • the list of names of the subjects who attended by proxy granted to the DR, with an indication of the shares held by each and the voting details, as "B";

  • the Company Bylaws which incorporate the amendments approved to articles 12, 13 and 24, under "Cl";

  • the Company Bylaws which incorporate the amendments approved to articles 2, 12, 13 and 24, under "C2".

***

These minutes are signed by me at 4.30 p.m.

It consists of five sheets typed by people I trust and completed by my own hand for eighteen pages and the nineteenth up until here.

Signed Carlo Marchetti - Notary

SNAM S.p.A.

EXTRAORDINARY SHAREHOLDERS' MEETING OF 02 FEBRUARY 2021

SINGLE CALL

Explanatory Report of the Board of Directors on the proposals relating to items on the agenda of the Shareholders' Meeting

(prepared in accordance with Art. 125-ter of Italian Legislative Decree no. 58 of 24 February 1998, as subsequently amended and supplemented, as well as with Art. 72 of the Regulation adopted by Consob with resolution no. 11971 of 14 May 1999, as subsequently amended and supplemented)

29 December 2020

1. Amendments to the Bylaws as per the first item on the agenda 4
1.1 Inclusion in the Bylaws of the corporate purpose and the pursuit
of sustainable success 4
1.2 Adaptation and supplement of the corporate purpose 5
1.3 Comparative text of the clauses of the Bylaws 6
1.4 Assessment of the Board of Directors on whether or not the right
of withdrawal applies
9
1.5 Conditions to which the effect of the resolution approving the
amendments to the Bylaws as per the first item on the agenda is
subject 12
1.6 Proposed resolution on the first item on the agenda 14
2. Amendments to the Bylaws as per the second item on the agenda 17
2.1 Proposal
to
eliminate
the
necessary
authorisation
of
the
shareholders' meeting for the disposal, contribution, leasing,
usufruct and any other act of disposal, including those that apply
to joint ventures, or subject to business restrictions or strategiclly
relevant business units involving gas transportation or dispatching
activity. 17
2.2 Comparative text of the clauses of the Bylaws 19
2.3 Assessment of the Board of
Directors on whether or not the right
of withdrawal applies 20
2.4 Proposed resolution on the second item on the agenda 20
3. Amendments to the Bylaws as per the third item on the agenda 22
3.1 Amendments to the Bylaws on gender balance 22
3.2 Comparative text of the clauses of the Bylaws 23
3.3 Assessment of the Board of Directors on whether or not the right
of withdrawal applies 27
3.4 Proposed resolution on the third item on the agenda 27

Dear Shareholders,

You have been convened to a shareholders' meeting to be held on 02 February 2021, on single call, to resolve, in an extraordinary session, on the following items on the agenda:

Agenda:

    1. Proposed amendment to article 2 of the company Bylaws. Related and consequent resolutions.
    1. Proposed amendment to article 12 of the company Bylaws. Related and consequent resolutions.
    1. Proposed amendment to article 13 and article 24 of the company Bylaws. Related and consequent resolutions.

The Board of Directors of Snam S.p.A. ("Snam" or the "Company") has prepared this explanatory report in accordance with Art. 125-ter of Italian Legislative Decree no. 58/1998, as subsequently amended (the "Consolidated Law on Finance") and Art. 72 of the Regulation adopted by Consob Resolution no. 11971/1999, as subsequently amended (the "Issuers' Regulations") and in compliance with scheme 3 of Annex 3A of said Issuers' Regulations (the "Explanatory Report"), in order to present the Company's Shareholders' Meeting with the proposed resolutions on the items of the agenda relative to the amendment of Articles 2, 12, 13 and 24 of Snam's Bylaws (the "Bylaws").

In accordance with applicable legislation, this Explanatory Report sets forth the proposed amendments to the Bylaws for adoption, and the related reasons for such, offering, by way of comparison, the text of the current articles of the Bylaws and, in the adjacent column, the proposed amendments to be made.

This Explanatory Report is made available to the public in compliance with the legal terms and in the way established by applicable rules and regulations; it is also available for consultation on Snam's website (www.snam.it).

1. Amendments to the Bylaws as per the first item on the agenda

1.1 Inclusion in the Bylaws of the corporate purpose and the pursuit of sustainable success

During the meeting held on 28 December 2020, the Company's Board of Directors resolved to submit to the approval of the Shareholders' Meeting the proposed introduction of a new first subsection under Article 2 of the Bylaws, in order to acknowledge:

  • the Company's commitment to "fostering the energy transition towards forms of use of the energy resources and sources that are compatible with environmental protection and the progressive decarbonisation";
  • the principle of the pursuit of sustainable success amongst the purposes that must be pursued within the Company's business, through long-term value creation to benefit shareholders and, at the same time, the promotion of the satisfaction of the interests of the relevant Company's stakeholders; and
  • Snam's corporate purpose, "Energy to inspire the world".

The inclusion of Snam's corporate purpose in the Bylaws aims to strengthen Snam's commitment to fostering the energy transition. As disclosed to the market, in fact, Snam has decided to further strengthen and substantiate its commitment through the definition of a plan aimed at achieving its objective of carbon neutrality in 2040 and make the most of the opportunities offered up by the energy transition (for more information, see the press release published on 25 November 2020, available on Snam's website, at www.snam.it/it/media/comunicati-stampa/2020).

The attribution of an organisational importance to the pursuit of the company's "sustainability" objectives will guide Snam's business and that of the group it heads in the creation of long-term value to the benefit of shareholders amidst a context that, at the same time, will aim to preserve the interests of the relevant Company's stakeholders. This is also in line with the Company's commitment to integrate Environmental, Social and Governance factors into its strategic choices.

These proposed amendments to the Bylaws are in line with the recommendations of the new Borsa Italiana S.p.A. Code of Corporate Governance (approved in January 2020 and applicable starting FY 2021), whereby "the administrative body guides the company in pursuing its sustainable success", which "takes the form of long-term value creation to benefit shareholders, taking into account the interests of other stakeholders relevant for the company" (envisages Article 1, par. I.).

The transposition of these purposes is also consistent with the evolution of the law governing major listed companies, both in European regulations governing the CSR Report ( 1 ) – which has introduced specific information obligations regarding "environmental, social and staff-related topics, human rights and the fight against corruption" –, and in those encouraging long-term shareholder engagement ( 2 ), the aim of which is to "contribute towards the long-term sustainability of EU companies, creating conditions fit for shareholders and improving the cross-border exercise of voting rights, heightening the efficiency of the investment chain to contribute towards growth, the creation of jobs and the competitiveness of the EU".

The regulations described above have led, in Italy, to the adoption of a new Art. 123-ter, subsection 3-bis of the Consolidated Law on Finance, which calls for indications on the "long-term interests" and the "sustainability of the company" to be included in the Report on remuneration policy and compensation paid, as well as the inclusion in the Consolidated Law on Finance of a whole section on the "Transparency of institutional investors, asset managers and consultants on voting matters" (Section I-ter, from Art. 124-quater to Art. 124-novies).

1.2 Adaptation and supplement of the corporate purpose

The Company's Board of Directors submits for the approval of the Shareholders' Meeting the proposal to reword the current first subsection of article 2 of the Bylaws – which, following approval of the proposal to introduce the corporate purpose and the pursuit of sustainable success referred to in the previous paragraph 1.1, will become the second subsection of Article 2 of the Bylaws – in order to indicate activities already currently performed by Snam (in particular in the liquefaction and processing sectors), also substituting the reference to hydrocarbons with a more general reference to gases, including liquefied gas (therefore independently from their composition).

The Board of Directors also proposes introducing a new subsection three of Article 2 of the Bylaws in order to extend the stated scope of activities making up the corporate purpose.

( 1 ) See Italian Legislative Decree no. 254 of 30 December 2016, which implemented Directive 2014/95/EU, amending Directive 2013/34/EU as regards disclosure of non-financial and diversity information by certain large undertakings and groups.

( 2 ) See Italian Legislative Decree no. 49 of 10 July 2019, incorporating into the Italian legal system Directive (EU) 2017/828 (the "Shareholders' Rights Directive II"), amending Directive 2007/36/EC as regards the encouragement of long-term shareholder engagement. In accordance with these regulations, institutional investors and asset managers must notify the public of an "Engagement Policy", which, amongst others, describes "the methods by which they monitor investee companies on significant matters, including strategy, financial and non-financial results, risks, capital structure, social and environmental impact and corporate governance" (Art. 124-quinquies, subsection 1, Consolidated Law on Finance).

More specifically, without prejudice to the exercise of the main businesses of gas transmission, dispatching, distribution, regasification and storage (with the express mention of liquefaction and processing too), the proposed amendment to the Bylaws submitted for approval by the Shareholders' Meeting aims to clearly identify alongside these businesses also the businesses involved in the energy transition, and is therefore consistent with:

  • (i) the expected increase and development of initiatives in the energy transition segment; and
  • (ii) the Company's corporate purpose and the pursuit of sustainable success, as recognised by the first subsection of Article 2 of the Bylaws.

The proposed amendment of the Bylaws therefore aims to expressly include in the corporate purpose (i) the construction and management of technologies and infrastructure relating to renewable energy sources (including biomethane and bio-LNG), hydrogen, sustainable mobility and natural resources; (ii) the production, sale and provision of services concerning renewable energy sources and hydrogen; and (iii) the provision of services and creation of works regarding energy efficiency in the public and private sector, in compliance with the applicable legislation and any concessions and/or authorisations required.

Snam's Board of Directors also intends to propose to the Shareholders' Meeting moving to a new fourth subsection of article 2 the Company's authorisation – currently contained in the first subsection of Article 2 – to carry out any economic activity having an instrumental, complementary or ancillary connection with one or more of the activities described above (as per the new second and third subsections of Article 2), and to complete operations deemed necessary or useful or in any case functional to the achievement of its corporate purpose or activities linked to the same.

As regards the additional proposed amendments to Article 2 of the Bylaws, the Company's Board of Directors underlines that these are purely formal amendments of the clause of the Bylaws, aiming to clarify or simplify the language or adapt the text to the new wording.

1.3 Comparative text of the clauses of the Bylaws

The table below shows the Articles of the Bylaws intended to be amended, comparing the current text with the text that would result upon adoption of the proposed amendments in the first item on the agenda of the Shareholders' Meeting (the text proposed for introduction is shown in bold print; the text crossed out is the text proposed for elimination).

Current text of the Bylaws New text of the Bylaws
Article 2 Article 2
2.1. The Company goes about its business with the
aim of fostering the energy transition towards
forms of use of the energy resources and sources
that
are
compatible
with
environmental
protection and the progressive decarbonisation
(Energy to inspire the world). To this end, the
Company goes about and organises its business
with the aim of pursuing sustainable success
through long-term value creation
to benefit
shareholders, taking, into account the interests of
the other relevant stakeholders for the Company.
2.1 The corporate purpose shall be to exercise,
directly or indirectly, in Italy and abroad, including
through direct or indirect equity investments in
companies,
entities
or
enterprises,
regulated
activities
involving
transportation,
dispatching,
distribution,
regasification
and
storage
of
hydrocarbons, as well as any other economic activity
that is linked through whatever degree of importance
to one or more of the activities mentioned above,
including the production of hydrocarbons associated
with
activities for storage thereof, the storage of
other gases, the activity of energy metering, as well
as the management of organised gas markets; all in
observance of the concessions provided for by law.
2.1
2.2The corporate purpose shall be to exercise,
directly or indirectly, in Italy and abroad, including
through direct or indirect
equity investments in
companies, entities or enterprises,
in compliance
with the applicable legislation and any envisaged
concessions and/or authorisations,
regulated or
unregulated
activities
involving
transportation,
dispatching,
distribution,
regasification,
liquefaction, processing
and storage of gas (also
liquefied gas) hydrocarbons, as well as any other
economic activity that
is linked through whatever
degree of importance to one or more of the activities
mentioned above, including the production of gas
hydrocarbons
associated with activities for storage
thereof, the storage of other gases,
the activity of
energy metering, as well as the management of
organised gas markets; all in observance of the
concessions provided for by law.
2.3. Without prejudice to the main activities
referred to in the previous subsection 2 of this
article, the Company exercises, directly and/or
indirectly, in Italy and abroad, including through
equity investments in companies, entities or
enterprises,
in compliance with the applicable
legislation and any
envisaged
concessions and/or
authorisations, business activities, regulated and
unregulated, in the energy transition sector, and
in particular:
-
the construction and management of
technologies
and
infrastructure
relating
to
renewable energy sources (including biomethane
and bio-LNG), hydrogen, sustainable mobility
and natural resources;
-
the production, sale and provision of
services concerning renewable energy sources
and hydrogen;
-
provision of services and creation of
works regarding energy efficiency in the public
and private sector.
2.2 In order to carry out its purpose, the Company: 2.2.
2.4. In an instrumental way, in order to carry out
its purpose The Company can carry out any
economic
activity
having
an
instrumental,
complementary or ancillary connection with one
or more of the activities described in subsections
2 and 3 of this article. The
Company may also:
-
may perform all operations deemed necessary or
useful to pursue its company purpose; by way of
example,
it
may
carry
out
industrial,
commercial, investment, real estate and financial
operations, pertaining to assets and liabilities, as
well as any activity
that is related to the company
purpose,
including
scientific
and
technical
research and the acquisition of patents related
to activities carried out, as well as operations
for the study, design, construction, acquisition,
management
and execution of complex systems
of transmission, infrastructure, viability, IT and
telecommunications,
with
the
exception
of
collection of public funds and the exercise of
activities governed by financial intermediation
regulations;
-
may
perform all operations deemed necessary or
useful to pursue or in any case functional
to
pursuing the company purpose;
by way of
example
through
industrial,
commercial,
investment, real estate and financial operations,
pertaining
to
assets
and
liabilities,
after
obtaining any authorisations required by
applicable legislation, in any case with the
exclusion of financial activities involving the
public and the collection of public funds;
-
as well as
perform
any activity that is related
to
the company purpose, including scientific and
technical research and the acquisition of patents
related to activities carried out, as well as
operations for the study, design, construction,
acquisition,
management
and
execution
of
complex systems of transmission, infrastructure,
viability, IT and telecommunications, with the
exception of collection of public funds and the
exercise of activities governed by financial
intermediation regulations;
-
shall carry out and oversee the technical,
industrial
and
financial
coordination
of
-
carry out and oversee the technical, industrial
and financial coordination of subsidiaries, also

subsidiaries, also providing them with the necessary financial assistance and services;

  • may carry out all activities related to environmental protection and reclamation, as well as the safeguarding of the environment;
  • shall comply with equal treatment criteria towards customers, as well as transparency, impartiality and neutrality as it pertains to transmission and dispatch, in compliance with applicable legislative and regulatory provisions. In particular, the Company, in compliance with principles of cost-effectiveness, profitability and maximisation of shareholder investment, without prejudice to the confidentiality of corporate data, shall carry out its company purpose with the intent to promote competition, efficiency and adequate levels of quality in dispensing services. To this end:
  • the Company shall ensure the neutrality of management of infrastructure deemed essential for the development of a free energy market;
  • shall prevent discrimination in the access to commercially sensitive information;
  • shall prevent cross-transfer of resources among the different segments of the supply chain.

providing them with the necessary financial assistance and services;

  • may carry out all activities related to environmental protection and reclamation, as well as the safeguarding of the environment.;

2.5 In the performance of its activities, the Company shall comply with equal treatment criteria towards customers, as well as transparency, impartiality and neutrality as it pertains to transmission and dispatch, in compliance with applicable legislative and regulatory provisions. In particular, the Company, in compliance with principles of cost-effectiveness, profitability and maximisation of shareholder investment, without prejudice to the confidentiality of corporate data, shall carry out its company purpose with the intent to promote competition, efficiency and adequate levels of quality in dispensing services. To this end:

  • the Company shall ensure the neutrality of management of infrastructure deemed essential for the development of a free energy market;
  • shall prevent discrimination in the access to commercially sensitive information;
  • shall prevent cross-transfer of resources among the different segments of the supply chain.

1.4 Assessment of the Board of Directors on whether or not the right of withdrawal applies

The proposed amendment of the Bylaws aimed at extending the corporate purposes under Article 2 of the Bylaws is relevant in accordance with Article 2437, first subsection, letter a) of the Italian Civil Code, in accordance with which any shareholders that do not approve resolutions regarding the following matters shall have the right to withdraw, in full or for part of their shares, from the company: "amendment to the company purpose clause where this enables a significant change in the company's activities."

The Board of Directors considers that approval by the Shareholders' Meeting of the proposed extension of the corporate purpose may entail a significant change to the business that can be carried

out by Snam in accordance with its Bylaws. Therefore, as a consequence of the approval by the Shareholders' Meeting of Snam of the amendments to the Bylaws as per the first item on the agenda, any of Snam's shareholders that do not agree with the relevant resolution will be entitled to exercise their right of withdrawal from the Company in accordance with the above-specified provision (the "Right of Withdrawal").

Share liquidation value

The liquidation value of each Snam share for which the Right of Withdrawal may be exercised was determined as Euro 4.463 by the Company's Board of Directors during the meeting held on 28 December 2020, in compliance with the provisions of Article 2437-ter, subsection three of the Italian Civil Code, namely referring exclusively to the mathematical average of the closure prices of Snam's shares as recorded on the Telematic Stock Market ("Mercato Telematico Azionario") organised and managed by Borsa Italiana S.p.A. in the 6 (six) months prior to the date of publication of the notice of call to the Shareholders' Meeting called to resolve on the proposed amendments of the Bylaws (i.e. 29 December 2020).

Method for exercising the Right of Withdrawal

In compliance with Article 2437, subsection one, of the Italian Civil Code, the Right of Withdrawal can be exercised by any shareholders not contributing towards the resolution passed by Snam's Shareholders' Meeting to approve the amendments to the Bylaws as per the first item on the agenda (thereby meaning any shareholders that abstained, were absent or voted not in favour).

Without prejudice to the fact that further details on the terms and conditions for the exercise of the Right of Withdrawal will be disclosed to Snam's shareholders in accordance with the legal procedures, here follows a brief overview of the main steps of the procedure by which to exercise the Right of Withdrawal and liquidate the shares for which said Right of Withdrawal may be exercised, as regulated by Articles 2437-bis et seq. of the Italian Civil Code:

the declaration of withdrawal must be submitted by the individual shareholder by means of registered letter with advice of receipt addressed to the Company's registered office and emailed ahead to the address to be provided by the Company or faxed ahead or, alternatively, by certified e-mail from the certified e-mail address of the entitled person to the certified email address of the Company, within 15 (fifteen) days of the date of registration with Milan Business Register of the resolution potentially passed by the Shareholders' Meeting to approve the proposed amendments to the Bylaws as per the first item on the agenda. It is specified that,

for the purpose of ensuring the timely submission of the declaration of withdrawal, the date of its dispatch will apply. The Company will disclose the registration of said Shareholders' Meeting resolution through the publication of a specific notice;

  • the effectiveness of the Right of Withdrawal that may potentially be exercised by Snam's shareholders will be subject, in addition to the conditions provided for by law, to the effectiveness of the meeting resolution approving the amendments to the Bylaws as per the first item on the agenda; therefore, the liquidation of the shares of any withdrawing shareholders will be subject to the satisfaction (or waiver of satisfaction) of the conditions precedent set for the meeting resolution to become effective (as identified in paragraph 1.5 of this Explanatory Report);
  • the directors shall, following the closure of the period for the exercise of the Right of Withdrawal, deposit with Milan Business Register, the option right offer on any Snam shares for which the Right of Withdrawal may have been exercised to the other shareholders that have not fully or partially exercised their Right of Withdrawal, proportionally to the shares held by each, and to holders of convertible bonds issued by Snam, on the basis of the exchange ratio (and, therefore, taking into account the number of shares underlying the debt instruments on the basis of the conversion ratio calculated in accordance with the terms and conditions of the loan) (the "Option Right Offer"). The period for the Option Right Offer shall last for at least 30 (thirty) days from when the offer is deposited with Milan Business Register. At the same time as exercising the option, shareholders and holders of convertible bonds shall also have the ability to exercise a pre-emption right over the acquisition of Snam shares of withdrawing shareholders that have been unopted (the "Pre-emption Right Offer"), it being agreed that if the number of shares for which the pre-emption right has been exercised exceeds the number of shares unopted, said shares will be assigned to those requesting them proportionally taking into account the percentage of capital held by each in the Company as at the start date of the Option Right Offer period;
  • Snam will decide, if upon completion of the Option Right Offer (and the simultaneous Preemption Right Offer) Snam shares should still be unopted for which no pre-emption right has been exercised by shareholders not withdrawing and by holders of convertible bonds, on the basis of the outcome of said offers and taking into account market performance, whether or not to place the shares of the withdrawing shareholders with third parties ("Placement with Third Parties"); and

if, upon completion of the Option Right Offer, the Pre-emption Right Offer and any Placement with Third Parties, shares still remain of the withdrawing shareholders that have not been purchased by the shareholders of Snam and/or holders of convertible bonds and/or third parties, these residual shares must be acquired by Snam, using available reserves. In accordance with Article 2437-quater, subsection five, of the Italian Civil Code, Snam may make such purchases even in derogation to Article 2357, subsection three of the Italian Civil Code, thereby allowing it to exceed the limit of one fifth of the share capital. Insofar as may be necessary, it is also proposed that the Shareholders' Meeting be asked, in the context of passing the resolution approving the proposals pursuant to item 1 on the agenda, to expressly authorise the Board of Directors to proceed with the acquisition of any shares concerned by the Right of Withdrawal that have not been purchased by shareholders, holders of convertible bonds issued by Snam and/or third parties upon completion of the procedure envisaged by Article 2437-quater of the Italian Civil Code and any subsequent disposals in the manner permitted by law.

More details on the terms and conditions for the exercise of the Right of Withdrawal and the procedure for liquidating Snam shares for which the Right of Withdrawal may be exercised, will be disclosed to Snam's shareholders also in accordance with Art. 84 of the Issuers' Regulations, by the date of registration with Milan Business Register, of the resolution passed by the Shareholders' Meeting approving the resolutions to amend the Bylaws as per the first item on the agenda.

1.5 Conditions to which the effect of the resolution approving the amendments to the Bylaws as per the first item on the agenda is subject

Taking into account the entitlement to exercise the Right of Withdrawal by Snam's shareholders who will not be involved in passing the meeting resolution for the approval of the amendments to the Bylaws as per item one on the agenda (the "Meeting Resolution") and the potential outlay by the Company to complete the liquidation procedure, the Company's Board of Directors has resolved to subject the effectiveness of the Meeting Resolution to the satisfaction of the condition precedent relative to the circumstance whereby the amount potentially to be paid by Snam in accordance with Article 2437-quater of the Italian Civil Code to shareholders exercising the Right of Withdrawal (the "Outlay for Withdrawal") shall not exceed a total of Euro 150 million, clarifying that the Outlay for Withdrawal shall be calculated as the amount that Snam is required to pay for the purchase of shares withdrawn that should not be purchased by shareholders, bond-holders and third parties upon

completion of the Option Right Offer, the Pre-emption Right Offer and any Placement with Third Parties (the "Maximum Outlay Condition").

Snam shall have the right to waive satisfaction of the Maximum Outlay Condition in due time to allow Snam to complete the acquisition of the shares for which the Right of Withdrawal was exercised by the deadline of 180 days in accordance with article 2437-quater, fifth subsection, of the Italian Civil Code.

In addition, the Company is subject to the legislation pursuant to Decree Law no. 21 of 15 March 2012, converted with amendments with Italian Law no. 56 of 11 March 2012 (as subsequently amended and supplemented) (the "Golden Power Legislation"), which imposes an obligation to notify resolutions passed by companies holding strategic assets that effectively have the effect of changing the ownership, control or capacity to dispose of the assets themselves or of changing their destination, including resolutions of shareholders' meetings or of administrative bodies concerning [...] a change to the corporate purpose" (see Article 2, subsection 2 of Italian Decree Law no. 21 of 15 March 2012).

The Company will ask the competent authority, in accordance with the Golden Power Legislation (the "Golden Power Authority") to confirm that conditions are not met for notification of the Meeting Resolution in accordance with the Golden Power Legislation or, if the authority instead considers conditions to be met for said notification, to declare that it does not exercise special powers in connection with the Meeting Resolution.

In light of the above, the Board of Directors has resolved to subject the effect of the Meeting Resolution to the additional condition precedent relative to the circumstance whereby, in connection with the Meeting Resolution: (i) the Golden Power Authority (x) acknowledges that criteria are not met for notification in accordance with the Golden Power Legislation; or (y) declares that it shall not exercise special powers in connection with said resolution (and, therefore, does not lay down provisions); or (ii) the applicable legal deadline has passed (including any extension of said deadline) without any provision having been issued by the Golden Power Authority that may prevent the unconditional authorisation for the effect of the Meeting Resolution (the "Golden Power Condition" and, together with the Maximum Outlay Condition, the "Conditions Precedent").

The company shall have the right to waive satisfaction of the Golden Power Condition within 15 working days of the date of notification to the Company of any provision by the Golden Power Authority in connection with the Meeting Resolution.

The Company will provide information on whether or not the Conditions Precedent have been satisfied (or any waiver of such in compliance with the above terms) by means of a press release to be published, amongst others, on the Company website (www.snam.it), in accordance with the terms and conditions of the law. For the sake of clarity, if even one of the Conditions Precedent is not satisfied (or the failure to satisfy such is not waived), the resolution approving the amendments to the Bylaws as per the first item on the agenda shall not become effective and, therefore, the transfers of shares withdrawn (i) from the withdrawing shareholders to those adhering to the Option Right Offer and the Pre-emption Right Offer, (ii) by the Company to any third parties in the event of Placement with Third Parties and (iii) by the withdrawing shareholders to the Company, in respect of shares bought back, will not take place.

1.6 Proposed resolution on the first item on the agenda

In light of the above, the Snam Board of Directors proposes that shareholders approve the following proposed resolution:

"The extraordinary shareholders' meeting of Snam, having regard to the explanatory report by the directors published in accordance with Articles 125-ter of the CLF and 72 of the Issuers' Regulation and in compliance with Annex 3A to the Issuers' Regulations, with reference to the first item on the agenda in the extraordinary part

RESOLVED

  • 1. to approve the amendment of Article 2 of the Bylaws, as proposed by the Board of Directors, it being understood that the effect of this resolution will be subject to the satisfaction of the following conditions precedent:
  • a) that the amount potentially to be paid by Snam, in accordance with Article 2437 quater of the Italian Civil Code to shareholders that have exercised the Right of Withdrawal (the "Outlay for Withdrawal") shall not exceed a total amount of Euro 150 million, clarifying that the Outlay for Withdrawal shall be calculated as the amount that Snam is required to pay for the purchase of shares withdrawn that still remain upon completion of the option right offer period to non-withdrawing shareholders and holders of convertible bonds issued by Snam and any exercise of pre-emption rights by them, as well as any placement with third parties, without prejudice to Snam's right to waive satisfying this condition in due time to allow Snam to complete the acquisition of the shares for which the Right of Withdrawal was

exercised by the deadline of 180 days in accordance with article 2437-quater, fifth subsection, of the Italian Civil Code; and

  • b) that in relation to the resolution approving the amendment of Article 2 of the Bylaws pursuant to this item 1 (the "Meeting Resolution"); (i) the competent authority (the "Golden Power Authority"), in accordance with Italian Decree Law no. 21 of 15 March 2012, converted with amendments with Italian Law no. 56 of 11 March 2012 (as subsequently amended and supplemented) (the "Golden Power Legislation") (x) acknowledges that criteria are not met for notification in accordance with the Golden Power Legislation; or (y) declares that it shall not exercise special powers in connection with said resolution (and, therefore, does not lay down provisions); or (ii) the applicable legal deadline has passed (including any extension of said deadline) without any provision having been issued by the Golden Power Authority that may prevent the unconditional authorisation for the effect of the Meeting Resolution, without prejudice to the right of Snam to waive satisfaction of this condition within 15 working days of the date of notification to the Company of any provision by the Golden Power Authority in connection with the Meeting Resolution;
    1. to confer upon the Board of Directors, and/or the Chief Executive Officer for it, with the right to use, in whole or in part, special attorneys to this end, all powers as may be required in order to fulfil the foregoing resolution and the consequent legislative and regulatory requirements, including, in particular, to fulfil all formalities necessary to ensure that it is registered with the Business Register in accordance with Article 2436 of the Italian Civil Code, the ability to make any non-substantial amendments and/or additions as may be required by the competent authorities or the notary, or which are in any case considered useful or appropriate, as well as all powers necessary to ensure the completion of the procedure for the liquidation of shares for which the Right of Withdrawal may be exercised, including, merely by way of example (i) to define the terms and conditions of the liquidation procedure (including any placement with third parties of shares for which the Right of Withdrawal has been exercised and that have been left unopted or for which no pre-emption right has been exercised); (ii) to potentially waive satisfaction of the conditions precedent in point 1 above; and (iii) insofar as may be necessary, by express authorisation, if the shares for which the Right of Withdrawal has been exercised are not purchased by shareholders, holders of convertible bonds issued by Snam or third parties upon completion of the procedure envisaged by Article 2437-quater

of the Italian Civil Code, to purchase and potentially dispose of such, in accordance with the terms and conditions laid down by law and in accordance with the provisions of Borsa Italiana S.p.A.

2. Amendments to the Bylaws as per the second item on the agenda

2.1 Proposal to eliminate the necessary authorisation of the shareholders' meeting for the disposal, contribution, leasing, usufruct and any other act of disposal, including those that apply to joint ventures, or subject to restrictions of strategically relevant business or business units involving gas transportation or dispatching activity.

The Board of Directors submits for the approval of the Shareholders' Meeting the proposed elimination of the current subsection two of Article 12 of the Bylaws, which calls for advance shareholders' authorisation necessary for resolutions concerning "disposal, contribution, leasing, usufruct and any other act of disposal, including those that apply to joint ventures, or subject to restrictions of strategically relevant business or business units involving gas transportation or dispatching activity".

The current text of subsection two of Article 12 of the Bylaws therefore requires the advance authorisation of the shareholders' meeting in order to dispose of business units of strategic relevance, connected with the business of gas transmission and dispatching.

The proposed elimination of this provision of the Bylaws is on the basis of the following considerations:

(i) it is a clause of the Bylaws that is not in line with the current statutory structures of listed companies comparable to Snam (and, in particular, with those of almost all listed issuers on the FTSE MIB index of the Telematic Stock Market ("Mercato Telematico Azionario")organised and managed by Borsa Italiana S.p.A.), which reserve decisions regarding disposals of strategic assets to the exclusive competence of the administrative body, in line with the principle under Article 2380-bis, subsection 1 of the Italian Civil Code, which envisages that "The company management [...] shall lie exclusively with the directors, who shall carry out all operations necessary to pursue the corporate purpose" and with the recommendations of the new Borsa Italiana S.p.A. Code of Corporate Governance (approved in January 2020 and applicable starting FY 2021), in accordance with which the administrative body resolves on "transactions of the company and its subsidiaries of significant strategic, economic or financial importance to the company" (see Recommendation 1, letter (e));

  • (ii) the provision for shareholders' meeting authorisation of a wide range of managerial choices requires the preliminary holding of a shareholders' meeting to pass the relevant resolutions. This step may significantly prolong the time necessary for the completion and the potential success of the transaction, in a particularly competitive market context;
  • (iii) any extension of the activities comprising the corporate purpose (as per paragraph 1 above in this Explanatory Report) would make reference purely to "businesses relating to gas transmission and dispatching" somewhat limiting, as envisaged by the current text of Article 12.2 of the Bylaws.

In consideration of the reasons given above, the Board of Directors sees the elimination of the second paragraph of article 12 of the Bylaws as compliant with the Company's interests, in that its purpose is to bring managerial actions within the responsibility of the Board of Directors, where the decisionmaking process is subject to correctness and independence oversights as per the recommendations of the new Corporate Governance Code of Borsa Italiana S.p.A. These oversights shall also apply to the approval of transactions to dispose of companies or business units put in place by Snam's subsidiaries and having significant strategic, economic, capital and financial importance ( 3 ) for the Company and for the group. Decisions on the performance of these transactions are in fact reserved for the Board of Directors of Snam, in compliance with Recommendation 1, letter (e) of the new Corporate Governance Code of Borsa Italiana S.p.A.

However, it was also underlined that complete transparency of the terms and conditions of any disposal of business units of strategic importance resolved by the Board of Directors will be ensured by means of the information notice provided to protect the market and shareholders from the legal and regulatory provisions applicable in the case of significant transactions involving acquisitions or transfers (4 ).

() Note that, as indicated in the Corporate Governance and Ownership Structure Report for FY 2019, for the purposes of Recommendation 1, letter (e) of the new Corporate Governance Code of Borsa Italiana S.p.A. Snam has identified among transactions of significant strategic, economic, capital and financial importance those concerning, inter alia, acquisitions, sales, disposals, contributions of companies or business units (including rent and usufruct) worth more than 100 million euros put in place by the subsidiaries.

() See, for example. art. 71 of the Issuers' Regulations (which applies to Snam as the latter has not exercised the right to optout) which requires issuers, in the case of significant transactions involving acquisitions or transfers, to make available to the public an information notice on the characteristics of the transaction, drawn up in compliance with Annex 3B to the Issuers' Regulations.

If the proposed elimination of the second subsection of Article 12 of the Bylaws is approved, the text of the current subsection three of Article 12 would also need to be amended, eliminating the reference made to the "other" matters coming under the purview of the ordinary shareholders' meeting.

2.2 Comparative text of the clauses of the Bylaws

The table below shows the Articles of the Bylaws intended to be amended, comparing the current text with the text that would result upon adoption of the proposed amendments in the second item on the agenda of the Shareholders' Meeting (the text proposed for introduction is shown in bold print; the text crossed out is the text proposed for elimination).

Current text of the Bylaws New text of the Bylaws
Article 12 Article 12
12.1
The validity of Shareholders' Meetings shall
be established in accordance with the law.
Unchanged
12.2
The Ordinary Shareholders' Meeting shall
authorise
resolutions
concerning
disposal,
contribution, leasing, usufruct and any other act of
disposition, including those that apply to joint
ventures, or subject to business restrictions or
strategically relevant business units involving gas
transportation
or
dispatching
activity,
without
prejudice to the directors' responsibility for the
actions carried out, pursuant to Article 2364 no. 5 of
the Italian Civil Code. Resolutions in such matters
shall be adopted by a favourable vote of shareholders
representing at least three quarters of the capital
present at the meeting.
12.2
The Ordinary Shareholders' Meeting shall
authorise
resolutions
concerning
disposal,
contribution, leasing, usufruct and any other act of
disposition, including those that apply to joint
ventures, or subject to business restrictions or
strategically relevant business units involving gas
transportation
or
dispatching
activity,
without
prejudice to the directors' responsibility for the
actions carried out, pursuant to Article 2364 no. 5 of
the Italian Civil Code. Resolutions in such matters
shall be adopted by a favourable vote
of shareholders
representing at least three quarters of the capital
12.3
For other matters within its powers, the
ordinary Shareholders' Meeting shall decide with the
majorities set by law.
12.4
The extraordinary Shareholders' Meeting
12.3
12.2
For other
matters within its powers,
the ordinary Shareholders' Meeting shall decide with
the majorities set by law.
12.4
12.3
The
extraordinary
Shareholders'
shall resolve with a majority of at least three quarters
of the capital present at the meeting.
Meeting shall resolve with a majority of at least three
quarters of the capital present at the meeting.
12.5
The Board of Directors is required to discuss
proposals concerning:
12.5
12.4
The Board of Directors is required to
discuss proposals concerning:
- -
mergers in the cases specified in articles mergers in the cases specified in articles
2505 and 2505-bis 2505 and 2505-bis
of the Italian Civil Code, also in of the Italian Civil Code, also in
the case of demergers; the case of demergers;
- -
the the
opening, opening,
changing changing
or or
closing closing
of of
branches; branches;
- -
the reduction in the share capital upon the reduction in the share capital upon
withdrawal of one or more shareholders; withdrawal of one or more shareholders;
- -
the adaptation of the Bylaws to legal the adaptation of the Bylaws to legal
provisions; provisions;
- -
the transfer of the registered office within the transfer of the registered office within
Italy. Italy.

2.3 Assessment of the Board of Directors on whether or not the right of withdrawal applies

The proposed amendments are organisational in nature and do not come under any of the hypotheses of withdrawal under Article 2437, subsection 1 of the Italian Civil Code. It is therefore considered that shareholders not involved in approving the resolution concerning such amendments, shall not have the right of withdrawal.

2.4 Proposed resolution on the second item on the agenda

In light of the above, the Snam Board of Directors proposes that shareholders approve the following proposed resolution:

"The extraordinary shareholders' meeting of Snam, having regard to the explanatory report by the directors published in accordance with Articles 125-ter of the CLF and 72 of the Issuers' Regulation and in compliance with Annex 3A to the Issuers' Regulations, with reference to the first item on the agenda in the extraordinary part

RESOLVED

  • 1. to approve the elimination of Article 12.2 of the Company Bylaws, as proposed by the Board of Directors;
  • 2. to amend Article 12.3 of the Company Bylaws, as proposed by the Board of Directors;
  • 3. to confer upon the Board of Directors, and/or the Chief Executive Officer for it, with the right to use, in whole or in part, special attorneys to this end, all powers as may be required in order to fulfil the foregoing resolution and the consequent legislative and

regulatory requirements, including, in particular, to fulfil all formalities necessary to ensure that it is registered with the Business Register in accordance with Article 2436 of the Italian Civil Code, the ability to make any non-substantial amendments and/or additions as may be required by the competent authorities or the notary, or which are in any case considered useful or appropriate.

3. Amendments to the Bylaws as per the third item on the agenda

3.1 Amendments to the Bylaws on gender balance

The proposed amendment submitted by the Board of Directors to the approval of the Shareholders' Meeting regards the adjustment of the provisions of the Bylaws on the quota reserved for the least represented gender in corporate bodies to match the new regulatory structure, as per Art. 1, subsections 302-303 of Italian Law no. 160 of 27 December 2019 (the "2020 Budget Law").

More specifically, the 2020 Budget Law has amended subsection 1-ter of Article 147-ter and subsection 1-bis of Article 148 of the Consolidated Law on Finance, requiring the Bylaws of listed companies to envisage that the split of the members - respectively - of the Board of Directors and the Board of Statutory Auditors should be such as to reserve a quota of "at least two fifths" of the members to be elected to the least represented gender, rounding up as necessary to the next whole number. With communication no. 1/20 of 30 January 2020, Consob declared that it considered the criterion of rounding up to the next whole number to be inapplicable due to mathematical impossibility for corporate bodies made up of three members (such as the Board of Statutory Auditors).

In accordance with the new legislative provisions, the new criterion of "two fifths" will apply for six consecutive mandates starting from the first renewal of the corporate bodies following the date on which the 2020 Budget Law came into effect (03 January 2020).

That said, note that the current wording of article 13 of the Bylaws – approved by the Shareholders' Meeting of the Company on 23 October 2019 – requires, as a criterion for gender division in the composition of the Bylaws, the quota reserved for the least represented gender to be at least one third of the members to be elected. It is therefore necessary to amend the provisions of Article 13 of the Bylaws so as to adapt the criterion of the split envisaged therein to comply with the new regulatory structure introduced with the 2020 Budget Law.

The proposed amendment therefore envisages establishing that at least two fifths of the members of the Board of Directors, or any different quota - if greater - envisaged by provisions in force and applicable pro tempore must be of the least represented gender (see Article 13.3 of the Bylaws). The same criterion shall also apply in respect of the completion of the slates of candidates for the office of Company director (see Article 13.8 of the Bylaws).

The new provision of the Bylaws envisages a "mobile" referral to current legislation in force pro tempore, which will only apply if the quota reserved to the least represented gender envisaged therein is more favourable than the threshold currently envisaged by applicable legislation (and incorporated into the Bylaws). The Company's commitment to align to the best standards on matters of gender equality is therefore confirmed.

Finally, the Board of Directors proposes you add a transitional clause (Article 24 of the Bylaws) to envisage that the above amendments to Articles 13.3 and 13.8 of the Bylaws shall apply from the first renewal of the Board of Directors after expiry of the mandate of the Board of Directors currently in office (appointed on 02 April 2019) and that up until that point, and even if new directors are coopted, the "one third" split criterion shall apply. This transitional clause is compliant with the provisions with the 2020 Budget Law, in accordance with which the new criterion of "two fifths" will apply starting from the first renewal of the corporate bodies following the date on which the 2020 Budget Law came into effect (03 January 2020).

For the sake of completeness, it is noted that there is no need to proceed with the amendment of the provisions of the current Bylaws regulating the members and election of the Board of Statutory Auditors. The current text of Article 20.3 of the Bylaws in fact envisages that "one standing auditor and one alternate auditor must belong to the less represented gender". Given that with respect to the members of the Board of Statutory Auditors, insofar as it is a corporate body made up of three members, the provisions of the above-recalled Consob communication no. 1/20 of 30 January 2020 apply - which considers the criterion of rounding up to be inapplicable - the current provision as per Article 20.3 of the Bylaws is already fully compliant with the new criterion of "two fifths" (rounded down) of the members of the Board of Statutory Auditors.

3.2 Comparative text of the clauses of the Bylaws

The table below shows the Articles of the Bylaws intended to be amended, comparing the current text with the text that would result upon adoption of the proposed amendments in the third item on the agenda of the Shareholders' Meeting (the text proposed for introduction is shown in bold print; the text crossed out is the text proposed for elimination).

Current text of the Bylaws New text of the Bylaws
Article 13 Article 13
13.1 [Unchanged]
13.2 [Unchanged]
13.3 13.3
The Board of Directors shall be appointed by The Board of Directors shall be appointed by
the Shareholders' Meeting in compliance with the the Shareholders' Meeting in compliance with the
provisions of these Bylaws and with the aim of provisions of these Bylaws and with the aim of
ensuring gender balance in the composition of the ensuring gender balance in the composition of the
Board itself. Board itself.
The Board of Directors shall be appointed on the The Board of Directors shall be appointed on the
basis of slates submitted by the shareholders, on basis of slates submitted by the shareholders, on
which candidates must be listed by means of a which candidates must be listed by means of a
progressive number. progressive number.
The slates shall be deposited at the Company's The slates shall be deposited at the Company's
registered offices no later than the twenty-fifth day registered offices no later than the twenty-fifth day
preceding the date in which the Shareholders' preceding the date in which the Shareholders'
Meeting shall convene to discuss the appointment of Meeting shall convene to discuss the appointment of
the members of the Board of Directors, and shall be the members of the Board of Directors, and shall be
made available to the public at least twenty-one days made available to the public at least twenty-one days
prior to the Shareholders' Meeting, in accordance prior to the Shareholders' Meeting, in accordance
with the terms and conditions provided for in the law with the terms and conditions provided for in the law
and Consob's own regulations. and Consob's own regulations.
Each shareholder may submit or participate in the Each shareholder may submit or participate in the
submission of and vote a single slate in accordance submission of and vote a single slate in accordance
with the terms set forth in the aforementioned with the terms set forth in the aforementioned
legislative and regulatory provisions. legislative and regulatory provisions.
Each candidate may only submit his/her candidacy Each candidate may only submit his/her candidacy
on one slate, under penalty of ineligibility. on one slate, under penalty of ineligibility.
Slates may only be presented by Shareholders who, Slates may only be presented by Shareholders who,
alone or together with other Shareholders, represent alone or together with other Shareholders, represent
at least 2% or are together the owners of such other at least 2% or are together the owners of such other
stake in the capital as Consob may set in its stake in the capital as Consob may set in its
regulations. Ownership of the minimum share regulations. Ownership of the minimum share
necessary to submit slates shall be defined by taking necessary to submit slates shall be defined by taking
account account
of of
shares shares
that that
are are
registered registered
to to
the the
shareholder on the day on which the slates are shareholder on the day on which the slates are
deposited with deposited with
the Company. the Company.
In order to prove ownership of the number of shares In order to prove ownership of the number of shares
necessary necessary
to to
submit submit
slates, slates,
shareholders shareholders
must must
produce produce
the the
relevant relevant
certification certification
issued issued
in in
accordance with the law by qualified intermediaries accordance with the law by qualified intermediaries
within the deadline set for the publication of slates within the deadline set for the publication of slates
by the Company. by the Company.
At least one director, if the Board is made up of no At least one director, if the Board is made up of no

more than seven members, or at least three directors,

more than seven members, or at least three directors,

if the Board is made up of more than seven members, must meet the requirements of independence laid down for statutory auditors of listed companies.

The slates shall expressly bear the names of candidates who meet the aforementioned requirement of independence.

At least one third (rounding up in the case of a decimal number) of the members of the Board of Directors must belong to the less represented gender.

Pursuant to the Decree of the President of the Council of Ministers of 25 May, 2012, containing the "Criteria, conditions and terms for the adoption of the model for the demerger of Snam S.p.A., in accordance with Article 15, of Law no. 27 of 24 March, 2012", the directors may not be appointed to offices in administrative or control bodies or in managerial positions at ENI S.p.A. and its subsidiaries, nor may they entertain any direct or indirect, professional or financial relationship with the aforementioned companies.

Furthermore, all candidates must meet the requirements of integrity laid down in current legislation.

In the slates that present three or more candidates, at least one third of the candidates (rounded up, in the case of a decimal figure, to the next whole number) must belong to the less represented gender, as also specified in the call notice for the Shareholders' Meeting.

if the Board is made up of more than seven members, must meet the requirements of independence laid down for statutory auditors of listed companies.

The slates shall expressly bear the names of candidates who meet the aforementioned requirement of independence.

At least one third (rounding up in the case of a decimal number) of the members of the Board of Directors must belong to the less represented gender. At least two fifths of the members of the Board of Directors, or any different proportion – if higher – as envisaged by provisions in force pro tempore on the matter, must belong to the less represented gender, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more members.

Pursuant to the Decree of the President of the Council of Ministers of 25 May, 2012, containing the "Criteria, conditions and terms for the adoption of the model for the demerger of Snam S.p.A., in accordance with Article 15, of Law no. 27 of 24 March, 2012", the directors may not be appointed to offices in administrative or control bodies or in managerial positions at ENI S.p.A. and its subsidiaries, nor may they entertain any direct or indirect, professional or financial relationship with the aforementioned companies.

Furthermore, all candidates must meet the requirements of integrity laid down in current legislation.

In the slates that present three or more candidates, at least two fifths of the candidates, or any different proportion – if higher – as envisaged by provisions in force pro tempore on the matter, one third of the candidates (rounded up, in the case of a decimal figure, to the next whole number) must belong to the less represented gender, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more candidates, and as better also specified in the call notice for the Shareholders' Meeting.

At the time of deposit, each slate, under penalty of its inadmissibility, must be accompanied by the professional CV of each candidate, along with the declarations by which candidates accept their candidacy and, under their own responsibility, declare the non-existence of reasons for ineligibility and incompatibility, in addition to their ownership of the aforementioned requirements of integrity and independence.

The appointed directors must notify to the Company of their loss of the aforementioned requirements of independence and integrity, as well as the occurrence of causes for ineligibility and incompatibility, if any.

At the time of deposit, each slate, under penalty of its inadmissibility, must be accompanied by the professional CV of each candidate, along with the declarations by which candidates accept their candidacy and, under their own responsibility, declare the non-existence of reasons for ineligibility and incompatibility, in addition to their ownership of the aforementioned requirements of integrity and independence.

The appointed directors must notify to the Company of their loss of the aforementioned requirements of independence and integrity, as well as the occurrence of causes for ineligibility and incompatibility, if any.

13.4 [Unchanged]
13.5 [Unchanged]
13.6 [Unchanged]
13.7 [Unchanged]

13.8 If in the course of the financial year one or more vacancies occur on the Board, the procedure specified in Art. 2386 of the Italian Civil Code shall be followed.

In any case, respect for the minimum number of independent directors and the presence of least one third (rounded up in the case of decimal number, to the next whole number) of the directors belonging to the less represented gender must be ensured.

13.8 If in the course of the financial year one or more vacancies occur on the Board, the procedure specified in Art. 2386 of the Italian Civil Code shall be followed. In any case, respect for the minimum number of independent directors and the presence of least two fifths of the candidates for the Board of Directors, or any different proportion - if greater - as envisaged by provisions in force pro tempore on the matter one third (rounded up in the case of decimal number, to the next whole number) of the directors belonging to the less represented gender must be ensured, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more members.

If there is no longer a majority of directors, the entire Board of Directors shall resign, and a Shareholders' Meeting shall be convened in a timely manner by the Board of Directors for the reconstitution of the latter.

If there is no longer a majority of directors, the entire Board of Directors shall resign, and a Shareholders' Meeting shall be convened in a timely manner by the Board of Directors for the reconstitution of the latter.

13.9 [Unchanged]
Current text of the Bylaws New text of the Bylaws
Article 24 Article 24
24.1 [Unchanged]
24.2 The provisions of articles 13.3 and 13.8,
which aim to ensure that at least two-fifths of the
directors belong to the least represented gender,
shall apply as of the first renewal of the
administrative body after that appointed by the
Shareholders' Meeting of 2 April 2019. Up until
such time, also in the case of co-optation, the
composition of the Board of Directors shall
comply with the quota of at least one third
(rounded up to the next whole number in the case
of a decimal number).

3.3 Assessment of the Board of Directors on whether or not the right of withdrawal applies

The proposed amendments do not come under any of the hypotheses of withdrawal under Article 2437, subsection 1 of the Italian Civil Code. It is therefore considered that shareholders not involved in approving the resolution concerning such amendments, shall not have the right of withdrawal.

3.4 Proposed resolution on the third item on the agenda

In light of the above, the Snam Board of Directors proposes that shareholders approve the following proposed resolution:

"The extraordinary shareholders' meeting of Snam, having regard to the explanatory report by the directors published in accordance with Articles 125-ter of the CLF and 72 of the Issuers' Regulation and in compliance with Annex 3A to the Issuers' Regulations, with reference to the first item on the agenda in the extraordinary part

RESOLVED

  • 1. to approve the amendment of Article 13 of the company's Bylaws and Article 24 of the company's Bylaws, as proposed by the Board of Directors;
  • 2. to confer upon the Board of Directors, and/or the Chief Executive Officer for it, with the right to use, in whole or in part, special attorneys to this end, all powers as may be required in order to fulfil the foregoing resolution and the consequent legislative and regulatory requirements, including, in particular, to fulfil all formalities necessary to ensure that it is registered with the Business Register in accordance with Article 2436 of the Italian Civil Code, the ability to make any non-substantial amendments and/or

additions as may be required by the competent authorities or the notary, or which are in any case considered useful or appropriate.

***

Milan, 28 December 2020

The Chairman of the Board of Directors

Mr Nicola Bedin

LIST OF PARTICIPANTS

NAME OF PARTICIPANT VOTING RESULTS Extraordinary
Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
STUDIO TREVISAN DESIGNATED REPRESENTATIVE AS PROXY-HOLDER 0
UNDER 135-NOVIES CLF IN THE PERSON OF DARIO TREVISAN
- BY PROXY OF
CDP RETI SPA 1,053,692,127 F F F
ALLIANZ GLOBAL INVESTORS GMBH AGENT:DWP BANK 206,268 F F F
TCORPIM INTERNATIONAL SHARE (UNHEDGED) FUND AGENT:JP 123,766 F F F
MORGAN CHASE BANK
801 INVESTMENTS LLC REQUESTER:NT NT0 NON TREATY CLIENTS
20,553 F F F
ARIEL INTERNATIONAL DM/EM LLC REQUESTER:NT NT0 NON 2,281,777 F F F
TREATY CLIENTS F F F
SLW PORTFOLIO LLC REQUESTER:NT NT0 NON TREATY CLIENTS 17,616 F F F
STATES OF GUERNSEY ACTING BY AND THROUGH THE POLICY AND 192,427
RESO REQUESTER:NT NT0 NON TREATY CLIENTS
SALIX LLC REQUESTER:NT NT0 NON TREATY CLIENTS
38,532 F F F
SENTINEL INTERNATIONAL TRUST REQUESTER:NT NT0 NON TREATY 13,077 F F F
CLIENTS F F F
SENTINEL INTERNATIONAL FUND REQUESTER:NT NT0 NON TREATY
CLIENTS
2,611
RUM CAY LP REQUESTER:NT NT0 NON TREATY CLIENTS 9,483 F F F
WAM INVESTMENTS, LLC REQUESTER:NT NT0 NON TREATY CLIENTS 934 F F F
MFC INTERNATIONAL FUND LLC REQUESTER:NT NT0 NON TREATY 14,713 F F F
CLIENTS F F F
MSCI WORLD EQUITY ESG SCREENED INDEX FUND B (WLDESGB)
AGENT:JP MORGAN CHASE BANK
342,901
GLOBAL BOND FUND WAYCROSSE INC REQUESTER:NT NT0 NON 185,502 F F F
TREATY CLIENTS F F F
THYSSEN GLOBAL INVESTMENTS CORP REQUESTER:NT NT0 NON
TREATY CLIENTS
1,668
KFP MARKETABLE LLC REQUESTER:NT NT0 NON TREATY CLIENTS 2,546 F F F
K INVESTMENTS SH LIMITED. REQUESTER:NT NT0 NON TREATY 278,344 F F F
LENDING CLIE
LEGAL AND GENERAL MSCI EAFE SL FUND LLC REQUESTER:NT NT0
120,840 F F F
NON TREATY LENDING CLIE F F F
NTGI - QM COMMON DAILY ALL COUNTRY WORLD EX-US EQUITY
INDEX REQUESTER:NT NT0 NON TREATY LENDING CLIE
85,423
LEGAL & GENERAL DEVELOPED MULTI-FACTOR SL FUND LLC 27,940 F F F
REQUESTER:NT NT0 NON TREATY LENDING CLIE F F F
NTGI-QM COMMON DAILY EAFE INDEX FUND - LENDING
REQUESTER:NT NT0 NON TREATY LENDING CLIE
170,580
ASCENSION ALPHA FUND LLC. REQUESTER:NT NT0 NON TREATY 5,824 F F F
LENDING CLIE F F F
UNITED NATIONS JOINT STAFF PENSION FUND REQUESTER:NT 1,400,000
UNITED NATIONS JOINT STAFF
FLEXSHARES INTERNATIONAL QUALITY DIVIDEND INDEX FUND
304,992 F F F
AGENT:JP MORGAN CHASE BANK F F F
INTERNATIONAL MONETARY FUND STAFF RETIREMENT PLAN 700
REQUESTER:NT INTERNATIONAL MONETARY FUND
188,930
NGEE ANN POLYTECHNIC REQUESTER:NT NT0 CHINA MALAYSIAN 798 F A F
SINGAPO F A F
NATIONAL COUNCIL FOR SOCIAL SECURITY FUND PRC 6,091
REQUESTER:NT NT0 CHINA MALAYSIAN SINGAPO F F F
NATIONAL COUNCIL FOR SOCIAL SECURITY FUND PRC
REQUESTER:NT NT0 CHINA MALAYSIAN SINGAPO
552,994
FIDELITY SALEM STREET TRUST: FIDELITY FLEX INTERNATIONAL 55,678 F F F
INDEX FUND REQUESTER:NT FIDELITY FUNDS F F F
FIDELITY SALEM STREET TRUST: FIDELITY SERIES GLOBAL EX U.S. 1,691,056
INDEX FUND REQUESTER:NT FIDELITY FUNDS
HAGFORS LIMITED THE R&H TRUST COMPANY LTD REQUESTER:NT
35,324 F F F
NT1 NON TREATY ACCOUNT CLIE F F F
STICHTING BLUE SKY LIQUID ASSET FUNDS REQUESTER:NT BLUE 215,663
SKY GROUP
NEW ZEALAND SUPERANNUATION FUND REQUESTER:NT NEW
3,009,117 F F F
ZEALAND SUPERANNUATION
MERCER PASSIVE INTERNATIONAL SHARES FUND REQUESTER:NT 99,884 F F F
NT2 TREATY ACCOUNT LENDING F A F
AUSTRALIANSUPER AGENT:JP MORGAN CHASE BANK 301,662
E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
COMMONWEALTH SUPERANNUATION CORPORATION AS TRUSTEE 104,220 1 2 3
F A F
REQUESTER:NT NT2 TREATY ACCOUNT CLIENTS
AUSTRALIAN CAPITAL TERRITORY REQUESTER:NT NT2 TREATY
74,753
ACCOUNT CLIENTS F F F
QUEENSLAND INVESTMENT TRUST NO. 2 REQUESTER:NT NT2 77,537 F F F
TREATY ACCOUNT CLIENTS
LORD MAYOR`S CHARITABLE FOUNDATION REQUESTER:NT NT2
TREATY ACCOUNT CLIENTS
1,838 F F F
QIC INTERNATIONAL EQUITIES FUND REQUESTER:NT NT2 TREATY
ACCOUNT CLIENTS
65,923 F F F
ENERGY INVESTMENT FUND REQUESTER:NT NT2 TREATY ACCOUNT
CLIENTS
643,509 F F F
COMMONWEALTH GLOBAL LISTED INFRASTRUCTURE FUND 6.
REQUESTER:NT NT2 TREATY ACCOUNT CLIENTS
768,091 F F F
MAGELLAN INFRASTRUCTURE FUND (UNHEDGED REQUESTER:NT
NT2 TREATY ACCOUNT CLIENTS
3,573,006 F F F
COMMONWEALTH GLOBAL LISTED INFRASTRUCTURE FUND 7.
REQUESTER:NT NT2 TREATY ACCOUNT CLIENTS
1,431,856 F F F
MAGELLAN INFRASTRUCTURE FUND REQUESTER:NT NT2 TREATY
ACCOUNT CLIENTS
8,811,533 F F F
EQ ADVISORS TRUST - EQ/INTERNATIONAL MANAGED VOLATILITY
PORTFOLIO AGENT:JP MORGAN CHASE BANK
268,166 F F F
MAGELLAN CORE INFRASTRUCTURE FUND REQUESTER:NT NT2
TREATY ACCOUNT CLIENTS
1,115,067 F F F
GOVERNMENT EMPLOYEES SUPERANNUATION BOARD 1,598,116 F F F
IAGAM GLOBAL EQUITY TRUST. REQUESTER:NT NT2 TREATY
ACCOUNT CLIENTS
162,656 F F F
MAGELLAN INFRASTRUCTURE FUND (CURRENCY HEDGED)
REQUESTER:NT NT2 TREATY ACCOUNT CLIENTS
2,588,301 F F F
AUSTRALIA POST SUPERANNUATION SCHEME REQUESTER:NT NT2
TREATY ACCOUNT CLIENTS
13,255 F F F
JOHN T WALTON FAMILY TRUST. REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
226,253 F F F
EXELON CORPORATION PENSION MASTER RETIREMENT TRUST
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
1,662,265 F F F
EXELON CORPORATION EMPLOYEES BENEFIT TRUST FOR
MANAGEMENT E REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
116,605 F F F
HRW TRUST NO 3 UAD 01/17/03 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
292,719 F F F
LESLIE C NAIFY 2016 TRUST UAD FEB 8 REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
5,104 F F F
BT INTERNATIONAL SHARES INDEX FUND AGENT:JP MORGAN
CHASE BANK
150,054 F F F
GEORGE LUCAS FAMILY FOUNDATION REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
147,757 F F F
ARIEL GLOBAL FUND REQUESTER:NT NT0 15% TREATY ACCOUNT
CLIE
278,059 F F F
ARIEL INTERNATIONAL FUND REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
5,392,174 F F F
JTW TRUST NO. 5 UAD 9/19/02 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
4,198 F F F
JTW TRUST NO. 2 UAD 9/19/02 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
8,078 F F F
JTW TRUST NO. 4 UAD 9/19/02 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
8,461 F F F
JTW TRUST NO. 1 UAD 9/19/02 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
199,185 F F F
JTW TRUST NO. 3 UAD 9/19/02 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
10,502 F F F
FORD MOTOR COMPANY DEFINED BENEFIT MASTER TRUST.
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
98,627 F F F
CYSTIC FIBROSIS FOUNDATION REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
70,299 F A F
EMPLOYEES RETIREMENT SYSTEM OF GEORGIA AGENT:JP MORGAN
CHASE BANK
242,730 F F F
THE CHARLOTTE-MECKLENBURG HOSPITAL AUTHORITY
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
1,484,923 F F F
ATRIUM HEALTH FOUNDATION REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
66,285 F F F
DREW M ANDRADE 2016 TR UAD FEB 8 1991 REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
8,936 F F F
NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total
CHRISTIE M. NAIFY 2016 TRUST UAD FEB 8 1991 REQUESTER:NT NT0 20,580
15% TREATY ACCOUNT CLIE
NORTHERN FUNDS INTERNATIONAL GROWTH EQUITY FUND.
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
22,819
EMERSON ELECTRIC CO. RETIREMENT MASTER TRUST
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
347,445
ACORN 1998 TRUST. REQUESTER:NT NT0 15% TREATY ACCOUNT
CLIE
3,175
EXELON FITZPATRICK QUALIFIED FUND REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
1,726
NORTHERN FUNDS - INTERNATIONAL EQUITY INDEX FUND
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
629,795
MICHIGAN CATHOLIC CONFERENCE REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
3,509
NVIT INTERNATIONAL INDEX FUND AGENT:JP MORGAN CHASE
BANK
241,540
NORTHERN ENGAGE360 FUND. REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
340,202
NORTHERN TRUST GLOBAL INVESTMENTS COLLECTIVE FUNDS
TRUST REQUESTER:NT NT0 15% TREATY ACCOUNT LEND
4,599,644
PRESBYTERIAN CHURCH (USA) FOUNDATION REQUESTER:NT NT0
15% TREATY ACCOUNT CLIE
9,675
MICHIGAN CATHOLIC CONFERENCE MASTER PENSION TRUST
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
8,381
MATTHEW A STADNIK 2016 TR UAD FEB 8 1991 REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
11,478
MOTOROLA SOLUTIONS RETIREMENT TRUST REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
254,229
NORTHERN MULTI MANAGER GLOBAL LISTED INFRASTRUCTURE
FUND REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
4,484,907
MORNINGSTAR UNCONSTRAINED ALLOCATION FUND A SERIES OF
MORNINGSTAR FUNDS TRUST REQUESTER:NT NT0 15% TREATY
161,941
ALW 2010 FAMILY TRUST ALICE WALTONC/O WALTON ENTERPRISES
LLC REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
93,298
THE UNIVERSITY OF ARKANSAS FOUNDATION INC REQUESTER:NT
NT0 15% TREATY ACCOUNT CLIE
168,879
WSSP INTERNATIONAL EQUITIES TRUST AGENT:JP MORGAN CHASE
BANK
151,077
HRW TRUST NO 2 UAD 01/17/03 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
14,869
HRW TESTAMENTARY TRUST NO 1 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
14,814
HRW TESTAMENTARY TRUST NO 3 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
17,249
S. ROBSON WALTON 2010 TRUST REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
8,762
HRW TESTAMENTARY TRUST NO 4 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
5,344
HRW TESTAMENTARY TRUST NO 6 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
16,717
HRW TESTAMENTARY TRUST NO. 12 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
19,443
HRW TESTAMENTARY TRUST NO 5 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
6,925
HRW TRUST NO 4 UAD 01/17/03 349,317
HRW TESTAMENTARY TRUST NO. 7. REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
14,903
JNL/MELLON INTERNATIONAL INDEX FUND AGENT:JP MORGAN
CHASE BANK
223,890
HRW TESTAMENTARY TRUST NO 2 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
14,336
HRW TESTAMENTARY TRUST NO. 8 REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
423,923
HRW TESTAMENTARY TRUST NO. 9. REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
11,781
HRW TESTAMENTARY TRUST NO. 11 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
275,870
HRW TESTAMENTARY TRUST NO. 10 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
12,604
HRW TRUST NO 1 UAD 01/17/03 REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
21,566

Extraordinary Session 1 2 3 F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F

E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
1 2 3
SEAN P ANDRADE 2016 TR UAD FEB 8, 1991 REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
6,983 F F F
THE TRUSTEES OF THE HENRY SMITH CHARITY REQUESTER:NT NT0
15% TREATY ACCOUNT CLIE
45,594 F F F
THE LAURIE M. TISCH FOUNDATION INC REQUESTER:NT NT0 15%
TREATY ACCOUNT CLIE
10,415 F F F
CHRISTINA E SUDIN 2016 TRUST UAD FEB 8 1991 REQUESTER:NT NT0
15% TREATY ACCOUNT CLIE
7,562 F F F
NOMURA CCY FD GBL INFRAST STOCK FD AGENT:NOMURA BK SA
LUXEMB
2,609,850 F F F
ONEPATH GLOBAL SHARES - LARGE CAP (UNHEDGED) INDEXPOOL
AGENT:JP MORGAN CHASE BANK
174,376 F F F
TRINITY COLLEGE CAMBRIDGE REQUESTER:NT NT0 15% TREATY
ACCOUNT CLIE
12,872 F F F
S. ROBSON WALTON 1999 CHILDRENS TRUST REQUESTER:NT NT0
15% TREATY ACCOUNT CLIE
5,201 F F F
LOCKHEED MARTIN CORPORATION MASTER RETIREMENT TRUST.
REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
1,073 F F F
SALT RIVER PIMA-MARICOPA INDIAN COMMUNITY REQUESTER:NT
NT0 15% TREATY ACCOUNT LEND
247,104 F F F
TEACHERS` RETIREMENT SYSTEM OF OKLAHOMA REQUESTER:NT
NT0 15% TREATY ACCOUNT LEND
468,127 F F F
UTAH STATE RETIREMENT SYSTEMS REQUESTER:NT NT0 15% TREATY
ACCOUNT LEND
301,115 F A F
MASTER TRUST AGREEMENT UNDER VARIOUS EMPLOYEE BENEFIT
PLANS REQUESTER:NT NT0 15% TREATY ACCOUNT LEND
86,509 F F F
GENERAL PENSION AND SOCIAL SECURITY AUTHORITY GPSSA
REQUESTER:NT NT0 15% TREATY ACCOUNT LEND
129,627 F F F
MERCY INVESTMENT SERVICES INC REQUESTER:NT NT0 15% TREATY
ACCOUNT LEND
15,456 F F F
ALFRED I DUPONT CHARITABLE TRUST REQUESTER:NT NT0 15%
TREATY ACCOUNT LEND
22,155 F F F
EUROPE EQUITY INDEX ESG SCREENED FUND B(EURXCWB)
AGENT:JP MORGAN CHASE BANK
182,257 F F F
EMPLOYEES RETIREMENT FUND OF THE CITY OF DALLAS.
REQUESTER:NT NT0 15% TREATY ACCOUNT LEND
453,334 F F F
CHEVRON MASTER PENSION TRUST REQUESTER:NT NT0 15%
TREATY ACCOUNT LEND
75,623 F F F
ILLINOIS MUNICIPAL RETIREMENT FUND REQUESTER:NT NT0 15%
TREATY ACCOUNT LEND
957,870 F F F
GUIDESTONE FUNDS INTERNATIONAL EQUITY INDEX FUND.
REQUESTER:NT NT0 15% TREATY ACCOUNT LEND
106,584 F F F
CITY OF LOS ANGELES FIRE AND POLICE PENSION PLAN
REQUESTER:NT NT0 15% TREATY ACCOUNT LEND
163,129 F F F
STICHTING INSTITUUT GAK REQUESTER:NT NT0 15% TREATY
ACCOUNT LEND
31,388 F F F
WYOMING RETIREMENT SYSTEM REQUESTER:NT NT0 15% TREATY
ACCOUNT LEND
41,344 F F F
HSBC GLOBAL EQUITY FUND REQUESTER:NT NT1 15% TREATY
ACCOUNT CLIE
HSBC INTERNATIONAL EQUITY POOLED FUND REQUESTER:NT NT1
31,604
73,285
F F F
15% TREATY ACCOUNT CLIE
FORD MOTOR COMPANY OF CANADA LIMITED PENSION TRUST
13,959 F F F
REQUESTER:NT NT1 15% TREATY ACCOUNT CLIE
EQ ADVISORS TRUST - EQ/INTERNATIONAL CORE MANAGED
98,152 F F F
VOLATILITY PORTFOLIO AGENT:JP MORGAN CHASE BANK
PUBLIC SECTOR PENSION INVESTMENT BOARD REQUESTER:NT NT1
1,039,806 F F F
15% TREATY ACCOUNT LEND
NAV CANADA PENSION PLAN REQUESTER:NT NT1 15% TREATY
226,506 F F F
ACCOUNT LEND
HALIFAX REGIONAL MUNICIPALITY MASTER TRUST REQUESTER:NT
57,797 F F F
NT1 15% TREATY ACCOUNT LEND
STATE STREET GLOBAL ADVISORS GROSS ROLL UP UNIT TRUST
62,609 F F F
REQUESTER:NT NT0 IEDU UCITS 15 PCT TREAT
BARINGS INVESTMENT FUNDS PLC. REQUESTER:NT NT0 IEDU UCITS 15
221,996 F F F
PCT TREAT
ATLAS GLOBAL INFRASTRUCTURE UCITS ICAV REQUESTER:NT NT0
5,488,061 F F F
IEDU UCITS 15 PCT TREAT
MFG INVESTMENT FUND PLC REQUESTER:NT NT0 IEDU UCITS 15
1,235,729 F F F
PCT TREAT
PRESCIENT ICAV. REQUESTER:NT NT0 IEDU UCITS 15 PCT TREAT
43,350 F F F
F F F
NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total
BARINGS INTERNATIONAL UMBRELLA FUND REQUESTER:NT NT0 IEDU
UCITS 15 PCT TREAT
56,881
BLACKROCK AUTHORISED CONTRACTUAL SCHEME I 1,876,943
REQUESTER:NT BLACKROCK AUTHORISED CONTRA
ROCKEFELLER & CO., INC AGENT:JP MORGAN CHASE BANK
68,504
LEGAL AND GENERAL GLOBAL EQUITY INDEX FUND 9,729
REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
LEGAL & GENERAL GLOBAL INFRASTRUCTURE INDEX FUND
REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
716,104
LEGAL & GENERAL FUTURE WORLD CLIMATE CHANGE EQUITY 4,483
FACTORS I REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
LEGAL AND GENERAL EUROPEAN INDEX TRUST REQUESTER:NT NT0
1,227,838
UKDU UCITS TREATY/NON T
LEGAL AND GENERAL INTERNATIONAL INDEX TRUST
REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
150,245
PREMIER GLOBAL INFRASTRUCTURE INCOME FUND 72,000
REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
PREMIER MITON GLOBAL INFRASTRUCTURE INCOME FUND
72,000
REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
LEGAL & GENERAL FUTURE WORLD ESG DEVELOPED INDEX FUND
REQUESTER:NT NT0 UKDU UCITS TREATY/NON T
3,820
LEGAL & GENERAL AUTHORISED CONTRACTUAL SCHEME 547,712
REQUESTER:NT LEGAL AND GENERAL AUTHORISE
KBI FUNDS ICAV REQUESTER:NT NT0 IEDU UCITS 15 PCT TREAT
85,266
EQ ADVISORS TRUST - EQ/GLOBAL EQUITY MANAGED VOLATILITY 78,427
PORTFOLIO AGENT:JP MORGAN CHASE BANK
LEGAL AND GENERAL ICAV REQUESTER:NT NT0 IEDU UCITS 15 PCT
50,164
TREAT
BRITISH COLUMBIA INVESTMENT MANAGEMENT CORPORATION.
REQUESTER:NT NT BRITISH COLUMBIA INVESTM
52,320
LONDON LGPS CIV AUTHORISED CONTRACTUAL SCHEME. 529,754
REQUESTER:NT LONDON LGPS CIV AUTHORISED
ILLINOIS STATE BOARD OF INVESTMENT REQUESTER:NT NTC -
1,208,071
ILLINOIS STATE BOARD
BANCO NACIONAL DE PANAMA ACTING AS TRUSTEE OF THE
FIDEICOMISO DE FOND O DE AHORRO DE PANAMA REQUESTER:NT
7,724
LF ROBECO ACS UMBRELLA FUND. REQUESTER:NT NTC-LF ROBECO 246,747
ACS UMBRELLA
LGPS CENTRAL AUTHORISED CONTRACTUAL SCHEME
320,900
REQUESTER:NT NTC-LGPS CENTRAL AUTHORISED
UBS COMMON CONTRACTUAL FUND REQUESTER:NT NTC-UBS
COMMON CONTRACTUAL
55,158
QSUPER REQUESTER:NT NTC - QSUPER 23,232
THE GREATER MANCHESTER PENSION FUND. REQUESTER:NT
NTC-TMBC AS THE ADMIN AUTH
395,738
BLACKROCK STRATEGIC INCOME OPPORTUNITIES PORTFOLIO OF 95,089
BLACKROCK FUNDS V AGENT:JP MORGAN CHASE BANK
BLACKROCK UCITS CCF. BLACKROCK ASSET MANAGEMENT IRELAND
198,683
LIMITED REQUESTER:NT NTC - BLACKROCK COMMON CON
INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT
ON BEHALF OF THE WORLD BANK GROUP TRUST FUNDS
9,316
WEST YORKSHIRE PENSION FUND REQUESTER:NT NTC - WEST 1,000,000
YORKSHIRE PENSIO
CLEARWATER INTERNATIONAL FUND REQUESTER:NT
70,149
NTC-CLEARWATER INTERNATIONA
MERSEYSIDE PENSION FUND REQUESTER:NT NTC MERSEYSIDE
PENSION FUND
29,269
VERDIPAPIRFONDET KLP AKSJEGLOBAL INDEX 1 REQUESTER:NT
GS1 15% TREATY ACCOUNT LEND
394,951
KOMMUNAL LANDSPENSJONSKASSE GJENSIDIG 167,094
FORSIKRINGSSELSKAP REQUESTER:NT GS1 15% TREATY ACCOUNT
VERDIPAPIRFONDET KLP AKSJEGLOBAL FLERFAKTOR I
1,598,905
REQUESTER:NT GS1 15% TREATY ACCOUNT LEND
VERDIPAPIRFONDET KLP AKSJEEUROPA INDEKS 1 REQUESTER:NT GS1
15% TREATY ACCOUNT LEND
145,172
UNIVEST. REQUESTER:NT UNIVEST 589,955
MINE SUPERANNUATION FUND AGENT:JP MORGAN CHASE BANK 64,830
STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR HET
LEVENSMIDDELENBEDRIJF REQUESTER:NT GS1 EU/NORWAY
118,058
STICHTING PENSIOENFONDS PGB REQUESTER:NT GS1 EU/NORWAY
PENSION FUNDS
1,149,726

F F F F F F F F F F F F F F F F F F F F F F A F F A F F F F

Page: 5

Extraordinary Session 1 2 3 F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F A F F F F F F F F A F F F F F F F F F F F F F F F F

VOTING RESULTS

NAME OF PARTICIPANT Extraordinary
Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR HET SCHOONMAAK
EN GL. REQUESTER:NT GS1 EU/NORWAY PENSION FUNDS
167,003 F F F
STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR HET
BEROEPSVERVOER OVER DE WEG REQUESTER:NT GS1 EU/NORWAY
461,188 F F F
NORTHERN TRUST UCITS FGR FUND REQUESTER:NT GS0 NLDU UCITS
1.2%PCT TREA
310,621 F F F
ROBECO INSTITUTIONAL UMBRELLA FUND REQUESTER:NT NTGS
LONDON-ROBECO INSTITUT
LGT SELECT FUNDS REQUESTER:RBC LGT SELECT FUNDS
1,108,942
49,494
F A F
MACQUARIE FUND SOLUTIONS (FORM. MACQUARIE SICAV) 75,960 F F F
REQUESTER:RBC MACQUARIE FUND SOLUTIONS
MEDIOLANUM BEST BRANDS REQUESTER:RBC MEDIOLANUM BEST
894,083 F F F
BRANDS
RBC INVESTOR SERVICES BANK FRANCE S.A. REQUESTER:RBC
300,000 F A F
F A F
INVESTOR SERVICES BANK UCITS
CONSTRUCTION AND BUILDING UNIONS SUPERANNUATION FUND
78,372 F A F
AGENT:JP MORGAN CHASE BANK
VARIOPARTNER SICAV REQUESTER:RBC VARIOPARTNER SICAV
111,602
VONTOBEL FUND. REQUESTER:RBC VONTOBEL FUND 5,681 F F F
DANSKE INVEST SICAV REQUESTER:RBC DANSKE INVEST SICAV 268,740 F F F
205,836 F F F
UNIVERSE THE CMI GLOBAL NETWORK FUND REQUESTER:RBC
UNIVERSE THE CMI GLOBAL NETWORK
VONTOBEL FUND (CH) REQUESTER:RBC VONT VESCORE GLOB EQ
1,800 F F F
MULT FAC
RIVERFIELD SICAV REQUESTER:RBC RIVERFIELD SICAV
59,826 F F F
MAN MULTI-STRATEGY MASTER FUND MAPLES CORPORATE 27,792 B B B
SERVICES LIMITES REQUESTER:BARCLAYS BANK PLC SA A/C PB
CDIL WHITEHELM CAP LS CR INFS FD REQUESTER:CBLDN-FIDANTE
55,814 F A F
F F F
PLSI-WCLCIF
CMLA INDEXED GLOBAL SHARE FUND REQUESTER:CBHK-EQT RE
12,552 F A F
CMLA INDEX GS FD
DFA INT CORE EQ MKT ETF REQUESTER:CBNY-DFA INT CORE EQ MKT
ETF
23,882 F F F
T. ROWE PRICE INTERNATIONAL EQUITY INDEX FUND AGENT:JP
MORGAN CHASE BANK
79,322 F F F
LEGAL AND GENERAL ASSURANCE PENSIONS MANAGEMENT LIMITED 22,051,249
ILA-LA WORLD ESG SCREENED FUND REQUESTER:CBLDN S/A IRISH
LIFE ASSURANCE CO
31,746 F F F
F F F
IRISH LIFE ASSURANCE PLC REQUESTER:CBLDN S/A IRISH LIFE
ASSURANCE CO
1,677,824 F F F
ILA - RAFIMF REQUESTER:CBLDN S/A IRISH LIFE ASSURANCE CO 14,049 F F F
IRISH LIFE ASSURANCE. REQUESTER:CBLDN S/A IRISH LIFE
ASSURANCE CO
237,752 F F F
ZURICH LIFE ASSURANCE PLC REQUESTER:CBLDN SA ESLACOILL 59,157 F A F
CFSIL ATF CMLA INTERNATIONAL SHARE FUND REQUESTER:CBHK SA
CFSIL-ATF CMLA INTL SHS
STICHTING MN SERVICES AANDELENFO ND REQUESTER:CBLDN S/A
12,812
247,600
F A F
MNSERVICES AANDELENFONDS EUROPA
LEGAL AND GENERAL ASSURANCE (PENSIONS MANAGEMENT)
4,504,779 F F F
LIMITED
LEGAL AND GENERAL ASSURANCE SOCIETY LIMITED
8,124 F F F
REQUESTER:CBLDN S/A LEGAL AND GENERAL
BLACKROCK DYNAMIC HIGH INCOME PORTFOLIO OF BLACKROCK
84,573 F F F
FUNDS II AGENT:JP MORGAN CHASE BANK
LEGAL AND GENERAL INVESTMENT MANAGEMENT
39,635 F F F
REQUESTER:CBLDN S/A LEGAL AND GENERAL
CITIBANK INTERNATIONAL PLC AS TRUSTEE CITIBANK INT.PLC
6,792,093 F F F
REQUESTER:CBLDN S/A STANDARD LIFE EUROP TRUST
CHARLES SCHWAB CO. INC. REQUESTER:CBNY S/A CHARLES
1,093 F F F
SCHWAB
MANULIFE GLOBAL FUND (SICA REQUESTER:CBLUX S/A MANULIFE
32,221 F F F
F F F
GLOBAL FUND
COLONIAL FIRST STATE INVESTMENTS LIMITED. REQUESTER:CBHK
5,148,951 F F F
S/A CFSIL COMWLTH GL IF 3
AEGON CUSTODY B.V. REQUESTER:CBLDN-AEGON CSTDY BV RE
TEIS RE UBS
1,331,774 F F F
THE NOMURA TRUST AND BANKING CO LTD REQUESTER:CBHK S/A
NMTB/NIK KOKUSAI-H 935034
86,646 F F F
BERESFORD FUNDS PLC REQUESTER:CBLDN S/A CIPI ILIM FUNDS PLC 498,047 F F F
E-MARKET
SDIR
CERTIFIED
rdinarv
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE
Partial Total Session
PRINCIPAL TRUST COMPANY ASIA LIMITED REQUESTER:CBNY S/A
PRINC TR CO (ASIA) LTD
245,868 1 2 3
F F F
CFSIL - COMMONWEALTH GLOBAL SHARE FUND 22 REQUESTER:CBHK
S/A CFSIL COMMONWEALTH GL SF 22
198,535 F A F
NMM5 GIEP DWS ACCOUNT AGENT:NOMURA BK SA LUXEMB 49,457 F F F
STATE OF NEW MEXICO STATE INVESTMENT COUNCIL AGENT:JP
MORGAN CHASE BANK
169,774 F F F
CFSIL - COMMONWEALTH GLOBAL SHARE FUND 23 REQUESTER:CBHK
S/A CFSIL COMMONWEALTH GL SF 23
69,832 F A F
STICHTING PGGM DEPOSITARY REQUESTER:CBLDN-SPD PGGM
(DMAE2TR)
4,256,873 F A F
INTERNATIONAL EQUITIES FUND REQUESTER:CBHK SA MIML
MACQUARIE INT EQ FD
34,020 F F F
MACQUARIE TRUE INDEX GLOBAL INFRASECURITIES FUND
REQUESTER:CBHK SA MACQUARIE TRUE IGI SF
277,213 F F F
PRINCIPAL MPF EUROPEAN EQUITY FUND REQUESTER:CBHK SA
CITITRUST L-AIM EURO EQ F
86,111 F F F
NATIONAL COUNCIL FOR SOCIAL SEC FUND REQUESTER:CITIBANK
NA HONG KONG SA SSF-ACE-CF92
39,645 F F F
LEGG MASON INC. REQUESTER:CITIBANK NA NEW YORK SA LEGG
MASON INC GLOBAL ESG
3,596 F F F
CFSIL - COLONIAL FIRST STATE GLOBAL ASSET MANAGEMENT MULTI
SECTOR TRUST 1 REQUESTER:CITIBANK NA HONG KONG SA
1,288 F A F
SDA INTL EQUITY INDEX FD-WORLD REQUESTER:CITIBANK NA NEW
YORK SA SDA INTERNATIONAL EQUITY INDEX FUND
52,566 F A F
CBOSC-CBGS-WGSS07 REQUESTER:CITIBANK NA HONG KONG SA
CBOSC ATF OSF-WGSS07
21,150 F A F
STELLAR INSURANCE, LTD. AGENT:JP MORGAN CHASE BANK 82,233 F F F
THREADNEEDLE (LUX) COLUMBIA THREADNEEDLE INVESTMENTS
REQUESTER:CBLUX SA THREADNEEDLE (LUX)
55,162 F A F
THREADNEEDLE (LUX REQUESTER:CBLUX SA THREADNEEDLE
(LUX)
10,445 F A F
CBOSC ATF CW BK GRP SUP WGSS08 REQUESTER:CBHK SA CBOSC ATF
CBSG-WGSS08
21,613 F F F
STANDARD LIFE INVESTMENT COMPANY FUND REQUESTER:CBLDN
SA STANDARD LIFE INVEST COMP
6,016 F F F
MACQUARIE INVESTMENT MANAGEMENT LIMITED
REQUESTER:CBHK SA MIML-MACQ INT INFR SFD UH
603,944 F F F
JOHN HANCOCK FUNDS III GLOBAL SHAREHOLDER YIELD FUND
REQUESTER:CBNY SA JOHN HANCOCK FUNDS
4,856,727 F F F
JOHN HANCOCK VARIABLE INSURANCE TRUST INTERNATIONAL
EQUITY INDEX TRUST. REQUESTER:CBNY SA JOHN HANCOCK FUNDS
681 F F F
LEGAL AND GENERAL COLLECTIVE INVESTMENT TRUST 10,383,757 F F F
WALDEN INTERNATIONAL EQUITY FUND
REQUESTER:CBNY-WALDEN INT EQ FD
90,171 F F F
CFSIL RE COLONIAL FIRST STATE INVESTMENT FUND 10
REQUESTER:CBHK-CFSIL RE CFS INVEST FD 10
51,217 F A F
SCHRODER INTERNATIONAL SELECTION FUND 1,545,820 F F F
HUTCHISON PROVIDENT FUND.
REQUESTER:CBHK-BCTCLAC-HUTCHIS PROVID FD
41,299 F F F
VICTORY MARKET NEUTRAL INCOMEFUND
REQUESTER:CBNY-COMPASS MKT NTRL INC FD
12,710 F F F
FIDANTE PARTNERS LIMITED REQUESTER:CITIBANK NA HONG
KONG SA CBOSC ATF CBGS-WALT08
711,623 F F F
NEWBURG NOMINEES LIMITED INVESTORSWHOLESALE GLOBAL
EQUITY (INDEX) TRUST REQUESTER:CBHK-NEWBURG NLIWGE
96,244 F F F
LATVIJAS BANKA REQUESTER:CITIBANK NA LONDON SA LATVIJAS
BANKA
27,812 F F F
VICTORY RS GLOBAL FUND REQUESTER:CBNY-VICTORY RS
GLOBAL FUND
3,148 F F F
VICTORY RS INTERNATIONAL FUND REQUESTER:CBNY-VICTORY RS
INTERNATIONAL FUND
6,293 F F F
VICTORY RS INTERNATIONAL VIP SERIES
REQUESTER:CBNY-VICTORY RS INTERNATIONAL VIP
217,620 F F F
JOHN HANCOCK FUNDS II INTERNATIONAL STRATEGIC EQUITY
ALLOCATION FUND REQUESTER:CBNY-JHF II INTL SEA FD
1,392 F F F
MACQUARIE MULTI-FACTOR FUND. REQUESTER:CBHK-MIMAL RE
MC MULTI-FCTR FD
62,834 F F F
PICTET-EUROPE INDEX AGENT:PICTET & CIE(EUROPE) 279,450 F F F
VICTORYSHARES DEVELOPED ENHANCEDVOLATILITY WTD INDEX
ETF. REQUESTER:CBNY-VICT CEMP DEV EN VOL ETF
13,430 F F F
Extraordinary
NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total Session
VICTORYSHARES INTERNATIONALVOLATILITY WTD INDEX ETF.
REQUESTER:CBNY-VICT CEMP INTL VOL WTD ETF
4,025 1 2 3
F F F
CITITRUST LIMITED AS TRUSTEE OF BLACKROCK PREMIER 11,094 F F F
FUNDS-BLACKROCK WORLD EQUITY INDEX FUND
VICTORYSHARES INTERNATIONAL HIGHDIV VOLATILITY WTD INDEX
ETF REQUESTER:CBNY SA VICT CEMP INTL HI DIV VOL ETF
3,576 F F F
SOCIALLY RESPONSIBLE DEVELOPED MARKETS FUNDAMENTAL 2,087 F A F
INDEX CTF REQUESTER:CBNY-SOCIALLY RESP DVLP MKTS
HOSTPLUS POOLED SUPERANNUATION TRUST
REQUESTER:CBHK-HPL HP PST IFM IN GE-PT C
53,331 F F F
ABERDEEN INVESTMENT FUNDS UK ICVC II - ABERDEEN WORLD
EQUITY ENHANCED INDEX FUND REQUESTER:CBLDN-ABERDEEN
69,484 F F F
ABERDEEN INVESTMENT FUNDS UK ICVC II - ABERDEEN EUROPEAN 405,395 F F F
EQUITY ENHANCED INDEX FUND REQUESTER:CBLDN ABERDEEN
WHITEHELM LISTED CORE INFRASTRUCTURE FUND - UNHEDGED
2,266 F F F
REQUESTER:CBHK-FPL RE WH LISTED C INR FD
ABERDEEN FUNDS-ABERDEEN MULTI MANAGER MULTI ASSET
DISTRIBUTION PORTFOLIO FUND REQUESTER:CBLDN-CEP
12,477 F F F
EPS AGENT:JP MORGAN CHASE BANK 49,174
ABERDEEN FUNDS - ABERDEEN MULTI MANAGER CAUTIOUS
MANAGED PORTFOLIO FUND REQUESTER:CBLDN-CEP
27,219 F A F
F F F
USAA CAPITAL GROWTH FUND. REQUESTER:CBNY-USAA CAPITAL
GROWTH-RS
2,597 F F F
USAA INTERNATIONAL FUND. REQUESTER:CBNY-USAA
INTERNATIONAL FUND
26,750 F F F
USAA WORLD GROWTH FUND REQUESTER:CBNY-USAA WORLD
GROWTH FUND
16,336 F F F
TIMOTHY PLAN INTERNATIONAL ETF. REQUESTER:CBNY-TIMOTHY
PLAN INTERNATIONAL ETF
30,329 F F F
UNIVERSAL INVESTMENT GMBH W.MEISTERWERT PERSPEKTIVE
REQUESTER:UBS AG-ZURICH SA UBS D I-SEC TAX EX D-RES
138,100 F A F
OLD NORTH STATE HEDGED EQUITY MWT LLC
REQUESTER:MORGAN ST & CO. INTL PLC SA IPB
71,989 F A F
MMA VIE SA REQUESTER:RBC MMA VIE SA 2,023,424 F F F
ABERDEEN INVESTMENT FUNDS UK ICVC II - ABERDEEN EUROPEN
EQUITY TRACKER FUND REQUESTER:CBLDN- ABRDN EUROP EQ
60,770 F F F
PRINCIPAL FINANCIAL SERVICES INC. - LISTED INFRASTRUCTURE
REQUESTER:CBNY-PFSI GLOBAL DRP IMA
2,580 F F F
ROBECO CAPITAL GROWTH FUND AGENT:JP MORGAN BANK LUXEM 5,056,680 F A F
MAN GLG EQUITY LONG-SHORT ENHANCED MASTER MAN GLG TOPAZ
LIMITED REQUESTER:JP MORGAN SECURITIES LTD
52,232 F A F
EAGLE REQUESTER:PERSHING, LLC 5,587 F F F
SPRING 625 REQUESTER:PERSHING, LLC 39,628 F F F
THE CHERYL D DUFFIELD TRUST UAD 09/12/96 CHERYL D DUFFIELD
TTEE REQUESTER:PERSHING, LLC
1,207 F F F
THE DAVID A DUFFIELD TRUST UAD 07/14/88 REQUESTER:PERSHING,
LLC
15,232 F F F
STICHTING PENSIOOENFONDS METAAL EN TECHNIEK MN SERVICES
REQUESTER:CBLDN S/A PFMT
391,559 F F F
STICHTING MN SERVICES REQUESTER:CBLDN S/A PFMT 1,026,435 F F F
NORGES BANK REQUESTER:CBNY SA NORGES BANK 585,257 B F F
GOVERNMENT OF NORWAY REQUESTER:CBNY SA GOVERNMENT OF
NORWAY
54,022,715 B F F
ENERGY SUPER REQUESTER:CBNY-ELRGEP NAB ACF ENERGY
SUPER
19,676 F A F
CUSTODY BANK OF JAPAN, LTD. AS TRUSTEE FOR MIZUHO TRUST &
BANKING CO., LTD. AS TRUSTEE FOR INTERNATIONAL EQUITY
MLC INVESTMENTS, MLC LIMITED. REQUESTER:CBNY-M1RC31 NAB
171,294
371,739
F F F
ACF MLCI WMP EQ 31
MLC INVESTMENTS, MLC LIMITED. REQUESTER:CBNY-M1RC31 NAB
4,455 F F F
ACF MLCI WMP EQ 31
JANA PASSIVE GLOBAL SHARE TRUST REQUESTER:CITIBANK NA NEW
22,934 F A F
YORK JANA PASSIVE GLOBAL SHARE TRUST
TASPLAN SUPERANNUATION FUND. REQUESTER:CBNY-TNRBLV NAB
167,248 F F F
ACF TASPLAN SUPER 19,804 F A F
CARE SUPER. REQUESTER:CBNY-CRROGE NAB ACF CARE SUPER F A F
UBS FUND MANAGEMENT(LUXEMBOURG) SA 111,659 F F F
UBS (LUX) INSTITUTIONAL FUND - EQUITIES EUROPE (EX CH) PASSIVE
II REQUESTER:UBS (LUXEMBOURG) SA
916,624 F F F
UBS FUND MGT (CH) AG REQUESTER:UBS CH AG FM CLIENT ASSETS 68,648 F F F
E-MARKET
SDIR
CERTIFIED
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY REPRESENTATIVE
UBS FUND MGT (CH) AG CH1250 / 1895 FUND - ESG GLB EQ PSV - 0230 -
00721203 REQUESTER:UBS CH AG FM CLIENT ASSETS
Partial
32,610
Total 1 2 3
F F F
UBS FUND MGT (CH) AG CH0555 / MB(CH)FD EUSTK - 0230 - 00465864 26,440
REQUESTER:UBS CH AG FM CLIENT ASSETS F F F
HC RENTE AGENT:JP MORGAN CHASE BANK 18,947 F F F
UBS ASSET MANAGEMENT (U.K.) LTD FUND MANAGEMENT 50,520 F F F
SWITZERLAND REQUESTER:UBS CH AG FM CLIENT ASSETS
UBS FUND MGT (CH) AG CH0467/UBSCHIF2-EQ GLOB REQUESTER:UBS
CH AG FM CLIENT ASSETS
33,932 F F F
RETURN TO WORK CORPORATION OF SOUTH AUSTRALIA 753,694
REQUESTER:CITIBANK NA NEW YORK SA WCMGLI RTN WRK CORP F F F
UBS FUND MGT (CH) AG CH 0485 OLZ EEXCHOPTESG 0230 00586859 89,075 F F F
REQUESTER:UBS CH AG FM CLIENT ASSETS
AMUNDI DIVIDENDO ITALIA
1,400,000
AMUNDI BEST SELECTION PLUS 71,857 F F F
AMUNDI BEST SELECTION TOP 42,767 F F F
AMUNDI DISTRIBUZIONE ATTIVA 5,928 F F F
AMUNDI CEDOLA 2021 5,230 F F F
AMUNDI OBIETTIVO RISPARMIO 2022 4,562 F F F
UBS ASSET MANAGEMENT LIFE LTD AGENT:JP MORGAN CHASE 1,121,457 F F F
BANK F F F
AMUNDI OBIETTIVO CRESCITA 2022 22,607 F F F
AMUNDI OBIETTIVO RISPARMIO 2022 DUE 4,471 F F F
AMUNDI OBIETTIVO CRESCITA 2022 DUE 23,440 F F F
AMUNDI OBIETTIVO RISPARMIO 2022 TRE 4,022 F F F
AMUNDI BILANCIATO EURO 31,738 F F F
AMUNDI BEST SELECTION CLASSIC 36,617 F F F
AMUNDI OBIETTIVO RISPARMIO 2022 QUATTRO 3,820 F F F
AMUNDI PRIVATE GLOBAL INFRASTRUCTURE 2024 47,536 F F F
CENTRAL BANK OF IRELAND
AMUNDI INDEX MSCI WORLD SRI
17,675
265,895
F F F
SUZUKA INKA AGENT:JP MORGAN CHASE BANK 200,116 F F F
AMUNDI FD EUROPEAN EQUITY ESG IMPROVERS 229,250 F A F
AMUNDI INDEX MSCI EUROPE 560 F F F
AMUNDI MSCI EUROPE EX UK 1,349 F F F
AMUNDI FDS GLOB MULTI-ASSET CONSERVATIVE 289,932 F F F
AMUNDI INDEX EQUITY GLOBAL LOW CARBON 12,599 F F F
AMUNDI INDEX MSCI WORLD 723 F F F
AMUNDI FDS GLOBAL MULTI-ASSET TARGET INC 93,008 F F F
AMUNDI FUNDS EQUITY EUROPE CONSERVATIVE 60 F F F
CANDRIAM QUANT EQUITIES EUROPE 691,198 F F F
CLEOME INDEX EUROPE EQUITIES 230,753 F F F
F F F
1936 ASSETMANAGEMENT AB (FORMER HMP ASSETMANAGEMENT AB) 8,156 F F F
AGENT:CREDIT SUISSE SWITZ
CONSTRUCTION AND BUILDING UNIONS SUPERANNUATION FUND
19,441 F A F
AGENT:JP MORGAN CHASE BANK
AMUNDI FUNDS DYNAMIC MULTI FACT EUROPE EQU
886
CLEOME INDEX EMU EQUITIES 124,344 F F F
AMUNDI FUNDS EURO MULTI-ASSET TARGET INC 319,830 F F F
HELIUM ALPHA 10,699 F F F
SEEYOND EUROPE MARKET NEUTRAL 16,077 F F F
AMUNDI INDEX EQUITY EUROPE LOW CARBON 1,454 F F F
AMUNDI MSCI WORLD ESG UNIVERSAL SELECT 893 F F F
AMUNDI FUNDS MULTI ASSET CONSERVATIVE 128,387 F F F
CLEOME INDEX WORLD EQUITIES 40,917 F F F
F F F
AMUNDI FUNDS GLOBAL MULTI-ASSET 132,733 F F F
PICTET-EUROLAND INDEX AGENT:PICTET & CIE(EUROPE) 157,996 F F F
AMUNDI MSCI EUROPE ESG UNIVERSAL SELECT 1,411 F F F
RCO LUX MONTJOLY INVEST POOL AMUNDI 24,758 F F F
AMUNDI INDEX MSCI EUROPE SRI 1,766,275 F F F
AMUNDI PRIME GLOBAL - UCITS ETF DR 732 F F F
AMUNDI PRIME EUROPE - UCITS ETF DR 1,830 F F F
NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE Partial Total
AMUNDI MSCI EMU ESG UNIVERSAL SELECT 2,378
CANDRIAM QUANT EQUITIES MULTI-FACTOR GLO 22,436
CLEOME INDEX GLOBAL EQUITIES 4,042
SEEYOND GLOBAL MINVOL 803,638
AMUNDI FUNDS EQUITY EUROPE RISK PARITY 875
BUREAU OF LABOR FUNDS-LABOR PENSION FUND AGENT:JP
MORGAN CHASE BANK
8,173,288
AMUNDI MSCI WORLD CLIMATE PARIS ALIG PAB 7,216
AMUNDI FUNDS PIONEER FLEXIBLE OPPORTUNIT 300,839
AMUNDI FUNDS DYNAMIC MULTI FACTORS EURO 613
CANDRIAM QUANT EQUITIES MULTI-FACTOR EMU 42,956
AMUNDI FUNDS EQUITY EURO RISK PARITY 189
AMUNDI MSCI EUROPE CLIMATE PARIS ALIGNED PAB 29
AMUNDI INDEX EQUITY GLOBAL MULTI SMART ALLOCATION 2,711
SCIENTIFIC BETA
AMUNDI INDEX MSCI EMU SRI 95,817
SEEYOND EUROPE MINVOL 1,257,723
EDMOND DE ROTHSCHILD FUND II - INCOME 2024 100,280
ROBECO UMBRELLA FUND I N.V. AGENT:JP MORGAN BANK LUXEM 609,554
EDMOND DE ROTHSCHILD FUND EQUITY EURO CORE 734,000
EDMOND DE ROTHSCHILD FUND INCOME EUROPE 615,150
PIONEER INV. GARANTFONDS 0794 9,236
PIONEER INVESTMENT DISCOUNT BA 53,990
MAAF VIE ACTIF GENERAL 1,205,917
MMA IARD 1,069,034
BPCE IARD 71,105
MAAF SANTE 40,793
4,954
MAAF VIE WINNEO PERP
FIDELIA ASSISTANCE
9,880
BT WHOLESALE MULTI-MANAGER INTERNATIONAL SHARE FUND 39,951
AGENT:JP MORGAN CHASE BANK
GMF VIE D
1,933,385
CRAMA LOIRE BRETAGNE ACTIONS 72,305
COVEA PROTECTION JURIDIQUE 108,251
GMF ASSURANCES 973,222
LA SAUVEGARDE 45,160
LBP PREVOYANCE GENERAL 208,000
GROUPAMA EPARGNE RESPONSABLE EQUILIBRE 1 82,494
AMUNDI LABEL EQUILIBRE ESR 76,333
MICHELET TUNNEL 9,586
FCP CARP - INDO 680,890
ISHARES WHOLESALE INTERNATIONAL EQUITY INDEX FUND
AGENT:JP MORGAN CHASE BANK
155,091
SOLIDARITE 27,074
LBPAM ISR STRATEGIE PEA 1 3,226
ERISA ACTION EUROPE N 2 200,083
BOURBON 13 362,670
GAN EUROSTRATEGIE 7,535
LHL EXPANSION 2,982
AA NATIXIS ACTIONS MIN VAR 1,725,541
LBPAM ACTIONS DIVIDENDES EUROP 276,381
AP ACTIONS 3 MIN VOL 84,696
GLOBAL MULTI ASSET KKS 67,344
FLEXSHARES INTERNATIONAL QUALITY DIVIDEND DEFENSIVE INDEX
FUND AGENT:JP MORGAN CHASE BANK
36,390
IP ACTIONS EURO 90,069
FCP ARRCO LONG TERME D 836,840
ECOFI AGIR POUR LE CLIMAT 269,053
CNP 2 C SUSTAIN EURO 193,553
AP ACTIONS 1 EURO 98,292

F: For; A: Against; B: Abstained; 1: Slate 1; 2: Slate 2; -: Non-Voting; X: Absent from voting; N: Votes not counted; C: Cancelled votes; Q: Votes excluded from quorum

Page: 10

Extraordinary Session 1 2 3 F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F

VOTING RESULTS

E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
ROPS EURO P 327,316 1 2 3
FDRN AMUNDI 217,509 F F F
RENAULT MOBILIZE SOLIDAIRE 63,634 F F F
GROUPAMA EPARGNE RESPONSABLE PERSPEC DYN 118,631 F F F
AMUNDI LABEL PRUDENCE ESR 44,862 F F F
VALENCIA INKA AGENT:JP MORGAN CHASE BANK 21,157 F F F
AMUNDI HORIZON 6,783 F A F
DAN EQUILIBRE 9,762 F F F
GAN FRANCESELECT 6,077 F F F
VILLIERS ALTO 80,297 F F F
ROPS-SMART INDEX EURO 772,881 F F F
LBPAM ISR STRATEGIE PEA 2 4,612 F F F
WORLD EQUITIES 4,582 F F F
DYNAMIS SOLIDAIRE 278,486 F F F
FDJ EQUILIBRE SOLIDAIRE 13,692 F F F
AMUNDI LABEL DYNAMIQUE ESR 51,037 F F F
LVUI EQUITY EUROPE AGENT:JP MORGAN CHASE BANK 575,850 F F F
GROUPAMA EPARGNE RESPONSABLE PERSPEC EQU 106,899 F A F
F F F
A.A. - GROUPAMA - ISR 409,517 F F F
ICARE 7528 F F F
BEL EQUITY EUROPE ESG 277,314 F F F
ASTORG TUNNEL SP 5,539 F F F
VIVACCIO ACTIONS ISR 15,744 F F F
GROUPAMA EPARGNE RESPONSABLE DYNAMIQUE 1 54,274 F F F
FCPE IBM FRANCE C 28,000 F A F
AMUNDI EUROPE MONDE 5,324 F F F
CPR EURO HIGH DIVIDEND 469,707 F F F
UBS FTSE RAFI DEVELOPED 1000 INDEX FUND AGENT:JP MORGAN
CHASE BANK
28,114 F F F
GLOBAL MULTI FACTOR EQUITY FUND 38,894 F F F
HYMNOS L113 125,737 F F F
ECOFI IA RESPONSABLE 59,546 F F F
COVEA FLEXIBLE ISR 130,000 F F F
REAUMUR ACTIONS 2,510,423 F F F
CPR CONSOMMATEUR ACTIONNAIRE POCHE COR 7,084 F F F
GROUPAMA EUROPE EQUITIES 75,906 F F F
PALATINE OR BLEU 550,000 F F F
COVEA SOLIS 621,645 F F F
LCL ACTIONS EURO CORE+
CSIF (CH) EQUITY EMU CREDIT SUISSE FUNDS AG AGENT:CREDIT
SUISSE SWITZ
5,684
13,012
F F F
F F F
FOVERUKA PENSION UNIVERSAL AGENT:JP MORGAN CHASE BANK 27,489
ECOFI ENJEUX FUTURS 1,387,837 F A F
ATOUT EUROLAND HAUT RENDEMENT 2,748 F F F
G FUND EQUITY CONVICTIONS ISR 364,821 F F F
ATOUT EUROLAND CORE + 2,905 F F F
LBPAM ISR ACTIONS EURO MIN VOL 89,524 F F F
AMUNDI EURO EQUITY ESR 708,552 F F F
ASSURDIX 2,734 F F F
ECOFI ACTIONS RENDEMENT EURO 110,000 F F F
AMUNDI EQUITY EURO CONSERVATIV 970,332 F F F
GROUPAMA EURO EQUITIES 24,867 F F F
CONNECTICUT GENERAL LIFE INSURANCE COMPANY AGENT:JP
MORGAN CHASE BANK
26,326 F F F
F F F
ECOFI ACTIONS RENDEMENT 117,000 F F F
ATOUT EUROPE HAUT RENDEMENT 84,659 F F F
LCL ACTIONS MONDE HORS EUROPE EURO 5,021 F F F
AMUNDI ACTIONS FRANCE ISR 2,666 F F F
NATIXIS LCR ACTIONS EURO 75,838

F: For; A: Against; B: Abstained; 1: Slate 1; 2: Slate 2; -: Non-Voting; X: Absent from voting; N: Votes not counted; C: Cancelled votes; Q: Votes excluded from quorum

Page: 11

F F F

E-MARKET
SDIR
CERTIFIED

Extraordinary Session

NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total
HSBC ACTIONS MONDE 99,766 1 2 3
F F F
CPR EUROLAND PREMIUM 57,430 F F F
LCL ACTIONS FRANCE CORE PLUS 5,298 F F F
AMUNDI RENDEMENT PLUS 3,486 F F F
AMUNDI STRATEGIES ACT EURP RISK PARITY 26,489 F F F
UBS MSCI WORLD MINIMUM VOLATILITY INDEX FUND AGENT:JP
MORGAN CHASE BANK
96,707 F F F
AMUNDI ACTIONS EUROPE ISR 93,548 F F F
AMUNDI ACTIONS EURO ISR 263,944 F F F
ATOUT FRANCE CORE + 2,940 F F F
RENDEMENT DIVERSIFIE M 61,242 F A F
EURO VALEUR ISR M 1,365,308 F A F
GLOBAL ALLOCATION M 191,602 F A F
POLLUX 24000 F F F
EDMOND DE ROTHSCHILD ASSET MANAGEMENT (EDRAM) 45,960 F F F
EDMOND DE ROTHSCHILD EQUITY EUROPE SOLVE 508,857 F F F
CNP ASSUR EDRAM ACTIONS EUROPE 1,160,740 F F F
TCORPIM INDEXED INTERNATIONAL SHARE (UNHEDGED) FUND
AGENT:JP MORGAN CHASE BANK
22,474 F F F
DE SHAW OCULUS INTERNATIONAL INC AGENT:DEUTSCHE BANK AG 38,731
DWS INVESTMENT S.A. FOR DB ADVISORS STRATEGY FUND 28,721 F F F
AGENT:STATE STREET BK.TR.,BOSTON
DWS INVESTMENT GMBH FOR DWS QI LOWVOL EUROPE
1,172,532 F F F
F F F
AGENT:STATE STREET BK.TR.,BOSTON
DWS INVESTMENT GMBH FOR DWS VORSORGE AS (DYNAMIK)
AGENT:STATE STREET BK.TR.,BOSTON
142,549 F F F
DWS INVESTMENT GMBH FOR DWS VORSORGE AS (FLEX)
AGENT:STATE STREET BK.TR.,BOSTON
57,351 F F F
DWS INVESTMENT GMBH FOR DYNAMIC EUROPE BALANCE
AGENT:STATE STREET BK.TR.,BOSTON
27,791 F F F
DWS INVESTMENT GMBH FOR DWS QI EUROZONE EQUITY
AGENT:STATE STREET BK.TR.,BOSTON
186,396 F F F
DWS INVESTMENT GMBH FOR MULTI-INDEX EQUITY FUND
AGENT:STATE STREET BK.TR.,BOSTON
16,427 F F F
ACTIVE STOCK MASTER PORTFOLIO OF MASTER INVESTMENT
PORTFOLIO AGENT:STATE STREET BK.TR.,BOSTON
9,878 F F F
ISHARES PUBLIC LIMITED COMPANY AGENT:STATE STREET
BK.TR.,BOSTON
5,500,971 F F F
BRUNEI SHELL RETIREMENT BENEFIT FUND AGENT:JP MORGAN
CHASE BANK
ISHARES II PUBLIC LIMITED COMPANY AGENT:STATE STREET
5,889
6,183,018
F F F
BK.TR.,BOSTON
ISHARES V PUBLIC LIMITED COMPANY AGENT:STATE STREET
256,962 F F F
BK.TR.,BOSTON
ISHARES III PUBLIC LIMITED COMPANY AGENT:STATE STREET
1,166,637 F F F
BK.TR.,BOSTON
ISHARES VI PUBLIC LIMITED COMPANY AGENT:STATE STREET
1,184,713 F F F
BK.TR.,BOSTON
ISHARES IV PUBLIC LIMITED COMPANY AGENT:STATE STREET
1,805,644 F F F
F F F
BK.TR.,BOSTON
ISHARES VII PLC AGENT:STATE STREET BK.TR.,BOSTON
1,998,260
BLACKROCK AM DE FOR ISHARES EURO STOXX UCITS ETF (DE) 787,233 F F F
AGENT:STATE STREET BK.TR.,BOSTON
BLACKROCK AM DE FOR ISHS EURO STOXX SELECT DIV 30 UCITS ETF
3,573,274 F F F
AGENT:STATE STREET BK.TR.,BOSTON
BLACKROCK AM DE FOR ISHS STOXX EUROPE LARGE 200 UCITS ETF
22,578 F F F
AGENT:STATE STREET BK.TR.,BOSTON
BLACKROCK AM DE FOR ISHS STOXX EU SELECT DIV 30 UCITS ETF
(DE) AGENT:STATE STREET BK.TR.,BOSTON
1,953,796 F F F
F F F
BLACKROCK INTERNATIONAL INDEX V.I. FUND OF BLACKROCK
VARIABLE SERIES FUNDS, INC. AGENT:JP MORGAN CHASE BANK
25,938 F F F
ISHARES I INV MIT TEIL. ISHS STOXX GLOB SEL.DVD. 100 UCITS ETF
AGENT:STATE STREET BK.TR.,BOSTON
3,131,462 F F F
ISHARES I INV MIT TGV F ISHS ST EUROPE600 OIL+GAS UCITS ETF DE
AGENT:STATE STREET BK.TR.,BOSTON
3,448,767 F F F
BLACKROCK AM DE FOR ISHARES STOXX EUROPE 600 UCITS ETF (DE)
AGENT:STATE STREET BK.TR.,BOSTON
1,410,998 F F F
E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
TRT FOR RET MED DEN & LIFE INS PL OF THE ARMY&AIR FORCE EX 72,558 1 2 3
SRV AGENT:STATE STREET BK.TR.,BOSTON F A F
THE RETIREMENT ANN PL FOR EMPL OF THE ARMY&AIR FORCE EX 165,923 F A F
AGENT:STATE STREET BK.TR.,BOSTON
TEACHERS` RETIREMENT SYSTEM OF THE STATE OF ILLINOIS
451,071
AGENT:STATE STREET BK.TR.,BOSTON F F F
KAISER PERMANENTE GROUP TRUST AGENT:STATE STREET 88,923
BK.TR.,BOSTON F F F
HC CAPITAL TRUST- THE INSTITUTIONAL INTERNATIONAL EQUITY 107,850 F F F
AGENT:STATE STREET BK.TR.,BOSTON
KAISER FOUNDATION HOSPITALS AGENT:STATE STREET
48,229
BK.TR.,BOSTON F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH FOR AGENT:STATE 269,558 F A F
STREET BK.TR.,BOSTON
THE BARCLAYS BANK UK RETIREMENT FUND AGENT:JP MORGAN
CHASE BANK
22,479 F F F
SCHWAB INTERNATIONAL EQUITY ETF AGENT:STATE STREET 2,652,397
BK.TR.,BOSTON F A F
SCHWAB FUNDAMENTAL INTERNATIONAL LARGE COMPANY INDEX 482,876 F A F
ETF AGENT:STATE STREET BK.TR.,BOSTON
JOHN HANCOCK TAX-ADVANTAGED GLOBAL SHAREHOLDER YIELD
266,300
AGENT:STATE STREET BK.TR.,BOSTON F F F
JOHN HANCOCK VAR INS TRUST STRATEGIC EQUITY ALLOCATION 4,092
AGENT:STATE STREET BK.TR.,BOSTON F F F
JOHN HANCOCK FUNDS II STRATEGIC EQUITY ALLOCATION FUND
AGENT:STATE STREET BK.TR.,BOSTON
226,099 F F F
FCA US LLC MASTER RETIREMENT TRUST AGENT:STATE STREET 1,744,985
BK.TR.,BOSTON F F F
UNIVERSAL INV GESELLSCHAFT MBH FOR AQUILA-1-UNIVERSAL 38,400 F A F
AGENT:STATE STREET BK.TR.,BOSTON
INTERNATIONALE KAPITAL MBH FOR LH-PRIVATRENTE-AKTIEN
116,754
AGENT:STATE STREET BK.TR.,BOSTON F A F
INTERNATIONAL KAPITALANLAGEGESELLSCHAFT MBH FOR 1,066,101 F A F
AGENT:STATE STREET BK.TR.,BOSTON
LAZARD GLOBAL LISTED INFRASTRUCTURE PORTFOLIO
AGENT:STATE STREET BK.TR.,BOSTON
66,358,224 F F F
MSCI ACWI EX-FOSSIL FUELS ESG FOCUS INDEX FUND B (MSXFFESGB) 22,622
AGENT:JP MORGAN CHASE BANK F F F
LAZARD REAL ASSETS AND PRICING OPPORTUNITIES AGENT:STATE
STREET BK.TR.,BOSTON
122,004 F F F
LAZARD EQUITY FRANCHISE PORTFOLIO AGENT:STATE STREET 458,172
BK.TR.,BOSTON F F F
LAZARD ESC GLOBAL LISTED INFRASTRUCTURE PORTFOLIO
AGENT:STATE STREET BK.TR.,BOSTON
135,901 F F F
ALLIANZ GLOBAL INVESTORS GMBH FOR DBI-FONDS SFT 4 38,343
AGENT:STATE STREET BK.TR.,BOSTON F F F
UNIVERSAL INVESTMENT GMBH FOR KFPT UNIVERSAL FONDS 92,991 F A F
AGENT:STATE STREET BK.TR.,BOSTON
GOLDMAN SACHS TRST II-GOLDMAN SACHS MULTI-MNGR GLOBAL
24,926
AGENT:STATE STREET BK.TR.,BOSTON F F F
GOLDMAN SACHS TRUST II-GOLDMAN SACHS M-M REAL ASSETS 330,622 F F F
STRAT AGENT:STATE STREET BK.TR.,BOSTON
GOLDMAN SACHS TRUST- GOLDMAN SACHS GLOBAL AGENT:STATE
17,060
STREET BK.TR.,BOSTON F F F
OREGON PUBLIC EMPLOYEES RETIREMENT SYSTEM AGENT:STATE 62,679 F A F
STREET BK.TR.,BOSTON
UNIVERSAL INVESTMENT GMBH FOR CTWI 1 UI AGENT:STATE STREET
BK.TR.,BOSTON
12,000 F A F
IBM PERSONAL PENSION PLAN TRUST AGENT:JP MORGAN CHASE 21,181
BANK F F F
ALLIANCEBERNSTEIN GLOBAL RISK ALLOCATION FUND INC
AGENT:STATE STREET BK.TR.,BOSTON
22,765 F F F
AB CAP FUND, INC. - AB ALL MARKET INCOME PORTFOLIO 763
AGENT:STATE STREET BK.TR.,BOSTON F F F
ALLIANCEBERNST VAR PROD SER F INC.ALLIANCEB DYN ASSET 23,447 F F F
AGENT:STATE STREET BK.TR.,BOSTON
THE MASTER TRUST BK OF JP LTD: HITACHI FOREIGN EQ INDEX MF
46,097
AGENT:STATE STREET BK.TR.,BOSTON F F F
RUSSELL TRUST CO COMMINGLED EMPLOYEE BENEFIT FUNDS TRUST 91,488 F A F
AGENT:STATE STREET BK.TR.,BOSTON
IBM RETIREMENT PLAN AGENT:STATE STREET BK.TR.,BOSTON
10,145
F F F
E-MARKET
SDIR
CERTIFIED
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY REPRESENTATIVE
UNIVERSAL-INV-GESELLSCHAFT MBH F UI-F AKTIEN EUR M.VOLA
Partial
104,415
Total 1 2 3
F A F
AGENT:STATE STREET BK.TR.,BOSTON
UNIVERSAL-INV-GESELLSCHAFT MBH FOR DEBEKA-AKTIEN
688,500 F A F
AGENT:STATE STREET BK.TR.,BOSTON
ARIZONA STATE RETIREMENT SYSTEM AGENT:STATE STREET
2,405 F F F
BK.TR.,BOSTON
JP TR SERV BK LTD ATF MATB MSCI KOKUSAI INDEX MOTHER F
15,380 F F F
AGENT:STATE STREET BK.TR.,BOSTON
LIVSFORSIKRINGSSELSKAPET NORDEA LIV NORGE AS AGENT:JP
18,105 F F F
MORGAN BANK LUXEM
AXA IM SMART MATCHING SOLUTIONS PUBLIC LIMITED
10,875 F F F
AGENT:STATE STREET BK.TR.,BOSTON
ALPS INTERNATIONAL SECTOR DIVIDEND DOGS ETF AGENT:STATE
549,824 F F F
STREET BK.TR.,BOSTON
THE WALT DISNEY COMPANY RETIREMENT PLAN MASTER TRUST
AGENT:STATE STREET BK.TR.,BOSTON
50,841 F F F
BMO MSCI EAFE INDEX ETF AGENT:STATE STREET BK.TR.,BOSTON 437,753
BMO INTERNATIONAL DIVIDEND ETF AGENT:STATE STREET 304,900 F F F
BK.TR.,BOSTON
BMO LOW VOLATILITY INTERNATIONAL EQUITY ETF AGENT:STATE
428,945 F F F
F F F
STREET BK.TR.,BOSTON
TEACHERS INSURANCE AND ANNUITY ASSOCIATION OF
5,783 F F F
AGENT:STATE STREET BK.TR.,BOSTON
BRIGHTHOUSE FUNDS TRUST I - AB GLOBAL DYNAMIC ALLOCATION
123,603 F F F
AGENT:STATE STREET BK.TR.,BOSTON
BRIGHTHOUSE FUNDS TRUST I - JPMORGAN GBL ACTIVE ALL
202,843 F F F
AGENT:STATE STREET BK.TR.,BOSTON
UBS (US) GROUP TRUST AGENT:STATE STREET BK.TR.,BOSTON
340,944
CSIF4 CREDIT SUISSE (LUX) GLOBAL HIGH INCOME FUND USD
AGENT:CREDIT SUISSE LUXEM
22,000 F F F
F F F
FLEXSHARES MORNINGSTAR DEVELOPED MARKETS EX-US FACTOR
TILT INDEX FUND AGENT:JP MORGAN CHASE BANK
23,673 F F F
CENTRAL PROVIDENT FUND BOARD AGENT:STATE STREET
BK.TR.,BOSTON
3,933 F F F
ETHICAL GLOBAL DIVIDEND FUND AGENT:STATE STREET
BK.TR.,BOSTON
109,260 F F F
REGIME DE RENTES DU MOUVEMENT DESJARDINS AGENT:STATE
STREET BK.TR.,BOSTON
16,382 F F F
CALVERT IMPACT FUND, INC. - CALVERT GLOBAL ENERGY
SOLUTIONS FD AGENT:STATE STREET BK.TR.,BOSTON
159,590 F F F
CALVERT VP EAFE INTERNATIONAL INDEX PORTFOLIO
AGENT:STATE STREET BK.TR.,BOSTON
16,457 F F F
CALVERT RESP INX SRS, INC.-CLVRT DVD MRKTS EX-U.S. RSP INX FD
AGENT:STATE STREET BK.TR.,BOSTON
101,295 F F F
XTRACKER (IE) PUBLIC LIMITED COMPANY AGENT:STATE STREET
BK.TR.,BOSTON
485,487 F F F
JC PENNEY CO PENSION PLAN AGENT:STATE STREET BK.TR.,BOSTON 87,200 F F F
DIMENSIONAL FUNDS PLC AGENT:STATE STREET BK.TR.,BOSTON 69,514 F F F
CAISSE DE DEPOT ET PLACEMENT DU QUEBEC AGENT:STATE
STREET BK.TR.,BOSTON
721,788 F F F
BLACKROCK FISSION INDEXED INTERNATIONAL EQUITY FUND
AGENT:JP MORGAN CHASE BANK
9,736 F F F
THE REGENTS OF THE UNIVERSITY OF CALIFORNIA AGENT:STATE
STREET BK.TR.,BOSTON
326,294 F F F
EPOCH INVESTMENT FUNDS PUBLIC LIMITED COMPANY
AGENT:STATE STREET BK.TR.,BOSTON
683,480 F F F
VALIC COMPANY I - INTERNATIONAL SOCIALLY RESPONSIBLE
AGENT:STATE STREET BK.TR.,BOSTON
284,615 F F F
EATON VANCE TAX-MANAGED GLOBAL BUY-WRITE OPPORTUNITIES
AGENT:STATE STREET BK.TR.,BOSTON
175,073 F F F
EATON VANCE TAX-ADVANTAGED GLOBAL DIVIDEND INCOME FUND
AGENT:STATE STREET BK.TR.,BOSTON
3,767,881 F F F
EATON VANCE TAX-MANAGED GLOBAL DIVIDEND INCOME FUND
AGENT:STATE STREET BK.TR.,BOSTON
756,669 F F F
FUNDO DE SEGURANCA SOC GOV. DA REGIAO ADM. ESPECIAL DE
AGENT:STATE STREET BK.TR.,BOSTON
63,424 F F F
EATON VANCE EQUITY HARVEST FUND LLC AGENT:STATE STREET
BK.TR.,BOSTON
4,420 F F F
U.S. LEGACY INCOME COMMON TRUST FUND AGENT:STATE STREET
BK.TR.,BOSTON
90,855 F F F
NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total
FRANKLIN LIBERTYSHARES ICAV AGENT:STATE STREET
BK.TR.,BOSTON
172,014
NFS LIMITED AGENT:JP MORGAN CHASE BANK 372,023
STATE OF MINNESOTA AGENT:STATE STREET BK.TR.,BOSTON 2,106,461
RUSSELL INVESTMENT COMPANY RUSSELL TAX-MANAGED INTL EQ
FUND AGENT:STATE STREET BK.TR.,BOSTON
3,110
RUSSELL INVESTMENT COMPANY RUSSELL GLOBAL AGENT:STATE 39,362
STREET BK.TR.,BOSTON
RUSSELL INVESTMENT COMPANY MULTIFACTOR INTERNATIONAL
68,527
EQUITY AGENT:STATE STREET BK.TR.,BOSTON
SCOTIA INTERNATIONAL EQUITY INDEX TRACKER ETF
3,388
AGENT:STATE STREET BK.TR.,BOSTON
HARTFORD MULTIFACTOR INTERNATIONAL FUND AGENT:STATE
420
STREET BK.TR.,BOSTON
TRANSAMERICA JPMORGAN TACTICAL ALLOCATION VP
AGENT:STATE STREET BK.TR.,BOSTON
98,534
TRANSAMERICA INTERNATIONAL EQUITY INDEX VP AGENT:STATE
STREET BK.TR.,BOSTON
8,516
TANGERINE DIVIDEND PORTFOLIO AGENT:STATE STREET
BK.TR.,BOSTON
24,749
TANGERINE BALANCED INCOME PORTFOLIO AGENT:STATE STREET
BK.TR.,BOSTON
5,212
BANCO CENTRAL DE TIMOR-LESTE (BCTL) AGENT:JP MORGAN
CHASE BANK
315,755
TANGERINE BALANCED PORTFOLIO AGENT:STATE STREET 29,882
BK.TR.,BOSTON
TANGERINE BALANCED GROWTH PORTFOLIO AGENT:STATE
34,312
STREET BK.TR.,BOSTON
TANGERINE EQUITY GROWTH PORTFOLIO AGENT:STATE STREET
39,726
BK.TR.,BOSTON
MAINSTAY VP INCOME BUILDER PORTFOLIO AGENT:STATE STREET
691,341
BK.TR.,BOSTON
TRANSAMERICA BLACKROCK GLOBAL ALLOCATION VP
37,783
AGENT:STATE STREET BK.TR.,BOSTON
MM MSCI EAFE INTERNATIONAL INDEX FUND AGENT:STATE STREET
27,607
BK.TR.,BOSTON
RUSSELL INVESTMENT COMPANY PLC AGENT:STATE STREET
76,895
BK.TR.,BOSTON
JNL/ALLIANCEBERNSTEIN DYNAMIC ASSET ALLOCATION FUND
12,097
AGENT:STATE STREET BK.TR.,BOSTON
JNL/RAFI FUNDAMENTAL EUROPE FUND AGENT:STATE STREET
43,448
BK.TR.,BOSTON
JNL/MELLON CAPITAL MSCI WORLD INDEX FUND AGENT:STATE
14,967
STREET BK.TR.,BOSTON
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
239,697
FEDERATION OF NATIONAL PUBLIC SERVICE PERSONNEL MUTUAL
OPENWORLD PUBLIC LIMITED COMPANY AGENT:STATE STREET
121,223
BK.TR.,BOSTON
RUSSELL INVESTMENTS INSTITUTIONAL FUNDS PLC AGENT:STATE
56,794
STREET BK.TR.,BOSTON
MULTI-STYLE, MULTI-MANAGER FUNDS PLC AGENT:STATE STREET
26,382
BK.TR.,BOSTON
STATE STREET GLOBAL ALL CAP EQUITY EX-US INDEX PORTFOLIO
219,686
AGENT:STATE STREET BK.TR.,BOSTON
STATE STREET DEFENSIVE GLOBAL EQUITY PORTFOLIO
1,667
AGENT:STATE STREET BK.TR.,BOSTON
STATE STREET INTERNATIONAL DEVELOPED EQUITY AGENT:STATE
435,950
STREET BK.TR.,BOSTON
INVESCO GLOBAL INFRASTRUCTURE FUND AGENT:STATE STREET
515,813
BK.TR.,BOSTON
INVESCO GLOBAL RESPONSIBILITY EQUITY FUND AGENT:STATE
1,299
STREET BK.TR.,BOSTON
LOS ANGELES COUNTY EMPLOYEES RETIREMENT ASSOCIATION
337,968
AGENT:STATE STREET BK.TR.,BOSTON
INTERNATIONALE KAPITALANLAGEGESELLSCHAFT MBH FOR DC
AGENT:STATE STREET BK.TR.,BOSTON
239,985
OB 2 AGENT:JP MORGAN CHASE BANK 70,161
SPDR PORTFOLIO MSCI GLOBAL STOCK MARKET ETF AGENT:STATE
STREET BK.TR.,BOSTON
36,102
SPDR MSCI EAFE FOSSIL FUEL RESERVES FREE ETF AGENT:STATE
STREET BK.TR.,BOSTON
24,306

Page: 15

Extraordinary Session 1 2 3 F F F F F F F F F F A F F A F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F A F F A F F A F F F F F F F F F F F F F F F F F F F F A F F A F F F F F F F

VOTING RESULTS

NAME OF PARTICIPANT Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
SPDR MSCI EAFE STRATEGICFACTORS ETF AGENT:STATE STREET
BK.TR.,BOSTON
160,360 F F F
SPDR MSCI ACWI LOW CARBON TARGET ETF AGENT:STATE STREET
BK.TR.,BOSTON
9,755 F F F
HARTFORD MULTIFACTOR DEVELOPED MARKETS AGENT:STATE
STREET BK.TR.,BOSTON
274,744 F F F
MARYLAND STATE RETIREMENT & PENSION SYSTEM AGENT:STATE
STREET BK.TR.,BOSTON
511,910 F F F
RUSSELL INV MULTI-ASSET FACTOR EXPOSURE FUND AGENT:STATE
STREET BK.TR.,BOSTON
69,428 F A F
ALLIANZ GLOBAL INVESTORS GMBH FOR PREMIUMMANDAT
AGENT:STATE STREET BK.TR.,BOSTON
2,509 F F F
THE PRUDENTIAL INSURANCE COMPANY OF AMERICA
AGENT:STATE STREET BK.TR.,BOSTON
152,691 F F F
PRUDENTIAL TRUST CO MASTER COMMINGLED INV F FOR TAX
EXEMPT AGENT:STATE STREET BK.TR.,BOSTON
808 F F F
BLACKROCK GLOBAL LISTED INFRASTRUCTURE FUND AGENT:JP
MORGAN CHASE BANK
74,289 F F F
MDPIM INTERNATIONAL EQUITY INDEX POOL AGENT:STATE
STREET BK.TR.,BOSTON
103,196 F F F
MERCER QIF CCF AGENT:STATE STREET BK.TR.,BOSTON 395,227
MGI FUNDS PLC AGENT:STATE STREET BK.TR.,BOSTON 1,588,313 F F F
MORGAN STANLEY INST FUND INC. GLOBAL INFRASTRUCTURE
AGENT:STATE STREET BK.TR.,BOSTON
214,961 F F F
F F F
MORGAN STANLEY INSTITUTIONAL FUND, INC.- REAL ASSETS
AGENT:STATE STREET BK.TR.,BOSTON
2,522 F F F
MERCER UCITS COMMON CONTRACTUAL FUND AGENT:STATE
STREET BK.TR.,BOSTON
118,342 F F F
BRIGHTHOUSE FUNDS TRUST I - PANAGORA GLOBAL DIV RISK
AGENT:STATE STREET BK.TR.,BOSTON
6,452 F F F
STATE OF NEW JERSEY COMMON PENSION FUND D AGENT:STATE
STREET BK.TR.,BOSTON
1,195,491 F F F
PRINCIPAL EX-TRADED FUNDS-PRINC INT MUL-FACT CORE INDEX ETF
AGENT:STATE STREET BK.TR.,BOSTON
11,989 F F F
PRUDENTIAL HONG KONG LIMITED AGENT:STATE STREET
BK.TR.,BOSTON
1,047,436 F F F
NORDEA GLOBAL PASSIVE FUND AGENT:JP MORGAN BANK LUXEM 92,787
PGIM FUNDS PUBLIC LIMITED COMPANY AGENT:STATE STREET
BK.TR.,BOSTON
38,705 F F F
F F F
PACIFIC SELECT FUND -PD INTERNATIONAL LARGE-CAP PORTFOLIO
AGENT:STATE STREET BK.TR.,BOSTON
130,784 F F F
STICHTING PENSIOENFONDS WERK- EN (RE)INTEGRATIE
AGENT:STATE STREET BK.TR.,BOSTON
506,995 F F F
DWS INVESTMENT GMBH FOR DEAM-FONDS PPC GEQ AGENT:STATE
STREET BK.TR.,BOSTON
4,018 F F F
DWS INVESTMENT GMBH FOR STIFTUNGSFONDS SVOP AGENT:STATE
STREET BK.TR.,BOSTON
52,089 F F F
DWS INVESTMENT GMBH FOR DEAM-FONDS CPT AGENT:STATE
STREET BK.TR.,BOSTON
10,000 F F F
DWS INVESTMENT GMBH FOR DEUTSCHE RR17 AGENT:STATE
STREET BK.TR.,BOSTON
9,656 F F F
THRIVENT INTERNATIONAL INDEX PORTFOLIO AGENT:STATE STREET
BK.TR.,BOSTON
17,595 F F F
RUSSELL INVESTMENTS GLOBAL INFRASTRUCTURE POOL
AGENT:STATE STREET BK.TR.,BOSTON
355,105 F A F
RUSSELL INVESTMENTS MULTI-FACTOR INTERNATIONAL EQUITY
AGENT:STATE STREET BK.TR.,BOSTON
5,893 F A F
VGV POOLFONDS PA1 AGENT:JP MORGAN CHASE BANK 106,785 F F F
STATE STREET CCF AGENT:STATE STREET BK.TR.,BOSTON 27,892
BIMCOR GLOBAL DIVIDEND YIELD POOLED FUND AGENT:STATE
STREET BK.TR.,BOSTON
15,966 F F F
F F F
BIMCOR GLOBAL EQUITY POOLED FUND AGENT:STATE STREET
BK.TR.,BOSTON
121,400 F F F
THE UNIVERSITY OF HONG KONG AGENT:STATE STREET
BK.TR.,BOSTON
91,931 F F F
HONG KONG SPECIAL ADMINISTRATIVE REGION GOVERNMENT
AGENT:STATE STREET BK.TR.,BOSTON
14,668 F F F
STATE STREET IRELAND UNIT TRUST AGENT:STATE STREET
BK.TR.,BOSTON
228,195 F F F
THE WORKERS` COMPENSATION BOARD AGENT:STATE STREET 4,787,012 F F F

Page: 16

BK.TR.,BOSTON

LIST OF PARTICIPANTS
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
SSGA SPDR ETFS EUROPE I PUBLIC LIMITED COMPANY
AGENT:STATE STREET BK.TR.,BOSTON
273,255 1 2 3
F F F
SSGA SPDR ETFS EUROPE II PUBLIC LIMITED COMPANY AGENT:STATE
STREET BK.TR.,BOSTON
1,094,539 F F F
SIR DAVID TRENCH FUND FOR RECREATION AGENT:STATE STREET
BK.TR.,BOSTON
18,387 F F F
PICTET CH - GLOBAL EQUITIES AGENT:PICTET & CIE 750
SUNSUPER SUPERANNUATION FUND AGENT:STATE STREET
BK.TR.,BOSTON
554,004 F F F
F F F
CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM
AGENT:STATE STREET BK.TR.,BOSTON
4,909,883 F A F
DELTASHARES S+P INTERNATIONAL MANAGED RISK ETF
AGENT:STATE STREET BK.TR.,BOSTON
22,194 F F F
CALIFORNIA STATE TEACHERS RETIREMENT SYSTEM AGENT:STATE
STREET BK.TR.,BOSTON
2,858,244 F A F
TEACHER RETIREMENT SYSTEM OF TEXAS AGENT:STATE STREET
BK.TR.,BOSTON
1,375,636 F F F
DWS INVESTMENT GMBH FOR DEAM-FONDS PG EQ AGENT:STATE
STREET BK.TR.,BOSTON
42,230 F F F
AXA INV MAN SCHWEIZ AG OBO AXA (CH) STRAT FD - GLOBAL EQ CHF
AGENT:STATE STREET BK.TR.,BOSTON
14,865 F F F
AXA SWISS INSTITUTIONAL FUND - EQUITIES GLOBAL EX
AGENT:STATE STREET BK.TR.,BOSTON
15,440 F F F
METZLER ASSET MANAGEMENT GMBH FOR MI-FONDS 415
AGENT:STATE STREET BK.TR.,BOSTON
49,361 F F F
DWS INVESTMENT GMBH FOR DEAM-FONDS GSK 1 AGENT:STATE
STREET BK.TR.,BOSTON
25,718 F F F
FINREON WORLD EQUITY ISOPRO (PENSION) CREDIT SUISSE FUNDS
AG AGENT:CREDIT SUISSE SWITZ
52,188 F F F
CDN MSCI EAFE MINIMUM VOLATILITY INDEX FUND AGENT:JP
MORGAN CHASE BANK
1,150 F F F
UBS (IRL) ETF PLC AGENT:STATE STREET BK.TR.,BOSTON 607,848 F F F
ALLIANZ GLOBAL INVESTORS GMBH FOR ALLIANZGI-FONDS VDB
AGENT:STATE STREET BK.TR.,BOSTON
40,898 F F F
VANECK VECTORS UCITS ETFS PLC AGENT:STATE STREET
BK.TR.,BOSTON
1,544 F A F
VANGUARD FTSE DEVELOPED EUROPE INDEX ETF AGENT:STATE
STREET BK.TR.,BOSTON
27,713 F F F
VANECK VECTORS NATURAL RESOURCES ETF AGENT:STATE
STREET BK.TR.,BOSTON
17,125 F A F
WISDOMTREE ISSUER ICAV AGENT:STATE STREET BK.TR.,BOSTON 40,580 F F F
DIVERSIFIED MARKETS (2010) POOLED FUND TRUST AGENT:STATE
STREET BK.TR.,BOSTON
51,025 F F F
WASHINGTON STATE INVESTMENT BOARD AGENT:STATE STREET
BK.TR.,BOSTON
WSIB INVESTMENTS (PUBLIC EQUITIES) POOLED FUND TRUST
821,653
2,914,773
F F F
AGENT:STATE STREET BK.TR.,BOSTON
WISDOMTREE DYNAMIC CURRENCY HEDGED INTRNL EQUITY FUND
43,013 F F F
AGENT:STATE STREET BK.TR.,BOSTON
MORGAN STANLEY INVESTMENT FUNDS
568,493 F F F
WISDOMTREE INTERNATIONAL HIGH DIVIDEND FUND AGENT:STATE 104,284 F F F
STREET BK.TR.,BOSTON
WISDOMTREE INTERNATIONAL EQUITY FUND AGENT:STATE
204,811 F F F
STREET BK.TR.,BOSTON
WISDOMTREE INTERNATIONAL DIVIDEND EX- AGENT:STATE
314,957 F F F
STREET BK.TR.,BOSTON
WISDOMTREE INTERNATIONAL LARGECAP DIVIDEND AGENT:STATE
158,539 F F F
STREET BK.TR.,BOSTON
WISDOMTREE EUROPE QUALITY DIVIDEND GROWTH FUND
59,394 F F F
AGENT:STATE STREET BK.TR.,BOSTON
NEW YORK STATE TEACHERS RETIREMENT SYSTEM AGENT:STATE
2,076,987 F F F
STREET BK.TR.,BOSTON
PENSIOENFONDS METAAL OFP AGENT:STATE STREET
85,956 F F F
BK.TR.,BOSTON
BMO MONTHLY INCOME FUND AGENT:STATE STREET
46,635 F F F
BK.TR.,BOSTON
BMO GLOBAL INFRASTRUCTURE FUND AGENT:STATE STREET
143,865 F F F
BK.TR.,BOSTON
BMO DIVERSIFIED INCOME PORTFOLIO AGENT:STATE STREET
23,938 F F F
BK.TR.,BOSTON
T. ROWE PRICE FUNDS SICAV
298 F F F

F F F

E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
PRUDENTIAL RETIREMENT INSURANCE AND ANNUITY COMPANY 71,504 1 2 3
F F F
AGENT:STATE STREET BK.TR.,BOSTON
MANULIFE ASSET MANAGEMENT INTERNATIONAL EQUITY
89,062 F F F
AGENT:STATE STREET BK.TR.,BOSTON
ZURICH INVEST ICAV AGENT:STATE STREET BK.TR.,BOSTON 235,804 F F F
SS BK AND TRUST COMPANY INV FUNDS FOR TAXEXEMPT
AGENT:STATE STREET BK.TR.,BOSTON
8,524,179 F F F
SSGA ACWI INTEGR ALPHA SELECT NON-LENDING QP COMMON
AGENT:STATE STREET BK.TR.,BOSTON
9,392 F F F
SSGA FTSE RAFI DEVELOPED 1000 INDEX NON-LENDING COMMON
AGENT:STATE STREET BK.TR.,BOSTON
14,172 F F F
STATE STREET GLOBAL MANAGED VOL ALPHA NON-LENDING COM
AGENT:STATE STREET BK.TR.,BOSTON
150,683 F F F
SS FTSE DEV COMPREHENSIVE FACTOR IND NON- AGENT:STATE
STREET BK.TR.,BOSTON
227,837 F F F
STATE STREET RAFI DEVELOP EX-US INDEX NON-LENDING COMMON
AGENT:STATE STREET BK.TR.,BOSTON
3,807 F F F
SSGA MSCI EUROPE SCREENED INDEX NON-LENDING COMMON
AGENT:STATE STREET BK.TR.,BOSTON
199,619 F F F
FORD PENSION UNIVERSAL AGENT:JP MORGAN CHASE BANK 7,331
MSCI EAFE PROV SCREENED INDEX NON - LENDING COMMON TR
AGENT:STATE STREET BK.TR.,BOSTON
47,200 F A F
F F F
STATE STREET TOTAL RETURN V.I.S. FUND AGENT:STATE STREET
BK.TR.,BOSTON
364,016 F F F
THE AB PORTFOLIOS - AB TAX-MANAGED ALL MARKET INCOME
AGENT:STATE STREET BK.TR.,BOSTON
4,315 F F F
DWS INVESTMENT S.A. FOR ARERO - DER WELTFONDS AGENT:STATE
STREET BK.TR.,BOSTON
40,713 F F F
STATE STREET GLOBAL ADVISORS LUXEMBOURG SICAV
AGENT:STATE STREET BK.TR.,BOSTON
87,787 F F F
COHEN AND STEERS SICAV (LUXEMBOURG) AGENT:STATE STREET
BK.TR.,BOSTON
29,646 F F F
DWS INVEST AGENT:STATE STREET BK.TR.,BOSTON 6,442,899
DB X-TRACKERS AGENT:STATE STREET BK.TR.,BOSTON 3,025,695 F F F
DEUTSCHE AM MULTI ASSET PIR FUND AGENT:STATE STREET
BK.TR.,BOSTON
547,848 F F F
F F F
DWS FIXED MATURITY AGENT:STATE STREET BK.TR.,BOSTON 362,008 F F F
MAIN VI-UNIVERSAL-FONDS AGENT:JP MORGAN CHASE BANK 6,808 F A F
DWS INVESTMENT S.A. FOR ZURICH GLOBAL EQUITY AGENT:STATE
STREET BK.TR.,BOSTON
87,301 F F F
DWS FUNDS AGENT:STATE STREET BK.TR.,BOSTON 1,070,245 F F F
DWS INVESTMENT S.A. FOR AL DWS GLOBALAKTIV+ AGENT:STATE
STREET BK.TR.,BOSTON
1,533,402 F F F
DWS INVESTMENT S.A. FOR DWS MULTI ASSET INCOME
KONTROLLIERT AGENT:STATE STREET BK.TR.,BOSTON
618,363 F F F
MULTILABEL SICAV AGENT:STATE STREET BK.TR.,BOSTON 66,736 F F F
UBS ETF AGENT:STATE STREET BK.TR.,BOSTON 5,539,915 F F F
RUSSELL INVESTMENT COMPANY II PLC AGENT:STATE STREET
BK.TR.,BOSTON
14,630 F A F
STATE STREET INTERNATIONAL STOCK SELECTION FUND
AGENT:STATE STREET BK.TR.,BOSTON
33,662 F F F
IBM 401K PLUS PLAN AGENT:STATE STREET BK.TR.,BOSTON 369,608 F F F
COLLEGE RETIREMENT EQUITIES FUND AGENT:STATE STREET
BK.TR.,BOSTON
168,179 F F F
SUEBIA-FONDS AGENT:JP MORGAN CHASE BANK 10,715 F A F
TIIA-CREF INTERNATIONAL EQUITY INDEX FUND AGENT:STATE
STREET BK.TR.,BOSTON
2,026,088 F F F
DESJARDINS GLOBAL DIVIDEND FUND AGENT:STATE STREET
BK.TR.,BOSTON
2,329,440 F F F
VALIC COMPANY I - INTERNATIONAL EQUITIES INDEX FUND
AGENT:STATE STREET BK.TR.,BOSTON
181,879 F F F
VALIC COMPANY I - GLOBAL STRATEGY FUND AGENT:STATE
STREET BK.TR.,BOSTON
26,564 F F F
BRIGHTHOUSE FUNDS TRUST II - METLIFE MSCI EAFE INDEX PTF
AGENT:STATE STREET BK.TR.,BOSTON
137,424 F F F
JOHN HANCOCK LIFE AND HEALTH INSURANCE COMPANY 109,563
SPDR MSCI ACWI EX-US ETF AGENT:STATE STREET BK.TR.,BOSTON 154,172 F F F
SPDR PORTFOLIO DEVELOPED WORLD EX-US ETF AGENT:STATE 906,030 F F F
STREET BK.TR.,BOSTON F F F

F: For; A: Against; B: Abstained; 1: Slate 1; 2: Slate 2; -: Non-Voting; X: Absent from voting; N: Votes not counted; C: Cancelled votes; Q: Votes excluded from quorum

Extraordinary
NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total Session
MORGAN STANLEY VAR INS FUND, INC. GLOBAL INFRASTRUCTURE
PORT AGENT:STATE STREET BK.TR.,BOSTON
53,403 1 2 3
F F F
MORGAN STANLEY INSTITUTIONAL FD TR - GLOBAL STRATEGIST PTF 9,450 F F F
AGENT:STATE STREET BK.TR.,BOSTON
EBK-AKTIEN-UNIVERSAL-FONDS AGENT:JP MORGAN CHASE BANK
367,593
MORGAN STANLEY VAR INS FUND, INC. GLOBAL STRATEGIST 989 F A F
F F F
PORTFOLIO AGENT:STATE STREET BK.TR.,BOSTON
PRINCIPAL DIVERSIFIED REAL ASSET CIT AGENT:STATE STREET
1,546,247
BK.TR.,BOSTON F F F
SPDR STOXX EUROPE 50 ETF AGENT:STATE STREET BK.TR.,BOSTON
INTERNATIONAL ALPHA SELECT COMMON TRUST FUND
27,575
34,643
F F F
AGENT:STATE STREET BK.TR.,BOSTON F F F
COMMON TRUST ITALY FUND AGENT:STATE STREET BK.TR.,BOSTON 1,198,776 F F F
WORLD INDEX OLUS SECURITIES LENDING COMMON TRUST FUND
AGENT:STATE STREET BK.TR.,BOSTON
61,981 F F F
NATWEST TR AND DEP SERV LTD AS TRUSTEE O LF PRUD EURO QIS FD
AGENT:STATE STREET BK.TR.,BOSTON
61,757 F F F
SPDR S+P WORLD EX AUSTRALIA FUND AGENT:STATE STREET 6,178 F F F
BK.TR.,BOSTON
ARGO GLOBAL LISTED INFRASTRUCTURE LIMITED AGENT:STATE
467,557 F F F
STREET BK.TR.,BOSTON
RUSSELL INVESTMENTS LOW CARBON GLOBAL SHARES FUND
29,333
AGENT:STATE STREET BK.TR.,BOSTON
ISHARES WHOLESALE SCREENED INTERNATIONAL EQUITY INDEX
13,725 F A F
FUND AGENT:JP MORGAN CHASE BANK F F F
EMERGENCY SERVICES SUPERANNUATION SCHEME AGENT:STATE
STREET BK.TR.,BOSTON
7,662 F A F
FIRST STATE SUPERANNUATION SCHEME AGENT:STATE STREET
BK.TR.,BOSTON
261,570 F A F
RUSSELL INVESTMENTS GLOBAL LISTED INFRASTRUCTRE FUND -
AGENT:STATE STREET BK.TR.,BOSTON
70,590 F A F
VANECK VECTORS FTSE GLOBAL INFRASTRUCTURE AGENT:STATE
STREET BK.TR.,BOSTON
224,488 F A F
LAZARD GLOBAL LISTED INFRASTRUCTURE FUND AGENT:STATE
STREET BK.TR.,BOSTON
16,225,581 F F F
LAZARD GLOBAL EQUITY FRANCHISE FUND (HEDGED) 33,040 F F F
AGENT:STATE STREET BK.TR.,BOSTON
LAZARD GLOBAL EQUITY FRANCHISE FUND AGENT:STATE STREET
655,736 F F F
BK.TR.,BOSTON
AXA IM SUSTAINABLE EQUITY FUND AGENT:STATE STREET
105,190 F F F
BK.TR.,BOSTON
INTERNATIONAL EQUITIES SECTOR TRUST AGENT:STATE STREET
2,863
BK.TR.,BOSTON
UBS IQ MSCI WORLD EX AUSTRALIA ETHICAL ETF AGENT:STATE
7,039 F A F
STREET BK.TR.,BOSTON F F F
SUE ANN ARNALL AGENT:JP MORGAN CHASE BANK 2,156 F F F
STATE STREET GLOBAL INDEX PLUS TRUST AGENT:STATE STREET
BK.TR.,BOSTON
33,616 F F F
STATE STREET INTERNATIONAL EQUITIES INDEX TRUST
AGENT:STATE STREET BK.TR.,BOSTON
44,115 F F F
BLACKROCK AM SCHWEIZ AG OBO BIFS WORLD EX SWITZ EQ
AGENT:STATE STREET BK.TR.,BOSTON
47,851 F F F
BLACKROCK AST MNG SCH AG F ISHS WRD EX SWITZ EQ IND F II (CH)
AGENT:STATE STREET BK.TR.,BOSTON
30,375 F F F
FLOURISH INVESTMENT CORPORATION AGENT:STATE STREET 141,874 F F F
BK.TR.,BOSTON
PEOPLE`S BANK OF CHINA AGENT:STATE STREET BK.TR.,BOSTON
2,689,063
THE TRUSTEES OF BP PENSION FUND AGENT:STATE STREET 57,282 F F F
F F F
BK.TR.,BOSTON
FAMILY INVESTMENTS CHILD TRUST FUND AGENT:STATE STREET
65,329
BK.TR.,BOSTON F F F
FAMILY INVESTMENTS GLOBAL ICVC FAMILY BALANCED INT FUND
AGENT:STATE STREET BK.TR.,BOSTON
38,649 F F F
HSBC AS TRUSTEE FOR SSGA EUROPE EX UK EQUITY TRACKER FUND
AGENT:STATE STREET BK.TR.,BOSTON
1,062,540 F F F
WESTPAC WHOLESALE INTERNATIONAL SHARE NO.2 TRUST
AGENT:JP MORGAN CHASE BANK
100,958 F F F
NATWEST TRU+DEP SERV LTD ATO ST. JAMES`S PL GL EQ UN TR
AGENT:STATE STREET BK.TR.,BOSTON
683,905 F F F
NATWEST TR+DEP SERV LTD ATO ST. JAMES`S PL STRAT MNGD UN TR 69,775 F A F
AGENT:STATE STREET BK.TR.,BOSTON
VOTING RESULTS Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY REPRESENTATIVE
MANAGED PENSION FUNDS LIMITED AGENT:STATE STREET
Partial
1,257,685
Total 1 2 3
BK.TR.,BOSTON F F F
SSTL AS DEP OF FP BRUNEL PENS PART ACS FP BRU LOW VOL GLB EQ 466,472
AGENT:STATE STREET BK.TR.,BOSTON F F F
ALLIANZ UK+EUROPEAN INV FDS-ALLIANZ EUROPEAN EQUITY
AGENT:STATE STREET BK.TR.,BOSTON
40,977 F F F
THE TRUSTEES OF GOLDMAN SACHS UK RETIREMENT PLAN 9,785
AGENT:STATE STREET BK.TR.,BOSTON F F F
M+G INVESTMENT FUNDS (1)- M+G EUROPEAN INDEX AGENT:STATE 32,525 F F F
STREET BK.TR.,BOSTON
THE TRUSTEES OF THE GE UK PENSION COMMON INVESTMENT
AGENT:STATE STREET BK.TR.,BOSTON
126,692 F F F
STICHTING PHILIPS PENSIOENFONDS AGENT:STATE STREET 258,694
BK.TR.,BOSTON F F F
THE TRUSTEES OF NATIONAL EMPLOYMENT SAVINGS TRUST 1,047,250 F F F
AGENT:STATE STREET BK.TR.,BOSTON
FINREON WORLD EQUITY MULTI PREMIA DEFENSIVE (PENSION)
162,617
CREDIT SUISSE FUNDS AG AGENT:CREDIT SUISSE SWITZ F F F
ISHARES ALL-COUNTRY EQUITY INDEX FUND AGENT:JP MORGAN 11,144 F F F
CHASE BANK
VANGUARD INV FDS ICVC-VANG FTSE DEV WOR LD EX - UK EQT IND
AGENT:STATE STREET BK.TR.,BOSTON
512,586 F F F
VANGUARD INV F ICVC-VANGUARD FTSE DEV EUROPE EX-UK EQ 1,006,556
INDEX AGENT:STATE STREET BK.TR.,BOSTON F F F
VANGUARD INV FUNDS ICVC-VANGUARD FTSE GLOB ALL CAP IND 31,885 F F F
FUND AGENT:STATE STREET BK.TR.,BOSTON
PUBLIC AUTHORITY FOR SOCIAL INSURANCE AGENT:STATE STREET
531,244
BK.TR.,BOSTON F F F
SCOTTISH WIDOWS INV SOL F ICVC- FUNDAMENTAL INDEX 229,298 F F F
AGENT:STATE STREET BK.TR.,BOSTON
SCOTTISH WIDOWS INV SOLUTIONS F ICVC- EUROPEAN (EX UK) EQ FD
AGENT:STATE STREET BK.TR.,BOSTON
380,332 F F F
GLOBAL INCOME BUILDER PORTFOLIO AGENT:STATE STREET 209,249
BK.TR.,BOSTON F F F
ALLIANZ EPARGNE ACTIONS ISR SOLIDAIRE AGENT:STATE STREET
BK.TR.,BOSTON
141,760 F F F
VANGUARD INVESTMENTS II COMMON AGENT:STATE STREET 315,122
BK.TR.,BOSTON F F F
VANGUARD INVESTMENTS COMMON CONTRACTUAL FUND 325,965 F F F
AGENT:STATE STREET BK.TR.,BOSTON
BLACKROCK CDN GLOBAL INFRASTRUCTURE EQUITY INDEX FUND
3,069,973
AGENT:JP MORGAN CHASE BANK F F F
MEDIOLANUM GESTIONE FONDI SGR - FLESSIBILE FUTURO ITALIA 6,070,000
MEDIOLANUM GESTIONE FONDI SGR - FLESSIBILE SVILUPPO ITALIA 1,000,000 F F F
STG PFDS CORP EXPRESS MANDAAT ALLIANCE CAPITA 400 F F F
ONDERLINGE LEVENSVERZEKERING MAATSCHAPPIJ 312,024 F F F
F F F
`S-GRAVENHAGE UA
STG PFDS ACHMEA MANDAAT BLACKROCK 135,473 F F F
STICHTING J.E. ASR ES G INDEXPLUS INST. FONDSEN INZAKE EUROPA 1,209,127 F F F
EPSILON MULTIASSET VALORE GLOBALE MARZO 2022 26,729
48,722
F F F
EPSILON MULTIASSET VALORE GLOBALE SETTEMBRE 2021
EPSILON MULTIASSET VALORE GLOBALE DICEMBRE 2021
45,089 F F F
EPSILON ASSOCIATI SGR - EPSILONSGR QVALUE 9,525 F F F
SIEMENS-FONDS SIEMENS-RENTE AGENT:JP MORGAN CHASE BANK 386,466 F F F
EPSILON ASSOCIATI SGR - EPSILONSGR QRETURN 65,453 F F F
EPSILON ASSOCIATI SGR - EPSILONSGR DLONGRUN 1,022 F F F
EPSILON FUND - EURO Q-EQUITY 10,858 F F F
EPSILON FLESSIBILE AZIONI EURO FEBBRAIO 2021 13,934 F F F
EPSILON FLESSIBILE AZIONI EURO APRILE 2021 6,081 F F F
EPSILON MULTIASSET VALORE GLOBALE LUGLIO 2022 39,603 F F F
EPSILON MULTIASSET VALORE GLOBALE MAGGIO 2022 50,069 F F F
EPSILON MULTIASSET VALORE GLOBALE GIUGNO 2021 114,017 F F F
ALLIANZ GLOBAL INVESTORS FUND 2,150,868 F F F
PREMIUMMANDAT BALANCE 4,623 F F F
NMM5 GIEP BRI ACCOUNT AGENT:NOMURA BK SA LUXEMB 153,405 F F F
PREMIUMMANDAT DYNAMIK 7,867 F F F
ALLIANZ STIFTUNGSFONDS NACHHALTIGKEIT 81,473 F F F
F F F
E-MARKET
SDIR
CERTIFIED
VOTING RESULTS
NAME OF PARTICIPANT Extraordinary
Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
AZ EURO INVESTMENTS S.A. 1,337,296 F F F
RP RENDITE PLUS 34,082 F F F
AXA WORLD FUNDS 491,857 F F F
BLACKROCK STRATEGIC FUNDS 766,669 F F F
BLACKROCK GLOBAL INDEX FUNDS 120,644 F F F
GOLDMAN SACHS FUNDS 1,810 F F F
GLOBAL ADVANTAGE FUNDS 32,801
ISHARES MSCI EAFE INTERNATIONALINDEX FUND 846,528 F A F
NMM5 WIEQ CNS ACCOUNT AGENT:NOMURA BK SA LUXEMB 65,819 F F F
ISHARES MSCI ACWI ETF 579,394 F F F
ISHARES MSCI ACWI EX U.S. ETF 305,554 F F F
ISHARES GLOBAL UTILITIES ETF 210,045 F F F
ISHARES MSCI EUROZONE ETF 2,015,686 F F F
ISHARES EUROPE ETF 353,384 F F F
ISHARES MSCI EAFE ETF 6,673,444 F F F
ISHARES MSCI EAFE VALUE ETF 2,438,887 F F F
ISHARES MSCI KOKUSAI ETF 8,527 F F F
ISHARES MSCI ITALY ETF 946,257 F F F
ISHARES INTERNATIONAL SELECT DIVIDEND ETF 4,486,226 F F F
DANSKE BANK PULJER 157,004 F F F
ISHARES EDGE MSCI MIN VOL EAFE ETF 8,143,340 F F F
ISHARE EDGE MSCI MIN VOL EAFE INDEX FUND OF BLACKROCK 29,205 F F F
FUNDS
ISHARES CORE MSCI EUROPE ETF
702,615 F F F
ISHARES MSCI ACWI LOW CARBON TARGET ETF 98,112 F F F
ISHARES EDGE MSCI INTL QUALITY FACTOR ETF 544,312 F F F
ISHARES EDGE MSCI INTL SIZE FACTOR ETF 5,460 F F F
ISHARES ESG MSCI EAFE ETF 728,452 F F F
ISHARES MSCI WORLD ETF 76,450 F F F
ISHARES CORE MSCI EAFE ETF 9,160,436 F F F
ISHARES CORE MSCI TOTAL INTERNATIONAL STOCK ETF 1,800,819 F F F
F F F
LOMBARD ODIER FUNDS (SWITZERLAND) SA "I3D, FIGO OU CIFOPI"
AGENT:BANK LOMBAR OD & C
ISHARES CORE MSCI INTERNATIONALDEVELOPED MARKETS ETF
341,016
500,450
F F F
F F F
ISHARES CORE MSCI GLOBAL QUALITY DIVIDEND INDEX ETF 27,165 F F F
ISHARES CORE MSCI EAFE IMI INDEX ETF 366,137 F F F
ISHARES MSCI EUROPE IMI INDEX ETF 36,767 F F F
ISHARES ESG MSCI EAFE INDEX ETF 5,468 F F F
ISHARES INTERNATIONAL FUNDAMENTAL INDEX ETF 12,808 F F F
ISHARES GLOBAL MONTHLY DIVIDENDINDEX ETF (CAD-HEDGED) 41,568 F F F
CONNECTICUT GENERAL LIFE INSURANCE COMPANY 4,942 F F F
TOTAL INTERNATIONAL EX U.S. INDEX MASTER PORTFOLIO OF
MASTER INV
AMERICAN CENTURY ETF TRUST-AVANTIS INTERNATIONAL EQUITY
83,926
44,956
F F F
ETF F F F
KDI INSTITUTIONAL AFDELING DANICA LINK - INDEKS GLOBALE
AKTIER AGENT:DANSKE BANK S/A
11,927 F F F
AMERICAN CENTURY ETF TRUST-AVANTIS INTERNATIONAL EQUITY
FUND
6,797 F F F
AMERICAN BUREAU OF SHIPPING 2,278 F F F
UNITED TECHNOLOGIES CORPORATIONEMPLOYEE SAVINGS PLAN
MASTER TRU
211,178 F F F
CITY UNIVERSITY OF NEW YORK 1,450 F F F
XTRACKERS (IE) PUBLIC LIMITED COMPANY 510,464 F F F
DETROIT EDISON QUALIFIED NUCLEAR DECOMMISSIONING TRUST 54,949 F F F
EPOCH GLOBAL EQUITY SHAREHOLDERYIELD FUND 140,713 F F F
ALLIAZGI GLOBAL ALLOCATION FUND 14,855 F F F
ALLIANZGI GLOBAL DYNAMIC ALLOCATION FUND 2,542 F F F
FEG SELECT 8,748 F F F
GLOBAL INDEKS KL AGENT:DANSKE BANK S/A 78,217 F F F
FRANKLIN LIBERTYQT INTERNATIONAL EQUITY INDEX ETF 3,675 F F F
Extraordinary

Session

VOTING RESULTS

NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
FRANKLIN TEMPLETON ETF TRUST - FRANKLIN FTSE EUROPE ETF 51,428 F F F
FRANKLIN TEMPLETON ETF TRUST - FRANKLIN FTSE ITALY ETF 20,421 F F F
FRANKLIN TEMPLETON ETF TRUST-FRANKLIN LIBERTYQ INT`L
EQUITY HEDG
4,640 F F F
FRANKLIN TEMPLETON ETF TRUST-FRANKLIN LIBERTYQ GLOBAL
EQUITY ETF
2,004 F F F
FRANKLIN FTSE EUROPE EX U.K. INDEX ETF 22,428 F F F
FRANKLIN TEMPLETON ETF TRUST - FRANKLIN FTSE EUROPE
HEDGED ETF
HARBOR ROBECO INTERNATIONAL CONSERVATIVE EQUITIES FUND
2,070
4,095
F F F
HARBOR ROBECO GLOBAL CONSERVATIVE EQUITIES FUND 3,797 F A F
HAND COMPOSITE EMPLOYEE BENEFITTRUST 25,251 F A F
TRUST & CUSTODY SERVICES BANK LTD AS TRUSTEE FOR PENSION 9,759 F F F
INVESTMENT FUND TRUST NUMBER 8 AGENT:MIZUHO TRUST F F F
LAZARD GLOBAL LISTED INFRASTRUCTURE TRUST LAZARD ASSET
MANAGEMEN
3,506,717 F F F
FIRST CHURCH OF CHRIST SCIENTIST 2,174 F F F
LAZARD GLOBAL LISTED INFRASTRUCTURE (CANADA) FUND 8,219,151 F F F
LAZARD GLOBAL EQUITY FRANCHISE (CANADA) FUND 1,028,469
INTECH GLOBAL ALL COUNTRY ENHANCED INDEX FUND LLC 760 F F F
F F F
SUNAMERICA EQUITY FUNDS AIG INTERNATIONAL DIVIDEND
STRATEGY FUND
147,688 F F F
SUNAMERICA SERIES TRUST-SA LEGGMASON TACTICAL
OPPORTUNITIES PO
3,091 F F F
SEASONS SERIES TRUST SA PUTNAM ASSET ALLOCATION
DIVERSIFIED GROW
20,526 F F F
SUNAMERICA SERIES TRUST SA JPM DIVERSIFIED BALANCED
PORTFOLIO
2,736 F F F
SEASONS SERIES TRUST SA MULTI-MANAGED INTERNATIONAL
EQUITY PORTF
15,730 F F F
BLKB IQ FUND (CH) IQ RESPONSIBLE EQUITY WORLD EX
SWITZERLAND CREDIT SUISSE FUNDS AG AGENT:CREDIT SUISSE
41,082 F F F
FRIENDS LIFE LIMITED AGENT:HSBC BANK PLC 33,263 F A F
SUNAMERICA SERIES TRUST SA BLACKROCK VCP GLOBAL MULTI
ASSET PORT
3,298 F F F
SUNAMERICA SERIES TRUST - SA INTERNATIONAL INDEX PORTFOLIO 77,708 F F F
DWS GLOBAL INCOME BUILDER FUND 256,258 F F F
DWS GLOBAL INCOME BUILDER VIP 43,448 F F F
INSTITUTIONAL RETIREMENT TRUST 234,448 F F F
CAYMAN ISLANDS CHAMBER OF COMMERCE PENSION FUND 11,344 F F F
COUNTY OF LOS ANGELES DEFERRED COMPENSATION AND THRIFT
PLAN
21,500 F A F
LVIP SSGA INTERNATIONAL INDEX FUND 388,864 F F F
COUNTY OF LOS ANGELES SAVINGS PLAND THRIFT PLAN 4,500 F A F
RHUMBLINE INTERNATIONAL POOLED INDEX TRUST 37,029 F F F
EUROPA INDEKS BNP KL AGENT:DANSKE BANK S/A 26,955 F F F
RHUMBLINE LOW CARBON INDEX FUNDLLC 58,812 F F F
MARIGOLD TACTICAL STRATEGIES LTD 12,567 F F F
NUVEEN WINSLOW INTERNATIONAL LARGECAP FUND 13,202 F F F
NUVEEN REAL ASSET INCOME FUND 3,581,527 F F F
NUVEEN REAL ASSET INCOME & GROWTH FUND 1,397,331 F F F
NUVEEN SANTA BARBARA GLOBAL DIVIDEND GROWTH FUND 65,850 F F F
NUVEEN SANTA BARBARA INTERNATIONAL DIVIDEND GROWTH FUND 26,769 F F F
TALCOTT RESOLUTION LIFE INSURANCE COMPANY 15,923 F A F
TEXAS MUNICIPAL RETIREMENT SYSTEM 2,196,883 F F F
NUVEEN GLOBAL INFRASTRUCTURE FUND 460,116 F F F
REASSURE LTD WL EUTE-EUR EQ TRK AGENT:HSBC BANK PLC 43,282 F F F
CITY OF NEW YORK GROUP TRUST 571,722
718,029
F F F
FIDELITY COMMONWEALTH TRUST II:FIDELITY INT`L ENHANCED
INDEX FD
FIDELITY COVINGTON TRUST: FIDELITY TARGETED INTL FACTOR
21,098 F F F
ETF
PUTNAM WORLD TRUST
5,766 F F F
F A F

Cancelled votes; Q: Votes excluded from quorum

F: For; A: Against; B: Abstained; 1: Slate 1; 2: Slate 2; -: Non-Voting; X: Absent from voting; N: Votes not counted; C:

NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE
Partial Total
PES:PIMCO RAFI DYNAMIC MULTI-FACTOR INTERNATIONAL EQUITY 13,089
ETF
INTEL CORPORATION RETIREE MEDICAL PLAN TRUST
12,597
ALASKA COMMON TRUST FUND 114,075
RUSSELL INVESTMENTS INSTITUTIONAL FUNDS, LLC GLOBAL LISTED
INFRA
5,143
SSGA MSCI ACWI EX-USA INDEX NON-LENDING DAILY TRUST 10,981
ROMAN CATHOLIC BISHOP OF SPRINGFIELD A CORPORATION SOLE 1,651
HSBC INDEX TRACKER INVESTMENT FUNDS ICVC AGENT:HSBC 144,925
BANK PLC
VANGUARD FTSE DEVELOPED EUROPE ALL CAP INDEX ETF 22,658
VANGUARD FTSE DEVELOPED ALL CAPEX NORTH AMERICA INDEX
ETF
161,256
VANGUARD DEVELOPED ALL-CAP EX NORTH AMERICA EQUITY INDEX
POOLED
9,398
VANGUARD FTSE DEVELOPED EX NORTH AMERICA HIGH DIVIDEND
YIELD IND
4,228
WELLS FARGO INTERNATIONAL GROWTH PORTFOLIO 3,572
WELLS FARGO FACTOR ENHANCED INTERNATIONAL PORTFOLIO 46,912
WELLS FARGO BK DECL OF TRUST ESTABL INVEST FUNDS EMPLOYEE
BEN TR
392,639
WILMINGTON TRUST COLLECTIVE INVESTMENT TRUST 6,199
FCA CANADA INC. ELECTED MASTER TRUST 365,843
VANGUARD TOTAL WORLD STOCK INDEX FUND 819,750
REASSURE LIMITED AGENT:HSBC BANK PLC 551,634
VANGUARD DEVELOPED MARKETS INDEX FUND 14,029,183
HC CAPITAL TRUST - THE ESG GROWTH PORTFOLIO 5,158
HC CAPITAL TRUST- THE CATHOLIC SRI GROWTH PORTFOLIO 3,449
ARKWRIGHT, LLC 20,861
HC CAPITAL TRUST- THE INTERNATIONAL EQUITY PORTFOLIO 110,979
SYLVAN PARTNERS, LLC 23,123
46,291
JOHN HANCOCK FUNDS II INCOME ALLOCATION FUND
INTERNATIONAL MONETARY FUND 148,081
PUTNAM DYNAMIC RISK ALLOCATION FUND 7,331
PUTNAM VARIABLE TRUST - PUTNAM VT GLOBAL ASSET
ALLOCATION FUND
8,633
TRUST & CUSTODY SERVICES BANK LTD AS TRUSTEE FOR PENSION
INVESTMENT FUND TRUST NUMBER 21 AGENT:MIZUHO TRUST
19,771
PUTNAM DYNAMIC ASSET ALLOCATIONGROWTH FUND 178,272
PUTNAM DYNAMIC ASSET ALLOCATIONBALANCED FUND 113,039
PUTNAM DYNAMIC ASSET ALLOCATIONCONSERVATIVE FUND 42,905
PUTNAM TOTAL RETURN TRUST 8,277
PUTNAM RETIREMENT ADVANTAGE GAAGROWTH PORTFOLIO 140,504
PUTNAM RETIREMENT ADVANTAGE GAABALANCE PORTFOLIO 81,444
PUTNAM RETIREMENT ADVANTAGE GAACONSERVATIVE PORTFOLIO 29,271
PUTNAM RETIREMENT ADVANTAGE GAAINCOME STRATEGIES 27,021
PORTFOLIO
PUTNAM RETIREMENT ADVANTAGE GAAEQUITY PORTFOLIO
44,504
PUTNAM TOTAL RETURN FUND, LLC 9,541
AI 30:70 GLOBAL EQUITY (CURRENCY HEDGED) INDEX FUND
AGENT:HSBC BANK PLC
32,270
THE STATE OF NEVADA 18,933
PUTNAM DYNAMIC ASSET ALLOCATIONEQUITY FUND 4,651
COHEN & STEERS REAL ASSETS FUND, INC 51,470
COHEN & STEERS INFRASTRUCTURE FUND, INC. 5,181,340
COHEN & STEERS GLOBAL INFRASTRUCTURE FUND, INC. 791,616
COHEN & STEERS ALTERNATIVE INCOME FUND, INC 27,102
COHEN & STEERS, INC. 2,125
CANADA PENSION PLAN INVESTMENT BOARD (CPPIB) 1,485,325
ALLIANZ AZIONI ITALIA ALL STARS 1,750,000
ALLIANZ ITALIA 50 SPECIAL 65,000

F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F A F F A F F A F F A F F A F F A F F A F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F

F: For; A: Against; B: Abstained; 1: Slate 1; 2: Slate 2; -: Non-Voting; X: Absent from voting; N: Votes not counted; C: Cancelled votes; Q: Votes excluded from quorum

Page: 23

Extraordinary Session 1 2 3 F F F

VOTING RESULTS

VOTING RESULTS

NAME OF PARTICIPANT Extraordinary
Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
EURIZON PIR ITALIA AZIONI 116,305 F F F
EURIZON GLOBAL MULTIASSET SELECTION SETTEMBRE 2022 33,600
EURIZON RENDITA 46,319 F F F
EURIZON AZIONI AREA EURO 76,448 F F F
EURIZON AZIONI ITALIA 1,822,017 F F F
EURIZON PROGETTO ITALIA 40 712,187 F F F
EURIZON PROGETTO ITALIA 70 772,133 F F F
GENERAL SYNOD PENSION PLAN 62,824 F F F
CO-OPERATIVE SUPERANNUATION SOCIETY PENSION PLAN 116,962 F A F
COUNSEL DEFENSIVE GLOBAL EQUITY 5,294 F F F
TRUST & CUSTODY SERVICES BANK LTD AS TRUSTEE FOR PENSION
INVESTMENT FUND TRUST NUMBER 3 AGENT:MIZUHO TRUST
IPC MULTI-FACTOR INTERNATIONAL EQUITY
131,510
20,764
F F F
F F F
MCGILL UNIVERSITY PENSION FUND 1 F F F
MACKENZIE MAXIMUM DIVERS.ALL WORLD DEVELOPED EX NORTH
AMERICA IE
5,264 F F F
F A F
MACKENZIE INTERNATIONAL EQUITY INDEX ETF 8,709
MACKENZIE GLOBAL INFRASTRUCTUREIND EX ETF 7,246 F A F
MACKENZIE MAX DIVERSIFICATION DEVELOPED EUR INDEX ETF 4,917 F A F
MACKENZIE MAX DIVERSIFICATION ALL WORLD DEVELOPED IND
ETF
12,246 F A F
F A F
HYDRO ONE PENSION PLAN . 2,053,942
ONTARIO PENSION BOARD 1,409,633 F F F
PURPOSE INTERNATIONAL DIVIDEND FUND 223,066 F F F
AI STRATEGIC GLOBAL EQUITY FUND AGENT:HSBC BANK PLC 137,475 F A F
TD EMERALD LOW VOLATILITY GLOBAL EQUITY POOLED FUND
TRUST
628 F A F
F F F
TD EMERALD LOW VOLATILITY GLOBAL EQUITY POOLED FUND
TRUST
910,384 F F F
TD EMERALD GLOBAL EQUITY SHAREHOLDER YIELD POOLED FUND
TRUST
8,107 F F F
TD EMERALD INTERNATIONAL EQUITYINDEX FUND 1 F F F
EPOCH GLOBAL SHAREHOLDER YIELD FUND 1 F F F
TD EUROPEAN INDEX FUND . 1 F F F
TD GLOBAL LOW VOLATILITY FUND 1 F F F
TD INTERNATIONAL EQUITY INDEX ETF 96,542 F F F
TD Q GLOBAL DIVIDEND ETF 1 F F F
TD ACTIVE GLOBAL INFRASTRUCTURE EQUITY ETF 67,442 F F F
AXA VORSORGE FONDS II - EQUITIES GLOBAL MARKETS PASSIVE
CREDIT SUISSE FUNDS AG AGENT:CREDIT SUISSE SWITZ
157,943 F F F
TRUST & CUSTODY SERVICES BANK LTD AS TRUSTEE FOR PENSION
INVESTMENT FUND TRUST NUMBER 10 AGENT:MIZUHO TRUST
110,940 F F F
THE PENSION FUND SOCIETY OF THETORONTO-DOMINION BANK 518,022 F F F
TD PENSION PLAN (CANADA) 938,989 F F F
IMPERIAL INTERNATIONAL EQUITY POOL 2 F F F
FIRST ASSET MSCI EUROPE LOW RISK WEIGHTED ETF 1 F A F
FIRST ASSET MSCI INTERNATIONAL LOW RISK WEIGHTED ETF 10,903 F A F
CIBC INTERNATIONAL INDEX FUND 82,747 F F F
CIBC EUROPEAN INDEX FUND 1 F F F
CIBC POOLED INTERNATIONAL EQUITY INDEX FUND 1 F F F
HECKSCHER FOUNDATION FOR CHILDREN 18,839 F F F
ST DAVID`S FOUNDATION 5,096 F F F
AI 60:40 GLOBAL EQUITY INDEX FUND AGENT:HSBC BANK PLC 88,954 F A F
HERMAN LAURENCE 2,978 F F F
AI DEVELOPED EUROPEAN EX UK EQUITY INDEX FUND AGENT:HSBC
BANK PLC
654,176 F A F
AI 50:50 GLOBAL EQUITY INDEX FUND AGENT:HSBC BANK PLC 263,722 F A F
DI SELECT, TACTICAL ASS. ALL.EURO - ACC. KL AGENT:DANSKE BANK
S/A
18,117 F F F
AI CONTINENTAL EUROPEAN EQUITY INDEX FUND AGENT:HSBC
BANK PLC
555,441 F A F
REASSURE LTD NM ASI INT EX UK ADRWNAIELF AGENT:HSBC BANK
PLC
11,834 F F F
VOTING RESULTS Extraordinary
Session
1 2 3
F F F
F F F

F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F A F F F F F F F F A F F F F F F F F F F F F F F F F F A F F A F F F F F F F F A F F F F F F F F F F F F F F F F F F F

NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE Partial Total
HSBC EUROPEAN INDEX FUND AGENT:HSBC BANK PLC 825,681
PUTM AUTHORISED CONTRACTUAL SCHEME - PUTM ACS EUROPEAN
EX UK FUND AGENT:HSBC BANK PLC
2,058,549
HSBC ETFS PUBLIC LIMITED COMPANY AGENT:HSBC BANK PLC 591
ETICA SGR SPA F.DO ETICA AZIONARIO 683,640
PK CSG WORLD EQUITY CREDIT SUISSE FUNDS AG AGENT:CREDIT
SUISSE SWITZ
5,398
GLOBAL AC RESTRICTED - ACCUMULATING AGENT:DANSKE BANK
S/A
67,258
BOTHWELL EUROPE FUND AGENT:HSBC BANK PLC 2,592,470
DANSKE INVEST SELECT GLOBAL EQUITY SOLUTION -
AKKUMULERENDE KL AGENT:DANSKE BANK S/A
56,547
NIKKO WORLD TRUST - GRAVITY EUROPEAN EQUITY FUND C/O
WORLD FUND LTD AGENT:SMBC NIKKO BANK
30,816
PRUDENTIAL PENSIONS LIMITED AGENT:HSBC BANK PLC 33,421
THE PRUDENTIAL ASSURANCE COMPANY LIMITED AGENT:HSBC
BANK PLC
616,878
EUROPE RESTRICTED - ACCUMULATING KL AGENT:DANSKE BANK
S/A
205,247
HSBC ETFS PLC AGENT:HSBC BANK PLC 195,832
DANSKE INVEST SELECT GLOBAL EQUITY SOLUTION 2 -
AKKUMULERENDE KL AGENT:DANSKE BANK S/A
82,588
HSBC GLOBAL INVESTMENT FUNDS AGENT:HSBC BANK PLC 6,984
AXA VORSORGE FONDS II - EQUITIES GLOBAL MARKETS CREDIT
SUISSE FUNDS AG AGENT:CREDIT SUISSE SWITZ
264,985
SCOTTISH MUTUAL EUROPEAN UNIT TRUST AGENT:HSBC BANK PLC 94,428
ROYAL LONDON EQUITY FUNDS ICVC AGENT:HSBC BANK PLC 293,917
GLOBAL INDEKS - AKKUMULERENDE KL AGENT:DANSKE BANK S/A 9,566
ALLIANZ VGI 1 FONDS AGI EQUITIES AGENT:HSBC TRINKAUS AND
BU
165,120
DANSKE INVEST SELECT GLOBAL EQUITY SOLUTION KL
AGENT:DANSKE BANK S/A
43,041
INTERNATIONALE KAPITALANLAGEGESELLSCHAFT MBH
AGENT:HSBC TRINKAUS AND BU
432,757
DI SELECT, TACTICAL ASS. ALL. SVERIGE - ACC KL AGENT:DANSKE
BANK S/A
2,985
ALLIANZ CGI SUBFONDS EQUITIES AGENT:HSBC TRINKAUS AND BU 206,603
AVIVA INVESTORS INVESTMENT FUNDS ICVC AVIVA INVESTORS
INTERNATIONAL INDEX TRACKING FUND AGENT:JP MORGAN CHASE
JPMORGAN INVESTMENT FUNDS
33,951
108,232
FINREON WORLD EQUITY MULTI PREMIA CREDIT SUISSE FUNDS AG
AGENT:CREDIT SUISSE SWITZ
11,465
JPMORGAN FUND III ICVC-JPM DIVERSIFIED GROWTH FUND
AGENT:JP MORGAN CHASE BANK
9,503
VERDIPAPIRFONDET EQUINOR AKSJER EUROPA AGENT:JP MORGAN
BANK LUXEM
33,000
JPMORGAN FUND ICVC - JPM EUROPE (EX-UK) RESEARCH ENHANCED
INDEX EQUITY FUND AGENT:JP MORGAN CHASE BANK
131,537
AVIVA LIFE & PENSIONS UK LIMITED AGENT:JP MORGAN CHASE
BANK
1,772,731
AVIVA LIFE & PENSIONS IRELAND DAC 132,281
JPMORGAN FUND ICVC - JPM GLOBAL RESEARCH ENHANCED INDEX
EQUITY FUND AGENT:JP MORGAN CHASE BANK
199,507
JPMORGAN BETABUILDERS EUROPE ETF AGENT:JP MORGAN CHASE
BANK
652,303
AVIVA INVESTORS 1,150,178
JPMORGAN INCOME BUILDER FUND AGENT:JP MORGAN CHASE
BANK
ARK LIFE ASSURANCE COMPANY DESIGNATED ACTIVITY COMPANY
892,557
147,516
CSIF(LUX)-CSIF (LUX) EQUITY EURO STOXX MULTI PREMIA 2,106
AGENT:CREDIT SUISSE LUXEM
JPMORGAN INTERNATIONAL HEDGED EQUITY FUND AGENT:JP
41,964
MORGAN CHASE BANK
JPMORGAN FUND ICVC - JPM MULTI-ASSET INCOME FUND AGENT:JP
38,215
MORGAN CHASE BANK
JPMORGAN GLOBAL CORE REAL ASSETS LIMITED AGENT:JP MORGAN
CHASE BANK
33,919

F: For; A: Against; B: Abstained; 1: Slate 1; 2: Slate 2; -: Non-Voting; X: Absent from voting; N: Votes not counted; C: Cancelled votes; Q: Votes excluded from quorum

E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
1 2 3
JPMORGAN GLOBAL ALLOCATION FUND AGENT:JP MORGAN CHASE 36,398 F F F
BANK
JPMORGAN BETABUILDERS INTERNATIONAL EQUITY ETF AGENT:JP
MORGAN CHASE BANK
118,259 F F F
EQ ADVISORS TRUST - EQ/AB DYNAMIC GROWTH PORTFOLIO
AGENT:JP MORGAN CHASE BANK
18,472 F F F
EQUITABLE FINANCIAL LIFE INSURANCE COMPANY AGENT:JP
MORGAN CHASE BANK
22,538 F F F
GOVERNMENT PENSION INVESTMENT FUND AGENT:JP MORGAN
CHASE BANK
143,631 F F F
EQ ADVISORS TRUST - EQ/AB DYNAMIC MODERATE GROWTH
PORTFOLIO AGENT:JP MORGAN CHASE BANK
82,827 F F F
JPMORGAN DIVERSIFIED FUND AGENT:JP MORGAN CHASE BANK 8,601 F F F
CREDIT SUISSE INDEX FUND (LUX) CSIF (LUX) EQUITY EMU BLUE
AGENT:CREDIT SUISSE LUXEM
JPMORGAN DIVERSIFIED RETURN INTERNATIONAL EQUITY ETF
741,099
364,471
F F F
AGENT:JP MORGAN CHASE BANK
1290 FUNDS - 1290 SMARTBETA EQUITY FUND AGENT:JP MORGAN
16,066 F F F
CHASE BANK
FIDELITY MANAGEMENT & RESEARCH COMPANY LLC AGENT:JP
4,434 F F F
F A F
MORGAN CHASE BANK
JPMORGAN LIFE LIMITED AGENT:JP MORGAN CHASE BANK
10,436
JPMORGAN INSURANCE TRUST INCOME BUILDER PORTFOLIO 6,375 F F F
AGENT:JP MORGAN CHASE BANK
JPMORGAN INSURANCE TRUST GLOBAL ALLOCATION PORTFOLIO
6,809 F F F
F F F
AGENT:JP MORGAN CHASE BANK
ALLIANZGI-FONDS DSPT AGENT:JP MORGAN CHASE BANK
160,039
REED ELSEVIER PENSION SCHEME AGENT:JP MORGAN CHASE BANK 51,627 F F F
ARTEMIS HIGH INCOME FUND AGENT:JP MORGAN CHASE BANK 2,240,998 F F F
COMMINGLED PENSION TRUST FUND (INTERNATIONAL RESEARCH
ENHANCED EQUITY II) OF JPMORGAN CHASE BANK, N.A. AGENT:JP
1,472,851 F A F
F F F
AXA VORSORGE FONDS - EQUITIES GLOBAL MARKETS III CREDIT
SUISSE FUNDS AG AGENT:CREDIT SUISSE SWITZ
6,525 F F F
JPMORGAN INTERNATIONAL RESEARCH ENHANCED EQUITY FUND
AGENT:JP MORGAN CHASE BANK
5,452,988 F F F
JPMORGAN FUNDS 200,087 F F F
VANGUARD TOTAL INTERNATIONAL STOCK INDEX FUND AGENT:JP
MORGAN CHASE BANK
30,050,156 F F F
COMMINGLED PENSION TRUST FUND (EAFE EQUITY INDEX) OF JP 1,044,956 F F F
MORGAN CHASE BANK, N.A. AGENT:JP MORGAN CHASE BANK
JPMORGAN EUROPEAN INVESTMENT TRUST PLC AGENT:JP MORGAN
CHASE BANK
170,584 F F F
CAISSE INTER-ENTREPRISE DE PREVOYANCE PROFESSIONNELLE
AGENT:BANK LOMBAR OD & C
210,500 F F F
IF IST2 EUROPE INDEX AGENT:BANK LOMBAR OD & C 92,192 F F F
INTERNATIONALE KAPITALANLAGEGESELLSCHAFT MBH (INKA)
AGENT:HSBC TRINKAUS AND BU
53,067 F A F
MAN MULTI-STRATEGY MASTER FUND AGENT:CS AG DUBLIN
BRANCH
974 F A F
GLG EUROPEAN LONG-SHORT FUND AGENT:CS AG DUBLIN BRANCH 3,245 F A F
CREDIT SUISSE INDEX FUND (LUX) - CSIF (LUX) EQUITY EMU
AGENT:CREDIT SUISSE LUXEM
6,078 F F F
MAN QUALIFYING INVESTOR FUNDS PLC - MAN GLG ELS MASTER QIF
AGENT:CS AG DUBLIN BRANCH
2,254 F A F
NMM5 GIEP NVN ACCOUNT AGENT:NOMURA BK SA LUXEMB
WIF-C&S GBL LISTED INFRASTRUCTURE AGENT:NOMURA BK SA
217,047
261,029
F F F
LUXEMB
WORLDVIEW INV FD EUROPE CORE EQUITY FD AGENT:NOMURA BK
222,141 F F F
SA LUXEMB
KDI INSTITUTIONAL AFDELING DANICA PENSION - AKTIER
2,293,370 F F F
AGENT:DANSKE BANK S/A
DANSKE INVEST SELECT FLEXINVEST AKTIER KL AGENT:DANSKE
135,644 F F F
F F F
BANK S/A
PICTET ASSET MANAGEMENT SA AGENT:BANK LOMBAR OD & C
57,159
EUROPA HOJT UDBYTTE - AKKUMULERENDE KL AGENT:DANSKE
BANK S/A
448,979 F F F
F F F
EUROPA HOJT UDBYTTE KL AGENT:DANSKE BANK S/A 1,002,602 F F F
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
MUTB400045795 AGENT:JP MORGAN CHASE BANK
1,709,179 F F F
Extraordinary

Session 1 2 3 F F F F F F F A F F F F F A F F F F F A F F F F F A F F F F F A F F F F F A F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F

VOTING RESULTS

NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE Partial Total
CSIF (CH) III EQUITY WORLD EX CH VALUE WEIGHTED - PENSION
FUND CREDIT SUISSE FUNDS AG AGENT:CREDIT SUISSE SWITZ
688
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
MTBJ400045832 AGENT:JP MORGAN CHASE BANK
603,638
MAIN I - UNIVERSAL - FONDS AGENT:JP MORGAN CHASE BANK 46,200
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR 1,064,367
MUTB400045792 AGENT:JP MORGAN CHASE BANK
LVUI EQUITY WORLD EX EUROPE AGENT:JP MORGAN CHASE BANK 19,989
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
MTBJ400045847 AGENT:JP MORGAN CHASE BANK
768,328
GERANA SICAV-SIF, S.A. 75,315
INVESTERINGSFORENINGEN NORDEA INVEST EUROPE ENHANCED KL
AGENT:JP MORGAN BANK LUXEM
34,548
MOMENTUM GLOBAL FUNDS AGENT:JP MORGAN BANK LUXEM 349,262
BLACKROCK FUNDS I ICAV AGENT:JP MORGAN BANK IRELA 11,338
UI-FONDS BAV RBI AKTIEN AGENT:JP MORGAN CHASE BANK 246,373
WIF-LAZARD GBL PFD LISTED INFRA FD AGENT:NOMURA BK SA
LUXEMB
4,790,604
ILMARINEN MUTUAL PENSION INSURANCE COMPANY AGENT:JP
MORGAN BANK LUXEM
6,781
JANUS HENDERSON CAPITAL FUNDS PLC AGENT:JP MORGAN BANK
IRELA
154,389
THRIFT SAVINGS PLAN AGENT:JP MORGAN CHASE BANK 7,460,857
INVESTERINGSFORENINGEN BANKINVEST - VALUE GLOBAL AKTIER
KL AGENT:JP MORGAN BANK LUXEM
444,603
STICHTING PENSIOENFONDS PROVISUM AGENT:JP MORGAN BANK
LUXEM
12,029
MULTI-MANAGER DIRECTIONAL ALTERNATIVE STRATEGIES FUND
AGENT:JP MORGAN CHASE BANK
10,973
INVESTERINGSFORENINGEN BANKINVEST , GLOBALE AKTIERINDEKS
KL AGENT:JP MORGAN BANK LUXEM
32,019
SHELL PENSIONS TRUST LIMITED AS TRUSTEE OF SHELL 206,536
CONTRIBUTORY PENSION FUND AGENT:JP MORGAN CHASE BANK
ABERDEEN STANDARD SICAV I MULTIFACTOR GLOBAL EQUITY FUND
4,222
AGENT:BP2S LUXEMBOURG
NORDEA 2 SICAV
PI CH - EUROPEAN EX SWISS EQUITIES TRACKER EX SL
112,597
109,219
AGENT:PICTET & CIE
DEKA INVESTMENT GMBH RE ELB-FUNDMASTER1 AGENT:JP
85,006
MORGAN CHASE BANK
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
ORGANIZATION FOR WORKERS` RETIREMENT ALLOWANCE MUTUAL
14,768
CUSTODY BANK OF JAPAN, LTD. AS TRUSTEE FOR MIZUHO TRUST &
BANKING CO., LTD. AS TRUSTEE FOR MHAM INTERNATIONAL EQUITY
16,686
NORDEA EUROPEAN PASSIVE FUND AGENT:JP MORGAN BANK
LUXEM
56,267
SCHRODER GLOBAL DIVERSIFIED INCOME FUND AGENT:JP MORGAN
CHASE BANK
133,814
FUNDACAO CALOUSTE GULBENKIAN AGENT:JP MORGAN BANK
LUXEM
51,429
EMBO-FONDS AGENT:JP MORGAN CHASE BANK 63,216
WORLD TRADE ORGANIZATION PENSION PLAN AGENT:PICTET & CIE 21,284
BLACKROCK INSTITUTIONAL POOLED FUNDS PLC AGENT:JP MORGAN 253,284
BANK IRELA
BLACKROCK CDN MSCI EAFE EQUITY INDEX FUND AGENT:JP
1,010,899
MORGAN CHASE BANK
ETICA SGR SPA F.DO ETICA BILANCIATO
1,778,040
BLACKROCK INDEX SELECTION FUND 1,301,247
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
MTBJ400045828 AGENT:JP MORGAN CHASE BANK
1,227,385
INVESTERINGSFORENINGEN NORDEA INVEST GLOBALE AKTIER
INDEKS KL AGENT:JP MORGAN BANK LUXEM
15,556
NFS LIMITED AGENT:JP MORGAN CHASE BANK 24,008
UI-E AGENT:JP MORGAN CHASE BANK 29,239
NORDEA INSTITUTIONAL INVESTMENT FUND, SICAV- FIS 195,425
ABU DHABI RETIREMENT PENSIONS AND BENEFITS FUND AGENT:JP
MORGAN CHASE BANK
198,176

VOTING RESULTS

NAME OF PARTICIPANT Extraordinary
Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
ABERDEEN STANDARD SICAV I DIVERSIFIED GROWTH FUND 9,456 F F F
AGENT:BP2S LUXEMBOURG
KOOKMIN BANK ACTING AS TRUSTEE OF KIM PRIVATE PRIME
8,139
GLOBAL VALUE EQUITY MASTER INVESTMENT TRUST 1 AGENT:JP F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
EPOTIF MASTERFONDS AGENT:BP2S-FRANKFURT
53,874 F A F
FCP ERAFP ACT EUR4 EDRAM AGENT:BNP PARIBAS 2S-PARIS 8,922,745
AMONIS NV AGENT:JP MORGAN BANK LUXEM 90,378 F F F
DWS CROCI INTERNATIONAL VIP AGENT:BROWN BROTHERS HARR 54,679 F F F
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR 6,070,502 F F F
MUTB400045794 AGENT:JP MORGAN CHASE BANK F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
CPP-UI-FONDS AGENT:BP2S-FRANKFURT
57,085 F A F
SIX CIRCLES INTERNATIONAL UNCONSTRAINED EQUITY FUND
AGENT:BROWN BROTHERS HARR
4,127,889 F F F
ADVISER MANAGED TRUST - TACTICAL OFFENSIVE EQUITY FUND 39,982 F A F
AGENT:BROWN BROTHERS HARR 3,591,691
FRONTIER MFG CORE INFRASTRUCTURE FUND AGENT:BNP PARIBAS
2S -LDN
F F F
FIDELITY FUNDS AGENT:BROWN BROTHERS HA-LU 2,772,670
CUSTODY BANK OF JAPAN, LTD. RE: MATB NISSAY / PANAGORA 7,433 F F F
GLOBAL EQUITY PASSIVE FUND (LIMITED FOR ELIGIBLE F F F
MONDRIAN GLOBAL LISTED INFRASTRUCTURE FUND
AGENT:BROWN BROTHERS HARR
10,735 F F F
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
MTBJ400045829 AGENT:JP MORGAN CHASE BANK
2,770,510 F F F
BLACKROCK INSTITUTIONAL TRUST COMPANY, N.A. INVESTMENT
FUNDS FOR EMPLOYEE BENEFIT TRUSTS AGENT:JP MORGAN CHASE
7,746,509 F F F
THE MASTER TRUST BANK OF JAPAN LTD. RE: MANULIFE
INTERNATIONAL EQUITY INDEX MOTHER FUND AGENT:BROWN
6,826 F F F
PACER TRENDPILOT INTERNATIONAL ETF AGENT:BNP PARIBAS 2S 16,379
-LDN F A F
FIDELITY CONCORD STREET TRUST: FIDELITY SERIES
INTERNATIONAL INDEX FUND AGENT:BROWN BROTHERS HARR
19,439 F F F
VARIABLE INSURANCE PRODUCTS FUND II: INTERNATIONAL INDEX 20,389
PORTFOLIO AGENT:BROWN BROTHERS HARR F F F
KAPITALFORENINGEN PENSAM INVEST, PSI 3 GLOBALE AKTIER_3 22,254 F F F
AGENT:JP MORGAN BANK LUXEM
JPMORGAN ETFS (IRELAND) ICAV-GLOBAL RESEARCH ENHANCED IN
31,831
EQ (ESG) UCITS ETF JPMORGAN AGENT:BROWN BROTHERS HARR F F F
CUSTODY BANK OF JAPAN, LTD. RE: STB FOREIGN STOCK INDEX
MOTHER FUND(CURRENCY HEDGED) TOWER Z, HARUMI TRITON
24,300 F A F
MACQUARIE GLOBAL LISTED INFRASTRUCTURE CIT AGENT:BROWN 33,860
BROTHERS HARR F F F
GLOBAL X MSCI SUPERDIVIDEND EAFE ETF AGENT:BROWN 32,734 F A F
BROTHERS HARR
FIDELITY RETIREE HEALTH REIMBURSEMENT PLAN AGENT:BROWN
34,720
BROTHERS HARR F F F
VANGUARD GLOBAL VALUE EQUITY FUND AGENT:JP MORGAN
CHASE BANK
1,834 F F F
VANGUARD FUNDS PUBLIC LIMITED COMPANY AGENT:BROWN 1,565,805 F F F
BROTHERS HARR
SEI INSTITUTIONAL MANAGED TRUST - MULTI-ASSET
ACCUMULATION FUND AGENT:BROWN BROTHERS HARR
34,507 F A F
LACM WORLD EQUITY - DIVIDEND GROWTH CIT AGENT:BROWN 43 F A F
BROTHERS HARR
NEUBERGER BERMAN INVESTMENT FUNDS PLC AGENT:BROWN
1,022
BROTHERS HARR F A F
CONSERVATION INTERNATIONAL FOUNDATION, INC. AGENT:BNP 2,824
PARIBAS 2S -LDN F F F
HEITMAN GLOBAL PRIMES INFRASTRUCTURE SEED INVESTORS LLC
AGENT:BNP PARIBAS 2S -LDN
3,941 F F F
FIDELITY UCITS II ICAV/FIDELITY MSCI WORLD INDEX FUND
GEORGE`S QUAY HOUSE AGENT:BROWN BROTHERS HARR
4,826 F F F
AMERICAN HEART ASSOCIATION, INC. AGENT:BNP PARIBAS 2S -LDN 5,068
DEVELOPED INTERNATIONAL EQUITY SELECT ETF AGENT:BROWN 4,100 F F F
BROTHERS HARR F F F
FIDELITY UCITS II ICAV/FIDELITY MSCI EUROPE INDEX FUND 5,779 F F F
GEORGE`S QUAY HOUSE AGENT:BROWN BROTHERS HARR
BUREAU OF LABOR FUNDS - LABOR RETIREMENT FUND AGENT:JP
11,124,949
MORGAN CHASE BANK F F F

VOTING RESULTS

NAME OF PARTICIPANT Extraordinary
Session
BY PROXY AND BY REPRESENTATIVE Partial Total 1 2 3
FIDELITY UCITS ICAV - FIDELITY SUSTAINABLE RESEARCH
ENHANCED GLOBAL EQUITY UCITS ETF GEORGE`S QUAY HOUSE
5,618 F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
DEBEKA-AKTIEN-EUROPA-DIVIDENDEN AGENT:BP2S-FRANKFURT
2,058,414 F A F
FIDELITY UCITS ICAV - FIDELITY SUSTAINABLE RESEARCH
ENHANCED EUROPE EQUITY UCITS ETF GEORGE`S QUAY HOUSE
84,929 F F F
SANLAM UNIVERSAL FUNDS PLC BEECH HOUSE AGENT:BROWN
BROTHERS HARR
93,653 F A F
SCHWAB FUNDAMENTAL INTERNATIONAL LARGE COMPANY INDEX
FUND AGENT:BROWN BROTHERS HARR
102,184 F A F
GIM SPECIALIST INVESTMENT FUNDS - GIM GL RESEARCH ENHNCD
INX MIN VLTY EQTY FD AGENT:BROWN BROTHERS HA-LU
86,670 F F F
VANGUARD INVESTMENT SERIES PUBLIC LIMITED COMPANY
AGENT:BROWN BROTHERS HARR
2,433,496 F F F
NN (L) SICAV AGENT:BROWN BROTHERS HA-LU 405,737 F A F
SEI TRUST COMPANY FOR THE BENEFIT OF NUVEEN GLOBAL 156,992 F F F
INFRASTRUCTURE FUND AGENT:BROWN BROTHERS HARR
STERLING CAPITAL BEHAVIORAL INTERNATIONAL EQUITY FUND
AGENT:BNP PARIBAS 2S -LDN
133,975 F A F
VANGUARD FIDUCIARY TRUST COMPANY INSTITUTIONAL TOTAL
INTERNATIONAL STOCK MARKET INDEX TRUST II AGENT:JP
5,983,126 F F F
FIDELITY SALEM STREET TRUST: FIDELITY ZERO INTERNATIONAL
INDEX FUND AGENT:BROWN BROTHERS HARR
165,238 F F F
ING DIRECT SICAV AGENT:BROWN BROTHERS HA-LU 171,484
THE MASTER TRUST BANK OF JAPAN, LTD. RE: MUTB400021536 188,766 F F F
AGENT:BROWN BROTHERS HARR
CUSTODY BANK OF JAPAN, LTD. RE: RB TOKKIN 18420-7086
210,958 F F F
F F F
AGENT:BROWN BROTHERS HARR
TORTOISE ESSENTIAL ASSETS INCOME TERM FUND AGENT:BNP
PARIBAS 2S -LDN
728,028 F F F
CUSTODY BANK OF JAPAN, LTD. RE: RB TOKKIN 18420-7085
AGENT:BROWN BROTHERS HARR
211,260 F F F
CUSTODY BANK OF JAPAN, LTD. RE: SMTB LM QS GLOBAL EQUITY
MOTHER FUND AGENT:BROWN BROTHERS HARR
214,301 F F F
FIRST TRUST RIVERFRONT DYNAMIC DEVELOPED INTERNATIONAL
ETF AGENT:BROWN BROTHERS HARR
213,029 F F F
SUMITOMO MITSUI TRUST BANK LIMITED AGENT:BROWN
BROTHERS HARR
692,954 F F F
THE MASTER TRUST BANK OF JAPAN, LTD. RE: NZAM EURO STOXX
(JPY HEDGED) (PRIVATELY PLACED INVESTMENT TRUST
194,072 F F F
MINE SUPERANNUATION FUND AGENT:JP MORGAN CHASE BANK 2,556,204 F F F
SCHWAB INTERNATIONAL INDEX FUND AGENT:BROWN BROTHERS
HARR
920,010 F A F
KAPITALFORENINGEN PENSAM INVEST, PSI 2 GLOBALE AKTIER_2
AGENT:JP MORGAN BANK LUXEM
489,851 F F F
JPMORGAN ETFS (IRELAND) ICAV-EUROPE RESEARCH ENHANCED IN
EQ (ESG) UCITS ETF JPMORGAN AGENT:BROWN BROTHERS HARR
219,506 F F F
DWS CROCI INTERNATIONAL FUND AGENT:BROWN BROTHERS HARR 364,449 F F F
FIDELITY SALEM STREET TRUST: FIDELITY SAI INTERNATIONAL
QUALITY INDEX FUND AGENT:BROWN BROTHERS HARR
311,179 F F F
FRONTIER MFG SELECT INFRASTRUCTURE FUND 495,548 F F F
EPOCH GLOBAL EQUITY SHAREHOLDER YIELD CIT AGENT:BROWN
BROTHERS HARR
DANSKE INVEST EUROPE HIGH DIVIDEND FUND
377,829
472,478
F F F
AGENT:SKANDINAVISKA ENSKIL
FIDELITY SALEM STREET TRUST: FIDELITY TOTAL INTERNATIONAL
385,358 F F F
INDEX FUND AGENT:BROWN BROTHERS HARR
FIDELITY SALEM STREET TRUST: FIDELITY GLOBAL EX U.S. INDEX
517,709 F F F
FUND AGENT:BROWN BROTHERS HARR
MSCI ACWI EX-U.S. IMI INDEX FUND B2 AGENT:JP MORGAN CHASE
100,601 F F F
BANK
COHEN AND STEERS GLOBAL LISTED INFRASTRUCTURE FUND
553,750 F F F
AGENT:BROWN BROTHERS HARR
PIONEER FLEXIBLE OPPORTUNITIES FUND
618,395 F F F
OBJECTIF CLIMAT ACT 2 AGENT:BNP PARIBAS 2S-PARIS 517,464 F F F
SIX CIRCLES MANAGED EQUITY PORTFOLIO INTERNATIONAL
UNCONSTRAINED FUND AGENT:BROWN BROTHERS HARR
633,906 F F F
F F F
THE MASTER TRUST BANK OF JAPAN, LTD. RE: MUTB400021492
AGENT:BROWN BROTHERS HARR
81,994 F F F
Extraordinary

Session 1 2 3 F F F F F F F F F F F F F A F F F F F A F F F F F F F F F F F A F F A F F F F F F F F F F F A F F F F F F F F F F F F F F A F F F F F F F F A F F F F F A F F F F F F F F F F F F F F F F F A F F A F F A F F A F F F F F F F F F F F F F F A F

NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY REPRESENTATIVE Partial Total
MAPFRE INVERSION SOCIEDAD DE VALORES SA AGENT:BNPPSS 3,894,725
MADRID BRANCH
RUPAL J BHANSALI REVOCABLE TRUST U/A DTD
6,118
AGENT:INTERACTIVE BROKERS
FUJI XEROX CO., LTD AGENT:SUMITOMO MITSUI TRUS 554,121
INDEX MOTHER FUND EURO DEVELOPED COUNTRIES HIGH DIVIDEND
EQUITY AGENT:SUMITOMO MITSUI TRUS
40,281
FOREIGN STOCK INDEX MOTHER FUND AGENT:SUMITOMO MITSUI
TRUS
66,600
VANTAGETRUST III MASTER COLLECTIVE INVESTMENT FUNDS TRUST
AGENT:JP MORGAN CHASE BANK
106,260
HSBC INKA AGENT:HSBC TRINKAUS AND BU 43,925
JPMORGAN ETFS (IRELAND) ICAV - CARBON TRANSITION GLOBAL
EQUITY UCITSETF AGENT:BROWN BROTHERS HARR
2,962
PICTET CH INSTITUTIONAL - EUROPEAN AGENT:PICTET & CIE 3,922
JPMORGAN ETFS (IRELAND) ICAV - GLOBAL EQUITY MULTI-FACTOR
UCITS ETF AGENT:BROWN BROTHERS HARR
15,155
VILLIERS ACTIONS EUROPE SYST ROBECO C/O ROBECO
INSTITUTIONAL ASSET MANAGEMENT B.V. AGENT:BNP PARIBAS
1,146,613
AVIVA INVESTORS FRANCE AGENT:BNP PARIBAS 2S-PARIS 827,595
700,857
FCP LBPAM IRC ACTIONS EURO MIN VAR AGENT:BNP PARIBAS
2S-PARIS
59,622
AUSTRALIAN CATHOLIC SUPERANNUATION AND RETIREMENT FUND
AGENT:BNP SS SIDNEY BRANCH
MERCER UNHEDGED OVERSEAS SHARES TRUST AGENT:BNP SS SIDNEY
BRANCH
36,998
BNP PARIBAS EASY AGENT:BP2S LUXEMBOURG 811,820
VANGUARD FIDUCIARY TRUST COMPANY INSTITUTIONAL TOTAL
INTERNATIONAL STOCK MARKET INDEX TRUST AGENT:JP MORGAN
1,199,634
HENDERSON HORIZON EUROLAND FUND AGENT:BP2S LUXEMBOURG 3,699,506
LBPAM ISR AVENIR EURO AGENT:BNP PARIBAS 2S-PARIS 1,830
FRANCE PLACEMENT EURO ESG PLUS AGENT:BNP PARIBAS 2S-PARIS 1,041,536
BNP PARIBAS EASY - MSCI EUROPE EX UK EX CW AGENT:BP2S
LUXEMBOURG
8,860
ACTIAM DRZ IDX ANDLF EUR AANDELENFONDS EUROPA AGENT:BNP
PARIBAS 2S-PARIS
558,748
FONDAZIONE ROMA SIF GLOBAL PASSIVE EQUITIES AGENT:BP2S
LUXEMBOURG
8,149
FCP AVIVA INVESTORS RESERVE EUROPE AGENT:BNP PARIBAS
2S-PARIS
2,210,681
ALLIANZGI FONDS BREMEN AGENT:BP2S-FRANKFURT 6,970
FCP AFER ACTIONS EURO AGENT:BNP PARIBAS 2S-PARIS 2,832,657
FCP VILLIERS ACTIONS EUROPE SYST AGI AGENT:BNP PARIBAS
2S-PARIS
320,000
ETICA SGR SPA F.ETICA RENDITA BILANCIATA 541,530
GOLDMAN SACHS TRUST - GOLDMAN SACHS INTERNATIONAL EQUITY
DIVIDEND & PREMIUM FUND AGENT:JP MORGAN CHASE BANK
COHEN & STEERS REAL ASSETS MULTI-STRATEGY FUND
110,623
368,961
AGENT:BROWN BROTHERS HARR
SHINKO GLOBAL EQUITY INDEX MOTHER FUND AGENT:SUMITOMO
926
MITSUI TRUS
NATIXIS INTERNATIONAL FUNDS (LUX) I LOOMIS SAYLES GLOBAL
917
MULTI ASSET INCOME FUND AGENT:BROWN BROTHERS HA-LU
BNP PARIBAS FUNDS - ENERGY TRANSITION AGENT:BP2S
5,452,882
LUXEMBOURG
BNP PARIBAS FUNDS - EUROPE MULTI-FACTOR EQUITY AGENT:BP2S
LUXEMBOURG
492,501
BNP PARIBAS EASY - MSCI EUROPE SRI S-SERIES 5 CAPPED
AGENT:BP2S LUXEMBOURG
1,001,865
INSURANCE COMMISSION OF WESTERN AUSTRALIA AGENT:BNP SS
SIDNEY BRANCH
1,638,382
JANUS HENDERSON INSTITUTIONAL EUROPEAN INDEX
OPPORTUNITIES FUND AGENT:BNP PARIBAS 2S -LDN
16,476
IPAC SPECIALIST INV STRATEGIES INTL SHARE STRATEGY NO1
AGENT:BNP SS SIDNEY BRANCH
7,819
WHOLESALE UNIT TRUST MSCI GLOBAL INDEX SHARE FUND
MERIDIAN BUILDING AGENT:BNP SS SIDNEY BRANCH
12,002
PUBLIC EMPLOYEES RETIREMENT SYSTEM OF OHIO AGENT:JP
MORGAN CHASE BANK
1,178,757
E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
AXA EURO DIVIDEND D AGENT:BP2S-FRANKFURT 18,000 1 2 3
FCP AVIVA REBOND AGENT:BNP PARIBAS 2S-PARIS 5,000 F F F
WHOLESALE INTERNATIONAL CORE EQUITIES AGENT:BNP SS
SIDNEY BRANCH
6,818 F A F
F F F
ALLIANZGI FONDS GANO 2 AGENT:BP2S-FRANKFURT 4,591 F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
BROCKEN-UI-FONDS AGENT:BP2S-FRANKFURT
19,121 F F F
US BANK NATIONAL ASSOCIATION AGENT:BNP PARIBAS 2S -LDN 9,397 F F F
KREBSHILFE 2 FONDS AGENT:BP2S-FRANKFURT 15,000 F F F
FONDO PENSIONE EUROFER 4,822 F F F
ALLIANZGI FONDS TSF AGENT:BP2S-FRANKFURT 4,000 F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
WMB-UNIVERSAL-FONDS AGENT:BP2S-FRANKFURT
ANZ WHOLESALE INTERNATIONAL SHARE INDEX FUND AGENT:JP
5,686
7,779
F A F
MORGAN CHASE BANK F F F
ALLIANZGI FONDS PF1 AGENT:BP2S-FRANKFURT 1,154,975 F F F
ALLIANZGI FONDS DUNHILL AGENT:BP2S-FRANKFURT 8,890 F F F
AMP GLOBAL LISTED INFRASTRUCTURE INDEX FUND HEDGED
AGENT:BNP SS SIDNEY BRANCH
811,624 F F F
AMP CAPITAL UNHEDGED GLOBAL SHARES MULTI-MANAGER FUND
MERIDIAN BUILDIN AGENT:BNP SS SIDNEY BRANCH
10,468 F F F
STICHTING JURIDISCH EIGENAAR ACTIAM BELEGGINGSFONDSEN
AGENT:BNP PARIBAS 2S-PARIS
548,308 F F F
ALLIANZGI FONDS TOB AGENT:BP2S-FRANKFURT 4,160
DBI FONDS EBB AGENT:BP2S-FRANKFURT 13,406 F F F
FONDS DE RESERVE POUR LES RETRAITES (FRR AGENT:BNP PARIBAS
2S-PARIS
1,682,915 F F F
F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
VSTBH-UNIVERSAL-FONDS AGENT:BP2S-FRANKFURT
7,442 F A F
FCP TOCQUEVILLE DIVIDENDE AGENT:BNP PARIBAS 2S-PARIS 539,000 F F F
GOLDMAN SACHS TRUST - GOLDMAN SACHS ABSOLUTE RETURN
TRACKER FUND AGENT:JP MORGAN CHASE BANK
9,088 F F F
BNP PARIBAS FUNDS - EUROPE MULTI-ASSET INCOME AGENT:BP2S
LUXEMBOURG
7,198 F A F
AMP INTERNATIONAL EQUITY INDEX FUND HEDGED AGENT:BNP SS
SIDNEY BRANCH
16,495 F F F
SDK K3 FONDS AGENT:BP2S-FRANKFURT 12,000 F F F
LBPAM ISR ACTIONS E LR C AGENT:BNP PARIBAS 2S-PARIS 37,758 F F F
SIVE AGENT:BP2S-FRANKFURT 38,862 F A F
AVIVA PATRIMOINE AGENT:BNP PARIBAS 2S-PARIS 53,308 F A F
BI FINANZFONDS AGENT:BP2S-FRANKFURT 42,314 F A F
AXA EURO DIVIDEND S AGENT:BP2S-FRANKFURT 26,756 F F F
AGI STIFTUNGS WISS AGENT:BP2S-FRANKFURT 36,034 F F F
AON MASTER TRUST AGENT:BNP SS SIDNEY BRANCH
SHELL TRUST (BERMUDA) LTD AS TRUSTEE OF THE SHELL OVERSEAS
CONTRIBUTORY PENSION FUND AGENT:JP MORGAN CHASE BANK
40,493
139,994
F F F
F F F
FCP FPI ESG AGENT:BNP PARIBAS 2S-PARIS 44,879
BARYUM QUANT AGENT:BNP PARIBAS 2S-PARIS 40,000 F F F
AXA INSURANCE DAC AGENT:BP2S LUXEMBOURG 35,879 F F F
RIVER AND MERC UMBRE PLC AGENT:BP2S LUXEMBOURG 20,854 F F F
STRATEGIC INTERNATIONAL AGENT:BNP SS SIDNEY BRANCH 49,024 F F F
US BANK NA AGENT:BNP PARIBAS 2S -LDN 182,345 F F F
GENERALI SMART FUNDS AGENT:BP2S LUXEMBOURG 56,064 F F F
BNZ WHOLESALE INTERNATIO AGENT:BNP SS SIDNEY BRANCH 30,494 F F F
G.A. - FUND -L - EQUITY WORLD PASSIVE AGENT:BP2S LUXEMBOURG 23,390 F F F
BNP PARIBAS EASY - MSCI EUROPE EX CW AGENT:BP2S
LUXEMBOURG
53,025 F A F
F A F
BLACKROCK MSCI EAFE EQUITY INDEX NON-LENDABLE FUND B
AGENT:JP MORGAN CHASE BANK
396,265 F F F
MULTIPAR ACTIONS EURO BAS CARBONE AGENT:BNP PARIBAS
2S-PARIS
41,638 F A F
ABERDEEN STAND SICAV I AGENT:BP2S LUXEMBOURG 34,783 F F F
MEDIA SUPER AGENT:BNP SS SIDNEY BRANCH 44,909 F A F
ALLIANZGI FONDS AFE AGENT:BP2S-FRANKFURT 200,164 F F F
LIST OF PARTICIPANTS
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY
REPRESENTATIVE
Partial Total 1 2 3
AMP CAPITAL UNHEDGED GLO AGENT:BNP SS SIDNEY BRANCH 26,506 F F F
BNP PARIBAS FUNDS - MULTI-ASSET INCOME AGENT:BP2S 20,275 F A F
LUXEMBOURG
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF HMT
EURO AKTIEN PROTECT ESG AGENT:BP2S-FRANKFURT
48,600 F A F
PROTEA FUND - ORCADIA EQUITIES AGENT:PICTET & CIE(EUROPE) 69,000 F F F
WHOLESALE UNIT TRUST GLOBAL INFRASTRUCTURE FUND 235,523 F F F
AGENT:BNP SS SIDNEY BRANCH
AMP GLOBAL LISTED INFRASTRUCTURE MARKET INDEX FUND
HEDGED AGENT:BNP SS SIDNEY BRANCH
251,872 F F F
FIDELITY INVESTMENT FUNDS - FIDELITY INDEX EUROPE EX UK FUND
AGENT:JP MORGAN CHASE BANK
140,456 F F F
FCP AVIVA ACTIONS EURO AGENT:BNP PARIBAS 2S-PARIS 297,520 F A F
AXA ROSENBERG EUROBLOC AGENT:BNP PARIBAS 2S-PARIS 476,351 F F F
MERCER PROPERTY AND INFRASTRUCTURE TRUST AGENT:BNP SS
SIDNEY BRANCH
395,771 F F F
AXA EURO DIVIDEND K AGENT:BP2S-FRANKFURT 315,000 F F F
DEKA-MASTER HAEK I AGENT:BP2S-FRANKFURT 362,722 F F F
AMP INTERNATIONAL EQUITY INDEX FUND AGENT:BNP SS SIDNEY
BRANCH
282,191 F F F
LBPAM IRC ACTIONS ISR LBPAM AGENT:BNP PARIBAS 2S-PARIS 266,902 F F F
ALLIANZGI S AKTIEN AGENT:BP2S-FRANKFURT 389,402 F F F
ALLIANZGI H AGENT:BP2S-FRANKFURT 225,000 F F F
VWLAKH MASTER AGENT:BP2S-FRANKFURT 220,000 F A F
CONNECTICUT GENERAL LIFE INSURANCE COMPANY AGENT:JP
MORGAN CHASE BANK
13,282 F A F
IPAC INCOME GENERATOR AGENT:BNP SS SIDNEY BRANCH 254,993 F F F
AG2R LA MONDIALE GESTION D` ACTIFS AGENT:BNP PARIBAS
2S-PARIS
453,515 F F F
FCP FRANCE PLACEMENT EURO ESG AGENT:BNP PARIBAS 2S-PARIS 310,592 F F F
FCP FCE PLCT INTERNATIONAL ESG PLUS AGENT:BNP PARIBAS
2S-PARIS
356,890 F F F
BNP PARIBAS EQUITY - FOCUS ITALIA AGENT:BNP PARIBAS 2S-PARIS 239,410 F A F
STICHTING BEDRIJFSTAKPENSIOEN FONDS VOOR DE MEDIA PNO
AGENT:BNP PARIBAS 2S-PARIS
283,402 F F F
DNCA INVEST BEYOND INF AND TRANS AGENT:BP2S LUXEMBOURG 360,165 F F F
FCP AVIVA INVESTORS VALEURS EUROPE AGENT:BNP PARIBAS
2S-PARIS
212,898 F A F
BNP PARIBAS FUNDS AGENT:BP2S LUXEMBOURG 349,862 F A F
BNP PARIBAS L1 - EURO LOW VOL EQUITY AGENT:BP2S
LUXEMBOURG
63,935 F A F
F F F
THE MASTER TRUST BANK OF JAPAN, LTD. AS TRUSTEE FOR
FEDERATION OF NATIONAL PUBLIC SERVICE PERSONNEL MUTUAL
156,122 F F F
LA FRANCAISE AMLEAGUE EURO 45 AGENT:BNP PARIBAS 2S-PARIS 69,636 F A F
BNP PARIBAS FUNDS - ENVIRONMENTAL ABSOLUTE RETURN
THEMATIC EQUITY (EARTH AGENT:BP2S LUXEMBOURG
363,834 F A F
AVIVA EUROPE AGENT:BNP PARIBAS 2S-PARIS 57,217 F F F
ALLIANZGI FONDS PTV2 AGENT:BP2S-FRANKFURT 272,198 F F F
ALLIANZGI FONDS PF2 AGENT:BP2S-FRANKFURT 90,652 F A F
G.A.-FUND-B EQUITY BROAD EURO P AGENT:BP2S LUXEMBOURG 79,652 F F F
ENHANCED INDEX INT SH FD AGENT:BNP SS SIDNEY BRANCH 59,242 F F F
ALLIANZGI FONDS APNIESA AGENT:BP2S-FRANKFURT 63,710
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
UNIVERSAL-CA V 570400 AGENT:BP2S-FRANKFURT
86,812 F F F
F A F
BNPPS EASY NMX 30 INFRASTRUCTURE GLOBAL AGENT:BP2S
LUXEMBOURG
87,660 F F F
NATIONWIDE INTERNATIONAL INDEX FUND AGENT:JP MORGAN
CHASE BANK
183,024 F F F
AXA EURO DIVIDEND DBVL AGENT:BP2S-FRANKFURT 102,000 F F F
AXA ROSENBERG INTERNATIONAL AGENT:BNP PARIBAS 2S-PARIS 128,436 F F F
ENHANCED INDEX INTERNATIONAL SHARE FUND AGENT:BNP SS
SIDNEY BRANCH
194,874
158,320
F F F
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
BAYVK G2FONDS AGENT:BP2S-FRANKFURT
UNIVERSAL-INVESTMENT-GESELLSCHAFT MBH ON BEHALF OF
189,709 F F F

BAYVK A4FONDS AGENT:BP2S-FRANKFURT

NAME OF PARTICIPANT VOTING RESULTS Extraordinary
BY PROXY AND BY Partial Total Session
REPRESENTATIVE
AXA AA DIVERSIFIE INDICIEL 1 AGENT:BNP PARIBAS 2S-PARIS
182,955 1 2 3
BNP PARIBAS FUNDS - EURO DEFENSIVE EQUITY AGENT:BP2S
LUXEMBOURG
177,771 F F F
F A F
STICHTING AHOLD DELHAIZE PENSIOEN AGENT:BNP PARIBAS
2S-PARIS
174,214 F F F
KIWI INVESTMENT MANAGEME AGENT:BNP SS SIDNEY BRANCH 136,636 F F F
FCP AI SELECTION AGENT:BNP PARIBAS 2S-PARIS 123,420 F A F
ETICA SGR SPA F.DO ETICA OBBLIGAZIONARIO MISTO 362,790 F F F
PROSHARES DJ BROOKFIELD GLOBAL INFRASTRUCTURE ETF
AGENT:JP MORGAN CHASE BANK
260,677 F F F
ACTIAM RESPONSIBLE INDEX FUND EQUITY EUROPE A AGENT:BNP
PARIBAS 2S-PARIS
192,018 F F F
AVSUPER FUND AGENT:BNP SS SIDNEY BRANCH 164,760 F F F
BNPP EASY MSCI EMU EX CW AGENT:BP2S LUXEMBOURG 123,255 F A F
IPAC SPECIALIST INVESTMENT STRATEGIES LISTED GLOBAL
INFRASTRUC AGENT:BNP SS SIDNEY BRANCH
175,209 F A F
BNP PARIBAS EASY - MSCI WORLD SRI S-SERIES 5 CAPPED
AGENT:BP2S LUXEMBOURG
127,830 F A F
FCP AFER PATRIMOINE AGENT:BNP PARIBAS 2S-PARIS 106,515 F A F
FCP ARRCO QUANT 1 AGENT:BNP PARIBAS 2S-PARIS 142,944 F F F
AXA EURO DIVIDEND L AGENT:BP2S-FRANKFURT 129,000 F F F
STICHTING SHELL PENSIOENFONDS AGENT:JP MORGAN BANK
LUXEM
418,148 F F F
BEST INVESTMENT CORPORATION AGENT:HONGKONG/SHANGHAI
BK
38,454 F F F
STATE OF CALIFORNIA SAVINGS PLUS PROGRAM MASTER TRUST
AGENT:JP MORGAN CHASE BANK
42,987 F F F
HSBC LIFE (INTERNATIONAL) LIMITED
AGENT:HONGKONG/SHANGHAI BK
62,293 F F F
CIVIL SERVICE EMPLOYEES PENSION FUND
AGENT:HONGKONG/SHANGHAI BK
23,014 F F F
ALLIANZ CHOICE BEST STYLES EUROPE
AGENT:HONGKONG/SHANGHAI BK
94,834 F F F
RATHBONE ACTIVE INCOME AND GROWTH FUND AGENT:HSBC
BANK PLC
269,318 F F F
SCHWEIZERISCHE NATIONALBANK AGENT:SIX SIS AG 8,496,085 F A A
AMUNDI DEUTSCHLAND GMBH AGENT:HSBC TRINKAUS AND BU 136,214 F F F
JPM MULTI INCOME FUND AGENT:HONGKONG/SHANGHAI BK 269,551 F F F
JPMORGAN MULTI BALANCED FUND AGENT:HONGKONG/SHANGHAI 15,499 F F F
BK
JPMORGAN EUROPE STRATEGIC DIVIDEND FUND
23,976
AGENT:HONGKONG/SHANGHAI BK
BEST INVESTMENT CORPORATION AGENT:HONGKONG/SHANGHAI
49,286 F F F
F A F
BK
UNIVERSITIES SUPERANNUATION SCHEME AGENT:JP MORGAN
331,045 F A F
CHASE BANK
PERTUBUHAN KESELAMATAN SOSIAL
108,080 F F F
AGENT:HONGKONG/SHANGHAI BK
MARITIME AND PORT AUTHORITY OF SINGAPORE
1,652 F A F
AGENT:HONGKONG/SHANGHAI BK
NATIXIS INTERNATIONAL FUNDS (DUBLIN) I PLC AGENT:BROWN
BROTHERS HARR
5,364 F A F
AUTORIDADE MONETARIA DE MACAU 54,518 F F F
SUBSIDIZED SCHOOLS P FUND NORTHERN 23,453 F F F
PENTEGRA DEFINED BENEFIT PLAN FOR FINANCIAL INSTITUTIONS 240,398 F F F
THE HARTFORD RETIREMENT PLAN TRUST FOR US EMPLOYEES 31,797 F A F
LEGG MASON INTERNATIONAL LOW VOLATILITY HIGH DIVIDEND
ETF
186,812 F F F
LEGG MASON GLOBAL INFRASTRUCTURE ETF 10,548 F F F
KAPITALFORENINGEN EMD INVEST GLOBALE AKTIER III 63,420 F F F
CUSTODY BANK OF JAPAN, LTD. AS TRUSTEE FOR SUMITOMO MITSUI
TRUST BANK, LIMITED AS TRUSTEE FOR ANCHOR MFG WORLD
45,946 F F F
HUDSON EAST RIVER SYSTEMS LLC 487,077 F F F
QS INTERNATIONAL EQUITY FUND 150,000 F F F
RARE GLOBAL INFRASTRUCTURE VALUE FUND 455,896 F F F
55002 UP EUROPAEISKE AKTIER 295,986 F F F
GS TACS MARKET CONTINUOUS INTERNATIONAL 78,510 F F F
LIST OF PARTICIPANTS
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY
REPRESENTATIVE
Partial Total 1 2 3
THE NATURE CONSERVANCY WORLDWIDE OFFICE 8,750 F F F
UNEMPLOYMENT PENSION FUND 18,220 F A F
NATWEST TDS DEP BNYM RM GLO EQ FUND 130 F F F
DT INTERNATIONAL STOCK INDEX FUND 93,036 F F F
AST QMA INTL CORE EQUITY PORT PDMP 484,607 F F F
BLACKROCK TACTICAL OPPORTUNITIES FUND OF BLACKROCK
FUNDS AGENT:JP MORGAN CHASE BANK
50,915 F F F
ADVANCED SERIES ASTPRUDENTIAL FLEXIBLE MULTI STRATEGY
PORTFOLIO
11,714 F F F
DELTA LLOYD EQUITY SUSTAINABLE GLOBAL FUND 451,444 F A F
DELTA LLOYD EQUITY SUSTAINABLE GLOBAL FUND DPF 312,593 F A F
DELTA LLOYD EQUITY SUSTAINABLE GLOBAL FUND A 1,045,996 F A F
INVESCO MARKETS II PLC 66,829 F F F
BRANDYTRUST GLOBAL PARTNERS LP 24,248 F F F
GEORGIA TECH FOUNDATION 14,140 F A F
MUNICIPAL EMPLOYEES PENSION PLAN 140,556 F A F
BNYMTCIL WINTON GLOBAL EQUITY FD TR 4,977 F F F
RI MFS 64,312 F F F
VANGUARD INTERNATIONAL SHARES SELECT EXCLUSIONS INDEX
FUND AGENT:JP MORGAN CHASE BANK
59,858 F F F
MACQUAR FT GLB INFR UTIL DIV INC FD 280,000 F F F
LEGAL AND GENERAL UCITS ETF PLC 75,108 F F F
MACQUARIE MANAGEMENT HOLDINGS INC 4,590 F F F
NATIONAL BANK TRUST 138,786 F F F
STICHTING DEPOSITARY APG DEVELOPED MARKETS EQUITY POOL
OUDE LINDESTRAAT
737,700 F F F
VANGUARD FTSE ALL WORLD EX US INDEX FUND 3,940,985 F F F
VANGUARD EUROPEAN STOCK INDEX FUND 3,883,052 F F F
CENTRAL PENSION FUND OF THE INT UNION OF OPERATING
ENGINEERS S AND PARTICIPATING EMPLOYERS
374,054 F A F
F A F
WESPATH FUNDS TRUST 10,189 F A F
UMC BENEFIT BOARD INC 93,231 F F F
T. ROWE PRICE INTERNATIONAL EQUITY INDEX TRUST AGENT:JP
MORGAN CHASE BANK
70,846 F F F
RIVER PARTNERS GLOBAL EQUITY LLC 2,349 F F F
ALAMOSA LLC 4,689 F F F
VY FRANKLIN INCOME PORTFOLIO 20,676 F F F
STICHTING BEDRIJFSTAKPENSIOENFONDS
TMI 2 SOLUTIONS TAX QUALIFIED NUCLEAR DECOMMISSIONING
176,313
16,326
F F F
TRUST F F F
THE CONSOLIDATED EDISON PENSION PLAN MASTER TRUST 139,645 F F F
DEP QF SSGA NONUS EQUITY H1 6,770 F F F
ROBINSON UNIT 2 QUALIFIED NUCLEAR DECOMMISSIONING FUND 13,370 F F F
DEP QF SSGA NONUS EQUITY B1 13,104 F F F
DEP QF SSGA NONUS EQUITY B2
VANGUARD FIDUCIARY TRUST COMPANY EUROPEAN STOCK INDEX
12,912
83,598
F F F
TRUST AGENT:JP MORGAN CHASE BANK
CENTRAL PENSION FUND OF THE INTERNATIONAL UNION OF
OPERATING ENGINEERS AND PARTICIPATING EMPLOYERS
123,835 F F F
GENERAL MILLS GROUP TRUST 268,694 F F F
VOYA GLOBAL HIGH DIVIDEND LOW VOLATILITY FUND 11,854 F F F
SUBSIDIZED SCHOOLS PROVIDENT FUND 75,039 F F F
PB SSGA INTL EQ TAX 11,080 F F F
CERVURITE INTERNATIONAL LLC 41,669 F F F
USMIA GLOBAL EQUITY 7,944 F F F
STICHTING PENSIOENFONDS NOTARIAAT 40,561 F A F
DEUTSCHE ASSET MANAGEMENT INVESTMENT GMBH ON BEHALF OF
DEUTSCHE DCG EQ
21,287 F F F
LEGG MASON FUNDS ICVC LEGG MASON 10,125,213 F F F
STATE OF WYOMING AGENT:JP MORGAN CHASE BANK 87,208 F F F
DRMA LTD 122,848 F F F
DREXEL UNIVERSITY 38,452 F F F
LIST OF PARTICIPANTS
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY
REPRESENTATIVE
Partial Total 1 2 3
MANULIFE MULTIFACTOR DEVELOPED INTERNATIONAL INDEX
CENTRAL PENSION FUND OF THE INT UNION OF OPERATING
ENGINEERS AND PARTICIPATING EMPLOYERS
48,831
79,835
F F F
F F F
WF FAIMT STATE STREET GLOBAL SERV 140,357 F F F
C9W CITW FD PARAMETRIC 1,168 F F F
MOTHER CABRINI HEALTH FOUNDATION INC 64,690 F F F
KAPITALFORENINGEN EMD INVEST GLOBALE AKTIER 8,737 F F F
LOCAL PENSIONS PARTNERSHIP INV 251,535 F F F
ZVK DEAM SPK 33,100 F A F
SAS TRUSTEE CORPORATION POOLED FUND AGENT:JP MORGAN CHASE
BANK
88,846 F F F
TEXAS UTILITIES QUAL NDT PARTNERSHIP 6,132 F F F
FIDELITY SALEM STREET TRUST FIDELITY SAI INTERNATIONAL
INDEX FUND
523,870 F F F
SLI ENHANCED DIV MULTI ASSET FUND 4,737 F F F
SHELL CANADA 2007 PENSION PLAN 400 19,166 F F F
SHELL CANADA 2007 PENSION PLAN 20,643 F F F
THE FULTON DEKALB HOSPITAL AUTHORITY EMPLOYEES
RETIREMENT PLAN
9,025 F A F
AZL DFA INTERNATIONAL CORE EQUITY FUND 24,674 F F F
VOLUNTARY EMPLOYEES BENEFICIARY ASSOCIATION SOUTHERN
CALIFORNIA EDISON COMPANY
PSE AND G NUCLEAR DECOMMISSIONING TRUSTHOPE CREEK
6,385
207,486
F F F
F F F
QUALIFIED FUND
B4305 FRB S LUND RES TR FBO B LUND
3,093 F F F
UNIVERSAL INVESTMENT GMBH AGENT:HSBC TRINKAUS AND BU 3,982,747 F A F
BLACKROCK MSCI EMU IMI INDEX FUND B (EMUIMIB) AGENT:JP 1,707 F F F
MORGAN CHASE BANK
B4306 FRB M LUND REV TR 2,436 F F F
1171 APG DME CCL 148,600 F F F
PANAGORA RISK PARITY MULTI ASSET MASTER FUND LTD 81,830 F F F
THE BANK OF NEW YORK MELLON EMPLOYEE BENEFIT COLLECTIVE
INVESTMENT FUND PLAN
1,576,394 F F F
CITY OF AUSTIN EMPLOYEES RETIREMENT SYSTEM 117,573 F A F
CF DV INTERNATIONAL STOCK INDEX FUND 119,116 F F F
1895 FONDS FGR 539,096 F F F
1895 FONDS FGR 31,765 F A F
THE BANK OF NEW YORK MELLON (INTERNATIONAL) LIMITED AS
TRUSTEE OFISHARES DEVELOPED WORLD
17,319 F F F
PHILADELPHIA GAS WORKS PENSION PLAN 4,387 F F F
KATHERINE C. MOORE CHARITABLE LEAD ANNUITY TRUST II
AGENT:JP MORGAN CHASE BANK
1,914 F F F
FIRST STATE INVESTMENTS ICVC FIRST STATE DIVERSIFIED GROWTH
FUND
630 F A F
THE UNIVERSITY COURT OF THE UNIVERSITY OF GLASGOW
BCT POOLED INVESTMENT FUND SERIES SMARTEUROPEAN EQUITY
12,453
19,519
F F F
F F F
FUND
IVY PROSHARES MSCI ACWI INDEX FUND
4,184 F F F
MACQUARIE GLOBAL INFRASTRUCTURE TOTAL RETURN FUND INC 927,072 F F F
CDW 73 IRR PARA GL 1,158 F F F
AZL NFJ INTERNATIONAL VALUE FUND 12,913 F F F
KAPITALFORENINGEN INVESTIN PRO 4,170 F F F
STICHTING BEDRIJFSPENSIOENFONDS VOOR 361,139 F A F
BNY MELLON INTERNATIONAL EQUITY ETF 5,522 F F F
PROVEDA GLOBAL EQUITY, LP AGENT:JP MORGAN CHASE BANK 1,971 F F F
XTRACKERS MSCI KOKUSAI EQUITY ETF 42,741 F F F
DEUTSCHE XTRKS MSCI ALL WORLD HDG 8,507 F F F
STATE OF WISCONSIN INVESTMENT BOARD 1,160,262 F F F
AIB GROUP IRISH PENSION SCHEME 88,635 F F F
BOK MCM DM PEQ 14,894 F F F
THE GOVERNMENT EMPLOYEES PENSION FUND GEPF 85,553 F A F
BOK KIC GPEQ0 1,018 F F F
EATON VANCE MANAGEMENT 574 F F F
LIST OF PARTICIPANTS
VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY
REPRESENTATIVE
Partial Total 1 2 3
AOHIT HAI RHUMBLINE EAFE THE ARCHDIOCESE OF HARTFORD 1,145 F F F
INVESTMENT TRUST F F F
HRCD RPMT HAP RHUMBLINE EAFE
MINISTRY OF ECONOMY AND FINANCE AGENT:JP MORGAN CHASE
41
335,683
F F F
BANK
CASEY FAMILY PROGRAMS 55,786 F F F
POWERSHARES S AND P GLOBAL EX CANADA HIGH DIVIDEND LOW 19,033 F F F
VOLATILITY INDEX ETF
PUBLIC EMPLOYEES RETIREMENT SYSTEM OF MISSISSIPPI
280,532 F F F
PS FTSE LO BT EQ WT PORT 1,876 F F F
NATWEST TRUST SAN MX 70 PCT UT SSGA 24,199 F F F
SIEMENS FONDS INVEST GMBH ON BEHALF OF SIEMENS EMU
EQUITIES
146,876 F F F
AMERICAN ELECTRIC POWER MASTER RETIREMENT TRUST 102,765 F F F
NKB INVEST GLOBALE AKTIER BASIS 16,527 F A F
NYKREDIT INVEST TAKTISK ALLOKERING 37,513 F A F
AST PRU GRWTH ALL PTF QMA EAFE PDFF 2,058,147 F F F
MSCI EUROPE EQUITY ESG SCREENED INDEX FUND B (EURESGB)
AGENT:JP MORGAN CHASE BANK
3,315 F F F
PS FTSERAFI EU UCITS ETF BNYMTCIL 1,374 F F F
F F F
POWERSHARES GLOBAL FUNDS IRELAND PLC 3,387 F F F
PS FTSE RAFI DEVEL MAR EX US PORT 128,263 F A F
BNYMTCIL GLG EUROPEAN EQ ALTER TRAD
MAN FUNDS VI PUBLIC LTD CO
8,146
276,305
F A F
FT DJ STOXX SEL DIV 30 INDEX FUND 1,009,502 F F F
RCKFLR BROS RHMBLN ACWI EXUS 290611 ROCKEFELLER BROTHERS 4,712 F F F
FUND INC
PRUDENTIAL INVESTMENT PORTFOLIOS INC PRUDENTIAL BALANCED
8,492 F F F
FUND F F F
PSF CONSERVATIVE BAL PORTF QMA 6,780 F F F
PSF FLEXIBLE MANAGED PORTF QMA
JPMORGAN CHASE BANK - PB - UNITED STATES PARTNERSHIPS
11,949
3,497
F F F
AGENT:JP MORGAN CHASE BANK
ADVANCED SERIES TRUST AST PRUDENTIAL GROWTH ALLOCATION
PORTFOLIO
169,545 F F F
GREAT WEST INTERNATIONAL INDEX FUND 120,726 F F F
BNYMTCIL PS ST HIDVLWVI UCITS ETF 69,740 F F F
ABERDEEN DIVERSIFIED INCOME AND GROWTH TRUSTPLC 4,270 F F F
ALLSTATE LIFE INSURANCE COMPANY 56,617 F F F
MACQUARIE FIRST TRUST GLOBAL INFRASTRUCTURE UTILITIES
DIVIDEND AND INCOME FUND
114,356 F F F
THE BANK OF KOREA 558,301 F F F
BANK OF KOREA 525,373 F F F
PFI INTL EQUITY INDEX FUND 147,746 F F F
SEVENTH SWEDISH NATIONAL PENSION FUND- AP7 EQUITY FUND 1,635,845 F F F
F F F
THE KATHERINE MOORE REVOCABLE TRUST AGENT:JP MORGAN
CHASE BANK
3,809
THE SEVENTH SWEDISH NATIONAL PENSION FUND AP 7 EQUITY FUND 960,884 F F F
INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT 68,257 F F F
INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT 11,917 F F F
F F F
INTERNATIONAL BANK FOR RECONSTRUCTION AND DEVELOPMENT 10,378 F F F
BNYMTCIL LAZARD GBL EQTY FRNCHS FND 1,788,425 F F F
BNYMTCIL LAZARD GBL LI EQUITY FD 28,406,128
122,870
F F F
BNYTD CF MACQUARIE GBL INFRS SRS FD
BNYMTCIL LM QS MV EURO EQ GAI FD
87,779 F F F
PFI OVERSEAS FD BHMS 3,125,503 F A F
PFI OVERSEAS FD PMC 51,089 F F F
IFM GLOBAL INDEXED EQUITIES FUND AGENT:JP MORGAN CHASE 4,002 F A F
BANK
PRINCIPAL GLOBAL INVESTORS FUNDS 31,295 F F F
CTJ RE STANLIB GLOBAL EQUITY FD AB 9,900 F F F
F F F
GOLDMAN SACHS ETF TRUST GOLDMAN SACHS INT EQUITY ETF
GOLDMAN SACHS AND CO
38,280
LIST OF PARTICIPANTS
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY Partial Total Session
REPRESENTATIVE 1 2 3
VOYA GLOBAL ADVANTAGE AND PREMIUM OPPORTUNITY FUND 164,406 F F F
F F F
VOYA GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND 524,850 F F F
VOYA INTERNATIONAL HIGH DIVIDEND EQUITY INCOME FUND 52,012 F F F
VY TEMPLETON FOREIGN EQUITY 501,276 F A F
INTERNATIONALE KAPITALANLAGEGESELLSCHAFT MBH ON BEHALF
OF PPI NR
UNIVERSAL INVESTMENT GESELLSCHAFT MBH ON BEHALF OF UI
49,370
10,155
F A F
EB100
BLACKROCK GLOBAL FUNDS 526,404 F F F
HOBART FAMILY INVESTMENTS LLC AGENT:JP MORGAN CHASE
BANK
4,068 F F F
INVESCO S AND P EUROPE 350 EQUAL WEIGHT INDEX ETF 1,556 F F F
IQ 50 PERCENT HEDGED FTSE INTL ETF 43,901 F F F
GS ACTIVE BETA INTL EQUITY ETF 383,631 F F F
GS ACTIVEBETA EUROPE ETF 5,491 F F F
DEUTSCHE XTRK MSCI EMU HDG EQ ETF 6,023 F F F
VOYA GLOBAL EQUITY FUND 250,377 F F F
MINISTERS AND MISSNRES BENEFIT BRD OF AMERICAN BPTST 11,131 F F F
CHURCHES
EMPLOYEES RETIREMENT SYSTEM OF THE CITY OF BALTIMORE OF
4,239 F F F
BALTIMORE
VOYA GLOBAL EQUITY PORTFOLIO
561,187 F F F
VOYA INTERNATIONAL INDEX PORTFOLIO 292,680 F F F
JPMORGAN CHASE BANK - PB - UNITED STATES INDIVIDUALS
AGENT:JP MORGAN CHASE BANK
4,413 F F F
VOYA BALANCED PORT INTL VALUE 11,599 F F F
THE AMERICAN UNIVERSITY IN CAIRO 13,337 F F F
DAEC NQ SSGA TAX 2,592 F F F
NEXTERA ENERGY DUANE ARNOLD 3,535 F F F
PS6F STATE STREET INTL EQ 146,010 F F F
SEATTLE CITY EMPLOYEES RETIREMENT SYSTEM 3,369 F F F
SEMPRA ENERGY PENSION MASTER TRUST 46,413 F F F
DELAWARE POOLED TRUST DELAWARE GLOBAL LISTED REAL
ASSETS FUND
190,707 F F F
INVESTERINGSFORENINGEN LAEGERNES INVEST 11,686 F F F
AIF 21104 LPI AKT EUROPA II 27,975 F F F
UNION INVESTMENT INSTITUTIONAL GMBH 5,400 F A F
MAINSTAY EPOCH GLOBAL EQUITY YIELD FUND AGENT:JP MORGAN
CHASE BANK
3,416,002 F F F
BLL AQUILA LIFE EUROPEAN EQUITY 66,342 F F F
BLL AQUILA LIFE GLOBAL MINIMUM 18,939 F F F
BLL AQUILA LIFE MSCI WORLD FUND 351,196 F F F
BLL AQUILA LIFE FTSE RAFI DEVELOPED 162,761 F F F
APL RB EQ DEV MIRA 9,606 F F F
PFI DIV REAL ASSET FUND MACQUARIE 747,982 F F F
DEUTSCHE XTRKS MSCI EURO CCYHDG 90,348 F F F
ARC RB EQ DEV KAITOS 2,966 F F F
POWERSHARES PUREBETA FTSE DEVELOPED EX NORTHAMERICA
PORTFOLIO
1,009 F F F
MI FONDS K12 SPK 198,620 F F F
EPOCH GLOBAL EQUITY SHAREHOLDER YIELD (UNHEDGED) FUND
AGENT:JP MORGAN CHASE BANK
2,893,142 F F F
AA MFS 68,752 F F F
ULSTER BANK PENSION TRUSTEES LIMITED ULSTER BANK GROUP 69,386 F F F
GOVERNMENT EMPLOYEES PENSION FUND 215,797 F F F
RBS MFS 903,510 F F F
LYONDELLBASELL MT EPOCH 296,694 F F F
DEUTSCHE XTRKS MSCI EAFE CCYHDG 469,767 F F F
PGTF DR NON US EQUITY GT 47,162 F F F
ASV RB EQ DEV MENKAR 6,870 F F F
ABN AMRO PF UBS RAFI 1000 357,477 F F F
DBX FTSE DEV EX US COMP FACTOR 14,046 F F F
LIST OF PARTICIPANTS
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY Partial Total Session
REPRESENTATIVE 1 2 3
F F F
H.E.S.T. AUSTRALIA LIMITED AGENT:JP MORGAN CHASE BANK 535,542 F F F
PRINCIPAL FUNDS INC DIVERSIFIED REAL ASSET FUND 221,410 F F F
BNYMTCIL LM QS MV GBL EQ GAI FD 9,084 F F F
BOA PENSION SSGA 216,464 F F F
STICHTING PENSIOENFONDS VAN DE ABN 343,075 F F F
SPARTAN INTL INDEX 3,898,241 F F F
BELLSOUTH CORP RFA VEBA TRUST 29,221 F F F
CP2F LAZARD INFRASTRCTURE 588,568 F F F
ECBSEG 151881 F F F
DREYFUS INDEX FUNDS INC DREYFUS INTERNATIONAL STOCK INDEX
FUND
69,976 F F F
MNVF SSGA INTL EQUITY 9,552 F F F
SBC MASTER PENSION TRUST AGENT:JP MORGAN CHASE BANK 2,256,271 F F F
SHELL PENSION TRUST 58,394 F F F
SHELL PENSION TRUST 35,629 F F F
PENSION PLANS MASTER TRUST FOR ALCOA USA CORPORATION 209,804 F F F
EASTSPRING INVESTMENTS 2,155 F F F
WF KNIGHTS OF COLUMBUS MAST TR SSGA 118,161 F A F
ADVANCED SERIES TRUST AST FI PYRAMIS QUANTITATIVE
PORTFOLIO
92,736 F F F
AL TRUST FONDS SP 7 SPK 115,201 F F F
AL TRUST H3 FONDS SPK 59,049 F F F
THE EUROPEAN CENTRAL BANK 173,791 F F F
ALICNY BLACKROCK GBL EQUITY 15,632 F F F
NEW YORK LIFE INSURANCE & ANNUITY CORPORATION AGENT:JP
MORGAN CHASE BANK
8,054 F A F
VIRTUS WMC GLOBAL FACTOR OPPORTUNITIES ETF 4,023 F A F
BLACKROCK ACWI USIMI 434,789 F F F
RHODE ISLAND EMPLOYEES RETIREMENT SYSTEMS POOLED TRUST 226,337 F F F
FIRE AND POLICE PENSION ASSOCIATION OF COLORADO 27,057 F F F
UFJF MCM MSCI WORLD FD 15,607 F F F
DIOCESE OF VENICE PENSION PLAN AND TRUST 2,527 F F F
PUBLIC EMPLOYEE RETIREMENT SYSTEM OF IDAHO 110,920 F F F
MINISTER FOR FINANCE AND IRELAND STRATEGIC INVESTMENT
FUND ISIF
11,583 F F F
NSNF PARA EAFE MONTI 21,839 F F F
NSNF PARA EAFE PI 1
FLEXSHARES STOXX GLOBAL BROAD INFRASTRUCTURE INDEX FUND
6,330
1,934,736
F F F
F F F
AGENT:JP MORGAN CHASE BANK
NSNF PARA EAFE PI 2
10,544 F F F
VANGUARD INTL HIGH DIV YLD INDEX FD 451,008 F F F
PDBF NUVEEN 107,795 F F F
PGEF PG E QUALIFIED PANAGORA EAFE 83,448 F F F
PUBLIC SCHOOL TEACHERS PENSION AND RETIREMENT FUND OF 578,410
CHICAGO F F F
DWS INVESTMENT GMBH ON BEHALF OF DEAM FONDS ZDV 37,622 F F F
PRINCIPAL FUNDS INC DIVERSIFIED REAL ASSET FUND 2,812,609 F F F
AURION GLOBAL EQUITY FUND 7,302 F F F
AZL INTERNATIONAL INDEX FUND 203,652 F F F
DEUTSCHE XTRK MSCI ALL WRLD HDY ETF 9,788 F F F
MAINSTAY INCOME BUILDER FUND AGENT:JP MORGAN CHASE BANK 1,658,002 F F F
DEUTSCHE XTRK MSCI EAFE HDY HDG ETF 420,541 F F F
DEUTSCHE XTRK MSCI STH EUR HDG ETF 916 F F F
BNYMTCIL FT GBL ALPHADEX UCITS ETF 7,132 F A F
UNITED CHURCH FUNDS QMA BFF 3,618 F F F
COUNTY EMPLOYEES ANNUITY AND BENEFIT FUND OF COOK COUNTY 264,276 F F F
COUNTY EMPLOYEES ANNUITY AND BENEFIT FUND OF COOK COUNTY 92,329 F F F
COUNTY EMPLOYEES ANNUITY AND BENEFIT FUND OF COOK COUNTY 713,388 F F F
LAWRENCE LIVERMORE NATIONAL SECURITY LLC AND LOS ALAMOS
NATIONAL SECURITY LLC DEFINED BENEFIT BENEFIT PLAN GROUP
36,375
NAME OF PARTICIPANT VOTING RESULTS
BY PROXY AND BY Partial Total
REPRESENTATIVE
LAWRENCE LIVERMORE NATIONAL SECURITY LLC AND LOS ALAMOS
1
NATIONAL SECURITY LLC DEFINED BENEFIT BENEFIT PLAN GROUP
SIEMENS BALANCED 38,355
BUREAU OF LABOR FUNDS-LABOR INSURANCE FUND AGENT:JP
MORGAN CHASE BANK
2,237,368
SISTERS OF CHARITY OF LEAVENWORTH HEALTH SYSTEM MASTER
TRUST
52,488
SAUDI ARABIAN MONETARY AUTHORITY 314,974
3M ERIP RAFI EAFE 15,641
ALASKA PERMANENT FUND CORPORATION 3,240,309
PMPT INKA FONDS 123,758
VIRGINIA RETIREMENT SYSTEM 104,795
VIRGINIA RETIREMENT SYSTEM 973,000
VIRGINIA RETIREMENT SYSTEM 1,806,455
EMPLOYEES RETIREMENT SYSTEM OF THE CITY OF BALTIMORE 189,194
INTERNATIONALE KAPITALANLAGEGESELLSCHAFT MBH ACTING
FOR ACCOUNT OF INKA PBEAKK
956,035
BLACKROCK MANAGED VOLATILITY V.I. FUND OF BLACKROCK
VARIABLE SERIES FUNDS, INC. AGENT:JP MORGAN CHASE BANK
9,328
WELLS FARGO BANK 7,207
CPA COP PSERS PSERS ACWI X US INDEX 254,271
IN8 COP TREAS PWP RHUMBLINE MSCI 14,843
NV PERS MELLON CAPITAL INDEX 536,835
NV PERS SSGA EAFE INDEX PUBLIC EMPLOYEES RETIREMENT
SYSTEM OF NEVADA
540,130
NV RBIF ALLNCEBRNSTN INTL EQ 17,745
TEA BLACKROCK INC INTL 511,786
UTC EDHEC BLACKROCK UNITED TECHNOLOGIES CORPORATION
MASTER RETIREMENT
18,852
BLACKROCK LIFE LIMITED 175,510
STICHTING RABOBANK PENSIOENFONDS 1,668,334
THE BOEING COMPANY EMPLOYEE RETIREMENT PLANS MASTER
TRUST AGENT:JP MORGAN CHASE BANK
2,799,220
STATE BOARD OF ADMINISTRATION OF FLORIDA 22,421
AST GS MULTI ASSET PORT LIQ PDHB 18,363
POOL RE JPM REI EQUITY 104,165
POOL RE L AND G MSCI EQ 13,871
BLL AQUIL LIFGLO3000 FMEN WHT INDFD 75,781
PENN SERIES DEV INTL INDEX FUND 14,360
LEGG MASON GLOBAL FUNDS PLCLEGG MASON RARE
INFRASTRUCTURE VALUE FUND
2,536,386
BNYMTD BLK CONT EUR EQ TRCK FD INV 81,888
FLORIDA RETIREMENT SYSTEM 4,282,190
FLORIDA RETIREMENT SYSTEM 125,436
MINOZZI ROMANO REQUESTER:MEDIOBANCA SPA 126,770,958
of which 19,568,352 shares in lien to UNICREDIT S.P.A.;
of which 19,350,000 shares in lien to INTESA SANPAOLO PRIVATE BANKING;
TEACHERS RETIREMENT SYSTEM OF GEORGIA AGENT:JP MORGAN
1,222,350
CHASE BANK
KENTUCKY RETIREMENT SYSTEMS 30,860
KENTUCKY RETIREMENT SYSTEMS INSURANCE TRUST FUND 13,592
STANDARD LIFE INVESTMENTS GLOBAL SICAV 1,168
FLORIDA RETIREMENT SYSTEM 114,587
BLACKROCK WORLD EX FLORIDA RET SYS 166,096
TEXAS EDUCATION AGENCY 10,804
EMPLOYEES RETIREMENT SYSTEM OF THE STATE OF HAWAII 224,083
PENSION RESERVES INVESTMENT TRUST FUND 494,964
HIGHMARK INC 352,907
BELL ATLANTIC MASTER TRUST 11,266
MSCI EQUITY INDEX FUND B - ITALY (MSITB) AGENT:JP MORGAN
CHASE BANK
955,766
VOYA INTERNATIONAL CORE FUND 82,696

F F F F A F F A F F F F F A F F A F F F F F A F F F F F F F F F F F F F F F F

Page: 39

Extraordinary Session 1 2 3 F A F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F A F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F A F F F F F A F F F F F F F F F F F F F F F F F F F F F F F A F F A F F F F

VOTING RESULTS
Extraordinary
NAME OF PARTICIPANT Session
BY PROXY AND BY
REPRESENTATIVE
Partial Total 1 2 3
DUKE ENERGY QUALIFIED NUCLEAR DECOMMISSIONING 68,788 F F F
ZOETWAREN ROBECO MANAGED 183,479 F A F
INDIANA PUBLIC RETIREMENT SYSTEM 59,032 F F F
PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF NEW MEXICO 36,922 F F F
BOARD OF PENSIONS OF THE EVANGELICAL LUTHERAN CHURCH IN 461 F F F
AMERICA
JOHN S AND JAMES L KNIGHT FOUNDATION
94,287 F F F
THE STATE OF CONNECTICUT ACTING THROUGH ITS TREASURER 278,410 F F F
UPS GROUP TRUST 565,960 F F F
AL TRUST AKTIEN EUROPA SPK 14,374 F F F
TELSTRA SUPERANNUATION SCHEME AGENT:JP MORGAN CHASE 978,394 F F F
BANK
PRUDENTIAL INVESTMENT PORTFOLIO 2 PRUDENTIAL QMA INTL
DEVELOPED MRKTS INDEX FUND
9,001 F F F
ENERGY INSURANCE MUTUAL LIMITED 10,266 F F F
METROPOLITAN LIFE INSURANCE COMPANY 76,014 F F F
IOWA PUBLIC EMPLOYEES RETIREMENT SYSTEM 156,881 F F F
SANTA BARBARA COUNTY EMPLOYEES RETIREMENT SYSTEM 264,892 F F F
ESB PEN SCHEPOCH 563,606 F F F
THE ESB PENSION FUND 517,806 F F F
CAIXABANK ASSET MANAGEMENT SGIIC SA 432,943 F F F
VIDACAIXA, S.A. 2,760,617 F F F
ASI - PROGETTO SVILUPPO GLO 192,031 F F F
UNICARE SAVINGS PLAN AGENT:JP MORGAN CHASE BANK 106,269 F A F
AM SOL IT-PROGETTO SVILUPPO GLOBALE (II) 120,165 F F F
AM SOL IT-PROGE CED 04 2024 16,517 F F F
AM SOL IT-PROG CED 02 2021 26,733 F F F
AM SOL IT-PROG CED 032021 36,769 F F F
AM SOL IT-PROG CED 05 2021 33,391 F F F
AM SOL IT-PROG CED 06 2021 24,238 F F F
AM SOL IT-PROG CED 08 2021 14,105 F F F
AM SOL IT- PROG CED 11 2021 20,518 F F F
AM SOL IT-PROG CED 12 2021 17,203 F F F
AM SOL IT-PROG CED 02 2022 48,739 F F F
F F F
VANGUARD GLOBAL INFRASTRUCTURE INDEX FUND AGENT:JP
MORGAN CHASE BANK
745,839
AM SOL IT-PROG CED 03 2022 38,327 F F F
AM SOL IT-PROG CED 04 2022 21,776 F F F
AM SOL IT-PROG CED 06 2022 25,304 F F F
AM SOL IT-PROG CED 05 2022 22,424 F F F
AM SOL IT-PROG CED 10 2022 26,665 F F F
AM SOL IT-PROG CED 12 2022 37,822 F F F
ASI PROGETTO CEDOLA 04 2023 20,370 F F F
ASI PROGETTO CEDOLA 05 2023 20,942 F F F
ASI PROGETTO CEDOLA 06 2023 16,631 F F F
ASI PROGETTO CEDOLA 07 2023 13,699 F F F
BLACKROCK CDN WORLD INDEX FUND AGENT:JP MORGAN CHASE
BANK
110,312 F F F
AM SOL IT - PRO CED 09 2023 19,990 F F F
AM SOL IT - PRO CED 10 2023 20,781 F F F
AMUNDI SOLUZIONI ITALIA-PROGETTO CEDOLA 12/2023 17,117 F F F
AMUNDI SOLUZIONI IT-PROGETTO AZIONE 20,467 F F F
AMUNDI SOLUZIONI IT-PROGETTO CEDOLA 09/2022 48,448 F F F
AMUNDI SOLUZIONI IT-PROGETTO CEDOLA 07/2022 17,718 F F F
AM SOL IT-PROG CED 09 2021 22,678 F F F
POLI GIOVANNI 450 F A F
CHERUBINI TERESA 200 F A F
FINANZIARIA CERAMICA CASTELLARANO S P A
REQUESTER:MINOZZI ROMANO
10,958,722 F F F
FLEXSHARES STOXX GLOBAL ESG IMPACT INDEX FUND AGENT:JP
MORGAN CHASE BANK
10,920 F F F
LIST OF PARTICIPANTS
NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY Partial Total Session
REPRESENTATIVE
IRIS CERAMICA GROUP SOCIETA` PER AZIONI REQUESTER:MINOZZI
84,890,583 1 2 3
ROMANO F F F
of which 5,800,000 share in lien to :UNICREDIT S.P.A.; of
which 6,600,000 shares in lien to :UNICREDIT S.P.A.;
AMUNDI SGR SPA / AZIONARIO EUROPA REQUESTER:SCHAUMANN
DANI
358,287 F F F
NUVEEN GLOBAL INVESTORS FUND P 447,328
SEI GLOBAL MASTER FUND PLC 27,216 F F F
SG ACTIONS EUROPE 4,999 F A F
SG ACTIONS MONDE 9,767 F F F
SG ACTIONS EUROPE LARGECAP 2,211 F F F
ALLIANCEBERNSTEIN FUND-DYNAMIC 3,848 F F F
ETOILE ACTIONS RENDEMENT 250,301 F F F
NUVEEN GLOBAL INVESTORS FUND 106,811 F F F
THE SOUTHERN COMPANY SYSTEM MASTER RETIREMENT TRUST 731,439 F F F
F F F
AGENT:JP MORGAN CHASE BANK
ETOILE ENERGIE EUROPE
2,924
KOKUSAI EQUITY INDEX FUND 63,167 F F F
MORGAN STANLEY PATHWAY FUNDS 42,883 F F F
CNS GLOBAL LIST INFRASTRUCTURE 327,209 F F F
AB SICAV I - ALL CHINA EQUITY 10,970 F F F
ETOILE ACTIONS INTERNATIONAL 4,100 F F F
OFI FI RS EURO EQU SMART BE 596,630 F F F
PGIM ETF TRUST - PGIM QMA 14,903 F A F
NESTLE FRANCE EQUILIBRE 18,932 F F F
BRIDGE BUILDER INTERNATIONAL 81,114 F F F
BLACKROCK MULTI-ASSET INCOME PORTFOLIO OF BLACKROCK
FUNDS II AGENT:JP MORGAN CHASE BANK
740,947 F F F
F F F
ANDROS 14,878
CUSTODY BANK OF JAPAN, LTD. 131,869 F F F
ASTRAZENECA FONDS N2 DYNAMIQUE 6,595 F F F
GSK ACTIONS 6,326 F F F
VOLKSWAGEN 5,296 F F F
SG DIVERSIFIE ISR 55,150 F F F
HALEVY A2 419,587 F F F
IRCEC BEAUMARCHAIS 257,175 F F F
FCP UF 6COMPARTIMENT A 36,327 F F F
IRCEC CASSETTE DIVERSIFIE 249,275 F F F
VANGUARD INTERNATIONAL SHARES INDEX FUND AGENT:JP
MORGAN CHASE BANK
686,343 F F F
F F F
MAAF ASSURANCES SA SGP 1,106,886
PROTEC BTP SGP 17,270 F F F
AM SF-EURO EQ MKT PLUS 24,750 F F F
AMUNDI S.F. - EURO RESEARCH 64,395 F F F
ASF EUROPEAN EQUITY OPT VOL 117,880 F F F
AMUNDI TOTAL RETURN 48,765 F F F
AM SF-DIV TGT INC 11 2021 9,644 F F F
AM SF-DIV TGT INC 11 2022 11,269 F F F
AMIF -EMU EQUITY 170,626 F F F
F F F
AMIF -EUROPEAN EQUITY 266,593 F F F
GRANITIFIANDRE SOCIETA` PER AZIONI 28,067,190 F F F
FIDELITY INVESTMENT FUNDS - FIDELITY INDEX WORLD FUND
AGENT:JP MORGAN CHASE BANK
112,605 F F F
INARCASSA - CASSA NAZIONALE DI PREVIDENZA ED ASSISTENZA PER 23,920,000
HALF CAMERON EDWARD REQUESTER:RAYMOND JAMES & ASS INC.
EXCLUSIVE BENEFIT OF CLIENTS
1,683 F F F
F F F
ASSET MANAGEMENT EXCHANGE UCITS CCF REQUESTER:NT ASSET 2,384,418 F F F
MNGT EXCHANGE UCITS C
DELA DEPOSITARY & ASSET MANAGEMENT B.V. REQUESTER:NT DELA
269,763 F F F
DEPO & ASSET MGMT B.V.
STICHTING PENSIOENFONDS ING REQUESTER:NT STICHTING
PENSIOENFONDS ING
1,825,721 F A F
VOTING RESULTS
NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE
Partial Total
LEGAL AND GENERAL CCF REQUESTER:NT LEGAL AND GENERAL CCF 176,178
BANK OF BOTSWANA REQUESTER:NT BANK OF BOTSWANA 23,454
THE PUBLIC INSTITUTION FOR SOCIAL SECURITY REQUESTER:NT
THE PUB INST FOR SOCIAL SEC
395,197
GENERAL ORGANISATION FOR SOCIAL INSURANCE 1,080,010
INTERNATIONAL MONETARY FUND RETIRED STAFF BENEFITS 42,525
INVESTMENT ACCOUNT 700 REQUESTER:NT IMF RET STAFF 458,996
CITY OF PHILADELPHIA PUBLIC EMPLOYEES RETIREMENT SYSTEM
AGENT:JP MORGAN CHASE BANK
CHURCH OF ENGLAND INVESTMENT FUND FOR PENSIONS 141,454
REQUESTER:NT NT0 UK CIF CLIENTS ACCOUNT
WHEELS COMMON INVESTMENT FUND TRUSTEES LIMITED
42,980
REQUESTER:NT NT0 UK CIF CLIENTS ACCOUNT
STICHTING BEDRIJFSTAKPENSIOENFONDS VOOR DE DETAILHANDEL 432,346
REQUESTER:NT STCHNG BEDRPENSNFND VR DE D
ABERDEEN STANDARD ACS I REQUESTER:NTC ABERDEEN
1,907
STANDARD ACS I
CHEVRON UK PENSION PLAN. REQUESTER:NT NT0 TREATY/NON 107,656
TREATY TAX L
FRESNO COUNTY EMPLOYEES` RETIREMENT ASSOCIATION.
8,874
REQUESTER:NT NT0 TREATY/NON TREATY TAX L
THE BOARD OF THE PENSION PROTECTION FUND RENAISSANCE
REQUESTER:NT NT0 TREATY/NON TREATY TAX L
89,960
LOS ANGELES CITY EMPLOYEES RETIREMENT SYSTEM 1,367,266
REQUESTER:NT NT0 TREATY/NON TREATY TAX L
SPARTAN GROUP TRUST FOR EMPLOYEE BENEFIT PLANS.
REQUESTER:NT NT0 TREATY/NON TREATY TAX L
776,925
IBM DIVERSIFIED GLOBAL EQUITY FUND REQUESTER:NT IBM 52,501
DIVERSIFIED GLOBAL EQUI
LGIASUPER TRUSTEE AS TRUSTEE FOR LGIASUPER AGENT:JP
117,531
MORGAN CHASE BANK
ELO MUTUAL PENSION INSURANCE COMPANY ELO MUTUAL PENSION
INSURANCE COMPANY REQUESTER:NT NT0 1.2% TREATY ACCOUNT
598,930
COMMONWEALTH GLOBAL INFRASTRUCTURE SECURITIES FUND 1. 1,798,343
REQUESTER:NT NT2 TREATY/NON TREATY TAX C
THE BANK OF IRELAND STAFF PENSIONS FUND REQUESTER:NT NT0
EU/NORWAY PENSION FUNDS
401,771
STICHTING HEINEKEN PENSIOENFONDS REQUESTER:NT NT0 20,638
EU/NORWAY PENSION FUNDS
STICHTING PENSIOENFONDS SAGITTARIUS REQUESTER:NT NT0
66,934
EU/NORWAY PENSION FUNDS
STICHTING PENSIOENFONDS VAN DE METALEKTRO (PME)
REQUESTER:NT NT0 EU/NORWAY PENSION FUNDS
1,040,648
STICHTING PENSIOENFONDS APF. REQUESTER:NT NT0 EU/NORWAY 461,701
PENSION FUNDS
PUBLIC EMPLOYEES RETIREMENT ASSOCIATION OF COLORADO
REQUESTER:NT PUBLIC EMPLOYEES RETIREMENT
573,615
DOW RETIREMENT GROUP TRUST REQUESTER:NT DOW 545,835
RETIREMENT GROUP TRUST
FUTURE FUND BOARD OF GUARDIANS FOR AND ON BEHALF OF
186,382
FUTURE FUND REQUESTER:NT FUTURE FUND CLIENTS ACCOUNT
MSCI EUROPE EQUITY INDEX FUND B (EUROSECB) AGENT:JP
MORGAN CHASE BANK
620,552
MRFF INVESTMENT COMPANY NO. 2 PTY LTD REQUESTER:NT FUTURE 1,232,332
FUND CLIENTS ACCOUNT
FUTURE FUND BOARD OF GUARDIANS FOR AND ON BEHALF OF THE
57,613
MEDI REQUESTER:NT FUTURE FUND CLIENTS ACCOUNT
NORTHERN TRUST UCITS COMMON CONTRACTUAL FUND 1,077,900
REQUESTER:NT NORTHERN TRUST UCITS COMMON
COLONIAL FIRST STATE WHOLESALE INDEXED GLOBAL SHARE FUND
81,075
REQUESTER:NT COLONIAL FIRST STATE INVEST
COLONIAL FIRST STATE INVESTMENT FUND 50 REQUESTER:NT
COLONIAL FIRST STATE INVEST
76,140
MUNICIPAL EMPLOYEES` ANNUITY AND BENEFIT FUND OF CHICAGO 4,016
REQUESTER:NT MUNICIPAL EMPLOYEES` ANNUITY
UNITED NATIONS RELIEF AND WORKS AGENCY FOR PALESTINE
REFUGEES IN THE NEAR EAST UNRWA HEADQUARTERS BAYADER
74,696
BROIDA WEISS 2012 FAMILY TRUST REQUESTER:NT NT0 5,518
TREATY/NON TREATY TAX C

Page: 42

Extraordinary Session 1 2 3 F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F A F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F F

NAME OF PARTICIPANT VOTING RESULTS
Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
1 2 3
JCW 1987 ARTICLE II DESC TRUST FBOTLW REQUESTER:NT NT0
TREATY/NON TREATY TAX C
927 F F F
THE BUILDERS INITIATIVE INC REQUESTER:NT NT0 TREATY/NON
TREATY TAX C
45,151 F F F
ONEPATH GLOBAL SHARES - GLOBAL INFRASTRUCTURE (HEDGED)
INDEX POOL AGENT:JP MORGAN CHASE BANK
530,952 F F F
THOMAS L. WALTON FAMILY TRUST UAD 03/19/13 REQUESTER:NT
NT0 TREATY/NON TREATY TAX C
4,615 F F F
THE COCA-COLA COMPANY REQUESTER:NT NT0 TREATY/NON
TREATY TAX C
69,284 F F F
FUNDO DE PENSOES REQUESTER:NT NT0 TREATY/NON TREATY TAX C 20,877 F F F
FCA US LLC DEFINED CONTRIBUTION PLAN MASTER TRUST
REQUESTER:NT NT0 TREATY/NON TREATY TAX C
1,496,363 F F F
MASTER TRUST AGREEMENT BETWEEN PFIZER INC AND THE
NORTHERN TRUST COMPANY REQUESTER:NT NT0 TREATY/NON
3,796 F A F
NATWEST TRUSTEE AND DEPOSITARY SERVICES LIMITED AS
TRUSTEE O REQUESTER:NT NT0 15% TREATY ACCOUNT CLIE
192,147 F F F
THE MEDICAL AND DENTAL DEFENCE UNION OF SCOTLAND
REQUESTER:NT NT0 TREATY/NON TREATY TAX C
61,337 F F F
LTW INVESTMENTS LLC REQUESTER:NT NT0 TREATY/NON TREATY
TAX C
105,176 F F F
ARVEST FOUNDATION REQUESTER:NT NT0 TREATY/NON TREATY TAX
C
1,273 F F F
ALICE A PROIETTI FAMILY TRUST UAD 09/27/13 REQUESTER:NT NT0
TREATY/NON TREATY TAX C
8,185 F F F
ROBECO GLOBAL DM CONSERVATIVE EQUITIES FUND (AUD)
AGENT:JP MORGAN CHASE BANK
BECTON DICKINSON AND COMPANY MASTER RETIREMENT TRUST
122,663
88,147
F A F
REQUESTER:NT NT0 TREATY/NON TREATY TAX C
BELLSOUTH CORPORATE TRUST UNDER EXECUTIVE BENEFIT
19,300 F F F
PLAN(S). REQUESTER:NT NT0 TREATY/NON TREATY TAX C
JCW 1987 ARTICLE II DESC TRUST FBOAAP C/O WALTON ENTERPRISES
717 F A F
LLC REQUESTER:NT NT0 TREATY/NON TREATY TAX C
JOHN E FETZER INSTITUTE INC REQUESTER:NT NT0 TREATY/NON
304,136 F F F
TREATY TAX C
JCW 1987 ARTICLE II DESC TRUST FBO JMW DTD 1/1/2012
632 F F F
REQUESTER:NT NT0 TREATY/NON TREATY TAX C
JCW 1987 ARTICLE II DESC TRUST FBOSLW REQUESTER:NT NT0
446 F F F
TREATY/NON TREATY TAX C
STEUART L. WALTON FAMILY TRUST UAD 3/19/13 REQUESTER:NT
5,250 F F F
NT0 TREATY/NON TREATY TAX C
EXELON CORPORATION EMPLOYEES` BENEFIT TRUST FOR UNION
307,526 F F F
EMPLOYEES REQUESTER:NT NT0 TREATY/NON TREATY TAX C
PEPCO HOLDINGS INC. VEBA TRUST REQUESTER:NT NT0 TREATY/NON
155,473 F F F
TREATY TAX C
S. ROBSON WALTON 2009 GRAT NO. 4 ARTICLE II TRUST
4,558 F F F
F F F
REQUESTER:NT NT0 TREATY/NON TREATY TAX C
THE LABOUR UNION CO-OPERATIVE RETIREMENT FUND AGENT:JP
30,527 F A F
MORGAN CHASE BANK
R.E. GINNA NUCLEAR POWER PLANT QUALIFIED FUND
11,500 F A F
REQUESTER:NT NT0 TREATY/NON TREATY TAX C
NINE MILE POINT NDT QUALIFIED PARTNERSHIP REQUESTER:NT
11,200 F A F
NT0 TREATY/NON TREATY TAX C
CALVERT CLIFFS NUCLEAR POWER PLANT UNIT ONE QUALIFIED
FUND REQUESTER:NT NT0 TREATY/NON TREATY TAX C
14,400 F A F
KBI GLOBAL INVESTMENT FUND REQUESTER:NT NT0 IEDP 15%
TREATY DOCS LE
69,230 F F F
GARD UNIT TRUST REQUESTER:NT NT0 IEDP 15% TREATY DOCS LE 94,613
HONG KONG SAR GOVERNMENT EXCHANGE FUND. REQUESTER:NT 2,286,466 F A F
F F F
NT0 10% TREATY ACCOUNT CLIE
THE BOARD OF MANAGEMENT OF THE CHINESE PERMANENT
CEMETERIES REQUESTER:NT NT0 10% TREATY ACCOUNT CLIE
19,446 F F F
BEAT DRUGS FUND ASSOCIATION REQUESTER:NT NT0 10% TREATY
ACCOUNT CLIE
2,621 F F F
PUBLIC PENSION AGENCY REQUESTER:NT NT0 10% TREATY ACCOUNT
LEND
97,333 F A F
PUBLIC PENSION AGENCY REQUESTER:NT NT0 10% TREATY ACCOUNT
LEND
1,019,290 F F F
EQ ADVISORS TRUST - ATM INTERNATIONAL MANAGED VOLATILITY
PORTFOLIO AGENT:JP MORGAN CHASE BANK
184,805 F F F
E-MARKET
SDIR
CERTIFIED
NAME OF PARTICIPANT VOTING RESULTS Extraordinary
BY PROXY AND BY REPRESENTATIVE Partial Total Session
PRO-GEN INVESTMENTS LLC REQUESTER:NT NT0 NON TREATY 11,897 1 2 3
F F F
CLIENTS
CINDY SPRINGS LLC REQUESTER:NT NT0 NON TREATY CLIENTS
163,830
OMEGA FFIP LIMITED PARTNERSHIP. REQUESTER:NT NT0 NON 6,678 F F F
TREATY CLIENTS F F F
ORIZABA LP REQUESTER:NT NT0 NON TREATY CLIENTS 10,238 F F F
NELKE PARTNERSHIP C/O NORTHERN TRUST COMPANY MANAGER
REQUESTER:NT NT0 NON TREATY CLIENTS
3,054 F F F
LTW GROUP HOLDINGS LLC REQUESTER:NT NT0 NON TREATY 111,851
CLIENTS F F F
LUNA LLC REQUESTER:NT NT0 NON TREATY CLIENTS 1,683 F F F
MF INTERNATIONAL FUND LLC REQUESTER:NT NT0 NON TREATY
CLIENTS
4,284 F F F
LEHMAN-STAMM FAMILY PARTNERS LLC LEHMAN-STAMM FAMILY
PARTNERS LLC REQUESTER:NT NT0 NON TREATY CLIENTS
264 F F F
LEGAL AND GENERAL MSCI EAFE FUND LLC REQUESTER:NT NT0 NON
TREATY CLIENTS
143,130 F F F
THE SOUTHERN COMPANY SYSTEM MASTER RETIREMENT TRUST
AGENT:JP MORGAN CHASE BANK
574,157 F A F
LAKE AVENUE INVESTMENTS LLC REQUESTER:NT NT0 NON TREATY
CLIENTS
98,461 F F F
NTGI-QM COMMON DAILY ALL COUNTRY WORLD EX-US INVESTABLE
MARKET INDEX FUND - NON LENDING REQUESTER:NT NT0 NON
56,913 F F F
RDM LIQUID LLC REQUESTER:NT NT0 NON TREATY CLIENTS 57,800 F F F
IRR K LLC REQUESTER:NT NT0 NON TREATY CLIENTS 17,777
7,135
F F F
DILLON MARKETABLE SECURITIES COMMON TRUST FUND C/O
KESWICK MANAGEMENT REQUESTER:NT NT0 NON TREATY
F F F
DFI LP EQUITY (PASSIVE REQUESTER:NT NT0 NON TREATY CLIENTS
DYNASTY INVEST LTD REQUESTER:NT NT0 NON TREATY CLIENTS
1,369
4,830
F F F
FOURTH AVENUE INVESTMENT COMPANY REQUESTER:NT NT0 NON 28,854 F F F
TREATY CLIENTS F F F
FIDDLER PARTNERS LLC. REQUESTER:NT NT0 NON TREATY
CLIENTS
1,092 F F F
CARNELIAN INVESTMENT MANAGEMENT LLC REQUESTER:NT NT0
NON TREATY CLIENTS
17,110 F F F
MAGELLAN WHOLESALE PLUS INFRASTRUCTURE FUND AGENT:JP
MORGAN CHASE BANK
419,970 F F F
CARROLL AVENUE PARTNERS LLC. REQUESTER:NT NT0 NON
TREATY CLIENTS
705 F F F
BETTER BE GOOD LLC REQUESTER:NT NT0 NON TREATY CLIENTS 1,778 F F F
GWL GLOBAL INVESTMENTS LLC. REQUESTER:NT NT0 NON TREATY
CLIENTS
398,330 F F F
INTERNATIONAL EQUITY FUND LLC REQUESTER:NT NT0 NON TREATY
CLIENTS
36,325 F F F
NTGI-QM COMMON DAILY EAFE INDEX FUND - NON LENDING
REQUESTER:NT NT0 NON TREATY CLIENTS
277,983 F F F
K ARIES INVESTMENTS SH LIMITED REQUESTER:NT NT0 NON TREATY
CLIENTS
18,357 F F F
SODA SPRINGS PARTNERS LLC REQUESTER:NT NT0 NON TREATY
CLIENTS
1,535,515 F F F
FCM INTERNATIONAL LLC REQUESTER:NT NT0 NON TREATY CLIENTS 4,436 F F F
MALACHITE 35 TRUST REQUESTER:NT NT0 NON TREATY CLIENTS 7,209
ZOMA CAPITAL PORTFOLIO LLC REQUESTER:NT NT0 NON TREATY 37,957 F F F
CLIENTS 2,360,791,116 F F F
STUDIO TREVISAN DESIGNATED REPRESENTATIVE AS PROXY 0
HOLDER UNDER 135-UNDECIES CLF IN THE PERSON OF DARIO
TREVISAN
- BY PROXY OF F F F
GENERALI VIE
GENERALI INVESTMENTS SICAV
659,026
28,953
F F F
ALLEANZA ASSICURAZIONI SPA 2,262,984 F F F
GIAM GENERALI INSURANCE ASSET MANAGEMENT 1,190,876 F F F
GENERALI ITALIA SPA 8,926,567 F F F
ASSICURAZIONI GENERALI SPA 8,584 F F F
GIE GEN REVENUS FCP 4D 29,383 F F F
GENERTELLIFE SPA 221,362 F F F

F F F

NAME OF PARTICIPANT

GENERALI ESPANA SA DE SEGUROS Y REASEGUROS 67,662

NAME OF PARTICIPANT
BY PROXY AND BY REPRESENTATIVE
DAS DIFESA AUTOMOBILISTICA SINISTRI SPA
Partial
Total
18,214
VOTING RESULTS
Extraordinary
Session
GENERTEL S.P.A. 63,866 1 2 3
13,477,477 F F F
F F F
Legend:

1 Proposed amendment to article 2 of the company Bylaws. 3 Proposed amendment to article 13 and article 2 Proposed amendment to article 12 of the company Bylaws.

EXTRAORDINARY SHAREHOLDERS' MEETING of 2 February 2021

RESULTS OF VOTING

SubJect: Proposed amendment to article 2 of the company Bylaws

Number 1,921 shareholders entitled to vote took part in the voting, representing by proxy n° 2,374,268,593 ordinary shares, corresponding to 70.644720% of the n. 3,360,857,809 capital ordinary shares

The counting of votes produced the following results:

to vote % of share capital present and entitled
%ordinary capital
In Favour
AGAINST
2,319,600,795
0
votes equating to
votes equating to
97.697489
0.000000
69.018118
0.000000
Sub-Total 2,319,600,795 votes equating to 97.697489 69.018118
Abstentions
Not Voting
Sub-Total
54,667,798
0
54,667,798
votes equating to
votes equating to
votes equating to
2.302511
0.000000
2.302511
1.626603
0.000000
1.626603
Total 2,374,268,593 votes equating to 100.000000 70.644720

EXTRAORDINARY SHAREHOLDERS' MEETING of 2 February 2021

RESULTS OF VOTING

Subject: Proposed amendment to article 12 of the company Bylaws

Number 1,921 shareholders entitled to vote took part in the voting, representing by proxy n° 2,374,268,593 ordinary shares, corresponding to 70.644720% of the n. 3,360,857,809 capital ordinary shares

The counting of votes produced the following results:

to vote % of share capital present and entitled
%ordinary capital
In Favour 2,274,144,849 votes equating to 95.782965 67.665607
AGAINST 100,063,918 votes equating to 4.214516 2.977333
Sub-Total 2,374,208,767 votes equating to 99.997480 70.642940
Abstentions 59,826 votes equating to 0.002520 0.001780
Not Voting 0 votes equating to 0.000000 0.000000
Sub-Total 59,826 votes equating to 0.002520 0.001780
Total 2,374,268,593 votes equating to 100.000000 70.644720

EXTRAORDINARY SHAREHOLDERS' MEETING of 2 February 2021

RESULTS OF VOTING

Subject : Proposed amendment to article 13 and article 24 of the company Bylaws

Number 1,921 shareholders entitled to vote took part in the voting, representing by proxy n° 2,374,268,593 ordinary shares, corresponding to 70.644720% of the n. 3,360,857,809 capital ordinary shares

The counting of votes produced the following results:

to vote % of share capital present and entitled
%ordinary capital
In Favour 2,365,712,682 votes equating to 99.639640 70.390145
AGAINST 8,496,085 votes equating to 0.357840 0.252795
Sub-Total 2,374,208,767 votes equating to 99.997480 70.642940
Abstentions 59,826 votes equating to 0.002520 0.001780
Not Voting 0 votes equating to 0.000000 0.000000
Sub-Total 59,826 votes equating to 0.002520 0.001780
Total 2,374,268,593 votes equating to 100.000000 70.644720

BYLAWS OF SNAM S.p.A.

Section I - INCORPORATION AND PURPOSE OF THE COMPANY

ARTICLE 1

1.1 The Company "Snam S.p.A." is governed by these Bylaws. The company's name may be written in any font, either in lower or upper case.

ARTICLE 2

2.1 The corporate purpose shall be to exercise, directly or indirectly, in Italy and abroad, including through direct or indirect equity investments in companies, entities or enterprises, regulated activities involving transportation, dispatching, distribution, regasification and storage of hydrocarbons, as well as any other economic activity that is linked through whatever degree of importance to one or more of the activities mentioned above, including the production of hydrocarbons associated with activities for storage thereof, the storage of other gases, the activity of energy metering, as well as the management of organised gas markets; all in observance of the concessions provided for by law.

2.2 In order to carry out its purpose, the Company:

  • may perform all operations deemed necessary or useful to pursue its company purpose; by way of example, it may carry out industrial, commercial, investment, real estate and financial operations, pertaining to assets and liabilities, as well as any activity that is related to the company purpose, including scientific and technical research and the acquisition of patents related to activities carried out, as well as operations for the study, design, construction, acquisition, management and execution of complex systems of transmission, infrastructure, viability, IT and telecommunications, with the exception of collection of public funds and the exercise of activities governed by financial intermediation regulations;
  • shall carry out and oversee the technical, industrial and financial coordination of subsidiaries, also providing them with the necessary financial assistance and services;
  • may carry out all activities related to environmental protection and reclamation, as well as the safeguarding of the environment;
  • shall comply with equal treatment criteria towards customers, as well as transparency, impartiality and neutrality as it pertains to transmission and dispatch, in compliance with applicable legislative and regulatory provisions. In particular, the Company, in compliance with principles of costeffectiveness, profitability and maximisation of shareholder investment, without prejudice to the confidentiality of corporate data, shall carry out its company purpose with the intent to promote competition, efficiency and adequate levels of quality in dispensing services. To this end:
  • the Company shall ensure the neutrality of management of infrastructure deemed essential for the development of a free energy market;
  • shall prevent discrimination in the access to commercially sensitive information;
  • shall prevent cross-transfer of resources among the different segments of the supply chain.

ARTICLE 3

3.1 The Company shall have its registered office at Piazza Santa Barbara 7, San Donato Milanese, Milan.

3.2 Secondary headquarters, branches, agencies, and representation offices in Italy and abroad may be set up and/or closed at any time.

ARTICLE 4

4.1 The life of the Company is set to end on 31 December 2100 and may be extended, one or more times, by resolution of the Shareholders' Meeting.

Section II - SHARE CAPITAL OF THE COMPANY

ARTICLE 5

5.1 The share capital shall be 2,735,670,475.56 (two billion seven hundred thirty-five million six hundred seventy thousand four hundred seventy-five point fifty-six) euros, divided into 3,360,857,809 (three billion three hundred and sixty million eight hundred and fifty-seven thousand eight hundred and nine) shares without nominal value.

5.2 The Shareholders' Meeting may resolve to increase the share capital, determining the terms, conditions and arrangements thereof. The share capital may be increased: by transfer in kind or of assets and with the issue of new shares, including special categories, to be assigned free of charge pursuant to art. 2349 of the Italian Civil Code.

ARTICLE 6

6.1 The shares shall be registered and indivisible and each share shall grant the right to one vote.

6.2 In the event of joint share ownership, the rights of the joint owners shall be exercised by a common representative. Without prejudice to provisions regarding representation, legitimisation, and circulation of the shareholding for shares traded on regulated markets.

6.3 Payments on shares shall be required by the Board of Directors in a lump sum or in instalments. Interest on arrears in a measure equal to the legal rate shall be applied to late payments, without

prejudice to the application of Article 2344 of the Italian Civil Code. 6.4 Withdrawal shall be permitted only in those cases contemplated by peremptory legislative regulations and, in any case, shall be excluded in the case of extension of incorporation, as well as

introduction, amendment and removal of restrictions to circulation of shares. 6.5 Shareholder status, in and of itself, shall imply the unconditional adherence to the Bylaws.

6.6 For any corporate matter, the domicile of each shareholder, any other parties having the right to vote, directors and statutory auditors, as well as the body tasked with auditing, shall be that recorded on company registers or stated in communications made by the aforementioned individuals.

ARTICLE 7

7.1 The Company, consistent with the law, may issue bonds, even convertible or with warrants and other debt securities.

Section III - SHAREHOLDERS' MEETINGS

ARTICLE 8

8.1 Shareholders' Meetings shall be either ordinary or extraordinary.

8.2 Ordinary Shareholders' Meetings shall be convened at least once per year for the approval of the financial statements within 180 days of the end of the fiscal year, since the Company is required to prepare consolidated financial statements.

8.3 Shareholders' Meetings shall be held in Italy.

ARTICLE 9

9.1 The Shareholders' Meeting shall be convened by notice to be published in accordance within the terms and following the procedures set forth in current regulations. Shareholders' Meetings shall be held in a single call.

ARTICLE 10

10.1 The right to speak during Shareholders' Meetings shall be governed by legal provisions, the Bylaws and the provisions contained in the call notice.

10.2 Law provisions shall govern the legitimisation of participation in Shareholders' Meetings. Those who have the right to vote may be represented by written proxy in accordance with the law; the proxy may be submitted by certified electronic mail. All relevant documentation shall be filed at the Company.

10.3 The Company shall make available to associations of shareholders who meet the requirements provided for in the relevant legislation, in accordance with terms and conditions agreed from time to time with their legal representatives, the facilities necessary for communication and work activities related to the collection of proxies of shareholders employed by the Company and its subsidiaries.

10.4 The Chairman of the Shareholders' Meeting shall confirm the validity of the proxies and the right to participate in the Meeting.

10.5 Shareholders' Meetings shall be governed by the relevant Regulations approved by the Ordinary Shareholders' Meeting of the Company.

ARTICLE 11

11.1 The Shareholders' Meeting, legally convened and quorate, shall represent all shareholders. Its resolutions shall bind shareholders, even those who were not in attendance, abstained or dissented.

11.2 The Shareholders' Meeting shall be presided over by the Chairman of the Board of Directors or, in his/her absence or inability to attend, the person chosen by the majority of the shareholders in attendance.

11.3 The Shareholders' Meeting shall appoint the Secretary, who may also be a shareholder.

11.4 The minutes of ordinary Shareholders' Meetings shall be drafted by the Secretary and signed by the Secretary and the Chairman; the minutes of extraordinary Shareholders' Meetings shall be drafted by the notary and signed by the notary and the Chairman.

Copies of the minutes certified by the person who drafted them and the Chairman shall constitute official record with full validity under the law.

ARTICLE 12

12.1 The validity of Shareholders' Meetings shall be established in accordance with the law.

12.2 For matters within its powers, the ordinary Shareholders' Meeting shall decide with the majorities set by law.

12.3 The extraordinary Shareholders' Meeting shall resolve with a majority of at least three quarters of the capital present at the meeting.

12.4 The Board of Directors shall be required to discuss proposals concerning:

  • mergers in the cases specified in articles 2505 and 2505-bis of the Italian Civil Code, also in the case of demergers;
  • the opening, changing or closing of branches;
  • the reduction in the share capital upon withdrawal of one or more shareholders;
  • the adaptation of the Bylaws to legal provisions;
  • the transfer of the registered office within Italy.

Section IV - BOARD OF DIRECTORS

ARTICLE 13

13.1 The Company shall be managed by a Board of Directors numbering no fewer than five and no more than nine members, with their number and term of office being established by the Shareholders' Meeting at the time of appointment.

13.2 The Directors may be appointed for a period not exceeding three fiscal years, their term in office shall expire on the date of the Shareholders' Meeting convened to approve the financial statements relating to the last fiscal year in which the Directors hold office, and may be re-elected.

13.3 The Board of Directors shall be appointed by the Shareholders' Meeting in compliance with the provisions of these Bylaws and with the aim of ensuring gender balance in the composition of the Board itself.

The Board of Directors shall be appointed on the basis of slates submitted by the shareholders, on which candidates must be listed by means of a progressive number.

The slates shall be deposited at the Company's registered offices no later than the twenty-fifth day preceding the date in which the Shareholders' Meeting shall convene to discuss the appointment of the members of the Board of Directors, and shall be made available to the public at least twenty-one days prior to the Shareholders' Meeting, in accordance with the terms and conditions provided for in the law and Consob's own regulations.

Each shareholder may submit or participate in the submission of and vote on a single slate in accordance with the terms set forth in the aforementioned legislative and regulatory provisions.

Each candidate may only submit his/her candidacy on one slate, under penalty of ineligibility.

Slates may only be presented by Shareholders who, alone or together with other Shareholders, represent at least 2% or are together the owners of such other stake in the capital as Consob may set in its regulations. Ownership of the minimum share necessary to submit slates shall be defined by taking account of shares that are registered to the shareholder on the day on which the slates are deposited with the Company.

In order to prove ownership of the number of shares necessary to submit slates, shareholders must produce the relevant certification issued in accordance with the law by qualified intermediaries within the deadline set for the publication of slates by the Company.

At least one director, if the Board is made up of no more than seven members, or at least three directors, if the Board is made up of more than seven members, must meet the requirements of independence laid down for statutory auditors of listed companies.

The slates shall expressly bear the names of candidates who meet the aforementioned requirement of independence.

At least two fifths of the members of the Board of Directors, or any different proportion – if higher – as envisaged by provisions in force pro tempore on the matter, must belong to the less represented gender, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more members.

Pursuant to the Decree of the President of the Council of Ministers of 25 May, 2012, containing the "Criteria, conditions and terms for the adoption of the model for the demerger of Snam S.p.A., in accordance with Article 15, of Law no. 27 of 24 March, 2012", the directors may not be appointed to offices in administrative or control bodies or in managerial positions at ENI S.p.A. and its subsidiaries, nor may they entertain any direct or indirect, professional or financial relationship with the aforementioned companies.

Furthermore, all candidates must meet the requirements of integrity laid down in current legislation. In the slates that present three or more candidates, at least two fifths of the candidates, or any different proportion – if higher – as envisaged by provisions in force pro tempore on the matter, must belong to the less represented gender, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more candidates, and as better specified in the call notice for

the Shareholders' Meeting.

At the time of deposit, each slate, under penalty of its inadmissibility, must be accompanied by the professional CV of each candidate, along with the declarations by which candidates accept their candidacy and, under their own responsibility, declare the non-existence of reasons for ineligibility and incompatibility, in addition to their ownership of the aforementioned requirements of integrity and independence.

The appointed directors must notify to the Company of their loss of the aforementioned requirements of independence and integrity, as well as the occurrence of causes for ineligibility and incompatibility, if any.

13.4 The Board of Directors shall periodically evaluate the independence and integrity of directors, and verify the non-existence of reasons for ineligibility and incompatibility. In the event that a director does not own or loses the declared and legally prescribed requirements of independence or integrity, or if reasons for ineligibility and incompatibility have materialized, the Board of Directors shall remove the director from office and replace him/her, or invite him/her to remedy the causes of incompatibility within a specified deadline, under penalty of removal from office.

13.5 The directors shall be elected as follows:

a) seven tenths of the directors to be elected shall be selected from the slate that obtains the majority of votes expressed by the shareholders (the "Majority Slate"), in the order in which they are listed on the slate, rounding down in the case of decimal number;

b) the remaining directors will be selected from the other slates (the "Minority Slates") that are in no way – directly or indirectly – connected to shareholders who have submitted or voted for the slate that received the majority of votes; to this end, votes obtained by the slates will be subsequently divided by one or two or three, depending on the progressive number of directors to be elected. The quotients thus obtained shall be progressively assigned to the candidates on each slate in the order specified thereon. On the basis of the quotients assigned, the candidates on the various slates shall be arranged in a single decreasing ranking. Those who have obtained the highest quotients shall be elected. If more than one candidate obtains the same quotient, the candidate from the slate that has not yet elected any director or that has elected the smallest number of directors shall be elected. If none of such slates has yet elected a director or all of them have elected the same number of directors, the candidate from the slate that obtained the largest number of votes shall be elected. If the different slates have received the same number of votes and their candidates have been assigned the same quotients, a new vote shall be held by the entire Shareholders' Meeting and the candidate obtaining the simple majority of the votes shall be elected;

b-bis) in the event that the Majority Slate does not contain a sufficient number of candidates to reach the number of directors to be elected pursuant to letter a) above, all candidates listed in said slate shall be appointed, based on their progressive order in said slate; in turn, after appointing the other directors from the Minority Slates, pursuant to letter b) above, for the number of positions established for these minority slates, which is three tenths of the total, the remaining directors shall be appointed, for the positions not covered by the Majority Slate, from the minority list that obtains the greatest number of votes among the Minority Slates (the "First Minority Slate") in relation to the capacity of said slate. In the event of insufficient capacity of said slate, the remaining directors shall be appointed, with the same procedures, from the following slate ("Second Minority Slate") or any subsequent slates, based on the number of votes and capacity of the slates themselves. Lastly, if the total number of candidates on the slates presented – in both the Majority Slate and Minority Slates – is lower than the number of the directors to be elected, the remaining directors shall be elected by the shareholders' meeting with the resolution approved in accordance with letter d) below;

c) if, following the application of the procedure described above, it is not possible to appoint the minimum number of independent directors required by the Bylaws, then the quotient of the votes to attribute to each candidate on the slates is calculated by dividing the number of votes obtained by each slate by the number of the order of each one of the aforementioned candidates; candidates who do not meet the requirements of independence and have the lowest quotients among candidates from

all slates are replaced, starting with the last candidate, by independent candidates listed on the same slate of the replaced candidate (following the order in which they are listed), or, alternatively by individuals meeting the requirements of independence, who have been appointed in accordance with the procedure described under letter d). In cases in which candidates from different slates have obtained the same quotient, the candidate to be replaced is the candidate of the slate from which the greatest number of directors is selected, or, subordinately, the candidate from the slate that has received the least number of votes, or, in case of equal number of votes, the candidate that has obtained less votes from the Shareholders' Meeting in a specific voting round;

c-bis) if the application of the procedure described under letters a), b) and b)-bis does not permit compliance with the Bylaws regulations on gender balance, the quotient of votes to be attributed to each candidate from the slates is calculated by dividing the number of votes obtained by each slate by the number of the order of each candidate; the candidate of the most represented gender who has the lowest quotient among the candidates from all the slates is replaced, without prejudice to the minimum number of independent directors, by the candidate representing the less represented gender (with the subsequent higher number of order) on the same slate as the replaced candidates, or, alternatively, by the individual appointed in accordance with the procedure described under letter d). In cases in which candidates from different slates have obtained the same minimum quotient, the candidate to be replaced shall be the candidate of the slate from which the greatest number of directors is selected, or, subordinately, the candidate from the slate that has received the least number of votes, or, in case of equal number of votes, the candidate that has obtained less votes by the Shareholders' Meeting in a specific voting round;

d) for the appointment of directors, who, for any reason, are not appointed in accordance with the procedures described above, the Shareholders' Meeting shall resolve by legal majority, in order to ensure that the composition of the Board of Directors is compliant with the law and the Bylaws.

Current peremptory legislative and regulatory provisions shall constitute, in any case, an exception to these policies.

13.6 The slate voting procedure shall be applied only in case of renewal of the entire Board of Directors.

13.7 The Shareholders' Meeting may change the number of Directors, including during its term, within the limitations laid down in subsection 1 of this Article, and shall make the respective appointments according to the procedures set out in Article 13.5 (d) above. The term of office of Directors appointed in this way shall expire with the term of those currently in office.

13.8 If in the course of the financial year one or more vacancies occur on the Board, the procedure specified in Art. 2386 of the Italian Civil Code shall be followed.

In any case, respect for the minimum number of independent directors and the presence of least two fifths of the candidates for the Board of Directors, or any different proportion - if greater - as envisaged by provisions in force pro tempore on the matter of the directors belonging to the less represented gender must be ensured, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more members.

If there is no longer a majority of directors, the entire Board of Directors shall resign, and a Shareholders' Meeting shall be convened in a timely manner by the Board of Directors for the reconstitution of the latter.

13.9 The Board of Directors may set up Committees from among its members having advisory and proposal-making functions on specific issues.

ARTICLE 14

14.1 The Board of Directors, unless this duty has been previously fulfilled by the Shareholders' Meeting, appoints the Chairman from among its members; furthermore, it appoints the Secretary, who may or may not be a director.

14.2 The Chairman:

  • shall represent the Company, pursuant to Article 19 of these Bylaws;
  • shall preside over Shareholders' Meetings, exercising functions in accordance with the law and the regulations of the Shareholders' Meeting;
  • shall convene and preside over the Board of Directors, prepare the agenda and coordinate activities thereof;
  • shall ensure that all adequate information on issues listed on the agenda are provided to the directors.

ARTICLE 15

15.1 The Board of Directors shall be convened by the Chairman – or, in his absence or impediment, by the Chief Executive Officer, or, finally, in his absence or impediment, by the eldest board member– whenever he deems suitable or when at least two Board members request a meeting of the Board in writing. The request must indicate the reasons for convening the Board. The Board of Directors shall meet in the location indicated in the call notice. The notice is usually sent at least five days before the meeting. The Board of Directors' meetings may be held via conference call or video conference, on the condition that all participants are identifiable and can follow the discussion, examine, receive and transmit documents and participate in real time in the discussions. The meeting shall be considered as having taken place where the Chairman of the meeting and the Secretary are located. The Board of Directors shall define additional terms and procedures for convening its meetings.

15.2 The meetings of the Board of Directors shall be chaired by the Chairman or in his absence or impediment, the Chief Executive Officer or, finally, in case of absence or inability to attend of the latter, by the eldest Board member present.

ARTICLE 16

16.1 The Board of Directors shall be invested with the most extensive powers for the ordinary and extraordinary administration of the Company and, in particular, shall have the faculty to carry out all acts it deems appropriate for the implementation and achievement of the company purpose, excluding only the acts that the law or these Bylaws reserve to the Shareholders' Meeting. The Board of Directors shall delegate its duties to one or more of its members, determining the limits of the delegation in accordance with Art. 2381 of the Italian Civil Code and appointing the Chief Executive Officer. The Board of Directors may always give instructions to the Chief Executive Officer and advocate to itself any operations falling within the scope of the powers delegated, just as it may revoke the powers conferred at any time, proceeding, if revoking the powers conferred upon the Chief Executive Officer, simultaneously to appoint another Chief Executive Officer. The Board may also establish Committees, determining their powers and the number of members.

At the proposal of the Chairman, in agreement with the Chief Executive Officer, the Board may also confer powers for single acts or categories of acts on other members of the Board of Directors. Within the remit granted to them, the Chairman and Chief Executive Officer may confer mandates and powers to represent the company for single acts or categories of acts on employees of the Company and also on third parties.

16.2 The Board of Directors, as proposed by the Chief Executive Officer, in agreement with the Chairman, may nominate one or more General Managers, defining their powers, having checked they possess the integrity requisites prescribed by law. The same may not hold any office indicated in article 13.3 of these Bylaws. The Board of Directors shall periodically assess the integrity and existence of causes of incompatibility of the General Managers. Failure to meet the requirements shall result in the forfeiture of the office.

16.3 On the occasion of meetings and at least once every three months, the Chairman or any Directors granted powers pursuant to this article of the Bylaws shall inform the Board of Directors and the Board of Statutory Auditors on the general trend of operations, including those of subsidiaries, on

foreseeable developments, on operations with the most significant economic, financial and patrimonial impact, with special reference to operations in which directors have a personal or indirect interest and those which are affected by any party exercising management or coordination activities. 16.4 At the proposal of the Chief Executive Officer, in agreement with the Chairman, subject to the favourable opinion of the Board of Statutory Auditors, the Board of Directors shall appoint the Officer responsible for the preparation of financial reports, from those subjects who possess the professionalism requirements indicated below.

The Officer responsible for the preparation of financial reports must be chosen from among individuals who do not hold the offices indicated in art. 13.3 of these Bylaws and have carried out the following for at least three years:

  • a) administration or control or management activities with listed companies on regulated markets of Italy or other European Union Member States or other OECD member countries with a share capital of no less than two million euros, or
  • b) legal auditing of accounts at the companies indicated under letter a), or
  • c) professional or university teaching activities (as professor) on financial or accounting matters, or
  • d) managerial functions at public or private entities with competences in the financial, accounting or auditing sector.

The Board of Directors shall monitor to ensure that the Officer responsible for the preparation of financial reports has suitable powers and means by which to exercise the tasks attributed to him or her, and that current administrative and accounting procedures are respected.

ARTICLE 17

17.1 The Board of Directors' meeting shall be legally constituted if the majority of Directors in office are in attendance.

17.2 Resolutions shall be adopted by majority vote cast by directors in attendance, and, in case of tie, the presiding individual shall cast the tie-breaking vote.

17.3 The minutes of Board meetings shall be drafted by the Secretary of the Board of Directors and signed by the Chairman of the meeting and the Secretary.

17.4 Copies of the minutes shall be certified by the Chairman of the meeting and the Secretary of the Board of Directors and have full validity under the law.

ARTICLE 18

18.1 On an annual basis and for the entire term of office, the directors shall be compensated in an amount determined by the ordinary Shareholders' Meeting at the time of their appointment; the compensation amount determined in this way shall be valid until the Shareholders' Meeting resolves otherwise. The directors shall also be entitled to a refund of all expenses incurred in relation to the exercise of their office.

18.2 Directors vested with special offices shall receive compensation as determined by the Board of Directors, after consulting the Board of Statutory Auditors.

ARTICLE 19

19.1 Both the Chairman and the Chief Executive Officer shall be entitled to represent the Company before any judicial or administrative authority and before third parties as well as to sign on behalf of the company.

Section V - BOARD OF STATUTORY AUDITORS

ARTICLE 20

20.1 The Board of Statutory Auditors shall comprise three standing auditors; in addition, three alternate auditors shall be appointed. The Shareholders' Meeting shall appoint the statutory auditors and determine their compensation. Statutory Auditors shall be chosen from those in possession of the requisites of integrity and professionalism laid down by applicable legislation, in particular by Decree no. 162 of 30 March 2000 of the Ministry of Justice.

For the purposes of the aforementioned decree, topics strictly under the purview of the Company shall be: commercial law, business administration and corporate finance.

For the same purpose, the engineering and geological sectors are under the direct purview of the Company.

20.2 The statutory auditors may be appointed to administrative and control bodies of other companies within the parameters set by Consob through its own regulations, with the exclusion of the offices indicated in Article 13.3 of these Bylaws.

20.3 The Board of Statutory Auditors shall be appointed by the Shareholders' Meeting on the basis of slates submitted by the shareholders, on which candidates shall be listed by means of a progressive number and in a number that shall not exceed the number of members of the body to be elected. One standing auditor and one alternate auditor must belong to the less represented gender.

For the deposit, submission and publication of slates, the procedures governed by the provisions of Article 13.3 of these Bylaws shall be applied.

Each shareholder may submit or participate in the submission of and vote a single slate in accordance with the terms set forth in the aforementioned legislative and regulatory provisions.

Slates may only be presented by Shareholders who, alone or together with other Shareholders, represent at least 2% or are together the owners of such other stake in the capital as Consob may set in its regulations.

Each candidate may only submit his/her candidacy on one slate, under penalty of ineligibility.

The slates shall be divided into two sections: one for candidates for the office of Standing Auditor and the other for candidates for the office of Alternate Auditor. At least the first candidate in each section must be enrolled in the register of external auditors and have worked on legal audits for a period of not less than three years.

The slates that, considering both sections, contain a number of candidates equal to or greater than three and compete for appointment to the majority of the members of the Board of Statutory Auditors, must include, in accordance also with the provisions set forth in the call notice for the Shareholders' Meeting, members of the less represented gender in the number stated in the first paragraph of this art. 20.3.

Two standing auditors and two alternate auditors shall be selected from the slate that receives the majority of votes. The other standing auditor and the other alternate auditor shall be appointed in accordance with provisions set forth in Article 13.5, letter b), to apply distinctly to each of the sections in which the other slates are articulated.

In the event that, mutatis mutandis, a similar situation should occur to that laid down in Article 13.5 b-bis) above, the procedures pursuant to the same letter b-bis) shall apply both for the standing auditors and alternate auditors, insofar as compatible with current regulations and with this Article.

The Shareholders' Meeting shall appoint as Chairman of the Board of Statutory Auditors the standing auditor elected in accordance with the provisions set forth in Article 13.5 letter b).

If the application of the procedure described above does not allow, as regards standing auditors, compliance with the gender division criterion set out in the first subsection of this art. 20.3, the quotient of votes to be attributed to each candidate from the standing auditor sections of the different slates, shall be calculated by dividing the number of votes obtained in each slate by the number of the order of each of the aforementioned candidates; the candidate of the most represented gender who has the lowest quotient among candidates from all slates, shall be replaced by the candidate belonging to the least represented gender listed, with the subsequent highest order number, in the same standing

auditor section of the slate of the replaced candidate, or, subordinately, in the alternate auditor section of the same slate of the replaced candidate (who, in this case, shall take over the position of the alternate candidate he/she replaces); otherwise, if this operation does not allow compliance with the gender division criterion set out in the first subsection of this art. 20.3, the candidate shall be replaced by the individual appointed by the Shareholders' Meeting with a legal majority, so that a Board of Statutory Auditors compliant with the law and the Bylaws can be constituted.

In cases in which candidates from different slates have obtained the same quotient, the candidate to be replaced shall be the candidate of the slate from which the greatest number of auditors is selected, or, subordinately, the candidate from the slate that has received the least number of votes, or, in case of equal number of votes, the candidate that has obtained less votes by the Shareholders' Meeting in a specific voting round.

For the appointment of standing auditors, who, for any reason, are not appointed in accordance with the procedures described above, the Shareholders' Meeting resolves by legal majority, in order to ensure that the composition of the Board of Statutory Auditors is compliant with the law and the Bylaws.

In the case of replacement of the statutory auditor selected from the minority slates, the office shall be held by the alternate auditor selected from such slates.

In the case of replacement of a statutory auditor selected from the slate that obtained the majority of votes, the office shall be held by the first alternate auditor from the same slate; if the replacement does not allow compliance with the gender division criterion set out in the first subsection of this art. 20.3, the office shall be held by the second alternate auditor selected from such slate.

The slate voting procedure shall be applied only in case of renewal of the entire Board of Statutory Auditors. Current peremptory legislative and regulatory provisions shall constitute, in any case, an exception to these policies.

20.4 Outgoing statutory auditors can be re-elected.

20.5 With prior notification to the Chairman of the Board of Directors, the Board of Statutory Auditors may convene a Shareholders' Meeting and meetings of the Board of Directors. The authority to convene meetings of the Board of Directors may be exercised individually by each member of the Board of Statutory Auditors; the authority to convene a Shareholders' Meeting must be exercised by at least two members of the Board of Statutory Auditors.

20.6 The Board of Statutory Auditors' meetings may be held also via conference call or video conference, on the condition that all participants are identifiable and can follow the discussion, examine, receive and transmit documents and participate in real time in the discussions. The meeting shall be considered as having taken place where the Chairman of the Board of Statutory Auditors and Secretary, if appointed, are located.

Section VI - FINANCIAL STATEMENTS, PROFITS AND DIVIDENDS

ARTICLE 21

21.1 A fiscal year runs from 1 January to 31 December of each year.

At the end of each fiscal year, the Board of Directors, in accordance with legislative provisions, shall draft the financial statements.

21.2 The net profit resulting from the approved financial statements will be allocated as follows:

  • up to 5% to the legal reserve, until it reaches the limit required by the law;

  • any remaining amount to shares, without prejudice to other resolutions made by the Shareholders' Meeting.

Dividends not claimed within the 5-year period elapsing from the day in which they can be claimed shall be reverted to the Company.

The Board of Directors may resolve to pay interim dividends during the fiscal year.

Section VII - LIQUIDATION AND DISSOLUTION

ARTICLE 22

22.1 Liquidation and dissolution of the Company shall be governed by legislative provisions.

Section VIII - GENERAL PROVISIONS

ARTICLE 23

23.1 All matters not expressly laid down in nor otherwise governed by these Bylaws shall be governed by legislative provisions.

TRANSITIONAL CLAUSE

ARTICLE 24

24.1 The composition of the Board of Statutory Auditors indicated in art. 20, characterised by the appointment of three standing auditors and three alternate auditors, and the further provisions referring to this composition, shall apply as of the first renewal of the control body after that appointed by the Shareholders' Meeting on 2 April 2019. Until such time the Baord of Statutory Auditors shall be made up of three standing auditors and the number of alternate auditors appointeed by the Shareholders' Meeting is two.

24.2 The provisions of articles 13.3 and 13.8, which aim to ensure that at least two-fifths of the directors belong to the least represented gender, shall apply as of the first renewal of the administrative body after that appointed by the Shareholders' Meeting of 2 April 2019. Up until such time, also in the case of co-optation, the composition of the Board of Directors shall comply with the quota of at least one third (rounded up to the next whole number in the case of a decimal number).

BYLAWS OF SNAM S.p.A.

Section I - INCORPORATION AND PURPOSE OF THE COMPANY

ARTICLE 1

1.1 The Company "Snam S.p.A." is governed by these Bylaws. The company's name may be written in any font, either in lower or upper case.

ARTICLE 2

2.1 The Company goes about its business with the aim of fostering the energy transition towards forms of use of the energy resources and sources that are compatible with environmental protection and the progressive decarbonisation (Energy to inspire the world). To this end, the Company goes about and organises its business with the aim of pursuing sustainable success through long-term value creation to benefit shareholders, taking, into account the interests of the other relevant stakeholders for the Company.

2.2 The corporate purpose shall be to exercise, directly or indirectly, in Italy and abroad, including through equity investments in companies, entities or enterprises, in compliance with the applicable legislation and any envisaged concessions and/or authorisations, regulated or unregulated activities involving transportation, dispatching, distribution, regasification, liquefaction, processing and storage of ga (also liquefied gas) including the production of gas associated with activities for storage thereof, the activity of energy metering, as well as the management of organised gas markets.

2.3 Without prejudice to the main activities referred to in the previous subsection 2 of this article, the Company exercises, directly and/or indirectly, in Italy and abroad, including through equity investments in companies, entities or enterprises, in compliance with the applicable legislation and any envisaged concessions and/or authorisations, business activities, regulated and unregulated, in the energy transition sector, and in particular:

  • the construction and management of technologies and infrastructure relating to renewable energy sources (including biomethane and bio-LNG), hydrogen, sustainable mobility and natural resources;
  • the production, sale and provision of services concerning renewable energy sources and hydrogen;
  • provision of services and creation of works regarding energy efficiency in the public and private sector.
  • 2.4 The Company can carry out any economic activity having an instrumental, complementary or ancillary connection with one or more of the activities described in subsections 2 and 3 of this article. The Company may also:
  • perform all operations deemed necessary or useful to pursue or in any case functional to pursuing the company purpose; by way of example, it may carry out industrial, commercial, investment, real estate and financial operations, pertaining to assets and liabilities, after obtaining any authorisations required by applicable legislation, in any case with the exclusion of financial activities involving the public and the collection of public funds;
  • perform any activity that is related to the company purpose, including scientific and technical research and the acquisition of patents related to activities carried out, as well as operations for the study, design, construction, acquisition, management and execution of complex systems of transmission, infrastructure, viability, IT and telecommunications;
  • carry out and oversee the technical, industrial and financial coordination of subsidiaries, also providing them with the necessary financial assistance and services;
  • carry out all activities related to environmental protection and reclamation, as well as the safeguarding of the environment.

2.5 In the performance of its activities, the Company shall comply with equal treatment criteria towards customers, as well as transparency, impartiality and neutrality as it pertains to transmission and dispatch, in compliance with applicable legislative and regulatory provisions. In particular, the Company, in compliance with principles of cost-effectiveness, profitability and maximisation of shareholder investment, without prejudice to the confidentiality of corporate data, shall carry out its company purpose with the intent to promote competition, efficiency and adequate levels of quality in dispensing services. To this end:

  • the Company shall ensure the neutrality of management of infrastructure deemed essential for the development of a free energy market;
  • shall prevent discrimination in the access to commercially sensitive information;
  • shall prevent cross-transfer of resources among the different segments of the supply chain.

ARTICLE 3

3.1 The Company shall have its registered office at Piazza Santa Barbara 7, San Donato Milanese, Milan.

3.2 Secondary headquarters, branches, agencies, and representation offices in Italy and abroad may be set up and/or closed at any time.

ARTICLE 4

4.1 The life of the Company is set to end on 31 December 2100 and may be extended, one or more times, by resolution of the Shareholders' Meeting.

Section II - SHARE CAPITAL OF THE COMPANY

ARTICLE 5

5.1 The share capital shall be 2,735,670,475.56 (two billion seven hundred thirty-five million six hundred seventy thousand four hundred seventy-five point fifty-six) euros, divided into 3,360,857,809 (three billion three hundred and sixty million eight hundred and fifty-seven thousand eight hundred and nine) shares without nominal value.

5.2 The Shareholders' Meeting may resolve to increase the share capital, determining the terms, conditions and arrangements thereof. The share capital may be increased: by transfer in kind or of assets and with the issue of new shares, including special categories, to be assigned free of charge pursuant to art. 2349 of the Italian Civil Code.

ARTICLE 6

6.1 The shares shall be registered and indivisible and each share shall grant the right to one vote.

6.2 In the event of joint share ownership, the rights of the joint owners shall be exercised by a common representative. Without prejudice to provisions regarding representation, legitimisation, and circulation of the shareholding for shares traded on regulated markets.

6.3 Payments on shares shall be required by the Board of Directors in a lump sum or in instalments. Interest on arrears in a measure equal to the legal rate shall be applied to late payments, without prejudice to the application of Article 2344 of the Italian Civil Code.

6.4 Withdrawal shall be permitted only in those cases contemplated by peremptory legislative regulations and, in any case, shall be excluded in the case of extension of incorporation, as well as introduction, amendment and removal of restrictions to circulation of shares.

6.5 Shareholder status, in and of itself, shall imply the unconditional adherence to the Bylaws.

6.6 For any corporate matter, the domicile of each shareholder, any other parties having the right to vote, directors and statutory auditors, as well as the body tasked with auditing, shall be that recorded on company registers or stated in communications made by the aforementioned individuals.

ARTICLE 7

7.1 The Company, consistent with the law, may issue bonds, even convertible or with warrants and other debt securities.

Section III - SHAREHOLDERS' MEETINGS

ARTICLE 8

8.1 Shareholders' Meetings shall be either ordinary or extraordinary.

8.2 Ordinary Shareholders' Meetings shall be convened at least once per year for the approval of the financial statements within 180 days of the end of the fiscal year, since the Company is required to prepare consolidated financial statements.

8.3 Shareholders' Meetings shall be held in Italy.

ARTICLE 9

9.1 The Shareholders' Meeting shall be convened by notice to be published in accordance within the terms and following the procedures set forth in current regulations. Shareholders' Meetings shall be held in a single call.

ARTICLE 10

10.1 The right to speak during Shareholders' Meetings shall be governed by legal provisions, the Bylaws and the provisions contained in the call notice.

10.2 Law provisions shall govern the legitimisation of participation in Shareholders' Meetings. Those who have the right to vote may be represented by written proxy in accordance with the law; the proxy may be submitted by certified electronic mail. All relevant documentation shall be filed at the Company.

10.3 The Company shall make available to associations of shareholders who meet the requirements provided for in the relevant legislation, in accordance with terms and conditions agreed from time to time with their legal representatives, the facilities necessary for communication and work activities related to the collection of proxies of shareholders employed by the Company and its subsidiaries.

10.4 The Chairman of the Shareholders' Meeting shall confirm the validity of the proxies and the right to participate in the Meeting.

10.5 Shareholders' Meetings shall be governed by the relevant Regulations approved by the Ordinary Shareholders' Meeting of the Company.

ARTICLE 11

11.1 The Shareholders' Meeting, legally convened and quorate, shall represent all shareholders. Its resolutions shall bind shareholders, even those who were not in attendance, abstained or dissented.

11.2 The Shareholders' Meeting shall be presided over by the Chairman of the Board of Directors or, in his/her absence or inability to attend, the person chosen by the majority of the shareholders in attendance.

11.3 The Shareholders' Meeting shall appoint the Secretary, who may also be a shareholder.

11.4 The minutes of ordinary Shareholders' Meetings shall be drafted by the Secretary and signed by the Secretary and the Chairman; the minutes of extraordinary Shareholders' Meetings shall be drafted by the notary and signed by the notary and the Chairman.

Copies of the minutes certified by the person who drafted them and the Chairman shall constitute official record with full validity under the law.

ARTICLE 12

12.1 The validity of Shareholders' Meetings shall be established in accordance with the law.

12.2 For matters within its powers, the ordinary Shareholders' Meeting shall decide with the majorities set by law.

12.3 The extraordinary Shareholders' Meeting shall resolve with a majority of at least three quarters of the capital present at the meeting.

12.4 The Board of Directors shall be required to discuss proposals concerning:

  • mergers in the cases specified in articles 2505 and 2505-bis of the Italian Civil Code, also in the case of demergers;
  • the opening, changing or closing of branches;
  • the reduction in the share capital upon withdrawal of one or more shareholders;
  • the adaptation of the Bylaws to legal provisions;
  • the transfer of the registered office within Italy.

Section IV - BOARD OF DIRECTORS

ARTICLE 13

13.1 The Company shall be managed by a Board of Directors numbering no fewer than five and no more than nine members, with their number and term of office being established by the Shareholders' Meeting at the time of appointment.

13.2 The Directors may be appointed for a period not exceeding three fiscal years, their term in office shall expire on the date of the Shareholders' Meeting convened to approve the financial statements relating to the last fiscal year in which the Directors hold office, and may be re-elected.

13.3 The Board of Directors shall be appointed by the Shareholders' Meeting in compliance with the provisions of these Bylaws and with the aim of ensuring gender balance in the composition of the Board itself.

The Board of Directors shall be appointed on the basis of slates submitted by the shareholders, on which candidates must be listed by means of a progressive number.

The slates shall be deposited at the Company's registered offices no later than the twenty-fifth day preceding the date in which the Shareholders' Meeting shall convene to discuss the appointment of the members of the Board of Directors, and shall be made available to the public at least twenty-one days prior to the Shareholders' Meeting, in accordance with the terms and conditions provided for in the law and Consob's own regulations.

Each shareholder may submit or participate in the submission of and vote on a single slate in accordance with the terms set forth in the aforementioned legislative and regulatory provisions.

Each candidate may only submit his/her candidacy on one slate, under penalty of ineligibility.

Slates may only be presented by Shareholders who, alone or together with other Shareholders, represent at least 2% or are together the owners of such other stake in the capital as Consob may set in its regulations. Ownership of the minimum share necessary to submit slates shall be defined by taking account of shares that are registered to the shareholder on the day on which the slates are deposited with the Company.

In order to prove ownership of the number of shares necessary to submit slates, shareholders must produce the relevant certification issued in accordance with the law by qualified intermediaries within

the deadline set for the publication of slates by the Company.

At least one director, if the Board is made up of no more than seven members, or at least three directors, if the Board is made up of more than seven members, must meet the requirements of independence laid down for statutory auditors of listed companies.

The slates shall expressly bear the names of candidates who meet the aforementioned requirement of independence.

At least two fifths of the members of the Board of Directors, or any different proportion – if higher – as envisaged by provisions in force pro tempore on the matter, must belong to the less represented gender, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more members.

Pursuant to the Decree of the President of the Council of Ministers of 25 May, 2012, containing the "Criteria, conditions and terms for the adoption of the model for the demerger of Snam S.p.A., in accordance with Article 15, of Law no. 27 of 24 March, 2012", the directors may not be appointed to offices in administrative or control bodies or in managerial positions at ENI S.p.A. and its subsidiaries, nor may they entertain any direct or indirect, professional or financial relationship with the aforementioned companies.

Furthermore, all candidates must meet the requirements of integrity laid down in current legislation. In the slates that present three or more candidates, at least two fifths of the candidates, or any different proportion – if higher – as envisaged by provisions in force pro tempore on the matter, must belong to the less represented gender, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more candidates, and as better specified in the call notice for the Shareholders' Meeting.

At the time of deposit, each slate, under penalty of its inadmissibility, must be accompanied by the professional CV of each candidate, along with the declarations by which candidates accept their candidacy and, under their own responsibility, declare the non-existence of reasons for ineligibility and incompatibility, in addition to their ownership of the aforementioned requirements of integrity and independence.

The appointed directors must notify to the Company of their loss of the aforementioned requirements of independence and integrity, as well as the occurrence of causes for ineligibility and incompatibility, if any.

13.4 The Board of Directors shall periodically evaluate the independence and integrity of directors, and verify the non-existence of reasons for ineligibility and incompatibility. In the event that a director does not own or loses the declared and legally prescribed requirements of independence or integrity, or if reasons for ineligibility and incompatibility have materialized, the Board of Directors shall remove the director from office and replace him/her, or invite him/her to remedy the causes of incompatibility within a specified deadline, under penalty of removal from office.

13.5 The directors shall be elected as follows:

a) seven tenths of the directors to be elected shall be selected from the slate that obtains the majority of votes expressed by the shareholders (the "Majority Slate"), in the order in which they are listed on the slate, rounding down in the case of decimal number;

b) the remaining directors will be selected from the other slates (the "Minority Slates") that are in no way – directly or indirectly – connected to shareholders who have submitted or voted for the slate that received the majority of votes; to this end, votes obtained by the slates will be subsequently divided by one or two or three, depending on the progressive number of directors to be elected. The quotients thus obtained shall be progressively assigned to the candidates on each slate in the order specified thereon. On the basis of the quotients assigned, the candidates on the various slates shall be arranged in a single decreasing ranking. Those who have obtained the highest quotients shall be elected. If more than one candidate obtains the same quotient, the candidate from the slate that has not yet elected any director or that has elected the smallest number of directors shall be elected. If none of such slates has yet elected a director or all of them have elected the same number of directors, the candidate from the slate that obtained the largest number of votes shall be elected. If the different

slates have received the same number of votes and their candidates have been assigned the same quotients, a new vote shall be held by the entire Shareholders' Meeting and the candidate obtaining the simple majority of the votes shall be elected;

b-bis) in the event that the Majority Slate does not contain a sufficient number of candidates to reach the number of directors to be elected pursuant to letter a) above, all candidates listed in said slate shall be appointed, based on their progressive order in said slate; in turn, after appointing the other directors from the Minority Slates, pursuant to letter b) above, for the number of positions established for these minority slates, which is three tenths of the total, the remaining directors shall be appointed, for the positions not covered by the Majority Slate, from the minority list that obtains the greatest number of votes among the Minority Slates (the "First Minority Slate") in relation to the capacity of said slate. In the event of insufficient capacity of said slate, the remaining directors shall be appointed, with the same procedures, from the following slate ("Second Minority Slate") or any subsequent slates, based on the number of votes and capacity of the slates themselves. Lastly, if the total number of candidates on the slates presented – in both the Majority Slate and Minority Slates – is lower than the number of the directors to be elected, the remaining directors shall be elected by the shareholders' meeting with the resolution approved in accordance with letter d) below;

c) if, following the application of the procedure described above, it is not possible to appoint the minimum number of independent directors required by the Bylaws, then the quotient of the votes to attribute to each candidate on the slates is calculated by dividing the number of votes obtained by each slate by the number of the order of each one of the aforementioned candidates; candidates who do not meet the requirements of independence and have the lowest quotients among candidates from all slates are replaced, starting with the last candidate, by independent candidates listed on the same slate of the replaced candidate (following the order in which they are listed), or, alternatively by individuals meeting the requirements of independence, who have been appointed in accordance with the procedure described under letter d). In cases in which candidates from different slates have obtained the same quotient, the candidate to be replaced is the candidate of the slate from which the greatest number of directors is selected, or, subordinately, the candidate from the slate that has received the least number of votes, or, in case of equal number of votes, the candidate that has obtained less votes from the Shareholders' Meeting in a specific voting round;

c-bis) if the application of the procedure described under letters a), b) and b)-bis does not permit compliance with the Bylaws regulations on gender balance, the quotient of votes to be attributed to each candidate from the slates is calculated by dividing the number of votes obtained by each slate by the number of the order of each candidate; the candidate of the most represented gender who has the lowest quotient among the candidates from all the slates is replaced, without prejudice to the minimum number of independent directors, by the candidate representing the less represented gender (with the subsequent higher number of order) on the same slate as the replaced candidates, or, alternatively, by the individual appointed in accordance with the procedure described under letter d). In cases in which candidates from different slates have obtained the same minimum quotient, the candidate to be replaced shall be the candidate of the slate from which the greatest number of directors is selected, or, subordinately, the candidate from the slate that has received the least number of votes, or, in case of equal number of votes, the candidate that has obtained less votes by the Shareholders' Meeting in a specific voting round;

d) for the appointment of directors, who, for any reason, are not appointed in accordance with the procedures described above, the Shareholders' Meeting shall resolve by legal majority, in order to ensure that the composition of the Board of Directors is compliant with the law and the Bylaws.

Current peremptory legislative and regulatory provisions shall constitute, in any case, an exception to these policies.

13.6 The slate voting procedure shall be applied only in case of renewal of the entire Board of Directors.

13.7 The Shareholders' Meeting may change the number of Directors, including during its term, within the limitations laid down in subsection 1 of this Article, and shall make the respective

appointments according to the procedures set out in Article 13.5 (d) above. The term of office of Directors appointed in this way shall expire with the term of those currently in office.

13.8 If in the course of the financial year one or more vacancies occur on the Board, the procedure specified in Art. 2386 of the Italian Civil Code shall be followed.

In any case, respect for the minimum number of independent directors and the presence of least two fifths of the candidates for the Board of Directors, or any different proportion - if greater - as envisaged by provisions in force pro tempore on the matter of the directors belonging to the less represented gender must be ensured, with mandatory rounding up, in the event of a decimal figure, to the next whole number, if there are five or more members.

If there is no longer a majority of directors, the entire Board of Directors shall resign, and a Shareholders' Meeting shall be convened in a timely manner by the Board of Directors for the reconstitution of the latter.

13.9 The Board of Directors may set up Committees from among its members having advisory and proposal-making functions on specific issues.

ARTICLE 14

14.1 The Board of Directors, unless this duty has been previously fulfilled by the Shareholders' Meeting, appoints the Chairman from among its members; furthermore, it appoints the Secretary, who may or may not be a director.

14.2 The Chairman:

  • shall represent the Company, pursuant to Article 19 of these Bylaws;
  • shall preside over Shareholders' Meetings, exercising functions in accordance with the law and the regulations of the Shareholders' Meeting;
  • shall convene and preside over the Board of Directors, prepare the agenda and coordinate activities thereof;
  • shall ensure that all adequate information on issues listed on the agenda are provided to the directors.

ARTICLE 15

15.1 The Board of Directors shall be convened by the Chairman – or, in his absence or impediment, by the Chief Executive Officer, or, finally, in his absence or impediment, by the eldest board member– whenever he deems suitable or when at least two Board members request a meeting of the Board in writing. The request must indicate the reasons for convening the Board. The Board of Directors shall meet in the location indicated in the call notice. The notice is usually sent at least five days before the meeting. The Board of Directors' meetings may be held via conference call or video conference, on the condition that all participants are identifiable and can follow the discussion, examine, receive and transmit documents and participate in real time in the discussions. The meeting shall be considered as having taken place where the Chairman of the meeting and the Secretary are located. The Board of Directors shall define additional terms and procedures for convening its meetings.

15.2 The meetings of the Board of Directors shall be chaired by the Chairman or in his absence or impediment, the Chief Executive Officer or, finally, in case of absence or inability to attend of the latter, by the eldest Board member present.

ARTICLE 16

16.1 The Board of Directors shall be invested with the most extensive powers for the ordinary and extraordinary administration of the Company and, in particular, shall have the faculty to carry out all acts it deems appropriate for the implementation and achievement of the company purpose, excluding only the acts that the law or these Bylaws reserve to the Shareholders' Meeting. The Board of

Directors shall delegate its duties to one or more of its members, determining the limits of the delegation in accordance with Art. 2381 of the Italian Civil Code and appointing the Chief Executive Officer. The Board of Directors may always give instructions to the Chief Executive Officer and advocate to itself any operations falling within the scope of the powers delegated, just as it may revoke the powers conferred at any time, proceeding, if revoking the powers conferred upon the Chief Executive Officer, simultaneously to appoint another Chief Executive Officer. The Board may also establish Committees, determining their powers and the number of members.

At the proposal of the Chairman, in agreement with the Chief Executive Officer, the Board may also confer powers for single acts or categories of acts on other members of the Board of Directors. Within the remit granted to them, the Chairman and Chief Executive Officer may confer mandates and powers to represent the company for single acts or categories of acts on employees of the Company and also on third parties.

16.2 The Board of Directors, as proposed by the Chief Executive Officer, in agreement with the Chairman, may nominate one or more General Managers, defining their powers, having checked they possess the integrity requisites prescribed by law. The same may not hold any office indicated in article 13.3 of these Bylaws. The Board of Directors shall periodically assess the integrity and existence of causes of incompatibility of the General Managers. Failure to meet the requirements shall result in the forfeiture of the office.

16.3 On the occasion of meetings and at least once every three months, the Chairman or any Directors granted powers pursuant to this article of the Bylaws shall inform the Board of Directors and the Board of Statutory Auditors on the general trend of operations, including those of subsidiaries, on foreseeable developments, on operations with the most significant economic, financial and patrimonial impact, with special reference to operations in which directors have a personal or indirect interest and those which are affected by any party exercising management or coordination activities. 16.4 At the proposal of the Chief Executive Officer, in agreement with the Chairman, subject to the favourable opinion of the Board of Statutory Auditors, the Board of Directors shall appoint the Officer responsible for the preparation of financial reports, from those subjects who possess the professionalism requirements indicated below.

The Officer responsible for the preparation of financial reports must be chosen from among individuals who do not hold the offices indicated in art. 13.3 of these Bylaws and have carried out the following for at least three years:

  • a) administration or control or management activities with listed companies on regulated markets of Italy or other European Union Member States or other OECD member countries with a share capital of no less than two million euros, or
  • b) legal auditing of accounts at the companies indicated under letter a), or
  • c) professional or university teaching activities (as professor) on financial or accounting matters, or
  • d) managerial functions at public or private entities with competences in the financial, accounting or auditing sector.

The Board of Directors shall monitor to ensure that the Officer responsible for the preparation of financial reports has suitable powers and means by which to exercise the tasks attributed to him or her, and that current administrative and accounting procedures are respected.

ARTICLE 17

17.1 The Board of Directors' meeting shall be legally constituted if the majority of Directors in office are in attendance.

17.2 Resolutions shall be adopted by majority vote cast by directors in attendance, and, in case of tie, the presiding individual shall cast the tie-breaking vote.

17.3 The minutes of Board meetings shall be drafted by the Secretary of the Board of Directors and signed by the Chairman of the meeting and the Secretary.

17.4 Copies of the minutes shall be certified by the Chairman of the meeting and the Secretary of the

Board of Directors and have full validity under the law.

ARTICLE 18

18.1 On an annual basis and for the entire term of office, the directors shall be compensated in an amount determined by the ordinary Shareholders' Meeting at the time of their appointment; the compensation amount determined in this way shall be valid until the Shareholders' Meeting resolves otherwise. The directors shall also be entitled to a refund of all expenses incurred in relation to the exercise of their office.

18.2 Directors vested with special offices shall receive compensation as determined by the Board of Directors, after consulting the Board of Statutory Auditors.

ARTICLE 19

19.1 Both the Chairman and the Chief Executive Officer shall be entitled to represent the Company before any judicial or administrative authority and before third parties as well as to sign on behalf of the company.

Section V - BOARD OF STATUTORY AUDITORS

ARTICLE 20

20.1 The Board of Statutory Auditors shall comprise three standing auditors; in addition, three alternate auditors shall be appointed. The Shareholders' Meeting shall appoint the statutory auditors and determine their compensation. Statutory Auditors shall be chosen from those in possession of the requisites of integrity and professionalism laid down by applicable legislation, in particular by Decree no. 162 of 30 March 2000 of the Ministry of Justice.

For the purposes of the aforementioned decree, topics strictly under the purview of the Company shall be: commercial law, business administration and corporate finance.

For the same purpose, the engineering and geological sectors are under the direct purview of the Company.

20.2 The statutory auditors may be appointed to administrative and control bodies of other companies within the parameters set by Consob through its own regulations, with the exclusion of the offices indicated in Article 13.3 of these Bylaws.

20.3 The Board of Statutory Auditors shall be appointed by the Shareholders' Meeting on the basis of slates submitted by the shareholders, on which candidates shall be listed by means of a progressive number and in a number that shall not exceed the number of members of the body to be elected. One standing auditor and one alternate auditor must belong to the less represented gender.

For the deposit, submission and publication of slates, the procedures governed by the provisions of Article 13.3 of these Bylaws shall be applied.

Each shareholder may submit or participate in the submission of and vote a single slate in accordance with the terms set forth in the aforementioned legislative and regulatory provisions.

Slates may only be presented by Shareholders who, alone or together with other Shareholders, represent at least 2% or are together the owners of such other stake in the capital as Consob may set in its regulations.

Each candidate may only submit his/her candidacy on one slate, under penalty of ineligibility.

The slates shall be divided into two sections: one for candidates for the office of Standing Auditor and the other for candidates for the office of Alternate Auditor. At least the first candidate in each section must be enrolled in the register of external auditors and have worked on legal audits for a period of not less than three years.

The slates that, considering both sections, contain a number of candidates equal to or greater than three and compete for appointment to the majority of the members of the Board of Statutory Auditors, must include, in accordance also with the provisions set forth in the call notice for the Shareholders' Meeting, members of the less represented gender in the number stated in the first paragraph of this art. 20.3.

Two standing auditors and two alternate auditors shall be selected from the slate that receives the majority of votes. The other standing auditor and the other alternate auditor shall be appointed in accordance with provisions set forth in Article 13.5, letter b), to apply distinctly to each of the sections in which the other slates are articulated.

In the event that, mutatis mutandis, a similar situation should occur to that laid down in Article 13.5 b-bis) above, the procedures pursuant to the same letter b-bis) shall apply both for the standing auditors and alternate auditors, insofar as compatible with current regulations and with this Article.

The Shareholders' Meeting shall appoint as Chairman of the Board of Statutory Auditors the standing auditor elected in accordance with the provisions set forth in Article 13.5 letter b).

If the application of the procedure described above does not allow, as regards standing auditors, compliance with the gender division criterion set out in the first subsection of this art. 20.3, the quotient of votes to be attributed to each candidate from the standing auditor sections of the different slates, shall be calculated by dividing the number of votes obtained in each slate by the number of the order of each of the aforementioned candidates; the candidate of the most represented gender who has the lowest quotient among candidates from all slates, shall be replaced by the candidate belonging to the least represented gender listed, with the subsequent highest order number, in the same standing auditor section of the slate of the replaced candidate, or, subordinately, in the alternate auditor section of the same slate of the replaced candidate (who, in this case, shall take over the position of the alternate candidate he/she replaces); otherwise, if this operation does not allow compliance with the gender division criterion set out in the first subsection of this art. 20.3, the candidate shall be replaced by the individual appointed by the Shareholders' Meeting with a legal majority, so that a Board of Statutory Auditors compliant with the law and the Bylaws can be constituted.

In cases in which candidates from different slates have obtained the same quotient, the candidate to be replaced shall be the candidate of the slate from which the greatest number of auditors is selected, or, subordinately, the candidate from the slate that has received the least number of votes, or, in case of equal number of votes, the candidate that has obtained less votes by the Shareholders' Meeting in a specific voting round.

For the appointment of standing auditors, who, for any reason, are not appointed in accordance with the procedures described above, the Shareholders' Meeting resolves by legal majority, in order to ensure that the composition of the Board of Statutory Auditors is compliant with the law and the Bylaws.

In the case of replacement of the statutory auditor selected from the minority slates, the office shall be held by the alternate auditor selected from such slates.

In the case of replacement of a statutory auditor selected from the slate that obtained the majority of votes, the office shall be held by the first alternate auditor from the same slate; if the replacement does not allow compliance with the gender division criterion set out in the first subsection of this art. 20.3, the office shall be held by the second alternate auditor selected from such slate.

The slate voting procedure shall be applied only in case of renewal of the entire Board of Statutory Auditors. Current peremptory legislative and regulatory provisions shall constitute, in any case, an exception to these policies.

20.4 Outgoing statutory auditors can be re-elected.

20.5 With prior notification to the Chairman of the Board of Directors, the Board of Statutory Auditors may convene a Shareholders' Meeting and meetings of the Board of Directors. The authority to convene meetings of the Board of Directors may be exercised individually by each member of the Board of Statutory Auditors; the authority to convene a Shareholders' Meeting must be exercised by at least two members of the Board of Statutory Auditors.

20.6 The Board of Statutory Auditors' meetings may be held also via conference call or video conference, on the condition that all participants are identifiable and can follow the discussion, examine, receive and transmit documents and participate in real time in the discussions. The meeting shall be considered as having taken place where the Chairman of the Board of Statutory Auditors and Secretary, if appointed, are located.

Section VI - FINANCIAL STATEMENTS, PROFITS AND DIVIDENDS

ARTICLE 21

21.1 A fiscal year runs from 1 January to 31 December of each year.

At the end of each fiscal year, the Board of Directors, in accordance with legislative provisions, shall draft the financial statements.

21.2 The net profit resulting from the approved financial statements will be allocated as follows:

  • up to 5% to the legal reserve, until it reaches the limit required by the law;

  • any remaining amount to shares, without prejudice to other resolutions made by the Shareholders' Meeting.

Dividends not claimed within the 5-year period elapsing from the day in which they can be claimed shall be reverted to the Company.

The Board of Directors may resolve to pay interim dividends during the fiscal year.

Section VII - LIQUIDATION AND DISSOLUTION

ARTICLE 22

22.1 Liquidation and dissolution of the Company shall be governed by legislative provisions.

Section VIII - GENERAL PROVISIONS

ARTICLE 23

23.1 All matters not expressly laid down in nor otherwise governed by these Bylaws shall be governed by legislative provisions.

TRANSITIONAL CLAUSE

ARTICLE 24

24.1 The composition of the Board of Statutory Auditors indicated in art. 20, characterised by the appointment of three standing auditors and three alternate auditors, and the further provisions referring to this composition, shall apply as of the first renewal of the control body after that appointed by the Shareholders' Meeting on 2 April 2019. Until such time the Baord of Statutory Auditors shall be made up of three standing auditors and the number of alternate auditors appointeed by the Shareholders' Meeting is two.

24.2 The provisions of articles 13.3 and 13.8, which aim to ensure that at least two-fifths of the directors belong to the least represented gender, shall apply as of the first renewal of the administrative body after that appointed by the Shareholders' Meeting of 2 April 2019. Up until such time, also in the case of co-optation, the composition of the Board of Directors shall comply with the quota of at least one third (rounded up to the next whole number in the case of a decimal number).