Proxy Vote Update: AXA Group

Below are the resources for and the results of our recent Proxy Vote for AXA Group on behalf of our clients:

Proxy Materials:

AXA Group: Proxy Statement.

rF Proxy Voting results for AXA Group:

Approval of the Company’s financial statements for the fiscal year 2014 – parent only – For
Approval of the consolidated financial statements for the fiscal year 2014 – For
Earnings appropriation for the fiscal year 2014 and declaration of a dividend of €0.95 per share – For
Advisory vote on the individual compensation of the Chairman & Chief Executive Officer – Against (Excessive).
Advisory vote on the individual compensation of the Deputy Chief Executive Officer – Against (Excessive).
Approval of the Statutory Auditors’ special report on regulated agreement – For
Re-appointment of Mr. Jean-Pierre Clamadieu as director – For
Re-appointment of Mr. Jean-Martin Folz as director – For
Setting of the annual amount of directors’ fees to be allocated to the members of the Board of Directors – For
Authorization granted to the Board of Directors in order to purchase ordinary shares of the Company – For
Delegation of authority granted to the Board of Directors to increase the share capital through the capitalization of reserves, earnings or premiums – Against.
Delegation of authority granted to the Board of Directors to increase the share capital of the Company by issuing ordinary shares or securities giving a claim to ordinary shares to be issued by the Company or one of its subsidiaries either immediately or in the future, with preferential subscription rights of the Shareholders – For
Delegation of authority granted to the Board of Directors to increase the share capital of the Company by issuing ordinary shares or securities giving a claim to ordinary shares to be issued by the Company or one of its subsidiaries either immediately or in the future, without preferential subscription rights of the Shareholders, in case of public offerings – Against.
Delegation of authority granted to the Board of Directors to increase the share capital of the Company by issuing ordinary shares or securities giving a claim to ordinary shares to be issued by the Company or one of its subsidiaries either immediately or in the future, without preferential subscription rights of the Shareholders, through private placements as set forth in Article L.411-2 II of the French Monetary and Financial Code – Against.
Authorization granted to the Board of Directors in the event of an issue of shares through public offerings or private placements, without preferential subscription rights of the Shareholders, to set the issue price under the conditions defined by the Shareholders’ Meeting, up to a maximum of 10% of the share capital – Against.
Delegation of authority granted to the Board of Directors to increase the share capital by issuing ordinary shares or securities giving a claim to ordinary shares to be issued by the Company either immediately or in the future, in the event of a public exchange offer initiated by the Company – Against.
Delegation of authority granted to the Board of Directors to increase the share capital of the Company by issuing ordinary shares or securities giving a claim to ordinary shares to be issued by the Company immediately or in the future, in return for contributions in kind up to a maximum of 10% of the share capital outside a public exchange offer initiated by the Company – Against.
Delegation of authority granted to the Board of Directors to issue, without preferential subscription rights of the Shareholders, ordinary shares resulting from the issue by subsidiaries of the Company of securities giving a claim to ordinary shares to be issued by the Company – Against.
Delegation of authority granted to the Board of Directors to issue, with preferential subscription rights of the Shareholders, ordinary shares resulting from the issue by the subsidiaries of the Company of securities giving a claim to ordinary shares to be issued by the Company – For
Delegation of power granted to the Board of Directors to increase the share capital by issuing ordinary shares or securities giving a claim to the Company’s ordinary shares, reserved for employees enrolled in an employer-sponsored company savings plan, without preferential subscription rights of the Shareholders – For
Delegation of power granted to the Board of Directors to increase the share capital of the Company by issuing ordinary shares, without preferential subscription rights of the Shareholders, in favor of a specific category of beneficiaries – Against.
Authorization granted to the Board of Directors to reduce the share capital through the cancellation of ordinary shares – For
Modification of the Bylaws pertaining to the date of establishment of the list of persons entitled to attend the Shareholders’ Meetings – Against.
Authorization to comply with all formal requirements in connection with this Shareholders’ Meeting – For

Proxy Vote Update: AXA Group

Phil Ratcliff

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