Voting report Legal & General Investment Management

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1 July 2018 North America Voting Report Voting report Legal & General Investment Management No warranty is given and no representation is made regarding the accuracy or completeness of the content of this report, and no liability or responsibility is accepted for the information contained in this report. Registered Offce: Legal & General Investment Management Limited One Coleman Street London EC2R 5AA +44 (0) Authorised and Regulated by the Financial Conduct Authority Copyright Legal & General Investment Management 2018

2 Concho Resources Inc. Meeting Date: 07/17/2018 Primary Security ID: 20605P101 Ticker: CXO Primary ISIN: US20605P1012 Number Text Proponent Mgmt Rec 1 Issue Shares in Connection with Acquisition Constellation Brands, Inc. Meeting Date: 07/17/2018 Primary Security ID: 21036P108 Ticker: STZ Primary ISIN: US21036P1084 Number Text Proponent Mgmt Rec 1.1 Elect Director Jerry Fowden Mgmt For Withhold Blended Rationale: A vote against is applied as LGIM has had concerns with the remuneration policy for 3 years. 1.2 Elect Director Barry A. Fromberg 1.3 Elect Director Robert L. Hanson 1.4 Elect Director Ernesto M. Hernandez 1.5 Elect Director Susan Somersille Johnson 1.6 Elect Director James A. Locke, III Mgmt For Withhold Blended Rationale: A WITHHOLD vote is warranted for James Locke III for serving as a non-independent member of a key board committee. A vote against is applied as LGIM expects a board to be regularly refreshed in order to maintain independence, relevant skills, experience and diversity. 1.7 Elect Director Daniel J. McCarthy 1.8 Elect Director Richard Sands 1.9 Elect Director Robert Sands 1.10 Elect Director Judy A. Schmeling 1.11 Elect Director Keith E. Wandell Mgmt For Withhold Blended Rationale: A vote against is applied as LGIM expects a CEO or Non-Executive Directors not to hold too many external roles to ensure they can undertake their duties effectively. 2 Ratify KPMG LLP as Auditors

3 Constellation Brands, Inc. Number Text Proponent Mgmt Rec 3 Advisory to Ratify Named Executive Officers' Compensation Mgmt For Against Blended Rationale: A vote against is applied as LGIM expects a sufficient portion of awards to be assessed against performance conditions to ensure alignment of remuneration with company performance. Nutrien Ltd. Meeting Date: 07/19/2018 Country: Canada Primary Security ID: 67077M108 Ticker: NTR Primary ISIN: CA67077M1086 Number Text Proponent Mgmt Rec 1.1 Elect Director Christopher M. Burley 1.2 Elect Director Maura J. Clark 1.3 Elect Director John W. Estey 1.4 Elect Director David C. Everitt Mgmt For Withhold Blended Rationale: A vote against is applied as LGIM expects a CEO or Non-Executive Directors not to hold too many external roles to ensure they can undertake their duties effectively. 1.5 Elect Director Russell K. Girling 1.6 Elect Director Gerald W. Grandey 1.7 Elect Director Miranda C. Hubbs 1.8 Elect Director Alice D. Laberge 1.9 Elect Director Consuelo E. Madere 1.10 Elect Director Charles "Chuck" V. Magro 1.11 Elect Director Keith G. Martell 1.12 Elect Director A. Anne McLellan 1.13 Elect Director Derek G. Pannell 1.14 Elect Director Aaron W. Regent 1.15 Elect Director Mayo M. Schmidt 1.16 Elect Director Jochen E. Tilk 2 Approve Re-appointment of KPMG LLP as Auditors

4 Nutrien Ltd. Number Text Proponent Mgmt Rec 3 Approve Stock Option Plan and Grant of Stock Options Mgmt For Against Blended Rationale: A vote against is applied as LGIM expects a sufficient portion of awards to be assessed against performance conditions to ensure alignment of remuneration with company performance. 4 Advisory on Executive Compensation Approach VMware, Inc. Meeting Date: 07/19/2018 Primary Security ID: Ticker: VMW Primary ISIN: US Number Text Proponent Mgmt Rec 2 Advisory to Ratify Named Executive Officers' Compensation 3 Ratify PricewaterhouseCoopers LLP as Auditors McKesson Corporation Meeting Date: 07/25/2018 Primary Security ID: 58155Q103 Ticker: MCK Primary ISIN: US58155Q1031 Number Text Proponent Mgmt Rec 1a Elect Director N. Anthony Coles 1b Elect Director John H. Hammergren 1c Elect Director M. Christine Jacobs 1d Elect Director Donald R. Knauss 1e Elect Director Marie L. Knowles Mgmt For Against Blended Rationale: A vote against is applied as LGIM expects a board to be regularly refreshed in order to maintain independence, relevant skills, experience and diversity. 1f Elect Director Bradley E. Lerman

5 McKesson Corporation Number Text Proponent Mgmt Rec 1g Elect Director Edward A. Mueller 1h Elect Director Susan R. Salka 2 Ratify Deloitte & Touche LLP as Auditors Mgmt For Against Blended Rationale: A vote against is applied as LGIM expects the role of the external auditor to be put to tender on a regular basis. 3 Advisory to Ratify Named Executive Officers' Compensation Mgmt For For 4 Report on Lobbying Payments and Policy SH Against For Blended Rationale: A vote in favour is applied as LGIM expects companies to provide sufficient disclosure on such contributions. 5 Pro-rata Vesting of Equity Awards SH Against For Blended Rationale: A vote in favour is applied as LGIM does not support the accelerated vesting of awards as this can impact executive decision making. 6 Use GAAP for Executive Compensation SH Metrics 7 Reduce Ownership Threshold for SH Shareholders to Call Special Meeting Against Against Against For Blended Rationale: A vote in favour is applied as the resolution is seeking to reduce the threshold below 25%. GGP Inc. Meeting Date: 07/26/2018 Primary Security ID: 36174X101 Ticker: GGP Primary ISIN: US36174X1019 Number Text Proponent Mgmt Rec 1 Approve Merger Agreement 2 Authorize a New Class of Capital Stock 3 Amend Charter to Remove the Ability of Stockholders to Prohibit BPR Board from Amending the BPR Bylaws 4 Increase Supermajority Requirement for Amendments 5 Adopt or Increase Supermajority Requirement for Removal of Directors 6 Amend Bylaws to Include a Provision Requiring BPR to Include in its Proxy Statements and Proxy Cards Director Candidates Selected by a BPY Affiliate

6 GGP Inc. Number Text Proponent Mgmt Rec 7 Eliminate Right to Call Special Meeting 8 Advisory on Golden Parachutes Mgmt For Against Blended Rationale: A vote AGAINST this proposal is warranted. The CEO's outstanding equity awards are subject to automatic, single-trigger vesting. Moreover, he will receive his full cash severance despite continuing employment with similar compensation terms to his current employment. The Walt Disney Company Meeting Date: 07/27/2018 Primary Security ID: Ticker: DIS Primary ISIN: US Number Text Proponent Mgmt Rec 1 Issue Shares in Connection with Acquisition 2 Adjourn Meeting Twenty-First Century Fox, Inc. Meeting Date: 07/27/2018 Primary Security ID: 90130A101 Ticker: FOXA Primary ISIN: US90130A1016 Number Text Proponent Mgmt Rec 1 Approve Merger Agreement 2 Approve Distribution Agreement 3 Amend Charter Regarding Hook Stock 4 Adjourn Meeting 5 Advisory on Golden Parachutes Mgmt For Against Blended Rationale: A vote AGAINST this proposal is warranted. There are concerns regarding executives' very large "retention RSUs," half of which vests automatically upon the merger, that were made on top of executives' sizable golden parachute benefits. Also, certain performance equity awards were amended to vest at target without a clearly disclosed rationale or sufficient explanatory disclosure.

7 Twenty-First Century Fox, Inc. Meeting Date: 07/27/2018 Primary Security ID: 90130A101 Ticker: FOXA Primary ISIN: US90130A1016 Number Text Proponent Mgmt Rec 1 Approve Merger Agreement 2 Approve Distribution Agreement SCANA Corporation Meeting Date: 07/31/2018 Primary Security ID: 80589M102 Ticker: SCG Primary ISIN: US80589M1027 Number Text Proponent Mgmt Rec 1 Approve Merger Agreement 2 Advisory on Golden Parachutes Mgmt For Against Blended Rationale: A vote AGAINST this proposal is warranted. All equity is subject to single-trigger vesting upon the completion of the merger, including CEO Addison's performance awards granted just six months ago, which were meant to vest or be earned over three years, but will vest at target. The full acceleration of recently-granted performance awards represents a windfall opportunity. 3 Adjourn Meeting Xerox Corporation Meeting Date: 07/31/2018 Primary Security ID: Ticker: XRX Primary ISIN: US Number Text Proponent Mgmt Rec 1.1 Elect Director Gregory Q. Brown

8 Xerox Corporation Number Text Proponent Mgmt Rec 1.2 Elect Director Keith Cozza Mgmt For Against Blended Rationale: A vote against is applied as LGIM expects a CEO or Non-Executive Directors not to hold too many external roles to ensure they can undertake their duties effectively. 1.3 Elect Director Jonathan Christodoro Mgmt For Against Blended Rationale: A vote against is applied as LGIM expects a CEO or Non-Executive Directors not to hold too many external roles to ensure they can undertake their duties effectively. 1.4 Elect Director Joseph J. Echevarria 1.5 Elect Director Nicholas Graziano 1.6 Elect Director Cheryl Gordon Krongard 1.7 Elect Director Scott Letier 1.8 Elect Director Sara Martinez Tucker 1.9 Elect Director Giovanni ('John') Visentin 2 Ratify PricewaterhouseCoopers LLP as Auditors 3 Advisory to Ratify Named Executive Officers' Compensation Mgmt For Against Blended Rationale: A vote AGAINST this proposal is warranted given that the company recently entered into an employment agreement with new CEO John Visentin that provides for problematic modified single-trigger cash severance. 4 Adjourn Meeting Mgmt For Against Blended Rationale: A vote AGAINST this proposal is warranted given that support is not warranted for Item 3.

Vote Summary Report Reporting Period: July 1, 2015 to September 30, The Fiera Capital Mutual Funds

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