| 1a. | Elect Douglas Dachille - Non-Executive Director | For |
| 1b. | Elect Francis A. Hondal - Non-Executive Director | For |
| 1c. | Elect Arlene Isaacs-Lowe - Non-Executive Director | For |
| 1d. | Elect Daniel G. Kaye - Non-Executive Director | Oppose |
| 1e. | Elect Joan Lamm-Tennant - Chair (Non Executive) | Oppose |
| 1f. | Elect Craig MacKay - Non-Executive Director | For |
| 1g. | Elect Mark Pearson - Chief Executive | For |
| 1h. | Elect Bertram L. Scott - Non-Executive Director | For |
| 1i. | Elect George Stansfield - Executive Director | For |
| 1j. | Elect Charles G.T. Stonehill - Non-Executive Director | For |
| 2. | Appoint the Auditors | Oppose |
| 3. | Advisory Vote on Executive Compensation | Abstain |
| 4. | Approve the Frequency of Future Advisory Votes on Executive Compensation | 1 |
| 5. | Approve New Omnibus Plan | Oppose |
| 6. | Amendments to the Company's Certificate of Incorporation to limit the liability of certain officers of the Company, as permitted by Delaware law. | Oppose |
| 7. | Right to Call Special Meeting | For |
| 8. | Shareholder Resolution: Right to Call Special Meetings | For |
