

| BORGWARNER INC | 30/04/2014 AGM | |
|---|---|---|
| 1.1 | Elect Jan Carlson | For |
| 1.2 | Elect Dennis C. Cuneo | For |
| 1.3 | Elect Vicki L. Sato | For |
| 2 | Appoint the auditors | Abstain |
| 3 | Advisory vote on executive compensation | Oppose |
| 4 | Approve of the BorgWarner Inc. 2014 Stock Incentive Plan | Oppose |
| 5 | Amend Certificate of Incorporation | For |
| 6 | Shareholder Resolution: Simple majority voting | For |