Mitel Reports Voting Results from 2017 Annual Meeting of Shareholders
May 17 2017 - 5:11PM
Mitel® (Nasdaq:MITL) (TSX:MNW), a global leader in enterprise
communications, announced at its Annual Meeting of Shareholders
held on May 15, 2017 the election of 8 nominees proposed for its
Board of Directors, as set out in the Corporation’s definitive
proxy statement dated April 21, 2017, as supplemented by definitive
additional materials filed with the Securities and Exchange
Commission on May 4, 2017. As of the March 21, 2017 record date for
the determination of the shareholders entitled to notice of and to
vote at the meeting, 122,788,211 common shares were outstanding and
eligible to vote. A total of 98,574,440 shares were voted in person
or by proxy at the meeting.
“We are pleased that shareholders have supported our proposals
and ratified our executive compensation,” said Richard McBee, Chief
Executive Officer. “Their support reflects an understanding that
Mitel’s current executive compensation policies are in line with
industry practice and that certain legacy agreements are not
reflective of our current policies.”
The requisite number of shareholders voted in favour of all
items of business, including election of each of the eight director
nominees as follows:
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Number of Common Shares |
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Percentage of Votes Cast |
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Voted For |
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Withheld from Voting |
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Broker Non-Votes |
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Voted For |
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Withheld from Voting |
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Dr. Terence H. Matthews |
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78,346,956 |
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9,248,866 |
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10,949,347 |
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89.44 |
% |
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10.56 |
% |
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Richard D. McBee |
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86,275,146 |
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1,320,676 |
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10,949,347 |
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98.49 |
% |
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1.51 |
% |
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Benjamin H. Ball |
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81,814,247 |
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5,781,575 |
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10,949,347 |
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93.40 |
% |
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6.60 |
% |
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Peter D.
Charbonneau |
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82,912,202 |
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4,683,620 |
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10,949,347 |
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94.65 |
% |
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5.35 |
% |
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John P. McHugh |
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85,354,364 |
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2,241,458 |
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10,949,347 |
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97.44 |
% |
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2.56 |
% |
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Sudhakar
Ramakrishna |
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87,213,888 |
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381,934 |
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10,949,347 |
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99.56 |
% |
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0.44 |
% |
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David M. Williams |
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85,398,241 |
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2,197,581 |
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10,949,347 |
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97.49 |
% |
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2.51 |
% |
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Martha H. Bejar |
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87,253,373 |
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342,449 |
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10,949,347 |
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99.61 |
% |
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0.39 |
% |
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Additionally, Mitel’s advisory “say on pay” vote received 70.71%
support based on proxies received prior to the meeting and votes
cast in person at the meeting. Full results of the votes are
included as Appendix “A” to this press release. Unless otherwise
indicated, the vote for each motion was taken by a show of hands
and the number of votes disclosed reflects only those proxies
received by management in advance of the meeting.
About Mitel
A global market leader in enterprise communications powering
more than two billion business connections, Mitel (Nasdaq:MITL)
(TSX:MNW) helps businesses and service providers connect,
collaborate and provide innovative services to their customers. Our
innovation and communications experts serve more than 60 million
business users in more than 100 countries. For more information, go
to www.mitel.com and follow us on Twitter @Mitel.
Mitel is the registered trademark of Mitel Networks
Corporation.
All other trademarks are the property of their respective
owners.
_________________________________MITL-F
Appendix A
Annual Resolution No. 1:
Number of Directors. The number of directors was set at eight.
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Number of Common Shares |
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Percentage of Votes Cast |
Voted For |
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Voted Against |
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Abstained from Voting |
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Broker Non-Votes |
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VotedFor |
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VotedAgainst |
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Abstained fromVoting |
97,563,080 |
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836,618 |
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145,471 |
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0 |
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99 |
% |
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0.85 |
% |
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0.15 |
% |
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Election of Directors – Elected. Each of the directors listed as
nominees in the Proxy Statement were elected directors of the
Corporation until the next annual
meeting.
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Number of Common Shares |
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Percentage of Votes Cast |
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VotedFor1 |
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Withheldfrom Voting |
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BrokerNon-Votes |
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VotedFor |
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Withheldfrom Voting |
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Dr. Terence H. Matthews |
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78,346,956 |
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9,248,866 |
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10,949,347 |
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89.44 |
% |
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10.56 |
% |
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Richard D. McBee |
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86,275,146 |
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1,320,676 |
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10,949,347 |
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98.49 |
% |
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1.51 |
% |
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Benjamin H. Ball |
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81,814,247 |
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5,781,575 |
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10,949,347 |
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93.40 |
% |
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6.60 |
% |
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Peter D.
Charbonneau |
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82,912,202 |
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4,683,620 |
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10,949,347 |
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94.65 |
% |
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5.35 |
% |
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John P. McHugh |
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85,354,364 |
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2,241,458 |
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10,949,347 |
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97.44 |
% |
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2.56 |
% |
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Sudhakar
Ramakrishna |
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87,213,888 |
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381,934 |
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10,949,347 |
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99.56 |
% |
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0.44 |
% |
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David M. Williams |
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85,398,241 |
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2,197,581 |
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10,949,347 |
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97.49 |
% |
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2.51 |
% |
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Martha H. Bejar |
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87,253,373 |
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342,449 |
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10,949,347 |
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99.61 |
% |
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0.39 |
% |
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Annual Resolution No. 2: Appointment of Auditors – Passed.
Deloitte LLP was appointed auditor of the
Corporation.
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Number of Common Shares |
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Percentage of Votes Cast |
Voted For |
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Withheld from Voting |
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Broker Non-Votes |
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VotedFor |
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Withheld fromVoting |
93,664,095 |
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4,881,072 |
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2 |
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95.05 |
% |
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4.95 |
% |
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Annual Resolution No. 3: Advisory Vote for Executive
Compensation – Passed. An advisory (non-binding) resolution to
approve executive compensation was passed.
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Number of Common Shares |
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Percentage of Votes Cast |
Voted For |
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Voted Against |
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Abstained from Voting |
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Broker Non-Votes |
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VotedFor |
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VotedAgainst |
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Abstained fromVoting |
61,940,067 |
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25,537,076 |
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118,679 |
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10,949,347 |
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70.71 |
% |
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29.15 |
% |
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0.14 |
% |
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Resolution No. 4: Advisory Vote on Frequency of “Say-on-Pay”
Votes – 1 Year. Shareholders determined that the preferred
frequency of an advisory vote on the executive compensation of the
Corporation’s NEOs as set forth in the Proxy Statement will be
every one year.
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Number of Common Shares |
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Percentage of Votes Cast |
Voted For 1 Year |
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Voted For 2 Years |
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Voted For 3 Years |
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Abstained from Voting |
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Broker Non-Votes |
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Voted For 1 Year |
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Voted For 2 Years |
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VotedFor3 Years |
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AbstainedfromVoting |
85,509,445 |
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30,235 |
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1,946,826 |
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109,316 |
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10,949,347 |
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97.62 |
% |
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0.03 |
% |
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2.22 |
% |
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0.12 |
% |
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Ordinary Resolution No. 1: 2017 Omnibus Incentive Plan – Passed.
A resolution to approve the Plan, as more particularly described in
the Proxy Statement, was passed by a ballot vote. The number of
votes disclosed reflects those proxies received by management in
advance of the Meeting and votes cast by ballot at the meeting.
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Number of Common Shares |
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Percentage of Votes Cast |
Voted For |
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Voted Against |
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Abstained from Voting |
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Broker Non-Votes |
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VotedFor |
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VotedAgainst |
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Abstained fromVoting |
75,590,498 |
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11,990,290 |
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44,305 |
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10,949,347 |
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86.27 |
% |
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13.68 |
% |
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0.05 |
% |
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By-Law Ratification Resolution – Passed. A resolution to confirm
the amendment to the By-Laws of the Corporation, as approved and
adopted by the Board on December 16, 2016, to increase the quorum
requirement of any meeting of the Corporation’s shareholders from
25% to 33 1/3%, was passed.
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Number of Common Shares |
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Percentage of Votes Cast |
Voted For |
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Voted Against |
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Abstained from Voting |
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Broker Non-Votes |
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VotedFor |
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VotedAgainst |
|
Abstained fromVoting |
83,195,360 |
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4,293,352 |
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107,110 |
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10,949,347 |
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94.98 |
% |
|
4.90 |
% |
|
0.12 |
% |
Contact Information
Media
Camille Beasley
469-212-0433
camille.beasley@mitel.com
Industry Analysts
Denise Hogberg
469-212-0434
denise.hogberg@mitel.com
Investors
Michael McCarthy
469-574-8134
michael.mccarthy@mitel.com
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