Item 5.07 Submission of Matters to a Vote of Security Holders.
At the 2020 Annual General Meeting of Shareholders (the "Annual Meeting") of
· Election of the directors of the Company, each to serve a term extending until
the conclusion of the Company's next annual general meeting of shareholders;
· Ratification, in a non-binding advisory vote, of the appointment of Ernst &
Young LLP as the independent registered public accounting firm of the Company for the year endingDecember 31, 2020 , and authorization, in a binding vote, of the Company's board of directors, acting through the audit committee, to set the independent registered public accounting firm's remuneration; and
· Approval of a waiver of offer obligations under Rule 37 of the Irish Takeover
Rules to enable share buybacks or redemptions.
The final voting results for the Annual Meeting are as follows:
1. The shareholders elected
Gregory L. Cowan ,Michael DeBiasi ,Sriram Venkataraman ,Juan Vergez andFred Weiss as directors, each to serve a term extending until the conclusion of the Company's next annual general meeting of shareholders or until his successor is duly elected and qualified or until his death, resignation or removal, based on the following votes: Broker For Against Abstain Non-Votes Brian Markison 41,057,347 1,948,306 6,678 6,206,331 Joachim Benes 41,399,103 1,606,558 6,670 6,206,331 David Burgstahler 40,227,229 2,778,433 6,669 6,206,331 Gregory L. Cowan 42,925,631 80,031 6,669 6,206,331 Michael DeBiasi 42,924,677 80,087 7,567 6,206,331 Sriram Venkataraman 41,393,754 1,606,585 11,992 6,206,331 Juan Vergez 39,914,896 3,085,443 11,992 6,206,331 Fred Weiss 41,575,173 1,425,246 11,912 6,206,331
2. The shareholders ratified, in a non-binding advisory vote, the appointment of
Ernst & Young LLP as the independent registered public accounting firm of the Company for the year endingDecember 31, 2020 , and authorized, in a binding vote, the Company's board of directors, acting through the audit committee, to set the independent registered public accounting firm's remuneration, based on the following votes: For Against Abstain Broker Non-Votes 49,202,039 11,140 5,483 0
3. The independent shareholders did not approve a waiver of offer obligations
under Rule 37 of the Irish Takeover Rules to enable share buybacks or redemptions, based on the following votes: For Against Abstain Broker Non-Votes 2,867,646 3,050,625 74,490 6,206,331
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