EDMONTON, May 3, 2013 /CNW/ - The annual meeting of shareholders (annual
meeting) for Capital Power Corporation (TSX: CPX) (Capital Power or the
Company) was held on April 26, 2013 in Edmonton, Alberta. Each of the
matters voted upon at the annual meeting is discussed in detail in the
Company's Management Proxy Circular dated March 12, 2013 and is
available on the Company's website at: www.capitalpower.com/2013AGM.
The total number of shares represented by shareholders present in person
and by proxy at the annual meeting was 59,310,303 representing 60.09%
of the Company's outstanding Common and Special Voting Shares.
The voting results for each matter presented at the annual meeting are
provided below:
1. Election of Directors:
Each of the eight director nominees put forward by management were
elected by a vote conducted by way of ballot as follows:
|
Director
|
Votes in
Favour
|
% In
Favour
|
Votes
Withheld
|
%
Withheld
|
|
Albrecht Bellstedt
|
30,320,612
|
98.38%
|
498,874
|
1.62%
|
|
Brian Bentz
|
30,719,516
|
99.68%
|
99,970
|
0.32%
|
|
Richard Cruickshank
|
24,844,326
|
80.67%
|
5,953,916
|
19.33%
|
|
Brian Vaasjo
|
30,232,352
|
98.09%
|
587,134
|
1.91%
|
|
William Bennett
|
30,723,751
|
99.69%
|
95,735
|
0.31%
|
|
Philip Lachambre
|
30,724,301
|
99.69%
|
95,085
|
0.31%
|
|
Doyle Beneby
|
30,722,337
|
99.68%
|
97,149
|
0.32%
|
|
Peggy Mulligan
|
30,725,051
|
99.69%
|
94,435
|
0.31%
|
Each of the four director nominees put forward by EPCOR Power
Development Corporation (EPCOR), being Donald Lowry, Robert Phillips,
Hugh Bolton and Allister McPherson, were elected by acclamation.
Pursuant to the Company's Articles of Incorporation, EPCOR, as the sole
holder of the Company's issued and outstanding Special Voting Shares,
has the right to elect four directors of the Company, and EPCOR
nominated only Donald Lowry, Robert Phillips, Hugh Bolton and Allister
McPherson for election. A proxy representing 28,441,000 (100%) votes
for the election of Donald Lowry, Robert Phillips, Hugh Bolton and
Allister McPherson, and nil votes withheld, was received from EPCOR.
2. Appointment of Auditors:
The appointment of KPMG LLP, Chartered Accountants, to serve as the
auditors of the Company until the close of the next annual meeting, at
remuneration to be fixed by the Directors on the recommendation of the
Audit Committee, was approved by a show of hands. Proxies representing
59,271,816 (99.96%) votes for and 26,506 (0.04%) votes withheld were
received.
3. Approach to executive compensation:
On an advisory basis and not to diminish the role and responsibility of
the board of directors, the approach to executive compensation
disclosed in the Company's Management Proxy Circular was approved by a
show of hands. Proxies representing 58,590,416 (98.90%) votes for and
652,086 (1.10%) votes against were received.
4. Approve shareholder rights plan:
The shareholder rights plan of the Company as set out in the Shareholder
Rights Plan Agreement made as of November 20, 2012 between the Company
and Computershare Trust Company of Canada, and the authorization of any
director or officer of the Company to do all things and execute all
documents to give effect thereto, was approved by a show of hands.
Proxies representing 54,522,634 (92.03%) votes for and 4,719,868
(7.97%) votes against were received.
5. Confirm an amendment to our by-laws:
By-Law No. 3 of the Company, as approved by the board of directors of
the Company on March 1, 2013 was confirmed, without amendment, by a
show of hands. Proxies representing 59,037,344 (99.65%) votes for and
205,158 (0.35%) votes against were received.
About Capital Power
Capital Power (TSX: CPX) is a growth-oriented North American power
producer headquartered in Edmonton, Alberta. The company develops,
acquires, operates and optimizes power generation from a variety of
energy sources. Capital Power owns more than 3,600 megawatts of power
generation capacity at 16 facilities across North America. An
additional 595 megawatts of owned generation capacity is under
construction or in advanced development in Alberta and Ontario.
SOURCE: Capital Power Corporation
