Wednesday, May 9, 2018
Record date for notice: March 12, 2018
Record date for voting: March 12, 2018
REPORT OF VOTING RESULTS NATIONAL INSTRUMENT 51-102 FOR ENBRIDGE INC. ANNUAL MEETING OF SHAREHOLDERS HELD ON THURSDAY, MAY 11, 2017
To: Canadian Securities Administrators in each province
In accordance with Section 11.3 of National Instrument 51-102 "Continuous Disclosure Obligations", the following sets out the matters voted on at the Annual Meeting of Shareholders of Enbridge Inc. (the "Corporation") held on Thursday, May 11, 2017. Each of the matters is described in greater detail in the Corporation's Notice of Meeting and Management Information Circular dated March 13, 2017. The vote on items 1, 3, 4 and 5 were conducted by way of ballot, and on item 2 by way of show of hands. The manner in which the ballots, or proxies received, as applicable, were voted in respect of each matter is set out below.
1: The election of each of the 13 nominees listed below as Director of the Corporation to hold office until the next Annual Meeting of Shareholders or until his or her successor is duly elected or appointed:
Outcome of vote: Carried
| Nominee | Votes For | % For | Votes Withheld | % Withheld |
|---|---|---|---|---|
| Pamela L. Carter | 1,065,529,082 |
99.57 | 4,619,594 |
0.43 |
| Clarence P. Cazalot, Jr. | 1,052,651,150 |
98.36 | 17,497,526 |
1.64 |
| Marcel R. Coutu | 1,043,181,275 |
97.48 | 26,967,401 |
2.52 |
| Gregory L. Ebel | 1,045,508,912 |
97.70 | 24,639,764 |
2.30 |
| J. Herb England | 1,054,143,631 |
98.50 | 16,005,045 |
1.50 |
| Charles W. Fischer | 1,065,590,858 |
99.57 | 4,557,818 |
0.43 |
| Maureen Kempston Darkes | 1,029,074,847 |
96.16 | 41,073,014 |
3.84 |
| Michael McShane | 1,064,262,122 |
99.45 | 5,886,554 |
0.55 |
| Al Monaco | 1,034,315,312 | 96.65 |
35,833,364 |
3.35 |
| Michael E.J. Phelps | 1,051,800,067 |
98.29 | 18,348,609 |
1.71 |
| Rebecca B. Roberts | 1,052,653,454 |
98.37 | 17,495,222 |
1.63 |
| Dan C. Tutcher | 1,051,800,067 |
98.29 | 18,348,609 |
1.71 |
| Catherine L. Williams | 1,052,653,454 |
98.37 | 17,495,222 |
1.63 |
2: The appointment of PricewaterhouseCoopers LLP as Auditors of the Corporation to hold office until the close of the next Annual Meeting of Shareholders at such remuneration to be fixed by the Board of Directors.
Outcome of vote: Carried
| Votes For | Votes Withheld | ||
|---|---|---|---|
| # | % | # | % |
| 1,163,751,034 | 97.81 | 26,070,821 | 2.19 |
3. Amend, continue and approve the Shareholder Rights Plan
Outcome of vote: Carried
| Votes For | Votes Withheld | ||
|---|---|---|---|
| # | % | # | % |
| 1,048,547,726 | 97.99 | 21,510,632 | 2.01 |
4. Approach to executive compensation.
Outcome of vote: Carried
| Votes For | Votes Against | Votes Abstained | |||
|---|---|---|---|---|---|
| # | % | # | % | # | % |
| 1,026,742,414 | 95.94 | 38,552,091 | 3.60 | 4,857,193 | 0.45 |
5. Shareholder Proposal submitted by Sisters of Charity Halifax, as lead filer of the proposal as represented by the Shareholder Association for Research (SHARE), requesting that the Board of Directors prepare a report to shareholders detailing the due diligence process used by Enbridge, to identify and address social and environmental risks, including indigenous rights, risks, when reviewing potential acquisitions.
Outcome of vote: Not Carried
| Votes For | Votes Against | Votes Abstained | |||
|---|---|---|---|---|---|
| # | % | # | % | # | % |
| 321,323,949 | 30.08 | 738,688,989 | 69.15 | 8,178,670 | 0.77 |
