WSP Announces Results of Annual and Special Meeting of Shareholders
MONTREAL, May 11, 2023 (GLOBE NEWSWIRE) -- WSP Global Inc. (TSX: WSP) ("WSP" or the "Corporation") held its annual and special meeting of shareholders (the "Meeting") in a hybrid format on May 11, 2023. A total of 102,471,599 common shares (representing approximately 82% of all issued and outstanding common shares of the Corporation) were represented at the Meeting. WSP hereby announces that shareholders of the Corporation (the "Shareholders") voted in favour of all items of business put forth at the Meeting by the Corporation. The complete voting results for each item of business at the Meeting are presented below.
ELECTION OF DIRECTORS
The Board of Directors of the Corporation had fixed at nine the number of directors to be elected at the Meeting. Following the vote at the Meeting, each of the nine nominees listed in the Corporation's Management Information Circular dated March 30, 2023, was duly elected as a Director of WSP until the close of the next annual meeting of Shareholders of the Corporation or until their successor is appointed (the "Directors").
| Nominee | Votes For | % Votes For | Votes Against | % Votes Against | ||
| Louis-Philippe Carrière | 100,836,356 | 98.90 | % | 1,119,003 | 1.10 | % |
| Christopher Cole | 98,358,970 | 96.47 | % | 3,596,389 | 3.53 | % |
| Alexandre L'Heureux | 101,636,443 | 99.69 | % | 318,916 | 0.31 | % |
| Birgit Nørgaard | 101,168,274 | 99.23 | % | 787,085 | 0.77 | % |
| Suzanne Rancourt | 101,004,474 | 99.07 | % | 950,885 | 0.93 | % |
| Paul Raymond | 101,002,120 | 99.07 | % | 953,239 | 0.93 | % |
| Pierre Shoiry | 101,522,333 | 99.53 | % | 477,749 | 0.47 | % |
| Linda Smith-Galipeau | 100,455,985 | 98.53 | % | 1,499,374 | 1.47 | % |
| Macky Tall | 101,768,768 | 99.82 | % | 186,591 | 0.18 | % |
APPOINTMENT OF INDEPENDENT AUDITORS
Following the vote at the Meeting, PricewaterhouseCoopers LLP, Chartered Professional Accountants, were appointed as independent auditors of WSP until the close of the next annual meeting of Shareholders, or until their successor is appointed, and the Directors were authorized to fix the remuneration of the auditors.
| Votes For | % Votes For | Votes Withheld | % Votes Withheld | ||
| 97,019,038 | 94.68 | % | 5,452,561 | 5.32 | % |
AMENDMENTS TO THE STOCK OPTION PLAN
Following the vote at the Meeting, the proposed amendments to the Corporation's Stock Option Plan (the "Stock Option Plan", previously named the Long-Term Incentive Plan) were approved. A copy of the full text of the Stock Option Plan was filed on SEDAR on March 30, 2023.
| Votes For | % Votes For | Votes Against | % Votes Against | ||
| 91,613,441 | 89.87 | % | 10,331,918 | 10.13 | % |
ADOPTION OF THE SHARE UNIT PLAN AND RATIFICATIONS OF GRANT OF AWARDS
Following the vote at the Meeting, the new Share Unit Plan was approved, and certain grants made under the Share Unit Plan were approved and ratified. A copy of the full text of the Share Unit Plan was filed on SEDAR on March 30, 2023.
| Votes For | % Votes For | Votes Against | % Votes Against | ||
| 92,059,968 | 90.29 | % | 9,895,391 | 9.71 | % |
NON-BINDING ADVISORY VOTE ON EXECUTIVE COMPENSATION
Shareholders were also presented with a non-binding, advisory vote on executive compensation to provide their views on WSP's executive compensation plans and related disclosed objectives. Following the vote at the Meeting, such an advisory resolution was adopted.
| Votes For | % Votes For | Votes Against | % Votes Against | ||
| 96,793,345 | 94.94 | % | 5,162,014 | 5.06 | % |
As mentioned in the Corporation's Management Information Circular dated March 30, 2023, while Shareholders have provided their collective advisory vote, the Directors remain fully responsible for their compensation decisions and are not relieved of these responsibilities by a positive advisory vote by Shareholders.
The foregoing voting results will be published on the Corporation's website (www.wsp.com) under "Investors" and filed on SEDAR (www.sedar.com).
ABOUT WSP
As one of the largest professional services firms in the world, WSP exists to future-proof our cities and our environment. It provides strategic advisory, engineering and design services to clients seeking sustainable solutions in the transportation, infrastructure, environment, building, energy, water, and mining sectors. Its 67,000 trusted professionals are united by the common purpose of creating positive, long-lasting impacts on the communities it serves through a culture of innovation, integrity, and inclusion. In 2022, WSP reported $11.9 B (CAD) in revenue. The Corporation's shares are listed on the Toronto Stock Exchange (TSX: WSP).
FOR ADDITIONAL INFORMATION, PLEASE CONTACT:
Alain Michaud
Chief Financial Officer
WSP Global Inc.
[email protected]
Phone: 438-843-7317
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