Item 5.07
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Submission of Matters to a Vote of Security Holders
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At the annual meeting of shareholders on April 26, 2019, each of the seven nominees proposed as directors of Imperial Oil Limited (the
Company) were elected to hold office until the close of the next annual meeting. The votes for the directors were:
D.C.
Brownell 677,770,266 shares for and 20,292,353 shares withheld
D.W. Cornhill 691,464,285 shares for and 6,598,334 shares withheld,
K.T. Hoeg 691,652,313 shares for and 6,410,306 shares withheld,
M.C. Hubbs 694,200,805 shares for and 3,861,814 shares withheld,
R.M. Kruger 676,383,494 shares for and 21,679,125 shares withheld,
J.M. Mintz 690,396,064 shares for and 7,666,555 shares withheld, and
D.S. Sutherland 691,684,484 shares for and 6,378,135 shares withheld.
At the same annual meeting of shareholders, PricewaterhouseCoopers LLP was reappointed as the auditor of the Company and the shareholder
proposal set out in the Companys management proxy circular was defeated. The votes for the auditor reappointment and the shareholder proposal were:
the auditor was reappointed by a vote of 699,030,375 shares for and 4,170,579 shares withheld; and
the shareholder proposal regarding an annual advisory vote by shareholders on executive compensation was defeated by a vote of 596,318,673
against and 101,589,709 for.