Business Context and Reporting Period
This Form 6-K filing by Canadian National Railway Company reports the results of the Annual Meeting of Shareholders held on April 26, 2016. The filing was submitted on April 27, 2016, pursuant to Rule 13a-16 of the Securities Exchange Act of 1934 and National Instrument 51-102.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This document is a report of voting results and does not contain financial performance data.
Material Changes
No material financial changes are reported in this filing. The document details the outcomes of shareholder votes regarding corporate governance and executive compensation.
Outlook, Risks, and Voting Results
The filing details four specific shareholder resolutions:
- Election of Directors: All 11 director nominees proposed by management were elected. Support ranged from 96.24% (Claude Mongeau) to 99.76% (James E. O'Connor).
- Appointment of Auditors: KPMG LLP was appointed as the Company's auditors. The proposal received 97.97% of votes cast in favor.
- Executive Compensation: The non-binding advisory resolution on executive compensation was approved with 97.72% of votes cast in favor.
- Shareholder Proposal: A proposal requiring the Audit Committee to request audit engagement proposals no less than every 8 years was defeated. It received only 2.99% of votes in favor, with 97.01% voting against.
Investor Verification Checklist
- Verify the tenure of the newly elected directors until the next annual meeting.
- Confirm the appointment of KPMG LLP as the independent auditor.
- Note the strong shareholder support (97.72%) for the current executive compensation approach.
- Observe the significant rejection (97.01% against) of the shareholder proposal regarding mandatory audit firm rotation every 8 years.