April 30, 2019

Capital Power reports voting results from the 2019 annual meeting of shareholders


EDMONTON, Alberta – The annual meeting of shareholders (annual meeting) for Capital Power Corporation (TSX: CPX) (Capital Power or the Company) was held on April 26, 2019 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 1, 2019 and available on the Company’s website at: www.capitalpower.com/AGM.

The total number of shares represented by shareholders present in person and by proxy at the annual meeting was 58,856,972 representing 57.67% of the Company’s Common Shares that were issued and outstanding as of the record date of the annual meeting.

The voting results for each matter presented at the annual meeting are provided below:

    1.  Election of Directors:Each of the 9 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
      Donald Lowry 55,049,919 93.85% 3,604,810 6.15%
      Doyle Beneby 58,503,608 99.74% 151,121 0.26%
      Jill Gardiner 58,567,911 99.85% 86,818 0.15%
      Kelly Huntington 58,516,331 99.76% 138,398 0.24%
      Kate Stevenson 58,163,598 99.16% 491,131 0.84%
      Keith Trent 58,503,050 99.74% 151,679 0.26%
      Jane Peverett 58,400,006 99.57% 254,723 0.43%
      Robert Phillips 52,026,123 88.70% 6,628,606 11.30%
      Brian Vaasjo 58,563,295 99.84% 91,434 0.16%

 

  1. Appointment of Auditors:

    The appointment of KPMG LLP, Chartered Accountants, to serve as the auditors of the Corporation until the close of the next Annual Meeting of the Shareholders of the Corporation, at remuneration to be fixed by the Directors on the recommendation of the Audit Committee, was approved by a show of hands. Proxies representing 58,170,700 (98.93%) votes for and 628,606 (1.07%) votes withheld were received.

  2. 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 Corporation’s Management Proxy Circular was approved by a show of hands. Proxies representing 53,901,005 (91.99%) votes for and 4,696,059 (8.01%) votes against were received.

  3. Shareholder Rights Plan:

    As an ordinary resolution that the shareholder rights plan of the Corporation as set out in the Amended and Restated Shareholder Rights Plan Agreement made as April 22, 2016 between Capital Power and Computershare Trust Company of Canada, be continued and any director or officer of Capital Power is authorized to do all things and execute all documents to give effect to this resolution was approved by a show of hands. Proxies representing 56,521,667 (96.46%) votes for and 2,075,397 (3.54%) 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, owns, and operates power generation facilities using a variety of energy sources. Capital Power owns approximately 5,100 megawatts (MW) of power generation capacity at 25 facilities across North America. Approximately 900 MW of owned generation capacity is in advanced development in Alberta and Illinois.