Manulife Financial Corp 6-K, filed Mar 22, 2024

About this 6-K

Manulife Financial Corp (MFC)

6-K 2024-03-22 For: 2024-03-22

View Original

Added on April 02, 2026

If you held Manulife common shares as of 5 p.m. (Eastern time) on March 13, 2024 (the record date), you’re entitled to receive notice of, and vote at, our 2024 annual meeting. We had 1,806,835,953 common shares outstanding as of this date and each share carries one vote.

About quorum

Before the meeting can go ahead, at least two shareholders have to be present at the meeting, in person or by proxy.

Manulife Financial Corp filed this 6-K on March 22, 2024.

Search and read filings like this one from Claude or ChatGPT with the SEC filings MCP server →


Exhibit		Description of Exhibit

99.1		2023 Annual Report

99.2		Notice of Annual Meeting of Shareholders

99.3		Management Information Circular

99.4		Shareholder Proxy Form

99.5		Notice of Availability of Management Information Circular


MANULIFE FINANCIAL CORPORATION

By:		/s/ James D. Gallagher
Name:		James D. Gallagher
Title:		General Counsel


You’re invited to attend our 2024 annual meeting of common shareholders


When May 9, 2024 11 a.m. (Eastern time) Where Manulife Head Office 200 Bloor Street East Toronto, Canada How to attend Our 2024 annual meeting will be held in person at the address above and by live webcast online at https:// web.lumiagm.com/ 496278293. Please read the voting section starting on page 6 for detailed information about how to attend the meeting, vote and ask questions. More information and updates on how to attend the meeting will be made available on our website (www.manulife.com/ annualmeeting).		Four items of business • Receiving the consolidated financial statements and auditors’ reports for the year ended December 31, 2023 • Electing directors • Appointing the auditors • Having a say on executive pay
		Other matters that are properly brought before the meeting will be considered, but we are not aware of any at this time. The annual meeting for The Manufacturers Life Insurance Company will be held at the same time and will also be held in person and by live webcast.
		Anyone can attend the meeting, but you need to register as a shareholder or proxyholder to vote or ask questions.
		By order of the board of directors, Antonella Deo Corporate Secretary March 13, 2024


You’re invited to attend our 2024 annual meeting of common shareholders


When May 9, 2024 11 a.m. (Eastern time) Where Manulife Head Office 200 Bloor Street East Toronto, Canada How to attend Our 2024 annual meeting will be held in person at the address above and by live webcast online at https:// web.lumiagm.com/ 496278293. Please read the voting section starting on page 6 for detailed information about how to attend the meeting, vote and ask questions. More information and updates on how to attend the meeting will be made available on our website (www.manulife.com/ annualmeeting).		Four items of business • Receiving the consolidated financial statements and auditors’ reports for the year ended December 31, 2023 • Electing directors • Appointing the auditors • Having a say on executive pay
		Other matters that are properly brought before the meeting will be considered, but we are not aware of any at this time. The annual meeting for The Manufacturers Life Insurance Company will be held at the same time and will also be held in person and by live webcast.
		Anyone can attend the meeting, but you need to register as a shareholder or proxyholder to vote or ask questions.
		By order of the board of directors, Antonella Deo Corporate Secretary March 13, 2024



About the meeting

Who can vote			6

How to vote			7

What the meeting will cover			12

About the directors

Key things about the board			16

Director profiles			18

2023 board committee reports			32

How we pay our directors			37

Executive compensation

Message from the Chair			42

Understanding Manulife’s results under IFRS 17 and IFRS 9			44

Compensation discussion and analysis			46

Executive summary			46
Our response to the 2023 advisory vote on executive compensation			50
Our approach to executive compensation			53
Our variable pay program and 2023 performance			58

Compensation of the named executives			72

Share performance			93

Executive compensation details			95

Summary compensation table			95

Equity compensation			97

Retirement benefits			101

Termination and change in control benefits			107



Compensation oversight			112

How the board oversees executive compensation			112

Managing compensation risk			114

The decision-making process			117

Compensation of employees who have a material impact on risk			119

Governance at Manulife

About the Manulife board			123

Board committees			126

Board roles and responsibilities			126

Subsidiary governance			134

Serving as a director			135

Serving on other boards			135

Integrity			135

Equity ownership			135

Term limits			135

Independence			136

Board succession and diversity			136

Skills and experience			138

Director development			140

Assessment			142

Other information

ESG at Manulife			143

Liability insurance			144

Loans to directors and officers			144

Directors’ approval			144


Questions? Call our transfer agent in your region if you have any questions about the meeting. Registered holders can also call our transfer agent to get information on options for managing your share account.

Canada		1-800-783-9495

United States		1-800-249-7702

Hong Kong		852-2980-1333

Philippines		632-5318-8567

Rest of world		1-416-682-3864



Where to find it

Who can vote		6
How to vote		7
What the meeting will cover		12




Vote by proxy You or your authorized representative must complete the proxy form. If you’re a corporation or other legal entity, your authorized representative must complete the form.	You can vote your shares in one of four ways:
		On the internet – Go to the website indicated on your proxy form. You will need the personal identification/control number on the form.
		By phone (Canada and U.S. only) – Call the toll-free number on the proxy form and follow the instructions. You will need the personal identification/control number on the form.
		By mail – Complete your proxy form and return it in the envelope provided.
		On your smartphone – Use the QR code found on your proxy form.
	Your proxy must be received by 5 p.m. (Eastern time) on May 7, 2024 for your vote to be counted. If you’re mailing your proxy form, be sure to allow enough time for the envelope to be delivered. The deadline for the deposit of proxies can be waived by the Chair of the Board at his discretion, without notice. If the meeting is adjourned, your proxy must be received by 5 p.m. (Eastern time) two business days before the meeting is reconvened.


				Registered shareholders and non-registered ownership statement holders (continued)
Vote in person at the meeting You will need to bring photo identification with you to the meeting.				Check in with our transfer agent when you arrive at the meeting. Do not complete the proxy form before the meeting because you’ll vote in person at the meeting.


Vote online during the meeting You will find your control number on the proxy form included with your meeting materials. You will need your control number to be able to vote or ask questions at the meeting.				On the day of the meeting: 1. Log in: https://web.lumiagm.com/496278293. The link will be accessible one hour before the meeting start time to allow you to test your connection 2. Click “I have a login” 3. Enter your control number (on the proxy form included with the meeting materials) as your username 4. Enter your password: “manulife2024” (case sensitive) 5. Follow the instructions to cast your vote. If you have already voted by proxy, your vote at the meeting, if properly cast, will automatically revoke your previous vote.



Changing your vote You can revoke your proxy form if you change your mind about how you want to vote your shares.						Sending new voting instructions with a later date will revoke the instructions you previously submitted. You can send a new proxy on the internet, by phone or by mail, by following the instructions above. Or send a notice in writing, signed by you or your authorized representative to: Corporate Secretary, Manulife Financial Corporation, 200 Bloor Street East, Toronto, Ontario, Canada M4W 1E5. Your new proxy must be received by 5 p.m. (Eastern time) on May 7, 2024 for your vote to be counted. If you’re mailing your new proxy form, be sure to allow enough time for the envelope to be delivered. If the meeting is adjourned, your proxy must be received by 5 p.m. (Eastern time) two business days before the meeting is reconvened. If you miss the deadline, you can only revoke your proxy by giving a notice in writing to the Chair of the Board before the meeting begins. The notice must be signed by you or your authorized representative.


				Non-registered (beneficial) shareholders (continued)

Vote online during the meeting You must appoint yourself (or another person) as proxyholder. Then you or the person you appoint must contact TSX Trust to get a control number. You need a control number to be able to vote or ask questions at the meeting.				First, appoint yourself as proxyholder by printing your name in the space provided on the voting instruction form. You can also appoint someone else to be your proxyholder (see page 11 for more information). You can do this in one of two ways: • sign and return the form in the envelope provided but do not fill in your voting instructions because you will vote online during the meeting (check the form for the deadline for submitting it, and make sure you allow enough time for the envelope to be delivered), or • go to the website indicated on the voting instruction form and follow the instructions. Then get a control number by contacting TSX Trust by no later than 5 p.m. (Eastern time) on May 7, 2024. You can do this in one of two ways: • call 1-866-751-6315 (within North America) or 416-682-3860 (outside of North America), or • go online at www.tsxtrust.com/control-number-request If you appointed someone else to be your proxyholder, that person must contact TSX Trust to get a control number. On the day of the meeting: 1. Log in: https://web.lumiagm.com/496278293. The link will be accessible one hour before the meeting start time to allow you to test your connection 2. Click “I have a login” 3. Enter your control number as your username 4. Enter your password: “manulife2024” (case sensitive) 5. Follow the instructions to cast your vote. If you have already voted by proxy, your vote at the meeting, if properly cast, will automatically revoke your previous vote.


Changing your vote You can revoke your voting instruction form if you change your mind about how you want to vote your shares.				Follow the instructions on your voting instruction form or contact your intermediary for more information. Your intermediary must receive your voting instructions with enough time to act on your instructions. Check the form for the deadline for submitting your voting instructions. If you’re mailing your voting instruction form, be sure to allow enough time for the envelope to be delivered. The deadline for the deposit of proxies may be waived or extended by the Chair of the Board at his discretion, without notice.



(in millions)	2023		2022

Audit fees		$51.4		$44.5
Includes the audit of our financial statements as well as the financial statements of our subsidiaries, segregated funds, audits of statutory filings, prospectus services, report on internal controls, reviews of quarterly reports and regulatory filings

Audit-related fees		$4.0		$3.6
Includes consultation concerning financial accounting and reporting standards not classified as audit, due diligence in connection with proposed or consummated transactions and assurance services to report on internal controls for third parties

Tax fees		$0.4		$0.1
Includes tax compliance, tax planning and tax advice services

All other fees		$0.2		$0.2
Includes other advisory services

Total		$56.0		$48.4


Appropriate size		Independent

14		All
directors is within an appropriate range for healthy debate and effective decision-making		directors are independent, except the CEO, and all board committee members are independent


Qualified and financially literate		Attendance

All		99%

directors bring a mix of the competencies and experience necessary for effective oversight, and all are financially literate		is the average overall attendance for director nominees who served on the board in 2023


Diverse

7		3

of the nominated independent directors (54%) are women		of the nominated independent directors (23%) have self-identified as members of a visible minority as defined in the Employment Equity Act (Canada)


Tenure		Age

4.3		63

years is the average tenure of the nominated independent directors		is the average age of the nominated directors


The director profiles that follow include the value of each director’s equity ownership. We calculated the value of equity ownership by multiplying the number of their common shares and deferred share units (DSUs) by $32.21, the closing price of our common shares on the TSX on February 29, 2024.				Directors receive a minimum of US$127,500 (approximately 55%) of the annual board retainer in equity, and the director equity ownership requirement is six times the mandatory equity portion of the annual board retainer.

We require all directors except Mr. Gori to own common shares, preferred shares and/or DSUs with a total market value of at least six times the mandatory equity portion of the annual board retainer. Mr. Gori has separate equity ownership requirements as President and CEO, which he meets (see page 116).


		Key competencies and experience
		• Finance/Accounting • Risk management • Talent management/Executive compensation • Technology/Operations		• Asia experience • Public company executive/Director • Environmental/Climate/Social
		Mr. Lindsay’s international business experience, including over 17 years as CEO of a public company and nearly two decades of experience in senior executive roles in investment and corporate banking and global financial services, qualify him to serve as the Chair of the Board and chair of the corporate governance and nominating committee. Mr. Lindsay also has extensive environment, social and governance (ESG) experience which will be valuable as Manulife seeks to implement its Impact Agenda and drive sustained social and environmental impact through our business and our interactions with customers, communities and the environments in which we operate.


Mr. Lindsay was previously President and CEO of Teck Resources Limited, Canada’s largest diversified mining, mineral processing and metallurgical company, a position he held since 2005 where he led Teck to achieve top rankings from ESG rating agencies such as S&P Global, MSCI and ISS ESG. His experience also includes almost two decades with CIBC World Markets Inc., where he ultimately served as President after periods as Head of Investment and Corporate Banking and Head of the Asia Pacific Region. Mr. Lindsay currently serves on the Board of Directors of Alpine Canada, York House School, and is an Honorary Governor of the Royal Ontario Museum. He was Chair of the International Council on Mining and Metals, Chair of the Board of Governors for Mining and Metals at the World Economic Forum, and Chair of the Business Council of Canada. He is a recent recipient of the Canadian Business Leader Lifetime Achievement Award from The Canadian Chamber of Commerce, which will be presented on June 13, 2024. Mr. Lindsay earned a Bachelor of Science in Mining Engineering from Queen’s University and holds an MBA from Harvard Business School, and has been the recipient of an Honorary Doctor of Laws from the University of Windsor and Honorary Doctorate of Technology from the British Columbia Institute of Technology. 2023 meeting attendance				Director since August 2010 Term limit: 2028 2023 votes for: 95.68% Public company boards (last five years) • Teck Resources Limited, 2005-2022
Board	9 of 9	100	%
Board committees
• Audit	5 of 5	100	%
• Corporate governance and nominating (chair)	3 of 3	100	%
• Management resources and compensation	6 of 6	100	%
• Risk	5 of 5	100	%
Total	28 of 28	100	%
On February 15, 2023, Don Lindsay became Chair of the Board, joined the corporate governance and nominating committee, also becoming committee chair, and resigned from the management resources and compensation committee and the risk committee. On June 1, 2024, Mr. Lindsay will resign as chair of the corporate governance and nominating committee. As Chair of the Board, Mr. Lindsay is not a member of the audit, management resources and compensation or risk committees but attends at the invitation of each committee chair.


Year	Common shares		DSUs		Total common shares and DSUs		Total value		Total value as a multiple of equity ownership guideline

2024		120,000		136,680		256,680	$	8,267,633		8.0x

2023		20,000		108,672		128,672	$	3,471,571		3.3x

Change		100,000		28,008		128,008	$	4,796,092

				See page 37 for information about equity ownership


		Key competencies and experience
		• Finance/Accounting		• Asia experience
		• Insurance/Reinsurance/Investment management		• Government relations/Public policy/Regulatory
		• Risk management		• Public company executive/Director
		• Talent management/Executive compensation		• Environmental/Climate/Social
		Ms. Arnaboldi’s extensive experience at a major financial institution, specifically in the asset management field, qualifies her to serve on our board, as a member of the risk committee and as chair of the management resources and compensation committee.


Nicole Arnaboldi is a partner at Oak Hill Capital Management, a private equity firm. She is a former senior executive at Credit Suisse, a global financial services company, and its predecessor Donaldson, Lufkin and Jenrette Securities Corporation, holding a number of senior roles in their wealth and asset management businesses, including Senior Advisor, and prior to that, Vice Chairman, Credit Suisse Asset Management. Ms. Arnaboldi is a member of the boards of Commonfund and Merit Hill Capital (non-public companies). She also serves on various Harvard University advisory boards, including for HarvardX and Harvard Law School. Ms. Arnaboldi holds a Bachelor of Arts from Harvard College, and a JD and an MBA from Harvard University. 2023 meeting attendance			Director since June 2020 Term limit: 2033 2023 votes for: 98.21% Public company boards (last five years) • NextEra Energy, Inc., 2022-present
Board	9 of 9	100%
Board committees
• Audit	1 of 1	100%
• Corporate governance and nominating	1 of 1	100%
• Management resources and compensation (chair)	4 of 4	100%
• Risk	4 of 4	100%
Total	19 of 19	100%
On February 15, 2023, Nicole Arnaboldi joined the management resources and compensation committee and became committee chair, joined the risk committee, and resigned from the corporate governance and nominating committee and audit committee.


Year	Common shares		DSUs		Total common shares and DSUs		Total value		Total value as a multiple of equity ownership guideline
2024		6,500		46,982		53,482	$	1,722,655		1.7x
2023		6,500		31,157		37,657	$	1,015,986		0.98x
Change		0		15,825		15,825		$706,669

				See page 37 for information about equity ownership


Guy Bainbridge is a former partner with KPMG LLP. He has acted as the key audit leader of several of the UK and world’s largest financial institutions and served on KPMG’s UK and Europe boards. Mr. Bainbridge also serves as the audit committee chair of each of Yorkshire Building Society and ICE Clear Europe Limited (non-public companies). Mr. Bainbridge is a member of the Institute of Chartered Accountants in England and Wales and holds a Master of Arts from the University of Cambridge. 2023 meeting attendance				Director since August 2019 Term limit: 2032 2023 votes for: 97.33% Public company boards (last five years) • None
Board	9 of 9	100	%
Board committees
• Audit (chair)	6 of 6	100	%
• Corporate governance and nominating	4 of 4	100	%
Total	19 of 19	100	%


Susan Dabarno has been a corporate director since 2011. She has extensive wealth management and distribution expertise and served from 2009 to 2010 as Executive Chair, and from 2003 to 2009 as President and Chief Executive Officer, of Richardson Partners Financial Limited, an independent wealth management services firm. Before joining Richardson Partners Financial Limited, Ms. Dabarno was President and Chief Operating Officer at Merrill Lynch Canada Inc. She is a former director of the Toronto Waterfront Revitalization Corporation (government funded organization) and Bridgepoint Health Foundation (not-for-profit). Ms. Dabarno is a Fellow of Chartered Professional Accountants (FCPA) and holds a Class II Diploma from McGill University. 2023 meeting attendance				Director since March 2013 Term limit: 2025 2023 votes for: 98.01% Public company boards (last five years) • Cenovus Energy Inc., 2017-2021
Board	9 of 9	100	%
Board committees
• Management resources and compensation	6 of 6	100	%
• Risk	5 of 5	100	%
Total	20 of 20	100	%


Julie Dickson is a former Superintendent of Financial Institutions, Canada, Canada’s main financial services regulator. She currently serves on the Canadian Public Accountability Board, and the board of the Dubai Financial Services Authority. Ms. Dickson is an Officer of the Order of Canada and holds a Bachelor of Arts from the University of New Brunswick and a Master of Economics from Queen’s University. 2023 meeting attendance				Director since August 2019 Term limit: 2032 2023 votes for: 98.61% Public company boards (last five years) • None
Board	9 of 9	100	%
Board committees
• Management resources and compensation	6 of 6	100	%
• Risk	5 of 5	100	%
Total	20 of 20	100	%
On March 5, 2024, Julie Dickson joined the corporate governance and nominating committee and audit committee, and resigned from the management resources and compensation committee and the risk committee.


Michael Durland is a former senior executive at The Bank of Nova Scotia, holding a number of senior roles in their capital markets division, including Group Head and CEO, Global Banking and Markets. He is currently the Chief Executive Officer of Melancthon Capital Corporation, a private company primarily focused on the provision of capital and advisory services to emerging Canadian companies. He brings a sophisticated risk taking and risk structuring capability set to the board, along with international business experience. Mr. Durland is the Chancellor of Saint Mary’s University. He is a member of the board of the True Patriot Love Foundation (not-for-profit organization), as well as the boards of Receptiviti Inc. and LifeRaft Inc., and the former Chair of Truleaf Sustainable Agriculture (non-public companies). He is a Distinguished Fellow at the Munk School of Global Affairs and Public Policy at the University of Toronto and a former a member of the Board of the Dalhousie Medical Research Foundation, the Business Strategy Committee of the Global Risk Institute and the Advisory Boards of the Centre for Social Impact at Queen’s University and the Master of Management Analytics Program at Queen’s University. Mr. Durland holds a Bachelor of Commerce from Saint Mary’s University and a Ph.D. in Management from Queen’s University. 2023 meeting attendance			Director since March 2024 Term limit: 2036 Public company boards (last five years) • None
Board	N/A	N/A
Board committees
• Audit	N/A	N/A
• Corporate governance and nominating	N/A	N/A


		Key competencies and experience
		• Finance/Accounting • Insurance/Reinsurance/Investment management • Risk management • Talent management/Executive compensation • Technology/Operations		• Asia experience • Government relations/Public policy/Regulatory • Public company executive/Director • Digital transformation/Sales/Marketing • Environmental/Climate/Social




		Mr. Kanak’s extensive experience at a major insurer and asset manager, specifically in Asian markets, where he lived and worked for over 35 years, qualifies him to serve on our board and as a member of the management resources and compensation committee and the risk committee.


Don Kanak is a former senior executive with deep insurance experience in Asia. Most recently, he held several roles with Prudential Holdings Ltd. (part of Prudential plc). He ultimately served as Chairman, Insurance Growth Markets and Chairman, Prudence Foundation, and, prior to that, Chairman, Eastspring Investments and Chairman of Prudential Corporation Asia. He served in senior executive positions at American International Group (AIG) for over 14 years before joining Prudential Holdings Ltd. Mr. Kanak has been a Senior Fellow of The Program in International Financial Systems (PIFS) since 2007 and a director since 2017. His research has focused on climate change policy, including solutions for reducing deforestation and degradation of natural forests and financial frameworks for achieving climate objectives. He previously served as a trustee of the Worldwide Fund for Nature (WWF)-Hong Kong, Chairman and executive board member of the EU-ASEAN Business Council and a member of the board of the Hong Kong Financial Services Development Council (non-public entities). Mr. Kanak holds a Bachelor of Arts from the University of North Carolina, a JD from Harvard Law School, and a MLitt from Oxford University in management studies. 2023 meeting attendance			Director since March 2024 Term limit: 2036 Public company boards (last five years) • None
Board	N/A	N/A
Board committees
• Management resources and compensation	N/A	N/A
• Risk	N/A	N/A


Vanessa Kanu is a seasoned finance professional with over 25 years of extensive business experience in multi-billion-dollar organizations. Having held progressively senior roles throughout her career, Ms. Kanu most recently served as global CFO at TELUS International. Prior to TELUS International, she served in various senior leadership roles at Mitel Networks Corporation, including as Chief Financial Officer. Prior to Mitel, she was at PricewaterhouseCoopers. Ms. Kanu currently serves as a member of the Board of Directors of Thorn, a not-for-profit organization with a mission to eliminate child sexual abuse materials from the internet. She has previously served as a member of the board of the Ottawa Hospital Foundation. Ms. Kanu is a Chartered Accountant in Canada (CICA), a Certified Public Accountant in the United States (Illinois), and a member of the Institute of Chartered Accountants of England and Wales (ICAEW). She holds a Bachelor of Science degree in International and Financial Economics (with First Class Honours) from the University of Hull, in the United Kingdom. 2023 meeting attendance			Director since February 2022 Term limit: 2034 2023 votes for: 98.23% Public company boards (last five years) • None
Board	8 of 9	89%
Board committees
• Audit	6 of 6	100%
• Corporate governance and nominating	4 of 4	100%
Total	18 of 19	95%


Anna Manning is the former President and Chief Executive Officer of Reinsurance Group of America, Incorporated (RGA), a global reinsurance company to focus exclusively on life and health solutions. Prior to joining RGA, she spent 19 years with the Toronto office of Towers Perrin’s Tillinghast insurance consulting service, providing consulting services to the insurance industry on mergers and acquisitions, value-added performance measurement, product development, and financial reporting. Ms. Manning is a Fellow of the Society of Actuaries and the Canadian Institute of Actuaries and holds a B.Sc. in Actuarial Science from the University of Toronto. 2023 meeting attendance			Not currently a director Term limit: 2037 Public company boards (last five years) • Reinsurance Group of America, Incorporated, 2016-2023
Board	N/A	N/A
Board committees
• Management resources and compensation	N/A	N/A
• Risk	N/A	N/A


James Prieur has been a corporate director since 2011 and, prior to that time, Mr. Prieur served as Chief Executive Officer and director of CNO Financial Group, Inc. from 2006 until his retirement in 2011. CNO Financial Group is a life insurance holding company focused on the senior middle income market in the U.S. Prior to joining CNO Financial Group, Mr. Prieur was President and Chief Operating Officer of Sun Life Financial, Inc. from 1999 to 2006 where he had previously led operations in Asia, Canada, U.S., and the UK. He is a member of the President’s Circle of the Chicago Council on Global Affairs, a not-for-profit organization. Mr. Prieur is a Chartered Financial Analyst and holds an MBA from the Richard Ivey School at Western University and a Bachelor of Arts from the Royal Military College of Canada. 2023 meeting attendance				Director since January 2013 Term limit: 2025 2023 votes for: 97.91% Public company boards (last five years) • Ambac Financial Group, Inc., 2016-2023
Board	9 of 9	100	%
Board committees
• Management resources and compensation	6 of 6	100	%
• Risk (chair)	5 of 5	100	%
Total	20 of 20	100	%


May Tan is a senior financial services executive who has held a number of senior roles at Standard Chartered Bank, including the position of Chief Executive Officer, Standard Chartered Bank (Hong Kong). She has over 30 years of experience in corporate finance, banking, and capital markets in Asia. She holds the Fellow Chartered Accountant designation from the Institute of Chartered Accountants in England and Wales and the Certified Public Accountant (Fellow) designation from the Hong Kong Institute of Certified Public Accountants. Ms. Tan is a director on the following non-public boards: Anticimex New TopHolding AB, MSIG Insurance (Hong Kong) Limited, Shanghai Guardian Limited and 701 Limited. Ms. Tan is also a council member of the Asian Corporate Governance Association. Ms. Tan received a B.A. in Economics and Accounting from the University of Sheffield. 2023 meeting attendance			Director since December 2021 Term limit: 2034 2023 votes for: 98.97% Public company boards (last five years) • CLP Holdings Limited 2018-present • JP Morgan China Growth & Income PLC 2021-2024 • Link Management Limited/Link REIT 2013-2022
Board	8 of 9	89%
Board committees
• Audit	5 of 5	100%
• Corporate governance and nominating	3 of 3	100%
• Management resources and compensation	2 of 2	100%
• Risk	1 of 1	100%
Total	19 of 20	95%
On February 15, 2023, May Tan joined the corporate governance and nominating committee and audit committee, and resigned from the management resources and compensation committee and risk committee. On June 1, 2024, Ms. Tan will assume the role as chair of the corporate governance and nominating committee.


Leagh Turner is a seasoned global executive in the technology sector currently holding the position of CEO for Coupa Software Inc., a business spend management software company. Previously, Ms. Turner was the Co-CEO of Ceridian HCM Holding Inc., a global human capital management software company. She also serves as a director of Plan International Canada. Ms. Turner is a strong advocate for the advancement of women in leadership and has been recognized twice on the WXN (Women’s Executive Network) Canada’s Top 100 Most Powerful Women list. Ms. Turner holds a Bachelor of Arts from the University of Western Ontario. 2023 meeting attendance				Director since November 2020 Term limit: 2033 2023 votes for: 98.37% Public company boards (last five years) • Ceridian HCM Holding Inc., 2022-2023
Board	9 of 9	100	%
Board committees
• Management resources and compensation	6 of 6	100	%
• Risk committee	5 of 5	100	%
Total	20 of 20	100	%


John Wong is a former Senior Partner and the former Chairman of Greater China for Boston Consulting Group (BCG), where he currently serves as a Senior Advisor. He is a trusted consultant with almost 30 years of experience serving global clients in the Asian healthcare market and a deep expertise in building businesses in biopharmaceuticals, medical technology, and consumer health. Mr. Wong holds an MBA from Harvard University, a Master of Science in Chemical Engineering from the Massachusetts Institute of Technology, and Bachelor of Science in Chemical Engineering from Imperial College London. 2023 meeting attendance			Not currently a director Term limit: 2037 Public company boards (last five years) • None
Board	N/A	N/A
Board committees
• Audit	N/A	N/A
• Corporate governance and nominating	N/A	N/A