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Final Voting Results
Annual and Special Meeting of Common Shareholders
Toronto, Ontario - March 3, 2006
FULL DETAILS OF THE MATTERS FOR SHAREHOLDER ACTION CAN BE VIEWED BY ACCESSING THE 2006 MANAGEMENT PROXY CIRCULAR (PDF).
The Board of Directors and management recommend that shareholders VOTE FOR the items below:
1. Election of Directors
On a vote by ballot, the nominees proposed by management were elected.
| W. Geoffrey Beattie |
For 363,956,093 (99.40%) |
Withheld: 2,183,935 (0.60%) |
| George A. Cohon |
For: 364,333,761 (99.52%) |
Withheld: 1,775,292 (0.48%) |
| Douglas T. Elix |
For: 346,775,360 (94.71%) |
Withheld: 19,366,543 (5.29%) |
| John T. Ferguson |
For: 346,621,522 (94.68%) |
Withheld: 19,483,663 (5.32%) |
| The Hon. Paule Gauthier |
For: 364,213,243 (99.48%) |
Withheld: 1,896,530 (0.52%) |
| Timothy J. Hearn |
For: 365,018,917 (99.69%) |
Withheld: 1,122,713 (0.31%) |
| Alice D. Laberge |
For: 364,024,409 (99.42%) |
Withheld: 2,116,275 (0.58%) |
| Jacques Lamarre |
For: 364,691,272 (99.60%) |
Withheld: 1,450,431 (0.40%) |
| Brandt C. Louie |
For: 363,689,299 (99.33%) |
Withheld: 2,452,829 (0.67%) |
| Michael H. McCain |
For: 364,943,475 (99.67%) |
Withheld: 1,198,653 (0.33%) |
| Gordon M. Nixon |
For: 362,840,116 (99.10%) |
Withheld: 3,299,772 (0.90%) |
| David P. O'Brien |
For: 346,484,619 (94.64%) |
Withheld: 19,627,565 (5.36%) |
| Robert B. Peterson |
For: 349,110,441 (95.36%) |
Withheld: 17,001,744 (4.64%) |
| J. Pedro Reinhard |
For: 363,709,041 (99.34%) |
Withheld: 2,432,687 (0.66%) |
| Cecil W. Sewell, Jr. |
For: 364,297,509 (99.50%) |
Withheld: 1,843,335 (0.50%) |
| Kathleen P. Taylor |
For: 346,842,741 (94.73%) |
Withheld: 19,299,387 (5.27%) |
| Victor L. Young |
For: 365,074,770 (99.72%) |
Withheld: 1,037,415 (0.28%) |
2. Appointment of Auditor
On a vote by ballot, Deloitte & Touche LLP was reappointed auditor of the Bank.
For: 361,182,880 (98.65%)
Withheld: 4,934,115 (1.35%)
Against: 0 (0.00%)
3. Special Resolution to confirm an amendment to Section 1.1 of By-law Two to increase the maximum aggregate remuneration for directors
On a vote by ballot, the Special Resolution was confirmed.
For: 311,692,647 (89.53%)
Against: 36,438,218 (10.47%)
4. Special Resolution to confirm an amendment to Section 1.1.2 of By-law Three to increase the maximum aggregate consideration for First Preferred Shares
On a vote by ballot, the Special Resolution was confirmed.
For: 340,856,608 (97.91%)
Against: 7,279,235 (2.09%)
The Board of Directors and management recommend that shareholders VOTE AGAINST the following Shareholder Proposals:
Proposal No. 1: Include in Annual Report financial statements of subsidiaries in tax havens
On a vote by ballot, proposal No. 1 was rejected.
For: 13,098,552 (3.77%)
Against: 334,737,218 (96.23%)
Proposal No. 2: Shareholder approval of any increase in executive compensation
On a vote by ballot, proposal No. 2 was rejected.
For: 30,294,006 (8.71%)
Against: 317,545,584 (91.29%)
Proposal No. 3: Persons tainted by judicial findings of unethical behaviour are not eligible to serve as Directors of the Royal Bank of Canada
On a vote by ballot, proposal No. 3 was rejected.
For: 18,335,975 (5.27%)
Against: 329,524,235 (94.73%)
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