Item 5.07 Submission of Matters to a Vote of Security Holders



(a) The Company held its 2020 Annual General Meeting in London, England on
June 15, 2020.
(b) As previously announced, Keith O. Rattie and Carl G. Trowell's service on
the Board of Directors of the Company ended on June 15, 2020.
(c) There were 198,419,838 shares entitled to vote at the meeting based on the
March 23, 2020 record date, of which 131,256,529 shares, or 66.15%, were present
and voting in person or by proxy. The following matters, detailed descriptions
of which are contained in the 2020 Proxy Statement, were voted on at the
meeting:
(1) To re-elect Directors to serve until the 2021 Annual General Meeting of
Shareholders:



a. William E. Albrecht
                                                          Broker
     Votes For          Votes Against   Votes Abstain   Non-Votes
     87,590,525           8,037,355       3,365,142     32,263,507



b. Frederick Arnold
                                                       Broker
    Votes For        Votes Against   Votes Abstain   Non-Votes
    89,182,428         6,445,006       3,365,588     32,263,507



c. Thomas P. Burke
                                                      Broker
    Votes For       Votes Against   Votes Abstain   Non-Votes
   89,134,644         1,348,214       8,510,164     32,263,507

d. Mary E. Francis CBE


                                                          Broker
     Votes For          Votes Against   Votes Abstain   Non-Votes
     88,819,834           6,841,309       3,331,879     32,263,507



e. Georges J. Lambert
                                                         Broker
     Votes For         Votes Against   Votes Abstain   Non-Votes
     89,153,745          6,447,461       3,391,816     32,263,507




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f. Suzanne P. Nimocks
                                                         Broker
     Votes For         Votes Against   Votes Abstain   Non-Votes
     89,087,221          6,519,057       3,386,744     32,263,507



g. Thierry Pilenko
                                                      Broker
    Votes For       Votes Against   Votes Abstain   Non-Votes
   88,846,352         6,756,668       3,390,002     32,263,507



h. Paul E. Rowsey, III
                                                          Broker
     Votes For          Votes Against   Votes Abstain   Non-Votes
     88,081,839           7,608,589       3,302,594     32,263,507



i. Charles L. Szews
                                                       Broker
    Votes For        Votes Against   Votes Abstain   Non-Votes
    89,130,910         6,467,492       3,394,620     32,263,507



j. Adam Weitzman
                                                    Broker
   Votes For      Votes Against   Votes Abstain   Non-Votes
  89,101,584        1,342,243       8,549,195     32,263,507



(2) To ratify the Audit Committee's appointment of KPMG LLP (U.S.) as our U.S.
independent registered public accounting firm for the fiscal year ending 31
December 2020:



                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
125,754,000     2,147,241       3,355,288        N/A

(3) To appoint KPMG LLP (U.K.) as our U.K. statutory auditors under the U.K. Companies Act 2006 (to hold office from the conclusion of the 2020 Annual General Meeting of Shareholders until the conclusion of the next Annual General Meeting of Shareholders at which accounts are laid before the Company):





                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
125,756,600     2,137,652       3,362,277        N/A






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(4) To authorise the Audit Committee to determine our U.K. statutory auditors'
remuneration:



                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
125,739,552     2,054,618       3,462,359        N/A

(5) To approve an amendment to the 2018 Long-Term Incentive Plan





                                               Broker
Votes For    Votes Against   Votes Abstain   Non-Votes
88,082,007     7,592,306       3,318,709     32,263,507

(6) To approve the Directors' Remuneration Policy





                                               Broker
Votes For    Votes Against   Votes Abstain   Non-Votes
87,459,851     8,253,954       3,279,217     32,263,507

(7) A non-binding advisory vote to approve the Directors' Remuneration Report for the year ended 31 December 2019:





                                               Broker
Votes For    Votes Against   Votes Abstain   Non-Votes
89,400,129     6,098,282       3,494,611     32,263,507



(8) A non-binding advisory vote to approve the compensation of our named
executive officers:



                                               Broker
Votes For    Votes Against   Votes Abstain   Non-Votes
89,428,294     6,054,534       3,510,194     32,263,507

(9) A non-binding advisory vote to approve the reports of the auditors and the directors and the U.K. statutory accounts for the year ended 31 December 2019:





                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
125,116,993     2,529,588       3,609,948        N/A

(10) To authorise the Board of Director to allot shares, the full text of which can be found in "Resolution 10" of the proxy statement:





                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
112,783,688    14,509,063       3,963,778        N/A




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(11) To approve the general disapplication of pre-emption rights, the full text of which can be found in "Resolution 11" of the proxy statement:





                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
115,214,455    11,713,569       4,328,505        N/A

(12) To approve the disapplication of pre-emption rights in connection with an acquisition or specified capital investment, the full text of which can be found in "Resolution 12" of the proxy statement:





                                               Broker
 Votes For    Votes Against   Votes Abstain   Non-Votes
115,218,798    11,693,296       4,344,435        N/A

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