SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of May 2019
Commission File No. 1-31690
TC Energy Corporation
(Translation of Registrant's Name into English)
450 – 1 Street S.W., Calgary, Alberta, T2P 5H1, Canada
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:
Form 20-F ¨ Form 40-F þ
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
Exhibit 99.1 to this report, furnished on Form 6-K, is furnished, not filed, and will not be incorporated by reference into any registration statement filed by the registrant under the Securities Act of 1933, as amended.
EXHIBIT INDEX |
99.1 | A copy of the registrant's Report of Voting Results dated May 3, 2019. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date: May 6, 2019
TC ENERGY CORPORATION | ||
By: | /s/ Christine R. Johnston | |
Christine R. Johnston | ||
Vice-President, Law and Corporate Secretary | ||
Exhibit 99.1
Annual and Special Meeting of Shareholders of
TC Energy Corporation (the “Corporation”)
May 3, 2019
REPORT OF VOTING RESULTS
National Instrument 51-102 - Continuous Disclosure Obligations, Section 11.3
1. | Election of Directors |
By resolution passed via ballot, the following 12 nominees were appointed as Directors of the Corporation to hold office until the next annual meeting of shareholders of the Corporation, or until their successors are earlier elected or appointed. The results of the ballot were as follows:
Nominee | # Votes For | % Votes For | # Votes Withheld | % Votes Withheld |
Stéphan Crétier | 598,634,895 | 99.77 | 1,365,426 | 0.23 |
Russell K. Girling | 598,964,473 | 99.83 | 1,035,542 | 0.17 |
S. Barry Jackson | 564,309,121 | 94.05 | 35,691,200 | 5.95 |
Randy Limbacher | 598,109,048 | 99.69 | 1,887,531 | 0.31 |
John E. Lowe | 596,309,489 | 99.38 | 3,690,612 | 0.62 |
Una Power | 598,076,424 | 99.68 | 1,923,677 | 0.32 |
Mary Pat Salomone | 598,073,376 | 99.68 | 1,926,945 | 0.32 |
Indira V. Samarasekera | 570,306,476 | 95.05 | 29,693,868 | 4.95 |
D. Michael G. Stewart | 592,814,246 | 98.80 | 7,186,075 | 1.20 |
Siim A. Vanaselja | 530,911,086 | 88.49 | 69,089,235 | 11.51 |
Thierry Vandal | 598,682,200 | 99.78 | 1,317,939 | 0.22 |
Steven W. Williams | 598,849,566 | 99.81 | 1,150,778 | 0.19 |
2. | Appointment of Auditors |
By a resolution passed via show of hands, KPMG LLP, Chartered Professional Accountants, were appointed as auditors of the Corporation until the close of the next annual meeting of shareholders of the Corporation, and the directors were authorized to fix their remuneration. Proxies were received on this matter as follows:
Votes For | % Votes For | Votes Withheld | % Votes Withheld |
594,595,022 | 96.42 | 22,084,976 | 3.58 |
3. | Advisory Vote on Executive Compensation |
By resolution passed via ballot, on an advisory basis, the Corporation’s approach to Executive Compensation was approved. The results of the ballot were as follows:
Votes For | % Votes For | Votes Against | % Votes Against |
533,546,802 | 88.92 | 66,453,917 | 11.08 |
4. | Amendment to Articles |
By special resolution passed via ballot, the amendment to the Articles of TransCanada Corporation, changing its corporate name to:
TC Energy Corporation
Corporation TC Énergie
was approved. The results of the ballot were as follows:
Votes For | % Votes For | Votes Against | % Votes Against |
597,290,965 | 99.55 | 2,710,680 | 0.45 |
5. | Amendments to the Shareholder Rights Plan |
By resolution passed via ballot, the continuation and approval of minor amendments to the amended and restated shareholder rights plan dated May 3, 2019 was approved. The results of the ballot were as follows:
Votes For | % Votes For | Votes Against | % Votes Against |
578,519,709 | 96.42 | 21,481,217 | 3.58 |
6. | Shareholder Proposal |
By resolution passed via ballot, the shareholder proposal about Indigenous relations disclosure was not approved. The results of the ballot were as follows:
Votes For | % Votes For | Votes Against | % Votes Against |
61,232,558 | 10.21 | 538,761,643 | 89.79 |