Form 6-K - Report of foreign issuer [Rules 13a-16 and 15d-16]
01 Februar 2024 - 2:17PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 6-K
REPORT OF
FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR
15d-16 UNDER
THE SECURITIES EXCHANGE ACT OF 1934
For the month of February 2024
Commission File Number 000-29716
CGI INC.
(Translation
of registrant’s name into English)
1350 René-Lévesque Boulevard West
25th Floor
Montreal, Quebec
Canada
H3G 1T4
(Address of principal executive office)
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
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.
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CGI INC. |
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(Registrant) |
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| Date: February 1, 2024 |
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By: |
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/s/ Benoit Dubé |
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Name: Benoit Dubé |
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Title: Executive Vice-President, Legal and Economic Affairs, and Corporate Secretary |
Exhibit 99.1
CGI INC.
REPORT ON VOTING RESULTS
ANNUAL GENERAL MEETING OF SHAREHOLDERS
JANUARY 31, 2024
The Annual General
Meeting of Shareholders of CGI Inc. (“CGI”) was held on Wednesday, January 31, 2024 at 11:00 a.m. via live webcast. 1,844 shareholders holding 146,721,854 Class A subordinate voting shares and 26,445,706 Class B shares
(multiple voting) were present or represented by proxy at the meeting, representing approximately 87.37% of the total votes attached to all issued and outstanding shares as of the record date on December 4, 2023.
Election of directors
All 15 directors proposed for
election at the Annual General Meeting of Shareholders were elected by shareholders on a vote by electronic ballot. The ballots cast and the proxies received by CGI for the election of directors were as follows:
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Votes
for |
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Votes
withheld |
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# |
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% |
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# |
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% |
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| Sophie Brochu |
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406,601,034 |
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99.45 |
% |
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2,259,232 |
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0.55 |
% |
| George A. Cope |
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400,490,770 |
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97.95 |
% |
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8,369,496 |
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2.05 |
% |
| Jacynthe Côté |
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408,111,792 |
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99.82 |
% |
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747,154 |
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0.18 |
% |
| Julie Godin |
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405,079,164 |
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99.08 |
% |
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3,781,102 |
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0.92 |
% |
| Serge Godin |
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396,079,177 |
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96.87 |
% |
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12,781,089 |
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3.13 |
% |
| André Imbeau |
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406,041,565 |
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99.31 |
% |
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2,818,701 |
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0.69 |
% |
| Gilles Labbé |
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403,926,620 |
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98.79 |
% |
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4,933,646 |
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1.21 |
% |
| Michael B. Pedersen |
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396,318,135 |
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96.93 |
% |
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12,542,131 |
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3.07 |
% |
| Stephen S. Poloz |
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407,604,041 |
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99.69 |
% |
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1,256,184 |
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0.31 |
% |
| Mary G. Powell |
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400,379,571 |
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97.93 |
% |
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8,480,695 |
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2.07 |
% |
| Alison C. Reed |
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407,599,021 |
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99.69 |
% |
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1,261,245 |
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0.31 |
% |
| Michael E. Roach |
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405,950,315 |
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99.29 |
% |
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2,909,951 |
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0.71 |
% |
| George D. Schindler |
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406,679,807 |
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99.47 |
% |
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2,180,459 |
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0.53 |
% |
| Kathy N. Waller |
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404,288,048 |
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98.88 |
% |
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4,572,218 |
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1.12 |
% |
| Frank Witter |
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395,474,973 |
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96.73 |
% |
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13,385,293 |
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3.27 |
% |
Appointment of the auditor
The resolution to appoint PricewaterhouseCoopers LLP as CGI’s auditor to hold office until the next annual meeting of shareholders or until its successor
is appointed, and to authorize the Audit and Risk Management Committee to fix its remuneration, was adopted by shareholders on a vote by electronic ballot. The ballots cast and the proxies received by CGI for the appointment of the auditor were as
follows:
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Votes
for |
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Votes
withheld |
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# |
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% |
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# |
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% |
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| Auditor |
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410,554,722 |
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99.85 |
% |
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613,540 |
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0.15 |
% |
Shareholder proposals
Shareholder Proposal Number One was not adopted by shareholders on a vote by electronic ballot. The ballots cast and the proxies received by CGI in relation to
Shareholder Proposal Number One were as follows:
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Votes
for |
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Votes
against |
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# |
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% |
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# |
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% |
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| Shareholder Proposal Number One |
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2,456,997 |
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0.60 |
% |
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406,403,134 |
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99.40 |
% |
Shareholder Proposal Number Two was not adopted by shareholders on a vote by electronic ballot. The ballots cast and the
proxies received by CGI in relation to Shareholder Proposal Number Two were as follows:
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Votes
for |
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Votes
against |
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# |
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% |
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# |
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% |
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| Shareholder Proposal Number Two |
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69,279,624 |
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16.94 |
% |
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339,580,493 |
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83.06 |
% |
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