EX-99.2 3 d548694dex992.htm EX-99.2

EX-99.2

Penn West Petroleum Ltd.

Annual and Special Meeting of Shareholders

June 5, 2013

REPORT OF VOTING RESULTS

The following matters were voted upon at the Annual and Special Meeting of shareholders (“Shareholders”) of Penn West Petroleum Ltd. (the “Corporation”) held on June 5, 2013 in Calgary, Alberta. Each matter voted upon is described in greater detail in the Notice of 2013 Annual and Special Meeting and Management Proxy Circular dated May 6, 2013 (the “Information Circular”), which is available on SEDAR at www.sedar.com, on EDGAR at www.sec.gov, and on Penn West’s website at www.pennwest.com.

1. Appointment of Auditor

By resolution passed by show of hands, KPMG LLP, Chartered Accountants, was appointed as auditor of Penn West for the ensuing year.

2. Election of Directors

By resolutions passed by ballot vote, the following eleven nominees proposed by management were elected as directors of Penn West to hold office until the next annual meeting of Shareholders or until their successors are elected or appointed:

Nominee		Votes For								Votes Withheld
		Number				Percent				Number				Percent
James E. Allard			174,019,243				80.71%				41,596,184				19.29%
George H. Brookman			165,317,712				76.68%				50,284,763				23.32%
Gillian H. Denham			206,849,150				95.94%				8,750,792				4.06%
Richard L. George			210,698,146				97.72%				4,922,349				2.28%
Daryl H. Gilbert			171,587,211				79.58%				44,021,538				20.42%
Allan P. Markin			211,766,828				98.21%				3,851,937				1.79%
Murray R. Nunns			198,471,171				92.07%				17,105,887				7.93%
Frank Potter			206,403,159				95.74%				9,193,212				4.26%
Jack Schanck			206,811,969				95.92%				8,794,783				4.08%
James C. Smith			206,987,547				96.00%				8,621,473				4.00%
Jay W. Thornton			209,074,418				96.97%				6,534,502				3.03%

3. Non-Binding Advisory Vote on the Corporation’s Approach to Executive Compensation

By resolution passed by ballot vote, an advisory resolution was passed to approve the Corporation’s approach to executive compensation as outlined in the Information Circular. The results of the ballot were as follows:

Votes For				Votes Against
Number		Percent		Number		Percent
197,561,184		91.61%		18,092,835		8.39%

4. Approval of Unallocated Options Pursuant to the Stock Option Plan

By resolution passed by ballot vote, all unallocated options to acquire common shares under the Corporation’s stock option plan until June 5, 2016 were approved. The results of the ballot were as follows:

Votes For				Votes Against
Number		Percent		Number		Percent
188,295,828		87.31%		27,362,007		12.69%

5. Approval of Stock Option Plan Amendment

By resolution passed by ballot vote, the amendment to the Corporation’s stock option plan as outlined in the Information Circular was approved. The results of the ballot were as follows:

Votes For				Votes Against
Number		Percent		Number		Percent
195,995,724		90.88%		19,659,177		9.12%

6. Approval of Advance Notice By-Law

By resolution passed by ballot vote, By-Law No. 2 of the Corporation relating to the advance notice of nominations of directors was approved. The results of the ballot were as follows:

Votes For				Votes Against
Number		Percent		Number		Percent
171,625,886		79.58%		44,028,138		20.42%