POWER OF ATTORNEY AND CERTIFICATE OF AUTHENTICITYKNOW ALL PERSONS
That City of Clearwater Employee's Pension Fund , a company incorporated under the laws of United States having
a registered office at 100 Osceola Avenue, Clearwater, Florida, USA appoints The Northern Trust Company (the
`Custodian') whose registered office is at 50, Bank Street, London E14 5NT acting through any person authorised
by the Custodian from time to time for the purpose to be its true and lawful attorney-in-fact to exercise any of the
following powers on behalf of the Donor from time to time:
1. to give HSBC Bank Middle East Limited (the "Bank") such instructions, notices or approvals as may be
required to be given by the Donor in accordance with the procedures set out in a Sub-Custodian Agreement
between the Custodian and The Hongkong and Shanghai Banking Corporation Limited dated 20a' October,
1998 as the same may be amended or replaced from time to time (the "Sub-Custodian Agreement") ;
2. to provide to the Bank any amounts representing the purchase price of shares or other securities to be held by
the Bank on behalf of the Donor;
3. to receive from the Bank for remittance to or to the order of the Donor any amounts representing the sales
proceeds of or any income attributable to the shares or other securities either previously or presently held by the
Bank on behalf of the Donor;
4. to execute, sign and deliver all deeds or 'other documents in relation to the purchase, sale or transfer of title of
any shares or other securities or otherwise as the Custodian may in its absolute discretion consider necessary or
desirable in connection with the exercise of the powers conferred to the Custodian pursuant to this Power of
Attorney;
5, to complete registration of purchase, sale or transfer with any official authority/department, company
whatsoever and to this effect to deal with any broker, stock exchange officials and other financial institutions
and to obtain whatever consent may be required in order to effect and complete the above transactions;
6. to participate in any bonus issue, stock repurchase scheme, rights offering, conversion scheme or other
corporate action including to collect dividends, interest and income attributable to the listed securities held by
the Custodian or the Bank on behalf of the Donor;
7. to vote on behalf of the Donor in respect of any such shares or other securities held by the Custodian or the
Bank on behalf of the Donor;
8. to do any and all such acts and things as the Custodian or the Bank may in its absolute discretion consider
necessary and desirable in connection with the exercise of the above powers;
9. to delegate and substitute all or part of the above authorities and powers to third parties and to execute any
Power of Attorney or other authority in relation thereto.
The Donor undertakes to ratify all that the Custodian and/or the Bank may lawfully do or cause to be done by virtue
of this Power of Attorney and agrees that the execution by the Custodian and/or the Bank of any document in
exercise of the above powers shall be conclusive evidence for all persons to whom this Power of Attorney may come
of the due authority of the Custodian and/or the Bank to execute such document on behalf of the Donor.
The Donor further undertakes to indemnify each of the Custodian and/or the Bank on demand against any claim,
demand, action, liability, damages, costs, loss or expenses (including without limitation legal fees) which it may
incur as a direct or indirect result of the appointment of the Custodian and/or the Bank hereunder or the performance
by the Custodian and/or the Bank of any or all of the acts which it is empowered hereunder to perform on behalf of
the Donor (each a "Claim") and the Donor agrees that a certificate from the Custodian and/or the Bank specifying
the amount of any Claim shall be conclusive except in the case of manifest error.
This Power of Attorney is governed by, and shall be construed in accordance with the laws of England and Wales
and shall remain in full force and effect until it is revoked by the Donor in writing.
IN WITNESS whereof this Power of Attorney has been executed as a deed by the Donor and is intended to be and is
hereby delivered on 18, May 2010..........
THE COMMON SEAL of City of Clearwater Employee's Pension Fund
was hereunto affixed in the presence of
THE all
Cot
AR o?sl
CITY OF CLEARWATER
POST OFFICE BOX 4748, CLEARWATER FLORIDA 33758-4748
MUNICIPAL SERVICES BUILDING-, 100 SOUTH MYRTLE AVENUE, CLEARWATER, FLORIDA 33756
FINANCIAL SERVICES
POWER OF ATTORNEY
We, the undersigned, hereby authorise The Northern Trust Company, or an
appointed agent of The Northern Trust Company, with full power of substitution, to
represent, act and vote at any and every Annual General Meeting or Extra Ordinary
General Meeting of Shareholders of each company in which our name (or the name of
any proxy appointed by us) is registered at the VPS as beneficial owner of shares in the
company..
In witness whereof the undersigned has caused this Power of Attorney to be executed
on 18,May,2010
For and on behalf of
City of Clearwater Employee's Pension Fund
Name: Margaret L. Simmons
Title: Chief Financial Officer
Date: 18,May, 2010
Notarisation: CAROU BARDEN
* * MY COMMISSION # DD 550235
EXPIRES: June 25, 2010
A'-Ov Bonded Thru Budget NotaryServiaea
By:
S
"EQIIAL EMPLOYMENT AND AFFIRMATIVE ACTION EMPLOYER"
hV3'y
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FINANCIAL SERVICES
CITY OF CLEARWATER
POST OFFICE BOX 4748, CLEARWATER, FLORIDA 33758-4748 r
MUNICIPAL SERVICES BUILDING, 100 SOUTFI MYRTLE AVENUE, CLEARWATER, FLORIDA 33756
CERTIFICATE OF AUTHENTICITY
I, Cynthia Goudeau, hereby certify that I am the duly-eleeteel-and acting secretary of
City of Clearwater Employee's Pension Fund, and do certify as follows:
That the person named below is an officer of City of Clearwater Employee's Pension
Fund holding the office set forth opposite her name and, as such, is authorised to act
on behalf of City of Clearwater Employee's Pension Fund. The 'authority' includes
the power to vote, and to issue power of attorneys for the purpose of appointing a
representative to attend and vote, at shareholder meetings.
Name Margaret L. Simmons Title Chief Financial Officer
is Goudeau
Lary
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TQLTAL EMPLOYMENT AND AmRMAnvt ACTION EMPLOYER