SEC Info - TC Energy Corp - ‘6-K’ for 3/16/20

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EXHIBIT 99.1 . 8th Floor, 100 University Avenue Toronto, Ontario M5J 2Y1 www.computershare.com Security Class Holder Account Number Fold Form of Proxy - Annual Meeting to be held on May 1, 2020 Notes to proxy 1. Throughout this document TC Energy means TC Energy Corporation and you and your mean the holder of common shares of TC Energy Corporation. 2. You have the right to appoint anyone to attend and act on your behalf at the meeting (proxyholder) – the person does not need to be a TC Energy shareholder. If you wish to appoint a person other than the management nominees listed in this form of proxy, please insert the name of your chosen proxyholder in the space provided (see reverse). 3. If the shares are registered in the name of more than one owner (for example joint ownership, trustees, executors, etc.), then all those registered should sign this proxy. For securities registered in the name of a corporation, estate, trust or minor, an authorized officer or attorney must sign this form and state his or her signing capacity or position. This person may also have to provide proof that he or she is authorized to sign. 4. This form of proxy should be signed in the exact manner as the name appears on the proxy. 5. If this form of proxy is not dated, it will be deemed to be dated the date this form was received by or on behalf of us. 6. The shares represented by this form of proxy will be voted as you direct, however, if you do not make a direction in respect of any matter, this proxy will be voted as recommended by management. 7. If there are any amendments to the items of business identifiedin the Notice of annual meeting of shareholders or any other matters that properly come before the meeting, your proxyholder has the discretion to vote as he or she sees fit; in each instance, to the extent permitted by law, whether or not the amendment or other item of business that comes before the meeting is routine or contested. 8. This proxy should be read in conjunction with the Notice of annual meeting of shareholders, and the Management information circular. 9. Proxies are counted and tabulated by Computershare, TC Energy’s transfer agent, in such a manner as to ensure the votes are kept confidential, except: (a) as required by law, (b) if there is a proxy contest, or (c) if there are written comments on the form of proxy. 10. Late proxies may be accepted or rejected by the chair of the meeting at his or her discretion and the chair of the meeting is under no obligation to accept or reject any particular late proxy. The chair of the meeting may waive or extend the proxy cut-off without notice. Fold Proxies submitted must be received by 12:00 pm, Eastern Daylight Time, on April 29, 2020. If the meeting is postponed or adjourned, we must receive your proxy at least 48 hours (excluding Saturdays, Sundays and holidays) before the start of the reconvened meeting. VOTE USING THE TELEPHONE OR INTERNET 24 HOURS A DAY 7 DAYS A WEEK! . . . To Vote Using the Telephone To Vote Using the Internet To Receive Documents Electronically • Call the number listed BELOW from a touch tone • Go to the following web site: • •You can enroll to receive future securityholder telephone. www.investorvote.com communications electronically, by visiting www.investorcentre.com/tcenergy. When you register 1-866-732-VOTE (8683) Toll Free • Smartphone? for electronic documents a tree will be planted on your Scan the QR code to vote now. behalf. If you vote by telephone or the internet, DO NOT mail back this proxy. Voting by mail, courier or hand delivery is the only method for securities held in the name of a corporation or securities being voted on behalf of another individual. Voting by mail or by internet are the only methods by which a holder may appoint a person as proxyholder other than the management nominees named on the reverse of this proxy. Instead of mailing this proxy, you may choose one of the two voting methods outlined above to vote this proxy. To vote by telephone or the Internet, you will need to provide your CONTROL NUMBER listed below. CONTROL NUMBER 01K0TC

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. Appointment of Proxyholder I/We, being shareholder(s) of TC Energy hereby appoint: Siim A. Vanaselja, Chair, or failing him Russell K. Girling, President and CEO, or failing him Christine R. Johnston, Vice-President, Law and Corporate Secretary OR If you wish to appoint someone to act as your proxyholder, other than the management nominees listed in this form of proxy, print the name of the person you are appointing as your proxyholder in the box to the right: as my/our proxyholder with full power of substitution and to vote in accordance with the following direction (or if no directions have been given, as the proxyholder sees fit) and all other matters that may properly come before the Annual Meeting of Shareholders of TC Energy to be held at the Markin MacPhail Centre, Canada Olympic Park, 88 Canada Olympic Road S.W., Calgary, Alberta T3B 5R5 on Friday, May 1, 2020 at 10:00 a.m. (Mountain Daylight Time) and at any adjournment thereof. VOTING RECOMMENDATIONS ARE INDICATED BY HIGHLIGHTED TEXT OVER THE BOXES. 1. ••Election of Directors For Withhold For Withhold For Withhold For Withhold 01. Stéphan Crétier 02. Michael R. Culbert 03. Russell K. Girling 04. Susan C. Jones 07. •David 05. Randy Limbacher 06. John• E. Lowe 08. Una• Power MacNaughton Fold 09. Mary• Pat 10. Indira• V. 11. D.• Michael G. 12. Siim• A. Vanaselja Salomone Samarasekera Stewart 13. ••Thierry Vandal 14. Steven W. Williams For Withhold 2. Appointment of Auditors Resolution to appoint KPMG LLP, Chartered Professional Accountants as auditors and authorize the directors to fix their remuneration. For Against 3. Advisory Vote on Executive Compensation Resolution to accept TC Energy’s approach to executive compensation, as described in the Management information circular. As we monitor the COVID-19 outbreak, community health and well-being is our priority. Registered shareholders are encouraged to: · vote by mail, phone or online before noon EDT on April 29, 2020, and · participate in the annual meeting by webcast. Watch our website for more information and updates. The proxy is solicited by and on behalf of the management of TC Energy. This form of the proxy, when properly executed, confers discretionary authority with respect to amendments to the matters identified in the Notice of annual meeting of shareholders or other matters which properly come before the meeting and the replacement of any nominee identified above if such nominee becomes unable or unwilling to serve. Management knows of no such amendments, replacements or other matters. The shares represented by this proxy will be voted or withheld from voting on any ballot that may be called for. Where the person whose proxy is solicited specifies a choice with respect to any matter to be voted upon, the shares shall be voted in accordance with the choice so made. If no choice is specified, the shares represented by this proxy Fold will be voted as recommended by management. Signature(s) Authorized Signature(s) - This section must be completed for your instructions to be executed. I/We authorize you to act in accordance with my/our instructions set out above. I/We hereby Signing Capacity (if applicable) Date revoke any proxy previously given with respect to the meeting. If no voting instructions are indicated above, this proxy will be voted as recommended by management. MM / DD / YY Interim Financial Documents Annual Financial Statements and Annual Reports In accordance with securities regulations, shareholders may elect annually to receive interim As a registered shareholder you will receive annual financial statements, management’s financial statements and management’s discussion and analysis, if they so request. If you discussion and analysis relating to annual financial statements, and annual reports. If you wish to receive interim financial statements and management’s discussion and analysis, DO NOT want to receive these materials, please mark the box. If you do not mark the box, please mark this box: you will continue to receive these materials. As always, you can access TC Energy reports online at www.tcenergy.com TRPQ 292344 AR2 01K0VD

This ‘6-K’ Filing	Date	Other Filings

	5/1/20
	4/29/20
Filed on / For Period end:	3/16/20	6-K
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TC Energy Corp – ‘6-K’ for 3/16/20 – ‘EX-99.1’

On: Monday, 3/16/20, at 12:01pm ET · For: 3/16/20 · Accession #: 1232384-20-30 · File #: 1-31690

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Current Report by a Foreign Issuer — Form 6-K — Rule 13a-16 / 15d-16
Filing Table of Contents

‘EX-99.1’ — Exhibit 99.1 Form of Proxy

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