CP 10-Q Quarterly Report June 30, 2023 | Alphaminr

Effective Date August 11, 2021

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CANADIAN PACIFIC RAILWAY LTD/CN

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PROXIES

DEF 14A	Filed on March 16, 2017
DEF 14A	Filed on Feb. 29, 2016

TABLE OF CONTENTS

Part I Item 1. Financial Statements Item 2. Management's Discussion and Analysis Of Financial Condition and Results Of Operations Item 3. Quantitative and Qualitative Disclosures About Market Risk Item 4. Controls and Procedures Part II Item 1. Legal Proceedings Item 1A. Risk Factors Item 2. Unregistered Sales Of Equity Securities and Use Of Proceeds Item 3. Defaults Upon Senior Securities Item 4. Mine Safety Disclosures Item 5. Other Information Item 6. Exhibits

Exhibits

3.1 Restated Certificate and Articles of Incorporation of Canadian Pacific Railway Limited (incorporated by reference to Exhibit 99.2 to Canadian Pacific Railway Limiteds Form 6-K filed with the Securities and Exchange Commission on October 22, 2015, File No. 001-01342). 3.2 Articles of Amendment to Restated Certificate and Articles of Incorporation of Canadian Pacific Railway Limited (incorporated by reference to Exhibit 3.1 to Canadian Pacific Railway Limiteds Form 8-K filed with the Securities and Exchange Commission on May 5, 2021, File No. 001-01342). 3.3 Articles of Amendment to Restated Certificate and Articles of Incorporation of Canadian Pacific Kansas City Limited (incorporated by reference to Exhibit 3.1 to Canadian Pacific Kansas City Limiteds Current Report on Form 8-K filed with the Securities and Exchange Commission on April 14, 2023, File No. 001-01342). 3.4 By-law No. 1, as amended, of Canadian Pacific Kansas City Limited (incorporated by reference to Exhibit 3.4 to Canadian Pacific Kansas City Limited's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on April 27, 2023, File No. 001-01342). 3.5 By-law No. 2 of Canadian Pacific Kansas City Limited (incorporated by reference to Exhibit 3.5 to Canadian Pacific Kansas City Limited's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on April 27, 2023, File No. 001-01342). 3.6 General By-law, as amended, of Canadian Pacific Railway Company, a wholly owned subsidiary of Canadian Pacific Railway Limited (incorporated by reference to Exhibit 2 to Canadian Pacific Railway Limiteds Form 6-K filed with the Securities and Exchange Commission on May 22, 2009, File No. 001-01342). 4.1 Sixth Supplemental Indenture, dated as of April 19, 2023, by and among Canadian Pacific Railway Company, Canadian Pacific Kansas City Limited, as guarantor, and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee (incorporated by reference to Exhibit 4.1 to Canadian Pacific Kansas City Limiteds Current Report on Form 8-K filed with the Securities and Exchange Commission on April 19, 2023, File No. 001-01342) 10.1 Second Amended and Restated Credit Agreement, dated as of May 11, 2023, among Canadian Pacific Railway Company, as Borrower, Canadian Pacific Kansas City Limited, as Covenantor, Bank of Montreal, as Administrative Agent, and various Lenders party thereto (incorporated by reference to Exhibit 10.1 to Canadian Pacific Kansas City Limiteds Current Report on Form 8-K filed with the Securities and Exchange Commission on May 17, 2023, File No. 001-01342) 10.2* ** Short Term Incentive Plan 10.3* ** Form of US Performance Share Units Notice of Grant and Grant Agreement 10.4* ** Form of Canadian Performance Share Units Notice of Grant and Grant Agreement 10.5* ** Form of US Stock Option Agreement 10.6* ** Form of Canadian Stock Option Agreement 10.7* ** Form of US Performance Share Units Notice of Grant and Grant Agreement (Synergy Award) 10.8* ** Form of Canadian Performance Share Units Notice of Grant and Grant Agreement (Synergy Award) 22.1* List of Issuers and Guarantor Subsidiaries 31.1* CEO Rule 13a-14(a) Certifications 31.2* CFO Rule 13a-14(a) Certifications 32.1* CEO Section 1350 Certifications 32.2* CFO Section 1350 Certifications

* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.

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