(a)

Annual Meeting of Stockholders of Griffin Industrial
Realty, Inc.:May 9, 2017

(b)

Proposal 1: Election of Directors. The following persons
were elected as Directors to serve until the 2018 Annual
Meeting of Stockholders and until their successors are
duly elected and qualified, representing all of the
directors:

1)Mr. David R. Bechtel was elected a Director with
4,761,409 votes for and 41,942 votes withheld.

2)Mr. Edgar M. Cullman, Jr. was elected a Director with
4,717,379 votes for and 85,972 votes withheld.

3)Mr. Frederick M. Danziger was elected a Director with
4,717,379 votes for and 85,972 votes withheld.

4)Mr. Michael S. Gamzon was elected a Director with
4,720,397 votes for and 82,954 votes withheld.

5)Mr. Thomas C. Israel was elected a Director with
4,630,196 votes for and 173,155 votes withheld.

6)Mr. Jonathan P. May was elected a Director with
4,627,478 votes for and 175,873 votes withheld.

7)Mr. Albert H. Small, Jr. was elected a Director with
4,760,509 votes for and 42,842 votes withheld.

There were 101,844 broker non-votes for each nominee.

Proposal 2: The selection of RSM US LLP as Griffins
independent registered public accountants for fiscal 2017
was ratified with 4,885,389 votes for, 7,261 votes
against and 12,545 abstentions.

Proposal 3: The approval, on an advisory (non-binding)
basis, of a resolution approving the compensation of
Griffins named executive officers was approved with
4,764,795 votes for, 14,960 votes against, 23,596
abstentions, and 101,844 broker non-votes.

Proposal 4: The vote, on an advisory (non-binding) basis,
on the frequency of future advisory votes on the
compensation of Griffins named executive officers was
4,150,746 for one year, 24,721 for two years, 298,055 for
three years, 329,829 abstentions and 101,844 broker non
votes.