Relations With Shareholders

Front 1

E-comms advantages

Back 1

PERM FC

Participation more likely
Environmental
Reliability
More info poss
Faster
Cheaper

Front 2

ICSA Guidance on e-comms

Back 2

Rolled out to all equally
Retention of a copy by s/h poss
Response to e-address by s/h must be poss
Recipient lists as proof of sending system
Reject proxy warning if virus

Front 3

Active share ownership concept

Back 3

Investement managers should be accountable and improve confidence in financial system - enlightened shareholder approach.

Front 4

Stewardship Code

Back 4

1. Disclosure of policy of S resps (monitor cos, intervention strategy, voting policy)
2. Policy on managing conflicts of interest and disclosure of policy
3. Monitoring investee cos (dialogue, audit trail, attend GMs)
4. Escalating s/h activism (when/how)
5. Acting with other s/hs collectively (when)
6. Policy on voting and disclosure of voting activity (history)
7. Reporting periodically on S + voting activities (annual - quant/qual)

Front 5

Shareholder activism / engagement

Back 5

Considered use by institutional investors of shareholders rights by voting against board at GMs (or threatening to) AND constructive dialogue with board to influence decisions

Constrictive or aggressive
(votes, publicity, dialogue, reconsider investment)

Front 6

Coyle's 7 governance issues of interet to I/Is

Back 6

Dialogue with chairman
Financial info
Governance history
Leadership quality
Remuneration policies
Risk management
SE issues

Front 7

I/I Responsibilities

Back 7

MARRAM

Monitor companies
Active dialogue
Records + audit trail
Raise concerns
Attend GMs
Meetings

Front 8

ICGN Stmnt of Principles on Institutional Shareholder Responsibilities 2009

Back 8

Consult other investors
Use voting rights
Dialogue important
Make informed decisions with CG framework
Make representations to board before voting against

Front 9

NAPF CG Policy & Voting Guidelines 2007

Back 9

Vote against re-election off NED or chairman or withhold