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Proxy Voting Policy

Overview

1.1  The EFG –Hermes Group (“EFG” or “Group”) recognises its fiduciary obligation to act in the best interests of all clients. One way EFG represents its clients in matters of corporate governance is through the proxy voting process.

1.2  This policy sets out EFG’s approach to proxy voting in the context of portfolio ​management, client service responsibilities and corporate governance principles.

Guiding Principles

a.     The objective of EFG’s Proxy Voting Policy is to promote the economic interests of its clients. EFG considers that proxy voting rights are an important power, which if exercised diligently can enhance client returns, and should be managed with the same care as any other asset managed on behalf of its clients.

b.      At no time will EFG use the shareholding powers exercised in respect of its clients’ investments to advance its own commercial interests at the expense of clients’ interests, to pursue a social or political cause that is unrelated to clients’ economic interests, or to favour a particular client or other relationship to the detriment of others.

c.      The exercise of proxy voting rights is only one aspect of EFG’s investment management process. EFG also participates in and influences corporate decision-making in other ways.

d.      A primary aim of this Policy is to encourage a culture of performance among investee companies, rather than one of mere conformance with a prescriptive set of rules and constraints.

e.      EFG’s aim is to review shareholder resolutions of investee companies on a case by case basis. EFG will elect to exercise its voting rights when it has the authority and when it deems it appropriate to do so.

f.      In exercising its voting discretion, EFG may take into account the following:

       i. EFG does not intend to become involved in the day to day management issues of companies, but rather exercises voting rights to ensure that companies act in the best interest of their shareholders;

       ii. EFG will exercise voting rights in appropriate cases in order to improve the corporate governance of investee companies;

      iii. the size of holding and the likelihood that exercising voting rights will influence the outcome of the resolution;

      iv. the nature of the matter at hand;

       v. the advantage which may result from exercising voting rights including whether it will advance investment objectives;

      vi.  any institutional client instructions as to exercising voting rights, whether for particular companies or particular issues;

     vii.  other legal and ethical considerations, such as whether there may be any actual or potential conflict of interest in exercising voting rights; and

    viii.  possible actions which may be taken instead of, or as well as, exercising voting rights, such as liaising with management, taking steps to initiate shareholder legal action or joining with other shareholders to take collective action or where the collective action will generate significant media interest.

Conflicts of Interest

a.     There may be instances where EFGs interests conflict, or appear to conflict, with client interests. EFG’s duty is to vote proxies in the best interests of its clients.

b.     In situations where there is a conflict of interest or a perceived conflict of interest, EFG has specific guidelines to determine steps in its Compliance Manual to manage the potential and actual conflicts. Possible resolutions may include:

       i.  Vote in accordance with the recommendations of a third party research provider; or

      ii.  Refrain from exercising its proxy voting rights; or

      ​​iii. Disclose the conflict to the client and obtain the client’s direction to vote the proxies.

Voting Exceptions

It is EFG’s intention to vote all proposals at every meeting. However, there are instances when voting is not practical or is not, in our view, in the best interests of our clients.

Environmental, Social and Governance matters (“ESG”)

As a responsible, long-term oriented investor, ESG matters have become increasingly important for EFG. The Group has an Environmental, Social and Corporate Governance (ESG) Policy, which outlines our approach to ESG and how our investment professionals take ESG issues into account as a part of the ​ investment process.​

Record keeping

EFG will keep records of its proxy voting activities in accordance with EFG record keeping requirements.​

 

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Last updated on May 15, 2019