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Sycomore Asset Management

PRI reporting framework 2017

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(Proxy) voting and shareholder resolutions

Overview

LEA 17. Voting policy & approach

New selection options have been added to this indicator. Please review your prefilled responses carefully.

17.1. Indicate whether your organisation has a formal voting policy.

17.2. Indicate what your voting policy covers:

17.3. Attach or provide a URL to your voting policy. [Optional]

17.4. Provide a brief overview of your organization’s approach to (proxy) voting.

Since 2011, Sycomore AM has developed and implements a voting policy. Since 2015, we systematically vote for all companies in our portfolios. All votes are carefully analysed by the governance team (the ESG team + one person who works in the middle office) with the support of our proxy voting agency ISS. 

17.5. Provide an overview of how you ensure your voting policy is adhered to, giving details of your approach when exceptions to the policy are made (if applicable).

- As a first step, we collaborate very closely with ISS during the preparation of the AGM's season to make sure that our policy is applied at best and that as many cases as possible are covered.

- We also identify voting items or specific situations that require more attention and that we want to handle on a case-by-case basis. For those voting items, ISS issues no voting recommendation for us and "refers" the item to us so that the vote cannot be casted until we have entered the voting instruction ourself. 

- Then, during the voting season, we carrefully review ISS recommendations to detect any potential deviation from our policy or specific situations that might require an exception.

- When we decide to make an exception to the policy, we enter the rationale directly on the voting plateform under the concerned item so that any exception is documented and easily accessible by any member of the team. 

 


Process

LEA 18. Typical approach to (proxy) voting decisions

18.1. Indicate how you typically make your (proxy) voting decisions.

Approach

Based on

18.2. Additional information.[Optional]

Since 2015, Sycomore AM has worked with ISS, a proxy voting advisory company. Prior to that, Sycomore AM used to work with Proxinvest. 

Sycomore AM has defined its own voting policy according to which ISS makes voting recommendations. Sycomore AM's governance team (the ESG team + one person who works in the middle office) reviews ISS research and voting recommandations to help them make their voting decisions but ultimately Sycomore AM always votes according to its own voting policy.


LEA 19. Percentage of voting recommendations reviewed (Not Applicable)


LEA 20. Confirmation of votes

New selection options have been added to this indicator. Please review your prefilled responses carefully.

20.1. Describe your involvement in any projects to improve the voting trail and/or to obtain vote confirmation .

          We engaged our depository to obtain vote confirmation but only received negative answers so far. It seems that there are not equiped to deal with such requests. We will continue to stress the importance of receiving vote confirmations for us, as we believe that a growing and repeated demand  for this service by investors will be key to solve the problem.
        

20.2. Additional information. [OPTIONAL]

          
        

LEA 21. Securities lending programme

New selection options have been added to this indicator. Please review your prefilled responses carefully.

21.1. Indicate if your organisation has a securities lending programme.

21.3. Additional information.

          
        

LEA 22. Informing companies of the rationale of abstaining/voting against management

New selection options have been added to this indicator. Please review your prefilled responses carefully.

22.1. Indicate whether you or the service providers acting on your behalf raise any concerns with companies ahead of voting

22.2. Indicate whether you and/or the service provider(s) acting on your behalf, communicate the rationale to companies, when , you abstain or vote against management recommendations.

22.3. Additional information. [Optional]

We track the reason why we abstain or we vote against management recommendations for all votes cast within the ISS platform.

For significant shareholdings, we systematically inform the company of the rationales of our votes against management, most often by email or telephone. 

We also do so when we are engaging with the company around the AGM.

Finally, we will always give and explain our voting intentions ahead of the AGM if a company asks for them.


Outputs and outcomes

LEA 23. Percentage of (proxy) votes cast

23.1. For listed equities where you and/or your service provider have the mandate to issue (proxy) voting instructions, indicate the percentage of votes cast during the reporting year.

Votes cast (to the nearest 1%)

95 %

Specify the basis on which this percentage is calculated

23.2. Explain your reason(s) for not voting certain holdings

23.3. Additional information. [Optional]


LEA 24. Proportion of ballot items that were for/against/abstentions

24.1. Indicate if you track the voting instructions that you and/or your service provider on your behalf have issued.

24.2. Of the voting instructions that you and/or third parties on your behalf issued, indicate the proportion of ballot items that were:

Voting instructions
Breakdown as percentage of votes cast
For (supporting) management recommendations
73 %
Against (opposing) management recommendations
27 %
Abstentions
0 %
100%

24.3. Describe the actions you take after voting against management recommendations.

          For companies in which we have a significant holding or companies for which we participate in the pre-AGM consultation, we communicate our vote intentions against management recommendations and explain the rationales ahead of the meeting.
        

24.4. Additional information. [Optional]


LEA 25. Shareholder resolutions

New selection options have been added to this indicator. Please review your prefilled responses carefully.

25.1. Indicate if your organisation directly or via a service provider filed or co-filed any ESG shareholder resolutions during the reporting year.

25.6. Additional information. [Optional]


LEA 26. Examples of (proxy) voting activities

New selection options have been added to this indicator. Please review your prefilled responses carefully.

26.1. Provide examples of the (proxy) voting activities that your organisation and/or service provider carried out during the reporting year.

Topic or ESG issue
          Board gender diversity
        
Decision made by
Objectives

Encourage companies to increase board gender diversity and engage dialogue on this issue. 

Scope and Process

The same principe was applied to all AGMs: for all companies with less than 30% women on board, our policy is to vote against new male directors or against the Chairperson/the members of the nomination committee standing for reelection. We applied the same policy with a 40% threshold in France, considering that it was to become a legal obligation in 2017.

Outcomes

This voting policy trigerred a number of exchanges on this issue with companies as we explained the rationale. This was an opportunity for us to draw companies' attention to board gender diversity, understand the challenges that some companies are facing in increasing female representation at board level and explain why it matters to us as shareholders. 

26.2. Additional information. [Optional]


Communication

LEA 27. Disclosing voting activities

27.1. Indicate if your organisation proactively discloses information on your voting activities.

27.2. Indicate if the information disclosed to the public is the same as that disclosed to clients/beneficiaries.

27.3. Indicate the voting information your organisation proactively discloses to the public and/or to clients/beneficiaries.

Indicate how much of your voting record you disclose

Indicate what level of explanation you provide

27.4. Indicate how frequently you typically report voting information.

27.8. Additional information. [Optional]

If our clients want more information and details regarding Sycomore AM's votes at specific AGMs, we disclose them.


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