BNY Mellon Proxy Voting & Governance Committee Engagement Overview
Generally, BNY Mellon is supportive of company management in which we direct our investment. Comprised of investment professionals, the Proxy Voting & Governance Committee informs our views on the strategy, compensation, and the corporate governance of issuers. BNY Mellon considers both proxy voting and issuer engagement as important components of our investment management responsibility as shareholders on behalf of our clients.
On occasion, our views will differ from those of management. In cases where the difference is accompanied by a failure to achieve our reasonable expectations for investor return, we will engage management in a dialogue on the subject. Typically, we seek to achieve our objectives in a confidential manner directly with the company board and management team. Most importantly, we view our dialogue as an opportunity to promote practices that align the interests of management and shareholders as the single most effective mechanism that increases transparency and economic returns to our investors.
The practice of issuer engagement is expanding beyond large issuers, to mid and small capitalization companies. Primarily, BNY Mellon applies our proprietary proxy voting policy, guidelines, and analyst recommendations on most issuer proposals voted by the Committee. Secondarily, proxy advisory research data metrics are included as part of a larger and more comprehensive research report for most significant issuers held in our portfolios. Finally, engagement meeting data points inform the voting members on industries, sectors, and individual proposals that may illuminate the final vote decision, direct change, and steer future engagements.