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Rabobank Pensioenfonds

PRI reporting framework 2018

You are in Direct - Listed Equity Active Ownership » (Proxy) voting and shareholder resolutions » Process


LEA 16. Typical approach to (proxy) voting decisions

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


Based on

16.2. 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).

We vote at almost all possible meetings relevant to our holdings, regardless of region or company. In practice, we only refrain from voting in specific cases of share blocking which prevent our ownership being recognised in the total number of votes allocated. In these cases the priority of the meeting and the voting impact of our positions is assessed. The voting analysis is based on the internationally-accepted principles of the International Corporate Governance Network (ICGN) and local guidelines. The ICGN principles provide a broad framework for assessing companies' corporate governance practices. They provide enough scope for companies to be assessed according to local standards, national legislation and corporate-governance codes of conduct. Our assessment also takes into account company-specific circumstances and the management's explanation of company policy.

Relevant voting decisions are made in collaboration with investment teams and engagement specialists. Information captured from the shareholder meeting is taken into account in the forthcoming engagement activities.

With our voting and engagement practices, we aim to encourage management teams, of companies in which we invest, to implement good corporate governance and responsible policies to increase long-term shareholder value and to encourage responsible corporate behaviour.

On a case by case basis we assess if we want to (co-) file a shareholder resolution as part of our voting and engagement activities.


16.3. Additional information.[Optional]

LEA 17. Percentage of voting recommendations reviewed (Not Applicable)

LEA 18. Confirmation of votes (Private)

LEA 19. Securities lending programme (Private)

LEA 20. 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.

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

20.2. 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.

20.3. Additional information. [Optional]


Our service provider Robeco informs companies of the rationale behind "against" votes when they fall under three categories:

1) companies that are under engagement by the Governance and Active Ownership Team,

2) companies in which Robeco is a significant shareholder (>1% of issued shares),

3) all Dutch companies.

Robeco informs these companies in order to elaborate on our voting rationale and to voice concerns. Often such communication leads to a conversation with the company in question, in which Robeco suggests improvements that the company can make in the future. This process is aimed for improvements in these companies. Given the amount of resources needed for such feedback sessions, Robeco focuses on the most relevant holdings, instead of having a standardized or automated process of 'vote against messages' for every single "against" vote. To apply focus, Robeco scopes those companies in which RPF have a significant holding, are already under engagement and in our home market.