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Smith & Williamson Investment Management LLP

PRI reporting framework 2020

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

(Proxy) voting and shareholder resolutions

LEA 12. Typical approach to (proxy) voting decisions

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

Approach

Based on

12.2. Provide an overview of how you ensure that your agreed-upon voting policy is adhered to, giving details of your approach when exceptions to the policy are made.

For the first year we used Glass Lewis’ policy as a template, from which we have adapted our own in-house policy.  The polices focuses on: transparency and communications; corporate culture; strategy; financial disciplines, structure and management; stakeholders, environmental and social issues; and governance. They are influenced by following what is considered to be best practice in each country taking into account local guidelines and governance codes.

In most cases, Glass Lewis vote with management. Where Glass Lewis recommend that we vote in line with management, the vote will go through automatically. The Corporate Actions Team create a report for the Stewardship & Responsible Investment Group (SRIG) for any company meeting where the Glass Lewis recommendation is to vote against management. Where they recommend to vote against management, SRIG asses the information, pass it to the relevant direct/ investment trust analyst and/or the Investment Process Committee if necessary for advice prior to the final decision. The SRIG and all investment analysts have access to the Glass Lewis voting platform. All votes will have a deadline of 72 hours before the meeting, to allow time for Glass Lewis to send Broadridge the voting instructions and for Broadridge to then submit the votes. Broadridge carry out the electronic voting instructions.

In keeping with our commitment to the UK Stewardship Code and UN PRI, we are mindful of the need to be transparent in our voting. S&W keep a record of all engagement and voting activity which is updated quarterly and available on our website, we also produce an annual report containing these figures. Where S&W decide to vote against or abstain from voting in favour a management proposal we write to the management explaining our reasons, opening up a dialogue with the company. Where we receive additional information from the company pertaining to any issues raised, we may, if appropriate, amend our vote.

12.3. Additional information.[Optional]


LEA 13. Percentage of voting recommendations reviewed (Not Applicable)


LEA 14. Securities lending programme (Private)


LEA 15. Informing companies of the rationale of abstaining/voting against management

15.1. Indicate the proportion of votes participated in within the reporting year in which where you or the service providers acting on your behalf raised concerns with companies ahead of voting.

15.2. Indicate the reasons for raising your concerns with these companies ahead of voting.

15.3. Additional information. [Optional]


LEA 16. Informing companies of the rationale of abstaining/voting against management

16.1. Indicate the proportion of votes where you, and/or the service provider(s) acting on your behalf, communicated the rationale to companies for abstaining or voting against management recommendations. Indicate this as a percentage out of all eligible votes.

16.3. In cases where your organisation does communicate the rationale for abstaining or voting against management recommendations, indicate whether this rationale is made public.

16.4. Additional information. [Optional]


LEA 17. Percentage of (proxy) votes cast

17.1. For listed equities in which you 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%)

74 %

Specify the basis on which this percentage is calculated

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

We vote on any direct equity holding where:

  • It is held by a charity or not for profit client
  • We hold more than 1% of the outstanding share capital in house.
  • All AIM hodlings

In practice, this will total around 750 companies and over 10,000 resolutions.  If we are voting on a stock held by a charity client, we will also vote the private client holdings.

We will be voting both on UK holdings and overseas holdings, which differentiates us from our competitors.

We will vote on behalf of all discretionary clients - so not for those holdings where there is a non-discretionary/execution only marker. 

Investment managers are able to exclude or include certain discretionary clients, certain holdings or certain holdings for certain clients from scope.

17.3. Additional information. [Optional]


LEA 18. Proportion of ballot items that were for/against/abstentions (Private)


LEA 19. Proportion of ballot items that were for/against/abstentions

19.1. Indicate whether your organisation has a formal escalation strategy following unsuccessful voting.

19.2. Indicate the escalation strategies used at your organisation following abstentions and/or votes against management.

19.3. Additional information. [Optional]


LEA 20. Shareholder resolutions (Private)


LEA 21. Examples of (proxy) voting activities (Private)


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