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TRINETRA 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.

The analyst reviews the service provider's research report, looking at it throught the lens of our own work on risks and engagement with management. Our work on risks has to consider the probability and materiality of any action as well as the risks of any reaction from the vote.

An example is in the event that a company has a joint Chairman and CEO. We see the split of the role as important in reducing governance risk. But when we looked at a specific case, we believed that there was a risk that if shareholders were to have voted "Against", then the Chairman/CEO in question might well have chosen to leave the company. We examined his track record over the past seven years since holding the joint role, and we could not identify any shareholder or governance issues, in particular anything arising from the potential confliect of interest of the dual role. We therefore concluded that a vote "Against" (per the policy) would marginally reduce the probability of governance risk materialising, but that this would have been more than outweighed by the material increase in the risk due to key management turnover.

If the Chairman/CEO in question would have left the company, we would have had to increase the risk score of the company, increasing the required cost of equity, resulting in a reduction in our risk adjusted returns. We therefore chose to deviate from the policy and we voted "For".

12.3. Additional information.[Optional]

We consider active participation in the voting process to be an integral part of our investment process and in line with our stewardship objectives. We therefore ensure that our voting decisions are aligned with our clients’ long-term interests and investment objectives.

There is no presumption on our part that we will vote with the board of the investee company. We will abstain or vote against management whenever we believe that the governance and investment objectives of our clients are at risk of compromise. When appropriate, we will inform the company of our voting intentions and give them the opportunity to respond.

We will note the advice of ISS, our proxy voting service provider, but we do not default to following their recommendations. When our clients’ interests are served by voting against management, we will not compromise.  We will not fear the impact, for example, of harming our relationship with management if we believe that it is in our clients' interests to vote against a particular proposal.

We vote with respect to all the shares that we manage, except in the small minority of cases where share blocking applies. We believe that our voting record should be transparent, and we periodically publish it on our website.


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.

16.2. Indicate the reasons why your organisation would communicate to companies, the rationale for abstaining or voting against management recommendations.

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%)

100 %

Specify the basis on which this percentage is calculated

17.3. Additional information. [Optional]

Please see records in the Active Ownership section of the Responsible Investing page on our website at: 

https://www.trinetra-im.com/responsible-investing 


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

18.1. Indicate whether you track the voting instructions that you or your service provider on your behalf have issued.

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

Voting instructions
Breakdown as percentage of votes cast
For (supporting) management recommendations
83 %
Against (opposing) management recommendations
10 %
Abstentions
7 %
100%

18.3. In cases where your organisation voted against management recommendations, indicate the percentage of companies which you have engaged.

34

18.4. Additional information. [Optional]

We will abstain or vote against management whenever we believe that the governance and investment objectives of our clients are at risk of compromise. When appropriate, we will inform the company of our voting intentions and give them the opportunity to respond.


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.

19.3. Additional information. [Optional]

Each escalation is treated as appropriate.

 

LEA 20. Shareholder resolutions (Private)


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


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