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Carnegie Fonder AB

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 portfolio manager that make the voting decisions is responsible for ensuring that they adhere to our voting policy.

As with our corporate financial analysis, we perform individual analysis of the issues that may arise in connection with the meetings. Many countries have laws and corporate codes governing nomination committees and other committees. In general, we follow the local custom. Where laws and company codes go beyond what we in Sweden are accustomed to, we follow local rules as far as possible, and in markets that are perceived to lack legislation or whose laws and codes fall short of what we are used to, we usually relate our position to international best practice and Swedish corporate codes.

There are six main groups of questions that are common at meetings.

  • Board of directors
  • Auditors
  • Capital structure
  • Remuneration
  • Environmental and social issues
  • Other issues

Our specific expectations and policy on each of these areas can be found here: https://www.carnegiefonder.se/en/investment-philosophy/6-shareholder-engagement/6-2-principles-for-voting/

12.3. Additional information.[Optional]

Voting at general meetings is an expected part of our active fund management, which aims to protect the value of our investments over time and create a good return in the portfolios we manage. The right of shareholders to decide on the affairs of a company is exercised at general meetings.

As with our corporate financial analysis, we perform individual analysis of the issues that may arise in connection with the meetings. As far as possible, Carnegie Fonder’s fund managers participate in general meetings and vote on behalf of the shares in the portfolios. When it is not possible for us to attend, we seek to vote through proxy for the shares we manage.


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


LEA 14. Securities lending programme

14.1. Does your organisation have a securities lending programme?

14.2. Describe why your organisation does not lend securities.

Carnegie Fonder has taken a decision that none of the funds should engage in securities lending. We believe it is not in the interest of our clients to do so. 

14.4. Additional information. [Optional]


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%)

20 %

Specify the basis on which this percentage is calculated

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

17.3. Additional information. [Optional]

Some shares were blocked for voting by our proxy agent due to sanctions in Russia. We thought this was very unfortunate and counterproductive as this prevented us from voting to remove directors that were part of these sanction and worked to be allowed to vote on these events. In the event that Carnegie Fonder’s shareholding is negligible in relation to other shareholders, or the shareholding constitutes only a very small part of the funds’ total portfolios, Carnegie Fonder’s participation and exercise of voting rights may be of little importance to the unitholders. Carnegie Fonder may then deviate from the principle of always voting.


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
93.6 %
Against (opposing) management recommendations
1.33 %
Abstentions
5.11 %
100.04%

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

20

18.4. Additional information. [Optional]


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

20.1. Indicate whether your organisation, directly or through a service provider, filed or co-filed any ESG shareholder resolutions during the reporting year.

20.7. Additional information. [Optional]


LEA 21. Examples of (proxy) voting activities

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

ESG Topic
Shareholder rights|Other governance
Conducted by
Objectives

Nominate independent director to the board of Gazprom PJSC.

Scope and Process

In collaboration with Russian association API we sent a letter to the board of directors of Gazprom to nominate an independent director. This will be voted on in the AGM of 2020.

Outcomes
ESG Topic
Other governance
Conducted by
Objectives

Interview candidate for board of directors in Lukoil PJSC. Objective to understand why he wanted to accept this nomination, what knowledge he believed he would bring to the board and a brief statement from our end on issues we would like him to stand up for, including ESG issues and governance questions in particular. 

 

 

Scope and Process

An interview was conducted. Our conclusion was that it seemed like a good candidate. To be seen if he will be nominated and added to the board.

Outcomes

21.2. Additional information. [Optional]


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