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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.


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.

METROPOLE Gestion believes that exercising voting rights is an essential part of the relationship between a listed company and its shareholders. We are in a position to exercise voting rights in all companies in our portfolio.

Our voting policy sets out the principles applied by METROPOLE Gestion when exercising voting rights. It does not cover every situation that may arise. We examine all proposed resolutions and decide how we will vote, in the sole interest of our clients and in line with the principles and recommendations issued by the AFG (French asset management association) or locally accepted best practice. We then vote using the ISS voting service.

As a signatory of the UN PRI (United Nations' Principles for Responsible Investment), we ensure that our voting policy is consistent with the environmental, social and governance criteria set out in our Transparency Code, which is available on our website. 

We reserve the right not to vote in certain specific cases, when voting would not be in our clients' interest. For example, when shares would be blocked for a long period of time if we exercised our voting rights, restricting fund managers' freedom of movement. 

When requested, we inform clients how we have exercised voting rights. As required by the AMF's General Regulation, we draw up an annual report within four months of the end of each financial year, which describes voting during the previous year. This report can be viewed on our website or at the registered office.

It is our philosophy to support the management teams of the companies in which we have invested.

We actively analyse all resolutions put to the vote.

12.3. Additional information.[Optional]

The fund management team is involved to verify ISS analysis and eventually modify it when the team thinks the analysis is not in line with our voting policy.

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%)

99 %

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]

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
85 %
Against (opposing) management recommendations
15 %
0 %

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


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.

19.3. 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
Executive Remuneration|Company leadership issues|Other governance
Conducted by

Since our approach is designed to encourage companies to improve their practices, we also engage with them ahead of General Meetings in order to address, and even influence, the content of resolutions to appear on the agenda. In this way we can ensure that this content is aligned with minority shareholder interests and complies with our principles of governance.

In the case of Ingenico, we discussed with the company, ahead of the General Meeting, the structure of the new board in terms of number of independant, female and non french members. We also made sure that the new CEO remuneration was aligned with the best practices as well as the financial conditions of the leaving CEO.

Our dialogue with the company provided us with a clearer understanding of the Group's motivations and justifications. Ultimately, we voted in favour of the resolutions linked to these subjects at the shareholder meeting.

Scope and Process

Discussion ahead of General Meetings in order to address, and even influence, the content of resolutions to appear on the agenda.

ESG Topic
Climate Change|General ESG|Sustainability reporting
Conducted by

A a signatory of the TCFD, we engage with companies in order to prompt them to disclose their climate related risks and opportunities under the 11 recommandations of the TCFD in order to respect and to be consitent with the Paris goals.

In the case of British Petroleum, a consortium of shareholders coordinated by the investor initiative Climate 100+ has filed a resolution  on climate change disclosures that we supported.


Scope and Process

The board of BP states that he welcomes and support this resolution.

The board also commits to continue engagement with its investors


21.2. Additional information. [Optional]