Strengthening Our investment Escalation Message from Key highlights our stewardship Our progress Our purpose approach and Our approach and exercising Our aspirations for 40 Pension Protection Fund Responsible Investment Report 2022/23 our Chair of the year commitment at a glance and governance incorporating ESG to engagement shareholder rights the coming year Appendices ESCALATION AND EXERCISING SHAREHOLDER RIGHTS CONTINUED Our criteria for signi昀椀cant votes Summary of some of our signi昀椀cant vote outcomes Along with guidance from the PLSA around signi昀椀cant Company name For/Against votes, we also use our own criteria to 昀氀ag material votes Date of vote and signi昀椀cance Resolution management Reasoning for voting decision Vote outcome Outcome and next steps that we need to scrutinise carefully. We have created a voting watchlist of companies for which we get particular coverage from EOS (see below). We also have an agreed 7 July 22 J Sainsbury – Sector Proposal on Living Against (supported Although the practices of 17% of investors Engagement with the timeline for action to execute votes proactively for signi昀椀cant vote Wage accreditation shareholder the company exceed many voted for the company, through EOS, signi昀椀cant and material positions in our portfolio. After proposal) competitors, support for shareholder proposal is ongoing on the issue of deciding our voting intentions, we access the voting the resolution will have a Living Wage accreditation platforms of our asset managers for any pooled mandates signalling e昀昀ect across the and ensuring standards of and submit vote instructions. sector to raise standard of pay. pay and human rights in the supply chain. Our voting watchlist includes: 29 April 22 Credit Suisse – High Director discharge Against Given the controversies 60% voted against The company has been • Companies where we own over 1 per cent of equity. pro昀椀le holding – 2.1 faced by the company and heavily engaged by EOS at • Companies that we hold directly (which we escalate the evidence of insu昀케cient board level. The company has to our CIO for a voting decision). governance and risk controls, now been acquired by UBS. discharging the directors • Companies with speci昀椀c issues of concern via this resolution was not (for example, practices that are non-compliant considered appropriate for with the UN Global Compact). the year in question. • Votes related to a speci昀椀c initiative in which we’re involved (for example, companies on the Climate 11 May 22 Phillips 66 – High 5 and 6 Against (supported A vote supporting the 49.85% of investors At the 2023 AGM, climate Action 100+ list). emitter shareholder shareholder proposal voted for the concerns were escalated by proposals) was warranted given the shareholder proposal voting against the board chair. Each quarter, our segregated voting and engagement company’s slow progress on emissions reduction There is an ongoing reports are uploaded to our website. We currently do not strategy and disclosure. engagement programme publish resolution-speci昀椀c vote reporting. However, we will through EOS with board level respond directly to individual requests from members and dialogue being achieved. other stakeholders if a request for this information is made following a vote. 16 June 22 Informa plc – market 14 – Approve Against Adjustments to performance 71% voted against Engagement was via our laggard in terms of remuneration report targets resulted in an increased asset manager. Pension Taking action best practice incentive award payout contributions are to be for directors. Also pension reduced for 2023 onwards. contributions far exceed We noted last year that we had started to review the those for other employees. best way of disclosing individual company votes on our website. This process, despite taking longer than expected, has moved forward signi昀椀cantly and we hope to have a solution in place before the end of the current 昀椀nancial year.