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The Robeco Capital Growth Funds have not been registered under the United States Investment Company Act of 1940, as amended, nor or the United States Securities Act of 1933, as amended. None of the shares may be offered or sold, directly or indirectly in the United States or to any U.S. Person (within the meaning of Regulation S promulgated under the Securities Act of 1933, as amended (the “Securities Act”)). Furthermore, Robeco Institutional Asset Management B.V. (Robeco) does not provide investment advisory services, or hold itself out as providing investment advisory services, in the United States or to any U.S. Person (within the meaning of Regulation S promulgated under the Securities Act).

This website is intended for use only by non-U.S. Persons outside of the United States (within the meaning of Regulation S promulgated under the Securities Act who are professional investors, or professional fiduciaries representing such non-U.S. Person investors. By clicking “I Agree” on our website disclaimer and accessing the information on this website, including any subdomain thereof, you are certifying and agreeing to the following: (i) you have read, understood and agree to this disclaimer, (ii) you have informed yourself of any applicable legal restrictions and represent that by accessing the information contained on this website, you are not in violation of, and will not be causing Robeco or any of its affiliated entities or issuers to violate, any applicable laws and, as a result, you are legally authorized to access such information on behalf of yourself and any underlying investment advisory client, (iii) you understand and acknowledge that certain information presented herein relates to securities that have not been registered under the Securities Act, and may be offered or sold only outside the United States and only to, or for the account or benefit of, non-U.S. Persons (within the meaning of Regulation S under the Securities Act), (iv) you are, or are a discretionary investment adviser representing, a non-U.S. Person (within the meaning of Regulation S under the Securities Act) located outside of the United States and (v) you are, or are a discretionary investment adviser representing, a professional non-retail investor. Access to this website has been limited so that it shall not constitute directed selling efforts (as defined in Regulation S under the Securities Act) in the United States and so that it shall not be deemed to constitute Robeco holding itself out generally to the public in the U.S. as an investment adviser. Nothing contained herein constitutes an offer to sell securities or solicitation of an offer to purchase any securities in any jurisdiction. We reserve the right to deny access to any visitor, including, but not limited to, those visitors with IP addresses residing in the United States.

This website has been carefully prepared by Robeco. The information contained in this publication is based upon sources of information believed to be reliable. Robeco is not answerable for the accuracy or completeness of the facts, opinions, expectations and results referred to therein. Whilst every care has been taken in the preparation of this website, we do not accept any responsibility for damage of any kind resulting from incorrect or incomplete information. This website is subject to change without notice. The value of the investments may fluctuate. Past performance is no guarantee of future results. If the currency in which the past performance is displayed differs from the currency of the country in which you reside, then you should be aware that due to exchange rate fluctuations the performance shown may increase or decrease if converted into your local currency. For investment professional use only. Not for use by the general public.

I Disagree

08-23-2023 · Insight

Lively AGM season highlighted in proxy voting report

Two-thirds of all shareholder meetings included votes against management in a lively proxy voting season for Robeco’s Active Ownership team.

Summary

  1. Lively AGM season saw votes against managements at 65.4% of meetings

  2. Anti-ESG movement and platform protests seen in more politicized season

  3. Change in debate on climate and introduction of biodiversity policies

The team cast at least one vote opposing some aspect of the company’s activities at 65.4% of all the 5,176 shareholder meetings voted on behalf of clients between January and June 2023. Voting took place on 59,911 proposals – including 863 sustainability related resolutions – in 71 countries where Robeco owns shares. Many different topics, ranging from board composition, remuneration structures and sustainability topics, were covered.

It proved to be a lively voting season at which both protestors and an anti-ESG movement objecting to proposals based on environmental, social and governance factors reared their head. Some meetings even witnessed behavior bordering on violence as demonstrators made their views felt.

“The 2023 season had a set of unique trends that made our analysis more complex and required a more balanced assessment of several governance and sustainability issues,” says Michiel van Esch, Head of Voting at Robeco.

“One of these trends is the so-called Anti-ESG movement, which became more prominent in 2023. Several organizations have started filing shareholder resolutions that appear to ask for regular governance best practices, such as an independent chairman, with an underlying narrative against the ESG efforts of companies including diversity and inclusion policies, or social benefit policies. These resolutions have added to a more politized and polarized AGM season than in previous years.”

Platforms for protests

This was the first year that physical attendance was made possible for almost all AGMs after the Covid pandemic took everything online – though it proved not to be the case that ‘normality’ had fully returned.

“We also noticed that the AGM attendance itself has shifted in tone and nature,” Van Esch says. “In some cases, these meetings become a platform for protest, either on climate change, social issues, or other frustrations with companies that often face conflicting expectations from stakeholders.”

“The AGM as a platform will need some work in the future, making sure that it can remain an effective platform for exchange of thought and information, potentially for a wider set of stakeholders.”

Energy crisis dominates

The season also saw a change in tone for climate change amid an energy crisis that has led many companies to delay plans to cut emissions to achieve net zero amid a greater reliance on fossil fuels. The war in Ukraine led to a dash to gas in Europe and even a greater use of coal-fired power.

“The energy crisis and commodity prices seem to have slowed down (or at least changed) the ambition levels of several high emitting companies’ transition plans,” Van Esch says.

“Several companies loosened their ambitions, leading to varying reactions from shareholders; some were vocally disappointed, others were lenient towards management and others were not supporting transition ambitions anyway.”

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Higher biodiversity focus

There was greater interest in biodiversity as a serious issue as preserving nature moves ever higher up the corporate and investor agendas. “This year, we strengthened our voting policy by introducing a voting approach focusing on biodiversity, one of our strategic sustainability topics, next to climate change and human rights,” Van Esch says.

“We expect companies to take action on mitigating biodiversity loss and for those companies that have high exposure to deforestation risk commodities to have adequate policies and processes in place to address those risks.”

ESG links to remuneration

And there were the usual arguments about executive pay, with a greater focus this year on securing more sustainability related packages, rather than the more predictable complaining about how much a CEO was paid.

“We saw an increasing number of companies continuing to introduce ESG components to their variable pay,” Van Esch says.

“In our opinion, this is a good trend, and it is encouraging that companies are often tying these to the sustainability ambitions of their overall strategy. At the same time, disclosures and measurements on many occasions should be further improved.”

Read the full Proxy Voting 2023 report here


Robeco

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Important information
The Robeco Capital Growth Funds have not been registered under the United States Investment Company Act of 1940, as amended, nor or the United States Securities Act of 1933, as amended. None of the shares may be offered or sold, directly or indirectly in the United States or to any U.S. Person (within the meaning of Regulation S promulgated under the Securities Act of 1933, as amended (the “Securities Act”)). Furthermore, Robeco Institutional Asset Management B.V. (Robeco) does not provide investment advisory services, or hold itself out as providing investment advisory services, in the United States or to any U.S. Person (within the meaning of Regulation S promulgated under the Securities Act).
This website is intended for use only by non-U.S. Persons outside of the United States (within the meaning of Regulation S promulgated under the Securities Act who are professional investors, or professional fiduciaries representing such non-U.S. Person investors. By clicking “I Agree” on our website disclaimer and accessing the information on this website, including any subdomain thereof, you are certifying and agreeing to the following: (i) you have read, understood and agree to this disclaimer, (ii) you have informed yourself of any applicable legal restrictions and represent that by accessing the information contained on this website, you are not in violation of, and will not be causing Robeco or any of its affiliated entities or issuers to violate, any applicable laws and, as a result, you are legally authorized to access such information on behalf of yourself and any underlying investment advisory client, (iii) you understand and acknowledge that certain information presented herein relates to securities that have not been registered under the Securities Act, and may be offered or sold only outside the United States and only to, or for the account or benefit of, non-U.S. Persons (within the meaning of Regulation S under the Securities Act), (iv) you are, or are a discretionary investment adviser representing, a non-U.S. Person (within the meaning of Regulation S under the Securities Act) located outside of the United States and (v) you are, or are a discretionary investment adviser representing, a professional non-retail investor.


Access to this website has been limited so that it shall not constitute directed selling efforts (as defined in Regulation S under the Securities Act) in the United States and so that it shall not be deemed to constitute Robeco holding itself out generally to the public in the U.S. as an investment adviser. Nothing contained herein constitutes an offer to sell securities or solicitation of an offer to purchase any securities in any jurisdiction. We reserve the right to deny access to any visitor, including, but not limited to, those visitors with IP addresses residing in the United States. This website has been carefully prepared by Robeco. The information contained in this publication is based upon sources of information believed to be reliable. Robeco is not answerable for the accuracy or completeness of the facts, opinions, expectations and results referred to therein. Whilst every care has been taken in the preparation of this website, we do not accept any responsibility for damage of any kind resulting from incorrect or incomplete information. This website is subject to change without notice. The value of the investments may fluctuate. Past performance is no guarantee of future results. If the currency in which the past performance is displayed differs from the currency of the country in which you reside, then you should be aware that due to exchange rate fluctuations the performance shown may increase or decrease if converted into your local currency. For investment professional use only. Not for use by the general public.