Shareholder Rights Directive II (SRD II) Engagement Policy
Introduction Eriswell Capital Management LLP (“Eriswell Capital Management” or the “firm”) has long supported the UK’s Stewardship Code which aims to provide transparency in terms of how investment managers engaged when they invest in any shares traded on a regulated market. The firm have now also adopted the requirements of the Shareholder Rights Directive II (SRD II) which adds further disclosure requirements in order to ensure effective stewardship and long-term investment decision-making through the enhancement of the transparency of shareholder engagement policies and investment strategies. This Engagement Policy sets out how Eriswell Capital Management will approach the stewardship of any shares traded on a regulated market, including certain markets situated outside the European Economic Area (EEA). Disclosures Eriswell Capital Management’s investment philosophy is to seek and select investments from a global universe. We emphasise capital protection, especially in periods of stress. We place your capital in a broad array of attractive assets to reduce the risk of permanent capital loss. We operate two broad strategies. The first is global multi asset which seeks to blend together different asset types to achieve an above inflation return. The second is concentrated, high conviction equities which invests in leading franchises for above equity index returns. Pursuant to the SRD II requirements Eriswell Capital Management consider the following: i. How shareholder engagement is integrated into its investment strategies ii. Where Eriswell Capital Management invests in companies its investment analyst will carry out prior research process into the skill and expertise of the investment’s management team, its business model, financial performance and strategy and future potential for growth. This may inform Eriswell Capital Management’s initial and ongoing decision making. Eriswell Capital Management’s investment managers can also choose to conduct further engagement and form a significantly closer relationship with management and other shareholders before investing and after the investment is made.Exercises voting rights and other rights attached to shares. Eriswell Capital Management’s general policy is not to vote on AGM or EGM resolutions and corporate actions unless it is in the best interest of its clients by protecting or enhancing shareholder value and only when the size of the holding is material to the outcome to the resolution or outcome. Therefore, normally Eriswell Capital Management will not generally exercise voting rights or co-operate with other shareholders. iii. Cooperates with other shareholders. Simiularly, Eriswell Capital Management would only cooperate with other shareholders in the event that is in the best interest of its clients by protecting or enhancing shareholder value and only when the size of the holding is material to the outcome to the resolution or outcome. iv. Conducts dialogue with investee companies. v. Depending on the size of the investment Eriswell Capital Management meet with an investee company’s management and take part in other formal opportunities provided by that company such as investor briefings. Communicates with other stakeholders of the investee companies. In relation to the above Eriswell Capital Management’s general policy is not to vote on AGM or EGM resolutions and corporate actions unless it is in the best interest of its clients by protecting or enhancing shareholder value and only when the size of the holding is material to the outcome to the resolution or outcome. Therefore, normally Eriswell Capital Management will not generally exercise voting rights or co- operate with other shareholders. In circumstances where Eriswell Capital Management does engage, subject to the best interest of its client, Eriswell Capital Management has the general policy of voting with management. vi. Monitors Investee firms. Where Eriswell Capital Management’s investment teams invests in listed equities on behalf of its clients it seeks to invest in investee companies that are well managed and operate an appropriate culture to enhance long-term shareholder value. To identify these investments factors such as company results or strategy changes, are monitored periodically reviewed. vii. Manages actual and potential conflicts of interest in relation to the firm’s engagement activities. As stated above Eriswell Capital Management’s engagement policy is driven by achieving the best interest of its clients and therefore will seek to minimise and mitigate conflicts of interest wherever possible. Eriswell Capital Management’s Conflicts of Interest Policy can be found in its website Annual Disclosures Eriswell Capital Management, where applicable, will make annual disclosures available detailing regarding how it has voted in the general meetings of companies in which it holds shares unless such votes are considered insignificant due to either the subject matter of the vote, or the size of the holding in the company. Eriswell Capital Management will also disclose if it has used a proxy service.
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