Sustainable Ownership blogs
Our blogs on Sustainable Ownership and environmental, social and governance (ESG) issues will help you learn more about the Scheme's approach to its investments.
Read our blog posts to learn more about how we incorporate Sustainable Ownership and environmental, social and governance (ESG) issues through the Scheme's investments.
You can read more about our work on Sustainable Ownership on the Railpen website.
Put simply, voting is one of the tools used by the people who invest your railway pension to help achieve investment returns needed so you have enough to live on when your working days are over. This is because shareholder voting helps them influence for positive change in the working practices of the companies your pension is invested in.
Your pension is invested in a mix of businesses operating in different industries and countries. When the investment manager, Railpen, decides to invest in a company, it has a number of instruments up its sleeve to help influence for change in certain areas of their business operations. One such instrument is its right to vote at companies’ Annual General Meetings (AGMs).
Caroline Escott, Senior Investment Manager at Railpen, oversees the company’s voting activities and is a co-author of the 2023 Global Voting Policy. We turned to Caroline to help us understand how voting in the world of pensions works and why its thoughtful execution is of crucial importance to our members’ outcomes
Caroline, let’s start off by providing a bit more clarity around what shareholder voting is in the context of pensions and ultimately, why it matters to Railpen as an investment manager, to the Scheme and to its members.
Railpen invests in thousands of companies on members’ behalf. This means that we vote at thousands of company annual general meetings (“AGM”) each year – most of which take place over a concentrated three-month period (March to July). And each company AGM will offer investors the chance to vote for or against on anywhere between 10-30 ‘AGM resolutions’ (on specific issues such as how much to pay the chief executive and the election of company directors). It’s one of our busiest – but also most exciting! – times of year.
Our voting decisions are informed by various sources and tools. Throughout the year, we meet with our largest companies, as well as those where we have concerns around specific ESG (environmental, social and governance) issues, to further understand their approach and to try to influence them to improve their behaviour in a way that will lead to sustainable financial performance. We call this dialogue “engagement”. When we are voting at these companies’ AGMs, we consider their progress and the nature of our previous discussions and vote accordingly. We see exercising our vote and our engagement with companies as part of a broader influencing approach to try to improve behaviour, so they have to be aligned.
Sometimes we may request further information from the companies to help us strengthen our decision on how to vote on a particular resolution.
You can find details of all our voting decisions on our website.
Our voting decisions (i.e whether we choose to vote for or against the various AGM resolutions) are primarily based on that company’s individual progress on the ESG issues mentioned above. We make sure we take into account their particular circumstances such as how they compare to similar companies or any additional intelligence we may have regarding their willingness to make progress. However, there are definitely some ‘big picture’ themes evidence suggests will financially impact the vast majority, if not all, of the companies we invest in – and which we will be paying close attention to during voting season.
We let our largest portfolio companies know in advance how we intend to vote (and why) and sometimes that triggers a response that gives us additional information regarding their commitments and activities in a certain area. This may then impact how we vote. Furthermore, sometimes signalling our voting intention before the meeting leads to the company committing to the change we are looking for [we give an example of this later!].
We also have rolling engagements throughout the year with the companies where we have the largest investments, or where we think there are particular concerns, and we will always discuss our voting decisions at the previous AGM and what we would expect to see from the company to ensure we do not vote against them in following years. We also regularly review documentation and communications from companies to assess whether there have been any changes made.
Over the last few years, as well as focusing on a company’s individual ESG risks, we have been increasingly thinking about the big picture themes– like climate change, biodiversity or workforce treatment – which will impact either all or the vast majority of our portfolio companies. As a result, we have been working to more closely reflect our views on these themes in how we vote (as well as in how we use other stewardship tools, like engagement and speaking to policymakers). You can see more in our Voting Policy, which we update each year.
Our investment in a company also gives us other rights beyond voting, and we have been increasingly looking to use these rights in recent years. These rights include the ability to question company directors publicly at the Annual General Meeting (you can see our full list of questions here) and to organise shareholder resolutions that will ask a company’s other shareholders to express their views on a topic. This year, we have also helped arrange a resolution on climate change at a large US utility firm.
Many more examples can be found in our annual Stewardship Reports (flick to the section on “Thoughtful Voting”) but a recent one is as follows.
We had previously engaged with a large and complex non-UK financial services company around its board composition, including the need for a cognitively diverse group of directors who together have the right skills, expertise and appropriate availability to be able to provide effective oversight. One of the directors they had put forward for appointment at the 2022 AGM sat on so many boards and other committees that we felt they would be unable to fully contribute to the oversight of such a complex company. We flagged this issue to the company in advance of the AGM, noting that we were likely to vote against the director’s appointment unless further steps were taken to ensure they could commit enough time. In response, the company issued an announcement that week that the director would be stepping down from some of their other commitments in order to take up this new appointment. We welcomed this and were able to vote in favour of the appointment, but continue to engage with the company to understand how the new director is settling in.
The ultimate hope for every voting season is that we won’t have to vote against any company on any of their resolutions, as they are already responding to our engagements and making progress on the ESG issues which matter most to their long-term financial performance! However, this is unlikely to happen for every single one of our thousands of holdings.
So the objective is that we effectively wield our voting – and other ownership – rights this season to help us influence companies to improve their behaviour, in a way which ultimately helps us secure our members’ futures. The key to a successful voting season is preparation. To this end, we’ve: refined our 2023 Global Voting Policy; made the most of the available systems and platforms to ensure that we have the best possible information at our fingertips to inform each vote; and have a plan – which we are already implementing – for engaging with our investee companies in advance of their AGMs to ensure we are on top of the latest developments and they understand our position (and how we might make our views known through our vote).
If you are interested in understanding more about Railpen’s global voting positions for the 2023 AGM season, take a look at the 2023 Global Voting Policy.
For a broader take on Railpen’s approach to incorporating ESG factors in its work to protect and enhance the value of members’ pension savings, and the journey to net zero, have a read of the Stewardship Report.
The information provided on this website is intended for general information and illustrative purposes. Your benefits will be worked out in accordance with and subject to the governing trust deed and rules and relevant legislation.
Although every effort has been made to ensure the information given on this website is accurate, none of the information provided can give you, or your beneficiaries, legal rights to benefits that differ from those provided in the pension trust and rules.
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