REVIEW OF THE 2016 SHAREHOLDER ENGAGEMENT CAMPAIGN 

The Paris climate agreement signed on 12 December 2015 during the climate conference (COP21), in addition to transparent GHG reduction objectives, stipulates maintaining global warming below 2°C compared with pre-industrial levels, and achieving carbon neutrality, without however imposing any carbon pricing or applying thresholds to the extraction of fossil fuels, although this is the number one cause of GHG emissions (65% of total worldwide emissions).  Consequently, the extractive industries will be forced to reduce their greenhouse gas emissions.
Shareholders and asset managers wish to ensure that the financial risks they may incur as investors due to the possibility of environmentally hazardous accidents, as well as their commitment to participating in the transition to a lower carbon economy, will be effectively taken into account by companies. All the more so as the French energy transition act (Law no. 2015-992 of 17 August 2015) requires that investors provide information on the integration of criteria relating to compliance with environmental standards into their investment policies.

In France, since the "Grenelle II" act of 12 July 2010 expressing the national commitment to the environment, the legislation requires that the board of directors submit a report to the Annual General Meeting that "also includes information on how the company takes into account the social and environmental consequences of its activity, as well as its societal commitments to sustainable development" (art. L225-102-1 of the French Commercial code).
Many companies from the raw material extraction or fossil energy production industry have been under scrutiny from investors, or have suffered a withdrawal of investment, if not the end of financial backing which, combined with the decline in commodity prices, is resulting in bankruptcy for some.
For listed companies, the CDP has implemented a rating out of 100, with a scale of A to E. The score focuses on reporting quality (number) and the reduction in the emissions (letter) generated by the activity (target: -4% p.a.) as well as the organisation and governance put in place to achieve these targets and the underlying strategy.
This approach means that the investors can compare companies involved in fossil energy. In 2015, a group of shareholders submitted "Aiming for A" resolutions to the Shell and BP general assemblies, which were approved by more than 95% of the shareholders, thanks to the support of the boards of directors of both oil companies. 

  • In 2016 PhiTrust, in conjunction with institutional shareholders, put together a similar resolution project, which was subsequently presented to the management of Total (CDP rating: 95C). The oil company's board of directors subsequently decided to publish the information requested by the investors to clarify its global warming control strategy. PhiTrust therefore decided not to include its resolution in the agenda of the 2016 annual general meeting.
     
  • The other emblematic topic of the 2016 campaign will be Renault's governance developments following the 2015 change in capital distribution.  In order to force Renault to adopter double voting rights, the French state, which owned 15% of the automotive group's shares in 2015, decided to increase its investment to nearly 20%. Nissan, which owns 15% of the French group under its Alliance with Renault, without voting rights (although Renault owns 43.4% of Nissan with voting rights), saw this move by the French government as an attempt to control the French group's destiny. This forced Renault's management to renegotiate their agreement with the state, by introducing a limitation of the state's voting rights (17.9% if the AGM attendance rate is lower than 70%, 20% if it is higher) and to adjust the balance with Nissan by modifying the Japanese company's rules, restricting the powers of the directors appointed by Renault to Nissan's Board. This shift in the governance of both automotive manufacturers plays into the hands of Carlos Ghosn, CEO of Renault and Nissan, who currently stands alone at the helm, with no second in command at Renault or Nissan. This probably explains the lack of perspicacity (if not courage) of Renault's Remuneration Committee, which granted Carlos Ghosn a remuneration in excess of €7 million for the 2015 tax year, supplemented by that granted by Nissan's Board, which exceeds €8 million. During Renault's 2016 annual general meeting, 54% of the shareholders voted against Carlos Ghosn's remuneration (say on pay), but the Board of Directors which met shortly after that decided to disregard this advisory vote by maintaining the CEO's 2015 remuneration. 

 

To find out more:

TOTAL SHAREHOLDER ENGAGEMENT CAMPAIGN:

16 March 2016 - Press release:
TOTAL AND THE CLIMATE CHANGEA positive decision for the 2016 AGM


RENAULT SHAREHOLDER ENGAGEMENT CAMPAIGN:

26 April 2016 - Press release:
Written questions submitted by PhiTrust to the Board of Directors for the General Meeting on April 29, 2016

 

WHO ARE WE ?

PhiTrust is a French asset management company, accredited by the French Market Authority, founded in 1999. Phitrust develops shareholder engagement strategies to promote good corporate governance practices among listed companies and encourages them to develop business strategies that benefit those at the 'bottom of the pyramid' and protects the environment.

PhiTrust serves institutional and private investors with mutual funds invested in the stock market.

The firm has been able to formulate a specific management methodology which promotes companies demonstrating best practices and positive cooperation with shareholders.

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SRI obligations for management companies

Pursuant to a decree of 30 January 2012 concerning the implementation of the Grenelle II Environmental Act, French portfolio management companies are required to make additional disclosures with regard to the social, environmental and corporate governance criteria they take into account in their investment policies (see cf. Circular 113_04 dated 5 April 2012). In fact, these new requirements are in line with the overall philosophy of PhiTrust regarding the importance given to ESG (environmental, social and corporate governance) factors in its investment strategy. All of the UCITS funds we have set up since our foundation in 1999 take ESG criteria into account in their management.

Share and unit holders receive monthly e-mail newsletters informing them about the ESG criteria and objectives that form part of our investment strategy.

PROXY Active Investors and EURO Active Investors, both tracker funds, and Patrimoine Active Investors,a flexible allocation fund, are all managed by PhiTrust in accordance with ESG criteria.

The entire portfolios of the PROXY Active Investors and EURO Active Investors mutual funds are managed in accordance with ESG criteria.

20% of the total assets under management (equity allocation) of Patrimoine Active Investors are managed in compliance with ESG criteria.

The PROXY and EURO Active Investors funds have complied with the Transparency Code issued jointly by the French Asset Management Association (AFG) and the Responsible Investment Forum (FIR) since the Code was published. Our responses to the questions contained in the Code may be viewed on our website. EURO Active Investors was awarded the Novethic label for the fourth year running.

Patrimoine Active Investors applies the same methods as the two shareholder engagement funds, Proxy and Euro Active Investors, in particular as regards voting in the general meeting and contributing to the implementation of corporate governance initiatives. The KIID and the detailed memorandum to the fund’s prospectus explain clearly how ESG criteria are taken into consideration in the management of this flexible allocation fund.


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