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Transcript of Use this title slide for presentations that have themes of Intelligence, Strategy, Leadership. March...
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March 2015
Rick Lacaille
Global Chief Investment Officer
Mirza BaigVice President of Corporate Governance
Overview of SSGA Stewardship Approach and Activities
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Introduction to State Street Global Advisors
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• The investment management arm of State Street Corporation, one of the world’s leading providers of financial services to institutional investors, with a heritage dating back over two centuries
• Entrusted with over $2.45 trillion* in assets worldwide
• Clients include governmental entities, corporations, endowments and foundations, third party asset gatherers, multi employer plans, pension funds and sovereign wealth funds
• ETF industry pioneer and leader since 1993 with $465.9 billion* in global AUM
SSGA is a global leader
in asset management relied on
by sophisticated institutions
worldwide for their investment
needs
State StreetGlobal Markets
A global leader in research and trading
State StreetGlobal Services
A global leader in asset servicing
A Leading Provider of Financial Services to Institutional Investors
3GLSTND-1740
As of December 31, 2014* This AUM includes the assets of the SPDR Gold Trust (approx. $27.3 billion as of December 31, 2014), for which State Street Global Markets, LLC, an affiliate of State Street Global Advisors, serves as the marketing agent.
A global leader in asset management
State StreetGlobal Exchange
A global leader in data utilization and management
90
SSGA clients with two or more strategies*
Percentage of new business from existing SSGA clients*
100
0
10
20
30
40
50
60
70
80
Cash4
$398.9 B
Equity$1,474.7 B
Fixed Income$319.3 B
Multi Asset Class Solutions3
$126.9 B
Alternative Investments2
$128.3 B
$2.45 Trillion1 in Assets Under Management*
SSGA — A Trusted Partner
Active, enhanced, fundamental, passive, pure alpha and multi-asset class solutions
4GLSTND-1520
*As of December 31, 20141 This AUM includes the assets of the SPDR Gold Trust (approx. $27.3 billion as of December 31, 2014), for which State Street Global Markets, LLC, an affiliate of State Street Global Advisors, serves as the marketing agent.2 Includes Absolute Return, Commodities, Currency, Company Stock, Global Multi Strategy, Hedge Fund of Funds, Managed Futures, Private Equity and Real Estate3 Assets in Solutions are not counted in the underlying asset class4 Includes securities lending collateral, cash, and money market
56%
74%
$465.9 Billion in Global ETF Assets Under Management
Equity Fixed Income CashAlternative Investments
Multi Asset Class Solutions
$250.4 M$37.7 B$1.3 B$38.4 B$388.2 B
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Stewardship Approach & Highlights
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ESG
Stewardship Overview
• Senior executive commitment and involvement establishing strong ‘tone from the top’
• Detailed global and regional voting andengagement policies
• Voting & engagement centralised across all funds and strategies enabling SSGA to maximise influence
• Screening methodology prioritises Stewardshipactivities to maximise value added for clients
• Voted over 14,000 meetings across 68 markets in 2014• Engaged with over 600 companies on ESG issues
in 2014 • Signatory to the UN PRI and UK & Japan
Stewardship Code
SSGA Investment Committee overseesStewardship strategy
Corporate Governance Team based inBoston and London
Collaboration between global investment
teams and strategies
Active participant in global and regional industry bodies and initiatives
Stewardship approach guided by objective of maximising long-term value for clients
SSGA Capabilities
Stewardship — Highlights
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As of 31 December 2014.
SSGA Stewardship Strategy & Philosophy
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Value Driven - Companies that adopt robust governance and sustainability practices, should be better positioned to generate long-term value and manage risk.
Long-Term Holders - SSGA is predominately a passive investment manager and perpetual holder of listed companies. Therefore the informed exercise of voting rights coupled with value-driven engagement is the most effective mechanism of creating value for our clients.
Unified Voice - All voting and engagement activities are centralised irrespective of investment strategy or geographic region. Consolidating and harmonising our Stewardship activities, allows us to maximise influence with companies.
Market-wide Responsibilities – SSGA’s exposure to entire markets/indices means Stewardship activities must address both micro and macro concerns. SSGA complements specific company engagement with open communication with regulators to encourage robust ESG market standards and the development of more efficient capital markets.
Dedicated ESG Specialists – SSGA has a team of governance specialists, based in Boston and London, responsible for executing proxy voting and engagement activities on a global basis. The CG Team is supervised by SSGA’s Investment Committee (IC), with a dedicated IC sub-committee providing day-to-day oversight of the Team.
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Leveraging our Global Footprint to Enhance Effectiveness
As of 31 December 2014.
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North America• CG Team• Investment
Integration• IC• GPRC• Client input
Europe • CG Team• Investment
Integration• IC• GPRC• Client input
Australia• Investment
Integration• IC• GPRC• Client input
Japan• Investment
Integration• IC• Japan
Stewardship Code
ASIA Ex-Japan• Investment Integration
Leveraging the insights of regional investment professionals to enhance effectiveness of voting and engagement activities
Industry Collaboration
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Acting Alone- Majority of corporate engagements are carried out on a one-to-one basis behind closed doors as this is essential to building trust and establishing constructive long-term relationships with investee companies.
When to Collaborate - SSGA will consider collaborating with like-minded investors if deemed to be the most effective path to positive change. Factors considered include:• Responsiveness of management to prior engagement;• Concentrated ownership;• Market culture;• Systemic concerns and regulatory environment; and• Agreement amongst investors on core areas of concern.
Investor Networks – SSGA are active members and participants of global and regional investor bodies and forums to facilitate collective investor action.
Project Delphi – SSGA sponsors and leads a multi-stakeholder project to build consensus within the investment industry on the material ESG data points that impact value and the most effective mechanism for investment integration.
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2015 Stewardship Priorities
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On an annual basis SSGA develops a series of strategic priorities that are designed to enhance the quality and scope of our Stewardship approach and respond to emerging areas of best practice. The following are the broad strategic focus areas for our Stewardship activities in 2015:
Project Focus: Targeting Underperforming Stocks
Sector Focus: Global Pharmaceuticals
Thematic Focus: Cybersecurity Threat
Voting Policy Focus: US Proxy Access
Asset Class Focus: Fixed Income
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Proxy Voting & Engagement In Practice
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Stewardship Themes
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Governance Issues
Board Governance
Environmental and Social Issues
Climate Change
Health & Safety
Audit & Controls Labour Standards
Remuneration
Environmental Management
Corporate Strategy
Capital Management
Reporting
Human Rights
Bribery & Corruption
Engagement determined by impact on long-term value
SSGA Engagement Approach
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Targeted Engagement – SSGA holds > 9,000 listed equities so determining where/how to allocate resources is critical to our Stewardship approach.
Risk-based Prioritization - SSGA developed an ESG screening tool to determine priority companies in each major market and region. Factors considered include size of holdings, financial performance, sustainability policies and performance, historic engagement and annual thematic and sector priorities.
Determining Objectives – SSGA assesses an individual company’s ESG practices, risks and opportunities, and determines tangible objectives and changes that will better position the company to generate long-term sustainable value.
Engagement on Full ESG Spectrum – Guided by materiality, engagement topics include corporate strategy, board governance, remuneration, audit, capital, environmental management, H&S, human rights and anti-corruption.
Monitoring Progress – All engagements are recorded and progress against objectives monitored. The Governance Team will escalate voting and engagement if outcome of process is deemed unsatisfactory.
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SSGA Proxy Voting Approach
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Global and Regional Guidelines – Global and six market specific proxy voting guidelines designed to encourage better governance practices at investee companies based upon understanding of global principles of good governance, while taking account of local market nuances.
Risk-Based Categorisation - Vote > 14,000 shareholder meetings on an annual basis . Tier companies based on size of holdings, voting history, financial performance and issues identified as areas of potential concern. Allocate resources to higher-risk shareholder meetings and ballot items to maximize value to clients.
Pre-vote Engagement - Extensive engagement prior to exercising voting rights at shareholder meetings. Extend proxy related engagement to proponents of shareholder tabled resolutions or dissident parties partaking in a proxy contest.
Partner with ISS – ISS assist with the mechanics of the voting process and input into the research of shareholder meetings. However, all voting decisions are exercised exclusively in accordance with SSGA’s in-house policies.
Public Disclosure – Publish quarterly proxy voting reports for Global MPF funds.
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Corporate Engagement in Practice
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2013 2014
Number of
engagements
increased from
377 to 610 from
2013 to 2014
USA & Canada United Kingdom Europe (ex-UK) Australia Japan RoW
251
52 33 25 8 8
420
62 5632 25 15
2013 2014
Number of Engagements
USA & Canada67%
United Kingdom14%
RoW*6%
Europe (ex-UK)9%
Australia2%
Japan2%
USA & Canada69%
United Kingdom10%
Europe (ex-UK)9%
RoW*3%
Australia5%
Japan4%
* RoW= Rest of World. Source: SSGA Engagement Spreadsheets 2013 and 2014.
SSGA Voting Trends 2013 2014
Number of Meetings Voted 14,022 14,284
Number of Resolutions Voted 124,377 130,081
With Management 111,581 115,960
Against Management 13,218 14,363
Against Management (%) 10.63% 11.04%
Management Proposals 122,199 127,621
With Management 109,088 113,289
Against Management 12,898 13,999
Against Management (%) 10.6% 10.97%
Shareholder Proposals 3,078 3,219
With Management 2,573 2,671
Against Management 320 364
Against Management (%) 10.4% 11.3.%
Number of Countries 68 68
Proxy Voting in Practice
Source: SSGA voting statistics provided by Institutional Shareholder Services (ISS).As of 31 December 2014.NB: Management and Shareholder proposals do not add up exactly to overall total due to categorisation of certain proposals by ISS.
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Voting by Region 2014
North America29%
United Kingdom9%
Europe17%
Japan12%
Australia2%
Rest of World31%
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Case Study: Extractives
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Engaged key personnel from global and regional O&G and Mining majors
Key Issues Addressed: Strategy– focus on returns and asset quality over growth– Impact of falling oil price on capex and optimum asset mix
Risk Management– Monitoring and managing political risks (Russia, Africa)– Greater focus on operational excellence (inc. E&S) within remuneration plans
Environmental Management– Climate — stranded assets, scenario planning, regulation, carbon price, technology, targets– Water — recycling and purification of water used for Fracking
Operations in Higher Risk Regions – Progress and challenges in implementation of human rights policies– Disclosure of payments to host governments
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Case Study: Japanese Governance Reforms
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SSGA was amongst the first investors to become signatories to the Japanese Stewardship Code. SSGA joined an investor delegation to communicate expectations of international investors. Issues addressed with regulators, industry bodies and corporates included:
Regulators & Industry Bodies Development of a new national corporate governance code Building capacity to execute effective stewardship and shareholder engagement Importance of cultural reform to complement regulatory and structural changes
Companies The role of independent directors in the effective oversight of management and internal controls Efficient allocation of capital and long-term value creation Adapting management structures and culture to capitalise on international growth opportunities
Assessment Prime Minister Abe’s ‘three arrows’ agenda has catalyzed top-down governance reform Companies that have experienced governance challenges have responded positively while limited evidence
that the market as a whole has embraced the importance of governance reforms Success will be determined by ability of companies and investors to understand and embrace the comply or
explain model espoused by new CG Code
Questions & Answers
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Important Disclosures
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State Street Global Advisors Limited. Authorised and regulated by the Financial Conduct Authority. Registered in England. Registered No. 2509928. VAT No. 5776591 81. Registered office: 20 Churchill Place, Canary Wharf, London, E14 5HJ. Telephone: 020 3395 6000. Facsimile: 020 3395 6350. Web: www.SSGA.co.uk.
Investing involves risk including the risk of loss of principal.
The whole or any part of this work may not be reproduced, copied or transmitted or any of its contents disclosed to third parties without SSGA's express written consent.
The information provided does not constitute investment advice as such term is defined under the Markets in Financial Instruments Directive (2004/39/EC) and it should not be relied on as such.It should not be considered a solicitation to buy or an offer to sell any investment. It does not take into account any investor's or potential investor’s particular investment objectives, strategies, tax status, risk appetite or investment horizon. If you require investment advice you should consult your tax and financial or other professional advisor. All material has been obtained from sources believed to be reliable. There is no representation or warranty as to the accuracy of the information and State Street shall have no liability for decisions based on such information.
The views expressed in this material are the views of Corporate Governance team through the period ended 31 December 2014. and are subject to change based on market and other conditions.This document contains certain statements that may be deemed forward-looking statements. Please note that any such statements are not guarantees of any future performance and actual results or developments may differ materially from those projected.
Risk associated with equity investing include stock values which may fluctuate in response to the activities of individual companies and general market and economic conditions.
Investing in foreign domiciled securities may involve risk of capital loss from unfavorable fluctuation in currency values, withholding taxes, from differences in generally accepted accounting principles or from economic or political instability in other nations.
Investments in emerging or developing markets may be more volatile and less liquid than investing in developed markets and may involve exposure to economic structures that are generally less diverse and mature and to political systems which have less stability than those of more developed countries.
Currency Risk is a form of risk that arises from the change in price of one currency against another. Whenever investors or companies have assets or business operations across national borders, they face currency risk if their positions are not hedged.
This communication is directed at professional clients (this includes eligible counterparties as defined by the [Financial Conduct Authority (FCA)) who are deemed both knowledgeable and experienced in matters relating to investments. The products and services to which this communication relates are only available to such persons and persons of any other description (including retail clients) should not rely on this communication.
Web: www.SSGA.com
© 2015 State Street Corporation — All Rights Reserved.
Tracking Number: EMPRES-4470
Expiration date: 31 January 2016
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