ESG Voting Policy Overlay
Align Your Voting with ESG Research and Engagement Signals
New regulations and stakeholder pressure are creating the need for investors to demonstrate their commitment as responsible owners that view corporate accountability as a means to achieving greater long-term value. In Europe, the Shareholder Rights Directive II requires transparency around voting and engagement and, in North America, voting is considered part of investors’ fiduciary duty with engagement being a natural extension thereof. This underlines the need to align voting and engagement activities. Sustainalytics’ ESG Voting Policy Overlay supports a holistic approach to active ownership by providing voting recommendations that are based on:

ESG Principles & Sustainability Signals
For all ESG focused shareholder resolutions and management proposals, we recommend voting in favor if the spirit thereof is aligned with Sustainalytics ESG Principles or the SDGs

Investor Driven Research Signals
Based on the previous proxy season’s proposals and votes, we identify ESG topics that have strong support among investors. Sustainalytics’ ESG Risk Ratings are then used to identify companies where the management of these issues is assessed as weak. For these companies, we will recommend voting against specific resolutions, such as the re-election of a board member or their reports and accounts.

Engagement Signals
As part of our Engagement Services, we explore all avenues of active ownership with a focus on constructive dialogue. When ongoing attempts to engage with a company are unsuccessful, the engagement team may recommend voting against specific issues, such as the re-election of a board member or their reports and accounts.
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- Key features and benefits

Comply with Stewardship Responsibilities
Choose your level of participation and where to focus your own efforts while leveraging Sustainalytics’ support to meet stewardship responsibilities and comply with relevant regulation.

Holistic Active Ownership Strategy
Seamlessly align voting and engagement activities to shared investor concerns, robust ESG principles and the latest ESG research.
1. Portfolio Management
Voting seeks to influence corporate behavior in clients’ holdings and the societies in which they operate.
2. ESG Integration
Voting on research signals enables fuller ESG integration and aligns messages across different products.
3. Shareholder Collaboration
By voting in alignment with Sustainalytics research and principles, clients will, together with likeminded peers, collaboratively advance their sustainability agendas.


4. Stewardship
Voting demonstrates a commitment to be an active and responsible shareholder.
5. Fiduciary Duty
Performing active ownership on high risk portfolio companies is a key element of stewardship codes and guidelines for responsible investors, such as EU Action Plan on Sustainable Finance on Long Term Shareholder Engagement, the EU Shareholder Rights Directive II and more.
6. Engagement
Voting supports engagements, which address material ESG issues that may end up on companies’ AGM agendas.

Deliverables
Voting recommendations
Post-AGM report on Engagement and Voting Activities
- Sustainalytics’ ESG Principles
Sustainalytics’ mission is to provide the insights required for investors and companies to make better informed decisions that lead to a more just and sustainable global economy. We believe that when investors and companies embrace ESG meaningfully, it will create long-term value that benefits all stakeholders, including shareholders. The cornerstone hereof is mutual trust, which is built on transparency. We have captured these values in a set of principles that are aligned to widely accepted norms, standards and sustainability objectives. For more information, please see sustainalytics.com/esg-principles
- Corporate Governance Voting Items
Sustainalytics’ ESG Voting Policy Overlay is intended to work in tandem with traditional corporate governance voting policies, supplementing it with guidance, analyses and recommendations on ESG topics. It can be used in combination with clients’ own policies or that of a third-party policy and provider. With regards to corporate governance voting items, Sustainalytics supports the International Corporate Governance Network’s (ICGN) Global Stewardship Principles and Global Governance Principles as overarching guidelines on best practice.