Back to Homepage

Shareholder Rights Directive and UK Stewardship Code Disclosure

September 2024

Attestor Limited (“Attestor”)

Rule 2.2.3R of the Financial Conduct Authority (“FCA”) Conduct of Business Sourcebook (“COBS”) requires an FCA authorised firm to disclose the nature of its commitment to the FRC’s UK Stewardship Code (the “Code”) or, where it does not commit to the Code, its alternative investment strategy.

The Code is voluntary and applies to asset owners and managers, setting out the standards for those who invest money or assets on behalf of UK clients using several principles grouped under four headings:

  1. Purpose and governance
  2. Investment approach
  3. Engagement
  4. Exercising rights and responsibilities

Adherence to the Code is applied on a ‘comply or explain’ basis. Whilst Attestor is supportive of the objectives of the Code and adheres to the high standards of corporate governance, Attestor determines its approach to stewardship with regards to the investments it manages on a case-by-case basis, dependent on the considerations specific to each investment opportunity.

Consequently, while Attestor generally supports the objectives that underlie the Code, the provisions of the Code are not considered to be relevant to all activities currently undertaken by Attestor as its investments and investors extend beyond the UK. If Attestor’s activities change in such a manner that the provisions of the Code become relevant, Attestor will amend this disclosure accordingly.

Shareholder Engagement

Attestor manages investments across a wide range of financial instruments, principally managed by qualified investment managers working as individuals or in teams. Each individual or team is responsible for maintaining close engagement in the relevant investments and, where these pertain to listed corporations, this may include the maintenance of relations with management and other shareholders. The level of engagement will tend to be proportionate to Attestor’s significance as a shareholder and strategic objectives. Where Attestor has a significant shareholding the investment managers seek to maintain a significantly closer relationship with management and other shareholders and will seek to exert influence in a more material way.

As part of Attestor’s investment process, the investment management teams undertake detailed research and ongoing monitoring of the companies in which it invests in order to assess the potential for long term returns. The investment managers carry out analysis of potential investments and ongoing monitoring with particular focus on the investee company’s strategy, performance and risk, strong commitment to governance and management quality.

Attestor has a general voting policy in place. Attestor expects to fulfil its fiduciary obligation to the funds it manages by monitoring events concerning the issuer of the security and then voting the proxies in a manner that is consistent with the best interests of the funds managed on behalf of investors and that it does not subordinate the client’s interests to its own.

There may be occasions where it will be appropriate to work with other shareholders and/or non-equity stakeholders to effect positive change. However, this will be considered on a case-by-case basis and subject to Attestor’s conflicts policy. Collaboration with other shareholders must always be conducted in compliance with applicable law and regulations. In all circumstances, Attestor will act in the best interests of the funds it manages on behalf of investors.