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Investment - stewardship in a changing landscape - episode 170

39m 54s

Investment - stewardship in a changing landscape - episode 170

Stewardship is a vital component of institutional investment, especially in an era of growing systemic risks and corporate governance challenges. Despite recent setbacks in ESG engagement, the podcast highlights that effective stewardship—particularly through votes against directors and bondholder actions—remains a powerful tool for driving change. It emphasizes that institutional investors must actively assess and challenge their asset managers’ stewardship practices, with a growing trend of asset owners shifting funds to more responsible managers. The rise of dual-class share structures in AI firms like OpenAI and SpaceX poses a serious threat to democratic investor influence, necessitating pre-IPO engagement and advocacy. Additionally, the consolidation of pension schemes has reduced member voices, making governance reforms like the Nest Member Assembly critical. These initiatives, which allow members to directly influence investment decisions through education and deliberation, offer a more transparent, inclusive, and accountable alternative to traditional methods. The podcast concludes that stewardship must begin before investment and that a diversified toolkit—combining shareholder votes, bondholder engagement, and member participation—is essential for achieving sustainable, long-term outcomes. It calls on investors, trustees, and advisors to take action now, especially in emerging tech and AI spaces, to ensure robust governance and protect the interests of all stakeholders.

Transcription

6647 Words, 37688 Characters

English
Hello and welcome to Hyman's Robertson on Investment, a podcast series for everyone and anyone interested in all things institutional investment. My name is Amy Sutherland and I'm a Climate Change Consultant at Hyman's Robertson. In this series of short podcasts, we will cut through the noise to discuss investment topics that we believe are most pertinent for institutional investors. Please note that this podcast is for information purposes only and does not constitute any type of investment or actuarial advice. For more information and all of the usual disclaimers, please see our website at hyman's.co.uk/insights. I'm delighted to be joined today by Sanjay Yoshi from Hyman's Robertson and Catherine Howough from Share Action. We'll be discussing shareholder influence and engagement. Studio Bavassets is crucial for asset owners to exert their influence in help create positive change through the investments that they hold. Whilst we have talked a little bit about how there's been some pushback on environmental social and governance issues in the industry and indeed more broadly, this only reiterates the importance of stewardship. Ensuring investors take positive practical actions to achieve sustainable outcomes over the long term for individuals and societies a whole is still absolutely crucial. Today we'll be talking about the importance of stewardship, especially in the face of such issues as dual-class share structures of recent large public offerings, such as the likes of SpaceX, ESG backsliding and the pensions landscape changing and consolidating, all of which may to make investors feel like influence is harder to exercise. So all completely relevant stuff and hopefully super interesting. On that note then, welcome aboard Catherine and Sanjay and we'll kick off with our usual introductions. Catherine, if I come to you first. Yeah, thank you Amy. Long need to be on your podcast. I'm Catherine Denauer, Chief Executive of Share Action and I've been at Share Action, gosh, almost a couple of decades. The organisation is focused on trying to ensure that institutional investors particularly pension funds looking after millions of people's long-term savings are showing up in the capital markets as responsible engaged active owners, ensuring that companies are building wealth sustainably in ways that are positive both for financial returns and in other ways for pension savers and another end investors. And Sanjay over to you. Hi everyone, my name Sanjay. I'm a responsible investment consultant at Iman's Robertson. My main areas of interest are impact investing. I also lead our programme called Hyman's Engage, which is the mechanism through which we engage with asset managers, the thing that's most relevant to today's conversation. And I've also got a handful of other interests, including AI, which are also pop up today and climate scenario modelling. Yes, and AI is definitely going to be something we talk about in a lot more detail, probably on its own podcast at some point soon, so keep your ear to the ground on that one. So to start us off on the chat today, why stewardship, why now and what kind of evolution have we seen in this space over recent years? Catherine, would you like to get us? Sure, I think stewardship has always been extremely important because it's really about protecting people's assets and ensuring that companies are shown up in positive ways across the economy and managing risks, not just companies specific risks, but also their contribution to kind of growing macro and systemic risks, things like biodiversity loss or public health. So it's always been important and actually a very long period that we've been in the space and really advocating stewardship. We saw very positive trends across educational and investment community, large asset managers and their asset owner clients, driving more engagement with corporate boards, using the voting rights and other tools that are available to share with us in particular, but actually a bit to bondholders too. To encourage really kind of sustainable, robust, good governance of the funds themselves and of their management of social and environmental considerations. So that was a really good trend, but it actually began to reverse quite sort of markedly around 2021 and there's a real sense that investors have kind of lost confidence in this area and a real pullback from some of the more ambitious stewardship that we were beginning to see in the markets in the sort of 2018 to 2021 period, which I think was very positive. Some of it may have gone a little bit too far, but largely really good and engaged. And that's a real problem because from our perspective, we think that particularly in a world of automatic enrollment and millions more people have income independence, it's incredibly important that their fiduciaries in the investment system are acting in a constructive way and wear appropriate challenging companies to operate in ways that really differ best outcomes and serve the best interests of those fairly voiceless individuals whose capital is entrusted to others. So yeah, it's a bit of a concern. We are worried about the current trend. On the plus side, we're seeing more and more UK asset owners kind of beginning to question that really, I think, challenge some of the fund managers that have shown more of a retreat from ambition in this area. And in some cases actually take mandates away from managers that are poor on stewardship and allocate them to asset managers that are doing the job as students and really can show their track record of impact and outcomes in the dialogue and engagement that they have with industry firms. And Sanjay, anything to add to that? I think that's similar to what we've been seeing as well with what we do with our clients. Yeah, I mean some good points there from Catherine. I guess a couple of things I'd add. One is that around systemic risks as a particularly strong driver to my mind for the importance of stewardship. And then the other one about is there still hope after stewardship appears to have been watered down? On this point about systemic risks, I really think that in a world where your investment returns are arguably at least 75% driven by beta, by what happens in the market as a whole. If we spend all of our effort on strategic asset allocation, which drives returns for about 20% or on stock picking, which is about 5% returns at best, then we're allocating our effort in the wrong places. And so then it raises the question, how can you influence beta to the extent you can do it at all? And there is some evidence to suggest that stewardship is one of the mechanisms for doing that. So for any asset owners out there who are saying, look, maybe I don't need to focus so much on the stewardship stuff. I can just focus on the strategic asset allocation and I'm good. I'm going to challenge that a little bit and say stewardship is actually an important part of your toolkit. Another thing that I hear coming on to my second point is, well, you know, I was very interested in stewardship a little while ago, but now I just feel like with all of the ESG backlash, my asset managers are going to be less effective and therefore maybe there's nothing that I can do about it. A couple of things I'd say, first of all, if you think that's happening, please tell your asset managers that you're concerned about this and this is part of your stewardship. It's part of your engagement. It is a good thing to do. And I guess another thing is there's an expression of our asset managers now so toothless that they can in fact not really be effective as stewards at all. And maybe we should just give up hope. I would argue that the answer to that is no, do not give up hope. We did an exercise at the start of this year where we went around the asset managers in our in our list. So that's about 100 asset managers and we asked them, could you give an example of the engagement that you've done over the last year that you consider to be the most effective. And so, you know, we've got an article about that. We don't have time for me to go into it in a lot of detail, but I'm going to cut to the what I think is the answer to this. I do think that if you look at that, we are seeing asset managers being on the whole somewhat less effective. Like, you know, there has been an effect of all that's happened in the market over the last year or so. There's made us a man just less effective, but all hope is not lost. There is still some good stuff happening. And that very much rings true of a lot of the work we've been doing, a lot of the things we've been saying we've been banging the drum a bit about understanding what asset managers are doing on your behalf. There are much still a conversation that needs to be having. And just on that point actually, you mentioned the article, all of the relevant articles and things that we talk about today will add into the show notes as useful, whether it's out or not or I don't know. But if it's not out yet, then keep your eyes peeled. Turning to votes escalation directors, then, is that something that is obviously then one of the tools in the toolbox of stewardship, understanding how and when stewardship comes meaningful. So, next question is how high a priority should investors and asset owners play some votes against directors compared with shareholder resolutions? And perhaps also, we could touch on how important our votes compared to other parts of the engagement escalation process. Catherine, if I bring that to you first. Sure, I think that it's very great for to consider votes against directors. as an important part of your Stewardship Toolkit, shareholder resolutions are exceptionally rare, certainly in UK listed companies are virtually numb, and even in the wider global marketplace for kind of investors that have a diversified global expertise exposure, there are so few markets where shareholder resolutions are widely used. The US is one, they've been falling in number, quite rapidly over there. So that then leaves you asking, well what tools have I got for a given company in a given year? And the obvious ones are the folks that sit on the AGM ballot, and very important and probably are the ones to re-elect or elect individual directors to the board. And as people will probably be aware, most board directors get voted in with an extraordinarily high level of support, 99% and above, it's very, very common. And even a small act of challenge by an individual investors vote against a given director can often catalyze a very constructive conversation. I know it tends to be seen as some kind of drastic measure, but the fact is there are actually quite few voting tools and Stewardship tools, and this is one of the ones that is available for free every year if you are an ecti-owner. Both are publicly listed, or actually privately held assets, there will be sometimes less frequently, there will be a director election as an appointments where shareholders can exert influence. So our experience has mostly been around the use of shareholder resolutions, but they're very cumbersome and logistically burdensome tool to use. And it's almost unheard of for institutional investors in the UK to coordinate that. It's generally left organizations like mine, and I'm a not-for-profit organization. So we need to use the tools that are available. Our experience this very ADM season, 2026, is that we encouraged institutional investors in UK listed banks and other banks and other jurisdictions, actually, to use votes against directors where banks had materially weakened their approach to climate risk management and their approach to the transition. And one bank, I mean, this is all in the public arena, but one bank where we had noticed a real shift and we were concerned about it was network switch hadn't that had been a real leader amongst UK listed banks around the transition and why not. And the vote against the chair tripled from around two percent to around seven and a half eight. So that had bounced the investors who were part of that initiative into an extremely constructive dialogue with the bank and the chairman himself. And I would say it's really good evidence that these are, first of all, tools that really generate traction and really do drive the kind of dialogue that you might be missing. And you can want to talk to a company but it's got to choose to want to talk to you. That isn't always the case. A vote against the director will tend to trigger a desire on the company to understand why and then often a really constructive and positive dialogue. So it's a good tool, it's underused and it should absolutely be part of every serious institutional investors to do a toolkit. - Sanjay, agree or? - Yeah, I mean, absolutely. I certainly say that this is something that we've seen in our experience as well. And so in comparing these two options that we've got the votes on resolutions and we've got those against directors, votes on resolutions is complicated because resolutions vary in quality. And so as an asset owner, if you're looking across all of the resolutions that are out there, you don't want to sort of crude, I just want my asset managers to vote in favor of every resolution because in fact, some of those resolutions are just not necessarily very good or very helpful. And so it becomes quite hard for you to sift through all of those and work out which are the ones that I actually want to want my asset managers to be sporting or not supporting. And also, where it's a good resolution and one that you do want to support, it might not be a top priority, it might not be the most effective thing and helping you to achieve your overarching goals as an asset owner. Whereas when it comes to votes against directors, in contradiction to the votes against resolutions, it is something that moves the dial much more in your ability to actually engage with that company. So yeah, I mean, very much in agreement with that and really welcome the stuff that Chair Action's been doing recently with the banks, the example that you just gave to Catherine, really powerful one. If I maybe introduce a slightly challenging question here to spice up this podcast a little bit, I do hear a lot of people when I speak to them in the market about Chair Action, what they see from Chair Action is a lot of the focus on the resolutions and they didn't see Chair Action as being doing much on the votes against directors. And so I guess I'm wondering, are you helping to direct focus more on the resolutions rather than the votes against directors and is that what you want to see happen and is that desirable? - There's always going to be a space for the occasional shareholder proposal. In fact, I think they should be more widely used. It's disappointing that we're one of the few organizations that actually don't have anything about getting one of the ballot effort. And there are a small number of others, but I mean, you'd be high-press to find a hymen's fire that has filed certainly coordinated a shareholder resolution. So that's not a good situation. It shouldn't be left to nonprofit organizations. It should absolutely be significant institutional asset owners that they're using these tools. But they are really difficult under the Companies Act. So it's incredibly important that we use other tools. And we recently put out a really good piece on bondholder stewardship. It's actually super important that when allocating capital and new capital to companies through a fresh bond issuer, that investors are signaling the kind of things they want to see companies do to be managing those system level risks. So I think there are a variety of tools and a healthy stewardship ecosystem is one in which all the tools are in use. - Just to echo what Catherine's just said there, I think it's really important that we don't neglect bond stewardship. I think we as a finance community have tended to do that. We've tended to focus a lot on equities. But actually, fixed income or bonds in general have got great stewardship potential. There's an inbuilt right to demand a meeting from with management, which isn't necessarily guaranteed with equities. And there's a lot of other tools in your toolkit as a bond, engage or steward, which are really powerful and really effective, as well as a very important point that Catherine made about the fact that bond are typically not perpetual and so you're going back to the market which gives you really powerful leverage over the company to enable better outcomes. So this is one of the many things I'd love listeners to take away from this podcast. - And now onto something else that I know you look and something that you teased a little bit earlier. Moving on to the likes of IPAs from SpaceX and other tech firms. So a lot of these companies are going public with a dual-class share structure, which in layman's terms is where public investors hold class A shares, which have limited voting power, whilst the likes of Elon Musk and insiders hold class B shares with super voting rights ensuring concentrated control. So what does this mean for policy advocacy and/or collaboration? Sanjay, I will come to you first 'cause I know you have lots to say on this and you certainly should share a lot on LinkedIn as well, which is all really interesting to read. So anybody on LinkedIn that gives Sanjay a follow 'cause there's lots of this stuff on there, over to you. - Thanks Amy. I think that AI has the potential to be a big deal. At the time we're recording this podcast, you've recently had a rather scary incident where an AI escaped from its sandbox and hacked another company in an act that would be a felony if a human did it. So I think we should be concerned about this. And if this happened and you were an investor in open AI, I think you'd have a few questions. You'd be wanting to know what's the risk management considerations here and you want to ask questions about transparency and all sorts of things. At the moment, you probably aren't going to be able to ask those questions because you're not an investor in open AI, but imagine that we're looking ahead maybe a year or so and IPO has happened. You probably still won't have that access because of these dual class share structures. Now we don't know for sure that they're definitely gonna happen but every sign indicates that they will. If you ask your asset manager right now, what are you doing about this? Then, well, you'll get mixed responses. Some of them are taking good actions. Quite a few of them are not. Quite a few of them are saying, well, you know, this company's not part of my universe yet. So I'm not going to take any action. But of course, this is a huge problem because if you wait until the company has listed, then it's too late. The whole point of dual class share structures is that they block out normal institutional investors like the people that is into this podcast and give all of the power to a small number of individuals likely in Silicon Valley in this case. And that's exactly the thing that we don't want to see happen. So. I would love to see people taking action right now before it's too late to make sure that we don't get into this bad governance scenario. And these sorts of actions can include things like the asing with ICV, the investor coalition for equal votes, engaging with your asset manager, and maybe taking things further to engage with the companies themselves and before it's too late. Catherine, what are your thoughts then on the dual-class share structure and SpaceX and anything that we should be doing engagement and voting wise in advance of this happening? As much as voting can happen, that's suppose. And before Catherine says that, I just want to make sure that the list is clear. I know that SpaceX is a very high profile example here, but that one's already happened. And so the focus for asset owners is not on SpaceX because it is too late for that one now, but rather on forthcoming ones like anthropic and open AI. Absolutely. So yes, should have been clear. So I would say that this is a super important matter and that fiduciary investors who act on the half of others, I think have a real obligation to understand whether they got appropriate tools to manage risks and engage with corporate boards where things can blow up and go wrong. And I'm deeply concerned by the trend in the United States, but it's unfortunately growing and alive and well over here as well. Not an area, I would endorse the FCA's approach incidentally. I think the case has been made by various companies that really kind of help get you to market up and running if we allow this on the basis that there is a very dynamic US market for IPOs of companies with these really problematic share structures, but it's deeply undemocratic and it reduces protections. And I think for individual retail investors that want to take that risk fine, I've got real questions around fiduciary investors that make decisions on other people's behalf, not asking tougher questions about whether the controls are in place to have a robust dialogue with corporate boards. And I think as the whole institutional investment and pensions world move more into private assets, these questions are regularly pertinent on that side of the market as well, particularly where things may move out of private markets into public invested space. It's just super important that institutional asset owners are on the ball, having the dialogue as Sanjay was saying with private firms ahead of potential IPO. And even as private investors to ensure that they have the voting rights they need on the private market side of things as well. So I think, unfortunately, we will see over time chickens come home to roast their firms where these structures are in place. And I think actually pension fund members would be well in their rights to really challenge retrospectively. It's not like people weren't saying these are risks, these are real concerns. And I know it's tempting and exciting to be buying into firms that you think are going to have huge upside and generate really speedy return, but financial return. But you know, markets can move. Companies fortunes can change. And these are protections you have in place for rainy days. Absolutely. Robust governance is so important before the kind of the investment process even begins almost. So that's very valid. And as I said, we'll definitely almost certainly have an AI podcast explicitly to talk a little bit more about that in more detail. And so Sanjay, I'm sure you'll get to talk loads more about this as well when when and as and when that happens. So I suppose kind of very much tied into that linking to how influence and ability to vote may seem to be becoming more limited. Both fire mechanisms such as dual class shares as well as the pooling baskets which we're seeing, which we're seeing a lot of in the pension's landscape at the moment. How important is it for pension scheme members to continue to have a voice on strategic priorities and is direct voting on resolutions the right way to think about that. Catherine, if I come to you first on this, now I don't think it is. It's very impractical to imagine that regular pension sabers will want to exercise or be capable of exercising well judged, voting decisions for individual stocks held by their pension fund. Where I think there's a real case to be made is around the governance of those pension schemes themselves. So, you know, if you vote for your MP, you expect them to vote in Parliament on your behalf, but you should have a vote and people fought long and hard to get one centri-ego to ensure that, you know, if you pay your taxes and you're a citizen of a political community, you get the chance to vote in and out. People that then will represent you and cast votes on your behalf in Parliament. And I do actually think that the capital markets are a bit similar and actually in the corporate sphere, that's true. If you buy shares in a company, you get to elect directors or vote them off when you talk about that earlier. But most people are owned capital through intermediaries, pension fund for Jewish reason, and other institutional investors. And I think we should really focus on how the members, a pension scheme members have a voice in that, particularly in a DC world where people bear investment risk. I think we can understand why in a DB world where the sponsor stands behind the guaranteed pay-out of pensions in old age, you know, necessarily get to vote and your fiduciaries are. But it's a really interesting question in a DC landscape because you bear all the investment risk. People make decisions on your behalf. You've got very, very limited mechanisms to have any kind of engagement with them. And as we see consolidation across the pension scheme landscape, you've got this very small number of master trusts and a very small number of individuals sitting on their boards who exercise extraordinary power, particularly in terms of the choices they make about which managers to use and then in turn, the oversight of the manager's use of stewardship rights on behalf of that scheme. And I just think it's, this is an issue that's going to really start emerging, which is, do we have in a world of highly consolidated pension funds, the governance that would really build confidence and legitimacy amongst the wider investing public who pay into a pensions scheme every month? And in a world, you know, since automatic enrollment came in, we've had really pretty buoyant financial markets. So, you know, people's pension pots have been growing a lot faster than their earnings, but if we've got a market correction, you can imagine a world where people had a lot of questions to ask and they've got very few mechanisms and memes through which to do so at present. Great, Sundry, anything to add to that from our perspective? I mean, I really actually like to hear Katherine talk a little bit more about the Nest Member Assembly, which has been, you know, topic on the, on the lips of many people, you know, we just a bit about what it is, but also how you feel it went and how, how positive or otherwise do you feel about that process? Oh, Nest is for the largest pension scheme in the UK by membership, a creature of the 2008 pensions act that created automatic enrollment and created this scheme that would take on a heavy universal obligation to take on all employers, whether that was profit in business or not. And so, Nest is huge and has this base of members who in many ways are hugely benefiting from the fact that they put money away and they're getting, you know, really solid investment returns, which will hopefully see them through into their old age. But it's such a large scheme. It's difficult for the board to be really kind of connected to and this is true for all large multi employer schemes. It's not a mess issue uniquely difficult to be connected to the members. So what Nest has done which I think is super, super interesting is commission and members assembly selecting 50 people from the Nest Membership, who were representative quite perfectly of the wider 14 million members and bring them together for four days of deliberation exchange and learning asking the question, what helped the members were answering the question, how should Nest invest in the best interests of members? And it really highlighted, for example, the huge appetite that members of Nest have for domestic investment, but also for, you know, companies to behave in a responsible way. So a very endorsing of responsible investment practice Nest is strong that area. But, you know, not everything was completely intuitive. Now obviously it's still the trusty's duty to then make decisions and decide how to invest for Nest members. But I think that those decisions are better made, where you've really got a source of intelligence that's come up from the membership base, who bear the investment risk, whose assets these are, health and trust by the scheme board. And I think Nest will make better decisions as a good long term as a result of having done that exercise and also ultimately be more trusted under pressure, having done that missing. And are there any immediate changes, or is it too soon to say? The Nest board is going to in the autumn of this year, 2026. feel, how it's responded to the recommendations that were made. And I have every expectation that the board will sort of take account of some, probably choose to reject others. I think that's fine. I think it's really important that trustees retain that discretion. But I also really like that having done the listening, the board will be accountable about what it's taken on board, why explain the rationale and hopefully you really show that it's listening and responding. I mean, this to my mind is super exciting because I know that we as a sector have grappled with the problem of member engagement for a long time. And our best tool up until now has been something like send a survey out to your members. And this has been a really very underwhelming mechanism for solving this problem. So this is, this is very exciting. But I guess it's probably also a costly one. Is that fair? Yeah, I think it is extensive to do it well. Then of course, you know, running general elections or anything in the governance space is not without cost, but it's a cost that actually makes the system more resilient and robust. And I don't expect that next or any other scheme will do this very often, maybe every three years. And I also do think there's a lot of good sense in bringing schemes together who have relatively similar type of membership profile to share the cost of an exercise like now. And then have that fed back to boards of several schemes. So we talked earlier about the power of collaboration in stewardship. And I think this is another area where collaboration really makes sense to share the costs and then also having secured information. Then as different schemes to be able to opt, you know, opt on those in a coordinated collaborative way would also really make a whole lot of sense. And I guess in other couple of questions, were the members remunerated for their time? And there are. And also was there training and education provided as part of the process? Yes, there was fantastic training and education. So really the whole first half of the four days were spent like really get a key block to speed in with very accessible presentations by a mixture of investment professionals and academics really well selected for their ability to convey quite complex investment know how. And what was really fascinating and impressive is how quickly NEST members got into all that and were then very sophisticated in their discussion of trade-offs and options and and really understood about this particular idea of being an owner and how they wanted NEST to show up as an owner. So I thought that was all very encouraging and I think dispels the idea that this is all just too difficult for ordinary people and it's always best left in hands of expert of course we need expertise in how to market. And there are some really technical areas. But at the end of the day is someone else's money and it's not all completely mysterious. And I think we should put more effort into thinking how do we make this accessible and understandable. And I think that tick your exercise demonstrates that's possible to do. And so this really kind of toilets on one hand I'm super excited about this you know I really really think that as a sector this sounds in many ways so much superior like vastly superior to anything that we've got outside of it as a mechanism for engaging members to inform better decision making. I guess a counter to that is if we've got a group of members who are being influenced inevitably by the training and education that they receive. And also there's a dynamic that's introduced by the fact that they're remunerated which probably influences how they think and how they decide. Then to what extent are we genuinely getting the sort of true independent view as opposed to another exercise that essentially brings about the same views that we already have through the mechanism of those experts who have provided the training and the education. Well I think it's only fair to pay people of modest amount for their time. I agree. On the end you can exercise on behalf of a wide group and they were selected through a random process. So I think it was a very authentic processing terms of who you showed up and it was only fair and appropriate when people given up to me Ken's of their life to cover the costs in a modest way. I mean people were paid very tiny amounts compared to what professional ambassadors get paid for their hourly task on behalf of such people. So yeah I'm going to problem with that. I think it was really well judged in terms of the because if you don't pay you won't get a representative group. I mean people were able to then cover their child care etc. So yeah well done. And to be clear I absolutely agree that it is better to pay those members than not pay them. But yeah it does leave us with this rather tricky problem about what is the best way to get the member input. And I definitely do think this is better than what we have before. But it does raise questions about how do you interpret it and to what extent will we kind of truly get the kind of the full breadth of member opinions. I think I'll probably jump in there. I mean it's just another great point to show how important robust governance is. But just noting that we're probably coming to a close soon I will just ask both our guests today with our usual question of if you had to tell it or suggest any like actions that trustees, assay owners or advisors who may be listening and who want to strengthen their stewardship to do. What should they do next Catherine if I come to you first if that's okay. So I think for assay owners the really critical question is who are your asset managers which managers are choosing and really to make sure that no investment rises and consultants are giving you a very strong picture of the stewardship capabilities on your managers and potential managers so that you are selecting managers and overseeing managers with the insight that comes from really understanding and getting a bit granular about the quality of stewardship delivered by particular managers. And I think it's very encouraging let me begin to see a small but interesting trickle of assay owners choosing to put funds with managers having seen that their existing managers were not strong on stewardship and putting the money elsewhere. That's probably the symbol most important thing that assay owners can do to drive standards stewardship higher across the marketplace. And I agree with what Catherine said and I'd probably even push assay owners to be a bit more demanding still on their investment consultants. My investment consultant colleagues was a sector might not appreciate me saying this but not only should your investment consultants be providing you with good intel and insight about ass managers. I fully agree that they should be doing that but they should also on your behalf be pushing those asset managers to be better and more effective stewards for the assets that you are an asset owner of. One more thing I just want to reiterate this point about these forthcoming IPOs of AI companies. This is a huge opportunity right now. If we don't act now we'll close the door on that opportunity to have good governance. And if AI is anywhere near as big a deal as it's promised to be and that we could be shooting ourselves in the foot big time unless we take action now. Thank you. And I think that leads nicely into my summary today for the end of the episode. Obviously it's still such a fascinating and crucial and ever evolving area and particularly in the face of all the points that we've talked about today. I'm a summary therefore and correct me if I'm wrong is that stewardship starts before you're even a steward sometimes and that's one that we really need to be focusing on. Of course and there were still lots of different tools that you can use to ensure that your voices and by which I mean individual members through to large asset owners themselves can be heard and to create the sustainable long-term outcomes that we were all looking to achieve. So lots of stuff in the toolbox, lots of stuff we've discussed here today and hopefully all super useful and informative to anybody who's listening. If you've got any questions and this is to the listeners now if you've got any questions or on any of the topics covered today please do get in touch with your usual home is consultant to your one of our clients or if easier feel free to drop any of today's presenters an email and I'm sure we would all be happy to pick up the topic with you. As we usually do we will include links to any articles or interesting information that we've mentioned in the show notes accompanying this podcast and this can all be found at home.co.uk/insights. If you've enjoyed today's podcast also don't forget to follow through your smartphone via Apple Podcasts Spotify or Amazon to access any future episodes and lots of other great home and toilets and content and with that all that remains is for me to say a big thank you to our guests today Catherine and Sanjay and of course thank you to all the listeners for joining us all the best and goodbye.

Podcast Summary

Key Points:

  1. Stewardship remains critical for institutional investors to manage systemic risks and ensure sustainable, long-term financial and environmental outcomes.
  2. Despite a recent pullback in ESG engagement, there is still strong evidence of effective stewardship practices, particularly through votes against directors and bondholder actions.
  3. Votes against directors are a powerful, underused tool that can trigger constructive dialogue with companies, especially when they have weakened climate or governance policies.
  4. Dual-class share structures in AI and tech firms like SpaceX and OpenAI concentrate control in a few hands, undermining democratic investor influence and requiring proactive engagement before IPOs.
  5. Pension scheme consolidation reduces member voice, making governance reforms like the Nest Member Assembly essential to ensure transparency and accountability.
  6. Institutional asset owners must actively evaluate and challenge their asset managers’ stewardship capabilities, shifting toward managers with proven track records.
  7. Bondholder stewardship is underemphasized but holds significant potential due to stronger leverage, mandatory meetings, and finite maturity timelines.
  8. Collaborative, member-driven initiatives such as Nest’s Member Assembly offer a more effective and transparent way to engage members and improve decision-making.

Summary:

Stewardship is a vital component of institutional investment, especially in an era of growing systemic risks and corporate governance challenges. Despite recent setbacks in ESG engagement, the podcast highlights that effective stewardship—particularly through votes against directors and bondholder actions—remains a powerful tool for driving change. It emphasizes that institutional investors must actively assess and challenge their asset managers’ stewardship practices, with a growing trend of asset owners shifting funds to more responsible managers.

The rise of dual-class share structures in AI firms like OpenAI and SpaceX poses a serious threat to democratic investor influence, necessitating pre-IPO engagement and advocacy. Additionally, the consolidation of pension schemes has reduced member voices, making governance reforms like the Nest Member Assembly critical. These initiatives, which allow members to directly influence investment decisions through education and deliberation, offer a more transparent, inclusive, and accountable alternative to traditional methods.

The podcast concludes that stewardship must begin before investment and that a diversified toolkit—combining shareholder votes, bondholder engagement, and member participation—is essential for achieving sustainable, long-term outcomes. It calls on investors, trustees, and advisors to take action now, especially in emerging tech and AI spaces, to ensure robust governance and protect the interests of all stakeholders.

FAQs

Stewardship refers to investors using their voting rights and engagement tools to influence companies' decisions, ensuring sustainable, responsible, and long-term outcomes that benefit both financial returns and society.

Systemic risks like climate change and biodiversity loss, along with growing investor concerns about corporate governance, have highlighted the need for active stewardship to protect long-term financial and societal stability.

A vote against a director can trigger a constructive dialogue, especially when the director has weakened climate or governance practices. This tool is underused but effective in prompting meaningful engagement from companies.

Bondholders have strong stewardship tools, including the right to demand meetings and influence capital allocation. Unlike equities, bonds offer leverage through short-term maturities and provide a critical voice in governance.

These structures concentrate voting power in a few individuals, limiting institutional investors' influence and creating undemocratic governance. This poses a significant risk to robust oversight and accountability.

Mechanisms like the Nest Member Assembly allow members to engage directly, discuss responsible investing, and influence decisions through representative deliberations, improving transparency and trust.

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