French Monetary and Financial Code
In forceI.-The shareholder engagement policy referred to in I of Article L. 533-22 describes the way in which the following elements in particular are ensured:
1° Monitoring of strategy, financial and non-financial performance, risks, capital structure, social and environmental impact and corporate governance;
2° Dialogue with the companies held;
3° Exercise of voting rights and other rights attached to shares;
4° Cooperation with other shareholders;
5° Communication with relevant stakeholders;
6° Prevention and management of actual or potential conflicts of interest in relation to their involvement.
One or more of these items of information may be omitted from the shareholder engagement policy if the reasons for their omission are given.
As part of their shareholder engagement policy, portfolio management companies shall exercise the rights attached to the securities held by the UCITS and AIFs covered by paragraphs 1, 2 and 6 of sub-section 2, paragraph 2 or sub-paragraph 1 of paragraph 1 of sub-section 3, or sub-section 4 of Section 2 of Chapter IV of Title I of Book II of this Code which they manage in the exclusive interest of the shareholders or unit-holders of these UCITS and AIFs.
II.The annual report on the implementation of the shareholder engagement policy mentioned in I of Article L. 533-22 shall include in particular
1° A general description of the manner in which voting rights were exercised;
2° An explanation of the choices made with regard to the most important votes;
3° Information on any use of services provided by voting advisors;
4° The nature of votes cast at general meetings, with the possibility of excluding votes that are insignificant due to their purpose or the size of the shareholding in the company;
One or more of these items of information may be omitted from the annual report if the reasons for their omission are given.
III -The shareholder engagement policy and its annual report are made available to the public free of charge on the websites of the companies concerned.
IV-The legislative and regulatory provisions governing conflicts of interest in companies to which Article L. 533-22 applies also apply to the drafting and implementation of the shareholder engagement policy.
