| Company Name | Matter voted on | Vote direction recommended by Company | Vote direction taken | Voter Rationale | Outcome of vote |
|---|---|---|---|---|---|
| Unilever Plc: Consumer Goods | Environment: Approve Climate Transition Action Plan | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of Say on Climate votes. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focused on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. | Pass |
| Aviva Plc: Insurance | Environment: Approve Climate-Related Financial Disclosure | For | Abstain | While we welcome the intention to increase climate related transparency and accountability, we have reservations about the implications of Say on Climate votes. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focused on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. | Pass |
| HSBC Holdings Plc: Banking | Social: Instruct the Board to Align Pension Inequality with their Commitment to Reduce the Gender Pay Gap, by Removing the Impact of State Deduction from the Members of the Post 1974 Midland Section of the HSBC Bank (UK) Pension Scheme | Against | Against | Shareholder Proposal. We have discussed the issue with the bank who have advised that it has taken several steps to both engage with and reach agreement with the proponent. The resolution is overly prescriptive and restricts and binds the bank to a specific course of action. A vote against is warranted. | Fail |
| Shell Plc: Energy | Environment: Advise Shell to Align its Medium-Term Emissions Reduction Targets Covering the Greenhouse Gas (GHG) Emissions of the Use of its Energy Products (Scope 3) with the Goal of the Paris Climate Agreement | Against | Against | Shareholder Proposal. Aberdeen frequently engages with Shell as part of a dedicated engagement programme and has established milestones for the company concerning climate. We acknowledge positive steps taken by the company, for example in relation to significant near-term investment in low carbon energy solutions. However, we note the changes to the company’s climate strategy and targets that were announced at its 2024 Annual ESG Update. Amendment of targets can erode investor confidence and we will make this a key issue for future engagement. We remain concerned that the resolution may not result in real-world emissions reduction and could have other unintended consequences. We have therefore opted to vote against the resolution but will continue our engagement with the company and could take voting action in future. | Fail |
| Empiric Student Property PLC: Student Accommodation | Environment, Social and Governance: Approve the Company's Future ESG Commitments | For | Abstain | While we welcome the intention to increase sustainability and climate-related transparency and accountability, we have reservations about the implications of the proposed recurring advisory vote. We are of the view that presenting sustainability and climate strategy as a standalone annual voting item risks diminishing both the integration in overall corporate strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality sustainability and climate disclosure is through a combination of targeted engagement and voting. We have therefore chosen to abstain on this resolution. | Pass |
| Essentra Plc: Component Manufacturer | Environment: Approve Climate Transition Action Plan | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of votes on climate strategy. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions. | Pass |
| Glencore Plc: Mining | Environment: Approve 2024-2026 Climate Action Transition Plan | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of proposals concerning climate strategy. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focused on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. Glencore falls into scope of our dedicated engagement programme concerning climate change, for which we have set engagement milestones. | Pass |
| National Grid Plc: Electricity and Gas | Environment: Approve Climate Transition Plan | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of climate votes relating to corporate strategy. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focussed on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. | Pass |
| Pennon Group Plc: Water and Waste | Environment: Approve Climate-Related Financial Disclosures | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of Say on Climate votes. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focussed on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. | Pass |
| Governance: Approve Remuneration Report | For | Against | We have reservations that the new CFO was appointed on a salary which was 47% higher than his predecessor, with a subsequent increase proposed for the upcoming year. While the salary may have been necessary to facilitate his recruitment, we have concerns regarding the positioning when comparing to sector peers of a larger size. In respect of broader remuneration outcomes, we welcome the decision to reduce bonus awards to nil in view of controversies including the parasite outbreak. | Pass | |
| Ninety One Plc: Investment Firm | Environment: Approve Climate Strategy | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of Say on Climate votes. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focussed on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. | Pass |
| Oxford Instruments Plc: Scientific Instrumentation | Governance: Approve Remuneration Report | For | For | Prior to voting we engaged with the Chair of the Remuneration Committee to discuss the Long-Term Incentive(LTI) targets as the EPS and ROCE ranges had been decreased from previous levels. We also sought more detail around the sustainability metrics. We were provided with sufficient rationale around the adjustment to the financial targets, and were satisfied with explanations on the amendment to the carbon reduction metric and the decision not to adjust the targets related to females in management. Following consideration we were comfortable to support the Remuneration Report however we will review the targets set for next year’s LTI as we understand the reduction in ranges is one-off. | Pass |
| Cranswick Plc: Food Producer | Governance: Approve Remuneration Policy | For | For | The company consulted us on the proposed Remuneration Policy and we engaged to exchange views. Following revisions to initial proposals we were comfortable to support. | Pass |
| Bytes Technology Group Plc: IT | Governance: Accept Financial Statements and Statutory Reports | For | For | We voted in favour of this proposal despite the controversy surrounding former CEO Neil Murphy’s unauthorised trading. During engagement with the company, we encouraged them to carry out an external investigation, the findings of which have been publicly reported. | Pass |
| Harbour Energy Plc: Oil and Gas | Governance: Approve Proposed Acquisition of Target Portfolio | For | For | We are supportive of the transaction. | Pass |
| Governance: Authorise Issue of Equity in Connection with the Acquisition | For | For | We are supportive of the transaction. | Pass | |
| CMC Markets Plc: CMC Online Trading | Governance: Re-elect James Richards as Director | For | For | Board gender diversity is not in line with our expectations however we recognise that this is due to the departure of Susanne Chishti at the AGM. We will monitor diversity in succession planning, noting that it is anticipated Mr Richards will himself step down at the 2025 AGM. | Pass |
| SSE Plc: Energy and Utilities Provider | Governance: Approve Remuneration Report | For | For | SSE has aligned its executive pension contributions in sufficient degree to those of the broader workforce, which had been a key consideration informing our previous votes against the remuneration policy. | Pass |
| Environment: Approve Net Zero Transition Report | For | Abstain | While we welcome the intention to increase climate-related transparency and accountability, we have reservations about the implications of climate votes relating to corporate strategy. We are of the view that presenting climate strategy as a standalone voting item risks diminishing both the integration of climate in strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality climate disclosure is through a combination of targeted engagement and voting on conventional resolutions, focussed on our highest financed emitters and companies we identify as climate laggards. We have therefore chosen to abstain on this resolution. | Pass | |
| Intermediate Capital Group Plc: Investment Firm | Governance: Approve Remuneration Report | For | For | The remuneration policy increase reflects the move into the FTSE 100, is approximately in-line with peers, and vests over a 3-5 year horizon. | Pass |
| Dr. Martens Plc: Footwear Company | Governance: Approve Remuneration Policy | For | For | The remuneration policy is broadly unchanged and we are comfortable to support. | Pass |
| Governance: Approve Remuneration Report | For | For | We note that the 2024 Long-Term Incentive (LTI) grants and targets are not yet finalised. While we would prefer to have this detail at the time of voting, we are comfortable to review the full disclosure that will be included in next year’s Annual Report. We note for 2023 the decision to reduce the normal LTI grant to reflect a lower share price, and the discretion used to waive any bonus due. | Pass | |
| Vodafone Group Plc: Telecomms | Governance: Approve Remuneration Report | For | For | Upon inspection the Annual Report does show the exact metrics on which the Long-Term Incentive Payment vesting is based, so we suspect that this could be a data error. | Pass |
| Intermediate Capital Group Plc: Investment Firm | Governance: Re-elect William Rucker as Director | For | For | We note that following the AGM the board will not meet the FCA’s diversity requirements. In respect of gender diversity the board had met the target of 40% female membership in early 2024, however following the retirement of Amy Schioldager at the AGM this will drop to one third. We will monitor progress to strengthen the gender diversity of the board following her departure. While there is no director from an ethnic minority background we are mindful that the board anticipate an appointment shortly. In view of the reason for the reduction in gender diversity and the commitment regarding ethnic diversity we are comfortable to support the re-appointment of the Nomination Committee Chair. | Pass |
| Fuller, Smith & Turner Plc: Brewery | Governance: Approve Remuneration Report | For | Against | We were not supportive of the Recovery Long-Term Incentive Payment and for consistency are note supportive of the committees use of its discretion to allow part of it to vest. | Pass |
| The British Land Co. Plc: Real Estate | Governance: Approve Remuneration Report | For | For | While the company has not confirmed the specific award level for the Long Term Incentive, we note that targets are disclosed up front and the award will not be more than 250% of salary. | Pass |
| Molten Ventures Plc: Venture Capital | Governance: Approve Remuneration Report | For | For | Whilst the rights issue was dilutive (circa 10%) it materially reduced the downside risks of low liquidity for the group and increased the ability to invest at a likely attractive point in the cycle. The success or otherwise will likely not emerge for some years, but in the short term we supported the deal and have seen the share price rise strongly since. As such, it does not seem appropriate to penalise management for conducting the raise. | Pass |
| Company Name | Matter voted on | Vote direction recommended by Company | Vote direction taken | Voter Rationale | Outcome of vote |
|---|---|---|---|---|---|
| Deere & Company: Agricultural Machinery Manufacturer | Environment: Report on GHG Reduction Policies and Their Impact on Revenue Generation | Against | Against | Shareholder proposal. Deere & Company’s climate policy appears to be robust and in line with Task Force on Climate-related Financial Disclosure (TCFD) recommendations including board oversight, metrics and targets. The company certified its emissions targets with the Science Based Targets Initiative in October 2022 in line with a 1.5 Degrees pathway, which address the full scope of the company’s emissions. Considering the company’s sufficient disclosures and approach, a vote against is warranted at this time. | Fail |
| Autodesk, Inc.: Design and Engineering Software | Governance: Advisory Vote to Ratify Named Executive Officers’ Compensation | For | Against | We have engaged with Autodesk regarding the remuneration policy where we believe it could be enhanced. We prefer a simple Long-Term Incentive Payment (LTIP) structure. We asked for them to move away from their multi-year performance periods for the LTIP (1, 2 & 3 years) and have only one 3-year performance period. They would need to remove their current three annual award grants and just have one three year award grant. Ideally this new scheme would have financial Key Performance Indicators (KPI) that were different from the annual bonus scheme. We would want to see the financial KPI targets in advance of the performance period to show how much is achieved for threshold, target and maximum performance. These changes would mitigate any impact from the current issues where Free Cash Flow (FCF) was increased for one year and decreased for another, which under the current scheme could have given a better pay-out on a 1 year basis but if using a 3 year performance period would be irrelevant. Companies usually push back on the up front disclosure of targets on a confidentiality basis but disclosing a revenue or FCF is not commercially sensitive. | Pass |
| Governance: Provide Right to Call a Special Meeting | Against | For | Shareholder Proposal: A vote For this proposal is warranted as the right to call special meetings at a 15 percent ownership threshold would enhance shareholders rights. | Pass | |
| SSE Plc: UK Energy and Utilities Provider | Governance: Approve Remuneration Report | For | For | SSE has aligned its executive pension contributions in sufficient degree to those of the broader workforce, which had been a key consideration informing our previous votes against the remuneration policy. | Pass |
| Environment, Social and Governance: Approve the Company's Future ESG Commitments | For | Abstain | While we welcome the intention to increase sustainability and climate-related transparency and accountability, we have reservations about the implications of the proposed recurring advisory vote. We are of the view that presenting sustainability and climate strategy as a standalone annual voting item risks diminishing both the integration in overall corporate strategy and the direct responsibility and accountability of the board and individual directors. Should this resolution be approved, it may limit the scope for subsequent challenge. We believe that the most effective means for Aberdeen to encourage high-quality sustainability and climate disclosure is through a combination of targeted engagement and voting. We have therefore chosen to abstain on this resolution. | Pass | |
| Microsoft: Technology and Software Company | Social: Report on Risks of Weapons Development | Against | Against | Shareholder Proposal: The company has clearly set out the mechanisms it has in place to ensure the appropriate oversight of its exposure to the defence sector and related risks. The company has also publicly disclosed its approach to the sector in both its corporate reporting and Form 10-K. This disclosure provides sufficient information to investors on the company’s approach to both financial and reputational risk. Considering existing reporting standards, the resolution is onerous and a vote against is warranted. | Fail |
| Governance: Assess and Report on Investing in Bitcoin | Against | Against | Shareholder Proposal: There are no clear indicators that the company has not considered or appropriately applied diversification measures. In light of this a vote against is warranted. | Fail | |
| Social: Report on Risks of Operating in Countries with Significant Human Rights Concerns | Against | Against | Shareholder Proposal: This is the second consecutive year Microsoft received this proposal, which Aberdeen did not support at the 2023 Annual General Meeting. As Microsoft is a multinational organisation, its global infrastructure presence in cloud computing is key to be able to operate in global locations. The company is a signatory to the ‘Trusted Cloud Principles’ initiative and conducts independent third party reviews concerning new expansions in high risk areas guided by the ‘UN Guiding Principles on Business and Human Rights’. As the company appears to be well-placed to manage operational risk in different geographies, a vote against is therefore warranted. | Fail | |
| Social and Environment: Report on Risks of Using Artificial Intelligence and Machine Learning Tools for Oil and Gas Development and Production | Against | Against | Shareholder Proposal: Microsoft has set sufficient emissions reduction goals and strategy to reduce emissions across its value chain. In FY23, Scope 1 and 2 decreased by 6.3% while Scope 3 emissions grew by 30.9%, however this was largely due to the construction of additional datacentres. Microsoft has also laid out several “Energy Principles” for doing customised business with energy companies, which includes the requirement of those companies to have a target for operational emissions. The company is taking adequate steps to address the risk associated with the sales of advantages technological solutions which may be linked with facilitating oil and gas development. A vote against this proposal is warranted. | Fail | |
| Social: Report on Risks Related to AI Generated Misinformation and Disinformation | Against | Against | Shareholder Proposal: This is the second consecutive year Microsoft received this proposal, which Aberdeen did not support at the 2023 Annual General Meeting. We welcome Microsoft’s newly published Responsible AI Transparency Report in 2024 that discloses how it maps, measures and manages AI risks, which includes a third-party assessment of its information integrity mitigation service, Designer. While the risk to society of misinformation and disinformation posed by generative AI is high, Microsoft appears to be thoroughly reporting on the measures it is taking to mitigate these harms. A vote against is therefore warranted. | Fail | |
| Social: Report on AI Data Sourcing Accountability | Against | For | Shareholder Proposal: This is the second consecutive year Microsoft received this proposal, which Aberdeen rdn did not support at the 2023 Annual General Meeting. We welcome Microsoft’s newly published Responsible AI Transparency Report in 2024 that discloses how it maps, measures and manages AI risks, which includes a third-party assessment of its information integrity mitigation service, Designer. While the risk to society of misinformation and disinformation posed by generative AI is high, Microsoft appears to be thoroughly reporting on the measures it is taking to mitigate these harms. A vote against is therefore warranted. | Fail |
A few more important things
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Conflicts of interest based on ownership influence
That means keeping an eye out for things that we and other Fund Managers do that might stop us from making the most of this on your behalf.
Sweating the big stuff
Our Investment Adviser Aberdeen and other Fund Managers work with other investors on the big things that companies need to do to build towards positive change and a brighter future.
Lending out
A couple of our funds can lend out their investments, which also includes ownership rights. We make sure this is only in small amounts, for a short time.