Stewardship

Summary

Welcome to Wiltshire Pension Fund's Stewardship pages. These pages aim to share our activities and outcomes in this important area, and bring it to life with some examples of the types of thing we do, and why.

We are proud to have been signatories of the UK Stewardship Code 2020 since 2022, and are on a journey of continuous improvement in this important area.

What is stewardship?

"The use of influence by institutional investors to maximise overall long-term value including the value of common economic, social and environmental assets, on which returns and clients' and beneficiaries' interests depend" (as defined by the PRI (UN supported Principles for Responsible Investment)).

What is responsible investment?

Responsible investment is the strategy to incorporate ESG (environmental, social and governance) factors into investment decisions.

What is Wiltshire Pension Fund trying to do?

ESG factors, including Climate Change, are important factors for the sustainability of investment returns over the long term. We need to protect the Fund's assets, so that we have enough money to pay pension benefits as they fall due, and to help keep our employers' contribution rates as stable and affordable as possible. That's why we consider these factors - we are always trying to earn strong risk-adjusted returns, and ESG factors play an important role in helping us to do that.

We have published detailed and comprehensive Stewardship Reports on our activities in this area. These reports set out our policies, activities and outcomes against the principles of the UK Stewardship Code 2020.

Responsible Investment and Stewardship Highlights of 2023/24:

2024_RI_Stewardship_Highlights_Mini_Magazine_v4 (PDF, 716 KB)(opens new window)

Voting

What is voting?

As part of the investment portfolios, WPF owns shares in companies. As a partial owner of a company, we have the right to vote on certain matters at company AGMs (annual general meetings). Often these are routine business matters (such as reappointing auditors), but sometimes it can be more controversial matters, such as executive pay or climate action.

Why does it matter?

Voting is important to us - exercising our rights as owners means we can have an impact on how companies are run. Companies that are well run are more likely to perform well, and deliver better investment returns, so it is important that we use our influence.

Who does the voting?

Voting is a big business, with lots of meetings and resolutions to vote on every year, all across the globe. Our investment managers vote for us, and report to us on their activity.

Q4 2024 Voting Highlights

*Text from image above: Q4 2024 Voting Highlights, 143 meetings, 1,117 Resolutions, Case Studies on Microsoft Corporation and Oracle Corporation.

Q4 summary including votes cast on equity holdings:

We voted at 143 meetings on 1,117 resolutions.
In our active portfolios managed by Brunel, we voted in line with management's recommendations on 85% of resolutions.
In our passive portfolios (managed by Brunel) and our other active portfolios (not managed by Brunel), we voted in favour of 77% of resolutions.

Microsoft Corporation (£48.2m holding as at 31 December 2024)

Microsoft is an American technology conglomerate, best known for Windows, its operating system, and its suite of productivity software, collectively referred to as Microsoft 365 (formerly Microsoft Office).

In 2023 Microsoft ventured into the world of artificial intelligence (AI) and launched Microsoft Copilot, an AI model developed in partnership with OpenAI which has been integrated into several products offered by Microsoft. In Microsoft's 2024 AGM, a shareholder proposal (proposal 9) was brought by the National Legal and Policy Centre calling for Microsoft to produce an annual report assessing "the risks to the Company's operations and finances, and to public welfare, presented by the real or potential unethical or improper usage of external data in the development and training of its artificial intelligence offerings; what steps the Company takes to mitigate those risks; and how it measures the effectiveness of such efforts." Their concerns are born from Microsoft's AI model having been developed in partnership with OpenAI, who the proposal points out have faced criticism for trawling the web for training data for their AI models, resulting in copyrighted data and personal information, including private conversations, medical data, and information about children, being used to train their models "without notice to the owners of users of such data".

Microsoft recommended that shareholders vote against the proposal on the basis that they've publicly articulated "a number of commitments as to how [Microsoft] sources data for training generative AI models in ways that are consistent with global laws, and that respect privacy, safety, and content." They go on to outline the categories of data that they use to train AI models responsibly and emphasise that "Open AI is a separate organisation that manages its own data sourcing practices".

While most shareholders voted against the resolution, it still received the highest support of any shareholder proposal at the 2024 AGM with ~36% voting in favour (including us). This will put pressure on Microsoft to enhance its efforts in this area or risk being forced to act. We hope to see improved protections and reporting to ensure responsible sourcing of data for AI models like Copilot. We'll continue to monitor Microsoft's progress.

Oracle Corporation (£6.1m holding as at 31 December 2024)

Oracle is an American technology company who primarily focus on cloud computing and software, offering database, human capital management, customer relationship management, and supply chain management software to businesses.

During Oracle's 2024 AGM a shareholder proposal (proposal 4) was brought by As You Sow, a non-profit which seeks to promote corporate social responsibility through shareholder advocacy. The proposal is one that is close to our own hearts, as it called for Oracle to publish a report disclosing if and how the company is protecting workers' retirement plans "from increased future portfolio risk created by present-day investments in high-carbon companies." As You Sow highlight that "unmitigated climate change will cut the world economy by $23 trillion by 2050" and explain that this will have a material impact on employees' retirement plans and futures more broadly. They also argue that failure to consider climate change and manage the risks associated with it may mean that the retirement plans don't meet their legal obligations to act in beneficiaries' best interests.

Oracle's position on this proposal was that plan participants are free to invest outside of the core fund offerings, they felt that the proposed report focuses too narrowly on ESG-related risks, and they argued that the proposal was an ineffective way of promoting environmental sustainability. The majority of shareholders voted against the proposal, in line with Oracle's recommendation.

While we were supportive of the proposal and would've liked to see Oracle more closely consider the impact of climate change on their employees' retirement plans, we're happy to see this issue being raised and we're glad to hear that, should they choose to, employees are free to invest in more climate conscious options.

Q3 summary including votes cast on equity holdings:

We voted at 109 meetings on 1,433 resolutions.
In our active portfolios managed by Brunel, we voted in line with management's recommendations on 87% of resolutions.
In our passive portfolios (managed by Brunel) and our other active portfolios (not managed by Brunel), we voted in favour of 84% of resolutions.

Constellation Brands (£1.7m holding as at 30 September 2024)

Constellation Brands is an American producer and marketer of alcoholic beverages. Some of their brands include, Corona, Casa Nobel Tequila, and Modelo.

As one of the largest companies in the sector, Constellation Brands is exposed to water scarcity related risks, with the CDP outlining that the company sources all of its hops and 68% of its grapes from areas of high water stress. In order to manage this risk and protect shareholder value, the Greater Manchester Pension Fund filed a shareholder resolution calling for Constellation Brands to "set quantitative, timebound targets to reduce water use across its supply chain, especially in water-stressed areas" - in line with peers such as PepsiCo and Diageo.

We voted in favour of this resolution, however the majority (~65%) of shareholders voted against the resolution. This was in line with the recommendation of the board of directors of Constellation Brands, who feel that issuing such a report on managing these risks would be an "unnecessary use of the company's funds [...] particularly considering the actions the company is already taking".

Given that, according to UNICEF, some predictions suggest that half of the world's population could be living in areas facing water scarcity by 2025, and given how reliant Constellation Brands' success is on clean water, we are disappointed that the majority of shareholders voted against the resolution calling for improved water management targets and reporting. However, we will continue to monitor their progress in this area to ensure they're protecting the environment and shareholder value.

Nike (£2.9m holding as at 30 September 2024)

Nike, the well-known American sportswear brand, has faced criticisms in relation to human rights concerns in their supply chain for decades. Some of the most recent controversies that Nike have faced in this area are in relation to wage theft, forced labour, and unsafe working conditions - controversies that resolutions 5 and 6, which were proposed in Nike's 2024 AGM, sought to address.

Resolution 5 requested that Nike issue a report investigating the effectiveness of its supply chain management and how well existing policies and mechanisms are implemented. Resolution 6 called for Nike to issue a report "evaluating how implementing worker-driven social responsibility principles and supporting binding agreements would impact the company's ability to identify and remediate human rights issues in sourcing from high-risk countries." Nike's board of directors recommended voting against both resolutions, on the basis that they say they're already committed to respecting human and labour rights. They also believe that they already have robust processes in place to identify and address such issues.

Overall, we were supportive of both resolutions, however the majority of shareholders voted in opposition to resolutions 5 and 6.

While we acknowledge that Nike's code of conduct outlines that suppliers should respect the rights of all workers and ensure that workers are paid in a timely manner, concerns still exist. In 2023 the Clean Clothes Campaign highlighted that Nike were failing to ensure that female workers' rights are respected and in 2024 they outlined that >4000 workers are "owed a collective $2.2 million in unpaid, legally owed wages and severance for four years." For this reason, we're disappointed that the majority voted against resolutions 5 and 6, which sought to bring light to any weaknesses in Nike's existing practises and policies.

Summary

Q2 summary including votes cast on equity holdings*:

We voted at 1,073 meetings on 15,449 separate resolutions.
We only abstained on 170 resolutions (1.1%), demonstrating that we exercised our rights to vote the vast majority of the time.
We voted in favour of 12,279 resolutions (79%), demonstrating that we upheld our intention to be supportive of management to help them continue to run successful businesses, but also exerted pressure on companies when needed.

*Managed by Brunel (Global Equities) and Ninety One (Emerging Markets)

The voting update for this quarter is longer than usual, as the second quarter of the year is typically when most publicly traded companies hold annual general meetings (AGMs), which is where shareholders with voting rights have the opportunity to vote on company matters.

Commentary and case studies

Glencore plc (£525k holding as at 20 June 2024)

Glencore is one of the world's largest producers and marketers of commodities, including mining of minerals and coal.

2024 has continued to be testing for Glencore on the ESG front. Legal & General have announced that they will be selling Glencore from all workplace pension funds and ESG funds, due to concerns around ongoing coal production. At Glencore's 2024 AGM, there was a vote on the company's "2024-2026 Climate Action Transition Plan", which was an improvement on the company's previous plan but still didn't go far enough. We therefore voted against the resolution for Glencore's 24/26 transition plan, however the majority (90.7%) voted for the resolution. We continue to request that Brunel sell this holding - read more in our 2024 Climate and Nature Report.

Tesla Inc (£16.7m as at 20 June 2024)

One of the most contentious proposals from Tesla's 2024 AGM was the vote to ratify the 100% performance-based stock option award to CEO, Elon Musk. This amounted to a payout to Musk worth ~$56bn (as at early June 2024), more than three times Tesla's net income in the financial year ending December 2023. In this instance, we feel that the pay package is excessive and hasn't had its intended effect, which was to focus Musk on the interests of Tesla shareholders. On the contrary, earlier this year when a Delaware judge ruled that Musk's pay package was excessive, Musk testified that the money would be used to finance interplanetary travel - suggesting that his attention would further be split between Tesla, SpaceX and his other endeavours. While we supported the vote against the proposal, the proposal received the support of the majority (72%) of voting shareholders.

Shell plc (£2.7m as at 30 June 2024)

In Shell's 2024 AGM, the company's "energy transition strategy 2024" took centre stage. In the document, the company announced that by the end of 2023 they were 60% of the way toward halving scope 1 and 2 emissions* by 2030. Shell also announced that they're expecting to invest $10-15bn into low carbon energy solutions between 2023-2025. However, there was still lack of clarity around how the company will achieve net zero by 2050, and the company's actions in this space remain unconvincing.

Given the concerns outlined above, most of which we touched on in our 2024 WPF Climate and Nature Report (PDF, 5 MB)(opens new window) we supported a vote against Shell's 2024 energy transition strategy, however, the resolution was approved by 78.03% of shareholders.

*Scope 1 emissions are those that the company own/controls directly. Scope 2 emissions are those that the company causes indirectly from the production of the energy that the company purchases and uses. Finally, Scope 3 emissions include all other indirect emissions that occur as a result of the upstream and downstream activities of a company.

Conclusion

As a proud signatory of the UK Stewardship Code, we believe that it is important that we engage with the companies that we own in order to maintain or enhance the value of our assets. Additionally, engaging with the companies that we invest in means that we can seek to influence their behaviour in order to bring about better environmental and social outcomes, something that our members told us was important to them and is aligned with our goal to be net zero by 2050.

As outlined in the examples discussed here, sometimes our voting and engagement doesn't lead to the result that we would like. However, as seen in the example of Glencore, the pressure created by the process of voting can result in incremental change and improvement, leading to better outcomes for both shareholders and stakeholders. There are some instances where we may feel that our voting and engagement is ineffective and, in those instances, we will discuss next steps and the possibility of divestment with our investment managers, as per our divestment policy (which you can read more about in our 2024 Climate and Nature Report).

Summary

Q1 summary including votes cast on equity holdings*:

We voted at 188 meetings on 2,486 separate resolutions.
We only abstained on 43 resolutions (1.7%), demonstrating that we exercised our rights to vote the vast majority of the time.
We voted in favour of 2,041 resolutions (82%), we upheld our intention to be supportive of management to help them continue to run successful businesses, but also exert pressure on companies when it is needed.

*Managed by Brunel (Global Equities) and Ninety One (Emerging Markets)

Commentary and case studies

Apple Inc.

Apple is an American technology company and, as one of the most valuable companies in the world, it is part of the Magnificent Seven (the largest tech companies on the stock exchange), and therefore it is unsurprisingly one of our largest equity holdings with a value of £22m invested as of 31st March 2024. A leader in consumer electronics, most notably, the iPhone, iPad, Mac, and software applications such as iTunes, iCloud and Apple Music, voting resolutions on the company's approach on privacy, the use of artificial intelligence (AI) and other social governance themes were key at their recent annual governance meeting on March 10, 2024.

We voted for a resolution urging Apple to report on the use of AI. LGIM (Legal and General Investment Management, managers of PAB) believe investors would benefit from additional disclosure and transparency regarding the company's internal governance of AI. AI is one of our areas of focus as an important stewardship priority, and we expect companies to show they have the appropriate structures, senior-level responsibility, and competence to manage AI-related risks. The vote was only supported by 36.5% of shareholders, and thus was not successful. Nonetheless, our push for better transparency and management of AI exhibits strong commitment to stewardship and rigorous voting principles.

We also voted for a resolution on racial and gender pay gaps, against what Apple's board recommended. LGIM expects companies to provide meaningful information on pay gaps, and to understand the initiatives it is taking to close any stated pay gaps. Only 30.8% of shareholders supported the resolution.

When it comes to voting, we want to be supportive of the management in order to help them run the business effectively, however, in some cases we will vote against resolutions if we believe it is not beneficial to the organisation, employees, consumer or from a critical ESG point of view. It is also important to understand the intention behind the resolution and who has filed it.

We voted against the equal employment opportunities (EEO) risk policy. Whilst this sounds like we opposed a pro-ESG resolution, it was put forward by a notorious anti-ESG research centre who are known for filing resolutions with misleading titles. The National Center for Public Policy and Research questions a public report detailing the risks associated with omitting "viewpoint" and "ideology" from its EEO policy. The proposal suggests conservative viewpoints may face discrimination at Apple.

Apple is providing shareholders with sufficient disclosure around its diversity and inclusion efforts and non-discrimination policies and therefore, adoption of this policy would not be beneficial. Only 1.3% of shareholders supported this motion.

We also voted against the Congruency Report on Privacy and Human Rights proposal submitted by The National Legal and Policy Center. The resolution referred to limiting AirDrop in China and stopping sales in Russia, which claim to not align with Apple's policies. Given this is a far-right and well-known anti-ESG think tank, there are reasonable concern about the motivation behind this resolution. Our vote against is justified as Apple seems to offer shareholders adequate disclosure to evaluate its risk management in high-risk markets and has established policies and oversight mechanisms that appear to address the human rights concerns highlighted by the proponent.

98.4% of shareholders either abstained, opposed or withheld their vote on this resolution, thus it was not adopted.

Conclusion

Voting is an important mechanism that provides an opportunity to enhance our priority social factors. Through embedding inclusive, equitable and responsible voting practices we are clear about helping businesses run effectively and ensuring it is beneficial to stakeholders. However, it is sometimes the case that our vote does not lead to the outcome we would like. When this happens, it is essential to remember that the process of voting itself remains valuable - it fosters dialogue, encourages transparency, and allows diverse perspectives to be heard. Thus, the long-term benefits of a robust voting culture can lead to more thoughtful and well-rounded decision-making.

Summary

Q4 summary including votes cast on equity holdings*:

We voted at 109 meetings on 995 separate resolutions.
We only abstained on 13 resolutions (2.8%), demonstrating that we exercised our rights to vote the vast majority of the time.
We voted in favour of 775 resolutions (76%), we upheld our intention to be supportive of management to help them continue to run successful businesses, but also exert pressure on companies when it is needed.

*Managed by, Brunel (Global Equities), Magellan (Listed Infrastructure) and Ninety One (Emerging Markets)

Commentary and case studies

Aspen Technology, Inc.

Aspen Technology, Inc. is a software company in our Global Sustainable Equities (GSE) portfolio (market value c. £1m as at December 2023), that provides software solutions for the process industries including oil and gas, chemicals, engineering, and construction. The software solutions are aimed at helping companies optimize their operations, improve efficiency, reduce costs, and enhance their overall performance and sustainability. We voted against the resolution due to concerns related to the board's gender diversity and the independence of the nomination Committee; the board has 25% female representation which is below the minimum expectation of 30% and the nomination committee is only 50% independent. Aspen is not part of the formal engagement programme with Hermes EOS but a future engagement on the topic will include writing to Aspen to explain the voting rationale and engaging with the company post their annual governance meeting (AGM).

Bio-Techne Corp

Bio-Techne Corp is a global developer, manufacturer and supplier of high-quality reagents, analytical instruments and precision diagnostics. WPF holds a total market value of £1.3m in our Paris Aligned Benchmark and GSE portfolio. The vote against the resolution was driven by the lack of disclosures on targets and reward for middle of the peer group performance which would lead to substantial reward for the CEO. There were also concerns on gender diversity; the board has 22% female representation is below our expected 30%. Following Bio-Techne AGM, engagement would include writing to the company to explain the reason for our vote and discussing the topic.

Bio-Techne Corp failed to gain support for this resolution with only 35% of shareholders supporting this plan.

2023 Overview...

	Meetings	Resolutions	Votes in favour	Votes against	Abstained
2023 Totals	1,233	17,543	13,307	4,000	236

From January 2023 to December 2023, 76% of our votes were in favour of resolutions, 23% against and 1% abstained. Through our active engagement with our managers on their voting records, it demonstrates how the Fund is exercising stewardship to protect its investments while promoting sustainable business practices when it is needed.

Summary

Following the Q2 proxy season, quarter 3 was a quieter month for Annual General Meetings and voting. As a result, the majority of the votes cast in Q3 were in relation to company Board structure and renumeration. However, there were two notable examples of equality, diversity and inclusion (EDI) where the fund exercised its voting rights.

The following summary includes votes cast on all active listed equity portfolios:

We voted at 95 meetings on 1,156 separate resolutions.
We only abstained on 9 resolutions (0.6%), showing that we exercised our rights to vote the vast majority of the time.
We voted in favour of 996 resolutions (86%), we upheld our intention to be supportive of management to help them continue to run successful businesses, but also exert pressure on companies when it is needed.

Commentary and case studies

Compagnie Financière Richemont S.A., commonly known as Richemont, is a Switzerland-based luxury goods holding company. Richemont produces and sells jewellery, watches, clothing, and accessories through its various subsidiaries such as Cartier, Van Cleef & Arpels and Net-a-Porter. As at the end of Q3, we held £1.8m through our portfolio with Brunel. EOS Hermes (Brunel's engagement provider) had some concerns relating to Richmont's approach to gender diversity on the board and that the company pay is misaligned with EOS' renumeration principles. EOS voted against the re-election of Johann Rupert as Director and Board Chair and the approval of the variable remuneration of the executive Committee as it was misaligned to EOS' principles. The outcome was that in spite of this, both these items were approved.

Moreover, similar themes echoed in votes with Nike Inc, an American athletic footwear and apparel corporation in which we have almost £6m invested through our Brunel portfolio. In a vote to rectify the Executive Officers' compensation, EOS voted against as it would contribute to high variable pay ratios and excessive CEO pay. We are pleased that EOS were able to use the vote to support for the introduction of reports on the median gender and racial pay gap, and report on effectiveness of supply chain management on equity. Voting in favour of these reports is thought to promote better management of opportunities and risks. The outcome was that both these shareholder proposals gained significant (although not majority) backing, and although not successful, this did prompt further explanations and a statement from the board.

These instances underscore the dual commitment to holding companies accountable while also promoting fairness and responsible business practices. The emphasis on EDI considerations within voting decisions will align our investments not just for financial gain but also for societal impact and ethical progress.

Summary

The following summary includes votes cast on equity holdings in Developed Markets (Brunel) Listed Infrastructure (Magellan) and Emerging Markets (Ninety One):

We voted at 840 meetings on 13,176 separate resolutions.
We only abstained on 216 resolutions (1.6%), showing that we exercised our rights to vote the vast majority of the time.
We voted in favour of 9,827 resolutions (75%), we upheld our intention to be supportive of management to help them continue to run successful businesses, but also exert pressure on companies when it is needed.

Commentary and case studies

Most of Wiltshire's equities are held within global mandates managed by Brunel, with stewardship services provided by Federated Hermes (EOS) (and Legal and General Investment Management (LGIM) for passive equities) . The second quarter of the year is known as proxy season, this is when most company AGMs are held. Consequently, Board structure and Remuneration made up two thirds of resolutions where votes were cast against management.

EOS highlighted a particular example of concerns related to the approach to board diversity and excessive CEO pay at Netflix, Inc. Last year, some 73% of shareholders rejected the pay proposal at Netflix and we were disappointed that the company had not done more to address shareholder concerns this year. Against the backdrop of a Hollywood writers' strike, Netflix shareholders (including EOS) again withheld support for the sizable packages awarded to the content streamer's executives, voting against the resolution.

To pick up on another governance theme, we noted EOS have continued to apply pressure on North American companies with long-tenured auditors on the believe that independence, and potentially audit quality, are at risk when the same external audit provider has been maintained for too long. EOS's toughened stance this year for companies with external auditor relationships extending beyond a century led us to votes against the auditor and audit committee chair for a number of companies, including the pharmaceutical Johnson & Johnson, among others.

While this report is primarily focused on voting, EOS provided insight of engagement activity that can avoid the need to raise shareholder resolutions at a recent Responsible Investment Sub Group meeting (of pension fund officer clients of Brunel). For example, in 2022, EOS intensified their lobbying of Mercedes Benz, facilitating discussions between the company and an investor group planning to file a shareholder resolution in on setting sustainability targets in the supply chain, the company's support for the Paris Agreement and emissions reduction targets. This resulted in receiving written assurance from the company in that it would carry out a review of its associations' lobbying activities and publish this with its sustainability report annually as 'the Mercedes-Benz Group Climate Policy Report', from 2023.

Magellan manage a mandate of listed infrastructure, the number of stocks held is relatively small; this quarter there were 27 meetings and therefore this represents most voting activity for the year.

Magellan voted at the 2023 AGM for Vopak, a company which stores chemicals, oil and gas based in the Netherlands. Magellan have been engaging with the company on energy transition risks and alignment of executive pay to address these. Magellan were pleased to see the inclusion of new long-term incentive payments for executives, aligned to specific GHG emission reduction targets and capital expenditure commitments to new energies development. These proposals were supported as they address a material ESG risk for Vopak.

As a member of LAPFF, Wiltshire Pension Fund receive voting alerts, including those for climate related lobbying and carbon emission target resolutions. One of these alerts was in respect of Enbridge, an energy company held by Magellan, regarding their disclosure of scope 3 emissions data. We shared the resolution recommendation with Magellan to inform their voting intentions. Magellan's own analysis of the company recommended voting against the proposal which differed from the LAPFF alert to support. Magellan highlighted how Enbridge are above their peers on reporting emissions data, and that the proponent of the vote may have missed disclosures that have already been made. On this basis, Magellan voted against both shareholder resolutions.

Ninety One voted at 58 meetings. There were abstentions on 41 of 713 resolutions (6%).

During quarterly meetings last year, we learned of Ninety One's engagement with Vale, the Brumadinho tailings dam collapse in 2019 that killed 272 people causing significant environmental damage to surrounding communities, and the company's progress in Brumadinho and reparations.

LAPFF recommended voting against resolutions on the Approval of the Financial Statements and Re-election to the Board of directors. We forwarded the alert to Ninety One, learning of the decision to vote in favour, and noted the manager comments as follows:

Ninety One's policy flagged risks that the financials "may be adjusted significantly in future periods, as new facts and circumstances become known". This is regarding estimates of costs surrounding the decommissioning of tailings dams following the Brumadinho incident. Vale has endeavoured to be transparent by sharing comprehensive expense estimates and disclosing their process and actions. Additionally, they hold an unqualified audit opinion from an independent auditor. As a result, Ninety One saw no reason to oppose their financials. The proposed Board member for re-election had been instrumental in reframing the audit and risk function and been an important part of overall governance improvement at Vale.

Finally, we asked Ninety One for some background on the process and factors considered for deciding on voting action to elect a number of directors at Grupo Aeroportuario del Sureste SA de CV.Ninety One provided their view that they should not vote against directors of a well-run business based on tenure that renders them non-independent. Ninety One consider what the directors bring to the business. For example, Fernando Chico Pardo, a de facto company founder and a majority shareholder had been key to its success. Rasmus Christiansen was a former Copenhagen Airport executive and has been instrumental in transferring operational expertise to ASUR since its founding. Ninety One also take into account overboarding if a director holds too many other appointments.

Conclusions

This report aims to highlight the stewardship activity being undertaken on our behalf across the Fund's equities portfolios. Voting and engagement is a key way for the Fund to protect its investments and to achieve its investment aims. Through engagement with our managers on their voting records, we have some assurance of the policies and oversight in place to manage voting activity in the context of wider stewardship as responsible asset owners.

Summary

The following summary includes votes cast on equity holdings*:

We voted at 40 meetings on 447 separate resolutions.
We only abstained on 3 votes, showing that we exercised our rights to vote the vast majority of the time.
We voted 45.0% in support of management and 47.5% against management (meetings where one or more resolutions were voted against). This demonstrates that we upheld our intention to be supportive of management to help them continue to run successful businesses, but also exert pressure on companies when it is needed.

*Developed (Brunel), Listed Infrastructure (Magellan) and Emerging Markets (Ninety One)

Commentary and case studies

Most of Wiltshire's equities are held within global mandates managed by Brunel, with stewardship services provided by Federated Hermes (EOS). The first quarter of the year was fairly quiet, with fewer meetings (generally, voting season occurs in the second quarter of the year). A recurring theme, as reported in the 2022 review, was remuneration. We observed seven resolutions in the above meetings relating to pay and remuneration (for example, Becton, Dickinson and Company and Apple Inc.) with "against" votes cast accordingly.

Magellan manage a mandate of listed infrastructure, the number of stocks held is relatively small; this quarter there were no meetings and therefore no voting activity. During Q1, Magellan engaged with Severn Trent regarding their climate and sustainability metrics in executive remuneration and encouraged the company to consider evolving the metrics to be more output focused. Magellan view Severn Trent as one of the leaders in the sector in terms of commitment to climate and the environment. The engagement was positive given the acknowledgement from the Board of the benefits of output driven metrics. Constructive dialogue around the challenges with selecting and measuring metrics, as well as ensuring outcomes aligned with performance was of particular note.

Ninety One voted at 26 meetings. There was an abstention on a remuneration resolution which officers queried. Further context was provided that the vote flag was due to lack of transparency/disclosure around remuneration (which is a common theme in emerging markets) rather than a fundamental issue. Ninety One also abstained a vote with Netcare, a healthcare provider, which was also in relation to remuneration. Ninety One expressed concerns about two out of the four financial targets set for variable remuneration. They have engaged with the board regarding this matter and received assurance that changes will be implemented in the future. This will now be an engagement point for the team moving forward.

Safeguard the assets, strong risk adjusted returns, responsible ownership and stewardship, positive impact, transparency and information sharing

*Text from image above: 9 Safeguard the assets, 10 Strong risk-adjusted returns, 11 Responsible ownership and stewardship, 12 Positive impact, 15 Transparency and information sharing.

Fund Investment Holdings

As part of our commitment to transparency and information sharing, we are delighted to share a quarterly insight into our investment holdings in Equities (Company shares) and Fixed income (Company and Country Debt).

On this page you can:

Learn which companies were in our top 10 in the last quarter
Discover which sectors we are invested in
Find out where we are invested

Top Holdings

The table below shows the largest 10 holdings for Q4 of 2024. These represent 23.8% of the Fund's total equity holdings.

Logo	Company	Market Value (£)
	Amazon	51,665,657
	Microsoft	47,122,799
	Tesla	40,153,217
	Alphabet	39,482,721
	Taiwan Semiconductor Manufacturer Company	35,854,864
	Apple	31,169,907
	Nvidia	30,459,854
	Mastercard	18,412,913
	Visa	14,478,057
	United Health Group	12,390,575
	Total	£308,799,988
	% of Wiltshire Pension Fund's total equity holdings	23.8 %