North Rock Capital Management (UK) LLP
Shareholder Rights Directive (SRD) Disclosure Statement
Rule 2.2B.5R of the FCA Conduct of Business Sourcebook (“COBS”) requires North Rock Capital Management (UK) (“the Firm”) to:
develop and publicly disclose on its website, a copy of its engagement policy which includes the content specified in the amended EU Shareholder Rights Directive (Directive 2007/36/EC); and
publicly disclose on an annual basis how its engagement policy has been implemented, including a general description of its voting behaviour, an explanation of its most significant votes and details of its use of the services of proxy advisors.
publicly disclose a clear and reasoned explanation of why it has chosen not to comply with those requirements.
The Firm has considered its SRD obligations and has decided not to adopt and maintain an engagement policy. The Firm supports the general principles of shareholder engagement, however, it does not consider it appropriate to adopt an engagement policy or make the relevant public disclosures at this point in time.
The Firm operates a multi-team, multi-strategy model of investment management across a wide range of jurisdictions and timeframes, primarily in relative-value strategies. The Firm does not pursue an activist approach. Exposure to European equities is typically gained through swap positions, rather than holding cash equities, thus opportunities to the Firm for shareholder engagement are fewer than for buy-and-hold cash shareholdings.
Where the Firm does hold cash shares with a listing on a UK or EEA market, or on a comparable market outside the EEA, the level of shareholder engagement is dependent on a number of factors. The Firm is a sub-advisor to a US-based investment manager and while the Firm may, in certain limited circumstances, engage with an issuer’s management on strategy, performance, risk, corporate governance, or other issues, typically the level of its shareholder engagement is limited to the responsible exercise of voting rights in accordance with the North Rock Group’s Proxy Voting Policy.
The Firm will keep its position under review and will update this section of its website, accordingly, if there is a change in its approach.