DGAP-News: SWIPRA: New independent Swiss Proxy Advisor for Institutional Investors

Inception SWIPRA - Press Release

New independent Swiss Proxy Advisor for Institutional Investors

Zurich, March 22, 2013 - Today the Swiss foundation Swiss Proxy Advisor (SWIPRA) announced its inception and the initiation of its operations. SWIPRA was founded by Swiss pension funds and foundations and is a non-profit organization with registered offices in Zurich, Switzerland. The scope of its business is to provide independent proxy advice to institutional investors on issues concerning general meetings of companies listed on the SIX Swiss Exchange. SWIPRA is independent and assesses meeting agendas and proposals to shareholders solely with the objective of long-term shareholder value generation. The strategic collaboration with the Department of Banking and Finance of the University of Zurich guarantees an objective as well as economically and empirically well founded view.

Through the adoption of the federal initiative Minder, Swiss-based pension funds will be required, by the countrys constitution, to cast votes at General Meetings of companies listed on the SIX Swiss Exchange. Specifically, they have to vote in the interest of their insured and to periodically disclose how they voted. In January of this year, economiesuisse, the Swiss business federation, published the Swiss Stewardship Code for Institutional Investors, which relates to the shareholder rights and duties of institutional investors. The code recommends that all institutional investors shall cast their votes and, additionally, shall publish their basic principles and processes leading to their decisions. Such information shall be published on a yearly basis. As a consequence, institutional investors will face increased responsibility and disclosure requirements regarding proxies, independently from the detailed legislation based on the new article of the Swiss constitution.

SWIPRA is an independent non-profit organization with the purpose to act as proxy advisor for institutional investors. SWIPRA will neither operate as an asset manager nor as a consultant for listed companies. SWIPRA will, in connection to General Meetings, assess agenda items as well as proposals to shareholders solely with the objective of long-term value generation and provide its recommendations independently from the issuer. This will be achieved by a combination of the following three elements: first, the recommendations are based on voting principles, the so-called Policy Considerations, which will be updated and adopted, as required, for each season of General Meetings. These Policy Considerations define, among others, the criteria for long-term and sustainable value-based management. Second, the collaboration with the Department of Banking and Finance (DBF) allows an economically and empirically well-founded view. Third, the basis for the individual voting recommendations is a multi-level, structured process. This process allows for an interaction with the issuer as well as an individual assessment of the situation whereby the management of SWIPRA will verify the draft recommendations as proposed by the DBF, in case of a disputable recommendation contact the issuer and involve the Board of Trustees.

SWIPRA was recently founded by three donors, the largest independent joint-foundation in Switzerland, vita Sammelstiftung, the association of Swiss investment foundations, KGAST, and a large pension fund, the pension fund of Credit Suisse Group (Switzerland). The Board of Trustees is composed of Prof. em. Dr. Rudolf Volkart (Chairman), Prof. Dr. Bruno Gehirg, Prof. em. Dr. Peter Forstmoser and Prof. Dr. Alexander F. Wagner from the Institute of Banking and Finance of the University of Zurich. The Board of Trustees appointed the economist and finance specialist Ms. Barbara A. Heller as Chief Executive Officer of the foundation. More information on the members of the Board of Trustees and the Chief Executive Officer can be found on http://www.swipra.ch .

The Board of Trustees will be responsible for regular updates and a thorough validity check of the Policy Considerations as well as the assessment of disputable recommendations. The foundation is emphasizing independence and transparency and has therefore developed an internal Code of Conduct regulating, among others, the exclusion of members of the Board of Trustees from voting on recommendations in case of a potential conflict of interest, i.e. recommendations in connection with companies where they have been member of a companys board within the past 5 years (Cooling Off Period). Information related to Cooling Off Periods will be disclosed on SWIPRAs webpage.

It is SWIPRAs goal to provide recommendations for the Annual General Meetings of the 50 largest companies listed on the SIX Swiss Exchange (SMI Expanded(R)) by 2014. SWIPRA will not appear publicly at General Meetings nor will it publish its voting recommendations. Clients will have access to SWIPRAs recommendations through the electronic platform Sherpany provided by Agilentia Ltd, Zurich, Switzerland.

Prof. Rudolf Volkart, Chairman of the Board of Trustees says: We are delighted that our founders appointed us with the task to build an independent and non-profit oriented proxy advisor with a process based on transparency and economic principles. The Board is convinced that our foundation can play an important role related to the upcoming voting requirements for pension funds in Switzerland.

About SWIPRA

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DGAP-News: SWIPRA: New independent Swiss Proxy Advisor for Institutional Investors

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