As a responsible investor and holder of a share portfolio worth €17 billion , CNP Assurances has implemented an active voting policy at the general meetings of the listed companies in which it is a shareholder since 2005. In accordance with the provisions of the PACTE law, the Group is today publishing its 2021 shareholder engagement policy, which covers both the voting and company dialogue policies, and the report on its 2020 campaign.
Marie Grison, CNP Assurances Group Administrative Officer, says: “Our voting policy, reviewed every year and presented to the CNP Assurances Board of Directors, is intended to defend our rights as a minority shareholder, in the long-term interests of our policyholders who have entrusted their savings to us and our own shareholders. At general meetings and in dialogue with companies in 2021, we will be particularly vigilant on corporate transparency with regard to the impact on climate change and the loss of biodiversity”.
A broader voting scope in 2020
The voting campaign for 2020 was marked by an expansion in the scope of votes cast by CNP Assurances. Last year, CNP Assurances voted at 110 general meetings held by 103 companies located in 10 countries. These companies account for 95% of the assets under management of CNP Assurances’ share portfolio, compared with 83% of assets under management in 2019.
Of the 2,133 resolutions put to a vote in 2020:
• CNP Assurances approved 1,592 resolutions, i.e. 74.6% of the resolutions proposed
• CNP Assurances opposed 532 resolutions, i.e. 24.9% of the resolutions proposed
• CNP Assurances abstained from 9 resolutions, i.e. 0.4% of the resolutions proposed
Inclusion of environmental issues
As part of its strategy to combat climate change, in 2020 CNP Assurances decided to support all resolutions on the climate (which totalled four for the companies in which CNP Assurances is a shareholder), even when these resolutions were not approved by the board of directors.
In accordance with its voting policy, in 2020 CNP Assurances voted against a company that had not taken and implemented sufficiently ambitious decisions on reducing its greenhouse gas emissions. CNP Assurances thus voted against the renewal of the directors’ mandates and their remuneration.
Inclusion of diversity issues
In accordance with its voting policy, CNP Assurances is opposed to the renewal or appointment of male directors when the portion of women on the board is less than 40%, including in countries where the law does not impose binding rules in terms of gender diversity on boards of directors.
Inclusion of the economic and financial environment
In examining the allocation of earnings for 2019, CNP Assurances took into account the economic and financial consequences of the public health crisis related to Covid-19. It was mindful of the recommendations issued by AFEP-MEDEF (French Association of Large Companies and French Employers’ Federation) concerning the cancellation or reduction of dividends for companies that benefited from one or more measures of government support in 2020. Against this backdrop, CNP Assurances opposed the payment of dividends proposed this year by two companies, as, in its capacity as a long-term shareholder, it did not consider the amounts concerned to be responsible.
Inclusion of remuneration and social cohesion issues
CNP Assurances considers that the remuneration structure must respect social cohesion within the company. To this end, CNP Assurances asks companies to publish a pay equity ratio that compares an executive’s total remuneration with the median remuneration of employees, for which it considers a relevant scope covering at least 80% of the employees of the main countries of activity.
With regard to executive remuneration, CNP Assurances expresses its views based on the following principles:
• The total remuneration of the executive must not be 150% higher than the total median remuneration of executives of listed European companies in the same sector, or failing that, 150% of the total median remuneration of executives of a relevant market index
• The total remuneration of the executive must be less than 100 times the median remuneration of company employees
• The remuneration structure of the executive must be balanced between the fixed and variable components, as well as between the short- and long-term components (at least three years)
A company dialogue policy
CNP Assurances engages in dialogue with companies with the greatest ESG challenges. By fostering direct dialogue with companies in which it is a shareholder, CNP Assurances seeks to improve their governance and roll out its strategy to support the climate and biodiversity.
In 2020, CNP Assurances:
• engaged in direct dialogue with 11 companies (climate was raised in 91% of dialogues, governance in 73% and biodiversity in 64%)
• sent 21 letters to companies to ask them to publish a definitive thermal coal exit plan
• supported two collaborative engagement campaigns concerning a halt to the development of coal-fired power plants and the reduction of greenhouse gas emissions
• took part in collective dialogue with a European energy company via Climate Action 100+
The 11 direct dialogues were overall constructive, and enabled CNP Assurances to better understand companies’ choices, particularly in terms of governance and ecological and energy transition:
• For 50% of these, CNP Assurances noted a good deal of satisfactory progress, particularly on targets to reduce greenhouse gas emissions
• For the other 50%, CNP Assurances continues to wait for progress, and will continue to follow with special attention the commitments that these companies will make and their implementation
In June 2020, the Chief Executive Officer of CNP Assurances sent a letter to the leaders of companies involved in thermal coal and in which CNP Assurances has invested directly in shares and bonds. In this letter, he asked companies to publish by 2021 a thermal coal exit plan that sets out an exit in EU and OECD countries by 2030 and in the rest of the world by 2040, based on the closure and not the sale of assets, and encouraged companies that are already on this path.
By the end of 2020, 12 companies (57%) had published an exit plan that met CNP Assurances’ expectations. Six companies (29%) have an inadequate exit plan, and three companies (14%) have no exit plan.
In accordance with its public commitment, in 2021 CNP Assurances will continue the dialogue it began in 2020 with companies in the coal sector by asking those that have not already done so to publish a definitive thermal coal exit plan that meets its expectations by the end of the year.
More details are available in the following documents:
Download the 2021 Shareholder Engagement Policy (French Version)
Download the 2020 Shareholder Engagement Policy Report (French Version)