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Sycomore Partners RESPONSIBLE RE INVESTOR REPORT PORT SYCOWAY AS AN INVESTOR SYCOMORE PARTNERS Report published on June 30th 2020 pertaining to the Sycomore Partners fund and compliant with the requirements of Article 173-VI of law n°2015-992 of August 17th 2015 on the “energy transition for green growth” as of December 31st 2019. This report concerns the Sycomore Partners fund, a strategy managed on the basis INTR of systematic “sustainable development” integration. It should be read together with Sycomore AM’s “Sycoway as an Investor” report. This publication describes how the analysis we conducted on companies impacted the management of the fund and the ODU sustainable development performance of our investments as of December 31st 2019. It is compliant with Article 173-VI of law n°2015-992 of August 17th 2015 on the “energy CTI transition for green growth”. For more information on the methods and resources used in the sustainable development-driven analysis of the investment universe, please consult ION Sycomore AM’s “Sycoway as an Investor” report. Sustainable development performance of 01 SYCOMORE PARTNERS The SPICE RATINGS Sycomore Partners is a fund that systematically takes into account sustainable development considerations, based on our fundamental corporate analysis model, SPICE(1). Note, however, that stocks are not selected for the portfolio on the basis of sustainable development criteria, meaning that the fund’s investment universe is not determined through additional sustainability screenings. We assess the sustainable development performance of our investments using our fundamental analysis model, SPICE. As of December 31st 2019, the weighted SPICE ratings of investments held in the Sycomore Partners fund were similar to those of the EuroStoxx index: 2017 2018 2019 3,4 3,3 3,3 S P I C E 3,3 3,3 3,3 3,3 3,2 3,2 Governance 3,4 3,4 3,4 3,2 3,2 3,2 People 3,2 3,2 3,3 3,3 3,1 3,1 Society & Suppliers 2,8 2,9 2,9 3,1 3,1 3,1 Environment 3,1 3,1 3,1 Sycomore Partners EuroStoxx 2019 coverage ratio (weighting): 100% - Partners/ 100% - EuroStoxx 2019 coverage ratio (number): 98% - Partners / 98% - EuroStoxx The fund’s modest underperformance on Governance and Human Capital is due to our overexposure to midcap companies within the fund, relative to the benchmark, and to family-run companies that tend to have weaker mechanisms for ensuring the balance of power. SYCOMORE PARTNERS (1) SPICE for Society & Suppliers, People, Investors, Clients and Environment. For more information on our fundamental analysis model, please consult our ESG 2 2019 REPORT Integration Policy, available on our website. SPICE ratings are assessed on a scale of 1 to 5 and are reviewed every 2 years. The NEC ENVIRONMENTAL ASSESSMENT We assess the alignment of our investments with the environmental and energy transition through the Net Environmental Contribution. As of December 31st 2019, the NEC(1) of Sycomore Partners was neutral, compared to -1%(2) for the EuroStoxx. NET ENVIRONMENTAL CONTRIBUTION 2017 Sycomore (3) Partners 2018 2019 1% -100% EuroStoxx (2) (2) 100% 0% 0% -1% -1% -2% (2) (2) (3) 2018 2019 2017 2019 coverage ratio (weight): 100% - Partners / 99% - EuroStoxx 2019 coverage ratio (number): 98% - Partners / 98% - EuroStoxx Our ENGAGEMENT and VOTING 02 at Shareholders’ Meetings DIALOGUE Engaging with companies is a key tenet of our role as investors: Meeting the management and conducting on-site company visits are particularly important aspects of our research effort. Our objective is to gain a deep understanding of the company based on the realities of its operations and the vision of its executives. When voting at shareholders’ meetings, we discuss our voting intentions with the companies concerned and inform them of our policy and of the best practices we wish to promote. We also physically attend some of the shareholders’ meetings. These talks enable us to recommend and discuss best practices, notably in areas of governance, human rights, or on social, societal and environmental issues. We encourage companies to integrate these challenges as a core strategic axis, and to improve transparency on the means in place and the results achieved. For more information, please read our Engagement Policy. (1) Net Environmental Contribution: developed by Sycomore AM in partnership with I Care&Consult and Quantis, the NEC measures the extent to which a company’s business model is aligned with the environmental and energy transition and global warming targets, business by business, on a scale ranging from -100% to +100%. SYCOMORE PARTNERS (2) NEC 1.0 calculated by Sycomore AM on the basis of 2016, 2017 and 2018 data. 3 2019 REPORT (3) NEC ß calculated by Sycomore AM, I Care&Consult and Quantis on the basis of 2016 and 2017 data. Our ENGAGEMENT and VOTING 02 at Shareholders’ Meetings Our ENGAGEMENT Initiatives In 2019, we formally engaged with 16 portfolio companies during the year (up from 18 at end 2018(1)), and reported 52 areas for improvement (compared to 36 in 2018(1)). 18 of these engagement initiatives were directly related to corporate governance (the I pillar in our SPICE analysis). In the majority of cases, this engagement process took place ahead of the shareholder meetings - a period that is particularly suited to holding these discussions with companies. The main issues that were addressed were executive remuneration, notably its alignment with overall performance, as well as the structure and functioning of the Boards of Directors. C E 10% 6% S 11% Society S & Suppliers P People I I Investors 35% C Clients P E Environment 38% 38% of these initiatives (20 engagements) dealt with human capital issues within portfolio companies. Most were aimed at improving companies’ transparency on social issues, a key tool for assessing the human capital management practices they have implemented. As part of our campaign on this issue, we engaged with Imerys, ALD and SCOR in order to promote gender diversity at all levels of the organisation. We also held talks with Sopra Steria on talent retention and on the importance of disclosing transparent information on turnover and on the measures taken to limit staff turnover. On wage equity, we encouraged the company to assess the wages required to reflect the cost of living in all regions. Ahead of Imery’s shareholders’ meeting, we continued the discussions that had begun a few years ago: the company is making progress on embedding social and environmental issues within its strategic vision and the executive committee has made headway on the corporate mission. Detailed information on the engagement initiatives conducted across Sycomore AM’s entire investment universe are provided in our Sycoway as an Investor report. In 2019, we completed two engagement campaigns on the issues of diversity and responsible tax behaviour and we took part in an engagement initiative urging the agri-food industry to offer substitutes to animal protein, through the British FAIRR (Farm Animal Investment Risk & Return) initiative. The list of companies we engaged with on behalf of the Sycomore Partners fund is shown in Appendix. SYCOMORE PARTNERS (1) 2018 data includes companies held in the portfolio as of 31.12.2018, while 2019 data covers engagement initiatives conducted with all portfolio 4 2019 REPORT companies during 2019. OUR VOTING AT SHAREHOLDERS’ MEETINGS We actively vote in the shareholders’ meetings of all portfolio companies. In 2019, we voted at 100% of the shareholders’ meetings held for portfolio companies: 78% 64 of shareholders’ shareholders’ meetings with 18% meetings or votes against at least one vote or abstentions 1135 resolutions against or an abstention 14% 37% votes votes against/abstentions against/abstentions on the appointment on executive of a director compensation Our rejection ratio on the issue of executive remuneration was higher in 2019 (37% votes against in 2019, up from 31% in 2018). In France, 2019 was the second year for the mandatory and binding shareholder vote on director’s remuneration policies following the enforcement of the Sapin II Law in 2018. After a more intense dialogue on these issues since 2018, we applied our assessment criteria more strictly in 2019. Our main grounds for rejection were the following: Insufficient transparency or standards on performance criteria (type of criteria, weighting, measurement and disclosure of success rate); Long-term compensation plans that are excessively short-term, linked to performances measured over less than 3 years; Lack of moderation (unjustified pay rises or amounts that exceed the social acceptability threshold as defined by Sycomore AM). While the transparency of remuneration reports has tended to improve, we remain particularly attentive to the level of precision and the relevance of qualitative criteria, and in particular, of extra-financial criteria that are gradually entering the mainstream. The issue of moderation and societal acceptability of executive compensation remains a key issue in our dialogue with companies. Our Voting Policy and our 2019 Proxy Voting Report are available on our website. SYCOMORE PARTNERS 5 2019 REPORT LIST OF COMPANIES WITHIN THE SYCOMORE PARTNERS Appendix FUND TO WHICH WE MADE RECOMMENDATIONS FOR IMPROVEMENT IN 2019 Society Company & Suppliers People Investors Clients Environment ALD 1 2 1 Chargeurs 2 1 2 FFP 2 Fresenius SE 1 1 Imerys 1 1 4 1 Korian 1 1 1 2 Maisons du Monde 2 2 1 1 Mediawan 1 Michelin 1 1 1 Renault 1 Sanofi 1 SCOR 5 3 Smiths Group 1 Sopra-Steria 3 Spie 2 TF1 1 SYCOMORE PARTNERS 6 2019 REPORT 14 AVENUE HOCHE - 75008 PARIS - WWW.SYCOMORE-AM.COM.
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