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Board Committee Terms of Reference
The Board has established three committees to assist in the management of the business. These are the Audit and Risk Committee, the Remuneration Committee and the Nomination Committee. The terms of reference are set out below.
Jupiter has a formal Stewardship Committee. This supports our commitment to the UK Stewardship Code, which outlines best practice on how institutional shareholders should fulfil their stewardship responsibilities. The Committee, which meets quarterly, is chaired by the Head of Investments and comprises fund managers, corporate governance and sustainability analysts.
The aim of the Committee is to develop and deliver a co-ordinated approach to engagement with chairmen, directors and independent non-executive directors for Jupiter’s fund management department. Fund managers and governance/sustainability analysts work in partnership when engaging with companies. Through this process, fund managers are able to gain investment insight, make informed decisions and influence investee companies, on behalf of our clients.
Jupiter’s Sustainability Review Committee, also chaired by the Head of Investments, comprises both fund managers and dedicated sustainability and governance specialists. This Committee reviews Jupiter’s engagement activity with companies on social and environmental issues and monitors these risks and opportunities across Jupiter’s funds. Common membership of both committees by governance and sustainability analysts ensures co-ordination and consistency across our stewardship and sustainability work.
The document below ‘UK Stewardship Code Jupiter’s approach’ sets out our compliance with this Code. In addition, our Stewardship Disclosure Framework for Asset Managers provides a simple ‘at a glance’ view of our stewardship policies and activities. This Framework, designed by the National Association of Pension Funds (NAPF), is publicly available on the NAPF website and also below.
These documents compliment Jupiter’s Corporate Governance and Voting Policy which sets out our approach to corporate governance and voting.
Our approach to stewardship
The monthly reports represent the majority view taken by Jupiter on behalf of Jupiter funds and certain institutional mandates we manage. This is primarily because Jupiter’s clients have varying voting mandates and there may be occasions when we submit different voting instructions for the same meeting.
Jupiter appoints a third party agency to transmit its proxy voting instructions. The voting process is reliant on various parties such as custodians and sub-custodians. The information set out in the monthly reports details the instructions submitted to our proxy voting agency.