The policy was approved by the Fund Board on 6th of April 2010 at the meeting # RC/FB5/2010
Overview of Voting Policy
Shareholders in public companies typically have voting rights associated with their stock holdings. These voting rights allow shareholders (including institutions such as Riyad Capital on behalf of all mutual funds and portfolios it manages) to vote at annual and special company meetings.
The typical agenda for each company meeting will include more than one proposal, such as Election of directors, Dividend payout, Capital adjustment, or approval of a Merger or Acquisition. Proposals are most commonly put forth by the company's management, but may be submitted by a shareholder as well. The company's management may provide a voting recommendation for each proposal, and each proposal is evaluated separately by Riyad Capital relative to our proxy voting guidelines.
Voting Policy Guidelines
(I) Auditors
We generally vote in favor of the proposed auditor, as long as it is one of the reputed auditors.
(II)Extraordinary Business Combination Transactions
Votes on mergers and or acquisitions and corporate restructuring proposals are considered on a case-by case basis, taking into account the following:
- Anticipated financial and operational benefits
- Offer price (cost v. premium)
- Prospects of the resulting company
(III) Election of Directors
As a matter of policy, Riyad Capital will not participate in voting for any board member nominees relating to a company in which RC funds are investing, unless in cases where RC has no doubt that such participation is clearly required to protect the interest of the underlying company and /or the funds shareholders.
(IV) Dividend Payout & Capital Adjustment
Votes on Dividend payout & Capital adjustment are considered on a case-by-case basis, taking into account the financial position and strategy of the company, the sector it operates in and the current and prospective market environment.