Voting Right Policy

Criteria to exercise voting rights

Shânti Asset Management participates in annual general meeting of shareholders, for such holdings in our portfolios according to the below cumulative criteria:
- participation in the share capital is at least 2%
- the investment represents at least €1 million in the portfolio.

Regarding stock-picking, India is at present the only market in which Shânti Asset Management uses fundamental analysis and may exercise voting rights.

Shânti Asset Management is dependent on information and reports available, according to holdings in portfolios at time of voting.

Exercise mode

The decisions are made by the portfolio manager.

If the criteria for the exercise outlined above are met, voting by correspondance may be performed if necessary or locally performed by buy-side analysts for the account of Shânti Asset Management. Shânti Asset Management does not  in principle  vote  in the  general  assemblies  of  Indian companies; if  it participates,  as  a  registered  FII (Foreign  Institutional  Investor) with the  local  authorities, Shânti Asset Management respects the provisions of the State Bank of India (SBI), Securities and Exchanges Board of India and that of the Reserve Bank of India (RBI) in exercising its voting rights.

 
Voting rights policy

Shânti Asset Management participates in General Assemblies, in order to exercise its voting rights by which it aims to defend the rights of unitholders and preserve the interests of minority shareholders. Shânti Asset Management exercises this responsibility by following the recommendations of the AFG.

In specific cases, if the General Assembly in question is perceived as important, Shânti Asset Management does not attend the vote even if the thresholds above are not met.

Shânti Asset Management believes that there is no priority reason to be in fundamental conflict with the management on resolutions for approval at the General Meeting of shareholders.

Shânti Asset Management, is however to the extent possible, in function of national constraints, very vigilant on four points, namely:
- The issuance of shares without pre-emptive rights for existing shareholders.
- Capital increases in the event of a takeover bid or all other anti-takeover measures.
- Issuance of warrants of shares, or any other manner for providing access to capital for the benefit of an exclusive class of shareholders (for example employees) leading to the dilution of other shareholders.
- Approval of regulated agreements if their content is contrary to the rules of good governance or if it is not easily accessible.

As a consequence, in such cases, the defence of minority shareholders, that are indirectly holders of shares of funds in Shânti Asset Management, the management company reserves the right to vote against any such resolution.

Fiscal year 2010-2011 review

Shânti Asset Management has not exercised any voting right between the period from September 1, 2009 to August 31, 2010. In effect, none of the holdings in the portfolio did meet the criteria for the exercise.

To date, the RBI and SEBI in India do not give any specific instructions to FIIs (Foreign Institutional Investors) vote on the AGM. In addition the capital structure of most Indian companies (often held by the founding shareholders - "promoters") does not allow FIIs to play a significant role in the convening of General Assemblies. Such a scheme is not in line with the recommendations of AMF, which encourages the investors to exercise their full role at General Assemblies.
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