UK Stewardship Code / Shareholder Rights Directive II - Disclosure Statement - June 2019

Under Rule 2.2.3R of the FCA's Conduct of Business Sourcebook, Tresidor Investment Management LLP (“Tresidor” or the “Firm”) is required to include on this website a disclosure about the nature of its commitment to the UK Financial Reporting Council's Stewardship Code (the "Code") or, where it does not commit to the Code, its alternative investment strategy.  

In addition, under the Shareholder Rights Directive II (SRD II), Tresidor is required to publicise details of its equity investment strategy and how this is aligned with the profile and duration of the Firm’s liabilities and how it contributes to the medium to long-term performance of the Firm’s assets. Both of these are described below.

(A) The UK Stewardship Code

The Code is a voluntary code and sets out a number of principles relating to engagement by investors with UK equity issuers. Investors that commit to the Code can either comply with it in full or choose not to comply with aspects of the Code, in which case they are required to explain their non-compliance and state in general terms their alternative investment strategy.  

The seven principles of the Code are that institutional investors should:

  • Publicly disclose their policy on how they will discharge their stewardship responsibilities;

  • Have and publicly disclose a robust policy on managing conflicts of interest in relation to stewardship;

  • Monitor their investee companies;

  • Establish clear guidelines on when and how they will escalate their activities;

  • Be willing to act collectively with other investors where appropriate;

  • Have a clear policy on voting and disclosure of voting activity; and

  • Report periodically on their stewardship and voting activities.

The Firm may provide investment management services to a number of Alternative Investment Funds (AIFs). Whilst the Firm’s investment strategy focuses on European credit this could involve the Firm trading in single, publicly traded, UK equities.

When the Firm does invest directly in UK single equities these would represent only a small part of the Firm’s business. Hence, while the Firm generally supports the objectives that underlie the Code, the Firm has chosen not to commit to the Code. The approach of the Firm in relation to engagement with issuers and their management is determined globally. The Firm takes a consistent approach to engagement with issuers and their management in all of the jurisdictions in which it invests and, consequently, does not consider it appropriate to commit to any particular voluntary code of practice relating to any individual jurisdiction.

(B) The Shareholder Rights Directive II

The Shareholder Rights Directive II (SRD II) is a European Union (EU) directive, and aims to encourage effective stewardship and long term decision making, involving transparency on engagement policies and investment strategies between traded companies and investors. SRD II applies to asset managers including full-scope Alternative Investment Fund Managers that invest in shares traded on a regulated market in the EEA as well as “comparable” markets situated outside of the EEA. Firms in scope must on a “comply or explain” basis develop and publicly disclose an engagement policy, and annually disclose how the engagement policy has been implemented including a general description of voting behaviour.

The engagement policy must describe how a firm:

  1. integrates shareholder engagement in its investment strategy:

  2. monitors investee companies on relevant matters, including:

    • strategy;

    • financial and non-financial performance and risk;

    • capital structure; and

    • social and environmental impact and corporate governance.

  3. conducts dialogues with investee companies;

  4. exercises voting rights and other rights attached to shares;

  5. cooperates with other shareholders;

  6. communicates with relevant stakeholders of the investee companies; and

  7. manages actual and potential conflicts of interests in relation to the firm’s engagement.

As Tresidor is primarily a credit manager, the Firm does not have a pre-determined equity investment strategy, and hence the majority of the SRD II is not relevant to Tresidor’s activities and as such an engagement policy is not appropriate to the investment strategies currently pursued.


For further information on the Firm’s approach with respect to either the UK Stewardship Code or the SRD II, please contact:

Marc Sharman, Chief Operating Officer