Policy on Compliance with the Korean Stewardship Code
스팍스자산운용 주식회사
2021. 7. 14 제정
Since our establishment, SPARX Asset Management Korea Co., Ltd. (henceforth, "the Company") has taken a bottom-up approach to our investment activities that centers on dialogues with the management of our portfolio companies, based on its consistent investment philosophy that "the Macro is an Aggregate of the Micro." The fundamental principal of the Korean Stewardship Code are to promote sustainable growth of portfolio companies and striving to expand medium- to long-term investment returns for beneficiaries. Because these principles are consistent with our investment philosophy, we have proactively accepted this code and created our policy on compliance with them as stated below. The timing of purposeful engagement with portfolio companies and the degree of encouragement we provide during these discussions will vary, depending on our investment strategies and the circumstances of the portfolio companies at the time.
수탁자 책임원칙
원칙 1
Institutional investors should formulate and publish a clear policy on fulfilling their
stewardship responsibilities.
Since its inception, the Company has worked to develop innovative investment methods and to offer investment intelligence born from its thorough bottom-up approach. These are based on its consistent investment philosophy, "the Macro is the Aggregate of the Micro." After researching disclosed documents, we evaluate portfolio companies' and candidate companies' status and medium- to long-term business growth by making visiting them in person. If we judge an investment target to have rational management practices and to show the potential for improved corporate value, we make an investment. During this coordinated process, we strive to have many conversations with the managers of portfolio companies and to gain a shared knowledge of their management challenges, which we then take into account when expressing our recommendations and opinions. Our intention is to do this in such a way that supports the improvement of corporate value. The bottom-up approach that we have pursued since our founding aims to contribute to boosting the portfolio company's corporate value, while also leading to greater medium- to long-term investment returns for beneficiaries. Furthermore, in order to enhance Company-wide capacity to respond to ESG issues, we have adopted a new framework for implementing responsible investment by establishing an ESG Committee. We have made it a basic policy to further strengthen our bottom-up approach and continue qualitative improvements in order to appropriately fulfill our stewardship responsibilities through these activities.
원칙 2
Institutional investors should have a clear policy on how they manage conflicts
of interest in fulfilling their stewardship responsibilities and publicly disclose it.
Our parent company, SPARX Group Co., Ltd., is an independent company, unaffiliated with any corporate banking, securities, or insurance groups, and the first Japanese publicly listed company having several Group subsidiary companies mainly engaged in the investment management business. As such, we have endeavored to establish a code of conduct that would earn a high level of trust from the market. Half of the SPARX Group Co., Ltd. Board of Directors is comprised of independent, external directors, and the company has a governance framework that allows it to appropriately manage conflicts of interest. As a subsidiary of SPARX Group Co., Ltd., we are committed to complete transparency. One of our fundamental principles is to preemptively avoid investment activities that may result in conflicts of interest with beneficiaries. Additionally, we have stipulated the types of conflict-of-interest transactions to be monitored, and the methods for doing so, in our Policy for Managing Conflicts of Interest, an overview of which is published on our website.
원칙 3
Institutional investors should monitor investee companies so that
they can appropriately fulfill their stewardship responsibilities with
an orientation towards the sustainable growth of the companies.
We strive to understand the circumstances of our portfolio companies, from the perspective of improving their medium- to long-term corporate value. We leverage our commitment to a bottom-up approach and carry out ongoing, direct dialogues with companies, over and above our verification of publicly disclosed information. This allows us to closely investigate whether a company has effective management strategies in tune with their business environment and whether they have an appropriate corporate governance structure. In working to grasp a portfolio company's circumstances, we do not merely focus on financial indicators. We are intensely interested in whether the company's relationships with all its stakeholders--clients, employees, suppliers, business partners, and local communities--support the company's medium- to long-term growth.
원칙 4
Institutional investors should seek to arrive at an understanding in common
with investee companies and work to solve problems through constructive
engagement with investee companies.
Since our establishment, we have endeavored to learn about the management of companies by looking beyond financial information and engaging in continuing dialogues with the managers of a large number of companies. Through this practice of ongoing research, we can show support for activities that promote greater corporate value by choosing to make an investment, and at the same time, we can encourage change by expressing constructive opinions when we think that there is room for improvement. If our assessment indicates the possibility of the portfolio company improving corporate value by solving its management challenges, we express our support of the company's management policy by ramping up our investment. Conversely, if even after our dialogues, a company adopts management strategies that will clearly obstruct sustainable growth, we will protect the interests of our beneficiaries by ending our investment. Additionally, in some of our investment strategies, we may exercise our rights as shareholders and aggressively petition management. We recognize collective engagement as one productive approach for enhancing the efficacy of dialogues between companies and shareholders. When other institutional investors who are also shareholders request to collaboratively engage in dialogues with portfolio companies that we are holding for strategic reasons, we sincerely consider the necessity and suitability of such action. If we determine that collaborative dialogues with other shareholders will be a more effective action in regard to the portfolio companies that we are holding for strategic reasons, we may lobby other shareholders to join us in collective engagement. One of our fundamental principles for dialogues with portfolio companies is to pre-establish agreement, based on mutual trust, not to accept material nonpublic information. If we learn such material facts in the course of in-depth discussions intended to contribute to efforts for enhancing corporate value, we take appropriate action by, for example, following our internal regulations for immediately recording and handling such information, as well as activating necessary protocols regarding trading regulations and the like.
원칙 5
Institutional investors should have a clear policy on voting and the disclosure of voting activity.
The policy on voting should not be comprised only of a mechanical checklist;
it should be designed to contribute to the sustainable growth of investee companies.
Through our bottom-up approach, we invest after researching and understanding each target company's management policy, growth prospects, business model, corporate governance, and similar policies. Our criteria for exercising voting rights include whether or not each proposal contributes to greater corporate value over the medium to long term. Our internal company regulations cover guidelines for exercising voting rights on typical proposals, as well as management steps in such cases. Information on this basic policy is available on our website.* Nearly all our investment strategies follow an active investment approach. We only hold portfolio companies after our fund managers have researched and understood each company's business conditions. Leveraging that feature, we do not set extrinsic or quantitative criteria for exercising voting rights. Fund managers make individual decisions on each proposal, assessing whether it contributes to greater corporate value for the portfolio company over the medium to long term. If we exercise our voting rights and oppose a company proposal while supporting a shareholder proposal, we disclose that fact. Additionally, with regard to proposals that may be suspected, based on outward appearances, of involving a conflict of interest, we announce the reasons for the conflict, regardless of whether we oppose or support the proposal. Our policy is to disclose our votes on all matters for portfolio companies in our Sustainable Strategy.
원칙 6
Institutional investors in principle should report periodically on how they fulfill
their stewardship responsibilities, including their voting responsibilities,
to their clients and beneficiaries.
Through investment reports, meetings with clients, various seminars, our website, and other means, we announce our basic policies on stewardship-related responsibilities and activities. When explaining the status of investments, we strive to enhance disclosure of our thoughts on corporate value and the unique information gained from our bottom-up approach, which includes activities supporting a portfolio company's sustainable growth. Every year, we report the results of proxy votes on our website.
원칙 7
To contribute positively to the sustainable growth of investee companies,
institutional investors should develop the skills and resources needed to appropriately
engage with the companies and to make proper judgments in fulfilling
their stewardship activities, based on an in-depth knowledge of the investee companies
and their business environment, and a consideration of sustainability consistent
with their investment management strategies.
In order to gain an in-depth understanding of a portfolio company's business and to form a shared awareness with management through dialogues, we must have sufficient knowledge and experience, in addition to sophisticated analytical capabilities. That is why, since our establishment, we have made a methodical bottom-up approach part of our basic mind-set for research and investment activities, while also thoroughly integrating high standards throughout our organization. At the same time, we have systematically trained and educated staff so that they can build and deploy their accumulated knowledge and experience throughout the Company. Furthermore, our management team has many years of professional experience at the Company and in the asset management industry. The team shares our investment philosophy and the principles on which we were founded, and it pursues business while striving for the ideal vision expected of the asset management industry. In order for portfolio companies to recognize the significance of engaging with us in dialogues, we believe that it is necessary to hone corporate analytical skills not just from a shareholder perspective but from a total value creation perspective that includes the views of all portfolio company stakeholders, be they managers, employees, clients, suppliers, business partners, or local communities. Throughout the Company, we make a daily commitment to research and analysis. We will regularly evaluate (approximately once a year) our adherence to the Stewardship Code, including the progress of dialogues with portfolio companies, while reporting the results to the Board of Directors and the general public.
스팍스자산운용 스튜어드십코드 책임자 및 담당자
| 책임자 | 담당자 | 담당자 |
| 박선영 상무 | 노기영 부장 | 김희조 과장 |
| 연락처 | 이메일 |
| 02-570-1600 | stewardship@sparxkorea.com |
