MENA Capital LLP
UK Stewardship Code Disclosure Statement
Under COBS 2.2 of the Financial Conduct Authority Handbook, we are required to make a public disclosure in relation to the nature of our commitment to the above Code, which was published by the Financial Reporting Council ("FRC") in July 2010 and amended in September 2012.
Code aims to enhance the quality of engagement between institutional investors and companies to help improve long-term returns to shareholders and the efficient exercise of governance responsibilities. It sets out good practice on engagement with investee companies and is to be applied by firms on a "comply or explain" basis. The FRC recognises that not all parts of the Code will be relevant to all institutional investors and that smaller institutions may judge some of the principles and guidance to be disproportionate. It is of course legitimate for some asset managers not to engage with companies, depending on their investment strategy, and in such cases firms are required to explain why it is not appropriate to comply with a particular principle.
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 as a method of protecting and enhancing shareholder value;
- 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.
MENA Capital LLP does not currently comply fully with all the Code for the following reasons:
- Our investment strategy involves investing primarily in companies that are listed in Middle Eastern and North African stock markets. Over time approximately 5-10% of the funds under management are invested in London listed companies but these companies have most of their business in the MENA region. In any case we comply with principle 1, 2, 3, and 5.
- We are not activist investors so if we don?t like the corporate governance of a company?s management we will avoid investing in it or maybe even short the stock if possible.
- Most companies in the region are controlled either by a family or by a government so voting is not that relevant.
- We often take positions in companies through swaps or nominee accounts and therefore the stock is not in our name and hence voting is not possible.
Should any of the above factors change, we will review our commitment to the Code at that time and make appropriate disclosure.