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Stewardship built around your priorities. Not someone else's.
No two institutions own shares for quite the same reason, and the differences between them are rarely differences of opinion. A public plan carrying a forty year liability profile, a foundation spending against an endowment, and a manager running segregated mandates for clients who disagree with one another are each answering to different people under different instruments over different horizons. What each of them believes about the companies it owns follows from those obligations rather than from taste, which is why a view arrived at honestly by one of them can be of no use whatever to the next.
Most voting research is built outwards from a benchmark. A provider forms a position on what good governance looks like, publishes it, and clients thereafter either accept that position or spend the year negotiating their way out of it. Offering four benchmarks instead of one does not disturb the underlying arrangement in the slightest, because a menu of house views is still a set of house views, and choosing between the options someone else has drawn up is not remotely the same thing as writing your own.
Minerva took a different route thirty years ago and has stayed on it since. We hold no benchmark voting policy, market no named policy products, and maintain no quiet default towards which clients can be nudged, for the straightforward reason that we have never had any use for one.
Our clients do not adopt a framework. They build one.
A policy is worth no more than the evidence it runs on, so that is where we begin.
Our research is not written as prose opinion but captured as structured data, with every company and every meeting analysed against the same set of questions so that the answers can be compared, sorted and acted upon rather than merely read. Whether a company has disclosed its audit fees, how long each of its directors has served, whether a remuneration target was quietly lowered once the period had already begun: these are recorded as findings against a common framework, and where a company has chosen to disclose nothing at all we record that too, since silence tells you a good deal about how seriously an obligation is being taken.
From that library you select the questions that bear on your mandate and set the thresholds and outcomes you want attached to them, building the policy question by question until it says what you mean. Should you prefer not to begin from a blank sheet, we can start you on a baseline drawn from an external framework such as the ICGN principles, Pensions UK guidelines or the OECD principles, though it is worth being clear that this is always a starting point rather than a position you inherit.
None of which is to say that flexibility about policy implies flexibility about facts, and we take some care never to let the two be confused. Two funds examining identical evidence may reasonably reach opposite conclusions, because they answer to different people for different things, but what neither of them should ever have to do is examine different evidence. The record is the record, and it does not soften according to who happens to be asking.
The judgement about what matters is yours to make. Establishing what is actually the case is our work, and we do it the same way for every client who asks.
Defensible to whom, though, is the question worth answering, and the answer is: to your beneficiaries, to your board or trustees, to your auditors and consultants, and to anyone at all who writes asking why a particular vote was cast in your name.
Because your selections become rules rather than guidance, they run against the research automatically across every meeting you hold, which means your policy is executed rather than interpreted. No analyst exercises discretion on your behalf late in a crowded season, and nothing drifts between what you approved in March and what was voted in June.
Every vote therefore traces back to a rule you yourself approved, and the chain from that rule to the ballot remains visible end to end. What the record shows is not a fund deferring to its adviser's opinion, nor a fund moving in step with a crowd it never agreed to join, but a fund applying its own stated policy consistently across markets with the reasoning attached to each decision. When the question eventually arrives, as it increasingly does, the answer you hand over is a document you wrote yourself.
The same machinery serves managers running money for clients who take opposing positions, allowing you to vote the same line in the same company two different ways on the same day and to demonstrate afterwards that each client's instruction was followed exactly as given.
One client cares most about board independence and succession, having learned at some expense what concentrated control can cost. Another watches capital allocation discipline and the quality of acquisitions above everything else. A third takes a close interest in workforce practices, or in how exposed its holdings are to physical and transition risks running out over a horizon that matches its own liabilities. A fourth votes to a framework set by its founding purpose and has done so, without apology, for decades.
We are not in the business of ranking these against one another. We are in the business of making sure that whichever of them describes you, the votes cast in your name say so plainly.
Independence is easily claimed and rather harder to structure, so ours rests on the shape of the business rather than on any statement of intent. Having no house policy to defend, we have no reason to nudge you towards one; keeping research and policy application as separate functions means the analysis is not written with a conclusion already in mind; and the editorial independence we have long promised our clients is a commitment we have kept.
We also do not sell advisory services to issuers. Our research is available to anyone who cares to buy it, companies included, but we do not advise them on how to be assessed and never have, so there is no second set of interests sitting behind the work.
Minerva covers around eight thousand companies, spanning some fifty thousand listed equities and bonds across seventy-seven markets, and was a founding signatory of the Best Practice Principles for Shareholder Voting Research.
Whether you would like to build a policy from first principles, sharpen the one you already have, run split voting across competing mandates, or simply see how your existing programme would have voted under a policy of your own design, we would be glad to show you.
Talk to Minerva about a voting and stewardship programme that reflects your priorities.