Merchant Banking Responsible Investment Policy 2020

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Merchant Banking Responsible Investment Policy 2020
Merchant Banking
Responsible Investment Policy

2020
Merchant Banking Responsible Investment Policy 2020
Merchant Banking is the investment
arm of Rothschild & Co

Merchant Banking deploys the firm’s capital, alongside that
of a select set of leading institutional and private investors.
With global commitments in excess of €14 billion, Merchant
Banking manages a series of funds dedicated to corporate
and secondary private equity, multi-manager funds and
co-investments, as well as senior and junior credits.

Our multi-national, multi-lingual team of 150 professionals
is based in London, Paris, Luxembourg, New York and
Los Angeles. Together they bring a wide range of expertise
and a strong depth of experience across Private Equity
and Private Debt.

We have built our reputation on providing the highest
levels of excellence. To maintain this we have defined
our guiding principles to encompass a responsible
and sustainable approach to Environment, Social and
Governance (ESG) standards.

Our guiding principles have been established in line
with the UN Principles for Responsible Investment
(“UN PRI”) which Merchant Banking became a signatory
in September 2012.

This policy statement sets out the principles and
commitments of our approach to ESG.

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Merchant Banking Responsible Investment Policy 2020
The 7 Pillars of our ESG policy
Principle 1                               Principle 4
Taking ESG criteria into account during   Adopt a responsible and ethical
the analysis and decision making          approach to governance including:
processes for investments, including:     • R
                                             emuneration of senior management
• A
   nalysis of the non-financial            and a policy on bonuses that is
  performance of target companies:          compliant with international standards
  governance, social, environment         • Implementation of compliance
• C
   onsideration of whether the              policies and procedures and on-going
  investment is ethical                      monitoring of the Group’s systems
                                             and controls
                                          • Implementation of rigorous risk
Principle 2                                 controls throughout the business
                                          • C
                                             onsideration of our ethical
Disseminate the UN PRI and ensure           obligations in all business conduct
the application of these principles,        (anti-money laundering, anti-
including:                                  corruption, reputational due diligence)
• Request all entities in which we
   invest to communicate, promote ESG
   standards within their business        Principle 5
• Provide support to senior management
   in developing mid to long term         Encourage a human resources
   strategies ensuring a sustainable      policy which values and respects
   and trustworthy partnership            all employees through:
                                          • O
                                             bjective criteria to measure
                                            performance and competencies
Principle 3                               • S
                                             upport programmes requiring senior
                                            management involvement in all
Inform our investors of this ESG policy     employees’ career progression
and provide them with information         • E
                                             quality across all staff irrespective
on our approach to ESG initiatives          of role, gender, race, age, religious
on a regular basis through:                 belief or sexual orientation
• P
   rovision of adequate, transparent
  and objective information in
  documents and during our annual
  Investor Day

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Merchant Banking Responsible Investment Policy 2020
The 7 Pillars of our ESG policy
Principle 6                                  Principle 7
Reduce the environmental impact              Promote employees’ commitment
of our activities:                           to society:
• In line with Rothschild & Co’s            • Partnership with Epic Foundation
   approach to environmental                 • R
                                                othschild & Co’s community
   management we look to minimise,             investment programme combines
   wherever practicable, the negative          long term partnerships and
   environmental impact of our business        employee volunteering with
   including the impacts associated            strategic charitable giving
   with energy, water and materials use,
                                             • E
                                                ncouragement for employees to
   waste production and CO2 emissions
                                               become involved in one or more of
• O
   ffset our carbon footprint through a       the 250+ volunteering commitments
  partnership with Up2Green. In 2019,          that the Management Company,
  we have committed to plant 50,000            through the Group, is involved in.
  trees in the Nariño area of Colombia
• A
   im to recycle and reuse as much
  as practicable
• A
   lign with responsible purchasing
  practices and encourage our suppliers
  to respect sustainable development
  criteria
• B
   ecame a Signatory of Initiative
  Climate International (ICI) in 2018.

We are committed to integrating tailored ESG initiatives into all our investment
activities taking into consideration the specifics of our investment strategies and
our level of ownership and control.
The ESG Policy is implemented across our various investment strategies:
• Corporate Private Equity
• Multi Strategies (secondaries, fund of funds and co-investments)
• Direct Lending
• Credit Management

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Merchant Banking Responsible Investment Policy 2020
Our ESG Journey
                                                                                                            2019
                                                                                                            • Offset our carbon
                                                                          2017                                footprint through
                                                                                                              a partnership
                                                                          • Integration of
                                                                                                              with Up2Green
                                         2017                               ESG criteria into
                                                                            our pre-investment
                                                                            processes
                                         • Creation of the
                                           Merchant Banking
           2013                            ESG Committee

                                         • Formalised our
           • Appointed dedicated
                                           engagement with
             ESG resources
                                           portfolio companies
             at Management
                                           through our ESG
             Company level
                                           Monitoring Programme
           • Disclosure of ESG
                                         • PRI reporting
             relevant information
                                           completed for
             to investors on our
                                           the first time
             website and annual
             reports

                                                                                             2018
                                                            2016                             • Became member of
                                                                                               the Initiative Climat
                                                                                               International to
                                                            • Appointed ESG
                                                                                               contribute to the fight
                                                              Champions in each of
                                                                                               against climate change
                                                              our funds’ investment
                                                              teams

                           2014                             • Training through the
                                                              PRI Academy
                           • Became a signatory to
2012                         the France Invest ESG          • Partnership with Epic
                                                              Foundation
                             Charter and member of
• Defined the 7 pillars      their ESG Commission
  of our ESG Policy

• Became a signatory
  of UN PRI

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Merchant Banking Responsible Investment Policy 2020
ESG in our Investment Process
We strongly believe in the benefits of responsible investing for
long-term value creation. Our ESG initiatives are implemented by
dedicated ESG Champions within each of our Investment Teams.
We have developed proprietary ESG tools tailored to each of our
investment strategies.
We try to promote the principles of responsible investment within
our investments and strongly encourage portfolio companies and
fund managers to consider ESG criteria in their activities.

                                                Due Diligence
 Pre-investment
                                                & Investment Decision
In line with each investment strategy,          Our due diligence is based on a
the investment team invests across              dialogue with the management team
a set of carefully chosen sectors.              (of companies or fund managers where
We ensure that we do not invest in              relevant) and onsite visits in order to
sectors we consider unethical and               identify and assess the management
which are explicitly listed as banned           of key ESG issues.
by the Five Arrows Managers                     The ESG review focuses on the
Investment Exclusion Policy.                    availability of ESG related information
                                                and is used to identify whether there
 We will not invest in:                         may be any significant issues, that
 • Companies (or portfolio companies)
                                                require either more detailed technical
   whose core business is engaged
   in activities in severe breach with          assessment or need to be managed
   international conventions;                   post-investment.
 • Companies (or portfolio companies)
                                                An ESG analysis is a necessary part
   that engage in material or systematic
   corruption evidenced by an official          of our investment process (for direct
   source such as Courts, the UN, OECD,         private equity funds).
   governments, etc.;
 • Companies (or portfolio companies)
   that deliberately and repeatedly violate
   law the which they operate;
 • Companies (or portfolio companies)
   that export certain goods and services
   targeted by trade embargoes imposed
   by the UN or the EU; and
 • Companies (or portfolio companies)
   that are involved or derive the majority
   of their revenue from the production,
   trade and/or distribution of controversial
   weapons and munitions, tobacco,
   prostitution, pornography or thermal
   coal-based activities.

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Merchant Banking Responsible Investment Policy 2020
Monitoring / Post-investment

Our Investment teams maintain an         report on their approach and on
on-going dialogue with the portfolio     pre-defined key ESG indicators
company’s management teams or            either through the Annual Monitoring
fund managers (where relevant) and       Questionnaire.
encourage them to identify and raise     We also use the support of external
material ESG issues.                     consultants to carry out an ESG review
We also request that our portfolio       of our portfolio companies (for direct
companies or fund managers a             private equity funds).

  Transparency for our investors
  We communicate with our investors on our responsible investment
  approach on a regular basis through the provision of transparent,
  objective and adequate information:
 • In the funds’ Annual Reports
 • At our Annual Investor Days
 • UN PRI Transparency Report, publicly available
 • The Merchant Banking Responsible Investment Policy,
   publicly available on our website
 • Our ESG commitment, publicly available on our website

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Community Investment
In line with the Group’s Community Investment programme,
Merchant Banking has decided to support non-governmental
organisations and social enterprises that focus on enhancing the
prospects of economically disadvantaged young people globally
through a partnership with the Epic Foundation.

This partnership is based on individual           social organisations tackling youth
commitments from our employees                    and child issues globally. Epic strictly
combined with a matching scheme.                  partners on a pro bono basis so 100%
Founded in 2014, Epic is a global                 of the money received is sent to the
non-profit organisation which provides            Epic portfolio organisations.
solutions to make “giving the norm”.              Since 2016, Merchant Banking has
Epic leverages volunteering and                   supported eight non-governmental
giving solutions for individuals and              organisations and social enterprises by
corporations to support high-impact               raising more than €150.000 per annum.

Our impact

 €720k                 8 projects supported since 2016
 donated by
 our teams
 since 2017
                       Simplon.              The Brilliant Club   Gastrovotiva        Prerana (India)
                       co (France)           (UK) expands         (Brazil)            seeks to end

 100%                  empowers young
                       people from
                       low-income
                                             access to
                                             highly selective
                                             universities for
                                                                  prepares youth
                                                                  for a career in
                                                                  the culinary
                                                                                      the cycle of
                                                                                      intergenerational
                                                                                      trafficking in
 directly to           communities           students             industry            Mumbai
 organisations         through training
                       in programming

                       Agir pour l’école     Duo for a Job        Educate             Sport dans la
                       (France) developed    (Belgium)            (Uganda)            Ville (France)
                       a reading             matches young        supports            promotes social
                       programme             immigrant job        education           and professional
                       based on              seekers with         programs to         integration of
                       scientific research   experienced          develop young       disadvantaged
                       combating failure     professionals        leaders and         young people
                       at school             over 50 years old    entrepreneurs
                                                                  in Africa

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Environment
We are committed to managing and taking action to reduce our
negative environmental impact and to being actively engaged with
environmental issues.

Our Environmental Pledge: Going “Carbon Neutral”

     We are committing to actively reducing our carbon footprint

                          Waste                                         Individual
                          management                                    behaviours

                          Supplier                                      Employee
                          reviews                                       engagement

                          Facility                                      Portfolio
                          management                                    companies

     For our remaining carbon footprint, we plan to offset it

     Fund 50,000 trees     Work side by side   Target a region             Biodiversity as
     to be planted         with l’Agence       where the need              a core pillar
     over five years in    Française de        for trees is critical:      of our action,
     Columbia              développement       the Nariño area of          working with local
     1 tree offsets        and Up2Green        Colombia                    communities
     150kg of carbon
     in 12 years1

1
    Based on Ecocert

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Initiative Climat International
In 2018, we became a signatory of iC International to contribute to the
fight against climate change.

The initative Climat International was      This approach is in line with the Task
launched in 2015 by a group of French       force on Climate-related Financial
GPs. iC International is a collective       Disclosure recommendations (“TCFD”)
commitment to understand and                and the expectations of Article 173 of
reduce carbon emissions of private          the Energy Transition for Green Growth
equity-backed companies and secure          French Act regarding climate risks
sustainable investment performance.         and transparency.
iC International’s clarion call is clear:
namely, that the global private equity
industry do its part by leveraging tried-
and-tested methodologies to analyse
and mitigate carbon emissions and
exposure to climate-related financial
risks in their portfolios.

Our Commitments

 Recognise that                 Join forces to             Actively engage
 climate change                 contribute                 with portfolio
 have effects on the            to the objective of        companies to reduce
 global economy,                COP21 limiting             their greenhouse
 which presents                 global warming             gas emissions,
 both risks and                 to well-below two          contributing to an
 opportunities for              degrees Celsius            overall improvement
 investments                                               in sustainability
                                                           performance

iC International partners

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ESG in the way Rothschild & Co
operates its business

Social Criteria                              Ethical criteria
Equal Opportunities Policy                   Anti-corruption statement
• We are committed to providing             Rothschild & Co takes a zero tolerance
   equal opportunities in employment         policy approach to corruption and bribery.
   and aim to ensure we do not unlawfully    Employees must at all times:
   discriminate in employment due
   to race, colour, religion or belief,      • Act honestly.
   gender, national or ethnic origin,        • Comply with the local law of any
   disability, age, nationality, marriage       country in which they operate together
   or civil partnership, pregnancy or           with our group policy, or whichever has
   maternity, sexual orientation or             provided for the highest standard of
   gender reassignment.                         anti-corruption behaviour,
• We believe we can contribute to the       • Avoid offering, giving or receiving
   diffusion of our employees’ welfare          an advantage (whether financial
   by applying Group standards on a             or otherwise) in return for improper
   global basis. This is particularly true      conduct.
   in the following areas: parental leave,
   sabbatical leave and flexible working.    Involvement in any form of corruption
   For this reason we have devised a         has serious consequences, including
   global Human Resources policy.            dismissal or termination of employment.
                                             Money laundering and reputational
Plan of Action on Senior Employment          due diligence
We are committed to guaranteeing
                                             • Rothschild & Co has a Group policy
job security and career development
                                                on client acceptance, which includes
opportunities for senior staff members.
                                                the requirement to complete anti-
Rothschild & Co is particularly
                                                money laundering and reputational
involved in:
                                                due diligence on prospective new
• The fight against discrimination             clients. This due diligence includes the
   towards older employees, within              requirement to conduct enquiries on
   the company, during recruitment              prospective new clients to determine
   processes and ensuring access                whether they have ever been convicted
   to training.                                 of a crime relating to bribery or
• Highlighting and facilitating the            corruption.
   transmission of experience from           • Where any such conviction is identified
   the oldest employees.                        (current or historic), it must be fully
• Implementing working conditions              disclosed to the relevant client
   adapted due to age.                          acceptance committee.

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Environmental Criteria                                                          56%
                                                                                of the group’s
                                                                                electricity is
Rothschild & Co recognises its environmental                                    generated from
responsibilities and the importance of being                                    certified renewable
actively engaged with environmental issues.                                     sources

To maintain a consistent, focused                   Green House Gas (GHG) emissions
approach on the most material                       and climate change
environmental impact areas of the
                                                     limate change is a serious risk to
                                                    C
Group’s locations, Rothschild & Co has
                                                    our environment, to society and to the
implemented a continuous improvement
                                                    global economy. We proactively manage
programme called the Environmental
                                                    our GHG emissions to take on our
Management Action Plan (EMAP).
                                                    share of responsibility to combat
The EMAP is aimed at reducing the
                                                    climate change.
negative environmental impact of
the Group’s operations.                             In recognition of the effects of climate
                                                     change and its potential impact, we
In 2017 it adopted the Group
                                                     continuously seek to improve our
Environmental Policy (applicable and
                                                     operational practices to limit and reduce
adopted by all group entities) and
                                                     the direct and indirect impact of our
together with its guiding vision:
                                                     business operations and, in particular,
                                                     business travel.
“Through our operations, products
    and services we will aim to add                 Responsible consumption
    value to our and our clients’                   and engagement
    businesses in a sustainable,                    • As part of our business culture we
    environmentally responsible                        champion responsible consumption
    way, to conserve and protect                       of resources and materials, such as
    the world’s natural resources.”                    energy, paper and water. We procure
                                                       resources responsibly and from
The Group Environmental Policy and                     sustainable supply chains.
vision are underpinned and aligned with
the six most relevant United Nations                Resource management
Sustainable Development Goals1 (‘SDGs’)
                                                    • We champion reducing waste,
for the Group, from the 17 SDGs defined
                                                       encouragement of circular economic
by the United Nations. Whilst the Group
                                                       practices and recycling.
recognises the importance of all the
SDGs, it has specifically aligned itself
with those it feels most relevant
to the environmental management
of our business operations.

1
 SDG 6, clean water and sanitation, SDG 7 - affordable and clean energy, SDG 8 - decent work and economic
growth, SDG 12 - responsible consumption and production, SDG 13 - climate action, SDG 15 - life on land

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