2021 PRI Board annual elections

2021 PRI Board elections results

The 2021 PRI Board election was for four asset owners and one investment manager representative positions. There were ten candidates competing for four asset owner positions and ten candidates competing for one investment manager position.

Signatories voted for respective candidates and elected Scott Connolly, Wendy Cromwell, Sharon Hendricks, Wilhelm Mohn, and Laetitia Tankwe as the PRI Board Directors for three-year terms.

Signatories voted to confirm the appointment of Deloitte as the PRI Association’s new auditor. Signatories also voted to receive the annual report and accounts, and approved the Signatory General Meeting minutes.

Asset owner representative votes

Each asset owner signatory had the opportunity to vote for four candidates out of ten nominated. The four candidates Sharon Hendricks, Laetitia Tankwe, Wilhelm Mohn, and Scott Connolly received the highest votes and are elected as board directors for three-year terms.

Asset owner candidates	Statement	Video	Votes
Sharon Hendricks, Vice-chair, CalSTRS Board	Statement	Video	241 (20.5%)
Laetitia Tankwe, Advisor to Ircantec President, Ircantec	Statement	Video	210 (17.8%)
Wilhelm Mohn, Global Co-Head of Corporate Governance, Norwegian Government Pension Fund Global (Norwegian Ministry of Finance and Norges Bank Investment Management)	Statement	Video	161 (13.7%)
Scott Connolly, Trustee Director, Telstra Super	Statement	Video	137 (11.6%)
Peter Coveliers, Head of Group Corporate Programmes and Institutional Business Development, European Investment Fund	Statement	Video	97 (8.2%)
Denísio Liberato, Equity Director, PREVI	Statement	Video	95 (8.1%)
Juan Camilo Osorio, Chairman of the Board, Afore Sura	Statement	Video	74 (6.3%)
Kamal Mitha, Head of Investments, Sasria	Statement	Video	59 (5.0%)
Massimo di Tria, Chief Investment Officer, Società Cattolica di Assicurazione S.p.A.	Statement	Video	59 (5.0%)
Alex Hindson, Chief Risk and Sustainability Officer, Argo Group International Holdings Limited	Statement	Video	45 (3.8%)
Abstain			13 (3.8%)
Total voters			338

Candidate vote % is calculated as number of votes for the candidate divided by total aggregate votes (1178).

Investment manager representative votes

Each investment manager signatory had the opportunity to vote for one candidate out of the ten nominated. Wendy Cromwell received the highest votes and is re-elected as a board director for a three-year term.

Investment manager candidates	Statement	Video	Votes
Wendy Cromwell, Head of Sustainable Investment, Wellington Management Company, LLP	Statement	Video	381 (34.5%)
Karina Funk, Portfolio Manager and Chair of Sustainable Investing, Brown Advisory	Statement	Video	144 (13.1%)
Tatjana Puhan, Deputy CIO, TOBAM	Statement	Video	140 (12.7%)
Hanneke Smits, CEO, Bank of New York Mellon Investment Management	Statement	Video	125 (11.3%)
Maribel Monterrubio, CEO, Vitalis	Statement	Video	116 (10.5%)
Alison Schneider, Vice-President, Responsible Investment, Alberta Investment Management Corporation – AIMCo	Statement	Video	84 (7.6%)
Papa Madiaw Ndiaye, CEO, AFIG Funds	Statement	Video	46 (4.2%)
Melchior de Muralt, Managing Partner, De Pury Pictet Turrettini & Cie	Statement	Video	45 (4.1%)
Alan Feld, Founder and Managing Partner, Vintage Investment Partners	Statement	Video	14 (1.3%)
Helmut Schuehsler, CEO and Chairman, TVM Capital Healthcare Partners	Statement	Video	8 (0.7%)
Abstain			60 (5.2%)
Total voters			1163

Voting breakdown

Voting item	For	Oppose	Abstain	Total
Confirm the appointment of the Auditor	1534 (99.4%)	9 (0.6%)	96 (5.9%)	1639
2021 Annual Report and accounts	1491 (99.8%)	3 (0.2%)	145 (8.8%)	1639
2021 Signatory General Meeting (SGM) minutes	1371 (99.9%)	2 (0.1%)	266 (16.2%)	1639

Abstain % is calculated as number of abstain votes divided by total votes.

2021 election participation

Total 36.5% signatories participated in the 2021 voting.

Breakdown by signatory type	Electors	Votes	Turnout (%)
Asset owner ballot	654	338	51.7%
Investment manager ballot	3361	1163	34.6%
Service provider ballot	481	138	28.7%
Total	4496	1639	36.5%

Signatory voting is closed

Signatories were invited to vote from 30 September until 26 November on the following elements of PRI governance set out in the table below.

Voting item	Asset owners	Investment managers	Service providers
Vote for four asset owner representatives in the PRI Board Election	✔
Vote for one investment manager representative in the PRI Board election		✔
Vote to confirm the appointment of the auditor	✔	✔	✔
Vote to receive the PRI Annual Report and Accounts	✔	✔	✔
Vote to approve the Signatory General Meeting minutes	✔	✔	✔

Voting was conducted via an independent voting provider Simply Voting which is a web-based online voting system. All votes are anonymous.

If you have any queries about the election and voting process, please contact governance@unpri.org.

Signatory rights and the PRI Board

Nominating candidates for the board elections and electing PRI Board Directors are important signatory rights and responsibilities. The PRI encourages signatories to participate in the nomination and election process to maintain a vibrant and representative PRI Board. Learn more about your rights as a PRI signatory.

The PRI Board is collectively responsible for the long-term success of the PRI and in particular for: establishing the PRI’s mission, vision, and values; setting the strategy, risk appetite and structure; delegating the implementation of the strategy to the PRI Association Executive (the Executive); monitoring the Executive’s performance against the strategy; exercising accountability to signatories and being responsible to relevant stakeholders.

The board is composed of: one independent Chair (confirmed by a signatory vote) and ten Directors (seven elected by asset owner signatories, two by investment manager signatories and one by service provider signatories). The Chair and all elected Directors are the Statutory Members of the Company. There are two Permanent UN Advisors to the board, representatives from the PRI’s founding UN partners: UN Global Compact and UNEP Finance Initiative.

Current board Directors are all CEOs, CIOs, Board members, or report to ‘relevant officers’ of signatory organisations. Part of the role of the board is to be ambassadors for the PRI and for responsible investment. The PRI considers it is important to have high-level C-suite engagement and champions to help bring responsible investment into the mainstream. For information on the current board Directors, including Directors’ terms, see the table below.

Current board directors

Category	Director	Signatory	Signatory HQ country	Term
Chair	Martin Skancke	Independent	N/A	2021-2023
Directors elected by asset owner signatories
	Takeshi Kimura	Nippon Life	Japan	2021-2023
	Angela Emslie*	HESTA	Australia	2019-2021
	Eva Halvarsson	Second Swedish National Pension Fund (AP2)	Sweden	2020-2022
	Sharon Hendricks*	CalSTRS	US	2019-2021
	Renosi Mokate	Government Employees Pension Fund (GEPF)	South Africa	2021-2023
	Laetitia Tankwe*	Ircantec	France	2019-2021
	Xander den Uyl*	ABP	Netherlands	2019-2021
Directors elected by investment manager signatories	Wendy Cromwell*	Wellington Management	US	2019-2021
Directors elected by investment manager signatories	Tycho Sneyers	LGT Capital Partners	UK	2021-2023
Director elected by service provider signatories	Michael Jantzi	Sustainalytics	Netherlands	2020-2022

End of term board directors

Five board directors’ (denoted in table above with asterisk*) current terms end in December 2021.

The following three directors have re-nominated for another three-year term.

Sharon Hendricks - Asset owner representative
Laetitia Tankwe - Asset owner representative
Wendy Cromwell - Investment manager representative

For more information on our board members, biographies and board composition refer to PRI Board members.

Skills, experience, and diversity

As part of the commitment to strengthen the rigour and accountability of the election process, the PRI is providing more guidance and information to candidates and signatories in advance of their vote.

The board should have the appropriate balance of skills, diversity, experience, independence, and knowledge of the organisation to enable it to discharge its duties and responsibilities effectively. This necessary diversity encompasses a sufficient mix of relevant skills, competence, and diversity of perspectives. It may include but is not limited to: geographical diversity of signatory representation to bring regional knowledge and perspectives to the board; diversity of geographical origin, ethnicity, language and culture, and also gender diversity.

The board needs to be appropriately representative of the diversity of the PRI signatories in order to generate effective debate and discussion around the key issues that the board considers, and to deliver the broadly-founded leadership that the initiative requires. The PRI is a global organisation, and aims for global representation on its board, particularly within the asset owner positions.

The PRI Board is encouraging candidates:

with governance skills and senior leadership experience; and
with demonstrated leadership in responsible investment.

In addition to the above, for the asset owner positions, the PRI Board is encouraging candidates:

from asset owner signatories (with their HQ) in North America and Australasia.

Candidates are asked to elaborate, in their candidate statements, on their leadership and governance experience, and demonstrated leadership in responsible investment. This information – as well as information on the nominating signatory, the candidate biography and statement – will enable the signatory electorate to more easily compare the skills, experience and diversity of the respective candidates.

Eligibility

To be eligible to stand for the election, candidates must be a ‘relevant officer’, a person who is employed or otherwise serving as:

(i) the Chief Executive Officer of a Signatory; or

(ii) the Chief Investment Officer of a Signatory; or

(iii) in the case of a Signatory that does not have the offices of Chief Executive Officer or Chief Investment Officer: the most senior investment professional of that Signatory; or

(iv) a director serving on the main governing board (and not merely any subsidiary boards, subordinate boards or committees) of a Signatory; or

(v) a trustee of a Signatory; or

(vi) an executive employee of a Signatory in a role where his or her immediate line manager is one of the persons described in sub-paragraphs (i), (ii) or (iii) of this definition of Relevant Officer.

(vii) a former relevant officer.

2021 PRI Board annual elections timetable

Date	Action
7 June	Invitation for nominations from asset owner and investment manager candidates
27 August	Final day for nominations
23 September	Announcement of the election candidates at the Signatory General Meeting
30 September	Election voting opens
26 November	Election voting closes 17:00 (GMT)
3 December	Board announcement of the election results
1 Jan 2022	Start of term for the new Director

Director expectations

Directors are nominated by a signatory organisation and elected by signatories, from a signatory category, but have a responsibility to fulfil their duties as an individual and in the best interests of the PRI as a whole.

Term

The successful candidates in the annual election are elected for three-year terms and are expected to serve from 1 January 2022 to 31 December 2024. No Director may serve for more than three consecutive three year terms as an elected Director.

Time allocation

Due to the Covid-19 pandemic, all meetings are being held online via video conference until further notice. The expectation is that Directors will participate in every meeting. At the moment there are 3-5 agenda items per meeting and preparation is dependent on the Director and the respective agenda item. Directors are expected to dedicate additional reading and preparation time leading up to meetings.

Post-Covid, the expectation is that the board meetings will be a mixture of virtual and in person. The board is considering two annual in-person meetings, likely to be 1.5 days each, plus four additional virtual meetings. The time commitment is approximately 12-14 days including meetings, preparation and excluding travel.

Board members are typically appointed to one or two board committees. The five committees (Finance, Audit and Risk; Governance; Human Resources and Remuneration; Policy; Signatory Status) facilitate the discussions and workings of the board and are critical to the effectiveness of the board. The workload of each committee is varied, but on average a committee will have three 1.5 hour conference call meetings per year. The expectation is that each committee member will participate in every respective committee meeting, with a requirement to participate in a majority of meetings of that committee in a calendar year.

Attendance at virtual and/or in-person planned and ad hoc board meetings, committee meetings, and conference calls will be recorded in the annual Signatory General Meeting papers and on the PRI website.

Expenses

The PRI is a not-for-profit organisation and does not compensate Directors. The PRI will offer to make a contribution towards the travel expenses of Directors that attend in-person meetings.

Refer to following rules, policies and terms of reference:

Directors Terms of Reference for information on the role and responsibilities of the Directors.
Election Rules for information on relevant articles, election timetable, campaigning, and voting.
Board Diversity Policy for information on PRI’s equality, diversity and inclusion.
Code of Ethics for information on PRI Board guidance on the professional standards expected from PRI Board members.
Articles of Association of PRI Association for information on PRI’s governance and operations.
PRI Board members for information on our board members, biographies and board composition.

Further information

For more information on the role of the PRI Board, expectations of Directors, application process, and to arrange a 1-1 call to register your interest for future, email governance@unpri.org.