COBS 2.2B.7 of the FCA handbook requires Oceanwood Capital Management LLP (“Oceanwood” or the “Firm”) to disclose annually: a general description of our voting behaviour; an explanation of the most significant votes and; a reporting on the use of the services of proxy advisors. This disclosure addresses these in turn for the year ending 31 December 2021.
Oceanwood is an event driven manager which relies on fundamental research. Oceanwood sees engagement as an integral part of its investment process. Oceanwood engages with the management teams of investee companies where relevant and appropriate. This ‘soft’ style of activism often involves Oceanwood communicating its views on matters such as governance to management or the board of the investee company prior to meetings and votes, therefore we rarely push investee companies for change in public or vote against management proposals.
In line with our proxy voting policy Oceanwood will vote each proxy in accordance with its fiduciary duty to its clients. Oceanwood will vote proxies to the exclusive benefit of the client concerned and its investors.
During 2021 Oceanwood’s investee companies held 17 meetings with company management discussing a wide variety of topics from general strategy to individual areas of interest or concern. Oceanwood also holds a board seat in a few investee companies, which necessitates direct and active involvement with the board and management of the company.
There were 153 company voting resolutions during 2021. We voted on 139 of these resolutions and voted with management in each case.
In March 2021 Liberbank SA held an ordinary general meeting followed by an extraordinary general meeting to approve the merger with Unicaja Banco SA. Oceanwood supported this merger and its views were know by the board, on which Oceanwood is represented, and by other shareholders. Oceanwood was not able to vote its shares at this time as we were awaiting regulatory approval from the bank of Spain following a reorganisation of the management group.
The Firm utilises services from Broadridge Proxyedge to receive information on proxies and to record votes submitted. We do not however use their advisory service because our Fund Managers review resolutions and make their own decisions on what they believe is in the best interest of our clients.
Under Rule 2.2.3R of the FCA's Conduct of Business Sourcebook, Oceanwood Capital Management LLP ( “Oceanwood”) is required to disclose the nature of its commitment to the UK Financial Reporting Council's Stewardship Code (the "Code") or, where it does not commit to the Code, its alternative investment strategy. The Code is a voluntary code and sets out a number of principles relating to engagement by investors with UK equity issuers. Investors that commit to the Code can either comply with it in full or choose not to comply with aspects of the Code, in which case they are required to explain their non-compliance.
Oceanwood employs a European-focused event-driven investment strategy which involves, among others, investments in equities, including UK equities. The Code is therefore relevant to only certain aspects of Oceanwood's investment process. While Oceanwood generally supports the objectives that underlie the Code, Oceanwood has chosen not to commit to the Code. Oceanwood invests in a variety of asset classes and in a variety of jurisdictions and its approach in relation to the engagement with issuers and their management will vary on a case by case basis. Therefore, Oceanwood does not consider it appropriate to commit to any particular voluntary code of practice relating to any individual jurisdiction or asset class.
Oceanwood Capital Management LLP does not currently consider the principal adverse impacts of investment decisions on sustainability factors in accordance with Article 4 of the SFDR, as the detailed rules and guidance regarding such disclosure have not been finalised.
Please read the Terms & Conditions of Use below, which contains important information relevant to the information contained on this site. After you have read and understood these Conditions of Use you may click the "I agree" button to proceed. By doing so you acknowledge expressly that you have read and understood the Terms & Conditions of Use and agree to abide by them.
If you do not agree with these Terms and Conditions of Use, you are not permitted to access this site.
If you access or use (or attempt to use or access) this site in breach of any of the Terms & Conditions of Use, neither Oceanwood Capital Management LLP nor any of its associates or affiliates will be liable to you for any loss or damage that may result to you or a third party (including without limitation, any direct, indirect, incidental or consequential loss or damage, or any loss of revenue, business profits, goodwill, data, or any opportunity) in connection with such use or access (or attempt to use or access) of this site.
In these Terms and Conditions of Use, references to "you" and "your" are references to any person using or accessing (or attempting to use or access) this site.
The information on this site is issued by Oceanwood Capital Management LLP ("Oceanwood"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom and is an SEC Registered Investment Adviser. Registration with the United States Securities and Exchange Commission does not imply a certain level of skill or training. The information on this site is directed only at persons or entities in any jurisdiction or country where such access to information contained on this site and use of such information is not contrary to local law or regulation. Accordingly, all persons who access this site are required to inform themselves of and to comply with any such restrictions.
Oceanwood Capital Management Limited is authorized and regulated by the Malta Financial Services Authority (“MFSA”) and is an SEC Registered Investment Adviser. Registration with the United States Securities and Exchange Commission does not imply a certain level of skill or training.
Investments in Oceanwood managed funds or portfolios should only be made by persons with professional experience of participating in such funds or portfolios.
The distribution of the information contained in this Website in certain countries may be restricted by law and persons who access it are required to inform themselves and to comply with any such restrictions and Oceanwood disclaims all responsibility if you access or download any information from this site in breach of any law or regulation of the country in which you are residing.
No information or material herein is to be deemed a recommendation to buy or sell any securities or should be relied upon for the purpose of making or communicating investment or other decisions. In addition, no information, content or other materials contained herein should be construed or relied upon as investment, legal, accounting, tax or other professional advice or in connection with any offer or sale of securities. You will only be able to invest after receiving a final prospectus and subscription document. Any decision to invest should be based on the final prospectus document and you should take independent advice if necessary.
Performance data quoted represents past performance and does not indicate future results. Future returns are not guaranteed and a loss of principal may occur. Investment in unregulated funds carries the risk of potential total loss of capital.
All performance figures contained on this website are estimated and based on preliminary unaudited financial information.
Information that is provided on this website is based upon information included in Oceanwood records, as well as, information received from third parties. In the event of any discrepancy between the information contained herein and the information contained in an investor's monthly account statement, the latter shall govern.
The information contained on this site (including any expression of opinion or forecast) has been obtained from, or is based on, sources believed by Oceanwood to be reliable, but is not guaranteed as to its accuracy or completeness. Such information is provided without obligation on the part of Oceanwood and on the understanding that any person who acts upon it or changes his investment position in reliance on it does so entirely at his own risk.
Information posted on this site is current only as at the date it is first posted and may no longer be true or complete when viewed by you. All information contained on this site may be changed or amended without prior notice although Oceanwood does not undertake to update this site regularly. No representation, warranty or undertaking is given as to the accuracy or completeness of the information contained on this site by Oceanwood or any of its associated companies and no liability is accepted by such persons for the accuracy or completeness of such information. In no event will Oceanwood or any of its associated companies be liable to any person for any direct, indirect, special or consequential damages arising out of any use of the information contained on this site, or on any other hyper-linked site, including, without limitation, any lost profits, business interruption, loss of programs or data on your equipment, or otherwise, even if Oceanwood is expressly advised of the possibility or likelihood of such damages.
You should be aware that the Internet is not a completely reliable transmission medium. Oceanwood does not accept any liability for any data transmission errors such as data loss or damage or alteration of any kind, including, but not limited to any direct, indirect or consequential damage, arising out of the use of the products or services referred to herein.
Oceanwood and its affiliates, directors, officers and/or employees may have holdings in the investment funds referred to on this site and may otherwise be interested in transactions that you effect in those funds.
You agree to indemnify, defend, and hold harmless Oceanwood, its affiliates and licensors, and the officers, partners, employees, and agents of Oceanwood and its affiliates and licensors, from and against any and all claims, liabilities, damages, losses, or expenses, including legal fees and costs, arising out of or in any way connected with your access to or use of this website.
Copyright, trademarks, database rights, patents and all similar rights in this site and the information contained in it are owned by Oceanwood, its licensors or relevant third party content providers. You may use the information on this site and reproduce it in hard copy for your personal reference only. Such information may not otherwise be reproduced, distributed or transmitted to any other person or incorporated in any way into another database, document or other materials. Nothing on this site should be considered as granting any licence or right under any trademark of Oceanwood or any third party.
Oceanwood is as concerned as you are about the privacy of any personal information you may provide to it through this site. A "cookie" is a piece of information that is saved to your computer's hard disk by the web server. Confirmation of reading and accepting these terms and conditions will place a cookie on your computer's hard disk. This will facilitate your navigation of this website by not showing these terms and conditions again during this browser session. It will also allow Oceanwood to record your visit. This cookie is temporary and will be removed when you close your browser.
Oceanwood collects certain personal information about you such as your name, address, telephone number, email address details and other information when it is voluntarily submitted to Oceanwood on this site, including in connection with its customer registration procedures. Oceanwood uses this information to ensure compliance with its obligations under the regulatory requirements and for its own internal purposes.
Please note that by submitting personal information you are consenting to such information being processed for the purposes referred to above. You also agree that Oceanwood has the right to use and store such data on its internal systems and to transfer it to its associated companies, whether inside or outside the European Union, for the purpose of providing services to you. You should also be aware that the level of protection in relation to the processing of personal data may not be the same in countries outside the European Union.