(1) Institutional investors and asset managers are to disclose a policy in which they describe their engagement in the investee companies (engagement policy), and in which the following items are addressed in particular:
1. how shareholder rights are exercised, in particular in the context of their investment strategy,
2. how investee companies are monitored on relevant matters,
3. how opinions are shared with the companies’ organs and the stakeholders of the companies,
4. how they cooperate with other stockholders, as well as
5. how conflicts of interest are managed.
(2) Institutional investors and asset managers are to publicly disclose, on an annual basis, how their engagement policy has been implemented. The report is to include a general description of voting behaviour, an explanation of the most significant votes and the use of the services of proxy advisors.
(3) Institutional investors and asset managers are to publicly disclose their voting behaviour, unless the vote cast was insignificant due to the subject matter of the vote or the size of the holding in the company.
(4) Where institutional investors and asset managers fail to meet one or several of the requirements set out in subsections (1) to (3), or fail to do so fully, they are to explain the reasons therefor.
(5) The information required under subsections (1) to (4) is to be made publicly available for a minimum of three years on the website of the institutional investors and the asset managers and is to be updated, at minimum, on an annual basis. In derogation therefrom, institutional investors may refer to the website of the asset managers or to other websites that are free of charge and publicly accessible if the information required under subsections (1) to (4) is available there.