annual report 2011 - london pensions fund authority · participated in company engagement meetings...

Annual Report 2011

LOCAL AUTHORITY PENSION FUND FORUM

Local AuthorityPension Fund Forum

LAPFF Annual report:Layout 1 8/11/11 08:30

1 Chairman’s statement

The background to our work has rarely been as favourable, and anumber of the Forum’s members have signalled their support byproducing statements about how they apply the Code.

Of course, many local authority funds seek to use their membership of the Forum to maximise the effectiveness of theirownership activities, and it has been a very busy year in respect of company engagement. Dozens of companies have been thesubject of intensive engagement over environmental, social andgovernance issues. I increasingly find that companies take theForum’s engagement seriously and are positive about our dialogue with them.

When we add in the collaborative initiatives that the Forum participates in, the number of companies touched by our engagement activities runs into the hundreds. Particular initiativesof this type that the Forum has supported over the past year include the Forest Footprint Disclosure project, CDP Water Disclosure project and the Carbon Disclosure Project.

More recently the Forum needed to react rapidly to the crisis engulfing News Corp as a result of the phone-hacking scandal.This case represents a major corporate scandal that threatens todamage shareholders’ interests and therefore the Forum wasproactive in its response. We were able to quickly mobilise ourmembership base and our influence within the UK market to demand immediate meetings with directors at both News Corpand BSkyB. We have taken a public stand calling on News Corp tooverhaul its board and appoint a separate and independent

chairman. News Corp to date continues to rebuff the need for significant reform, but shareholder pressure from the Forum andothers will continue. Members can be assured that the Forum’srequest for swift and broad-based governance reform has beenheard by key decision makers at both firms.

Whilst the hacking scandal, and its impact on News Corp, lookslikely to be a focus of attention for some time to come, it is important to reflect on engagements that have ended positivelytoo. Earlier this year I met with the new Chair of Marks & Spencer.M&S is, of course, a company where the Forum has led a high-profile, but good-natured, shareholder challenge, requestingthe company to return to governance best practice. After morethan two years it is very pleasing to be able to report that M&S isback amongst the country’s leading governance blue-chips.

We have also continued to carry out policy engagement work ona range of issues. The Coalition Government in the UK continuesto carry out a number of consultations that are of interest to theForum, including issues such as executive pay. The Kay Review ofthe operation of equity markets will be a particularly interestinginitiative which the Forum will be responding to shortly.

As part of the Forum’s public policy work, the issue of accountingstandards has rapidly become a core element. Work that theForum has undertaken is seeking to understand the failures duringthe financial crisis. In particular, we have highlighted the role thatIFRS played in giving a misleading picture of the financial positionof banks. This is likely to be a focus of further work in the NewYear, and will include engagement with policymakers and regulators.

Finally, of course, we have continued to grow in size in 2011. With our 53rd and 54th members, the Bedfordshire and CheshirePension Funds, joining earlier this year, the Forum has the weightof assets behind it to make its voice heard. We have taken the initiative to increase member involvement in Forum activities.Cameron Rose (Lothian Pension Fund) and Toby Simons (Enfield)participated in company engagement meetings with Greggs andLegal & General alongside the Forum chair and PIRC, our researchand engagement partner. We look forward to 2012 stronger thanever, and with some exciting challenges ahead.

02 LAPFF ANNUAL REPORT 2011

It is that time of the year when we lookback over the Forum’s activities over the previous twelve months. With thepublication last year of the StewardshipCode we have hopefully entered an erawhen shareholder engagement is nowtruly mainstream.

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COUNCILLOR IAN GREENWOODCHAIR, LOCAL AUTHORITY PENSION FUND FORUM


LAPFF ANNUAL REPORT 2011 03

2 Contents

02 Chairman’s statement

04 LAPFF Executive 2011

05 2011 highlights

06 Leadership from the Forum

08 Promoting good governance

10 Managing environmental issues

12 Targeting social risks

15 Supporting sustainable capital markets

16 Consultation responses – the Forum’s view

18 Forum communication and governance

19 Support for members

20 Outlook for 2012

21 List of companies in this report

21 LAPFF membership

News Corp Sudan Stock Exchange



3 LAPFF Executive 2011

2011 ACHIEVEMENTS� Held meeting with three News Corp directors to raise

concerns about phone-hacking, succession planning,separation of chair and CEO, and board independence.Issued a Voting Alert in advance of the company’s AGM advising members to vote for directors Eddington andDinh and to withhold votes from Rupert and James Murdoch.

� Engaged with BSkyB to discuss James Murdoch’s role asChair in light of his alleged involvement in the phonehacking scandal at News Corp subsidiary News International.

� Marks and Spencer made significant improvementsafter LAPFF’s high-profile engagement in 2010. The company appointed a new CEO, a separate Chairman and a Finance Director.

� Notable governance improvements for companies engaged as part of the Global Focus List, includingShroders, UniCredit, Reckitt Benckiser and AB Inbev.

� Associated British Foods published its first group-wide corporate responsibility report and has committed to improving environmental and social disclosure in its annual Business Review.

Chair Cllr Ian GreenwoodWest Yorkshire Pension Fund

Deputy ChairCllr Cameron RoseLothian Pension Fund

Research and Engagement Partner

Forum ExecutiveCllr Peter BrayshawLondon Borough of Camden

Forum ExecutiveCllr Neil FletcherNorth East Scotland Pension Fund

Forum ExecutiveCllr Jim MiddletonGreater Manchester

Forum ExecutiveCllr Geoffrey WattMerseyside Pension Fund

Forum ExecutiveRodney BartonWest Yorkshire Pension Fund

Hon. TreasurerBrian BaileyWest Midlands Pension Fund

Forum ExecutiveDavid MurphyDeputy SecretaryNILGOSC

Forum ExecutiveCllr Toby SimonLondon Borough of Enfield



4 2011 highlights

This year, the Forum initiated intensive one-on-one engagements with 67 companies on key Forum issues includingclimate change, corporate governance, employment standards, human rights andaudit practices. Our influence reached hundreds more with our collaborative

engagement activities, undertaken through the UN Principles for Responsible Investment, the Investor Network on Climate Risk, the Carbon Disclosure Project and the Forest Footprint Disclosure Network. Highlights from our activities are outlined below.

THE FORUM IN THE NEWS

ENGAGEMENT TOPICS ENGAGEMENT ACTIVITES

MEDIA COVERAGE %

� CLIMATE CHANGE 30� GLOBAL FOCUS LIST 28� INCENTIVISING 19

EXECUTIVES � EMPLOYMENT STANDARDS 17� CAMPAIGNS 16� HEALTH AND NUTRITION 9� SUDAN 6

TOTAL 125

ALERTS

CONFERENCE CALLS

MEETINGS

LETTERS

8

10

32

75

UK

US

GLOBAL

52

27

21

GOVERNANCE

ENVIRONMENT

SOCIAL

79

16

5

75

ISSUES IN THE MEDIA %

“LAPFF calls for ‘genuinely independent’ News Corpboard” Professional Pensions, 25 October 2011

“Call for News Corp voteagainst Murdochs”Financial Times, 10 October 2011

“LAPFF rallies members to oppose Murdoch's re-election at News Corp”Professional Pensions, 6 October 2011

“James Murdoch ShouldLeave News Corp. Board,Pension Body Says”Bloomberg, 6 October 2011

“The 50 most influential people in pensions”Pensions Insight, 4 January 2011

“Pay attention to risks inSudan, investors warn”Investments & Pensions Europe, 24 May 2011

“Stock exchanges are not promoting governance issues”Professional Pensions, 9 December 2010


NEWS CORPNews Corp was first identified in the Forum’s Global Focus List in 2009 and 2010 due to its poor governance performance. News Corp subsidiary News International was launched into the spotlight this year after it was found that journalists accessedthe private voicemails of celebrities, politicians and victims ofcrime to obtain private information for the News of the Worldpublication. The public outcry about the hacking scandal has resulted in the company launching its own internal investigationin addition to participating in a number of criminal and regulatoryinvestigations by the Metropolitan Police, the Culture, Media andSport select committee, the US SEC and the US FBI.

The Forum met with three non-executive directors in September2010 to discuss critical business issues such as succession planning for Rupert Murdoch, excessive remuneration awards, inequitable shareholder rights and lack of independent representation on the Board. When news of the hacking scandal broke, the Forum requested an immediate meeting with the same non-executive directors to express the Forum’sviews on necessary governance reforms.

In August 2011 the Forum met with Sir Rod Eddington, Viet Dinhand Andrew Knight, and had a robust discussion about the challenges the company is facing. The Forum expressed concernabout the scandal and advocated for transition of power away from the Murdoch family. While the Forum was reassured that thecompany is taking the steps necessary to investigate the hacking allegations, we continued to have concerns about the impact of theMurdoch brand on shareholder value. Therefore in October 2011the Forum issued a Voting Alert recommending that members voteto oppose James and Rupert Murdoch, and to support Eddington,Dinh and Knight. The alert also noted support in principle for ashareholder resolution filed on the floor of News Corp’s AGM byChristian Brothers Investment Services (CBIS) that called for theseparation of the company’s chair and CEO role.

BRITISH SKY BROADCASTINGThe Forum has alsoturned its focus toBSkyB in light of its engagement withNews Corp about the phone hackingscandal. Although an investigation by the company indicates that BSkyB’sprincipal businesses are not directly affected by phone hacking, the company has suffered some contagion effect as a result of News Corp’s 39% interest in the company and James Murdoch’s position as chair of BSkyB. News Corp was forced to withdraw itscontroversial takeover of BSkyB following the phone hacking investigation and the company’s share price took a significant hit.The company is also facing scrutiny from the broadcast regulator,Ofcom. Despite the controversy surrounding News Corp and potential regulatory concerns, BSkyB’s directors affirmed their continued support for James Murdoch to serve as chair of the board.

The Forum sought an urgent meeting with BSkyB’s senior independent director, Nick Ferguson, to discuss the company’s rationale for placing its continued support behind James Murdoch.While it was clear from our meeting that the board took a prudentapproach to evaluating James’ position on the board, we continueto have concerns about the contagion effect of the News Corpscandal on BSkyB, an otherwise well-run and profitable company.While the Forum’s analysis of the situation indicated that it is quiteunlikely that Ofcom’s review process would result in immediatesuspension of operating licenses, the Forum believes that it is advisable for the company to take appropriate steps to isolate thefirm and its minority shareholders from serious reputational risk related to its relationship with News Corp.

The Forum strives to take a leadershiprole in key corporate governance andsustainability issues affecting companies owned by local authoritypension funds. Highlights this year include News Corp and BSkyB, although the Forum continues to take a leadership role in previous years’ campaigns, including BP, Marks &Spencer and Vedanta.

5 Leadership from the Forum



MARKS & SPENCERThe Forum’s engagement with M&S continued this year. After filing a shareholder resolution at the company’s AGM in 2009 calling for an independent chair, the Forum now believes the company has demonstrated significant and notable improvementsin its governance arrangements. With the appointment of the newCEO, Marc Bolland in May 2010 and a new chair, Robert Swannellin October 2010, shareholders can be assured that the companyunderstands the need to provide an appropriate balance of powerat the head of the company. Additionally, the company has nowmoved to annual director elections and appointed a new FinanceDirector. Under the lead of Mr Swannell, the board has also initiated a review of its board diversity and skills, and introducedadditional nomination and governance committee meetings. The Forum is pleased to report that as a result of these changesM&S’ governance practices are now in line with best practices and the interests of shareholders.

BPContinuing last year’s engagement with BP regarding the Gulf ofMexico oil spill, including meeting with the Chairman Carl-HenricSvanberg, the Forum gained information on BP’s new Safety &Operational Risk function during 2011. This included investorseminars in May and September and a further meeting has beenrequested with chief executive, Bob Dudley. It would appear thatBP is working hard to incorporate a more risk aware strategy intoits operations but admits there is still work to do.

VEDANTAEngagement has taken place with Vedanta since 2009 on corporate governance and human rights issues, particularly regarding its relationship with communities located near its mine in Orissa, India. The company has been under the microscope by non-governmental organisations and communitygroups, which have been vocally opposed to the mine.

Despite the company’s slowresponse to investor concerns,Vedanta made significantprogress in 2011.The companyhired Tony Henshaw as itsnew chief sustainability

officer to initiate substantial reforms aimed at addressing a number of the Forum’s key concerns. The Forum met with Henshaw in March 2011 to discuss the new initiatives the company is undertaking. He was very receptive to feedback from shareholders about the company’s future direction for corporate responsibility and sustainability initiatives. The company commissioned a comprehensive report by consulting firm Scott Wilson to assess its environmental and social performance and it has since adopted a new Code of Conduct for human rights, which the Forum welcomes.




GLOBAL FOCUS LIST

Objectives:

– Improve the practices companies identified as corporate governance laggards

– Advocate for high standards of corporate governance including: independent representation on the board, effective and transparent remuneration practices, high standards of corporate disclosure, and protection of shareholder rights

Each year the Forum identifies companies we consider to be lagging behind their peers in corporate governance performance.Companies are chosen based on an evaluation of key corporategovernance criteria, including board structure, executive remuneration, disclosure, audit practices and shareholder rights.We then initiate an engagement process over a period of twelvemonths to advocate changes in the companies’ governance practices such as separation of chair and CEO, improving independent representation on the board, or advocating improvedremuneration disclosure.

This year we increased our focus on companies that a significantnumber of members hold in their portfolios. We identified 13 companies for engagement from the UK, US and Europe. We made significant progress this year after the Forum met directly with company directors and senior executives.

Regarding remuneration practices, Shroders agreed to increase its remuneration bonus scheme disclosure, UniCredit ended its practice of providing high termination payments to executivesand Nestlé withdrew its controversial options grants awarded to the company’s chairman. The Forum was also pleased thatArcelorMittal stated its intention to improve remuneration disclosure in its next regulatory fillings. Concerns raised with AB InBev were allayed when the company moved to make shareholding requirements less onerous following the 2011 AGM.The company also confirmed in our meeting that bonuses will revert to an annual payment after a one-off acquisition-relatedpayment in the previous financial year.

On the issues of board structure and adequate shareholder representation, CME Group acknowledged the Forum’s concernsabout its unusually large board of 32 members, and indicated ithad plans to decrease the number of directors in the next fiscalyear. Inmarsat indicated that it was moving towards separatingits joint Chair/CEO position after a discussion with the Forum.ArcelorMittal and Antofagasta were less forthcoming aboutwhether they would consider changing the board structure toseparate the joint Chair/CEO roles.

The Forum issued a voting alert in advance of Pernod Ricard’sannual meeting after attempts to engage with the companyabout its corporate governance were rebuffed. The Forum wasconcerned about the number of company insiders serving on theboard, as well as the company’s share structure and voting rights.The alert encouraged members to oppose Mr. François Gèrard’sre-election and to support the newly appointed director, SusanMurray. Alerts were also issued for National Oilwell Varco andAdobe regarding director elections and executive compensation.

Following engagement by the Forum, Reckitt Benckiser made significant improvements to its audit practices. The company issued a new policy on awarding non-audit work that states thatnon-audit fees should not be greater than 50% of the externalaudit fee. The policy also includes an internal approval process forpayments above £50,000. Engagement with Afren did not resultin any meaningful change to governance practice; as a result theForum has identified the company for the 2012 Global Focus List.

Good corporate governance is the backbone of any well-run and profitablecompany. For this reason, the Forumspends a significant amount of timeeach year engaging companies on issues affecting corporate governanceand shareholder value.

6 Promoting good corporate governance

AB InBev (Netherlands)Adobe (US)Afren (UK)Antofagasta (UK)ArcelorMittal (Luxembourg)CME Group Inc (US)Colt Group (UK)

Inmarsat plc (UK)Nestle SA (Switzerland)News Corp (US)Reckitt Benkiser (UK)Schroders (UK)UniCredit Spa (Italy)

2011 GLOBAL FOCUS LIST COMPANIES



NON-FINANCIAL INCENTIVES FOR EXECUTIVES

Objectives:

– Encourage companies to adopt non-financial performance criteria in long-term remuneration

– Learn from leading companies about how they use non-monetary incentives to attract, retain and motivate staff

In 2008, the Forum initiated a project to encourage companies touse non-financial metrics in their long-term incentive plans(LTIPs) to align executive pay with long-term sustainable businessperformance. The project built on the Forum’s experience in anumber of long-standing engagements with companies like BPand Shell where executive pay was miss-aligned and executiveswere rewarded despite major health, safety and environmentaldisasters. The Forum recognises that in focussing solely on financial measures such as total shareholder return (TSR) and/orearnings per share (EPS) when setting remuneration awards, companies fail to recognise the full spectrum of operational factors that influence a company’s long-term outlook.

As such, the Forum advocated greater inclusion of non-financialcriteria in company LTIPs. The Forum believed that such measureshelp to better align executive pay with the achievement of keybusiness objectives, and not just with share price trends or cashgeneration initiatives. We recognise that ‘non-financial’ factorswill vary from company to company and therefore do not advocate a ‘one size fits all’ approach. In our engagement dialogue with Legal & General, Afren, CME Group, Inmarsat, and Nestlé we asked for directors’ views of the most appropriatemeasures of business performance, and encouraged remunerationcommittees to consider including these measures in future long-term incentive schemes.

The Forum is also exploring ideas about how companies use non-monetary tools to attract, retain and motivate staff. This year we met with Société Générale, Lafarge, Tesco, United Utilities, Legal & General, Lloyds, and Colt to explore their approach to doing so. This project is aimed at the development of a benchmark against which the Forum can measure companyperformance in regard to their ability to attract, retain and motivate staff without recourse to simply using financial rewards.

The Forum also met with one of the UK’s leading remunerationconsultants: Hewitt New Bridge Street. The purpose of this meeting was to discover additional information with regard tohow remuneration is set within large listed companies and to discuss the role played by remuneration consultants in setting incentives. It is critical that remuneration consultants receive abalanced perspective on shareholder views. The meeting wastherefore an opportunity for the Forum to outline its perspectiveon remuneration and incentives, which frequently run counter tothe views expressed by many of the largest shareholders in UKcompanies.

AUDITING AND FINANCIAL OVERSIGHTThe Forum initiated a new programme area on audit and financialreporting in 2011, which included a renewed focus on advocatingimproved auditor independence, executing the legal purpose ofthe audit properly, and focussing on standard setting governance.It raised concerns about audit practices with a number of companies including with AB Inbev, Afren, and Reckitt Benckiser,as well as two leading UK banks.

The Forum also responded to the EU consultation on reformingaudit practices. Since then, the EU Commission has produced acomprehensive package of draft legislative proposals that includea renewed focus on auditor independence. The draft legislationgoes as far as recommending to ban all auditors from performingnon-audit services for audit clients, in line with Forum recommendations, and barring the largest audit firms from allnon-audit work absolutely. The proposals are already receivingcriticism, as might be expected, from the large firms.



The Forum has a long history of productive dialogue with RoyalDutch Shell. This year we met with Shell to get an update on the company’s plans for spill risk mitigation in the Niger Deltaand any related reforms it is making to its operations there. Non-governmental organisations have alleged that the company’sNigerian operations have breached the Organisation for EconomicCooperation and Development (OECD) guidelines for responsiblebusiness. In the meeting, Shell provided the Forum with on-the-ground insights into its approach to the environmental and socialrisks associated with operating in the Niger Delta. However, since meeting with the company in July, the United Nations Environment Program (UNEP) has released an Environmental Assessment of Ogoniland that raises further questions over theadequacy of Shell’s oil spill remediation processes. The Forum isseeking a further meeting to discuss Shell’s response to theUNEP’s research.

Tar Sands pose a unique environmental risk in their potential contributions to atmospheric carbon levels. Total SA has intensiveTar Sands development plans and the Forum engaged with thecompany to gain assurance of its awareness and management ofthese risks. It is evident that Total is conscious of the risks, and haspromised to improve disclosure in the next reporting cycle. In themeantime, the company believes it is on course to meet its carbon emissions reduction targets.

CLIMATE CHANGE: COLLABORATIVE ENGAGEMENTThe Forum’s work on climate change focussed on the need for improved carbon reporting by companies and for effective legislation that mandates emissions reductions. Without clear signals from governments, companies will find it difficult to navigate legislator expectations needed to set clear and reasonable targets.

The Forum has been a signatory to the Carbon Disclosure Project (CDP) since its inception and, more recently, has lent its support to the CDP Water Disclosure Project. The Forum pursues collaborative engagement through several working groups coordinated through the UNPRI, including one on improving company responses to the CDP and another on the Carbon Disclosure Leadership Index, a ranking of the highest scoring CDP companies. During the year, the Forum sought more intensive engagement with certain companies. The Forum was asupporting investor to a dialogue with Bellway and NewcrestMining, which resulted in both companies agreeing to report ontheir emissions data by the end of 2011.

We are pleased to report that our collaborative engagement efforts on climate change resulted in Adecco, Assa Abbloy, Carrillion, Clariant, De la Rue, D S Smith and Fortune Oil all agreeing to improve their carbon reporting. Agnico-Eagle Mines,Newcrest Mining, Schlumberger, and Teck Resources have also acknowledged the need for improved carbon disclosure andagreed to improve their disclosure of carbon emissions targetsand Scope 1 and 2 emissions data.

Other climate related initiatives included signing a letter to 27global oil & gas companies following the Gulf of Mexico oil spillregarding off-shore drilling risks. The initiative was also coordinated by the Investor Network on Climate Risk (INCR). In parallel, the Forum co-signed a letter to the chairman of theNYSE Euronext from the Investor Network on Climate Risk(INCR) to initiate a dialogue about the company’s role in encouraging more robust sustainability reporting and standardsthrough issuing listing requirements for stock exchanges. The investor coalition expects to meet with the company beforethe end of the year.

CLIMATE CHANGE: DIRECT ACTIONIn terms of direct company engagement, the Forum focussed onthe aviation industry in light of recent policy developments pushing airlines to participate in the EU Emissions TradingScheme starting in January 2012. The Forum had a productivemeeting with International Airlines Group, which was identified as the sector’s leader in terms of climate change strategy. The purpose of the meeting was to gain insights into the company’s view of the financial benefits of emissions trading asopposed to carbon taxes, as well as the company’s participation in lobbying governments on climate change issues. The Forum hasalso written to easyJet and Ryan Air to discuss similar concerns.

Environmental issues continue to generate significant concern for investors, particularly considering thesignificant impact these issues have on corporate reputations and on companies’ ability to operate effectivelyamong more stringent environmentalregulations.

7 Managing environmental issues



After being unsuccessful in initiating constructive dialogues withExxonMobil, ConocoPhillips and Chevron regarding climatechange, the Forum issued voting alerts at each company. For ExxonMobil, the Forum recommended votes in favour of three resolutions: appointing an independent Chair, issuing a report on oil sands and setting greenhouse gas reduction targets. At Conoco, the Forum advised members to support a proposal onestablishing carbon emissions reduction goals. Finally at Chevron,we issued a recommendation in support of a shareholder resolution requesting the company to include sustainability metrics in executive compensation. The Forum recommendedmembers abstain on a Chevron resolution asking the company toreport on the financial risks of climate change.

The Forum’s engagement with Honeywell also resulted in a voting alert. The Forum took a leadership role in engaging withthe company on behalf of a number of investors signed up to theCDP. We wrote to the company’s Chairman and CEO following its poor response to CDP in both 2009 and 2010. However, despite our efforts, the company was reluctant to initiate a serious discussion and provided inadequate “boilerplate” statements pointing to its focus on meeting Environmental Protection Agency standards. The Forum’s voting alert, issued inApril 2011, recommended voting against the Chairwoman of theCorporate Governance and Responsibility Committee, Linnet F.Deily.

On the policy front, the Forum wrote to Prime Minister DavidCameron in May to voice support for the recommendations ofthe Committee on Climate Change to put firm measures in placeto cut greenhouse gas emissions by 60% by 2030 as against 1990levels. The Forum also signed the 2011 Investor Statement on Climate Change, which calls for national and international policyframeworks to help shift investment towards less carbon intensivebusiness practices.

Finally, in an effort to provide members with up-to-date and topical research, the Forum launched a new trustee guide, ‘Investing in a Changing Climate’. The guide, available publicly onour website, provides practical guidance to asset owners on howto navigating the challenges and investment risks posed by climate change.

PROTECTING THE WORLD’S FORESTSThe world’s forests play a vital role in mitigating carbon dioxide levels in the atmosphere. Threats and risks posed by deforestationaffect not only forestry companies, but many consumer productsand service firms that often have complex supply chains and include products that directly or indirectly contribute to

deforestation. The Forum has signed onto the Forest Footprint Disclosure Project (FFD) in an effort to support improved disclosure from companies about the extent to which their products and services contribute to the degradation of the world’sforests. The FFD launched its third annual in June 2011 which was sent to 360 global companies. We met with the FFD’s new executive director during the year to discuss the initiatives’ progressin engaging companies on the issue of forest preservation and willcontinue to monitor this initiative as part of our environmental engagement work.

The Forum also met with Unilever during the year and a significantpart of our discussions revolved around the company’s efforts tomove towards sustainable palm oil. Palm oil is a cash crop that is primarily grown in Indonesia and Malaysia by both large and small-scale producers and has been linked with widespread deforestation.It is a highly efficient plant that has become a favoured ingredient of many food and consumer products manufacturers. Unilever isworking with other companies to help achieve a lofty goal of netzero deforestation by 2020. In addition to palm oil, the company isexamining the forestry impacts of its soy, beef and timber supplychains. Premier Foods has also indicated a commitment to move towards more sustainable sources of palm oil; however, we note thatAssociated British Foods (ABF) appears to be less enthusiasticabout the availability of sustainable sources of palm oil.

IN THE PALM OF YOUR HAND

Palm oil is a versatile, edible plant oil that can be found in everything from your favourite loaf of bread to margarine, chocolate bars, washing powder, soap and moisturizer. Demand for palm oil has increased in recent years partly due to consumer demand for manufactured food products that are lower in saturated fats.

– ExxonMobil: climate change & governance– ConocoPhillips: climate change strategy & disclosure– Canadian oil sands– Chevron: climate change– News Corp: governance – Honeywell: climate change strategy & disclosure– National Oilwell Varco: governance– National Express: oppose the election of new directors– Adobe: classified board & executive remuneration

FORUM VOTING ALERTS ISSUED IN 2011



PROMOTING HEALTH & NUTRITION

Objectives:

– Raise the profile of health, nutrition and obesity risks faced by food and beverage firms

– Encourage companies to improve nutrition labelling, adopt responsible food marketing practices, and reduce the salt and fat content of manufactured foods and address their associated health risks

Companies in the food and beverage industry are facing increasing regulatory and operational risks as a result of the growing obesity epidemic. Research in the Lancet medical journalpredicts 11 million more obese adults in Britain by 2030, whichwill result in £2 billion per year in additional burden to the healthservices1. The Forum identified this as a concern in 2008 andstarted engaging with companies on their strategies for addressing health and nutrition risks. We held a number of meetings with companies this year in particular to discuss strategies for reducing salt and fat content, responsible marketingpractices to children, participation in the UK government’s PublicHealth Responsibility Deal, and business strategy on health andnutrition.

We had a productive meeting with Premier Foods in July 2011.The company has made significant improvements in its disclosureof health and nutrition strategy. Premier has met its salt reduction targets, removing 2000 tons of salt from its productssince 2006, it is working with the UK government to improveproduct nutrition, and it has improved nutritional labelling.

Newcastle-based baker Greggs, which the Forum met with in October 2011, has also joined the UK government’s Public HealthResponsibility Deal. The company is working to meet the Department of Health’s fat and salt reduction levels across all ofits products. The company has also removed artificial flavoursfrom the majority of products and nutritional information is nowavailable for 75% of products. However, the company has foundthat actively promoting its products as “healthier” can alienatesome customers and has chosen a nutrition strategy that it describes as the “stealth approach.” Overall, the Forum waspleased with Greggs’ prudent approach to addressing the healthand nutrition risks posed to its business.

The social impacts of business activityare often overlooked because they canbe hard for investors to quantify, andtheir complex nature can sometimesmake the issues difficult to navigate. However, social risks can have an impact on the bottom line and on shareholder value. In 2011, the Forumfocussed its engagement activity onthree issues: health & nutrition, employment standards and humanrights.

8 Targeting social risks

1 Wang et al, “Health and economic burden of the projected obesity trends in the USA and UK, The Lancet, 27 August 2011http://www.thelancet.com/journals/lancet/article/PIIS0140-6736%2811%2960814-3/abstract



EMPLOYMENT STANDARDS & RESPONSIBLE SUPPLY CHAINS

Objectives:

– Encourage the adoption of best practice labour standards in corporate operations worldwide

– Promote sustainable supply chain management practices and management of environmental and social risks

Our engagement with National Express this year focussed on the issue of labour standards and recent corporate governance reforms at the firm. The Forum met with the company severaltimes to discuss allegations made by the union that company officials were engaging in anti-union activity in the US. It wasclear to the Forum from these meetings that the company wasemerging from a difficult period of change and that over timesome of the issues raised in our meeting would be addressed.Subsequent conference calls with the company about resolutionsfiled at its AGM led the Forum to issue voting recommendationsin favour of management. As such, the Forum opposed the appointment of three new directors put forward by Elliot Advisors,and recommended voting for the re-election of Roger Devlin.

The Forum raised concerns with Tesco about its US operations and in particular, the allegation by the United Food and Commercial Workers Union (UFCW) that Tesco was involved inanti-union behaviour at its Fresh&Easy subsidiary. The companyexplained its approach to employee relations and indicated that it has very high employee satisfaction rates within its US operations. The Forum used its experience of cases such as FirstGroup and National Express to stress to the company that employment issues could become significant reputational risks for companies if not handled carefully. As a result of the meeting,the company committed to evaluate the opportunity to increasing its ESG disclosure to shareholders.

On the topic of supply chain management and overseas employment standards, the Forum initiated engagement with Associated British Foods (ABF). ABF is a highly decentralised organisation with businesses in a number of areas: sugar, agriculture, retail, grocery, ingredients and pharmaceuticals. The goal of the Forum’s engagement with ABF was to improve the company’s management and disclosure on labour, humanrights, health and safety, and environmental issues within its supply chain. As a diversified food manufacturer, the company has significant exposure to a myriad of supply chain risks.

The company has only recently started organising its corporateresponsibility activities under the Group banner. The company has published its first group-wide corporate responsibility reportand has committed to putting more information about its strategic corporate responsibility initiatives into its annual Business Review.

In our meeting with Premier Foods, we also raised the issue ofsupply chain labour issues. Of particular interest is the company’scommitment to review its policies on agency workers – thoseworkers hired on fixed and short-term contracts. These workersare particularly vulnerable to labour abuses and the company’sapproach to managing this issue is notable. Premier has also undertaken a comprehensive review of its supply chain procurement practices. It now sources 100% British wheat for itsHovis brand breads and has begun to include a sustainability assessment in its product procurement process. Despite beingidentified as a laggard in our initial analysis, we are pleased to report that Premier has made significant improvements to itspractices.

Unilever has also initiated significant improvements in its supplychain practices: however, we note that it is more focussed on environmental issues. The company is implementing a programmeto double of the company’s revenues while reducing its per-product environmental footprint by 50%. Given the size andscope of the company and the complex nature of its sustainabilityplan, the Forum is cautious about the company’s ability toachieve such stringent goals. However, we recognise that Unilever continues to lead its peers on certain initiatives such aspalm oil (see section 7 on page 11).

Finally, the Forum participated in a collaborative initiative throughthe UNPRI to engage companies on labour issues within the supply chain. This work-stream nicely compliments the work theForum has undertaken since producing its trustee guides in 2007on employment best practices and labour standards in China.Since that time the Forum has engaged with dozens of companieson labour-related supply chain issues. This year the Forum signeda joint investor letter addressed to 36 companies regarding supplychain labour standards, including well-known brands such as PoloRalph Lauren and Yamaha. The group has reported that as a result of the engagement, Amer Sports has issued a new corporateCode of Conduct, and will expand its environmental and social audits to its European suppliers in 2011.



ABF: A HOUSEHOLD NAMEPopular brands owned by Associated British Foods include Patak’scooking sauces, Ovaltine, Twinnings Teas and Ryvita. ABF also operates the low-cost clothing retailer Primark that has 223stores in the UK.

HUMAN RIGHTS IN SUDAN

Objective:

– Encourage companies to effectively manage the social and political risks of operating in Sudan while maintaining a commitment to sustainable and responsible oil extraction

Since 2006, the Forum has been engaging with companies operating in the post-war country of Sudan. The region has a long history of human rights abuses linked to civil war and the extraction of significant oil resources in the South. Over 50% ofthe population lives below the poverty line and nearly 80% are illiterate2. However in July 2011, South Sudan became an independent state. The risks to companies operating in Sudan andtheir investors are incredibly complex given the ongoing changesto the political situation following South Sudan’s independence.

The Forum has also worked collaboratively with other investorssince 2008 to engage with Schlumberger, ONGC, Petronas,Petrofac, SINOPEC, PetroChina and Total SA. The focus of theengagement is to encourage companies to implement strategies to manage the changing political context in Sudan and to improvetheir disclosure of environmental and social performance. As investors, the Forum recognises the critical importance of responsible oil and gas development to the long-term sustainablefuture of both North and South Sudan. The situation is changingrapidly, and the Forum is working with like-minded shareholders to ensure social and environmental risks are being adequately addressed. The Forum, along with some members of the Sudan Engagement Group, issued an investor statement in May supporting the peace agreement in Sudan and agreeing to engage companies operating in the region to support a peacefulpolitical succession process.

SUDAN INVESTOR STATEMENT

“Companies, especially those within the oil industry, andtheir shareowners must continue to pay significant attention to the risks, challenges and opportunities ofdoing business in this historically conflict-affected regionof the world. Business activities that support a peaceful operating environment, responsible stakeholder engagement, and human rights are a priority.”

2 Jill Shankleman, “Oil and State Building in South Sudan,” US Institute of Peace, July 2011 http://www.usip.org/files/resources/Oil_and_State_Building_South_Sudan.pdf



The Forum also commissioned expert research on the banking crisis and on the failures of international accounting standards. A snapshot of the Forum’s consultation responses and policy advocacy work is provided below.

AFTER THE CRISIS: BANK POST-MORTEMThe Forum has commissioned expert research on the conditionsthat led to the UK banking crisis. Regulators and commentatorshave placed a good deal of attention on the perceived regulatoryfailures that led to the crisis. There has been significantly less discussion about what the Forum views as a critical breakdown inthe financial control processes designed to ensure shareholdersare sufficiently informed about the true financial condition ofbanks. Faulty prospectuses resulted in opaque disclosure of thebanks’ profitability both before emergency capital was raised from governments, and in some cases for new capital requests.Poor disclosure obscured shareholders’ ability to effectively evaluate the banks balance sheets because reported profits werenot adequately risk or time adjusted.

Based on our research, it is clear that insufficient accounting regulations and auditing practices were partly to blame for thecolossal failures experienced in 2008. The Forum is publishing areport on the banking crisis that sets out precisely which bankslost money, how much they lost, and how accounting standardsand regulatory regimes in the UK and Ireland contributed to thedemise of large parts of the British and Irish banking systems.This Forum report is available for public download on our website,www.lapfforum.org.

THE FAILINGS OF INTERNATIONALACCOUNTING STANDARDSThe Forum has also been a vocal critic of the International Financial Reporting Standards (IFRS), the international accounting standards, and spent time this year meeting with regulators and other investors to communicate our concerns. The financial crisis has revealed serious problems with IFRS accounting standards. Some of the technical deficiencies may be easily addressed through regulatory reform; however, less attention has been paid to the impact of the IFRS standards onshareholder rights. By not adequately accounting for losses, overvaluing assets, and giving room for companies to overstatetheir profits, the standards place additional and significant risk onshareholders. Of particular concern is the fact that companiesmay miss-state their profits and unfairly distribute unrealisedprofits to insiders (through bonuses and other pay mechanisms).

Regulators have now started to focus their attention on some ofthese critical issues and have issued a number of consultations onauditing standards, short-termism in capital markets, liquidityrisks and internal financial controls. The Forum has taken a firmstance on the IFRS and has advocated in favour of improving thestandards. We wrote to Chancellor George Osborne and VinceCable, Secretary of State, to express our concerns. The Forumalso supported a Bill put forward by Steve Baker MP thatwould require financial services companies to produce parallel accounts according to the UK GAAP standards, whichwere used by companies prior to the adoption of IFRS. MrBaker will be speaking at the 2011 Local Authority Pension FundForum Conference in November 2011.

The Forum attended a debate at the International Corporate Governance Network (ICGN) in Paris in September 2011, whereexperts debated the subject “Are IFRS fit for purpose?” The ICGNfacilitated an interesting discussion involving regulators andmembers from some of the large accounting firms that debatedsome of the issues and concerns outlined above. The session concluded with a show of hands indicating that participants considered the IFRS not to be fit for purpose at a ratio of 2:1! Finally, the Forum attended a small meeting in Paris in October2011 for the purpose of informing the French government’s position on IFRS in advance of the November 2011 G20 Summitin Cannes.

An essential part of the Forum’s mandate is to advocate for the development of policies and regulations that support the sustainableand efficient functioning of global capital markets. A significant theme in our consultation responses this year was the UK banking crisis. In 2011 the Forum issued 15 policy-related responses, including formal consultation responses and letters toregulators on key issues.

9 Supporting sustainable capital markets

RISK/RETURN DISCONNECT

“Weaknesses in the capital and accounting frameworks prior tothe crisis enabled some bank employees to be remunerated onthe basis of reported profits that were neither time-adjustednor risk-adjusted, and led to employee incentives that were not always aligned with the long-term interests of the bank.”(The Report on the Independent Commission on Banking, September 2011)



Copies of our consultation responses are available publicly on ourwebsite. Here are some of our key initiatives in 2011.

– Submitted response to the UK Department for Business, Innovation and Skills (BIS) consultation on short-termism topromote the Forum’s positions on remuneration, take-oversand the role of shareholders in equity markets.

– Wrote to the BIS and the UK Financial Services Authority(FSA) drawing attention to the key issue of management ofbusiness risk through relevant financial and internal controlprinciples.

– Responded to the UK Financial Reporting Council (FRC)regarding gender diversity on boards to express support forthe FRC’s calls for companies to improve the representation of women on corporate boards.

– Provided evidence to the Sharman Inquiry to identify lessonsfor companies and auditors addressing going concern and liquidity risks and propose changes to the existing reportingregime and related guidance for companies and auditors.

– Raised concerns about the IFRS accounting standards in a response to the FRC consultation on effective company stewardship. The FRC launched the consultation in the wake of the financial crisis and the near-collapse of the UK bankingindustry.

10 Consultation responses:the Forum’s view

The Forum continues to be an activeparticipant in consultations in the UK and around the world on keycorporate governance and corporate responsibility issues. Supporting progressive, appropriate and effectiveregulation for capital markets and corporate governance best practices is a key part of the Forum’s mission torepresent the views of responsibleshareholders.



– Issued a response to the Auditing Practices Board (APB)regarding auditing standards and financial control in the banking industry. The Forum expressed its concerns that inadequate accounting standards may have contributed to the collapse of a number of UK banks in 2008. Revised APBGuidance will tighten requirements on the provision of non-audit services by a company’s auditors. The APB introduced a new approach to address investors’ need forgreater transparency.

– Met with Patricia Sucher of the FSA to promote the Forum’sviews on how to improve the quality of auditing and assurance on non-financial risk.

– Responded to the European Commission Consultation onDisclosure of Non-Financial Information by Companies promoting improved disclosure of non-financial performancemetrics.

– Participated in a joint investor letter to the Italian regulatorCONSOB regarding Acting in Concert legislation. The regulator subsequently adopted changes that will allowinvestors to cooperate and exchange information more freely without being deemed to be ‘acting in concert.’

– Wrote to the Toronto Stock Exchange (TSX) to advocate insupport of proposed changes to director elections in Canada.The Forum encouraged the TSX to adopt standards requiringindividual and annual director elections and to improve disclosure requirements.

– Supported the US Security and Exchange Commission(SEC) proposal to introduce listing standards relating to theindependence of members on a compensation committee, thecommittee’s authority to retain compensation advisors and itsresponsibility for the appointment, payment and work of anycompensation advisor.

– Wrote to David Cameron to encourage the government to implement the Department of Climate Change recommendations on national carbon reduction targets. The Cabinet has agreed to a 50% greenhouse gas reductiontarget by 2027.

– Co-signed a letter to the US Senate supporting strong environmental regulation following a move by Senators inApril 2011 to block the Environmental Protection Agency’sauthority to regulate greenhouse gas emissions.

– Responded to the UK Department for Environment, Foodand Rural Affairs (DEFRA) consultation on introducing regulations requiring companies to report on carbon emissions. The Forum continued to advocate for mandatorycarbon emission reporting.

– Signed a joint investor letter to the US Environmental Protection Agency (EPA) requesting it to initiate a review ofthe mine waste impacts of the proposed Pebble Mine onAlaska's Bristol Bay watershed and the commercial supply ofwild sockeye salmon.

– Submitted a response to the SEC on Section 1504 of theDodd-Frank Act regarding disclosure of tax and royalty payments made by the extractive industry in emerging markets. We expressed support for improved transparency as a means to support good governance and better revenuemanagement by host governments.



Each year, members of the Forum have an opportunity to helpshape the direction of its activities. The work-plan that is approved by members in January of each year sets out theForum’s engagement objectives for the coming year. The AnnualReport is designed to report back to our members and the publicat large on our progress. This year we focussed our company engagement on the following topics: the Global Focus List (Corporate Governance), Incentivising Executives, Audit Practices,Climate Change, Health & Nutrition, and Employment Standardsand Practices.

Members are encouraged to propose new topics for company engagement that they deem important and relevant to the workof the Forum. The executive committee is responsible for prioritising objectives as well as allocating time and resources tothe Forum’s research and engagement partner, PIRC Limited. The Forum allocates some time each year to take action on relevant member requests, current events or acute governance or corporate responsibility issues. This year the Forum undertook a number of activities in response to critical issues and memberrequests.

In addition to the Annual Report, Forum members receive reportson our engagement activity at each quarterly Business Meeting,where they are invited to ask questions and review the Forum’sactivities and progress. Business Meetings are open to all members. They provide a platform for discussion and debate onkey issues affecting local authority pension funds and an opportunity to hear from leading experts on topical issues regarding corporate governance, corporate responsibility and capital market regulation Members also receive quarterlynewsletters and monthly email news bulletins whilst Forum Officer, Keith Bray is readily available to attend training sessionsor the full committee meetings of LAPFF member funds to report on the Forum’s activities.

Finally, the Forum supports member communication, educationand advocacy through its annual conference. This year’s conference will be held from 30 November to 2 December inBournemouth. The topic for the conference is “The Continuing Crisis: companies and shareowners in uncertain markets,” and will address ongoing investor concern about the banking systemand the global financial crisis. A number of high-profile speakersincluding Tom Watson MP and Steve Baker MP, will share theirviews on the future of banking and capital market regulation, aswell as on key issues and trends corporate governance and corporate responsibility.

11 Forum communications & governance

Our MissionTo promote the investment interests of local authority pension funds, and to maximise their influence asshareholders while promoting corporate social responsibility and highstandards of corporate governanceamong the companies in which they invest.

Tom Watson MP Steve Baker MP



GOVERNANCE ANALYSIS OF NEWS CORP AND BSKYBThe latter half of 2011 was dominated by our work on News Corp and BSkyB, two companies facing serious reputational and governance challenges as a result of the phone hacking scandal.The Forum commissioned PIRC Limited, our research and engagement partner, to produce comprehensive corporate governance reports on both News Corp and BSkyB. The reports are intended to provide members with a timely and detailedanalysis of the key governance issues facing each company within the context of the phone hacking scandal and the failedtakeover bid of BSkyB. The detailed analysis also provides thebasis of a robust engagement dialogue with directors from bothcompanies.

SOUTHERN CROSSThe Forum also commissioned research from PIRC Limited into thebusiness and financial model of Southern Cross, the beleagueredcare home provider. The research found that not only was thecompany’s practices irresponsible with respect to caring for its customers, but the business model was highly flawed. The company sold valuable property assets in favour of a lease-back model intended to generate revenues; and the only assets held by the company were low interest loans provided tothe undercapitalised, loss-making care home subsidiaries. The failure of Southern Cross demonstrated a critical link betweencorporate responsibility, governance and financial solvency. It also pointed to key questions that members could ask their fund managers about the rigour of fund manager investmentanalysis in light of long-term questions about Southern Cross’business strategy and poor corporate practices.

UNPRI ANNUAL ASSESSMENTThe Forum has been a signatory to the UNPRI since 2007. In addition, seven Forum pension funds have signed up individually to the principles. PIRC Limited has assisted thosemembers that are signatories with their annual reporting and assessment questionnaires, which is sent to asset owners by theUNPRI each year. Members were provided with details about thenumber and type of engagement dialogues undertaken by theForum on their behalf, as well as details of key outcomes andachievements. Members were then able to integrate these responses into their annual UNPRI assessment response.

ESG QUESTIONS FOR INVESTMENT MANAGERSAt the instigation of Lothian Pension Fund, it was proposed that the Forum explore opportunities for engaging with assetmanagers about their approach to environmental, social and governance (ESG) issues. A paper was presented to members inJune to set out some of the issues that the Forum may consider in assessing asset managers’ attitude to ESG issues. The paperprovided some examples of existing research and outlined optionsfor moving the discussion forward.

12 Support for members

The Forum responded to a number ofcritical campaigns and unplannedmember requests this year as part of our mandate to support member fundsin their implementation of responsibleinvesting practices.

aker MP



It is also clear that News Corp and BSkyB will dominate ouragenda in the first half of the year. The high profile criminal investigations as well as expected testimonies from News Corpemployees and directors will keep this issue alive. The regulatoryreview being undertaken by the communications regulator willalso be a focus of the Forum’s attention, particularly as it continues to engage with BSkyB.

Investor engagement on climate change issues will also remain a key theme of the Forum’s activity next year. We expect that investors will start to increase the pressure on companies formore robust disclosure, including specific greenhouse gas emissions targets, reduction plans and time-frames.

On the corporate governance front, the trends indicate that governance continues to improve in the UK market however challenges still remain. The Forum is keenly interested in steppingup its engagement activity to push companies to adequately aligntheir pay practices with appropriate long-term and risk-adjustedperformance metrics. In other markets, the Forum will be lookingto engage with a number of high profile US and EU companiesthat ranked poorly in our governance review.

The Forum will also continue to participate in joint company dialogues and investor initiatives where it fits with our mandate.We expect ongoing collaboration on sustainable supply chains,carbon disclosure, deforestation and human rights.

With the launch of the UK Stewardship Code, there is an increased need for high quality research and effective and focussed company engagement. The banking and financial crisishas led to increased scrutiny of investors and a renewed effort by regulators to ensure capital markets are both fair and effective.Members can be assured that the Forum is working diligently forchanges that better align corporate practices with the interests of long-term responsible shareholders.

13 Outlook for 2012

The Forum will continue to play a leadership role in pushing for reform tothe regulations and corporate practicesthat underpin corporate governanceand corporate responsibility in theworld’s developed capital markets. The issue of banking regulation and crisis of confidence in the financial accounting systems will not go away.We expect greater focus in 2012 on ensuring governments, companies and investors to work together in an efficient and sustainable manner.



– AB InBev– Adecco– Adobe Systems– Afren– Agnico-Eagle Mines– Amer Sports– Antofagasta– ArcelorMittal– Assa Abbloy– Associated British Foods– Bellway– BP plc– British Sky Broadcasting– Carrillion– Chevron– Clariant

– CME Group Inc– Colt Group SA– ConocoPhillips– De la Rue– DS Smith– EasyJet– ExxonMobil Corp– Fortune Oil– Greggs – Honeywell

International Inc– HSBC – Inmarsat plc– International Airlines Group– LaFarge SA– Legal & General

– Lloyds TSB Bank plc– Marks & Spencer Group plc– National Express Group plc– National Oil Well Varco – Nestlé SA– Newcrest Mining– News Corp– NYSE Euronext– Occidential Petroleum – ONGC– PetroChina– Petrofac– Petronas– Polo Ralph Lauren– Premier Foods– Reckitt Benkiser

– Royal Dutch Shell Plc– RyanAir – Schlumberger– Schroders– SINOPEC– Société Générale– Teck Resources– Tesco Plc– Total SA– UniCredit SpA– Unilever– United Utilities– Vedanta Resources Plc– Yamaha

List of companies in this report

LAPFF membership as at 1 November 2011

– Avon Pension Fund– Bedfordshire Pension Fund– Cheshire Pension Fund– City of London Corporation– Clwyd Pension Fund– Derbyshire County Council– Devon County Council– Dorset County Pension Fund– Dyfed Pension Fund– East Riding Pension Fund– Falkirk Pension Fund– Greater Gwent Fund– Greater Manchester Pension Fund – Lancashire County Pension Fund– London Borough of Brent– London Borough of Camden– London Borough of Croydon– London Borough of Ealing– London Borough of Enfield– London Borough of Hackney

– London Borough of Haringey– London Borough of Harrow– London Borough of Hillingdon– London Borough of Hounslow– London Borough of Islington– London Borough of Lewisham– London Borough of Newham– London Borough of Southwark– London Borough of Tower Hamlets– London Borough of Waltham Forest– Lincolnshire County Council– London Pension Fund Authority– Lothian Pension Fund– Merseyside Pension Fund– Norfolk Pension Fund– Northamptonshire County Council– North East Scotland Pension Fund– Northern Ireland Local Government

Officers Superannuation Committee (NILGOSC)

– North Yorkshire County Council– Nottinghamshire County Council– Rhondda Cynon Taf Pension Fund– Shropshire Council– Somerset County Council– South Yorkshire Pensions Authority– South Yorkshire Integrated

Transport Authority– Surrey County Council– Teesside Pension Fund– Tyne and Wear Pension Fund – Warwickshire County Council – West Midlands Pension Fund – West Midlands PTA Pension Fund– West Yorkshire Pension Fund– Wiltshire Pension Fund– Worcestershire County Council


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