Organization: T. Rowe Price Group, Inc.

Year: 2015

Description: Whereas: T. Rowe Price is a respected leader in the financial services industry and has stated publicly that it understands how environmental, social, and governance (ESG) factors can affect companies financially. On its website, the Company states ESG issues may affect the value of an investment.

As part of its fiduciary duty, T. Rowe Price is responsible for voting proxies of companies in which it holds stock on behalf of clients. However, its proxy voting record seems to ignore T. Rowe Prices stated position regarding the impact of key environmental factors on shareholder value.

From its publicly available mutual fund voting record, T. Rowe Price seems to vote against the majority of all shareholder resolutions on environmental and climate change matters, backing management recommendations even when major proxy advisory services support such resolutions with a clear, economic rationale.

Investors around the world acknowledge the potential for climate change to affect long-term business success. Pension funds, investment management firms and other investors with over 90 trillion in assets under management support the Carbon Disclosure Project, an initiative calling on companies to disclose their greenhouse gas emissions and reduction plans. T. Rowe Price reports its own greenhouse gas emissions in its CDP response and further describes the companys active role in addressing climate change.

In 2013 approximately 150 shareholder resolutions were filed at companies facing a potential, significant business impact from climate change. Many of the resolutions simply asked for more disclosure, noting that thousands of companies globally report on their carbon emissions and steps they are taking to reduce them. T. Rowe Price voted against almost 90% of such resolutions, in contrast to investment firms such as Goldman Sachs, Oppenheimer, Alliance Bernstein and Wells Fargo, which voted for many such resolutions.

We are disappointed that our proxy voting record does not reflect the companys own commitment to climate change or other environmental factors with the potential to impact long term shareholder value.

This is especially concerning because T. Rowe Price is a signatory of the UN Principles for Responsible Investment. Principle 3 states we will seek appropriate disclosure on ESG issues by the entities in which we investand “support shareholder initiatives and resolutions promoting ESG disclosure.

Resolved;
Shareholders request the Board to initiate a review of T. Rowe Prices Proxy Voting policies and practices, taking into our fiduciary duty, the congruency of T. Rowe Prices own corporate responsibility and environmental positions and the economic case for the shareholder resolutions presented. The results of the review, conducted at reasonable cost and excluding proprietary information, should be reported to investors by October 2015.

Supporting Statement:
This review should help update the Banks proxy voting policies.