Andrew Droste, Columbia Threadneedle

Welcome to shareholder pharmacy from freefloat media, podcast about activist investing Securities Law and all the way is the financial and legal world's intersect and Collide in real life. I'm usually here with an Lipton law. Professor Tulane in New Orleans who teaches and researchers security, business, law, and is a way, once again this week, working on some other stuff, instead, we invited Andrew droste of Columbia Thread Noodle, to join us to talk about corporate governance, ESG, investing activist investing and all sorts of other interesting and fun subjects. Hey Andrew, how is it going Mike doing well? And, and I asked Andrew to talk about, what? It's like these days to oversee stewardship, at like a big investment fund at a big Investment Company, including like, what he's seen in corporate governance and activism these days. He happens to have a very fun substack newsletter on corporate governance which I want to talk about. And we'll get some of his views on like current issues and subjects in ESG corporate governance the activism and so forth. Let me pause and tell everybody that we have our new email address shareholder, Primacy one word at freeflow dot LLC and reminded me to promote that to tell us their questions, complain about what we're doing. We really want to get a whole group of questions together and we'll do a show. So please, please let us know what you're thinking. All right, let's get back to Andrew. Let's start by looking at kind of stewardship today. There's a lot of folks, I know activists I talk to others and so forth that want to understand better kind of how stewardship. ESG investing one, not kind of works at a big fund and you're kind of in the middle of it, you know, kind of near the top. So we wanted to try to take take, I wanted to discuss that for a while first. Let's let's get the basics out of the way about what Columbia thread needle kind of, is, is there like a basic pitch? It sort of can say about Columbia thread needle? Yeah sure. Um, so we are roughly six to 700 billion assets under management. Columbia threadneedle is the subsidiary there. The global asset manager for a mayor price. Sure, Enterprise Financial ICM. All over exactly right. Exactly, right. And that's, that's some that's what little known. I feel like in the community, but in any event, you know, we're a bottom up shop. Governance is Under the Umbrella of the sustainable research team, which is under fundamental research and kind of we pride ourselves on the, the rigorous research that we put into the process. so you're directly leadership, are are what I would call kind of equity, analyst Southside analyst kind of, or by side analysts, Yeah, and so well, we work hand in glove with the those fundamental analysts. And then, of course we are then kind of the the experts when it comes to at least on my side. The governance side stewardship side. So I'm Global head of corporate governance here at Columbia threadneedle and I sit in the fundamental research department. So, we're doing a few things, right? So the pillars that I like to point to are proxy voting, of course. So, the governance team we're focused on the quote, and quote priority companies. Right? I think, every shop has some form of it, whether it's, you know, tier one or manual vote. However, however, they kind of describe it, we describe it as priority companies. And those are typically companies where we have a either, a massive ownership in or the threshold that we have, you know, it meets that threshold of ownership and that's across not just our internal funds but also the Rio clients as well. If we're voting on their behalf but then all, you know, it's any sort of case By case or refer situations. Where our policy you know it's silent on it right? Or maybe we write. It's a fact pattern that we want to look at Case by case. And so if I said to say that those then end up as a priority company as well and those are the meetings that the governance team will cover. All right, so you're you're out there talking to the companies are along with it sounds like Having these, you know what I would call. What I've heard, what I've, you know, everyone first, we had stewardship meetings, you know, we're gonna go talk to our companies in the occasional activist, you know, when that exactly. But that's sounds like it's fairly well coordinated, like with the research with the, with the PMS with the, with the, with the absolutely. I mean, every single engagement that we have is on a shared calendar. And you know, if a portfolio manager owns that company, you know, they join us same with the fundamental analysts. If they cover that company, you know, their their in on that engagement as well. But but on the governance side it's the proxy voting. As the first pillar, it's the engagement with companies obviously as the second and the third I like to think of as thought leadership and really it's that fundamental research that we're including regionally in a cross all portfolio's. All right. So so how is everybody doing this year? What's this? I mean this you know I've heard said this other Before I don't like the phrase proxy season. Yeah. I never loved it, but we'll call it that right now. How's proxy season going for everybody? Everybody kind of keeping their head straight. Yeah as always. Now it's so so far so good. We're really right at the tail end of it for me. Actually my most most of the research That you're expecting to do is kind of complete at this point. Yeah. Yeah. An individual situation at this point and it really, it really is regional, right? Because, you know, we've got Japanese proxy season popping up here at the end of June. Right. So it's invest in Japan. I did. So, you know, it in, you know, it's it's like that globally, right? Where, you know, proxy season for the US where, you know, 60 70% plus of the agms or held during that three months time period in the spring you know you go to other places and that's that's just not the case, right? And so again Japanese proxy season is late June and then we've got a couple of other proxy Seasons kind of in the internal different 20. Exactly. Exactly. And so that this is why I'm very happy that on our team. We have that kind of regional approach to governance and engagement. Yes. If I say just getting back to to kind of the question, I actually think that this year has been Excellent relative to kind of other years and that's not to say that they were getting along pretty much. Yeah, exactly. There's there's, there's so much. There's so much fewer Preparatory proposals. So you've been able to focus more on governance on some of the important? Yeah. Yeah and I think governance, shoulder proposals. I'm sure we'll get into it but governance. Shareholder proposals have done fairly well, the last few years and you've just see the precipitous drop of kind of the social Columbia doesn't submit proposals. I don't know. No, no, no, no, we don't know. That's not part of the DNA per se but you know, it's it's always something I think when The shops that do it as, you know, here in the US are kind of Pension funds and and those kind of willing to yeah, exactly. Exactly. And so I it, we we, of course, are engaging both proponents of whether it's shielded proposal or no vote campaign, proxy contest. Exactly. You know, we like to, of course include the full body of evidence and in our analysis, and then from there, make the right decision on back of clients, but no, we don't submit Cheryl the proposals, on our own know. So conceivably some portfolio manager out there, may get so irate at some underperforming company. They may just decide, okay, this is the year, that'll be the first and now and you'll have something to say to them, what's funny, you know, I mean you know not to name companies or anything like that but I have portfolio managers that will reach out directly and say like listen, I am so sick and tired of The management team or the board not doing anything about the management team, right? And and I want to deep six, all of these, all of these directors this year he's got these guys have gotta go and and, you know, and and I think that there's this realization like, oh, okay, you know, the proxy voting process or procedure can actually be some leverage in that type of relationship, right? Because I think fundamentally every time that we are engaging with a company. You know what we underscore? Is that this is a collaborative approach, right? Your success is our success. And so what we like to do is take the approach of doing the benchmarking and Analysis prior to an engagement and coming up with a list of questions, that help them think through whether its governance issues stewardship, generally or environmental social, whatever it may be strategy, helping them think a bit differently and then allowing some of that benchmarking data for them. To say, hey, by the way, this strategic peer does this, you know, what are your thoughts on this? You know, what is the Direction of travel for you all. And so we like to take that collaborative approach but I do think that in those instances where you have a recalcitrant management team or bored or maybe they just seem, you know, a bit sleepy and the portfolio manager is sick and tired of it. You know, they'll reach out proactively and then they realize, holy cow, we have this leverage of being able to vote against so they. Andrew, do you know any activists that are interested in this company, right? Anybody, we can call it, you know, it's the relationship that we have with companies again having been at other shops. You know what, you don't do that lightly. Well, exactly, exactly. So it's pretty extraordinary, you know, again, having been it a couple of other large shots the relationships that I see across the board, not just on the fundamental research side, but also on the portfolio manager side are again, extraordinary, these are, these are personal relationships and they're honest relationships where, you know, if the management team or the board is not doing well, we'll hop in any engagement and let them know, right? And and so there's that Candor there that I think is really helpful to the overall process. And thus we don't always have to be binary in the form of a vote, right? We don't, we don't absolutely have to say, okay, we have to support this shareholder proposal. In order to send a message know, actually, maybe an engagement suffices to say, like, listen, this is important to us. We want to ensure that the direction of travel is you, you know, including this in, whether it's your opportunity analysis, or whether it's your risk mitigation analysis. But we understand that in the interim of binary vote for, or against this proposal doesn't necessarily, you know, dictate exactly how we think on the issue, right? I mean, that that's kind of the Nuance that maybe over the last three, four, five years was somewhat lost. It was almost like, hey, however, you voted that the litmus test, that, that is the, it's like, it's like, it's like precedent and like court. It's not that. Well, exactly. And if you have a good enough relationship with that company, to call them up and say, hey we want to talk to the chair of the board and we want to just discuss kind of this particular issue. We do think that it's material but we don't necessarily agree with The full supporting statement of the proponent shareholder. Proposal proponent, right? You know, it's a conversation, right? And I think that management teams over the last few years have Genuinely done a very good job at reaching out in the interim, prior to the AGM. But after, of course, let's say ISS and glass lows come out with the recommendations, or maybe it's just after they drop the deaf, 14a proxy statement, right? And they've done a really good job at kind of pressing the flesh. During that time period to say, like, listen, we understand this is the particular issue. Here's why we think you should be, you know, voting against this particular proposal or supporting, let's say, say on pay. And I think that that over the last few years is why you see more and more management recommendations being followed, which is why again, you see that precipitous drop and let's say EMS related proposals, or just generally share, all the proposals across the board. But again, that's multi-factor, right? We're talking about, there's a lot. I want to ask you about that, but anyway, it's good to have a good relationship with our portfolio companies. And for the most part, yes, when a portfolio manager, He's upset with the company and they realized that, hey, we have the power of the proxy vote in, which to affect change in some way, shape or form, or at least to send a signal or a message. We'll do that, right? And I think that those are and you're going to start using voting first rather than and maybe a meeting rather than in both really. Right? I mean I think that being able to engage off the back of an adverse vote is really powerful too. Oh, that's actually a good point. So yes in any event. Yeah that that's that's how we approach things. And again it's it's first and foremost collaborative with the portfolio company but in those unique circumstances, where a message needs to be sent, you're willing to like, you're willing to raise your hand. Well, right. Let's um, I have one other Question, along this line, concerning proxy contest. I want to get to and then there's all sorts of other fun stuff to talk about, but I think we need to give everyone a quick break. So we're going to do that right now and then returned in a minute, to talk to Andrew about corporate governance of investing and so forth here at holder Primacy. Cheryl Primacy is brought to you by free float and analytics.com, the only free database of corporate directors their influence and their performance. If you own a Stocker, retirement plan, go to freefloat, analytics.com and look up which of your elected directors are performing well, which aren't use your vote in the alternative democracy and get your data at free. Float analytics.com. Now, back to the show, Welcome back to shareholder Primacy. I'm Mike Levin talking with Andrew droste of Columbia threadneedle about all things, corporate governance and ESG in activists investing. We were just talking about the approach to You know, activism corporate governance voting and so forth that kind of works at Columbia threatening and stewardship. But and one of the things I wanted to ask about how to do with, like proxy contest and I suppose maybe there's a little bit of a personal interest here because that's I don't do you know that I don't do Cheryl the proposals very much. Yeah. But I work on my share of board stuff and putting pressure on her performing companies just like some of your portfolio managers want you to do. What's and there's probably not much in the way of like fix policy. For. How to vote or what how to think about products? He kind of says, is it kind of right? I haven't seen much in the way at any of the big investment shops on policy for proxy and the way there's policies for ESG proposals. Yeah. It's good question. I There's a system. There's a procedure. Right. I think there's a frame. That's what I want to hear about. Yeah, exactly. So I, you know, a policy of let's say, For management, right? Or you know, four proponents, right? Yeah. There's nothing like that. It is really truly first and foremost a System or a procedure where you PC that the universal proxy card rule sure in in recent years, I think his allowed us to develop a more systematized approach with the reason being that we're able to kind of pick and choose right. Where, it's, it's kind of like a buffet at this point. And it's an opportunity, a unique opportunity, to just really delve into and evaluate each and every single director, right? Rather than as a whole. Oh, interesting, okay, so this is a really, it's a chance to really dig into the your board Representatives. Exactly. Exactly. And so it allows us to say, okay, you know, if just didn't campaign rules around and we've got four additional individuals that are, you know, looking to sit on this board or any of them, you know, marginally or slightly or largely better than an individual. That's Let's say, the weakest link on the board and, you know, the weakest link definition is where, you know, a lot of the analysis goes into, right. We're trying to determine whether, or not directionally or strategically The board as composed today is the the board for tomorrow, right? And so we're looking at not just short-term strategy, we're looking at medium and long term and how that fits into succession planning. And in addition, I mean, in addition to that, we're looking for Independence too. We're looking at factors related to and that's just SEC defined and dependents. You probably take. Oh bye, man. You're in. Hope you take a deeper look at Independence and really kind of figure out how people are connected hugely. Yes, yeah. And, you know, obviously, Matt with free float, I mean that type of data, I've seen it. Oh, that's, that's a whole business dedicated to that proposition. That's my, that's what he plugged it for us now. So I think that that just speaking to, you know, connections and kind of the web of relationships that are had. And so, that's important. But also, of course, kind of the, the fundamental factoids of You know, 10 year on the board thus, certain calci, they are, for instance, with the management team, whether or not they're willing to be the contrarian right and actually hold management to account because that, that's that's what you want. So these are unique opportunities for us to really delve into each and every single directors expertise background relevance kind of how long they've been out of the game. Quote unquote, right to look at their operational, expertise it really. And then again to kind of fit that into the broader picture, the full composition of the board and again, aligning that with the short medium and long term strategy, right? I think doing a gap analysis on. That front is always what we attempt to do in order to ensure that we're making the right call. And this is in the context of like a proxy contest for an active as a disc or whatever has started. So, when that's put in for unfortunately, there's not that many in a year that you have to do though, globally. There's probably your share But, and again, you're not invested in everyone. So, you know, I think, you know, I track these things. So there's call it 20 or 25. Maybe in the US and again, Columbia is not going to have position in all of them or maybe some of them but to what extent then and I think I'm asking a really hard question if there's a not not a contested election and you're starting to look at directors, if it's just a regular meeting. How do you, how do you think about director elections then or re-electing? Not, you know, incumbents that aren't being challenged, what's that? What's the mindset there? Yeah, I a big part of it is Somewhat backward, looking right? We're looking to see whether or not in the last year, has something occurred. That is a risk for us. Right. Is this something where potentially, you know, something his Come out about the company from the management side that let's report didn't hold them accountable for XYZ reasoning. Um or they were unresponsive to let say a poor director election from the prior year or poor sound, pay or some sort of bad Vote or just or just there was some sort of screw up. Exactly. So there's that backward-looking process of it which which again you know is I'm underscoring accountability in that analysis, okay? Like you know did they can we trust them to hold management? Accountable or can we trust them to ensure that this PayPal package is you know, adequately tied to Performance etc, etc. So it's a matter of trust and accountability whether you can reflect that from what you've seen in the past going forward. Absolutely. Absolutely. That's that's fundamental, is that is that trust between the portfolio company and and the investor but I and your and your and your pants and the exactly. And so, in addition to that, though, I mean, you know, proactively, I think that what we're trying to do is all so aligned governance mechanisms with the board as well. And so if for instance, you know, It's a dual class company, right? And and they have oh sure, they haven't set forth sunset provision or codified it in any way shape or form. You know, we're going to take a hard look at in the director vote that affected that will affect your director vote. Yeah. And, and it can because what, we're essentially, what we're trying to do is again, from an accountability perspective, determine whether or not, they are holding management accountable on that front, right? Typically, when we're looking at a dual class company, we're looking at, you know, founder LED in a lot of cases that's not many times. Yes, certain industries, it's more prevalent. Exactly, a big deal and, you know, you kind of want to take the approach to where, you know, why? Why hold Noman gov committee chair responsible for that when you can hold the individual that actually can the only individual that can affect change on this front by let's say, you know, selling their class B shares for class A shares to make it just comes right. So let's let's vote against that person, right? And and in most cases you know it's it's unfortunate because even when you do they own the vast majority of the vote and so it's not going to, you know, affect that change anyway. But I think that that's those votes that are signals, right? Those are nudges to say like listeners. Those are? Yeah, those are, those are representative of kind of broader Trends. I want to talk about it. So yeah, so I mean, I think this is a long way of saying that we're looking we're looking backwards to determine, you know, in the last year, if there been pickups and we're looking forward to determine okay, is this the right individual to be pushing back on? Management accordingly. And, and if not, you know, we're we're taking that second and third make a statement. Exactly. And we typically as a shop like to look at leadership, right? We're not, we don't like to necessarily call out, you know, an individual director based on X reason, unless there's a very, very strong case for that. Otherwise, what we're doing is, looking at structure, we're looking at systems of governance and where the individual is a chair of Nom and gov or compensation or remuneration or audit will, then be targeting that individual because of course, that's where the buck stops. Of course. All right, let's extend on this because there's something else I wanted to ask you about related to your hobby, which kind of seems to be the expression of a lot of stuff. We've been talking about which is your substack newsletter. Mr. Corpuz. Right? And you've been doing that for a couple years now, haven't you? I think. Yeah um yeah it's it's it's probably been about two years. I think I want to know what kind of what's the what's the animating idea? Are you just trying to like put out their stuff that you're seeing in your day-to-day work? That kind of catches your eye is there? What do you? What are you trying to accomplish with this? Yeah, I'm a sick individual because I you know, I yeah, I like that. The intellectual curiosity that I have toward governance issues and just how it intersects with the environmental and the social, I mean, I think that that, that's really fascinating to me. And I think that, you know, whether it's her older proposals, or, you know, AGM votes, I think that the ultimate votes that we see during proxy season, or just after an AGM, let's say if it's a AGM in the offseason, these are like, you know, these are, like I said, having your finger on the pulse of very relevant contemporary issues that not just, that company is dealing with but also, Society more broadly, right? And I think that I've always followed Policy and politics and things of that sort, right? I think I find that fascinating as well, and I think that it's, it's a unique window looking at these results into kind of what what shareholders are thinking in a capitalistic society. And I think to me that matters, it matters whether or not, you know, Cheryl The Proposal passes at a particular company, right. I think it does show in most cases that there is financial materiality there, otherwise a broad swath of investors wouldn't have supported it. And for me that's that's kind of a taste maker. Then to what we see in politics and what we see being discussed at kind of a broader regulatory level. And so these are these are really fascinating topics to me. And I think that, you know, you get your fair share of just drama, right? So so it's it's kind of like you see stuff every day in your stewardship role. and then you sort of say, wow, there's there's implications There's a lot of people that should know about this. Yeah. And some people may already know about it, but I want I want to and, and here's, you know, there's something going on a Tesla, which of course, is our favorite company to, of course. Yeah. Or something at some other whatever. And so so that that's that's the source material for Mr. Corpus. Yeah. So you'll see it in my disclaimer, don't worry, but not only, is it not, you know, representative of either of my employers, being the US Army or a lot of thread needle. But what I also say in there is that I stick strictly to public information, the facts, right? I try not to, yeah, there's yeah, you're not gonna take some sort of result from a stewardship meeting and say, oh, I'm going to go put this on the right. That's right. Exactly. So, you know, there's there's no mnpi in there whatsoever, of course, but all. So you know, I try not to necessarily insert my opinion. Either I have opinions but I try to just strictly into the facts in most is just here's an interesting development that people should know about and I'm going to put it out here on. Yes. Yeah, substack. Which has now. It's a decent readership. Yes. So yeah. I'm very lucky to have people that that think that it's not relevant to what they do too. And so I I don't know. Listen, it's good for me too. I think that from my professional. It keeps you sharp. Definitely again, this this idea of kind of keeping your finger on the pulse very important in our industry because things change and move so quickly. I mean look at again and shareholder support of that particular issues. So yeah, your finger's been on the pulse for a while though because you know, I was, I was intrigued to learn that. That you're actually you're a lawyer. I mean are you went to law school? I want to say. Yeah. I I'm a degenerate lawyer, don't practice and you never you never even thought about it. No no no no right that that's what was so beautiful about Northeastern. So Northeastern law, that was your loss. Yeah. So they have a co-op program and I still work very closely actually with this program that I'm about to mention, but JD Advantage, right? So they have a They have a program called the JD Advantage Program. I work directly with someone at the school. I've helped bring the program, the co-op program, to a couple of different Employers in my time and and yeah, I, you know, I went to law school thinking, you know, I don't know if I want to practice ever, but I do know that I want to be to something I referenced before. I want to be in something that's really interesting. That's of consequence that deals with policy. And so, you know, throughout a couple of my co-ops in in law school, I was you know at the state level working one of those was the connection to corporate governance. I think was it wasn't that the CIA Absolutely. So yeah, I was at I was at Council of institutional investors briefly working under Jeff Mahoney there. They're this during law school. Yeah. This is during law school and so, so most other most other law students are getting, like internships, like a big firm. So they can make a pile of money. That's right here. Internship was at this, this small, advocacy group in Washington DC in this very obscure corner of the law, right? That's right. No, exactly. And I I saw it as an opportunity to not only, you know, It moved to DC for a little bit, which I was really interested in doing post law school, but but also kind of working in a field I had absolutely no background in whatsoever. I mean, my undergrad degree is, you know, in government political science. Something that affected and the law degree. There's really no kind of specification on, you know, this is what I right, you know. So, so you ended up, you ended up just not going to a law firm and just kind of going into very public interest. Yeah, roles and so forth and then into the investment world. Yeah, I so the funny story is that while I was at CII, I was during the Spring Conference of 2015 and I met best Trophy and best job. He is currently, I think at MFS but met her when we were lobbying on Capitol Hill for shareholder rights, for enhancing shareholder rights and you know, 10 years ago, 10 years ago, we're on the bus, you know, I think going to Capitol Hill from CII. And and she was discussing kind of how she couldn't find a certain Talent at the analyst level for her team at TIAA. Cref at the time. And I inserted myself and said, hey, you know, I'm graduating raise your hands. Yeah, I could do that. Yeah, and she insulted, she said, don't you aren't you a law student? Well, never mind. The beauty was that she is a lawyer as well, right? So she, she's a lawyer by training. I can't remember for the life of me whether or not she's practiced, but in any event, she's she's a lawyer. And yes, so we kicked it off. And within a month, I was down in New York City working at TA one of the Premier corporate governance. They're excellent. You know, stewardship shops for decades? Yeah. So, at TA craft the CEO at the time, was Roger Ferguson and just one of the most brilliant, kind people that I ever met. And the fact that I even got to meet him at a place like Tia craft was in ticket at kind of a junior level corporate Governor's. Yeah. So he was omnipresent, he was there all the time at any of the events and so you know, really got to to know him as well as of course Bess and we had an excellent team there. But when you get to know Tia's history and you know, it how it came about for teachers it's just right, you know, they were in the responsible investment game very early on so the board committee that I reported into along with my team, Again, at a very early age was, you know, had a responsible investment, bent to it. And, and that had been created in the 90s. And so, you know, they were the first pensioner to come out and and, you know, divest from South Africa during apartheid they were. Yeah. You know, during the campaign for, you know, seat belts. I think it was at Nader. Sure. Yeah. I mean they were supporting they've been they've been in front of this stuff. We ever heard about him. A whole lot. Yeah. Very recent years. Yeah, well, yes, so that that was probably was an unbelievable place to start. It was, it was so I cut my teeth there. And, you know, was engaging with, not only directors, but CEOs CFOs, you know, at the ripe old age, 25 27, whatever I was, and just completely out of my depth. And I think that that was such a great experience to then kind of move on to the other places that then then I would go to. It was really just unbelievable preparation. And yeah, it was, it was Is an amazing experience but that's how yeah from CII to Tia craft which then became Nuveen of course to then bny Mellon very briefly and then to Russell Reynolds Associates. Yeah. Oh yeah. I was gonna ask you about that. That's that would have been. That's a, that's not an investment fund. That's a headhunting firm. That's right. That's right. But they have a portion of their, of their of, their offerings as kind of Consulting, right? And so, I was on the board and CEO advisory partnership team became sure. And I worked with some really brilliant people, and this is like board advisory, right? That's right. So we were doing a lot of board, Effectiveness work, the actual content, or the remit was to conduct Board of evaluations. And so, these Board of evaluations for me just opened up my eyes to a completely different part, like, Howard's really, kind of thinking, work from the inside, being able to delve into board books for the first time, right? And seeing it from the other side of the table has now really influenced kind of how I approach my engagements with. Companies too. It's a very comprehensive kind of background over the last, you know, seven to 10 years. That really, that really the Russell Reynolds really prepared you to go back to the investment side and look at board's critically exactly because you could sort of see how, you know, how really effective ones kind of work and how deficient ones kind of don't work with that. I mean Beyond a doubt, right? And to focus not just on kind of the mechanisms of governance, but also focus on. Let's say, behaviors in the boardroom right or what they're doing for offsets in order to kind of create a better culture, a more open culture, a more contrary and cultures so that you know, you get the best result out of your board. You know, you see these studies every year, right whether it's p2pc or you know why that, you know, pretty much every single board out there believes that, there's at least one person that should drop and that, you know, from seeing it, you know, behind the scenes, it's absolutely true. Right. And a lot of this is behavioral that the individual either just isn't contributing or Perhaps the weakest link just doesn't have that recent operational. Expertise there's like reasons why there's a reason why? They're why they're weak. That's right, that's right. And so we would conduct these these interviews, we call them right individually with the directors, and it allowed us to almost play chair, right to hold up the mirror and do process Consulting, so that at the end of it, we could produce recommendations that would make them more effective, or that would perhaps suggest that someone transition off the board and you know, open an opportunity through the succession planing process. The word refreshment. Exactly. Exactly. And so that was really fascinating. Of course, went through these board books and determined, okay? This could be a consent, agenda item. Versus this is something that really is baked into strategy or risk and you need to be discussing it. So that was a fascinating opportunity for me and I'll Always Love Russell Reynolds for sure. But nonetheless, You return to Investments and return to stewardship. And so, here we are. Well, in a very brief, kind of very brief opportunity. Also where I went to carbon tracker initiative, which is a thing, oh sure. Write more in the research on the system. That's right, that's right. And then, and then got poached to come over here to Columbia threadneedle and have been here since. And like I said, all of those experiences collectively together influences, kind of how I look at policy, how I look at engagement with companies, more collaborative than adversarial. And and it does, it definitely influences the way in which I deal with companies. Cool. Well, hey we've we've kind of plumbed. Very thoroughly. Some really interesting issues here about how stewardship kind of works at a big shop. Kind of how you got there. Don't forget Mr. Corp gov everybody. But I think we've, I think, what we're gonna have to, we're gonna have to wrap up. So, yeah, if we've taken plenty of time, Andrew, it's been wonderful talking to you about all this stuff and the corporate governance active is in the current environment. I need to remind everybody to please send us your questions and comments and concerns its shareholder Primacy. One word at free flow, LLC and thanks again, Andrew for joining us to talk again, kind of soon. Yeah, everybody check out the substack. That is Mike's as well, because I think that that the move over to subscribe. I love it. I love it. It's the next one. Cool. All right everybody. This is shareholder Primacy hosted by and Lipton and me Mike Levin. I'm an independent activist investor and advisor to investors about their active situation. We've been talking to Andrew droste, who is global head of corporate governance at Columbia threadneedle Investments. You can find me Mike at the activist investor.com and Andrew at pay attention. Corp, gov one, word dot substack.com. Once again, corpgov got dot substack.com, that's where you can find Mr. Corp gov and gonna touch with Andrew. Our podcast is produced and distributed by free float media. Thanks for listening. We'll talk again soon.