Part of a Department of Labor rule regarding the selection of plan investment and shareholder rights—often called the ESG rule—will be fully in effect on Friday, December 1.
Part of the Final Rule on Prudence and Loyalty in Selecting Plan Investments and Exercising Shareholder Rights has been in effect since January 30, which includes permitting plans governed by the Employee Retirement Income Security Act to use environmental, social and governance factors in investment selection, including as their qualified default investment alternative. It also permits plans to use a relaxed “tiebreaker” rule which allows them to use non-financial criteria to decide between two investment options that would both equally serve the interests of the plan.
The second half of the rule, which speaks to shareholder rights and proxy voting, takes effect in December. The DOL removed language from old rules that the department believed incentivized abstentions on shareholder proposals, an excision that will remove a safe harbor voting policy that limited “voting resources to types of proposals that the fiduciary has prudently determined are substantially related to the issuer’s business activities or are expected to have a material effect on the value of the investment.”
Ruth E. Delaney, a partner in K&L Gates LLP, says the rule reiterates the principle that a fiduciary’s duty to manage plan assets includes the management of shareholder rights, including the right to vote proxies.
In the context of pooled investment vehicles, where multiple plans may be subject to proxy voting policies that conflict with the policies of other plans, the manager would be required, to the extent possible, to reconcile conflicting policies and vote proxies proportionately in accordance with each plan’s interest in the vehicle. However, consistent with longstanding guidance, a manager may, instead, require investors to accept the manager’s own proxy voting policy as a condition of a plan’s investing in such vehicle.
However, Delaney explains that existing investors are not grandfathered in explicitly by the rule, and managers may need to take steps to get consent from their investors to follow the manager’s proxy voting policy. Delaney says some managers have drafted negative consent forms: Investors already in those funds are assumed to have consented by saying nothing. The DOL declined to explicitly approve of or forbid this approach, according to Delaney.
Fiduciary managers have until Friday to avoid compliance issues by obtaining consent.
Delaney says the rule also permits fiduciaries to use ESG considerations when voting on shareholder proposals and when making recommendations on those votes.
Delaney adds that the rule “codifies longstanding principles” that already existed, such as the notion that fiduciary duty requires the prudent exercise of shareholder rights. Abstentions are permitted in cases where it would be prudent, such as when the voting process would be costly to the plan.
Under the rule, fiduciaries are required to “prudently select and monitor a service provider,” but this does not require them to “monitor in real time every vote.” Instead, the fiduciary must follow a prudent process in picking service providers and must ensure their activities align with their investment policy, Delaney says.
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John Longley took the CEO role with SageView Advisory Group in September after leadership roles in banking and wealth management and a time as co-founder and CEO of a digital financial advisory platform.
The shift from founder Randy Long—who remains SageView’s chairman—to a CEO with a wealth-focused background shows to some extent the shift of the advisory itself. SageView was started in 1989 as a retirement plan advisement business and has moved, in part by private equity backing, to include a wealth management business. Longley notes that, in his opening months, founder Long has become “an invaluable partner and friend.”
The firm is operating in an increasingly crowded market, with aggregators backed by both private equity and insurance companies targeting a similar wealth management acquisition strategy. But Longley says that, since starting, he has confirmed what he saw when taking the role: SageView is well positioned to grow in these “early stages” of the retirement and wealth connection.
PLANADVISER spoke to Longley when about two months into his tenure as head of the advisory, which currently represents about $170 billion in retirement plan client assets and $4 billion in private wealth client assets. The conversation has been excerpted for length.
PLANADVISER: Let’s start with this: What attracted you to taking the job at SageView?
LONGLEY: I have spent the last two months crisscrossing the country and getting to know our people, our clients and the value that we offer. … What I have learned is really a strong confirmation of what I saw as the value and the opportunity of SageView.
I was attracted by the retirement business, which is the foundational business here at SageView. It’s significant, it’s healthy, it’s growing and it adds great value to our clients. I was attracted, as well, to the wealth component of the business. I believe very much in that long-term trend of the convergence of retirement and wealth. I felt that from the outside looking in, and now, two months in, I believe that SageView is ideally situated to benefit from that confluence.
This struck me as a place that you didn’t have some of the natural silos that I’ve experienced at some other firms that I’ve worked with. That spirit of collaboration is the foundation to create partnerships. I felt the ground was very fertile to help these two businesses work well together. Just two months in, all of what I had seen and hoped for exists.
PLANADVISER: We’ve discussed the retirement plan roots of the firm and then relatively rapid growth in wealth management. What do you see as the opportunity here?
LONGLEY: I’ll start by saying there’s a very strong commitment to both grow our retirement and our wealth business, and then to partner them together to the benefit of the client.
Here’s a quick client story that I think illustrates the “why” [of the strategy]. During my first days at SageView, I had the opportunity to meet one of our very important clients—a West Coast-based technology company. As we were going around sharing introductions, the CFO paused and said, “I’d like if I could just share with you why we chose SageView. … We chose you not only because of our fiduciary responsibility to offer a best-in-class retirement plan solution for our employees, but because we understand the value of creating financial health and wellness for our employees. SageView’s broad set of solutions will help us create financial health.” Then he said that they believe that by creating financial health for their employees, their employees become more engaged, they become less stressed, less distracted. If they’re financially healthy, then they’re physically and emotionally healthier and better able to perform their jobs.
Those words have really resonated with me and stuck with me. They speak to the opportunity not to have just a vibrant retirement business and a healthy and growing wealth business, but to marry them together for the benefit of the client.
PLANADVISER: When we think of the wealth management side, we tend to think of higher-net-worth individuals working with advisers. As we look at in-plan retirement saving, how does the rubber hit the road in the businesses connecting?
LONGLEY: We are still in the early stages of that confluence of retirement and wealth. I believe that. Which, again, makes it the golden opportunity.
You actually bring up an important point about what I’ll call the plan participant universe. I spent a significant time in my leadership career in the wealth business. Most often, wealth management practitioners will look to cherry-pick that top layer, that C-suite of executives. To truly add value to our institutional retirement plan clients, we have to have a segmented approach so we can add value to all employees, whether they are the mass affluent, the high-net-worth or the ultra-high-net-worth. We have a segmented approach, because the person with $50,000 has a different set of needs than the person with $50 million. It’s important, as a partner to our clients, to be able to offer value to each of the segments within the wealth spectrum.
PLANADVISER: How do you see doing that well?
LONGLEY: As an example, we’ve introduced PersonalSAGE to our retirement plan clients, and [that] is a good example of the potential value that we can add to a broader set of clients. That’s a hybrid technology and human-touch set of solutions. We offer with PersonalSAGE a complete snapshot of personal savings, debt, retirement savings and investments. We have financial coaching and wellness workshops. It’s a combination of the personal human touch and technology solutions, so that you can benefit a broader spectrum of employees. A client with more sophisticated needs will then call for a more bespoke, high-touch set of solutions.
PLANADVISER: Finally, SageView is one of the handful of firms that has announced numerous wealth management acquisitions in recent years, backed in part by private equity. Where is future growth going to come from?
LONGLEY: Our growth will come both organically and inorganically.
As we look at broadening and deepening the value and the set of solutions we offer our clients, that creates organic growth, both for retirement and for wealth. M&A is also important for us, and M&A will drive growth for both our retirement business and as we significantly scale our wealth management business. Perhaps the most important part of M&A is the “who” that we invite to join our SageView team.
I will say that as we look at the potential partners and firms that we would acquire for wealth, we really look through three lenses. One is cultural fit: They’ve got to have the right values with a client-centered, team-before-self approach. The second screen is to look at competence: We’re looking at an industry standard-level of quality and competence. The third is collaboration: people who by their nature are great partners and are looking to grow through partnerships—people who are in a growth mode.
If the people and firms we look at pass through those three screens, we acquire them and introduce them to SageView and the opportunities of partnering with our retirement plan business. This is a healthy, vibrant business that grows, we add even better and more exceptional service to our clients. That partnership provides a virtuous circle, if you will, where everybody benefits, and that’s what the future of SageView is—that’s what we’re building here.