Shareholder engagement in The Netherlands : Balacing between self-regulation through the Dutch Corporate Governance Code and international capital market practices

This paper presents recent empirical evidence about institutional investors' compliance with the amended Dutch Corporate Governance Code and key factors influencing their real life voting- and engagement behaviour with Dutch investee companies. The data comes from 39 surveys among Dutch and non-Dutch asset-owners and -managers investing in Dutch listed companies, and 14 semi structured, in depth interviews. It provides evidence for the actual impact of the relevant best practice provisions of Section IV.4 of the Dutch Code on institutional investor behaviour. We conclude that that influence is limited. Reported high compliance rates with the provisions are not necessarily determined by the Code and do not all by themselves ensure an actively engaged institutional investor community. Rather, shareholder engagement is quite often considered important to the extent that it contributes to investment performance