Cohen & Steers Inc

The Proxy Committee is responsible for overseeing the proxy voting process and for establishing and maintaining the Proxy Voting Policy, which is reviewed and updated annually. The Proxy Committee is comprised of members of the Company's investment team and legal and compliance department. [...] The proxy administration group is responsible for distributing proxy materials to investment personnel who are in turn responsible for voting proxies in accordance with the Proxy Voting Guidelines. Proxies that are not voted in accordance with the Proxy Voting Guidelines, votes against management, and proxies voted on environmental and social proposals are required to be documented and include a rationale. The proxy administration group is responsible for maintaining this documentation. [...] At least annually, the Company will conduct a review of its ongoing use of the proxy advisory firm. In addition, at least annually, the Company will conduct a review of the adequacy of its own voting policies and procedures to determine that they have been formulated reasonably and implemented effectively, including whether the applicable policies and procedures continue to be reasonably designed to ensure that the votes the Company casts on behalf of its clients are in their best interest.

Tracking
Engagements are tracked by our portfolio managers and research analysts using an internal tracking engagement platform. This tool allows analysts to document the specifics of the engagement topic, objectives, outcomes, possible escalation activity and next steps. We disclose a summary of engagements externally to comply with standards and codes and in the form of customized client requests. In addition to external communication and client reporting, we believe the engagement tool holds both analysts and issuers accountable for their actions. [...] Escalation
When an issuer is not addressing its most financially material ESG concerns or when earlier forms of engagement are not receiving an adequate and timely response from our engagement contact at the investee company, we will take various forms of action to escalate the matter. Decisions to escalate are influenced by:

- The severity of the issue (i.e., we believe that shareholder value may be significantly eroded)

- Our view of the credibility or urgency of the company's response

- A pattern of poor oversight or response

- The size of our holding

Research analysts in our investment department lead all escalation efforts with investee companies. However, in some cases, actions may involve portfolio managers and/or our legal department. [...] Forms of escalation
Escalation measures can include arranging an ESG-focused meeting with or writing formal letters to senior management or the Board of Directors to discuss concerns or recommend solutions that have not been properly addressed or were ignored during the normal course of engagement. Other forms of escalation we may utilize include:

- Collaborative engagement after ineffective individual engagement

- Public disclosure of our concern

- Proxy voting in support of direct engagement

- Legal action

- Divestment