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BAILLIE GIFFORD FUNDS proxy voting record, 2024-2025

BAILLIE GIFFORD FUNDS reported 12,610 proxy votes on Form N-PX for the 2025 season. On the 9,011 ballot items the board itself put forward — directors, pay, the auditor, capital — it voted against the board or withheld 3.6% of the time. On the 60 environmental and social proposals put on the ballot by shareholders, it voted FOR 18.3% of the time.

2023-20242024-2025

On the board’s own proposals

3.6% of the 9,011 ballot items the board itself put forward in 2024-2025 — its nominees, its pay resolution, its auditor, its capital proposals — BAILLIE GIFFORD FUNDS voted AGAINST or withheld.

FOR — 8,689 items AGAINST — 244 items Abstained or withheld — 78 items

A board does not ask shareholders to reject its own nominee, its own pay resolution or its own auditor, so on these categories a vote of AGAINST — or a withheld vote, which is the only way to oppose a director in an uncontested election — is a vote against management. Denominator: all three directions, FOR + AGAINST + withheld.

On proposals shareholders put on the ballot

18.3% of the 60 environmental, social, workforce and diversity proposals BAILLIE GIFFORD FUNDS decided in 2024-2025, it voted FOR. These reach the ballot because a shareholder filed them over the board’s objection, so a FOR vote here is support for a proposal management opposed.

FOR — 11 items AGAINST — 49 items Abstained — 0 items (not in the denominator)

See the 11 shareholder proposals it backed →

By proposal type

A single “voted with management” figure makes every manager look the same: director elections are most of the volume and nearly everyone votes FOR them. The record is therefore reported per category, using the category the filer itself put on each item in its N-PX.

BAILLIE GIFFORD FUNDS, 2024-2025. “Decided” is FOR + AGAINST, the denominator of the two percentage columns; abstentions and withheld votes are shown separately and are never inside a percentage. Counted in ballot items — one fund’s vote on one proposal at one meeting — never in shares.
Proposal typePut on the ballot by ItemsDecided Voted FORVoted AGAINST Abstained / withheld
Director Elections Board 4,476 4,445 99.2% 0.8% 31
Capital Structure Board 2,106 2,078 96.4% 3.6% 20
Corporate Governance Mixed 1,443 1,434 97.6% 2.4% 9
Other Mixed 1,099 1,089 97.5% 2.5% 10
Audit-related Board 902 891 95.7% 4.3% 11
Compensation Board 886 883 94.1% 5.9% 3
Say-on-Pay Board 407 387 92.0% 8.0% 13
Extraordinary Transactions Board 261 261 93.9% 6.1% 0
Other Social Issues Shareholder 80 80 61.2% 38.8% 0
Shareholder Rights and Defenses Mixed 69 65 38.5% 61.5% 4
Environment or Climate Shareholder 26 26 61.5% 38.5% 0
Human Rights or Human Capital/workforce Shareholder 22 22 9.1% 90.9% 0
Investment Company Matters Board 2 2 100.0% 0.0% 0
Diversity, Equity, and Inclusion Shareholder 1 1 0.0% 100.0% 0

Categories marked Mixed — corporate governance, shareholder rights and defences, and uncategorised items — contain both board proposals and shareholder proposals, so they are reported here but are not counted in either headline above. The rows marked Shareholder are shown in full, but only the part of them that is a US-listed company and reads as a shareholder proposal in its own text feeds the second headline: taken raw, these four categories are dominated by UK, Swiss and EU board resolutions — political donation authorisations and non-binding sustainability reports — which index funds routinely support.

Every proposal where BAILLIE GIFFORD FUNDS broke with the board (171 distinct proposals) →

What BAILLIE GIFFORD FUNDS said it would do

The page above is what BAILLIE GIFFORD FUNDS did. Its published proxy voting policy — what it said it would do — is in the voting policy library under Baillie Gifford, with the documents for each year and, where one exists, a year-on-year comparison.

What is being counted

The unit is a ballot item, not a share and not a filing line.
One ballot item is one fund’s vote on one proposal at one meeting. BAILLIE GIFFORD FUNDS filed 12,610 vote records for 2024-2025; after removing votes filed twice in different N-PX filings, and after collapsing a fund that reported several directions for the same item into a single vote (the direction carrying the most shares), that is 11,780 ballot items across 428 issuer names and 16 funds. “Issuer names” is literal: filers spell the same company several ways and those are counted separately here, so this runs higher than the number of distinct companies.
Share counts are not used anywhere on this page.
Share figures in N-PX carry their own long list of corrections in this dataset, and a share-weighted rate would inherit every one of them. Every percentage here is a count of items.
Abstentions are reported, never hidden inside a percentage.
On board-sponsored items a withheld vote is opposition, so it is in that denominator and in that numerator. On shareholder proposals an abstention is neither support nor opposition, so it is excluded from the denominator and shown on its own.
15 items are outside both headline figures.
Beyond the mixed categories above:
ExcludedItemsWhy
Not voted0 Reported as not voted, take no action or do not vote. No position was expressed, so there is nothing to count.
Other ballot type7 Frequency ballots (one / two / three years) and anything else that is not a FOR, AGAINST, abstention or withhold.
Direction indeterminate8 The fund reported several directions for one ballot item with no shares attached to any of them, so which way it voted cannot be established.

Why this page does not use the “management recommendation” field

Form N-PX has a managementRecommendation field on every vote record, and it is populated on 100 % of the 2024-2025 rows. It was tested against proposals whose own text settles the answer, and it does not hold up, so no figure on this page reads it.

250 randomly chosen 2026 companies with at least 50 disclosing managers.
Ballot items whose text says…Records Field agrees with the text Field says the opposite
“shareholder proposal” — a board recommends AGAINST these 1,37621.9%65.8%
auditor ratification — a board recommends FOR these 7,19593.0%6.7%

Two separate failures are mixed into one column. Some filers default it to FOR whatever the board actually said — hence 899 records reading “management FOR” against the filer’s own AGAINST vote on a shareholder proposal. Others copy their own vote direction into it: Vanguard’s 2026 filing has 5,403 blocks carrying one record per direction, each claiming management recommended whatever that record voted. Reading the field row by row would score real dissent as agreement. The proposal category, which the same filers fill in reliably, does not have that problem.

About this page

Every figure is derived from Form N-PX, the filing in which registered funds and institutional managers disclose how they voted every proxy. Figures are rebuilt weekly; this page was built on 2026-09-27. The interactive database shows the same votes company by company, including every individual fund.

BAILLIE GIFFORD FUNDS proxy season coverage: 2023-2024 · 2024-2025 (this page).