ESG Investing Integrating Environmental, Social and Governance (ESG) Factors

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1 WEALTH MANAGEMENT INVESTMENT RESOURCES APRIL 22, 2015 ESG Investing Integrating Environmental, Social and Governance (ESG) Factors KATY ZHAO LISA SHALETT DANIEL SKELLY Thinking Sustainably on Earth Day Today marks the 45 th anniversary of Earth Day, what many consider the birth of the modern environmental movement in Earth Day capitalized on the emerging consciousness to put environmental concerns front and center with a common value to fight for a better, sustainable future for our environment and communities. Currently, Morgan Stanley & Co. stands at the forefront of sustainability, and clients are more interested than ever in sustainable products. In a recent Morgan Stanley & Co. survey of 800 investors, 71% of individual investors responded that they are interested in sustainable investing and believe 46% of their investment portfolio should be invested sustainably. is pleased to join Morgan Stanley & Co. in their focus on sustainability. Wealth Management s commitment to be the best advisor to our Advisors means providing pioneering solutions and research that are tied to large, secular themes and best practices all elements of investment sustainability. We are also focused on sustainability as it relates to the integration of environmental, social and governance (ESG) factors more seriously than ever. As our clients individuals, foundations, religious institutions, pension plans, Millennials and endowments continue to request additional transparency into this space, the Equity Model Portfolio Solutions team is proud to show our commitment to ESG with the upcoming launch of our Sustainable Impact Model Portfolio. The launch will mark the first new Model Portfolio addition to the Equity Model Portfolio Solutions platform (formerly known as STEP) in seven years. Just as Earth Day has undoubtedly changed the way we live, we hope to enhance the way Financial Advisors and clients consider ESG investments. is the trade name of Morgan Stanley Smith Barney LLC, a registered broker-dealer in the United Statesor informational purposes only and is not an offer to buy or sell or a solicitation of any offer to buy or sell any security or other financial instrument or to participate in any trading strategy. Past performance is not necessarily a guide to future performance. Please refer to important information, disclosures and qualifications at the end of this material.

2 Today marks the 45 th anniversary of Earth Day, what many consider the birth of the modern environmental movement in While many remember the 1970s as the height of flowerchild culture, the release of the last Beatles album, and myriad protests, Earth Day capitalized on the emerging consciousness to put environmental concerns front and center. Groups of people who had been battling against oil spills, pollution, pesticides, loss of wilderness and the extinction of wildlife suddenly realized they shared a common value: to fight for a better, sustainable future for our environment and communities. Currently, Morgan Stanley & Co. stands at the forefront of sustainability, as outlined in James Gorman's article The Long- Term Imperative for Financial Institutions, and clients are more interested than ever in sustainable products. In a recent Morgan Stanley & Co. survey of 800 investors, 71% of individual investors responded that they are interested in sustainable investing and believe 46% of their investment portfolio should be invested sustainably. This demand is likely to accelerate; according to the Center on Wealth and Philanthropy at Boston College, younger generations in the US, including Millennials, stand to inherit $36 trillion over the next 45 years. Compared to the overall individual investor population, Millennial investors are nearly 2x more likely to invest in companies or funds that target specific social or environmental outcomes. Morgan Stanley Financial Advisors are well positioned to address this transition. The Global Sustainable Finance Group, led by Audrey Choi, has developed a comprehensive Investing with Impact platform where sustainability can be integrated in practice, with over 120 products that combine financial performance potential with positive social and environmental impact. The framework emphasizes different levels of impact starting with values alignment (avoiding investments in potentially objectionable companies and industries) to impact investing (providing capital directly to private enterprises). Please visit morganstanley.com for more information on the Global Sustainable Finance Group. We are pleased to join James Gorman and the Global Sustainable Finance Group in their focus on sustainability and the integration of ESG factors. Wealth Management s commitment to being the best advisor to our Advisors means providing pioneering solutions and research that are tied to larger secular themes and best practices all elements of investment sustainability. We believe ESG is a measure of sustainability, and sustainable investing incorporates ESG factors with financial factors into the investment process. At no point do the objectives of our process sacrifice returns for ESG input or vice versa. Our objective is to limit risk by minimizing harm to people and planet, and to invest in companies that deploy capital toward productive and sustainable outcomes. This is a virtuous cycle as no business can really hope to survive, let alone thrive, without thinking of the longer-term impact of how it is affecting its communities, planet and employees. So, how do we actually integrate ESG considerations into our investment decision-making process? In practice, the Equity Model Portfolio Solutions team already employs stringent governance diligence on all of our holdings given we believe a strong management team is the backbone of any successful company. In addition to evaluating management teams experience and execution records, we believe investors should also consider executive compensation alignment, independence of the board, leadership diversity, and the selection of independent external auditors ratified by shareholders. Environmental criteria are more sector specific, but broadly investors should focus on discovering if a company is tracking its environmental footprint and how it measures cost savings or impact as a result of these practices. Companies value what they choose to measure. A lesson even children know well, if there is no accountability for missing homework, no homework would ever be done. This also speaks to the concept of incentives when goals are tracked and met. Having policies in place for water quality, waste reduction and biodiversity demonstrate sustainability integrity, in our view. Social criteria generally relate to labor programs and policies. One of the simplest analogies we use to help solidify this concept is Professor of Finance, London Business School Alex Edmans 2011 study, which shows that higher employee satisfaction leads to better stock returns. In our view, this makes perfect sense: happier employees drive elevated morale, collaboration, and productivity. For companies that outsource labor, we remind investors to pay close attention to supply-chain level labor policies, which include, fair remuneration (payment of a fair wage/overtime policies), business ethics, human rights, equal opportunity and child labor policies. In our view, every large multinational company should adhere to human rights, equal opportunity and child labor policies at a minimum. These should Please refer to important information, disclosures and qualifications at the end of this material. 2

3 be standards not exceptions to ESG transparency, which is becoming more widely adopted then ever. Organizations such as the United Nations Principles for Responsible Investment (PRI) and the Sustainability Accounting Standards Board (SASB) highlight the long-term viability of this investment style. The PRI initiative has quickly become the leading global network for investors to publicly demonstrate their commitment to responsible investment, with over 1,260 asset managers and Asset Owner signatories representing ~$45 trillion in assets, and committed to pooling their knowledge resources and influence when engaging with companies and policy makers on ESG issues. Similar to the General Accepted Accounting Principles (GAAP), SASB s mission is to develop and disseminate sustainability accounting standards to help public companies disclose material, decision-useful information to investors. As our clients individuals, hospitals, foundations, religious institutions, pension plans, Millennials and endowments continue to request additional transparency into this space, the Equity Model Portfolio Solutions team is proud to show our commitment to ESG with the upcoming launch of our Sustainable Impact Model Portfolio. The launch will mark the first new Model Portfolio addition to the Equity Model Portfolio Solutions platform (formerly known as STEP) in seven years. We look forward to providing Financial Advisors and clients with updates to key ESG considerations and ideas about how to turn them into investment decisions. Just as Earth Day has undoubtedly changed the way we live, we hope to enhance the way Financial Advisors and clients consider investing in their portfolios. All of these cross-currents have accumulated into one of the fastest-growing investment styles in the 21 st century. The Forum for Sustainable and Responsible Investment s (US SIF) report on sustainable and responsible investment trends in the US identified $6.57 trillion in total assets under management at the end of 2013, averaging a growth rate of more than 76% from , which is more than one out of every six dollars under professional management in the US today. Please refer to important information, disclosures and qualifications at the end of this material. 3

4 Risk Considerations Equity securities may fluctuate in response to news on companies, industries, market conditions and general economic environment. Asset allocation and diversification do not assure a profit or protect against loss in declining financial markets. Because of their narrow focus, sector investments tend to be more volatile than investments that diversify across many sectors and companies. Disclosures The author(s) (if any authors are noted) principally responsible for the preparation of this material receive compensation based upon various factors, including quality and accuracy of their work, firm revenues (including trading and capital markets revenues), client feedback and competitive factors. is involved in many businesses that may relate to companies, securities or instruments mentioned in this material. This material has been prepared for informational purposes only and is not an offer to buy or sell or a solicitation of any offer to buy or sell any security/instrument, or to participate in any trading strategy. Any such offer would be made only after a prospective investor had completed its own independent investigation of the securities, instruments or transactions, and received all information it required to make its own investment decision, including, where applicable, a review of any offering circular or memorandum describing such security or instrument. That information would contain material information not contained herein and to which prospective participants are referred. This material is based on public information as of the specified date, and may be stale thereafter. We have no obligation to tell you when information herein may change. We make no representation or warranty with respect to the accuracy or completeness of this material. has no obligation to provide updated information on the securities/instruments mentioned herein. The securities/instruments discussed in this material may not be suitable for all investors. The appropriateness of a particular investment or strategy will depend on an investor s individual circumstances and objectives. recommends that investors independently evaluate specific investments and strategies, and encourages investors to seek the advice of a financial advisor. The value of and income from investments may vary because of changes in interest rates, foreign exchange rates, default rates, prepayment rates, securities/instruments prices, market indexes, operational or financial conditions of companies and other issuers or other factors. Estimates of future performance are based on assumptions that may not be realized. Actual events may differ from those assumed and changes to any assumptions may have a material impact on any projections or estimates. Other events not taken into account may occur and may significantly affect the projections or estimates. Certain assumptions may have been made for modeling purposes only to simplify the presentation and/or calculation of any projections or estimates, and does not represent that any such assumptions will reflect actual future events. Accordingly, there can be no assurance that estimated returns or projections will be realized or that actual returns or performance results will not materially differ from those estimated herein. This material should not be viewed as advice or recommendations with respect to asset allocation or any particular investment. This information is not intended to, and should not, form a primary basis for any investment decisions that you may make. is not acting as a fiduciary under either the Employee Retirement Income Security Act of 1974, as amended or under section 4975 of the Internal Revenue Code of 1986 as amended in providing this material. Morgan Stanley Smith Barney LLC, its affiliates and Morgan Stanley Financial Advisors do not provide legal or tax advice. Each client should always consult his/her personal tax and/or legal advisor for information concerning his/her individual situation and to learn about any potential tax or other implications that may result from acting on a particular recommendation. This material is disseminated in Australia to retail clients within the meaning of the Australian Corporations Act by Morgan Stanley Wealth Management Australia Pty Ltd (A.B.N , holder of Australian financial services license No ). is not incorporated under the People's Republic of China ("PRC") law and the research in relation to this report is conducted outside the PRC. This report will be distributed only upon request of a specific recipient. This report does not constitute an offer to sell or the solicitation of an offer to buy any securities in the PRC. PRC investors must have the relevant qualifications to invest in such securities and must be responsible for obtaining all relevant approvals, licenses, verifications and or registrations from PRC's relevant governmental authorities. If your financial adviser is based in Australia, Dubai, Germany, Italy, Switzerland or the United Kingdom, then please be aware that this report is being distributed by the Morgan Stanley entity where your financial adviser is located, as follows: Australia: Australia Pty Ltd (ABN , AFSL No ); Dubai: Morgan Stanley Private Wealth Management Limited (DIFC Branch), regulated by the Dubai Financial Services Authority (the DFSA), and is directed at Professional Clients only, as defined by the DFSA; Germany: Morgan Stanley Private Wealth Management Limited, Munich branch authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Bundesanstalt fuer Finanzdienstleistungsaufsicht; Italy: Morgan Stanley Bank International Limited, Milan Branch, authorized by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, the Banca d'italia and the Commissione Nazionale per Le Societa' E La Borsa; Switzerland: Bank Morgan Stanley AG regulated by the Swiss Financial Market Supervisory Authority; or United Kingdom: Morgan Stanley Private Wealth Management Ltd, authorized and regulated by the Financial Conduct Authority, approves for the purposes of section 21 of the Financial Services and Markets Act 2000 this material for distribution in the United Kingdom. Please refer to important information, disclosures and qualifications at the end of this material. 4

5 is not acting as a municipal advisor to any municipal entity or obligated person within the meaning of Section 15B of the Securities Exchange Act (the Municipal Advisor Rule ) and the opinions or views contained herein are not intended to be, and do not constitute, advice within the meaning of the Municipal Advisor Rule. This material is disseminated in the United States of America by. Third-party data providers make no warranties or representations of any kind relating to the accuracy, completeness, or timeliness of the data they provide and shall not have liability for any damages of any kind relating to such data. research, or any portion thereof, may not be reprinted, sold or redistributed without the written consent of Morgan Stanley Smith Barney LLC Morgan Stanley Smith Barney LLC. Member SIPC. Please refer to important information, disclosures and qualifications at the end of this material. 5

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