governance in brief

Governance in Brief – December 15, 2022

Canada to get tougher on foreign investment The Canadian government has proposed changes to the country’s foreign investment legislation aimed at enhancing the government’s ability to scrutinize and block investments that pose national security risks. The planned amendments would require foreign investors to give the government more notice for proposed investments in certain sectors. Additionally, the government will be allowed to impose interim conditions on an investment during the national security review, such as limiting access to transfer of assets, intellectual property or trade secrets.

governance in brief

Governance in Brief – December 8, 2022

EU Parliament approves directive boosting female board representation The European Parliament has approved a directive requiring the “underrepresented sex” to make up 40% of non-executive director roles or 33% of all director roles of publicly listed EU companies, excluding small and medium enterprises, by June 2026. According to the “Women on Boards” Directive, which was passed 10 years after it was first proposed by the European Commission, companies will have to annually report on board gender representation to authorities and, in case targets are not met, explain how they plan to attain them. Additionally, Member States will have to set up a penalty system, including fines or annulment of director selection, for noncompliant companies.

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On the Path to Compliance: An EU Action Plan Timeline

As the EU Action Plan’s legislative framework is being formalized and implemented, many investment firms may still need clarity on its regulations and terminology. In this blog, we demystify 10 key terms to help you better understand the EU Action Plan.

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Cybersecurity Risk and ESG: Systemic Events Analysis

Global events such as the pandemic and the war in Ukraine, heightened focus on cyberthreats. In this blog we look at how these events impacted the performance of a cybersecurity model fund and what that means for companies and investors.

governance in brief

Governance in Brief – December 1, 2022

Intel changes performance metrics for CEO’s new-hire award Intel has amended the new hire agreement for CEO Pat Gelsinger by increasing the share price growth target from 30% to 50%, extending the post-grant vesting period from three to five years, and increasing the number of trading days during which target prices need to be maintained from 30 to 90 days. The decision comes after more than half of votes cast by shareholders at the 2022 AGM opposed the company’s remuneration report.

governance in brief

Governance in Brief – November 24, 2022

Costco to set new emissions targets following activist demands Activist investment firm Green Century Capital Management claims that Costco Wholesale Corp has pledged to set new Scope 3 climate reduction targets in 2023. At Costco’s January 2022 AGM, 70% of votes supported a proposal from Green Century for the company to include emissions from producers and distributors in its net-zero greenhouse gas emissions targets.

Physical Climate Risk: Preparing Your Portfolio for a Changing Climate

The physical climate risks affecting assets are likely to increase in the coming years, as the impacts of climate change are felt more frequently and with more intensity. In this guide, learn how companies and investors can assess their exposure to physical climate risks.

governance in brief

Governance in Brief – November 17, 2022

Renault to potentially spin off EV line and partner with Geely French carmaker Renault Group has announced plans to split its activities into five separate businesses: “Ampere” (electrical vehicles), “Power” (combustion- and hybrid-engine assets), “Alpine” (sports cars), “Mobilize” (financial services), and “The Future is Neutral” (recycling activities). The company is considering listing Ampere on Euronext Paris in 2023 and has said that it will welcome external investors while maintaining a “strong majority.”

On-Demand Webinar: Cyberattacks, Corporate Exposure, and Material ESG Risk

Data privacy and cybersecurity-related issues have become major drivers of business risk in recent years. Cyber risk is “the most immediate and financially material sustainability risk that organizations face today,” according to the World Economic Forum.

Water Risks, the Great Plains, and the Packaged Food Industry: ESG Thematic Spotlight, November 2022

In collaboration with The Water Council, this report explores the notion of contextual water risks impacting agribusiness operations and sourcing in the Great Plains region of the United States.

governance in brief

Governance in Brief – November 10, 2022

Petrobras to pay massive third quarter dividend Petrobras has approved the payment of around BRL 43.68 billion (USD 8.4 billion) in Q3 dividends. Of the total dividend, around BRL 20 billion (USD 3.9 billion) will go to the Brazilian federal government, Petrobras’ controlling shareholder.

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The EU Action Plan on Financing Sustainable Growth: Twelve Essential Questions Answered for Investors

Learn what the EU Action Plan is, its objectives, and the importance of taking immediate action to comply with its various regulations including the EU Taxonomy Regulation, Sustainable Finance Disclosure Regulation, and the EU Benchmarks Regulation.

governance in brief

Governance in Brief – November 3, 2022

SEC adopts new rule on executive compensation clawbacks The U.S. SEC has adopted new rules requiring publicly traded companies to recover incentive-based executive compensation if that pay was awarded based on a misstated financial performance measure. The SEC had originally proposed a clawback rule in 2015, but it remained dormant until 2021.

governance in brief

Governance in Brief – October 27, 2022

U.S. financial regulator launches climate-related advisory group The U.S. Financial Stability Oversight Council has now launched the new dedicated “Climate-related Financial Risk Advisory Committee” (“CFRAC”) that it had previously announced in its 2021 report on climate risks. The CFRAC’s exclusively advisory mandate is to identify information gaps and data inconsistencies, make recommendations on addressing them, gather and analyze information on climate-related risks to the financial system, and provide advice on identifying, assessing, and mitigating climate-related risks to the financial system.

governance in brief

Governance in Brief – October 20, 2022

Activist pressures Australian banks on climate action Activist group Market Forces has submitted shareholder proposals to the upcoming AGMs of National Australia Bank (“NAB”), ANZ Bank, and Westpac, calling on the banks to stop fossil fuel financing.

governance in brief

Governance in Brief – October 13, 2022

Musk revives Twitter buyout, sparking financing concerns Elon Musk announced on October 4 that he will move forward with his original bid of USD 54.20 per share, while seemingly maintaining his right to pursue damages against Twitter for having allegedly misrepresented its usage statistics. The trial on the matter has been put on hold, but may be rescheduled for November should the deal not be closed by October 28.

governance in brief

Governance in Brief – October 6, 2022

Credit Suisse share price plunges amid concerns of collapse Credit Suisse saw its share price drop 11.5% to an all-time low on October 3 amid concerns surrounding the bank’s financial stability and ability to restructure its business. Spreads on the bank’s credit default swaps, which provide investors with protection against financial risks, rose sharply last week following media reports that the bank was seeking to raise capital.

governance in brief

Governance in Brief – September 29, 2022

P&G Chair targeted over ESG risks Friends of the Earth, with the support of the Natural Resources Defense Council and the Rainforest Action Network, has filed a “notice of exempt-solicitation” urging Procter & Gamble investors to oppose both the reelection of CEO Jon Moeller as board Chair and the reelection of two members of the “Governance and Public Responsibility Committee.”

governance in brief

Governance in Brief – September 22, 2022

DOJ unveils crimefighting policies for corporate misconduct The U.S. Department of Justice has announced a new “carrots and sticks” approach to fighting corporate crime that encourages companies to report misconduct while making it more difficult for repeat offenders to enter settlements and deferred prosecutions.

Physical Climate Risks: 6 Things Portfolio Managers Need to Know

The negative physical impacts of climate change are being felt by communities and corporations globally and are likely to get worse in the coming years. The knock-on costs of more frequent “once-in-a-century” climate events on economies are likely to rise. To prepare for this looming threat, investors must forecast the asset-level effects of climate change on companies in a granular and sophisticated way. Here are six things portfolio managers should know to manage and mitigate the physical risks of climate change to their portfolios and meet growing list of climate-focused reporting requirements.