February 24, 2022 | Editor: Martin Wennerström
SEC continues work on climate risk disclosure rules
U.S. SEC Chair Gary Gensler has responded to criticism from senators over the delayed publication of the agency’s
mandatory climate risk disclosure draft, noting that “it’s essential [that the SEC] get this right”. In a letter sent to Gensler,
Senator Elizabeth Warren called for the “release of the strongest requirements possible” amid reports that the delay
stems from disagreements between SEC Commissioners over whether Scope 3 emissions should be included among
disclosure requirements. Warren has requested that the agency produce a publication timeline by February 23 and that
it advise on its authority to enforce mandatory environmental disclosure. The SEC had initially announced the release
of the draft rule by October 2021, with a subsequent postponement until January 2022. Issuer interest groups have
meanwhile requested that the regulations include legal protections against lawsuits that might be brought in case of
Reuters (1) | Reuters (2) | Warren|
Salesforce ties executive pay to ESG measures
Salesforce has announced plans to introduce ESG performance metrics as part of its executive compensation programs. For FY2022, the company will include ESG measures tied to minority representation, air travel emissions, as well as the number of suppliers signed up to the greenhouse gas reduction targets that the firm intends to include in all future procurement contracts. Salesforce is the latest in a series of companies, such as Alphabet and Nike, that will tie pay to ESG performance criteria.
Crown Resorts accepts Blackstone takeover offer
Crown Resorts’ board of directors has recommended support for Blackstone’s USD 6.3 billion takeover bid for the Australia-based casino operator. The offer, at AUD 13.10 a share, represents a 5.7% premium on the February 11 closing price, and is 10.5% higher than the AUD 11.85 per share offer Blackstone made in March 2021. Shareholders are expected to vote on the proposal in the second quarter of 2022. Founder James Packer’s approval is required for the deal to pass, as his 37% ownership can break the 75% supermajority needed to approve the transaction.
Reuters| Forbes | Asia Financial |
Bluebell Capital designs split-off plan for Glencore’s coal business
Bluebell Capital Partners is proposing to separate Switzerland-based mining company Glencore’s coal activities into a new company. Glencore would have a 10% economic interest in the new firm through supervoting Class A shares, while the non-supervoting B shares would be listed. The plan would reduce Glencore’s coal exposure in economic terms, while giving it the power to wind down the new firm’s coal activities in a controlled manner. Bluebell argues that this arrangement would eliminate Glencore’s trading discount relative to competitors with reduced coal exposure.
Governance in Brief – May 25, 2023
Activist investor pushes for leadership and strategy changes at NRG Energy Activist investor Elliott Investment Management has disclosed a 13% stake in the US-based NRG Energy and called for leadership and operational changes at the company to remedy its “meaningful underperformance.” The investor urged NRG to add independent directors with experience in the power and energy sector to its board, noting that it has already identified five executives to guide the operational and strategic changes.
Governance in Brief – May 19, 2023
EU court sides with Ryanair on Lufthansa’s 2020 bailout. The EU General Court, the second-highest court in the EU, has annulled the European Commission’s decision on the approval of state bailout for Deutsche Lufthansa prompted by the 2020 pandemic. The judgment found the EC erroneously considered that Lufthansa could not obtain financing on the markets and failed to ask for the implementation of an incentive mechanism for the airline to buy back the German Government’s stake.
Governance in Brief – May 11, 2023
JPMorgan Chase takes over failed First Republic Bank JPMorgan Chase has acquired the assets and deposits of First Republic Bank after California authorities seized and auctioned the troubled lender. The Federal Deposit Insurance Corporation (“FDIC”), an independent governmental agency established to maintain financial stability through the insurance of banks’ deposits, took possession of First Republic Bank after the lender suffered a severe liquidity crisis following the failure of SVB and Signature Bank earlier in March.
Governance in Brief – May 4, 2023
TotalEnergies sells Canadian oil sands operations to Suncor TotalEnergies has announced that it will sell its Canadian operations to Suncor Energy, in an agreement worth up to CAD 6.1 billion (USD 4.47 billion). The French energy giant had originally planned to exit Canadian oil sands by spinning off TotalEnergies EP Canada, but later agreed to instead sell the operations after having received unsolicited offers from both Suncor and other parties.