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Governance in Brief – March 24, 2022

Posted on March 24, 2022


March 24, 2022 | Editor: Martin Wennerström



Shell directors face legal action over climate change

Environmental law charity ClientEarth is preparing legal action against the directors of Shell over the company's climate transition plan. ClientEarth wishes, in its capacity as a shareholder, to hold the directors personally liable for having breached their legal duties by mismanaging climate risk. The nonprofit argues that the firm’s climate plan, which it describes as “fundamentally flawed” and misaligned with the Paris Agreement, jeopardizes long-term value creation by exposing the firm to climate risk. Further, the group claims that Shell’s interim targets are not conducive to its target of net-zero emissions by 2050, that Shell’s strategy would raise net emissions by 4.4% by 2030, and that Shell’s carbon intensity reduction targets could be achieved despite emissions increases. ClientEarth is now awaiting the firm’s response before formally filing suit.

CNBC | ClientEarth (1)| ClientEarth (2)| ClientEarth (3)| EcoWatch|Reuters| Shell|


Investors push for Starbucks neutrality on unions

A group of institutional investors are urging Starbucks to adopt a global neutrality policy towards worker unionization. The group, which collectively holds USD 1.2 billion in Starbucks stock, is requesting that the firm reach “fair and timely” collective bargains with these workers and shift away from anti-union communications towards a “more collaborative and mutual relationship.” The investors argued that an anti-union position may damage the firm’s reputation amid growing pro-union public sentiment. A Starbucks union recently filed a complaint with U.S. authorities over the firm’s alleged retaliation against pro-union workers.

CNBC (1)| CNBC (2)| Guardian|

TotalEnergies faces shareholder vote over Russian investments 

TotalEnergies is facing shareholder pressure to exit Russia in response to that nation’s ongoing invasion of Ukraine. In a letter to the board, activist investor Clearway Capital called for the firm to discontinue purchases of Russian hydrocarbons and to completely withdraw from its Russian operations, arguing that the risks and stigma associated with business in Russia outweigh the benefits. Notably, while TotalEnergies has halted new investments and suspended oil purchases, it retains its stake in gas producer Novatek. In case the firm does not comply, Clearway said it will seek shareholder support to file a joint resolution at the upcoming May AGM. 

Reuters | U.S.News| Euro News|


New Dutch Code demands diversity and inclusion policy 

Dutch regulators have proposed an update to the Dutch Corporate Governance Code, with an open consultation period running until April 17. Per the proposal, companies will be required to implement a diversity and inclusion policy and to formulate an ESG strategy as part of the long- term value creation. Further, in alignment with amended legislation, the Code explains that the remuneration report should describe how the remuneration policy leads to long-term value creation and accounts for the company’s ESG objectives. Guidance for calculating the CEO pay ratio is also included in the Code’s explanatory notes. 




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