Daily GPI / Regulatory / NGI All News Access

SEC Sides With ExxonMobil, Chevron Shareholders in Climate Change Disclosure Dispute

ExxonMobil Corp. and Chevron Corp. have lost requests to the U.S. Securities and Exchange Commission (SEC)  to block shareholder resolutions that would require them to disclose climate change policies.

The supermajors had asked the SEC separately for clearance to block resolutions filed by shareholder groups. ExxonMobil shareholders filing the request included the Church of England and New York State Common Retirement Fund Comptroller Thomas DiNapoli, the fund’s trustee. The resolutions call on the supermajors to assess how the “worldwide effort” to stem global warming would impact their businesses.

An ExxonMobil spokesman said the company plans to provide the board’s position regarding the shareholder resolutions in the annual proxy document.

“This is a major victory for investors who are working to address the risk that global warming presents to our portfolios,” DiNapoli said. “The SEC’s determination upholds shareholders rights to ask for vital information.”

The coalition that introduced the ExxonMobil proposal represents more than $1 billion in shares, according to DiNapoli. Other members of the group include the Vermont State Employees’ Retirement System, the University of California Retirement Plan and the Brainerd Foundation.

Investors, DiNapoli said, “need to know if ExxonMobil is taking necessary steps to prepare for a lower carbon future,” particularly after an agreement in Paris was reached in December by nearly 200 nations, including the United States, to reduce global carbon emissions (see Daily GPI, Dec. 14, 2015).

ExxonMobil and Chevron have asked the SEC in the past for permission to block similar resolutions. However, an SEC attorney determined that the ExxonMobil shareholder proposal was not so “vague or indefinite” that ExxonMobil would not be able to determine how to implement it.

“Based on the information you have presented, it does not appear that ExxonMobil’s public disclosures compare favorably with the guidelines of the proposal,” wrote SEC attorney Justin A. Kisner.

Regarding the Chevron proposal, SEC attorney Christina M. Thomas said shareholders had asked the company to “publish an annual assessment of long-term portfolio impacts to 2035 of possible public climate change policies. We are unable to concur in your view that Chevron may exclude the proposal…

“In arriving at this position, we note that the proposal focuses on the significant policy issue of climate change...In our view, the proposal does not deal with substantially the same subject matter as the proposal included in the company’s 2015 proxy materials.”

How shareholders for either ExxonMobil or Chevron vote is unclear as a solid majority for each company has defeated proposals for several years in a row that would require the companies to disclose more information on environmental risks. Last May shareholders of ExxonMobil and Chevron separately defeated resolutions to develop quantitative goals to reduce greenhouse gas (GHG) emissions and to install environmental experts on their boards (see Daily GPI, May 28, 2015).

ExxonMobil shareholders joined CEO Rex Tillerson's lead in rejecting a strategy to develop emissions reductions goals, which received support from less than 10% and they turned back a resolution to install a climate change expert by close to 80%. They also voted not to require annual reports concerning the environmental impacts from unconventional drilling.

Only 9% of Chevron's shareholders voted for targets to reduce GHG emissions, and like ExxonMobil, only 20% wanted an independent director with environmental expertise.

Two years ago ExxonMobil agreed to publish for the first time ever a carbon asset risk report describing how it assesses the risks of stranded assets from climate change (see Daily GPI, March 20, 2014). The report, published on the producer's website, provides investors with more transparency into how it plans for a future "where market forces and climate regulation make at least some portion of its carbon reserves 'unburnable.’”

Last fall, ExxonMobil "unequivocally" rejected allegations that it misled investors about how its operations could impact climate change after the New York attorney general (AG) launched an investigation (see Daily GPI, Nov. 6, 2015).

AG Eric T. Schneiderman's office has subpoenaed financial records, emails and other documents that date back to the 1970s. New York's Martin Act passed in 1921 gives the office extraordinary powers and discretion to investigate financial fraud, exceeding those given any regulator in any other U.S. state.

ISSN © 2577-9877 | ISSN © 1532-1231

Recent Articles by Carolyn Davis

Comments powered by Disqus