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Investors rally behind climate, diversity proposals as proxy season ebbs

Ellen Meyers, CQ-Roll Call on

Published in Home and Consumer News

Activist shareholders achieved a higher rate of success on public policy resolutions during this year’s proxy season, driven by changes from the Securities and Exchange Commission and investor pressure on companies to tackle environmental, social and governance issues.

Environmental and social resolutions edged out governance for the first time as categories with the most majority-supported proposals, according to Gibson, Dunn & Crutcher LLP.

Resolutions focused on climate change and diversity made up 45 percent of proposals that received majority support, a group of nine attorneys from Gibson Dunn’s securities regulation and corporate governance practice said in a July 11 client note. Meanwhile, governance made up 38 percent of proposals with majority support.

The attention on ESG stewardship is unlikely to slow as investors expand the range of issues they want to engage on, despite vocal opposition from Republicans.

“The 2022 proxy season marked the first time that two notable social proposals received majority support,” the lawyers said. “First, after none of the equity civil rights/racial equity audit proposals voted on received majority support in 2021, eight such proposals have received majority support in 2022″ at companies including Apple Inc., The Home Depot Inc. and McDonald’s Corp.

“Second, after failing to receive majority support in prior seasons despite focused campaigns by a number of shareholders, two proposals requesting a report on gender/racial pay gap received majority support in 2022” at The Walt Disney Co. and Lowe’s Companies Inc.


The U.S. proxy season generally takes place from mid-April to mid-June, when many companies have annual meetings.

In total, investors have voted on 282 ESG resolutions at annual meetings so far this year, up nearly 60 percent from the same period in 2021, according to findings released last week by As You Sow, the Sustainable Investments Institute and Proxy Impact. Shareholders have cast majority votes favoring 34 ESG resolutions.

Besides diversity proposals, shareholder resolutions focused on climate change and the environment made up the bulk of successful proxy votes.

A proposal from Christian Brothers Investment Services asked Exxon Mobil Corp. to publish an audited report outlining how the International Energy Agency’s modeling for a net zero economy by 2050 would impact the “assumptions, costs, estimates, and valuations” underlying the company financial statements.


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