Investors in Costco are mad as hell about the company being a laggard on climate change, and they’re not going to take it anymore.
That was the message the retail giant’s shareholders sent on Jan. 27, when 70% of them voted to call on the company to set a strategy for eliminating carbon emissions from its value chain by 2050. According to investor advocacy group Ceres, it was the first time for such a net-zero proposal to pass at any company.
Shareholder resolutions in the US aren’t legally binding. But companies that don’t abide by them risk losing control of their boards and the financial support of institutional investors, making them a powerful tool to alter corporate climate behavior. The vote at Costco augers what is likely to be a historic year for climate-focused activist shareholders, who have long lingered on the sidelines of companies’ annual general meetings, but are now gaining support for their proposals, and racking up wins.
Dozens of climate-related shareholder resolutions are on the table at oil majors, banks, tech companies, and others, to be voted on over the next few months. Most are brought by activist groups that hold a relatively small number of shares and must convince bigger investors to get on board. But some large asset managers are also threatening to vote against companies’ board members and auditing firms if they don’t demonstrate progress on climate.
“Investors one by one are realizing that what’s in the best interest of an oil major, for example, is not necessarily in the best interest of their entire portfolio,” said Mark van Baal, founder of Dutch activist shareholder group Follow This, which is behind emissions resolutions this year at nine oil majors. “That’s really a shifting narrative, and what we try to convince investors of.”
The biggest victory of 2021 for climate activists was at Exxon, when candidates backed by the activist hedge fund Engine #1 managed to nab three seats on the company’s board. A record 22% of resolutions focusing on environmental or social issues passed at US companies during the year, according to RBC Capital Markets.
At least 44 climate-specific resolutions reached a vote globally in 2021, according to Bloomberg Intelligence. That’s down from 65 in 2016, which Bloomberg senior ESG analyst Rob Du Boff attributed to lingering obstacles posed by Donald Trump-era regulations, and a growing willingness by companies to disclose climate data (which was the chief request of most early resolutions).
But in November, the Biden administration opened the door to more successful shareholder campaigns. Regulators at the Securities and Exchange Commission said that it would no longer block resolutions that “request companies adopt timeframes or targets to address climate change,” which had sometimes been thrown out in the past. That change should make it easier for shareholder groups to bring more ambitious resolutions that directly target a company’s core operations and sources of emissions.
“I am expecting to see a big increase in proposals in 2022,” Du Boff said.
Support is even growing for emissions-related resolutions at oil majors.
More institutional investors—pension funds, university endowments, and the like—are threatening to pull hundreds of billions of dollars from asset managers that don’t vote in support of climate resolutions (asset managers commonly vote on behalf of their clients, a practice known as proxy voting).
“Asset managers want to continue to raise money, and given the investor focus on ESG, this is a trend they have to respond to,” said Julie McLaughlin, managing director for energy at the consulting firm Alvarez & Marsal.
Still, obstacles remain. JPMorgan, for one, is putting the new SEC policy to the test, and asking the agency to toss a series of climate-related resolutions brought by, among others, a group of activist nuns. And in spite of high-profile comments about climate by BlackRock CEO Larry Fink, the biggest asset managers—which, as major shareholders in just about every big company, have the votes that matter most—still vote against at least half of ESG resolutions while voting in support of company management (pdf) on most other issues.
This year’s voting season will show whether big investors are full of hot air, said Peter Uhlenbruch, director of financial sector standards at the advocacy group ShareAction.
“Asset managers should be voting as a default position in favor of shareholder proposals on climate. Now it’s the other way around,” he said. “That’s not going to cut it. Companies need to hear from their investors that climate plans are not just a ‘nice to have,’ they’re a must-have.”