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PROXY SEASON & FLAGGED SHAREHOLDER VOTES

Climate Action 100+ flags key shareholder proposals and other votes for investors to take into consideration during proxy season

The Climate Action 100+ initiative flags shareholder proposals and other votes aligned with the goals of the initiative for investors to take into consideration during proxy season. 

While Climate Action 100+ does not take a formal position on shareholder voting, it recognises that shareholder proposals and other votes are a powerful signal and a useful engagement tool. To ensure that signatories have an opportunity to properly consider resolutions that are aligned with the goals of the initiative, Climate Action 100+ may flag on this page, as well as in other communications, shareholder or management proposed votes at Climate Action 100+ focus companies in accordance with the initiative’s vote flagging process.   

The list of flagged proposals and votes will be updated on a weekly basis throughout the 2023 Proxy Season.

The flagged votes process is designed purely for information-sharing purposes and to highlight upcoming key votes at the initiative’s focus companies. It is at the discretion of each signatory investor to determine how they vote.  

Climate Action 100+ does not require or seek collective decision-making or action with respect to acquiring, holding, disposing and/or voting of securities. Signatories are independent fiduciaries responsible for their own investment and voting decisions and must always act completely independently to set their own strategies, policies and practices based on their own best interests. Read our disclaimer.

2023 FLAGGED VOTES

Last Updated 30 June

 

COMPANYFLAGGED VOTEFLAG TYPE SUPPORTING MATERIALS RESULT 
AGM Date – 25 April
PACCAR Inc Report on lobbying in line with Paris Agreement. Filed by Calvert Research & Management. Shareholder Proposal Exempt solicitation, InfluenceMap assessment, and relevant pre-declarations47.4% FOR 
AGM Date – 26 April
Engie SA  Resolution on modification of the articles of association on the company’s climate strategy. Filed by MN and ERAFP and 14 others.  Shareholder Proposal Memo and relevant pre-declarations24% FOR 
Marathon Petroleum Report on asset retirement obligations. Filed by New Jersey Division of Investment. Shareholder Proposal Memo and relevant pre-declarations22.8% FOR 
Report on climate-related just transition plan. Filed by International Brotherhood of Teamsters General Fund Shareholder ProposalExempt solicitation and relevant pre-declarations16.4% FOR
AGM Date – 27 April
CRH plc Sarasin & Partners LLP to vote AGAINST Resolution 1. To review the Company’s affairs and consider the Company’s financial statements and the Reports of the Directors (including the Governance Appendix1) and Auditors for the year ended 31 December 2022. Management Proposal Memo and relevant pre-declarations1.43% AGAINST 
Sarasin & Partners LLP to vote AGAINST Resolution 6. Ratify Deloitte Ireland LLP as Auditors. Management ProposalMemo and relevant pre-declarations.75% AGAINST 
Lockheed Martin Corporation Net Zero Targets & Climate Transition Planning. Filed by As You Sow.Shareholder Proposal Exempt solicitation and relevant pre-declarations35.4% FOR 
AGM Date – 02 May
Imperial Oil Adopt GHG reduction targets. Filed by Bâtirente and Ferique Fund Management with the support of Æquo.  Shareholder Proposal Memo and relevant pre-declarations3.7% FOR (16% of independent votes) 
Report on impact of energy transition on asset retirement obligations. Filed by British Columbia Investment Management Corporation.Shareholder Proposal Relevant pre-declarations4.4% FOR (18.9% of independent votes) 
AGM Date – 06 May
Berkshire Hathaway 
 		California Public Employees’ Retirement System to WITHHOLD votes from Audit Committee members Christopher Davis, Susan Decker and Meryl Witmer. Management Proposal Exempt solicitation and relevant pre-declarationsDavis: 3.75% AGAINST (Pending: % independent votes); Decker: 13.81% AGAINST (Pending: % independent votes); Witmer: 3.43% AGAINST (Pending: % independent votes) 
Adopt board oversight of material sustainability issue(s). Filed by Robeco and The Office of the Treasurer for the State of Illinois as Trustee of the Bright Start College Savings Trust. Shareholder ProposalExempt solicitation and relevant pre-declarations18.0% FOR (Pending: % independent votes) 
Report on physical and transition risks and opportunities. Filed by California Public Employees’ Retirement System. Shareholder Proposal Exempt solicitation and relevant pre-declarations26.8% FOR (Pending: % independent votes)
AGM Date – 09 May
Suncor Energy Inc. Report on capital expenditure alignment with GHG reduction targets. Filed by Investors for Paris Compliance.  Shareholder Proposal Memo, rebuttal, business case video testimonial, and relevant pre-declarations17.7% FOR 
Valero Energy Corp. Report on GHG targets and transition plan. Filed by Mercy Investment Services, Inc. Shareholder ProposalExempt solicitation, business case video testimonial, and relevant pre-declarations33.07% FOR 
Mercy Investment Services urges vote AGAINST the re-election of director nominees Robert A. Profusek, Deborah Majoras, and Rayford Wilkins. Management Proposal Exempt solicitation, business case video testimonial, and relevant pre-declarationsProfusek: 8.46% AGAINST; Majoras: 9.5% AGAINST; Wilkins:7.93 AGAINST 
AGM Date – 10 May
Volkswagen AG Church of England Pensions Board to vote AGAINST actions of the board of management (13 votes, items 3.1 to 3.13 on the ballot). Management Proposal Memo and relevant pre-declarationsLess than 1% AGAINST 
Church of England Pensions Board to vote AGAINST actions of the supervisory board (25 votes, items 4.1 to 4.25 on the ballot). Management ProposalMemo and relevant pre-declarations1.1% (4.1) range of 0.74%- 1.04% (4.2-4.25); Approx. 2.3% of ‘Free float’
Church of England Pensions Board to vote AGAINST re-election of members of the supervisory board (3 votes, items 5.1 to 5.3 on the ballot). Management Proposal Memo and relevant  pre-declarations1.54% to 1.59%  AGAINST; Approx. 3.5% of ‘Free float’
Equinor ASA Sarasin & Partners LLP to vote AGAINST approval of the annual report and accounts for Equinor ASA and the Equinor group for 2022, including the board of directors’ proposal for distribution of fourth quarter 2022 dividend. Management Proposal Memo and relevant pre-declarations0.39% AGAINST (1.39% of independent shareholders) 
AGM Date – 11 May
Martin Marietta Materials, Inc. Adopt GHG targets and transition plan. Filed by Amundi Asset Management. Shareholder Proposal  Exempt solicitation and relevant pre-declarations32.8% FOR 
AGM Date – 23 May
Shell plcAlign its existing 2030 reduction targets covering the greenhouse gas (GHG) emissions of the use of its energy products (Scope 3) with the goal of the Paris Climate Agreement. Filed by Follow This. Shareholder Proposal Memo and relevant pre-declarations20.19% FOR
MN to vote  AGAINST Resolution 25 –Shell’s Energy Transition Progress Report for the year 2022. Management Proposal Relevant pre-declarations19.99% AGAINST
AGM Date – 24 May
The Southern Company Adopt scope 3 GHG targets. Filed by As You Sow.  Shareholder Proposal Exempt solicitation and relevant pre-declarations19.8% FOR
AGM Date – 26 May
Glencore PLC Shareholder resolution on Projected Thermal Coal Production. (Res. #19). Filed by Australian Centre for Corporate Responsibility (ACCR); ShareAction and a coalition of institutional investors. Shareholder Proposal Investor bulletin and relevant pre-declarations29.2% FOR
TotalEnergies SE Align its existing 2030 reduction targets covering the greenhouse gas (GHG) emissions of the use of its energy products (Scope 3) with the goal of the Paris Climate Agreement. Filed by Follow This, MN, and 16 others. Shareholder Proposal Memo and relevant pre-declarations30% FOR
AGM Date – 31 May
Chevron Corp. Wespath Benefits and Investments urges shareholders to vote AGAINST the election of Director Austin and Director Hernandez, Jr.  Management Proposal Exempt solicitation, InfluenceMap assessment, relevant pre-declarations

Austin: 5.1% AGAINST

Hernandez Jr: 7.6% AGAINST

Exxon Mobil Corp. Report on impact of energy transition on asset retirement obligations. Filed by Christian Brothers Investment Services and Legal & General Investment Management. Shareholder Proposal Exempt solicitation, Carbon Tracker assessment and relevant  pre-declarations16.0% FOR 
Report on methane measurement. Filed by Sisters of St. Francis Dubuque Charitable Trust with the support of Seventh Generation Interfaith Coalition for Responsible Investment.Shareholder ProposalExempt solicitation, business case video testimonial, and relevant pre-declarations36.4% FOR
Report on climate-related just transition plan. Filed by United Steelworkers. Shareholder ProposalExempt solicitation and Relevant  pre-declarations16.6% FOR
AGM Date – 14 June
Toyota Motor Corp. Resolution 4: Partial Amendments to the Articles of Incorporation (Annual review and report on impact on TMC caused by climate related lobbying activities and the alignment with the goals of the Paris Agreement. Filed by AkademikerPension, Storebrand Asset Management, and APG Asset Management. Shareholder ProposalInvestor statement, InfluenceMap assessment, and relevant pre-declarations 15.06% FOR
AGM Date – 10 July 
National GridItem 3 – To re-elect Paula Rosput Reynolds as a Director of the Company Management Proposal Investor statement, memo, and relevant pre-declarations. Flag withdrawn following commitment from the company 
Item 4 – To re-elect John Pettigrew as a Director of the CompanyManagement Proposal Investor Statement, memo, and relevant pre-declarations. Flag withdrawn following commitment from the company 
Item 18 – To authorise the Company and those companies which are subsidiaries of the Company at any time during the period for which this resolution has effect for the purposes of Part 14 of the Companies Act 2006 (the ‘2006 Act’): (i) to make political donations to political parties, and/or independent election candidates not exceeding £125,000 in aggregate; (ii) to make political donations to political organisations other than political parties, not exceeding £125,000 in aggregate; and (iii) to incur political expenditure, not exceeding £125,000 in aggregate provided that the aggregate amount of any such donations and expenditure shall not exceed £125,000 during the period commencing on the date of passing of this resolution and ending at the earlier of the close of the next annual general meeting or 30 September 2024. Words and expressions defined for the purpose of the 2006 Act shall have the same meaning in this resolution. Management Proposal Investor Statement, memo, and relevant pre-declarations.Flag withdrawn following commitment from the company 

Download the Table (XLSX)

Flagged proposals represent only a subset of climate-related shareholder proposals aligned with the goals of the initiative filed this year. Certain resolutions have been withdrawn for agreement following negotiation with the company.

2023 Withdrawals for Agreement

Last Updated 30 June

 

THEMENUMBER OF WITHDRAWALS FOR AGREEMENT RELEVANT PUBLIC STATEMENTS 
Greenhouse Gas Targets3Agreement at The Southern Company 
Climate Lobbying5Agreement at National Grid PLC 

2023 AGM Statements and Questions – Examples

Signatory investors may choose to make a statement at a company’s Annual General Meeting (AGM) to highlight the company’s progress with respect to the Climate Action 100+ agenda. Relevant AGM statements for the 2023 proxy season will be updated on a regular basis.  

  • Statement by AkademikerPension and EOS at Federated Hermes at the A.P. Moller-Maersk 2023 AGM on the themes of just transition, climate resilience and adaptation disclosure, and climate lobbying. The company responded by reaffirming its commitment to improving its disclosures and highlighted its use of the CA100+ Net Zero Company Benchmark criteria to inform its efforts. 
  • Statement by MN at the Shell plc 2023 AGM outlining three recommendations for Shell to consider in order to take “further and bolder steps” to the energy transition, and to “safeguard the long term interest” of its shareholders. 
  • Statement by Ethos at the Holcim Limited 2023 AGM on improvements to the Company’s climate report.  
  • Statement by Ethos at the Glencore plc 2023 AGM in support of the shareholder resolution calling for greater transparency on the Company’s climate strategy (item 19) and in opposition of the vote on Glencore’s climate report (item 13), stating that the company does not have a scientifically validated reduction target and its current exposure to fossil fuels remains too high. 

The coordinating investor networks of Climate Action 100+ (AIGCC, Ceres, IGCC, IIGCC and PRI) track relevant climate-related votes by region. The following tools are managed by the investor networks and can be used for a variety of purposes during proxy season but are separate and distinct from Climate Action 100+.  

PROXY SEASON ARCHIVE

Explore key shareholder proposals and votes from past proxy seasons.

Berkshire Hathaway, TCFD Reporting. Filed by Brunel Pension Partnership Limited represented by EOS at Federated Hermes, Caisse de Dépôt et Placement du Québec, California Public Employees’ Retirement System, and State of New Jersey Common Pension Fund. See supporting exempt solicitation here. RESULT: 26.6% FOR

Boeing Co., Report on Alignment with Climate Action 100+ Benchmark Net Zero Indicator. Filed by As You Sow. Supporting exempt solicitation here. RESULT: 91.4% FOR

Caterpillar Inc., Report on GHG Emissions Targets. Filed by As You Sow, Shareholder Association for Research & Education (SHARE), and Canada Post Corporation Pension Plan. RESULT: 96.0% FOR

Chevron Corp. Adopt GHG Reduction Targets. Filed by Follow This. See supporting exempt solicitation here. RESULT: 32.6% FOR | Report on Methane Measurement. Filed by Mercy Investment Services, Inc. RESULT: 98.0% FOR | Report on Climate Change Financial Risks. Filed by As You Sow. See supporting exempt solicitation here and Carbon Tracker assessment here. RESULT: 38.7% FOR | Adopt GHG Reduction Targets. Filed by Follow This. See supporting exempt solicitation here. RESULT: 27.1% FOR

ExxonMobil, Report on Climate Change Financial Risks. Filed by Christian Brothers Investment Services. See supporting exempt solicitation here and Carbon Tracker assessment here. RESULT: 51.0% FOR

Imperial Oil, Align Capital Expenditure with the IEA Net Zero Scenario. Filed by Bâtirente with the support of Æquo Engagement Services, Inc. See supporting memo here. RESULT: 1.5% FOR(6.5% of independent votes)

Phillips 66, Adopt GHG Reduction Targets. Filed by Follow This. See supporting exempt solicitation here. RESULT: 36.2% FOR

Valero Energy Corp., Adopt GHG Reduction Targets. Filed by Mercy Investment Services, Inc. See supporting memo here. RESULT: 47.1% FOR

Berkshire Hathaway, California Public Employees’ Retirement System to WITHHOLD vote from two members of the Audit Committee. See investor statement here and supporting exempt solicitation here. RESULTS: Election of Susan Decker, 13.3% AGAINST | Election of Meryl Witmer, 3.3% AGAINST

Chevron Corp., California Public Employees’ Retirement System to vote AGAINST four members of the Public Policy & Sustainability Committee for failing to adequately respond to the Climate Action 100+ engagement initiative. See investor statement here. RESULTS: Election of Alice Gast, 2.2% AGAINST | Election of Enrique Hernandez Jr., 7.5% AGAINST | Election of John Huntsman, 2.7% AGAINST | Election of D. James Umpleby III, 2.3% AGAINST

CRH plc, Sarasin & Partners to vote AGAINST three management proposals. Supporting information here. RESULTS: Review of Company’s affairs and consideration of Financial Statements and Reports of Directors and Auditors for the year ended 31 December 2021, 2.3% AGAINST | Re-election of Directors: S Kelly, 2.3% AGAINST | Continuation of Deloitte Ireland LLP as Auditors, 2.1% AGAINST

ConocoPhillips, EOS at Federated Hermes to vote AGAINST Chair of the Public Policy and Sustainability Committee at ConocoPhillips. See exempt solicitation here. RESULTS: 1B election of Jody Freeman, chair of the Public Policy and Sustainability Committee, 4.4% AGAINST

Engie SA, MN to vote AGAINST two management proposals on accountancy grounds. Supporting information here. RESULTS: Approval of transactions and annual financial statements for fiscal year 2021 Less than 1% AGAINST | Approval of the consolidated financial statements for fiscal year 2021 Less than 1% AGAINST

Equinor ASA Sarasin & Partners to vote AGAINST three management proposals. Supporting information here. RESULTS: 10. The general meeting endorses the company’s energy transition plan 2.5% AGAINST (18.8% of independent votes) | 6. The annual accounts and the annual report for 2021 for Equinor ASA and the Equinor group are approved and 4th Q dividend Less than 1% AGAINST (1.5% of independent votes) | 22. Remuneration to the auditor for 2021 of NOK 55,981,079 for Equinor ASA is approved. Less than 1% AGAINST

Glencore PLC LGPS Central to vote AGAINST a management proposal. Supporting information here. RESULTS: 13. To approve the Company’s 2021 Climate Progress Report 23.7% AGAINST

Holcim Ltd. Ethos Foundation to vote AGAINST management proposals. Supporting information here. RESULTS: Advisory vote on Holcim’s Climate Report Proposal of the Board of Directors: 4.7% AGAINST | Acceptance of Holcim’s Climate Report in an advisory vote. 5.4% ABSTAIN

l’Air Liquide S.A. Trusteam Finance to vote AGAINST on the auditor. Supporting information here. Renewal of the term of office as a Principal Statutory Auditor of PricewaterhouseCoopers Audit RESULTS: 4.1% AGAINST

NextEra Energy, Inc Sarasin & Partners to vote AGAINST the Lead Director and the Board Chair. See investor statement here. RESULTS: Item 1a – Sherry Barrat (Lead Director) 12.7% AGAINST | Item 1i – James Robo (Chair) 8.4% AGAINST

The Southern Company , The Office of the Illinois State Treasurer to vote AGAINST the Board Chair of Southern Company. See investor statement here. RESULTS: Thomas A. Fanning 6.7% AGAINST

TotalEnergies SE MN Services to vote AGAINST the climate transition progress report and AGAINST the executive remuneration over 2021 of the combined Chair and CEO. Supporting information here. RESULTS: 12. Remuneration of Chair/CEO 18.7% AGAINST | 16. Transition Plan Progress Report 11.1% AGAINST

Volkswagen AG Church of England Pensions Board to vote AGAINST two management proposals on the grounds of a lack of governance oversight on net zero aligned lobbying disclosure. Supporting information here. RESULTS: Resolution on the formal approval for fiscal year 2021 of the actions of the members of the board of management who held office in fiscal year 2021. Less than 1% AGAINST (5.0% of ‘free float’ independent votes) | 4. Resolution on the formal approval for fiscal year 2021 of the actions of the members of the supervisory board who held office in fiscal year 2021. Less than 1% AGAINST (5.2% of ‘free float’ independent votes)

Berkshire Hathaway, TCFD Reporting. Filed by Hermes Investment Management, Caisse de depot et placement du Quebec, and California Public Employees’ Retirement System. RESULT: 28.3% FOR, 60% of non-insider shareholders voted FOR.

Bunge, Report on eliminating deforestation in soy supply chain. Filed by Green Century Capital Management. RESULT: 98.99% FOR (highest-ever recorded vote for a deforestation-related shareholder proposal).

Caterpillar, Report on alignment with Climate Action 100+ Net Zero Company Benchmark indicators. Filed by As You Sow. RESULT: 48% FOR.

Chevron, Report on Climate Change Financial Risks. Filed by As You Sow. RESULT: 47.8% FOR.

Delta Air Lines, Paris-aligned lobbying. Filed by BNP Paribas Asset Management. RESULT: 62.9% FOR. Press release.

Dominion, Independent Chair. Filed by New York City Comptroller’s Office. RESULT: 42.2% FOR.

Duke, Independent Chair. Filed by New York City Comptroller’s Office. RESULT: 35.1% FOR.

ExxonMobil, Paris-aligned lobbying. Filed by BNP Paribas Asset Management. RESULT: 63.8% FOR.

ExxonMobil, Report on Climate Change Financial Risks. Filed by CBIS. RESULT: 48.9% FOR.

General Electric, Climate Action 100+ Net Zero Commitment. Filed by As You Sow. RESULT: 98% FOR. Press release.

General Motors, Climate Action 100+ Executive Remuneration. Filed by As You Sow. RESULT 16.3% FOR.

Imperial Oil, Adopt Net-zero GHG Reduction Targets. Filed by Aequo on behalf of Bâtirente. RESULT: 14% FOR, 59% of independent shareholders voted FOR. Press release.

Phillips66, Paris-aligned lobbying. Filed by California State Teachers’ Retirement System. RESULT: 62.49% FOR. Press release.

United Airlines, Paris-aligned lobbying. Filed by Presbyterian Church (USA). RESULT: 65.4% FOR.

ExxonMobil: The board refreshment at Exxon, proposed by Engine No.1, was supported by CalPERS and CalSTRS, which both filed letters with the SEC to allow them to share views with other shareholders, as well as leading investors EOS at Federated Hermes, New York City Comptroller’s Office, New York State Common Retirement Fund, LGIM and Aviva Investors. RESULT: Three of Engine No.1’s nominees to the board were elected at its AGM on 26 May – see here for Climate Action 100+ press statement.

Caterpillar Inc., Lobbying Disclosure. Filed by SHARE. RESULT: 33.4% FOR. 

Chevron Corporation, Paris-aligned lobbying. Filed by BNP Paribas Asset Management. RESULT: 53.5% FOR. 

Delta Air Lines Inc., Paris-aligned lobbying. Filed by BNP Paribas Asset Management. RESULT: 45.9% FOR. 

Dominion Energy, Inc., Independent Chair. Filed by New York City Comptroller’s Office. RESULT: 46.6% FOR. 

Duke Energy Corporation, Independent Chair. Filed by New York City Comptroller’s Office. RESULT: 40.1% FOR. 

Duke Energy Corporation, Lobbying Disclosure. Filed by Mercy Investment Services, Inc. RESULT: 42.4% FOR. 

ExxonMobil Corporation, Independent Chair. Filed by Olga Monks Pertzoff Trust 1945. RESULT: 32.7% FOR. 

ExxonMobil Corporation, Lobbying Disclosure. Filed by United Steelworkers of America. RESULT: 37.6% FOR. 

Ford Motor Company, Lobbying Disclosure. Filed by Unitarian Universalist Association. RESULT: 20.2% FOR. 

General Motors, Lobbying Disclosure. Filed by New York City Comptroller’s Office. RESULT: 33.1% FOR. 

Southern Company, Independent Chair. Filed by New York City Comptroller’s Office. RESULT: 22.3% FOR. 

United Airlines Holdings, Paris-aligned lobbying. Filed by BNP Paribas Asset Management. RESULT: 31.5% FOR. 

BP, plc, Transition Planning. Filed by Hermes Investment Management. RESULT: 96.4% FOR 

ExxonMobil Corporation, Independent Chair. Filed by The Kestrel Foundation of Maine. RESULT: 40.7% FOR. 

Ford Motor Company, Lobbying Disclosure. Filed by New York City Office of the Comptroller. RESULT: 16.5% FOR. 

General Motors, Lobbying Disclosure. Filed by New York City Office of the Comptroller. RESULT: 29.5% FOR.