Shareholders for Change supports “Say on climate” resolutions

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say on climate


Institutional investors have a fiduciary duty to take climate risks into account when constructing and managing their portfolios. They therefore expect climate change to be an integral part of the governance and strategy of the companies in which they are invested. It is in this respect that some shareholders now demand that companies prepare climate alignment reports and that these reports be submitted to a vote at the annual general meeting.

The idea is simple“, declares Vincent Kaufmann, CEO of Ethos Foundation, one of the three Swiss members of SfC. “As with the annual vote on the remuneration report for the management bodies of listed companies (“Say on Pay”), investors expect companies to prepare an annual report on the company’s progress and the measures put in place to reduce CO2 emissions and to allow shareholders to vote on this report annually“.

As this vote is not yet legally the responsibility of the shareholders, it should initially be advisory.


Members of SfC will ask listed companies to submit their climate transition action plans to shareholder vote in the coming AGM season.
Meeschaert Asset Management is planning to engage with the French oil & gas company Total and the utility Engie, while Ethos Foundation is targeting the cement giant Lafarge-Holcim and the food multinational Nestl√©, both based in Switzerland. Fondazione Finanza Etica is engaging the Italian oil & gas corporation Eni.SfC sees “Say on Climate” as an effective mechanism for holding the board of directors accountable for progress in reducing CO2 emissions while intensifying the dialogue between investors and boards of directors on climate issues.

“Shareholders should have a right to scrutinise the companies’ climate strategy, the concrete measures taken and the actual progress made in achieving these objectives every year“, continues Kaufmann. “If the boards of directors were to decide not to propose such votes, it is likely that shareholders will decide to submit resolutions at the annual general meeting to amend the companies’ articles of association and give shareholders this power“.¬†

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