Water-Related Risks and Challenges

Water-Related Risks and Challenges

This report sheds light on the growing effects of water scarcity on companies and countries. To address these challenges, investors can use water reporting metrics to identify companies and countries with severe water risk. We further relate water metrics to firm and country characteristics and highlight substantial cross-sectional differences.

governance in brief

Governance in Brief – March 17, 2022

SEC proposes heightened cybersecurity risk disclosure The U.S. SEC has proposed amendments to existing rules on public companies’ disclosure of cybersecurity, risk management, strategy, governance, and incident reporting. The amendments would, inter alia, require public companies to report on material cybersecurity incidents and periodic updates on past incidents, as well as the companies’ policies and procedures on cybersecurity risk management, board oversight of cybersecurity risks and directors’ cybersecurity expertise. SEC Chair Gary Gensler issued a statement in support of the amendments, considering cybersecurity an emerging risk that must be addressed by public companies. Gensler stated that standardized and periodic cybersecurity risk disclosure would enable investors to assess cybersecurity risks more effectively. SEC Commissioner Hester Price released a dissenting statement arguing the proposed rules would pressure companies to “adapt[] their existing policies and procedures to the Commission’s preferred approach”, while noting that securities regulators are not “best suited to design cybersecurity programs.”

governance in brief

Governance in Brief – March 10, 2022

Toshiba CEO resigns amid internal opposition to planned reorganization Satoshi Tsunakawa has unexpectedly resigned from his post as Toshiba CEO, amid alleged internal opposition to the restructuring plan that will be put to vote at an upcoming March 24 EGM. Tsunakawa will stay on as interim Chairman, while senior executive Taro Shimada has taken over as interim CEO. Additionally, Toshiba has appointed two new executives.

jantzi

Michael Jantzi on Global Sustainability Standards: Convergence and the Future | ICGN

Michael Jantzi, managing director at Morningstar and Sustainalytics founder, shares his perspective on the state of convergence on sustainability reporting standards globally.

cocoa farming

The Sustainability Conundrum of Living Income in Agriculture

Living Income is a crucial consideration among leading companies across some sectors and their supplier companies throughout the agricultural and food supply chain. Companies that manage ESG risk in their supply chains, making targeted investments to improve their resilience, are better positioned to build investor confidence.

governance in brief

Governance in Brief – March 3, 2022

McDonald’s faces proxy fight over pig treatment Activist investor Carl Icahn has nominated two candidates to the McDonald’s board, in a proxy fight over the firm’s treatment of pigs. Icahn, who owns 200 shares of McDonald’s stock, also requests that the fast-food giant source its meat from crate-free pork suppliers within a specific timeframe.

governance in brief

Governance in Brief – February 24, 2022

SEC continues work on climate risk disclosure rules U.S. SEC Chair Gary Gensler has responded to criticism from senators over the delayed publication of the agency’s mandatory climate risk disclosure draft, noting that “it’s essential [that the SEC] get this right”. In a letter sent to Gensler, Senator Elizabeth Warren called for the “release of the strongest requirements possible” amid reports that the delay stems from disagreements between SEC Commissioners over whether Scope 3 emissions should be included among disclosure requirements.

governance in brief

Governance in Brief – February 17, 2022

NVIDIA’s planned acquisition of Arm collapses NVIDIA and Softbank have called off the planned merger between NVIDIA and Softbank’s semiconductor segment Arm Ltd., which had been expected to take place later this year, citing “significant regulatory challenges” from several national and regional agencies.

What Happens When Companies are Receptive to Investor Feedback on ESG?

When companies are receptive to investor feedback, there are clear real-world impacts and positive changes. Such engagement outcomes vary and are directly tied to the company and its company-specific exposure to material ESG issues.

governance in brief

Governance in Brief – February 10, 2022

FTC seeks to block Lockheed’s purchase of Aerojet Citing antitrust concerns, the U.S. Federal Trade Commission (“FTC”) has filed a suit seeking a preliminary injunction to block Lockheed Martin's USD 4.4 billion acquisition of rocket engine maker Aerojet Rocketdyne Holdings.

governance in brief

Governance in Brief – February 3, 2022

European Banking Authority releases ESG disclosure standards The European Banking Authority has published its “Implementing Technical Standards” (“ITS”), governing European banks’ Pillar 3 ESG risk disclosure. The framework, which is rooted in the EU Taxonomy and previous recommendations from the European Commission and the Financial Stability Board Task Force, is meant to provide a comprehensive basis for comparing banks’ incorporation of sustainability factors into their risk management, strategy, and governance. The framework will require European banks to disclose climate risks and mitigating actions, including information on two new ratios – the “green asset” ratio (“GAR”) and the “banking book taxonomy alignment” ratio (“BATR”). Other required metrics include exposure to fossil fuel and other carbon- and GHG-emitting activities, as well as alignment with 2050 net zero goals. Mandatory publication of climate risk exposure and corresponding mitigation measures will start in 2023, while disclosure of GAR and BATR will be required as of 2024.

governance in brief

Governance in Brief – January 27, 2022

Microsoft to buy Activision Blizzard for nearly USD 70 billion Microsoft has announced plans to acquire Activision Blizzard in a USD 68.7 billion all-cash transaction. The deal, which is pending approval from regulators and Activision Blizzard shareholders, is expected to be completed in FY2023. The deal will turn Microsoft, which has recently acquired a string of increasingly sizeable video game producers, into the world’s third-largest gaming company by revenue.

governance in brief

Governance in Brief – January 20, 2022

Toshiba investor requests shareholder vote on separation plan Singapore-based 3D Investment Partners (“3D”), Toshiba’s second-largest investor, has requested that the firm hold an EGM for shareholders to vote on its three-way separation plan originally announced in November 2021. 3D intends to vote against the proposal, but nevertheless wishes for this legally required vote to take place before additional plan- related expenses are incurred.

governance in brief

Governance in Brief – January 13, 2022

Alphabet increases executive remuneration Alphabet is to raise the base salaries of four of its top executives, soon after informing employees that there would not be a company-wide salary adjustment to match rising inflation. Four top executives, CFO Ruth Porat, SVP Prabhakar Raghavan, Chief Business Officer Philipp Schindler, and Chief Legal Officer Kent Walker, will have their annual salaries increased from USD 650,000 to USD 1 million.

5 Sustainability Themes to Expect in 2022

As we enter 2022, it struck me that VUCA--a concept that originated in the mid-1980s at the U.S. Army War College to describe the volatility, uncertainty, complexity, and ambiguity of the world after the Cold War—is still a useful framework to think of where we are now.

governance in brief

Governance in Brief – January 06, 2022

Vivendi moves towards full control of Lagardère Vivendi has announced that it is acquiring activist investor Amber Capital’s 17.5% stake in French media and retail group Lagardère, at a price of EUR 24.10 per share. The transaction will result in Vivendi owning 45.1% of Lagardère, triggering a full bid for the company due to the 30% mandatory bid threshold having been breached. Accordingly, Vivendi plans to make an offer of EUR 24.10 per share for Lagardère’s remaining stake by February 2022. The deal marks the latest chapter in a multiyear dispute over Lagardère’s control and governance. Vivendi, today Lagardère’s largest shareholder, started building its stake in April 2020, as Lagardère’s managing partner Arnaud Lagardère clashed with Amber over the company’s governance structure. At the time, Lagardère was a French “partnership limited by shares,” which allowed Arnaud Lagardère to retain control despite only holding around 7% of capital. While Vivendi initially supported Arnaud Lagardère’s attempt to fend off a proxy contest from Amber at the 2020 AGM, it later joined Amber in requesting board representation. In April 2021, Arnaud Lagardère bowed to shareholder pressure by agreeing to convert Lagardère into a joint stock company.

Michael Jantzi

Sustainalytics CEO Michael Jantzi on the Evolution of ESG and What's Ahead For Sustainable Investing

Michael Jantzi is one of the giants of sustainable investing. He is the founder and long-time CEO of Sustainalytics, which was recently sold to Morningstar, and where he now focuses on the big picture as managing director for ESG strategy.

governance in brief

Governance in Brief – December 16, 2021

Vivendi moves towards full control of Lagardère Vivendi has announced that it is acquiring activist investor Amber Capital’s 17.5% stake in French media and retail group Lagardère, at a price of EUR 24.10 per share. The transaction will result in Vivendi owning 45.1% of Lagardère, triggering a full bid for the company due to the 30% mandatory bid threshold having been breached. Accordingly, Vivendi plans to make an offer of EUR 24.10 per share for Lagardère’s remaining stake by February 2022. The deal marks the latest chapter in a multiyear dispute over Lagardère’s control and governance. Vivendi, today Lagardère’s largest shareholder, started building its stake in April 2020, as Lagardère’s managing partner Arnaud Lagardère clashed with Amber over the company’s governance structure. At the time, Lagardère was a French “partnership limited by shares,” which allowed Arnaud Lagardère to retain control despite only holding around 7% of capital. While Vivendi initially supported Arnaud Lagardère’s attempt to fend off a proxy contest from Amber at the 2020 AGM, it later joined Amber in requesting board representation. In April 2021, Arnaud Lagardère bowed to shareholder pressure by agreeing to convert Lagardère into a joint stock company.

governance in brief

Governance in Brief – December 09, 2021

Didi to move listing from New York to Hong Kong Didi Global will delist its American depository shares (“ADSs”) from the NYSE and pursue a listing on the Main Board of the HKEX, less than six months after its USD 4.4 billion U.S. IPO in June 2021. Didi’s decision comes as Chinese authorities finalize a cybersecurity probe into the company amid Beijing’s increased scrutiny of foreign-listed Chinese companies. In July, the investigation had led to a 20% drop in the ride-hailing giant’s market value. This in turn prompted two class-action lawsuits from investors alleging that Didi had failed to disclose Chinese regulatory calls for it to delay its IPO until after the conclusion of the cybersecurity review. Didi indicated that it will hold a shareholder meeting to approve the move and arrange for its ADSs to be convertible into freely tradable company shares on another global exchange of ADS holders’ choosing. With the delisting, Didi joins a growing exodus of Chinese companies from U.S. exchanges. Last week, the SEC finalized rules allowing it to forcibly delist those foreign companies that have failed to comply with U.S. regulatory audits for three consecutive years.

Climate Action for Investors

For Investors with Ambitions to Lead on Climate Action Post COP26

In the weeks following COP26, investors in the UK and worldwide face a myriad of upcoming climate-related regulations heading towards the implementation phase. In addition, major global coalitions such as the Glasgow Financial Alliance for Net Zero have sprung up to attempt to accelerate decarbonization via targeted investment.