April 21, 2022 | Editor: Henry Hofman
Shopify plans to approve Founder’s share
Shopify will seek shareholder approval at the June 7 AGM for the creation of a new class of share – Founder’s share – for its chief executive and founder Tobi Lutke. The company’s current share structure comprises two classes of shares, Class A with one vote per share, and Class B with 10 votes per share. Class B shareholders currently control around 51% of the total voting power. Under the proposed share structure, the Founder’s share will grant CEO Lutke a variable number of shares that combined with the existing Class B share voting power held by Lutke and his affiliates will amount to 40% of the total voting power. The Founder share will expire when Lutke no longer serves as executive, director, or consultant, or when he and his affiliates no longer own combined class A and class B shares representing at least 30% of the Class B currently owned. Shopify’s board also plans to seek shareholder approval for a 10-for-1 split of Class A and Class B shares.
Shopify | Bloomberg|
Volkswagen rejects proposal on climate lobbying reporting
TotalEnergies pressured to set Paris Agreement-aligned targets
Shareholders representing around 0.8% of ownership, filed a resolution requesting TotalEnergies include environmental targets aligned with the Paris Agreement in its annual reporting. Shareholders are asking the company to set and publish short- and long-term quantitative targets aimed at reducing GHG emissions to align to the 1.5C target set for 2030. The reports should include the board’s strategies and policies for achieving the targets, as well as past-year’s progress on the issues. At its May AGM, TotalEnergies will submit for consultative vote its first progress report on sustainability and climate, presenting its transformation strategy and climate commitments.
Reuters| MN.nl| TotalEnergies |
California judge declares diversity mandate unconstitutional
Governance in Brief – September 22, 2022
DOJ unveils crimefighting policies for corporate misconduct The U.S. Department of Justice has announced a new “carrots and sticks” approach to fighting corporate crime that encourages companies to report misconduct while making it more difficult for repeat offenders to enter settlements and deferred prosecutions.
Governance in Brief – September 8, 2022
BHP shareholders seek coherent climate policy Shareholder activist group The Australasian Center for Corporate Responsibility (“ACCR”) has, with the support of circa 100 co-sponsors, submitted a set of climate-focused resolutions to BHP Group’s next AGM. The ACCR is urging the miner to "proactively advocate for Australian policy settings that are consistent with the Paris Agreement's objective of limiting global warming to 1.5° Celsius."