Monthly Roundup – September 2021
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Latest Georgeson Publications
UK & Europe – Georgeson has published its 2021 AGM Season Review. Each year Georgeson publishes an annual review of the European AGM season, containing a comprehensive analysis of trends witnessed in the following major markets: UK, France, the Netherlands, Germany, Switzerland, Italy and Spain. We are presenting a thorough analysis of the markets where Georgeson has a widespread client base, and where we are privileged to work closely with many of the leading issuers. Our local client support, thorough investor engagement and deep market expertise allow us to highlight the issues and trends which will be of interest to both companies and investors. 

Georgeson’s 2021 AGM Season Review has been covered by the Financial Times, Reuters, Investment Week, l’Agefi, il Sole 24 Ore and El Economista. The press release is available here.
In the media
Spain – Georgeson’s Study on Spanish Executive remuneration was featured in Expansion article "Los inversores aumentan sus demandas sobre los sueldos". A study by Georgeson lists the main reasons why large investors have penalised remuneration at this year's AGMs. Read the study here.
UK – Georgeson’s Daniele Vitale and Nicolò Dall’Antonia penned an article for Governance Journal on Highlights from the 2021 European AGM season. The article reviews key highlights of the 2021 AGM results across seven major European markets, including Say on Climate votes, opposition to executive remuneration, director elections and the need for off-season shareholder engagement.
Hogan Lovells Webinar – ESG on the Board Agenda. Today Georgeson’s Daniele Vitale has participated in a webinar organized by Hogan Lovells which aimed to highlight the latest issues and developments that boards must know when tackling ESG. Access the recording here
Shareholder Activism
  • Reuters reports that Engine No. 1 aims to tie company valuations to climate impact: “Engine No. 1, which won an against-the-odds board challenge against Exxon Mobil Corp earlier this year, is publishing a framework for investing on Monday that pushes for a value to be assigned to how corporate activities affect climate and society. The "total value framework" provides significant new insight into how the San Francisco-based firm, which has about $430 million in assets under management, picks companies to invest in. The framework was outlined exclusively to Reuters ahead of its publication. […]  In the white paper to be published on Monday, co-authored with Wharton School management professor Witold Henisz, an adviser to the firm, Engine No. 1 said traditional environmental, social and corporate governance (ESG) scores were too detached from the financial value assigned to companies. Instead, Engine No. 1 attaches a value to a company's impact on climate change, water consumption, workforce diversity or human rights. In the absence of company data that allows this, it uses models that draw on sources such as the United Nations and the International Labor Organization. The full paper is available here.

  • The Sydney Morning Herald reports, Investor revolt rocks AGL as climate demand intensify: “The support for the resolution at AGL’s investor meeting on Wednesday is the biggest vote ever recorded for a climate-focused shareholder push in corporate Australia without board support.” 

  • The Harvard Law School Forum on Corporate Governance hosts a piece on The Coming Shift in Shareholder Activism: From “Firm-Specific” to “Systematic Risk” Proxy Campaigns (and How to Enable Them): “A new form of shareholder activism has appeared almost out of the blue […] in this new form — “systematic risk activism” — the key actors are index funds and diversified asset managers. Nor do they necessarily expect a positive market reaction in the short-run. Being fully diversified, these investors care little about the specifics of any individual company in their portfolio. For example, State Street Global Advisors holds over 11,000 stocks, all for the long-run.”

North America
United States
  • Reuters reports that U.S. SEC proposes rules urging hedge funds, endowments to disclose votes: “The top U.S. securities regulator on Wednesday proposed requiring large hedge funds and endowments to disclose how they vote on executive pay, bringing this clutch of influential investors in line with other top funds that have made their pay votes public for a decade.”

  • Ignites reports that Proxy-Plumbing Reform Group Reaches Impasse: “A group of transfer agent firms, broker-dealers, institutional investors, asset managers and others convened to resolve tension regarding privacy for shareholders who vote proxies. After two years of discussions, however, the group could not agree to reform the process.” 

  • Michael Callahan, David Larcker and Brian Tayan of Stanford have published a paper on The General Counsel View of ESG Risk: “General Counsel, on average, support ESG-related activities but harbor significant concern for the legal and regulatory risk of these activities. General Counsel also express notable concern about the potential liability from disclosure of ESG-related activities, and the reputational and productivity costs caused by CEO and employee-driven activism.”
Pan-European Developments

  • EFRAG PTF-ESRS (European Financial Reporting Advisory Group Project Task Force on European Sustainability Reporting Standards) welcomes its 'Climate standard prototype' ​working paper: “The PTF-ESRS welcomed this presentation as a robust basis for future PTF-ESRS discussions and further steps towards a draft standard.” The full version of the working paper is available here.

  • The High Pay Centre has published its CEO pay survey 2021: Median FTSE 100 CEO now paid £2.69 million: “The median FTSE 100 CEO took home £2.69 million in 2020. This is the lowest level of median pay since 2009, and is a reduction of 17% from the median FTSE 100 CEO pay in FYE 2019, which stood at £3.25 million.” Read the full report here.


  • Responsible Investor reports that French investor group writes to biggest companies in ‘say-on-climate’ campaign: “Executive bonuses should have a portion linked to decarbonisation targets, says FIR.” Read the full letter here. “By promoting Say on climate, i.e. an annual consultative vote at the general meeting of shareholders on the basis of a report prepared by the board of directors and relating both to the  shareholders on the basis of a report prepared by the board of directors and relating to both the and the prospective part of the extra-financial performance document, the FIR intends to provide a permanent and regular framework for shareholder dialogue on this crucial subject.”
  • The Wall Street Journal reports that At Deutsche Bank’s DWS, Issues With Data Were at Heart of Sustainable-Investing Problems: “Fund managers ignored calls to use ESG information, according to internal emails and DWS’s former sustainability chief”. Additionally, the Financial Times reports that PwC advised DWS on sustainability while investigating greenwashing claims: “Probe that dismissed concerns may have suffered from conflict of interest, whistleblower says.”

  • DW reports on German DAX-30 to swell to DAX-40: “In a big shake-up, the DAX German share index is getting bigger. Since its inception 33 years ago, it has had 30 members. The reform of the country's most important stock market barometer will start in September.”



  • Dutch Senate approves legislative proposal for “More balanced ratio between men and women in management and supervisory boards”: “Supervisory boards and non-executive directors of public companies are required to have a balanced composition in the sense that at least one third is made up of men and one third of women. An appointment contrary to this legislation is null and void. However, the legislation does not apply to re-elections within eight years from the first appointment. Additionally, in case of “exceptional circumstances” a male director may be elected for two years. Public and private companies are also required to formulate appropriate and ambitious targets for the proportion of men and women on the management board, the supervisory board (private companies only) and the sub-top. They are required to report on this to the Social and Economic Council (SER). The law will be evaluated after five years and both provisions will expire after eight years. Ministers Sander Dekker (Legal Protection) and Ingrid van Engelshoven (Education, Culture and Science) aim to have the law take effect on January 1, 2022.”

  • Het Financieele Dagblad reports that Zelfs pensioenreus APG begint met passief beleggen (“Even pension giant APG starts with passive investing”) (in Dutch): “APG, the largest pension fund in the Netherlands, is making a turn in its long-standing policy of carefully selecting all investments itself. The pension giant will, for the first time, simply follow indices for a small part of its assets when investing. The move by APG is a new signal that passive investing, also known as index investing, is continuing to grow. For years, asset managers tried to outperform the market average by picking just the right stocks after lengthy research. But the costs of this form of investing, also called active investing, are higher than blind investing in all stocks of a stock index, such as the AEX or the S&P 500.”

  • The AFM reports that Investment funds can better inform their investors about sustainability: “The information provided by funds about sustainability risks and sustainability characteristics is often too general, as a result of which investors gain too little insight into what they are investing in. That is one of the conclusions of the Netherlands Authority for the Financial Markets (AFM) in an exploratory study into the application of the Sustainable Finance Disclosure Regulation (SFDR).”


  • Euromoney reports that Evergrande and the China investment delusion: “Evergrande is in trouble, drowning in debt and besieged by angry investors. It is bad news for shareholders, but it also raises harder and darker questions about investing in China. In its latest report, published May 2021, the Asian Corporate Governance Association ranked China 10th in the region for corporate governance.”

  • Reuters reports that China tightens scrutiny on $9.3 trillion fund industry: “China's top securities regulator pledged on Monday to crack down on mismanaged private funds and weed out fake ones, as the government becomes more assertive in dealing with an industry worth 60 trillion yuan ($9.28 trillion).”

Hong Kong

  • Hong Kong Stock Exchange announced that it has signed MOU With Guangzhou Futures Exchange: “Under the Memorandum of Understanding, HKEX and GFEX will explore the feasibility of cooperation on product development in both onshore and offshore markets, with the aim of supporting China to peak carbon emissions by 2030 and reach carbon neutrality by 2060. Both exchanges will also work together in areas such as clearing, technology, and collaborate on marketing and investor educational efforts.”

  • The Securities and Futures Commission (SFC) announced on Aug 20, 2021 that it has concluded its consultation on climate-related risks in funds: “SFC issued amendments to the Fund Manager Code of Conduct and a circular setting out expected standards for fund managers managing collective investment schemes to take climate-related risks into consideration in their investment and risk management processes and make appropriate disclosures.”

  • The Sydney Morning Herald informs Higher borrowing costs for companies not hitting gender targets: “As progress has been made, attention is now turning to getting more women into senior management roles (...) As part of that push some banks and other financial institutions are linking a company’s borrowing costs to gender equality targets. It’s a trend that first emerged in the US, UK and more recently in Australia.”

  • The Australian Financial Review reports, CSL chief executive Paul Perreault’s $61m pay day: “CEO pay has jumped by close to 20 per cent this year as record profits flow through to business leaders after many experienced pay freezes and bonus cuts last year due to COVID-19.” Moreover, "[w]hen many Australians are still experiencing deep financial hardship, a 19 per cent CEO pay increase in 2021 will appear excessive." 

  • The Sydney Morning Herald explores Board games: Is a cosy directors’ club a risk to corporate Australia: “There are least 50 directors of ASX 300 companies who sit on four or more listed company boards. For investors and shareholder advisory groups, this is a problem.” “When times are good, it might be easy to juggle multiple board roles, but in a crisis it can be far more challenging for a director to monitor a company given the significant time commitments involved.”

  • The Australian Financial Review reports that Industry super drives increase in ESG support: “Australia’s top 50 super funds voted in favour of various ESG shareholder proposals in 42 per cent of instances last financial year, according to new research from the Australasian Centre for Corporate Responsibility.”

  • The Australian Financial Review reports that Boards suffer an ‘identity crisis’ as ESG demands rise: “Changes in expectations are broader still – making it harder for boards to define the new goal posts now that traditional financial metrics are often considered insufficient.”

  • The Australian Financial Review reports that Banks are two-faced when it comes to climate action: Market Forces: “The major banks lent $835 million to expansionary fossil fuel projects in 2020, which climate action group Market Forces says is inconsistent with their pledges to support the economic transition to net zero emissions by 2050.” “Market Forces, which is planning on hitting ANZ, NAB and Westpac with shareholder resolutions at their December AGMs, calling on the banks to stop all funding of expansionary fossil fuel projects.”

  • The Australian Financial Review reports IFM Investors to carve out thermal coal exposure by 2030: “IFM will make no new investments in any infrastructure asset that garners more than 20 per cent of its revenue from thermal coal, and will exit thermal coal-reliant assets by 2030 across its $172 billion portfolio.” 

  • The Australian Financial Review reports, Net zero pledges soar after earning season boost: “Nearly a third of Australia’s 300 largest listed companies have now committed to net zero emissions, with the large caps leading the charge.” Moreover, “[t]he push to decarbonise will add a further tailwind to mergers and acquisitions.” 
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