SEC Allows Exxon and Chevron to Bar Shareholders' Request to Report on Alignment with Global Climate Goals

24 Mar 2020

For the second year in a row, the U.S. Securities and Exchange Commission (SEC) has allowed Exxon to reject shareholders' request for clear reporting on whether and how it intends to reduce its total carbon footprint in alignment with the global Paris goal of net-zero emissions by 2050. In a separate ruling, the SEC also allowed Chevron to avoid the question of whether it intends to align with the Paris goal. 

A number of shareholders, including the Church of England and shareholder representative As You Sow joined together in a resolution with Exxon, one of the largest greenhouse gas emitters on the planet, as to whether it will join other oil and gas companies announcing plans to align with the Paris goal. A similar proposal was filed with Chevron. Other oil and gas companies, including Shell, Repsol, Total, Eni, and others have announced a range of goals, actions, and plans intended to reduce the full scope of their greenhouse gas emissions — including product emissions — towards aligning with the global climate goal. 

Current reporting by Exxon and Chevron is confusing at best. For example, Exxon has implied it is in alignment with the global Paris Agreement, yet has announced increased investments in oil and gas projects at alarming rates. While those investments may decrease temporarily in the face of the Coronavirus pandemic, shareholders seek to understand the company's long-term plans for how it intends to align with the ultimate Paris goal of limiting global temperature rise to 1.5 degrees Celsius. No such plans have been forthcoming to date. Similarly, Chevron notes that it is in alignment with the Paris Agreement's Nationally Determined Contributions, but fails to alert shareholders that such commitments will allow global temperature increases well above 2 degrees C.

Danielle Fugere, President of As You Sow, said in response:

"Shareholders are increasingly concerned that the longer companies wait to address the clear and growing danger of climate change, the worse the human and economic toll will be. To prevent global devastation, every single company must plan now for how it will contribute to the goal of achieving a low-carbon world.

"If companies do not intend to align with the global Paris goal, they should be clear with shareholders. Only through clear and comparable reporting can shareholders benchmark company actions and make sound investment decisions.

"Exxon and Chevron's continued disregard of shareholder requests to address this existential crisis is astounding, as is the SEC's. The SEC's denial of shareholders' right to raise these concerns in the public forum created for these conversations serves neither shareholders nor companies like Exxon and Chevron that are ignoring both shareholder concerns and clear warning signs of the growing dangers of climate change." 

Edward Mason, Head of Responsible Investment, Church Commissioners for England, said in response:

"Exxon management continues to shutter the voices of concerned investors by blocking the shareholder proposal we have co-filed for the second year running. In 2019, Exxon and the SEC blocked our shareholder proposal asking Exxon to set Paris-aligned emissions reduction targets — and they have now erased Exxon's approach to climate strategy and disclosure from the ballot again. 

"Regardless of this ruling, it is of course imperative for investors that Exxon should report if, and how, it plans to align its operations and investments with the goal of restricting warming to well below 2 degrees and stave off catastrophic climate impacts.

"ExxonMobil is doubling down on its investment in carbon-intensive oil and gas infrastructure and production at a time when every company should be taking responsibility for reducing its carbon emissions. Exxon is woefully unprepared for a low-carbon future, and its strategy poses extreme financial, environmental, and social risks.

"Exxon will find this is a pyrrhic victory. Investors will give harsh judgement on Exxon's climate governance and strategy at the company's AGM in their voting on the shareholder proposals that have made it to the ballot and on director elections."

Sanford Lewis, Attorney for shareholders, said in response:

"Since 2016, the Securities and Exchange Commission staff have rewritten the principles governing shareholder proposals to make it much more difficult for shareholders to file proposals at the oil majors regarding climate change. These interpretations by the SEC ban proposals that are too specific as 'micromanaging,' but also allow companies to declare a proposal that complies with the new micromanagement interpretation to be substantially implemented by general, nonresponsive publications by the big oil and gas companies.

"What's more, in SEC decisions last week the only proposal remotely related to climate change that will be allowed at ExxonMobil essentially asserts that the company is spending too much money on environmental issues and especially climate change, and asks for the company to justify its environmental spending." 

Documents: Exxon and Chevron no-action letters were posted by the SEC. Response letters from shareholder proponents for Exxon and Chevron were not, however, posted by the SEC.

As You Sow | https://http://www.asyousow.org/