Template AGM Resolutions
The following template AGM resolution can be adapted to provide shareholders an annual Say On Climate.
The resolution below has been developed to be compliant with the US SEC 14a-8 rules. Further country-specific template resolutions are under development. Legal requirements and the approach required vary from jurisdiction to jurisdiction.
“RESOLVED, that shareholders of [Name of Company] (“[Name]” or the “Company”) request that the Board of Directors of the Company disclose at each annual meeting of shareholders, as soon as reasonably practicable but no later than 90 days after this Meeting, and thereafter no later than the date the Company disseminates its proxy statement in connection with each subsequent annual meeting, a report disclosing the Company’s greenhouse gas emission levels (the “Emissions”) in a manner consistent with the Task Force on Climate-related Financial Disclosure recommendations as well as any strategy that the Company may have adopted or will adopt to reduce the Emissions in the future, including any Emissions’ progress made year over year (the “Reduction Plan”), and provide shareholders with the opportunity, at each such annual meeting (starting at the next annual meeting), to express non-binding advisory approval or disapproval of the Reduction Plan.”
As governments take steps to limit greenhouse gas emissions and mandate reporting in line with the Task Force on Climate-related Financial Disclosure; disclosing reduction targets, detailing strategies for embedding climate change throughout their business models and services and providing progress therein to shareholders, is an important means of assuring shareholders that management is taking seriously the physical and transition risks associated with climate change. Although this resolution cannot and does not compel the Company to do so, we believe it is in the best interests of the Company and its shareholders for the Board of Directors to disclose its current Emissions and its Reduction Plan, if any, prior to the Meeting and provide shareholders with an advisory vote on the Reduction Plan at the Meeting.