The end of Spring is when we assess the results of our climate engagement season. We focus on climate risk management in Canada’s top emitting publicly-listed companies – namely, our oil & gas companies – and their financiers.
The season is capped by company annual general meetings (or AGMs). This is the one opportunity in the year where company shareholders have a chance to publicly voice their concerns with company management. Shareholders can do so by filing resolutions, voting on resolutions, making comments, asking questions, and by voting against responsible Directors, financial statements, or auditors.
This year our engagements culminated in five shareholder proposals – at banks, oil & gas companies, and at a major financial holding company. We also made comments at the AGMs of four of Canada’s largest insurers and other banks.
Our resolution vote results are shown below. It is important to view these results in the context of shareholders typically defaulting to management, and noting that management recommended against all of our resolutions this year. Bodies like Glass Lewis and the International Corporate Governance Network expect Boards to engage and demonstrate responsiveness when votes are over 20%.
| Resolution | Voted For | Abstained | Total breaking with management | Notes |
|---|---|---|---|---|
| National Bank | -- | -- | -- | Withdrew for agreement |
| TD | 28.6% | 0.7% | 29.3% | |
| Enbridge | 27.3% | 1% | 28.3% | |
| Suncor | -- | -- | 11.55% | Suncor did not break out results |
| Power Corporation | -- | -- | 18.38%* | Power Corp did not break out results |
* The Power Corporation results reflect the “subordinate voting shares,” or independent shareholders, given that the Desmarais Family Residuary Trust retains control via a dual class share structure
Overall, this is a similar level of support to similar proposals we filed last year, which is perhaps an indicator that Canada is yet to suffer from the same anti-ESG machinations we are seeing south of the border. Let’s touch on each proposal to tease out lessons.
National Bank
We filed a proposal at National asking for greater clarity regarding its fossil fuel vs clean energy financing. National has set itself a goal of growing its renewables lending faster than its fossil fuel lending, which is laudable, but incomplete. This allows fossil financing to grow – as it did in the bank’s most recent climate disclosure – and with free-floating variables (other than connected to one another), doesn’t connect to climate models and by extension to National’s own climate targets.
After constructive dialogue where the bank agreed to work on this issue, we withdrew the proposal. Since that time, RBC also came out with a specific renewable financing commitment, which sets the stage for National to also be more specific, including regarding its fossil financing.
TD
This was our second year filing a proposal with TD asking for more details regarding its client transition activities. The bank suffers from an overabundance of vague processes and a lack of specific measures that tell shareholders how it’s changing its day-to-day business to meet its climate targets. This is reflected in TD’s poor showing regarding fossil financing.
The result was a slight improvement over last year, with more abstentions shifting instead into voting in favour. With almost a third of TD’s shareholders expressing concern over the bank’s climate progress for a second year, it is incumbent upon TD’s Board to step up to fix a growing governance issue. Indeed, the bank seems beset with governance issues lately regarding a range of issues.
Enbridge
Likewise, this was the second year filing a proposal with Enbridge asking for it to fully report its scope 3 emissions in line with accepted standards. The company makes up a range of excuses for not reporting the so-called “category 11” (end use) scope 3 emissions from the products moving through its pipes, including that they aren’t “material” despite the company deriving most of its revenue based on the existence of such emissions.
We believe the real reason the company refuses to report these emissions is that doing so would clearly demonstrate that, far from embracing the energy transition as its ESG materials imply, it’s actually doubling down on fossil fuel expansion, which shows up in the numbers. (See our own calculation here).
Most of Canada’s large banks and investors finance Enbridge and in large amounts. It’s ultimately up to them to step up and require that the company come clean.
Suncor
The Suncor result was our lowest one, perhaps reflecting the challenges inherent in the request – that the company integrate climate modeling into its financials. We suspect that many of Suncor’s investors themselves don’t live up to this expectation, leading them to vote against.
Expect this issue to gather steam, however, as auditors begin to weigh in on including material climate factors into financial reporting, as this recent KPMG note does.
Power Corporation
Power Corporation likes to fly under the radar, even though the data shows that it’s now the third largest investor in fossil fuels in Canada on behalf of its clients. It likes to use its holding company status to deflect responsibility for such issues, pointing instead at its subsidiaries – which in fact share overlapping Boards with Power Corp.
This deflection is a choice. Other holding companies use their considerable influence to press their subsidiaries to act on climate, as Power Corp could. But, it even lacks anyone in senior management dedicated to climate or sustainability. Ultimately, it is up to the Desmarais family which controls the company to choose to act. We hope they will.
