In the third of a four-part series on stewardship and shareholder engagement, Sophie Robinson-Tillett takes a deep dive into the differences of opinion at companies’ AGMs
Research published last week found a significant drop in the level of shareholder dissent expressed at Dutch companies’ annual meetings this year.
“The number of board proposals that appeared to be controversial, in the sense that the proposal received at least 20% dissent or was withdrawn or amended ahead of the AGM, was significantly lower than last year,” observed corporate governance body Eumedion.
The findings track broader trends, which have seen a plunge in investors opposing management in 2025.
But, while most observers have attributed the shift to the clampdown on ESG, which has discouraged investors from seeking to influence issuers or pursue sustainability objectives, Eumedion has a different theory.
“We believe that this steep decline is the result of constructive, continuing engagements ahead of the AGMs,” it said in its report.
Effective engagement
It’s not the only evidence to suggest engagement might be bearing fruit.
A recent paper from academics in the US showed that companies targeted by collaborative engagement platform Climate Action 100+ were decarbonising more notably than others.
“We find that the firms engaged by CA100+ reduce their emissions intensity following inclusion on the focus list, compared to non-engaged firms,” said the researchers in a paper titled Governance and governments: the effects of shareholder engagement and climate laws on firm CO2 emissions.
Another collaborative engagement initiative, this time focused on human rights, also claims to be having a positive effect.
Through a project called Advance, the Principles for Responsible Investment (PRI) convenes 116 of its signatories, including Cardano, Phoenix Group and BNP Paribas, to push companies to improve their approach to human and labour rights.
Federico Baroncelli is in charge of fixed income and ESG within the investor relations team of Enel, a global energy company based out of Italy, and one of those name-checked by Advance for making good progress.
He says there are clear reasons why the engagement initiative has been successful so far.
“Sometimes there’s a risk that investors enjoy simply blaming a company for the issues, but Advance’s members were respectful: they listened attentively and asked smart questions,” he explains.
Baroncelli believes, after years of engaging with investors, he knows “the main characteristics that make it effective”.
First, he says, shareholder coordination is crucial because it helps companies receive a streamlined set of requests that they can manage more easily.
It also maximises the chance that there are “relevant” investors, with a material number of shares, among the ranks.
Then there’s the topic.
“We’ve been engaged by some investors on the energy efficiency of our offices,” says Baroncelli, in efforts he describes as “nonsense”.
“Our impacts are about the electricity we produce, not the electricity we use.”
On top of decarbonisation, he says human and labour rights are a material topic, because Enel builds renewables plants with health and safety implications for workers, often located on land with ties to indigenous communities.
Lack of seriousness
The biggest grumble IPE heard from companies is the lack of seriousness behind some shareholder engagement efforts.
One senior executive at a listed company, who spoke on the condition of anonymity, said the questions she received from stewardship teams were often “lazy”, “unreasonable” and “asked by people who don’t take any time to understand the business”.
Baroncelli shares some of this frustration. “One thing we have been seeing with certain investors is that engagement not very informed,” he says.
For example, Enel’s climate commitments are publicly validated by the Science Based Targets initiative (SBTi), but its board has nonetheless received letters from shareholders demanding to know if they have net-zero targets.
“That’s disappointing, because it shows they didn’t even bother to read about our climate commitments on our website before engaging”
Federico Baroncelli at Enel
“That’s disappointing, because it shows they didn’t even bother to read about our climate commitments on our website before engaging,” says Baroncelli.
“And those kinds of engagements are particularly burdensome, because they trigger an internal process to support the board and CEO to understand the request, and then to prepare an investor response.
“It might help an investor to tick a box somewhere, but it’s completely useless for companies.”
More financial expertise
For Tessie Petion, head of ESG engagement at Amazon, there are signs that engagement is becoming more informed – especially when it comes to the relationship between investors’ sustainability concerns and business models they’re trying to influence.
“There’s a growing number of investors who send their financial analysts in alongside their ESG stewardship specialists,” says Petion, who spent a decade as vice president of responsible investment research at Domini Impact Investments before joining a corporate.
“That can be helpful, because the financial analyst has deep understanding of business fundamentals, and the ESG specialists contribute expertise on sustainability.
“These combined conversations can be really productive and insightful.”
Read more
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