On 7 March 2018, the European Commission released an action plan for financing sustainable growth. The plan is a response to recommendations from the High-Level Expert Group (HLEG) on Sustainable Finance, which were submitted to the Commission on 31 January 2018.
The US is the world’s largest capital market, and American investors are increasingly focused on long-term investment approaches that require the inclusion of environmental, social and governance (ESG) factors.
The revised Shareholder Rights Directive (2007/36/EC) recognises that shareholders often exert short-term pressure on investee companies, at the expense of longer term value creation and ESG issues.
The PRI is pleased to present two legal perspectives on integrating environmental, social and governance (ESG) issues into investment decision-making under the Employee Retirement Income Security Act (ERISA) guidelines.
This paper takes stock of institutional investor experience with mobilising green capital for green investment and mainstreaming green factors across asset classes.
The revised Institutions for Occupational Retirement Provision (IORP II) Directive entered the Official Journal of the European Union on 14 December 2016.
|US||2018||Proposed commission interpretation regarding standard of conduct for investment advisers : request for comment on enhancing investment adviser regulation||
The PRI recommends that the SEC clarify that economically-relevant ESG factors are part of a prudent investment decision, and a requirement of an advisers’ duty of care and duty of loyalty. The PRI recommends this is codified under section 206 of the Advisers Act. The PRI supports ILPA’s recommendation that the SEC rescind the Heitman Capital Management no-action letter.
|China||2018||Response to guidelines to green investing by AMAC , also in Chinese||
We welcome the draft Guidelines on Green Investment prepared by AMAC. The draft guidelines will support institutional investors to accelerate the development of green and sustainable investment practices and enhance sustainable economic growth. We recommend that AMAC supplements these draft guidelines with a provision that investors should incorporate all value drivers, including ESG factors, in investment activity, regardless of whether there are specific green investment objectives.
|Australia||2018||ASX Corporate Governance Council .||The PRI welcomes the proposed amendments to Recommendations: 1.5, 1.6, 3.3, 3.4, 4.4 and 7.4. of the Fourth Edition of the Corporate Governance Code from the ASX Corporate Governance Council.The PRI strongly supports the revision of Principle 3 including; the focus on corporate culture, and recognition that social license to operate is one of the most valuable assets of any listed entity.|
|Europe||2018||European Commission, Directorate-General for Financial Stability, Financial Services and Capital Markets Union.||The PRI believes that dialogue between investors and clients on ESG interests and preferences is a necessary element of a sustainable financial system and we welcome policy initiatives to encourage this dialogue.|
|Europe||2018||European Commission, Directorate-General for Financial Stability, Financial Services and Capital Markets Union||The PRI strongly supports all four of the Commission’s recent regulatory proposals. The proposals are strongly aligned with the Six Principles that investors agree to implement when they become PRI signatories.|
|South Africa||2018||Consultation on the Draft Directive on sustainability reporting and disclosure requirements of the FSB in South Africa||The PRI welcomes the Draft Directive. By implementing their commitments to sustainability with sufficient scale and depth, the PRI believes South African pension funds can accelerate the development of responsible investment through the investment chain.|
|UK||2018||Provisional Report of the CMA Investment Consultants Market Investigation||The PRI welcomes the publication of the CMA’s Provisional Decision Report (18 July 2018). The PRI believes that the proposals put forward by the CMA should open the door to improving the quality of advice, including the incorporation of ESG factors in IC service lines. In addition, the PRI recommends that the CMA should directly respond to developments concerning the integration of ESG factors into the IC advisory process.|
|UK||2018||Department for Work and Pensions consultation on pension trustees’ investment duties.||The PRI strongly endorses the proposed amendment to the Investment Regulations to clarify that the consideration of ESG factors is a core part of prudent investment decision making.|
|UK||2018||Working Paper of the CMA Investment Consultants Market Investigation||We welcome the CMA’s finding that: The evidence reviewed so far indicates that competitive processes are not providing customers with the necessary information to judge the value for money of investment consultants and fiduciary managers.|
|UK||2018||Financial Reporting Council (FRC) – UK Corporate Governance Code Consultation||The central recommendation of the PRI’s response is that the FRC should pay more attention to ESG issues throughout the UK Corporate Governance and the UK Stewardship Code.|
|UK||2018||Competitions Market Authority – Investment consultants market investigation||The PRI believes that failing to adequately consider ESG issues in investment advice impacts service quality, product choice and product innovation.|
|EU||2018||Financial Stability, Financial Services and Capital Markets Union (FISMA) – EU consultation on Investor Duties||The PRI welcomes the opportunity to comment on the EU’s public consultation on investors and asset managers’ duties regarding sustainability.|
|UK||2018||UK Parliament Environment Audit Committee – Green Finance Inquiry||Recommendations for how greening financial flows could help deliver the UK Clean Growth Strategy.|
|UK||2018||UK Parliament Work and Pensions Committee – Response to work and pensions committee inquiry on “defined ambition” pension proposals||The PRI welcomes the opportunity to contribute evidence for consideration in the government’s proposed formulation of Collective Defined Contribution (CDC) pension funds.|
|France||2018||Code of Corporate Governance for listed companies||The PRI strongly commends Afep-Medef for significant changes proposed in its revisions to the corporate governance code of listed corporations for the French market, and particularly those that place emphasis on the need for company boards consider ESG issues in long-term value creation. The PRI’s overarching recommendation is that the incorporation of sustainability considerations is further developed and strengthened in the Afep-Medef Code.|
|Italy||2018||Pubblica consultazione trasposizione direttiva UE2016/2341 (public consultation of the transposition of directive UE2016 / 2341 (IORP ii)).||The PRI welcomes the initiative of the Treasury Department of the Italian Ministry of Economy and Finance for the transposition of EU directive 2016/2341. In particular, we welcome the ambition of the transposition including in reference to ESG issues. The PRI considers this positive in advance of the EU legislative proposal on investor disclosures. Consultation in Italian only.|
|Japan||2018||Council of Experts Concerning the Follow-up of Japan’s Stewardship Code Revision of the Japanese Corporate Governance Code||The PRI welcomes the Council seeking stakeholder views on its revision to the Corporate Governance Code. We particularly welcome emphasis on companies’ sustainable growth to increase value over the long-term. We recommend strengthening the incorporation of sustainability considerations, with explicit reference to the need for company boards to consider ESG issues for long-term value creation.|
|Japan||2018||Council of Experts Concerning the Follow-up of Japan’s Stewardship Code - proposed guidelines for investor-company engagement||The PRI welcomes the Council of Experts seeking to provide resources for effective implementation of the Corporate Governance and Stewardship codes, and supports its emphasis on companies’ sustainable growth to increase value over the long term. The PRI recommends that the Code makes explicit reference to ESG issues in board decision making and long-term value creation. This will ensure consistency with expansion of the Stewardship Code guidance to explicitly reference the importance of ESG factors.|
|US||2018||SEC Transaction Fee Pilot||The PRI supports the SEC’s Transaction Fee Pilot as a necessary and appropriate action to protect long-term institutional investors, including US and international pension plans. In order to achieve responsible investment outcomes, investors need to play their role in ensuring the stability of the financial system on which they rely.|
|US||2018||H.R.5756 . To Require the Securities and Exchange Commission to adjust certain resubmission thresholds for shareholder proposals.||The PRI strongly opposes the bill.|
|US||2018||Chicago Treasurer Summers - Legislation to amend the City Treasurer’s Office’s investment policy to allow for the integration of ESG factors into investment decision making and ownership practices||The PRI strongly supports the legislation.|
|US||2018||Senate Banking Committee – S.2155, Economic Growth, Regulatory Relief and Consumer Protection Act||The PRI strongly opposes the inclusion of S. 2155, the Economic Growth, Regulatory Relief and Consumer Protection Act; the PRI opposes the inclusion of the Corporate Governance Reform and Transparency Act in S.2155.|
|Canada||2017||Canada Department of Finance – Potential measures to support a strong and growing economy||The PRI recommends the department pays more attention to the incorporaion of ESG issues across its policy programme.|
|Canada||2017||Ontario Securities Commission – 2017 - 2018 Draft statement of priorities||The PRI recommends ESG disclosure to enhance the framework for corporate reporting.|
|Canada||2017||Canadian Securities Administrators (CSA) – Climate Disclosure Review||The PRI recommends the CSA endorse the FSB TCFD.|
|Canada||2017||Government of Alberta – Alberta Business Corporations Act (ABCA)||The PRI recommends the government extend the right to file shareholder proposals.|
|European Commission||2017||Financial Stability, Financial Services and Capital Markets Union (FISMA) – Mid-term review of the Capital Markets Union||The PRI welcomes the Commission’s commitment to sustainable finance.|
|Japan||2017||Tokyo Stock Exchange – English language survey||The PRI recommends Japan Stock Exchange Group develop an ESG reporting guide for issuers.|
|N/A||2017||FSB – TCFD: Phase 2 consultation||The PRI supports the development of internationally-relevant climate disclosure advice to help investors take action.|
|UK||2017||Financial Reporting Council (FRC) – Consultation on Non-Financial Reporting Guidance||The PRI recommends the FRC endorse the FSB TCFD recommendations and integrate the TCFD recommendations into the guidance on the strategic report.|
|UK||2017||Financial Conduct Authority (FCA) – (1) Consultation on the interim findings of the asset management market study||The PRI recomends the FCA pay substantially more attention to Authorised Fund Manager incorporation of ESG issues.|
|UK||2017||Department for Business, Energy and Industrial Strategy (BEIS) – Corporate Governance Reform Green Paper||The PRI recommends the government strengthen the employee, customer and wider stakeholder voice.|
|UK||2017||Law Commission – Defined contribution pension funds and social investment||The PRI recommends guidance on ‘serious financial detriment’.|
|US||2017||Financial Accounting Standards Board – Proposed Accounting Standards Update to Income Taxes (topic 740)||The PRI supports FASB’s proposed disclosure of disaggregated information on taxes and encourages consideration of additional reporting requirements that would enhance tax transparency.|
|US||2017||House Committee on Financial Services – Financial Choice Act Rule 14a-8||The PRI recommends the act is withdrawn.|
|US||2017||House Committee on Financial Services – H.R.4015 - Corporate Governance Reform and Transparency Act of 2017||The PRI strongly opposes this bill.|
|Australia||2016||Senator Fraser – Fraser review||The PRI recommends competence and professionalism on ESG integration is a core element of any ensuing code.|
|Brazil||2016||BOVESPA – Corporate Governance Review||The PRI recommends BOVESPA strengthen the governance requirements of the Novo Mercado.|
|Brazil||2016||The Association of Capital Market Investors (AMEC) – Stewardship Code Consultation||The PRI recommends AMEC establish a stewardship culture in Brazil.|
|European Commission||2016||Financial Stability, Financial Services and Capital Markets Union (FISMA) – Revision of the Institutions for Occupational Retirement Provision Directive||The PRI supports implementation of ESG disclosure requirements for occupational pension funds|
|European Commission||2016||Justice – Analysis the state of the market for long-term, sustainable investment across the EU||The PRI recommends that the European Commission develop and publish an action plan to remove barriers to long-term, sustainable investment.|
|European Commission||2016||ECON Committee – Corporate tax disclosure||The PRI recommends the Commission adopt the recommendations of the PRI’s corporate tax working group.|
|Germany||2016||Regierungskommission – Deutscher Corporate Governance Kodex (German Corporate Governance Code)||The PRI recommends clear terminology and improvements in ESG disclosure.|
|N/A||2016||UNFCCC – Roadmap for global climate action||The PRI supports the role of “high-level champions” for climate action.|
|Singapore||2016||Singapore Stock Exchange – Consultation on sustainability reporting||The PRI recommends ESG disclosure is included in annual reports.|
|South Africa||2016||Institute of Directors South Africa – Revision of the King Code||The PRI recommends the IoD strengthen corporate governance requirements.|
|South Africa||2016||Institute of Directors South Africa – Consultation on King Code sector supplements: Retirement funds||The PRI recommends clarification of fiduciary duty, ESG and good pension fund governance.|
|UK||2016||The Pensions Regulator (TPR) – 21st Century Trusteeship and Governance||The PRI recommends TPR promote better governance of ESG risks and opportunities.|
|UK||2016||Department for Business, Innovation and Skills – Non-Financial Reporting Consultation||The PRI recommends the government recognise material non-financial disclosures in line with financial information.|
|UK||2016||Minister for Women – Gender pay gap reporting||The PRI recommends greater transparency on workplace gender equality.|
|US||2016||Department of Labor – EBSA RIN 1210-AB63: Annual Reporting and Disclosure||The PRI recommends the department improve governance and transparency of employee benefit plans, including disclosure of ESG factors.|
|US||2016||Securities and Exchange Commission (SEC) – Business and Finance Disclosure Requirements in Regulation S-K||The PRI recommends the SEC improve corporate ESG disclosure requirements.|
|US||2016||House Committee on Financial Services – H.R. 5311||The PRI recommends the bill is withdrawn.|
|Hong Kong||2015||Securities and Futures Commission (SFC) – Principles of Responsible Ownership||The PRI supports the introduction of the Principles.|
|Japan||2015||Financial Services Agency (FSA) – Corporate Governance Code||The PRI supports the introduction of the corporate governance code.|
|UK||2015||Department for Work and Pensions – Investment Regulations||The PRI recommends the DWP clarify ESG requirements of pension funds.|