Our voting intentions for 2025

Our investment stewardship activities are focused on supporting the creation of long-term sustainable value for our clients. We believe that exercising voting rights is an important part of this process, and of being a good steward of our clients’ assets more generally.

Sometimes, we may choose to declare our vote intention ahead of meetings, to clarify our views to the market, clients and other companies to a particular issue, resolution or outcome. The decision to do so can be undertaken where we deem the vote to be particularly contentious, or as part of an engagement programme. 

Over 2025, we will be updating this blog on a regular basis to highlight our vote intentions in advance of certain shareholder meetings. For information about our voting actions and rationales, please visit our dedicated website: VDS Dashboard (issgovernance.com)   

More information about our Investment Stewardship activities, policies and engagement activities  can be found on our website: https://am.landg.com/en-uk/institutional/responsible-investing/investment-stewardship/ 

 

Chubu Electric Power Company 

Meeting: AGM, 26/06/2025 

Background and rationale 

Utility companies are frequently the subject of climate-related shareholder proposals in Japan, reflecting their pivotal role in the energy transition. There is growing recognition, consistent with our own view, that decarbonisation at both the company level and across the utility sector is closely tied to long-term value creation for shareholders.  

For this pre-declaration, we are focusing on Items 12 and 13, where Chubu Electric Power has received two new asks that build on the recent years of climate-related shareholder resolutions in the region. Specifically, these proposals follow last year’s well-supported proposal to Chubu Electric Power, which received 23.3% support, calling for improved disclosure related to directors’ climate competencies.  

We plan to support these proposals, which call on the company to provide investors with additional decision-useful information, consistent with the rationale we have previously outlined on climate-related shareholder proposals.  

We note that some Japanese banks (see below) and trading companies have also received similar proposals this season. 

Summary of resolutions: 

1)  Disclosure of Audit & Supervisory Committee (hereafter, Audit Committee) financial risk audit: disclosure of the Audit Committee’s assessment regarding the adequacy of the company’s material risk controls, including climate-related financial risks, along with the framework used to audit the oversight of such risk controls. 

2)   Disclosure of the Information on Financial Impact Assumed in the Event of Failure to Achieve 1.5C Target Under Paris Agreement: provide quantitative assessments of the financial impacts of transition and physical climate-related risks, and how those assessments impact future capital expenditures. 

1) Disclosure of Audit Committee financial risk audit 

Our vote intention: FOR this resolution (against management recommendation)  

Under Japan’s Companies Act, the Audit Committee is responsible for auditing the performance of directors and executive officers. However, the limited transparency in current audit reporting at the company undermines investor confidence in their oversight of key climate-related risks and opportunities.  

We intend to support this proposal, as it aims to improve the availability of decision-useful information and strengthen climate risk management, including how such risks are integrated into broader risk management frameworks.  

2) Disclosure of the financial risk impact of failing to meet the global 1.5 °C target 

Our voting intention: FOR the resolutions (against management recommendation)  

We expect companies to analyse and report on financially material sustainability issues, including climate change, where they could pose significant risks to long-term profitability and value.  

We have had an ongoing engagement with Chubu Electric Power on its climate transition strategy and management of climate-related risks through our Climate Impact Pledge over the last several years. Through these engagements, we have concluded that the company has not met L&G’s minimum expectations on its approach to climate and transparency within the electric utilities sector, resulting in votes against the Chair for the last two years.

We consider this shareholder proposal to be in line with our expectations on climate risk management and it is part of our continued escalation on this topic. 

Climate shareholder resolutions at Japanese banks

Mitsubishi UFJ Financial Group (MUFG)*, Sumitomo Mitsui Financial Group (SMFG)*, Mizuho Financial Group (Mizuho)* 

Meetings: AGMs in June 2025

Background and rationale: 

Since Japan’s first climate-related shareholder proposal at a bank in 2020, they have become a regular feature. For the purposes of this pre-declaration, we are focusing on two types of climate-related shareholder resolution that are being put to the Japanese banks. One closely resembles a resolution from 2024 AGM season, reflecting continued concerns over limited progress despite notable shareholder support in the previous year. 

We continue to believe that decarbonisation of the banking sector and its clients is essential to protecting value and promoting growth through the opportunities presented by the climate transition, aiming towards achieving the goals of the Paris Agreement. Accordingly, we once again plan to support these two types of resolution, in line with the rationales we have previously outlined regarding climate-related shareholder proposals.

Summary of resolutions:

1)  Audit & Supervisory Committee (hereafter, Audit Committee) oversight: disclosure of the Audit Committee’s assessment regarding the adequacy of the company’s material risk controls, including climate-related financial risks, along with the framework used to audit the oversight of such risk controls.

2)  Assessment of client transition plans: disclosure of the framework used to assess high-emitting clients’ transition plans, including potential consequences for clients failing to provide credible Paris-aligned transition plans. 

1) Audit Committee oversight

Our vote intention: FOR this resolution (i.e. against management recommendation) – at MUFG, SMFG, Mizuho

We expect companies to clearly assess and disclose climate change risks and opportunities, which in our view represent financially significant consequences to long-term profitability and value. We expect companies to integrate climate considerations into risk management frameworks to mitigate and price carbon exposure effectively. ​Under Japan’s Companies Act, the Audit Committee is responsible for auditing the performance of directors and executive officers. However, the limited transparency in current audit reporting at these banks undermines investor confidence in their oversight of key climate-related risks and opportunities. We intend to support this proposal where filed, which seeks to improve the availability of decision-useful information and strengthen climate risk management. Additionally, we note that they build on last year’s widely supported proposals at these banks (each exceeding 25% support) for enhanced disclosure on director climate competency. 

2) Assessment of client transition plans

Our vote intention: FOR the resolution (i.e. against management recommendation) – at MUFG, SMFG, Mizuho

Banks and financial institutions play a significant role in channeling capital toward ‘green’ opportunities and facilitating the transition to low-carbon alternatives, both of which in our view represent financially significant consequences to long-term profitability and value. We expect them to adopt credible transition plans aligned with their emission-reduction commitments and the goals of the Paris Agreement. 

In line with our expectations and ongoing dialogue with the sector, we believe shareholders would benefit from greater transparency around how each bank supports real-world emissions reductions from their clients and incorporates climate risks into financing decisions.

Despite strong shareholder backing for similar proposals in 2024 (SMFG - 24.2%, Mizuho - 22%, MUFG - 18.4%), tangible progress remains limited.  

 

Shell PLC

Meeting: AGM, 20/05/2025

Summary of resolution: Resolution 22- Request Company Disclose Whether and How Its: Demand Forecast For LNG; LNG Production And Sales Targets; And New Capital Expenditure In Natural Gas Assets; Are Consistent With Climate Commitments, Including Target To Reach Net Zero Emissions By 2025

Our vote intention: Against resolution 22 (i.e. in line with management recommendation)

Rationale:

We aim to support long-term value creation by encouraging companies to realise the opportunities arising from the energy transition and demonstrate business resilience.

While we recognise the underlying merit of this resolution (as summarised above), after careful consideration, we have made the decision to vote against. This decision is underpinned by a series of direct and constructive engagements with Shell’s leadership. Through these discussions, we received clear commitments that the company will enhance its reporting in line with L&G’s expectations—specifically, providing detailed disclosures on stranded asset risks and financial resilience related to Shell’s growing exposure to liquefied natural gas (‘LNG’). These gaps were key reasons we were unable to support the company’s climate transition strategy at its 2024 AGM.

Following a detailed analysis of the company’s disclosures, we believe Shell’s current reporting provides a basis for investors to consider alignment with various climate outcomes, contributing to the broader objectives of the resolution. Our engagement has been extensive and focused on the company’s energy transition strategy, with particular emphasis on climate-related financial risks associated with its LNG operations.We consider shareholder resolutions on an individual basis, looking at both their alignment with our published objectives, and we also take into account our engagement with the company, and progress they have made. We do not tend to support shareholder resolutions where we consider the company has largely met the requests being proposed. In this case, we are seeing tangible progress and responsiveness. We have therefore decided to vote against Resolution 22.

 

Equinor ASA

Meeting: AGM, 14-05-2025

Summary of resolution: Resolution 8 – Approve Energy Transition Plan 2025

Our vote intention:  Against resolution 8 (Against management recommendation)   

Rationale:  

We recognise that climate change poses a financially material and systemic long-term risk to our clients' portfolios.  Our stewardship approach to engaging with oil and gas companies regarding the transition to net zero is centred on mitigating systemic risks for our clients by advocating for and supporting companies in their decarbonisation journey, as they seize long-term value creation opportunities related to the energy transition. 

As one of the largest European oil and gas producers, supported by the Norwegian government’s commitment to 1.5C, we believe Equinor is uniquely positioned to capitalise on its competitive advantage and generate shareholder value as the energy transition progresses. This has been central to our ongoing dialogue with the company. 

We acknowledge the challenging market environment since Equinor first published its climate transition strategy in 2022. However, as highlighted in our oil and gas sector principles blogs, we expect companies to establish robust emissions targets with clear, time-bound milestones, demonstrating alignment with net-zero goals through transparent disclosures, and showcasing financial resilience against relevant outcomes. 

In this context, we are concerned about the company’s intention to expand oil and gas production internationally, associated financial risks, and the potential impact on the company’s ability to meet its revised net carbon intensity (NCI) targets. 

Therefore, we will be voting against proposal 8.

 

BP Plc

Meeting: AGM, 17-04-2025

Summary of resolution: Resolution 3 – To re-elect Helge Lund as a director

Our vote intention: Against resolution 3 (against management recommendation)   

Rationale:  

We believe that climate change represents a financially material and systemic long-term risk to our clients’ portfolios.  Our stewardship approach to engaging with oil and gas companies regarding the transition to net zero is centred on mitigating systemic risks for our clients by advocating for and supporting companies in their decarbonisation journey, as they seize the long-term value creation opportunities related to the energy transition.

We value the significant steps BP has taken in recent years regarding its climate-related commitments and efforts, which we have supported through extensive and constructive dialogues, aimed at creating long-term value as the climate transition unfolds.

However, we are deeply concerned by the recent substantive revisions made to the company’s strategy as announced at the 2025 Capital Markets Day on 26 February, coupled with the decision not to allow a shareholder vote on the newly amended climate transition strategy at the 2025 AGM. We also note similar concerns that led us to vote against the re-election of Helge Lund as the company’s chair at the 2023 AGM, due to governance and accountability issues.

We view the recent announcement of Helge Lund's intention to step down as chair positively; however, we expect the succession process to follow a clearer and swifter timeframe than that currently posited by the company, to ensure an orderly and meaningful transition. 

Due to these concerns, we plan to vote against resolution 3.

 

Climate resolutions at Canadian banks

Canadian Imperial Bank of Commerce (CIBC)*, Laurentian Bank of Canada*, Bank of Nova Scotia*, Royal Bank of Canada (RBC)*, Toronto-Dominion Bank*, Bank of Montreal*, National Bank of Canada (NBC)*

Meetings: AGMs in April 2025

Background and rationale: 

The 2025 AGM season started with dozens of shareholder resolutions being put to a vote at the Canadian banks. Some of these bear close resemblance to proposals on 2024 agendas and we are sharing our assessment of three ‘types’ of shareholder resolution related to climate change that are appearing on agendas.

We continue to consider that decarbonisation of the banking sector and its clients is key to supporting long-term value for our clients’ portfolios, ensuring that the goals of the Paris Agreement are met, and to enabling value creation more generally through the opportunities presented by the climate transition. Accordingly, we plan to support these types of resolutions, depending always on the specifics of their drafting language and advisory or binding nature.

Summary of resolutions:

1)      Green finance ratio: disclosure of the ratio of clean energy supply financing as a proportion of fossil-fuel energy finance

2)      Client transition plan assessment: disclosure of sector specific scoring metrics for high-risk clients and processes to ensure their transition plans are aligned with the bank’s interim targets

3)      Provide decision-useful sustainability reporting and regular shareholder votes on evolving transition plans

1) Green finance ratio

Our vote intention: FOR the resolution (i.e. against management recommendation) – at CIBC, TD Bank, Bank of Montreal

L&G’s Asset Management business believes that banks and financial institutions have a significant role to play in shifting financing away from ‘brown’ to funding the transition to ‘green’ opportunities. We expect companies to be undertaking appropriate analysis and reporting on climate change matters, as we consider this issue to be a material risk to companies’ long-term profitability and value. Further detail can be found in our sector guide.

These resolutions replicate similar proposals at banks in 2024 and focus on the commercial opportunities arising from the transition. A number of North American banks have since agreed to provide such information and we believe that the remainder would benefit from making similar disclosures. We are therefore supporting these resolutions.

2) Client transition plan assessment

Our vote intention: FOR the resolution (i.e. against management recommendation) – at CIBC

We expect companies to introduce credible transition plans, consistent with their stated emission-reduction commitments and the Paris Agreement goals. In line with our expectations and discussions with the financial sector, we believe shareholders would benefit from additional information to better understand the real-world emissions reduction progress of each bank’s approach and to help the bank appropriately price climate risks, especially at a time where public statements and exclusion commitments become more difficult to provide. We believe such analysis to be material to companies’ long-term profitability and value, and are therefore supporting these resolutions. 

3) Sustainability reporting and shareholder approval

Our vote intention: FOR these resolution (i.e. against management recommendation) – at CIBC, Laurentian Bank, Scotiabank, RBC, TD Bank, Bank of Montreal, National Bank of Canada

As set out in our published corporate governance and responsible investment policy, L&G’s Asset Management business expects companies to undertake appropriate analysis and reporting on financially material sustainability topics including climate change, as we consider these issues to be material risks to companies’ long-term profitability and value. We are therefore supporting asks for additional decision-useful information to help investors correctly price sustainability risks. This is consistent with our rationales published previously regarding climate-related shareholder proposals.

 

Rio Tinto Plc

Meeting: AGM, 03 April 2025

Summary of resolution: Resolution 19 – Approve Climate Action Plan

Our vote intention: For resolution 19 (in line with management recommendation)  

Rationale: 

The mining and diversified metals sector produces minerals that are essential to the energy transition. As such, we believe that long-term, responsible investors, such as L&G, can support these companies as they decarbonise and realise the associated financial opportunities. In August 2024, we published our updated assessment framework for mining companies’ climate transition plans, which sets out our expectations and has formed the framework for our ongoing engagements with mining companies on this topic. 

We have been engaging in detailed and constructive discussions on this topic with the company since voting against its previous Climate Action Plan in 2022, aiming to bridge the remaining gaps, particularly regarding its approach to scope 3 emissions and customer decarbonisation.

Following what we view as substantive progress by Rio Tinto in this area, primarily through enhanced disclosure of its plans to decarbonise its value chains, as well as the clear and quantified actions set out to meet its emission reduction targets, we believe the company’s enhanced strategy closely aligns with our framework above, and should support its decarbonisation journey and the creation of long-term value as the climate transition unfolds. Therefore, we will be supporting resolution 19.

More information on our Investment Stewardship activities can be found on our website: 

https://am.landg.com/en-uk/institutional/responsible-investing/investment-stewardship/