ExxonMobil Attacks Shareholders in 2024 Proxy Statement, References As You Sow an Unusual 13 Times in a Move to Intimidate
FOR IMMEDIATE RELEASE
Media Contact: Sophia Wilson, swilson@asyousow.org, 341-600-1832
BERKELEY, CA – APRIL 12, 2024 – ExxonMobil Corporation recently released its 2024 proxy statement, which includes a United Church Funds shareholder proposal requesting that Exxon report on how a reduced demand for virgin plastic would impact the company’s financial position. The proponent designated As You Sow as its representative.
In its proxy statement, Exxon includes numerous misleading and irrelevant attacks on As You Sow and other organizations, including the Interfaith Center on Corporate Responsibility (ICCR). These attacks appear to be part of a broader Exxon campaign against shareholder democracy, the foundation of American corporate governance.
As You Sow has represented many Exxon shareholders for nearly 15 years on a range of climate-related topics, with the goal of encouraging Exxon to address matters of material risk. Each of these shareholders has been — quite literally — invested in Exxon’s long-term success.
Exxon shareholders have the right, enshrined in state and federal law, to be heard on issues of concern related to the company and its actions. The 14a-8 shareholder proposal process is a crucial tool for shareholders to raise such issues to company management, boards, and other shareholders. Such proposals are especially important to smaller shareholders who lack individual clout but who share common concerns with all shareholders.
“As You Sow has what should be an uncontroversial suggestion to the company: Exxon's management and board — like its shareholders — should consider proposals on their merits, rather than attacking shareholders or assaulting the longstanding rights of company owners or their representatives,” said Danielle Fugere, president and chief counsel of As You Sow.
Exxon’s attacks on the shareholder process appear geared towards eliminating the most basic shareholder property rights that underly capitalism: the board reports to its beneficial owners. Exxon recently sued its shareholders in federal court, arguing that they do not have a legal right to raise the material risks of climate change. Later, Exxon defended its actions by arguing that shareholders with “minimal” holdings should not be permitted to file proposals, an argument that contravenes the very purpose of the shareholder proposal — ensuring that companies are responsive to all of their shareholders, not just large shareholders. In fact, proposals by smaller shareholders that were opposed by the board have frequently garnered strong or even majority shareholder support.
As the Securities and Exchange Commission has recognized in retaining the representation component of the rule, representation of shareholders by organizations like As You Sow plays an important role in shareholder democracy, reducing costs and promoting shareholder rights. Exxon has, in each of the past two years, made unsuccessful attempts in no-action letters to challenge the role of shareholder representatives. The attacks in this proxy statement are a continuation of this aggressive anti-shareholder campaign. Given Exxon's willingness to attack and even sue proponents with whom it disagrees, it should not be surprising that investors opt to make use of a representative to engage with the company.
###
As You Sow is the nation’s leading shareholder representative, with a 30-year track record promoting environmental and social corporate responsibility and advancing values-aligned investing. Its issue areas include climate change, ocean plastics, pesticides, racial justice, workplace diversity, and executive compensation. Click here for As You Sow’s shareholder resolution tracker.