Georgeson publications

Europe: Memo on Virtual-only AGMs across Europe

Georgeson has published a memo examining the evolving landscape of AGM meeting formats across Europe, with a particular focus on the growing discussion around virtual-only AGMs. The memo outlines recent legislative developments, highlights differences across key markets, and explores how issuers are adapting to changing legal requirements and investor expectations around engagement and accessibility.

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UK: Memo on Contested FTSE 350 Remuneration Report Votes from July to September

Georgeson has published a memo with an overview of FTSE 350 remuneration report votes that received more than 20% opposition, from July to September of 2025.

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Spain: Georgeson has published the 5th edition of the Observatory on Executive Director Remuneration

The report presents the main findings of the 2025 AGM season and provides a detailed analysis of the concerns and demands of institutional investors and proxy advisors regarding remuneration practices at Spanish listed companies. The publication of the report was covered by El Economista, Europapress, and Press Digital.

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Spain: Georgeson has published the 15th edition of the Georgeson Cuatrecasas Guide

Fifteen years have passed since we released our first report, "Corporate Governance and Institutional Investors," which was created to help Spanish listed companies prepare their annual general meetings by anticipating investor and proxy advisor demands. To mark the anniversary, the guide offers a retrospective study of key corporate governance issues, extending beyond the most recent AGM season for Ibex‑35 and Top 40 Continuo companies.
The publication of the report was covered by Expansión.

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Georgeson in the media

Global: Computershare’s Aaron Bertinetti was quoted in Reuters’ article titled “Under pressure, proxy adviser Glass Lewis to end benchmark recommendations”

Aaron Bertinetti, CEO of Investor Engagement, North America for Computershare, a business that includes shareholder outreach and investor relations, said he expects both functions will become more important as the blocs of investor votes formed by proxy adviser recommendations become smaller. Previously, companies could easily identify which investors they should try to influence. "Now the influence is getting dispersed and much harder to track," Bertinetti said.

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Australia: Georgeson’s Paul Murphy was quoted by FS Sustainability in their coverage of the Investor Group on Climate Change (IGCC) 2025 Summit, held in Sydney on 16 and 17 October.

Georgeson Head of Governance and ESG Advisory for APAC Paul Murphy said there is a need for more collaborative approaches through scenario analysis.

"Scenario analysis was introduced because it is such an important strategic tool, but it then has become a checkbox, a benchmarking exercise, inevitably," Murphy explained, saying disclosure can "get very adversarial."

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US: Georgeson’s Rajeev Kumar is quoted in Diligent Market Intelligence’s report titled Executive Compensation in 2025

The average tenure for an S&P 500 CEO currently stands at seven years, according to DMI Governance data. Those at the helm facing increasing pressure to deliver or walk away, Georgeson’s Senior Managing Director Rajeev Kumar told DMI. “CEOs are being replaced at a higher rate. Turnover is at its highest since around 2005,” he said.

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Georgeson events

Spain: Georgeson will be presenting its annual study with Cuatrecasas in Barcelona on 12 November

Following the success of the presentation held in Madrid on 22 October, we are pleased to invite you to the presentation of the latest edition of the annual study by Georgeson and Cuatrecasas, taking place in Barcelona on 12 November. This report analyses investor behaviour during the most recent proxy season and highlights the key challenges for 2026, helping listed companies prepare for their upcoming annual general meetings.

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Germany: Georgeson’s Matthias Nau will be presenting at Computershare’s HV Management Seminar 2025 on 19-20 November

Matthias Nau, Georgeson’s Head of Market for DACH, will be discussing global regulations and their impact on European markets, institutional investors, and the 2026 proxy season.

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Australia: Georgeson’s Paul Murphy moderated a panel at the 2025 Corporate Sustainability for Investor Relations Update conference run by the Australasian Investor Relations Association on 30 October

Paul Murphy, Georgeson’s Head of Governance & ESG Advisory for APAC, moderated a panel titled “Investor Expectations and Stewardship Dialogue”. The panel covered key themes in stewardship including climate, modern slavery, biodiversity; as well as structuring IR-led ESG engagements, post-engagement reporting to boards, and framing honesty and progress over perfection (how to avoid greenwashing and greenhushing).

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Australia: Georgeson’s Paul Murphy spoke on a panel at the Governance Institute of Australia’ Governance Leadership Conference on 8 September in Sydney

The panel was titled “The future of ESG” and covered:

  • How has the ESG discussion shifted in the last two years.
  • The politics vs realities of DEI – what comes next.
  • Impact on people, services and customer engagement.
  • How technology is helping address the climate and nature-positive strategy and action.

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Europe: Georgeson’s Cas Sydorowitz spoke at the ICGN Conference in Milan on 22 October

Georgeson’s Global CEO, Cas Sydorowitz, interviewed Ambassador Stefano Pontecorvo, the Chair of Leonardo S.p.a for a discussion titled “Finding the Right Balance: The Role of the Chair: Hosted by Georgeson”

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Market updates

Shareholder activism

PepsiCo chief under pressure as activist Elliott pushes for change

The Financial Times reports that PepsiCo CEO Ramon Laguarta is facing scrutiny after activist investor Elliott Management acquired a US$4bn stake and urged changes to improve the company’s performance. Elliott’s proposals highlight slowing North American sales, a complex product portfolio, and structural differences with rival Coca-Cola, suggesting divestitures and governance adjustments. Investors are watching how Laguarta, who has led the company since 2018, will respond as PepsiCo reviews the hedge fund’s recommendations.

Starboard builds stake in Keurig Dr Pepper after unpopular Peet’s deal

The Financial Times reports that activist investor Starboard Value has taken a stake in Keurig Dr Pepper (KDP) following the company’s announcement of a €15.7bn all-cash deal to acquire European coffee group JDE Peet’s and plans to split its coffee and soft drink businesses. The deal, financed through a large bridge loan, led to a more than 25% drop in KDP’s share price amid concerns over debt and perceived benefits to major shareholder JAB Holdings. Starboard is engaging privately with KDP’s management to discuss improving performance and restoring investor confidence.

Rail operator CSX ousts chief executive after activist pressure

The New York Times reports that CSX has replaced its CEO, Joe Hinrichs, with former Linde chief executive Steve Angel following pressure from activist investor Ancora Holdings for a leadership change and potential merger. Ancora urged CSX to explore combining with another major railroad after Union Pacific and Norfolk Southern announced plans to merge. The leadership shift signals CSX’s intent to focus on strategic opportunities and shareholder value, as the company’s operations recover from recent disruptions.

Travis Kelce teams up with investor for activist campaign at Six Flags

The Wall Street Journal reports that activist hedge fund Jana Partners and NFL star Travis Kelce have taken a roughly 9% stake in Six Flags, worth about US$200 million, aiming to revitalise the struggling theme park operator. The investor group is calling for improvements in marketing, technology, and customer experience, along with potential leadership changes or a sale to boost shareholder value. News of the investment sent Six Flags’ shares up 18%, as Kelce’s involvement is expected to bring fresh visibility and energy to the brand.

James Hardie chairwoman Anne Lloyd dumped in wave of shareholder anger

The Australian Financial Review reports that James Hardie chairwoman Anne Lloyd, along with two other directors, was voted off the board by shareholders in a backlash over the AU$14 billion Azek acquisition, faltering growth, and lowered executive bonus hurdles, with 67.3% opposing Lloyd. The vote reflects growing investor frustration over major decisions made without shareholder approval, including plans to move the company’s listing overseas. Despite the turmoil, Azek’s former CEO Jesse Singh secured strong backing, and the company also faced a second strike on its executive remuneration report.

Environmental & Social

Net-Zero Banking Alliance folds after mass exodus by members

Reuters reports that the Net-Zero Banking Alliance, formed in 2021 to guide banks in cutting carbon emissions, has voted to cease operations following member withdrawals and US political pressure over antitrust concerns. Despite its closure, the group’s decarbonisation frameworks and resources will remain publicly available for banks to use. The move mirrors similar dissolutions among other climate-focused financial alliances, prompting concern from environmental advocates about weakened accountability in the sector’s climate commitments.

ESG might be more resilient than critics expect

Florian Berg, Principal Research Scientist and lecturer and MIT Sloan School of Management, wrote an opinion piece for the Financial Times arguing that despite major banks and investors pulling back from formal climate alliances amid political and regulatory pressures, corporate and investor engagement with climate issues remains strong. The number of companies reporting on carbon emissions and climate risks has surged, and demand for ESG data has grown sharply, with global sustainability fund assets reaching US$3.5 trillion. New international reporting standards are also gaining broad adoption, suggesting that corporate climate efforts are likely to endure despite recent setbacks.

Climate scientists and Republican lawyers are taking aim at Big Tech’s emissions

The Wall Street Journal reports that The Greenhouse Gas Protocol, the global standard for carbon accounting, is proposing major changes to how companies report their energy-related (Scope 2) emissions – a shift that could undermine Big Tech’s claims of operating on clean energy. The revisions would limit the use of renewable energy certificates (RECs), which allow companies like Google, Amazon, Microsoft, and Meta to offset fossil fuel use by purchasing credits elsewhere, and instead require detailed, location- and time-based reporting of energy consumption. Supporters say the change will improve transparency and accuracy, while critics warn it could disrupt billions in clean-energy investments and reshape how companies demonstrate progress toward net-zero goals.

Global

Glass Lewis to end benchmark voting recommendations on proxy issues

The Financial Times reports that proxy advisory firm Glass Lewis will end its practice of issuing single voting recommendations and, from 2027, will offer clients multiple perspectives—focused on management, governance, activism, or sustainability—allowing shareholders to tailor votes to their priorities. The move follows criticism from US Republicans over ESG and diversity guidance and mirrors a similar shift by rival Institutional Shareholder Services. Glass Lewis said the change reflects growing divergence between US and European investors and aims to give clients more control while reducing accusations of ideological bias.

ISS Governance launches open comment period for proposed 2026 Benchmark voting policy changes

ISS Governance has opened a public comment period, running until 11 November 2025, on proposed updates to its 2026 ISS Benchmark voting policies. The proposals cover 19 policy areas across regions, including US executive and director compensation, capital structures with unequal voting rights, definitions of in-person shareholder meetings in Europe, and board independence in Japan. Feedback from investors and market participants will help shape the final policies, which are expected to be announced in late November 2025 and take effect for shareholder meetings from 1 February 2026.

CEOs don’t call the shots

The Financial Times reports that new CEOs often face far greater challenges in the boardroom than in running day-to-day operations, needing to navigate multiple directors, activist shareholders, regulators, and media scrutiny, which frequently leads to conflict and surprises. Success now depends less on decisiveness and more on diplomacy, influence-building, and aligning competing interests, with early investment in board relationships being critical. Many CEOs feel unprepared for these demands, contributing to shorter tenures and the rise of “one-and-done” appointments, while companies that provide mentoring, handovers, and stakeholder engagement enjoy greater stability at the top.

The company founders who think they need not one but two successors

The Wall Street Journal reports that many founders opting to step down are increasingly choosing co-CEOs to succeed them, believing two leaders can better handle the wide-ranging responsibilities they accumulated, though the arrangement remains rare and often short-lived. While some co-CEO setups—like Netflix and KKR—succeed when roles are clearly defined, others fail due to power struggles, with the median co-CEO tenure only 2.6 years compared to 5.6 for solo CEOs. Despite the risks, research suggests co-CEO companies can outperform peers in shareholder returns, and the model can also help boards manage succession and retention challenges.

European developments

EU to water down climate rules ahead of leaders’ summit

The Financial Times reports that the European Commission is proposing to relax several EU climate rules ahead of a summit, including exempting small farmers from the deforestation law, revising carbon pricing for homes and cars, and allowing limited use of carbon-neutral fuels in vehicles, amid concerns from member states about economic costs. While some countries like France and Germany push for more flexibility, Scandinavian nations and others urge the EU to maintain its climate ambitions, highlighting tensions over the pace and scope of the Green Deal. Critics warn that weakening these rules could undermine Europe’s global leadership on climate action ahead of COP30.

US, Qatar criticise EU climate reporting law in letter to member states

The Wall Street Journal reports that the US and Qatar jointly urged EU leaders to repeal or amend the Corporate Sustainability Due Diligence Directive (CSDDD), warning that it could disrupt LNG exports, trade, investment, and energy affordability for European consumers. The directive, aimed at making large companies address human rights and environmental impacts, has faced criticism from global businesses for its potential economic consequences. The European Commission acknowledged the concerns but said it is already working to streamline the rules, while parliamentary talks on the matter have been delayed until 13 November.

UK

IA drops shareholder dissent register on government instruction

IPE reports that the UK’s Investment Association will discontinue its Public Register tracking shareholder opposition to company resolutions, following a government request to remove duplication with the UK Corporate Governance Code, which already requires companies to report and consult shareholders when 20% or more vote against a resolution. The IA said the register had achieved its goal of promoting shareholder engagement, while critics argue that its removal, alongside other governance changes, signals a broader reduction in transparency and accountability. Lobbying by industry groups, including the Capital Markets Industry Taskforce, has pushed for these changes to support London’s competitiveness as a global capital market.

AstraZeneca to elevate New York listing in blow to London

The Financial Times reports that AstraZeneca plans to list its shares directly on the New York Stock Exchange, elevating its presence in the US, its largest overseas market which accounts for nearly half of sales, while retaining its primary listing in London. The move strengthens access to US investors and deeper liquidity, but underscores the company’s pivot toward the US, raising concerns in the UK about the city’s appeal as a global listing venue. While AstraZeneca keeps its headquarters and regulatory base in the UK, the shift highlights London’s diminishing influence over one of the country’s biggest firms.

UK accounting watchdog to ease its probes of audit firms

The Financial Times reports that the UK accountancy regulator, the Financial Reporting Council (FRC), plans to streamline its enforcement of auditors in response to complaints about lengthy and burdensome investigations. From July next year, the FRC will raise the threshold for opening investigations and introduce faster, proportionate procedures, including early admissions and accelerated reviews, while keeping oversight powers for serious cases. The changes mark a shift toward a more industry-friendly approach after years of tougher scrutiny following the Carillion collapse.

Archie Norman to stay at Marks and Spencer until 2029

The Financial Times reports that Marks and Spencer will extend Archie Norman’s term as chair until 2029, exceeding the usual nine-year limit under UK corporate governance guidelines, as the retailer continues its turnaround. Norman, who has led the company’s food and clothing business recovery and navigated a major cyber-attack, has strong support from the board and investors. The extension is seen as crucial for maintaining continuity during M&S’s ongoing “Reshaping for Growth” strategy.

Britain is inviting its companies to emigrate

The Financial Times reports that the London Stock Exchange received a boost when Texas-based AI data centre developer Fermi completed a secondary listing in London shortly after its New York IPO, highlighting the potential of foreign companies for the UK market. However, UK rules currently favour non-British firms for secondary listings, creating a disadvantage for domestic companies that might otherwise list in New York, which could encourage them to relocate abroad. Observers argue that London could benefit from promoting dual listings with the US while ensuring strong regulation, rather than discouraging UK firms from participating.

France

Corporate sustainability reporting: AMF draws listed companies' attention to ESMA's 2025 recommendations

In 2025, the AMF highlighted ESMA’s recommendations for listed companies’ sustainability reporting, marking the second year of application of the Corporate Sustainability Reporting Directive (CSRD) and the first year that European regulators will supervise these disclosures. ESMA emphasises two key priorities: ensuring robust materiality assessments that identify principal sustainability impacts, risks, and opportunities, and maintaining transparency in the scope and structure of sustainability statements, including alignment with financial reporting and coverage of the value chain. The guidance also reflects ongoing regulatory updates, such as the CSRD “quick fixes” to ESRS standards and postponed implementation for certain companies.

Leaders face the imperative of sustainable and humane governance (“Les dirigeants face à l'impératif d'une gouvernance durable et humaine”)

Les Echos reports that business leaders in France are facing an urgent need for sustainable, human-centered governance to navigate political, economic, and geopolitical instability. They must act as a stabilising force amid threats such as volatile taxation, potential European conflicts, and tensions between China and Taiwan, which could significantly impact global GDP. This environment demands faster strategic decision-making and careful attention to weak signals to anticipate and mitigate shocks.”

Netherlands

Institutional investors call for more transparency on impact of geopolitical risks and AI

Eumedion’s 2026 Focus Letter urges Dutch listed companies to be transparent in their upcoming annual reports about geopolitical and macroeconomic risks, as well as the responsible use of AI. Companies are expected to explain how they identify, manage, and mitigate risks such as supply chain disruptions, cyber threats, and economic uncertainties, while also outlining their AI governance, ethical frameworks, and potential risks and opportunities. In addition, Eumedion emphasises the continued importance of high-quality sustainability statements in line with EU reporting standards.

Italy

Reform of Consolidated Financial Act and Civil Code: New Rules on Takeover Bids, Governance, and Capital Markets

Il Sole Ore reports that the government has approved a draft decree amending the Consolidated Finance Act (TUF) and the Civil Code to make Italy’s capital markets more attractive, simple, and modern. Key changes include a single 30% threshold for mandatory takeover bids and a reduction from 12 to 6 months for calculating the offer price. CONSOB gains new powers to manage rumors and procedural simplifications. On the corporate side, the reform grants greater statutory autonomy to newly listed companies and SMEs, introduces flexibility in governance rules, and facilitates mobility between regulated markets and MTFs. Changes have been also introduced to better align disclosure requirements with EU regulations, addressing, for example, certain provisions related to the remuneration report, the corporate governance report, as well as the procedures for participation in shareholders’ meetings. Finally, the reform updates the provisions of the Civil Code regarding administration and control systems, eliminating the previous implicit preference for the traditional model and introducing an autonomous framework for the three models (traditional, one-tier, and two-tier).

Leonardo, Thales and Airbus sign agreement. From shareholdings to objectives, this is the new alliance

Il Sole Ore reports that Leonardo, Airbus, and Thales signed a memorandum of understanding to merge their space activities, creating a joint entity to strengthen Europe’s strategic autonomy in space. Airbus will hold 35%, Leonardo and Thales 32.5% each, with balanced governance. The new company aims to accelerate innovation, offer integrated solutions, and compete globally, expecting synergies of several hundred million euros annually from year five. It will employ about 25,000 people, generate €6.5billion in annual revenue, and manage a large order backlog.

Marco Giordani new managing director of Prosieben

Il Sole Ore reports that Marco Giordani, CFO of MFE–MediaForEurope, has been appointed CEO of ProSiebenSat.1, replacing Bert Habets, who will remain as senior advisor until year-end. MFE, which controls 75.6% of the German media group, also announced Bob Rajan as the new CFO, succeeding Martin Mildner. Governance adjustments may follow to ensure independence and continuity. The Supervisory Board highlighted Giordani’s operational and financial expertise and Rajan’s experience in transformation as key to accelerating ProSiebenSat.1’s strategic shift and growth.

Spain

The CNMV provides information on certain aspects of the organic law on gender-balanced representation and equal presence of women and men

The Spanish National Securities Market Commission (CNMV) has published a Q&A document to clarify how listed companies and other public interest entities should apply the rules on gender balance in boards and senior management under Article 529 bis of the LSC. The guidance outlines interpretative criteria on meeting the 40% gender representation target, transparency requirements, and the timeline for implementation. It also explains the CNMV’s supervisory and support powers, with the document set to be updated as new questions arise.

Spain introduces mandatory climate disclosure: What companies must report under Royal Decree 214/2025

ISS writes that Spain has introduced Royal Decree 214/2025 as part of its Climate Emergency Plan, requiring companies and public entities to disclose greenhouse gas emissions and publish emission reduction plans starting in 2026. The law applies to large companies operating in Spain and aligns with EU and Paris Agreement climate goals, aiming for climate neutrality by 2050. By making climate disclosures mandatory ahead of EU-wide rules, the decree pushes firms to establish credible targets and transition plans, with Scope 3 reporting to follow for public entities from 2028.

Market verdict: BBVA gains €5.4 billion and Sabadell loses €1.1 billion after the end of the takeover bid but remains confident in its standalone future

El Español reports that analysts focus on dividends, profitability and the standalone results that BBVA and Sabadell will each achieve. After the takeover bid failed, BBVA shares rose almost 6% while Sabadell’s fell about 6.8%. The market has already issued a first verdict on the outcome, and expectations centre on how each bank will manage shareholder returns and generate sustainable results independently.

Switzerland

Switzerland's new beneficial ownership reporting regime to affect trustees

STEP wrote about how Switzerland’s parliament has approved a new Federal Act on the Transparency of Legal Entities and the Identification of Beneficial Owners, likely to come into force in 2027, which will replace the 2015 rules and impose stricter reporting duties on Swiss companies, certain foreign legal entities, and trustees. The law requires entities to identify and report beneficial owners to a government transparency register, maintain up-to-date records, and ensure cooperation from owners and third parties, with intentional non-compliance punishable by fines up to CHF 500,000. Access to the register will be restricted to Swiss authorities and certain financial intermediaries, while some entities, such as sole proprietorships, certain partnerships, and listed companies, are exempt.

Ethos publishes its Engagement Paper on nature

Ethos has published an Engagement Paper outlining its expectations for companies to manage and reduce their impact on biodiversity, positioning nature loss as a crisis on par with climate change. The document provides a framework for shareholder dialogue and sets out seven key expectations, including adopting science-based targets, following the TNFD framework, and developing nature transition plans. Ethos urges companies to address their dependencies and impacts on nature to mitigate financial and operational risks while contributing to a sustainable economy, with biodiversity set to become a key focus of shareholder engagement in 2026.

Denmark

Novo Nordisk to shake up board after obesity-market challenges

The Wall Street Journal reports that the Novo Nordisk Foundation, which controls the Danish drugmaker behind Ozempic, has forced a major overhaul of the company’s board amid frustration over its weakened position in the fast-growing obesity drug market. Seven directors, including Chairman Helge Lund, will step down, with former CEO and current foundation chair Lars Rebien Sorensen set to take over as chairman. The shake-up follows falling US market share, pressure to cut drug prices, and a 60% drop in Novo Nordisk’s share price since mid-2024, as the foundation seeks faster action to regain competitiveness against Eli Lilly and compounded drug makers.

North American developments

United States

Retail investors finally earn a voice at Exxon

The Wall Street Journal’s Editorial Board argues that ExxonMobil’s new retail voting program enhances, rather than undermines, shareholder democracy by empowering individual investors who often lack the time or resources to vote on corporate matters. It allows retail shareholders to set standing voting preferences, typically aligning with company boards, while maintaining the flexibility to override or opt out. The author contends that critics misrepresent the initiative, which primarily counters the dominance of activist investors and large asset managers in corporate voting.

Citi board names Jane Fraser as chair and awards her US$25mn bonus

The Financial Times reports that Citigroup has named chief executive Jane Fraser as chair of its board and awarded her a US$25mn bonus, marking a significant consolidation of power as she leads the bank through a major restructuring. The move signals board confidence in Fraser’s strategy to simplify and refocus Citi, which has cut 20,000 jobs and seen its shares rise more than 50% over the past year. Her dual role aligns Citi with peers like JPMorgan and Goldman Sachs, as the bank seeks to sustain momentum following years of underperformance since the 2008 financial crisis.

The SEC’s class act on class actions

The Wall Street Journal reports that the Trump-era SEC has clarified that it will not block IPOs from companies that include arbitration clauses or class-action waivers in their bylaws, reversing the Obama administration’s informal opposition to such provisions. The move is intended to reduce costly shareholder lawsuits that many companies view as a deterrent to going public. Supporters argue it restores corporate freedom and limits the influence of plaintiff attorneys, while critics see it as weakening investor protections.

Tesla shareholders urged to reject Musk’s US$1 trillion pay package

The Wall Street Journal reports that ISS has recommended that Tesla investors vote against CEO Elon Musk’s proposed US$1 trillion pay package and a plan for Tesla to invest in Musk’s AI venture, xAI. ISS criticised the “astronomical” scale and design of the compensation plan, despite its performance-based structure, and raised governance concerns about potential conflicts of interest. Tesla’s board defends the award as essential to retaining Musk’s leadership as the company expands into AI and robotics, but the vote could test investor support amid broader scrutiny of Musk’s influence.

Exxon Mobil sues California over looming climate disclosure rules

The Wall Street Journal reports that Exxon Mobil has filed a lawsuit against California, arguing that new rules requiring disclosure of climate risks and greenhouse gas emissions violate the company’s free speech by forcing it to adopt frameworks it disagrees with. The rules, under SB 253 and SB 261, mandate large companies doing business in California to report emissions and climate-related financial risks, even if based overseas. Exxon claims it already voluntarily reports such information and opposes being compelled to convey a “message” it considers misleading, while California officials insist the rules promote transparency.

APAC developments

Japan

Japan’s succession crunch fuels a private-equity boom

Market Groups reports that Japan’s aging, family-owned SME base—strained by scarce successors and inheritance taxes up to 55%—is powering record private-equity deal flow, with annual value topping ¥3T (US$20B) for four straight years and PitchBook showing activity up 30% to US$29.19B. Over 90% of SMEs are family-run and succession cases now drive ~65% of buyouts; by 2025, some 1.27 million owners aged 70+ are projected to lack heirs. Cultural resistance to selling has eased as successful deals (e.g., KKR’s 2013 Panasonic healthcare carve-out, later PHC’s 2021 IPO) and reforms—outside directors, ROE pressure from the TSE—normalise PE ownership and spur corporate carve-outs. Labour shortages (the “Employment Ice Age”), a weak yen, LP demand, and low rates add momentum, though Bain warns abundant capital risks overpaying; still, PE equals just ~0.4% of GDP (vs. 1.3% US, 1.9% Europe), leaving ample runway as PE becomes a key bridge for firms without successors.

Investors press Toyota on transparency in Toyota Industries buyout

Reuters reports that global asset managers led by the Asian Corporate Governance Association urged Toyota to disclose full valuation details for its planned take-private of Toyota Industries—alongside Toyota Fudosan and Chairman Akio Toyoda—criticising an “opaque” process and minority-shareholder safeguards. The offer price of ¥16,300 per share (about a 23% premium, below the ~44% average) and the treatment of some Toyota affiliates as “independent” could let the deal pass with support from only ~42% of minorities, they warned. With Japan’s governance reforms and cross-shareholding unwinds in focus, investors also queried conflicts tied to Toyoda’s direct investment. Toyota Industries’ shares trading above the offer suggest hopes for a higher bid, while the tender—once eyed for December—is now expected in February or later pending regulatory approvals.

China

Chinese stocks race ahead as reforms take hold

The Financial Times reports that Chinese stocks are surging, with the MSCI China index up 35% this year—outperforming global equities by the widest margin since 2017—driven by government efforts to stabilise markets, improve corporate governance, and promote stock ownership over real estate. While domestic investors are increasingly participating, foreign investment remains muted due to lingering scepticism over Beijing’s control and US-China tensions. Despite this, reforms and stimulus measures are gradually making Chinese equities a more credible and attractive option for long-term investors.

China’s next-decade energy transition: Big targets, awaited details

Bloomberg reports that investors are watching for concrete roadmaps after President Xi’s UN pledge to cut net emissions 7–10% from peak by 2035 and lift wind-solar capacity to 3,600 GW. While Amundi’s Frank Tsui welcomes the ambition, he says clarity on timelines, local-government coordination, and green-finance incentives is crucial to judge feasibility. Markets viewed the targets as conservative, with clean-energy stocks little moved; further specifics are expected in China’s updated NDC and agency follow-ups. Analysts see solar additions slowing and profitability constrained, while Morgan Stanley expects wind to outpace solar on superior returns (flagging Sinoma Science & Technology and Jiangsu Zhongtian Technology). China still leads global renewables investment (US$169B in 1H, 44% of the total) and plans to more than double energy-storage capacity within two years, with potential upside from targets across the broader clean-tech and grid value chain.

China’s consumer subsidies: Short-term lift, long-term hangover

Reuters reports that China’s 300 billion yuan (≈0.2% of GDP) consumer-goods subsidies spurred big-ticket purchases—refrigerators +48.3% y/y, EVs +34.9%, audio-visual gear +26.8% in the first nine months—contributing an estimated 0.5pp to growth, but front-loaded demand is now fading as households like Dr. Lisa Zhu have “bought ahead.” Analysts warn of a payback effect, with Nomura forecasting a ~20% y/y drop in appliance sales and a 2% decline in autos in Q4, echoing on-the-ground slumps (one shop’s monthly sales fell from 13 m to 3 m yuan). While Beijing touts the policy’s near-term boost, critics argue it doesn’t raise incomes or sustainably lift consumption—already lagging GDP growth amid a supply-heavy, export-reliant economy and deflation pressures. Morgan Stanley suggests shifting support to services (vouchers for dining, travel, entertainment) to avoid demand cliffs and create jobs, and pushing structural reforms to tilt the model toward household welfare. Economist proposals include raising rural and migrant social-welfare accounts toward 1,000 yuan/month (from as low as 143), which could lift consumption from ~40% to ~45% of GDP within five years (>US$10 trn). Without such changes, the subsidies risk turning from tailwind to headwind as 2026 approaches and retailers brace for weaker sales.

Hong Kong

Webb-Site Bids Farewell as David Webb Moves to Substack

Hong Kong’s best-known activist investor David Webb will shut down his watchdog site, Webb-site.com, on 31 October, ending public access to the database he launched in 1998 to push market transparency. In a blog post, the 60-year-old Briton—who has prostate cancer—cited declining health as the reason, reflecting on a career spent both criticising and profiting from Hong Kong’s lax governance (he has estimated ~20% annualised returns from 1995–2019). After a public farewell talk at the Foreign Correspondents’ Club in May, Webb says he’ll continue occasional commentary on Substack, adding that aside from his family, running Webb-site and campaigning for better corporate and economic governance has been the joy of his life.

Fintech as a catalyst for Hong Kong’s financial hub ambitions

The South China Morning Post reports that Broadridge CEO Tim Gokey says wider adoption of technology—spanning electronic proxy voting, private-debt platforms, and distributed-ledger repos—can bolster Hong Kong’s bid to be Asia’s leading financial hub by deepening connectivity with mainland China and global markets, enhancing corporate-governance transparency, and spurring product innovation. He notes recent Hong Kong–mainland steps to enable cross-boundary bond repos, argues that digitised, app-based voting can engage retail investors across jurisdictions, and highlights Broadridge’s global proxy reach (covering ~80% of US listed shares via >1,000 intermediaries) alongside an AI-driven, rules-based voting tool for institutions. Broadridge has doubled its Asia team to nearly 500 (80+ in Hong Kong), is expanding cloud solutions for private debt lifecycle management, and sees opportunities in tokenised assets and DLT-based clearing and settlement to meet market and regulatory momentum.

Australia

NAB challenged by investors on deforestation risk in agri-lending

The Australian Financial Review reports that National Australia Bank (NAB) is set to face its first shareholder resolution on nature-related lending risks at its December AGM, driven by over 100 activist investors coordinated by the Australian Conservation Foundation (ACF). The resolution seeks disclosure of NAB’s financing to agribusinesses involved in deforestation and a strategy to align lending with global environmental standards, following ACF findings that NAB had financed more deforestation-linked loans than other major banks. While NAB says it is acting on recommendations to manage deforestation risk, critics from agricultural groups dispute the claims, highlighting tensions between environmental accountability and farming regulations.

Cannon-Brookes rejects AGL climate plan, demands faster action

The Australian Financial Review reports that tech billionaire Mike Cannon-Brookes’ private company, Grok Ventures, voted against AGL Energy’s 2025 climate plan, criticising it as only a modest improvement over the 2022 plan and insufficiently aligned with Paris Agreement goals. Holding 10.4% of AGL, Grok urged faster action on emissions reductions and renewable energy, highlighting shareholder frustration with the pace of Australia’s energy transition. While the plan was largely supported by proxy advisers and mainstream investors, activist groups see the vote as a clear signal that AGL needs to accelerate its decarbonisation efforts.

Festering ASX listing rules are well past their use-by date

The Australian Financial Review reports that the ASX’s listing rules, introduced in 2017, are widely seen as inadequate, allowing companies to bypass shareholder approval for major transactions, sometimes with reckless disregard for investors. A 2025 review led by CEO Helen Lofthouse aims to overhaul the rules, with proposals such as requiring shareholder approval for share issuances exceeding 25% of existing capital, aligning Australia with global standards. The review presents an opportunity to strengthen investor protections, particularly around mergers and acquisitions, and must be completed urgently to restore confidence in the market.

CSL faces second strike as proxy advisers warn over executive pay

The Australian Financial Review reports that CSL faces the risk of a second strike at its AGM after a controversial restructure and executive pay plan wiped billions from its value, with advisory firm Glass Lewis recommending shareholders vote against CEO Paul McKenzie’s AU$9 million pay. Investor backlash stems from job cuts, underperforming acquisitions, and weak returns, though the board has adjusted long-term bonuses and insists it is addressing shareholder concerns. While 26% of votes opposed the plan last year, narrowly triggering a first strike, some advisory firms still support the board, avoiding calls for a full board spill.

Reviving shareholder-centric governance can save the ASX

The Australian Financial Review reports that ASX Limited plans to disband the long-dormant Corporate Governance Council and take direct control of corporate governance principles, a move seen as necessary but not sufficient to fix deeper market dysfunctions. Critics argue that stakeholder-centric governance has diluted shareholder authority, misaligned incentives, and contributed to corporate underperformance and scandals, with ASX itself showing governance failings. While the overhaul could improve accountability, a full return to shareholder-focused principles is needed to restore the strength and credibility of Australia’s public markets.

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