Corporate Governance

2022 Corporate Governance and Executive Compensation Survey - 20th Annual

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Shearman & Sterling LLP 3 | Introduction Does the Company Set a Reduction Target that is Different from Net Zero?* 3 6 2 7 2 1 15% – 25% reduction 30% reduction 40% – 49% reduction 50% – 60% reduction 70% – 75% reduction Upstream net zero Yes 21 * Some companies set multiple target date ranges. a key risk as cyberattacks and data breaches have become more sophisticated, complex and prevalent. Discussions of corporate social responsibility and stakeholder capitalism have led to an increasing focus on the numerous social impacts public companies have and have led to new and complex challenges for boards, complicated by political polarization and the prevalence of social media. The governance challenges in this new era are immense, and the stakes have never been higher. Against this backdrop, the SEC has, in the last 12 months, been extremely active. It has issued numerous rule proposals that would require disclosures that implicate significant governance issues, including mandating disclosures about climate and cyber-related risks and related governance processes. The climate-related disclosures, in particular, are among the most comprehensive and prescriptive rules the SEC has proposed in recent memory and will present unique and challenging issues for companies as they strive to meet the demands of investors with meaningful and accurate disclosures on the potential impacts of climate change and to make progress against commitments for a sustainable future. A number of these developments are discussed in detail in our insights in this 20th anniversary edition of our Survey.

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