Helping Boards Face Climate Change | Ceres

We think of it differently: climate change creates risks and opportunities in supply chain, operations, product development, compliance, and branding that need to be explicitly and transparently assessed as a part of corporate strategy. We’re uncomfortable with the use of terms like “philanthropy” in this context. But we believe this article is worth reading.

Susan MacCormac, partner with Morrison & Foerster and co-chair of the company’s energy and clean technology groups, tells Corporate Secretary she thinks of sustainability issues in three ways.

The first is as an extension of CSR – a kind of philanthropy involving activities that are not part of a company’s core business but that can be of benefit to the environment or the community. Such activities seldom have board involvement, unless they entail significant expenditures.

The second strand involves the law that has developed over the last five years requiring compliance around supply chains, conflict minerals and – increasingly – ‘integrated reporting’, Mac Cormac observes. This strand of sustainability involves issues on which a company is required to report because they are material to operations and therefore are within the purview of the corporate secretary.

The third area involves how the company’s operations are impacted by ESG issues. ‘And that is core to how the company operates, not the extension of philanthropy and not compliance,’ Mac Cormac points out. In this area – which she calls ‘the meat of the matter’ – the role of the corporate secretary is to determine whether management is focused on the issue, because some aspects of it are operational. The corporate secretary should help the board decide whether it has only an oversight role, or if it needs to take a more active role, Mac Cormac points out: ‘And then you reach the question: if the board has oversight, or active involvement, what does that look like?’

Source: Helping Boards Face Climate Change | Ceres

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