To Tackle Climate Crisis and Decarbonize the Country’s Polluting Power Utilities, Comptroller Stringer and the NYC Retirement Systems Call for Independent Board Leadership

(New York, NY) – As a lead signatory of the $1.8 trillion coalition calling on the country’s most polluting power utilities to decarbonize by 2050 to tackle the climate crisis, New York City Comptroller Scott M. Stringer and the New York City Retirement Systems today called on Dominion Energy, Inc., the Southern Company, and Duke Energy, Inc. to require the Chair of the Board of Directors at the companies to be an independent director. In shareholder proposals submitted to the companies for the first time, Comptroller Stringer called for board independence to transform these companies from the country’s biggest contributors to devastating climate change, to net-zero power producers fueling sustainable, long-term growth.

“Climate change is the fight of our lives and the power utilities that have played an outsized role in polluting our planet must step up to protect it. It’s time to turn the page on the fossil fuel infrastructure of the past, and invest in clean, renewable and sustainable power. That’s why our country’s power utilities must commit to decarbonize now, and independence on the board will put us on a path to get there,” said New York City Comptroller Scott M. Stringer. “This is about ensuring sustainable growth for these companies and for our pension system. An independent board chair means stronger oversight that can spur the transformational decarbonization process these companies desperately need.”

An independent Board Chair can provide a balance of power between the chief executive officer (“CEO”) and the Board, and support strong Board oversight of management. In fact, directors on boards with a joint CEO-Chair report being more likely to have difficulty voicing a dissenting view (57% versus 41%) and to believe that one or more of their fellow directors should be replaced (61% versus 47%) according to a 2019 survey by PwC. Having an independent board Chair is also the market standard as the majority of S&P 500 companies have implemented this leading practice.

The shareholder proposals were filed at companies with a long history of failing to have independent board chairs. In fact, except for a brief transition period, Dominion’s Board has been chaired by current or former Dominion CEOs since 1992. The Southern Company’s Board has also been chaired by current or former CEOs since 1995. Duke CEOs have also served as Chair of the Board since 1999, except for two transition periods. Additionally, these companies were targeted because among the largest power utilities by market cap, they stand out for their continued use of coal, their planned expenditures on natural gas, and their below-average use of renewable energy.

In order to prevent catastrophic climate change, it is crucial that the country’s largest power utilities set a target for achieving net-zero emission by, at the latest, 2050. A report from the Climate Majority Project found that just twenty companies generate nearly 50 percent of the U.S. electric power sector’s CO2 emissions. When the initiative first launched, only one company had committed to a net-zero by 2050 target. Following engagement from the Comptroller’s office, three major U.S. utilities – DTE Energy, Duke Energy, and NRG Energy – announced commitments to align with a net-zero target. For companies like Duke with an initial net-zero commitment, independent Board leadership would be particularly useful to oversee the strategic transformation necessary for these companies to capitalize on the opportunities available in the transition to a low carbon economy. Independent Board leadership and strong oversight of business practices could also be the turning point to move away from the status quo, to embrace new, cleaner power technologies, and commit to decarbonization at companies that have yet to set these transformational goals.

Comptroller Stringer serves as the investment advisor to, and custodian and a trustee of, the New York City Pension Funds. The New York City Pension Funds are composed of the New York City Employees’ Retirement System, Teachers’ Retirement System, New York City Police Pension Fund, New York City Fire Department Pension Fund and the Board of Education Retirement System.

In addition to Comptroller Stringer, the New York City Pension Funds’ trustees are:

New York City Employees’ Retirement System: Mayor Bill de Blasio’s Representative, John Adler (Chair); New York City Public Advocate Jumaane Williams; Borough Presidents: Gale Brewer (Manhattan), Melinda Katz (Queens), Eric Adams (Brooklyn), James Oddo (Staten Island), and Ruben Diaz, Jr. (Bronx); Henry Garrido, Executive Director, District Council 37, AFSCME; Tony Utano, President Transport Workers Union Local 100; Gregory Floyd, President, International Brotherhood of Teamsters, Local 237.

Teachers’ Retirement System: Mayor Bill de Blasio’s Appointee, John Adler; Chancellor’s Representative, Lindsey Oates, New York City Department of Education; Debra Penny, Thomas Brown and David Kazansky, all of the United Federation of Teachers; and Natalie Green Giles, Panel for Educational Policy.

New York City Police Pension Fund: Mayor Bill de Blasio’s Representative, John Adler; New York City Finance Commissioner Jacques Jiha; New York City Police Commissioner James P. O’Neill (Chair); Roy T. Richter, Captains Endowment Association; Louis Turco, Lieutenants Benevolent Association; Edward D. Mullins, Sergeants Benevolent Association; Michael Palladino, Detectives Endowment Association; and, Patrick Lynch, John Puglissi, Joseph Alejandro, and Anthony Cacioppo all of the Patrolmen’s Benevolent Association.

New York City Fire Pension Fund: Mayor Bill de Blasio’s Representative, John Adler; New York City Fire Commissioner Daniel A. Nigro (Chair); New York City Finance Commissioner Jacques Jiha;  Gerard Fitzgerald, President, Robert Eustace, Vice President, Edward Brown, Treasurer, and John Kelly, Brooklyn Representative and Chair, Uniformed Firefighters Association of Greater New York; Liam Guilfoyle, Captains’ Rep.; Paul Mannix, Chiefs’ Rep., and Jack Kielty, Lieutenants’ Rep., Uniformed Fire Officers Association; and, Peter Devita, Marine Engineers Association.

Board of Education Retirement System: Schools Chancellor Richard Carranza; Mayoral: Isaac Carmignani, Natalie Green Giles, Vanessa Leung, Gary Linnen, Lori Podvesker, Shannon Waite, Miguelina Zorilla-Aristy; Michael Kraft (Manhattan BP), Deborah Dillingham (Queens BP), April Chapman (Brooklyn BP), Geneal Chacon (Bronx BP) and Peter Calandrella (Staten Island BP); and employee members John Maderich of the IUOE Local 891 and Donald Nesbit of District Council 37, Local 372.

To read the shareholder proposals, click here.

To read the $1.8 trillion investor coalition announcement, click here.

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