Welcome to your roundup – a monthly selection of news hand-picked to keep you up to date with what’s going on for businesses wanting to create positive impact.
In this roundup you can find out what’s new in the B Corp, social enterprise, and impact investing spaces, amongst others, collated under helpful headings. We’ll also share links to resources and information that our expert lawyers have selected as being useful to you and your networks.
British think-tank Demos has published The Purpose Dividend, with the support of B Lab UK, analysing the impact of purpose-led business. The findings include that a purpose-led economy could boost UK GDP by £149bn (7%), create a seven-fold increase in R&D expenditure (around £116bn a year) and a £86bn increase in capital investment, and provide a £5.3bn pay rise for the lowest paid (landing page and highlights). The report argues that the most effective way to realise the necessary reforms would be to amend company law as per the proposed Better Business Act.
Giving Them A Seat At The Table. B Corp interior design business House of Hackney worked with Lawyers for Nature CIC to give Mother Nature and ‘Future Generations’ representation on its board. Following the lead of Faith In Nature, which last year amended its articles of association to ‘give Nature a voice and a vote’, House of Hackney was also inspired by ‘7th Generation Thinking’, where decisions take account of their impact on future generations.
Impact Topic: Purpose & Stakeholder Governance. As part of a content series, B Lab’s Standards Management team explores the ‘Impact Topics’ that form the foundations of the proposed changes to the B Corp certification standards. Among other points, the summary notes two new areas introduced in the proposed updated standards (dividends and stock buybacks (for larger companies) and responsible marketing and communication) and considers how the revised standards relating to ‘Purpose & Stakeholder Governance’ can be responsive to the different contexts in which companies operate.
The Institute of Directors (IoD) has published a speech by Dr Roger Barker, delivered at the NEXT Corporate Governance Conference, Seoul National University: Shareholders or Stakeholders: For whom do directors govern the corporation? (press release). Dr Barker outlines the evolution of the shareholder and stakeholder approaches to governance, the approach taken in certain other jurisdictions, and the move toward businesses pursuing wider purposes than shareholder primacy. For more, the IoD announced the formation of a commission to develop a code of conduct for directors, to help restore public confidence in business. The commission will be chaired by Lord Iain McNicol of West Kilbride and consist of 16 leaders from the worlds of business and public affairs, and will report its findings in April 2024 (commission webpage).
The B Lab Global Insights Team has published research findings indicating that the financial performance and resilience of B Corps is likely to be on par with “ordinary” businesses or potentially doing better on some measures, such as being more likely to grow their workforce and revenue (summary). For more from B Lab Global, a recent blog provided a summary of how the proposed changes to the B Corp certification standards are intended to raise the bar.
Global B Corp Natura &Co has announced its intention to sell the UK-founded brand The Body Shop to Aurelius, a pan-European alternative investment firm. The announcement notes that the move is part of Natura’s strategy to simplify and refocus its operations, and highlights developments within The Body Shop during its time as part of the Natura group, including B Corp certification. For more, The Body Shop CEO Ian Bickley commented on the announcement on LinkedIn.
The Transition Plan Taskforce has announced it is consulting on its sector-specific guidance on climate transition plans (press release). The guides relate to: Asset Managers, Asset Owners, Banks, Electric Utilities and Power Generators, Food and Beverages, Metals and Mining, and Oil and Gas, and the consultation will be open until 29 December 2023.
Environmental law charity ClientEarth has announced that the Court of Appeal has refused to hear its claim against Shell’s board of directors, but notes that the High Court confirmed that directors have a duty to manage climate risk. Bates Wells’ Leticia Jennings and Matilda Graham discuss why the ‘End of the Road’ in this claim may be just the beginning. For more, ClientEarth has, alongside Friends of the Earth and Good Law Project, started an action for judicial review against the government regarding its revised Net Zero strategy that, it is argued, still breaches the Climate Change Act, hinges on unreliable technologies and, therefore, does not constitute a stable solution to climate change.
The BBC reports on a new legislative proposal by Labour MSP Monica Lennon that would make Scotland the first part of the UK to penalise ‘ecocide’ under criminal law, which is currently subject to consultation. The consultation document describes the proposed Bill as seeking to punish wanton destructive acts such as oil spills caused by corporate negligence and environmental pollution, but not individual citizens for everyday activities.
Advised emissions: Towards a climate-aware advisory ecosystem. Bates Wells’ David Hunter and Phillippa Holland explain the concept of ‘Advised Emissions’, why law firms need to start acting on it now, and how clients can help move the needle on creating a climate-aware advisory ecosystem.
The EU Parliament and Council have announced their provisional agreement on updates to EU environmental criminal offences to strengthen ecosystem protection, including in “cases comparable to ecocide” (here), which may involve sanctions for corporates. For more, the EU Parliament and Council have reached agreement on a new law that will set a target for the EU to restore at least 20% of the EU’s land and sea areas by 2030 and all ecosystems in need of restoration by 2050. The deal must be formally adopted by Parliament and Council before publication in the EU Official Journal.
Dealroom.co, Danske Bank Growth and others have published Impact Startups 2023, a report on the state of impact-oriented startups, VC funding, and progress towards the UN SDGs and climate justice. The report’s findings include that, globally, impact startups are worth $2.4trn and have raised $41bn so far this year and that, while VC funding is down (in line with the overall VC market), with all types of private finance combined overall funding this year is expected to be on par with 2021/22. Europe is the region with the highest share of impact funding, and low- and middle-income countries are attracting only a minimal global share despite being home to over 50% of global population and expected to bear the most climate change impact. While climate-related SDGs attract the vast majority of impact investment, startups working to progress social-related UN SDGs are underfunded and we are substantively off-track for achieving these goals. (You can read more about the methodology and terminology behind the report.)
Investing in our future: practical solutions for the UK government to mobilise private investment for economic, environmental and social policy priorities. Sarah Gordon, visiting professor in practice at the Grantham Research Institute and former CEO of the Impact Investing Institute, has authored a new paper with recommendations for government to stimulate private investment into blended finance, where public or philanthropic funding is used as ‘catalytic capital’, to further public policy priorities such as meaningful productivity growth, addressing regional disparities, and meeting Net Zero climate commitments. The report considers past approaches to mobilising private investment (e.g., PFIs) and current approaches to blended finance in the US and EU, and provides case studies to demonstrate how blended finance could be scaled in the UK. The report proposes several ‘enablers’ including a new ‘super-fund’ and regulatory and policy initiatives, such as new guidance on fiduciary duty for institutional investors and new investment incentives.
To Fund a Fund: How funds of funds can unlock more capital for impact. EVPA’s CEO, Roberta Bosurgi, and Knowledge Manager, Gianluca Gaggiotti, consider how ‘impact funds of funds’ are a potential tool for mobilising institutional funding and can play market building and catalysing roles in order to develop the impact investing ecosystem. The authors consider examples from around the world, including the work of UK-based investment fund manager, Snowball.
Are real estate investments really supporting tenants? Big Society Capital has assessed its portfolio of real estate investments to determine whether they are delivering positive impact and concluded that it is helping to address the need for more good quality affordable and social housing. The assessment was made by reference to the Equity Impact Project framework for measuring impact, created by Big Society Capital, The Good Economy, and a number of leading fund managers.
The Impact Investing Institute has published new guidance, Bridging divides: A guide on using catalytic capital for a global just transition, prepared with financial services and capital markets research and consulting firm, Krutham, with the support of the Catalytic Capital Consortium (press release). The guidance describes the landscape for catalytic capital (which is more patient, risk-tolerant, concessionary and flexible than conventional investment) and aims to help catalytic capital providers, including development finance institutions, governments, philanthropic organisations, private investors, and corporations, to mobilise private investment towards a socially equitable net zero transition that accounts for local development needs.
The Autumn Social Enterprise Barometer report, which aims to provide a snapshot of the social enterprise sector’s performance, shows resilience despite financial strains. Profitability has dropped by 10% since January but fewer social enterprises are reporting reductions in staffing, and more are growing staff numbers.
Celebrating Social Enterprise Day, Social Enterprise UK shared data from its upcoming State of Social Enterprise Report (due for publication on 6 December 2023), which show that UK social enterprises have created £1.2bn in profit over the last year and re-invested £1bn to drive progress on their vital social and environmental missions. For more from Social Enterprise UK, the organisation comments on tax breaks announced in the Autumn Statement.
Navigating a Just Transition: What does it mean for Charities and Social Enterprises? Good Finance provides a straightforward explanation of what a ‘Just Transition’ means, how it may affect the sector, and the key role that charities and social enterprises will play in shifting from a carbon-intensive economy to a more environmentally friendly one.
Co-op News reports on the adoption of the San Sebastian Manifesto by nineteen European states at the European Social Economy Conference, organised by the Spanish Ministry of Labour and Social Economy in the framework of the Spanish Presidency of the Council of the EU. The signatory states confirmed their commitment to an ambitious roadmap for the social economy, including supporting existing initiatives such as the implementation of the European Social Economy Action Plan. For more, last month the EU Council announced that ministers had agreed a recommendation on developing framework conditions for the social economy, to promote social inclusion and access to the labour market.
The FCA has confirmed that it is putting in place new Sustainability Disclosure Requirements and an investment labels regime, aiming to improve transparency in the sustainable investment market, which is estimated to be $18.4trn of ESG-orientated assets globally, thereby improving trust and helping to tackle greenwashing.
The FRC has published its annual Review of Corporate Governance Reporting, assessing 100 premium listed companies who are required under the Listing Rules to follow the UK Corporate Governance Code (press release). The findings include that the rate of disclosure on corporate purpose remains high, although good supporting information was often absent and many companies’ purpose statements resembled marketing slogans. Also, little improvement was seen in the reporting on risk assessment and the quality of internal controls, with most companies failing to sufficiently demonstrate robust systems, governance and oversight. There was improvement in reporting on workforce engagement, with some companies showing the beneficial impacts of broadening engagement to include culture, purpose and values. Relevant to s.172 Companies Act 2006 requirements, stakeholder engagement reporting also showed improvement and the FRC noted that it would like companies to build on this by reflecting on how the feedback it receives impacts board decisions.
The FRC also published a policy statement noting that primary legislation to modernise the regulation of audit, corporate reporting and governance has not been prioritised for the next Parliamentary session. Also, the FRC will not be taking forward over half of the original proposals set out in its consultation on revisions to the UK Corporate Governance Code, including those relating to the role of audit committees on environmental and social governance, modifications to existing code provisions around diversity, and resilience statement requirements.
UK set to unveil regulatory regime for ESG ratings industry. The FT reported that early next year the UK government plans to release formal proposals to regulate agencies that evaluate companies’ ESG performance. The aim is to bring oversight to how agencies create criteria and rate companies against them, given that this activity is largely unregulated but impacts upon a substantial sustainable investment market.
The Climate Drive unveils full suite of open resources to unlock supply chain decarbonization. The World Business Council for Sustainable Development has launched new resources for its The Climate Drive initiative, which aims to be the go-to resource for actionable net zero learning for businesses and their suppliers. The new resources announced are: The Net Zero Guidebook produced by Boston Consulting Group and The Carbon Trust, additions to the ‘Action Library’ of decarbonization actions and case studies spanning various sectors, and The Readiness Check, developed with Oxford Net Zero, for businesses to self-assess progress.
Online fashion news platform TheIndustry.Fashion reported that shareholders, including sovereign wealth funds and local councils, may be considering a claim against fast fashion retailer Boohoo regarding a £1bn drop in company value in the wake of modern slavery allegations in 2020. For more, a BBC Panorama investigation into the supply chain practices of Boohoo looks at whether the clothing retailer is meeting its commitments to adopt responsible sourcing practices.
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