Making shareholder rights a lever for the EU transition

The policy brief identifies a gap between the climate commitments of institutional investors and their actual impact on corporate behavior, citing limited transparency and high barriers to shareholder action. It proposes four primary reforms to the Shareholder Rights Directive (SRD) II: introducing a mandatory 'Say on Climate' vote every three years, ensuring legal security for submitting environmental resolutions, increasing transparency requirements for asset owners, managers, and proxy advisors, and lowering the shareholding threshold for submitting resolutions to a maximum of 2% (and 0.2% for large companies).

• There is a significant gap between the climate engagement claims of asset managers and their actual impact, with many strategies lacking clear goals, timelines, and escalation processes. For example, by 2024, only 9% of companies targeted by the Climate Action 100+ initiative had adopted robust short-term GHG reduction targets.
• The document proposes a mandatory 'Say on Climate' mechanism where listed companies must submit climate transition plans for shareholder approval at least every three years, with an annual advisory vote on a detailed implementation report.
• Current legal uncertainties and company refusals to include climate resolutions on agendas—such as TotalEnergies' refusal in 2022—disincentivize investor engagement and reduce its effectiveness.
• Transparency is insufficient across the investment chain: asset owners often lack data on how asset managers vote, and proxy advisors provide limited information on their ESG and climate analysis.
• High shareholding thresholds for submitting resolutions act as a barrier to action. While the SRD II allows a maximum of 5%, the document argues this should be lowered to a maximum of 2%, and further reduced to 0.2% for the largest companies.

APA

Reclaim Finance (n.d.). Making shareholder rights a lever for the EU transition. https://reclaimfinance.org/site/wp-content/uploads/2026/03/Reclaim-Finance-Making-shareholder-rights-a-lever-for-the-EU-transition.pdf

Chicago

Reclaim Finance. Making shareholder rights a lever for the EU transition. n.d. https://reclaimfinance.org/site/wp-content/uploads/2026/03/Reclaim-Finance-Making-shareholder-rights-a-lever-for-the-EU-transition.pdf.

Wikipedia

{{cite report |author=Reclaim Finance |title=Making shareholder rights a lever for the EU transition |url=https://reclaimfinance.org/site/wp-content/uploads/2026/03/Reclaim-Finance-Making-shareholder-rights-a-lever-for-the-EU-transition.pdf |access-date=23 October 2026 |via=Climate Insights Directory}}

BibTeX

@techreport{reclaimfinancendmaking, author = {{Reclaim Finance}}, title = {{Making shareholder rights a lever for the EU transition}}, institution = {Reclaim Finance}, url = {https://reclaimfinance.org/site/wp-content/uploads/2026/03/Reclaim-Finance-Making-shareholder-rights-a-lever-for-the-EU-transition.pdf}, urldate = {2026-10-23}, note = {Indexed by Climate Insights Directory} }