RBC clearly states the role of its Governance Committee in the nomination process for directors. It discloses the several sources used to form the candidate pool, the interview process, how candidate bona fides are checked, and the board and shareholder approval process.

Prudential uses a matrix to disclose each director’s qualifications and experience, including environmental, sustainability, and climate change skills (which three of 13 directors have).

BHP, an Australian multinational mining, metals, and natural gas public company, explains why the company deemed a nominee for director (the company chair, in this case) as independent, despite what might seem to be a compromise of independence. BHP states that the company with which the chair is associated (an advisory firm) is precluded from providing advisory services to BHP.

The excerpt shows that Coca-Cola recognizes the importance of gender and wider diversity and disability equality in its workforce. It believes that a more diverse, equitable, and inclusive workplace makes the company stronger and builds a sense of belonging in its workforce.

Citigroup Inc. “Citi,” which operates in more than 100 countries around the globe, is committed to ensuring that its Board is composed of individuals whose backgrounds reflect the diversity represented by its employees, customers, and stakeholders.

Board nominations submitted to the annual meeting of shareholders take into consideration the diverse communities and geographies in which Citi operates.

The excerpt shows how health care company Abbott recognizes and builds its diversity, equity, and inclusion culture and different networks aiming to attract and retain diverse employees.

This example describes and distinguishes the roles of Mastercard’s management and board on sustainability matters. It distinguishes board responsibilities, board delegations to board committees, and the senior management responsibilities.

The example shows the board of Mexican precious metals mining company Fresnillo’s new developments and focus areas in its governance approach, including health and safety, climate change, energy efficiency, diversity, and workforce engagement.

The diagram shows the company’s four main board committees and explains their main responsibilities. The board of directors of Poh Kong Holdings Berhad, a Malaysia-based investment holding company and supplier of jewelry and precious metals, recognizes the importance of protecting both shareholder value and the interests of other stakeholders. The board is committed to apply the recommendations of the Malaysian Code on Corporate Governance 2021 throughout the company and its subsidiaries.

The diagram from Nedbank Group’s 2021 integrated annual report depicts the South African bank board’s nine formal board committees, including the composition of its climate resilience committee. The report describes the board committees’ structures, composition, and mandate.

Salcon, a multinational company based in Malaysia with businesses in wastewater engineering, health care, and renewable energy, organizes reporting on sustainability governance with reference to major business areas, including water and wastewater engineering, technology, transportation, health care, and renewable energy.

This disclosure shows that working groups representing each of the major business investments are represented within a sustainability working group that reports directly to the board’s Sustainability Committee. This committee then makes recommendations to the board of directors.

South African paper, packaging, and pulp company Sappi Ltd.’s annual report discloses its Social, Ethics, Transformation, and Sustainability Committee’s key focus on climate change as of 2022.

BHP explains that each board committee has a separate charter, which is available on its website. Note that BHP has a stand-alone board sustainability committee, a practice that has become common in mining companies to enable focus on considerable sustainability (E&S) risks.

The South African-based financial services company Absa Group presents a detailed overview of its compensation policy and enhancements in its 2021 remuneration report linking to value creation. 

As part of its directors’ remuneration report, Mexican precious metals mining company Fresnillo PLC discloses the compensation structure and audited information about the nonexecutive and executive directors and the chief executive officer.

Spain’s Santander Bank’s deferred component of its executive director and senior management incentive plan depends on the achievement of sustainable finance criteria, such as the levels of green finance raised and facilitated through the bank’s loan portfolio and the decarbonization in its investment portfolio.

In this example, Mitsui & Co., one of the largest Japanese general trading companies, details its process of identification and review of material sustainability issues. The process involves external stakeholders and multiple levels and departments of the company, including employees, top management, the sustainability committee, and the board of directors. From the risks and opportunities identified, Mitsui & Co. determined five key sustainability issues that are important to its stakeholders and the company. The company reviewed these factors in 2015 and again in 2019 and amended them.

Keppel Corporation of Singapore, with a strategic focus on sustainable urbanization solutions, has a sustainability framework of three key areas and reports its approach and activities under each of these areas.

In 2020, Finnish financial services group Nordea Bank’s group-wide task force developed a five-year action plan for integrating sustainability in the governance structure. The first step was to revise ESG risk definitions in the bank’s risk taxonomy. 

At the board level, Nordea’s Board Operations and Sustainability Committee assists the board in fulfilling its oversight responsibilities concerning sustainability, which includes strategy, operational model, reporting, and frameworks. The board is also assisted by the Board Risk Committee in fulfilling its oversight responsibilities concerning the management of risks, related frameworks, controls, and processes (including ESG factors as drivers of risk).

At the management level, Nordea’s Sustainability and Ethics Committee has a mandate to facilitate the forthcoming overall integration of sustainability into the company’s business strategy and to support the integration of ESG factors into risk management.

The sustainability governance model is shown in the following figure and can be found in the company’s annual report and on its sustainability web page.

MTN Group, the provider of digital solutions for Africa, evaluates its board and board committees annually. Following best practice, it develops an improvement plan and explains in the annual report the actions taken to improve performance. The plan often includes director development and training.

Sanford Ltd. of New Zealand, a fishing company, shows in the following diagram how it is structured and governed.

• Shareholders are positioned above the board of directors and provide capital and appoint the directors.
• The board of directors sets the tone from the top and is in the leadership position within the governance structure. Board committees are established to focus on important topics and report to the board.
• A chief executive officer, selected by the board, is leading the executive teams or business units, which focus on innovation, operational integration, and other priorities.
• The company’s key ethical and cultural foundation is positioned near stakeholders: care, passion, and integrity.