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CBOE Holdings Inc. ESG Investor Expectations 2014

WHEREAS:
 
Managing and reporting environmental, social and governance (ESG) business opportunities and risks assists companies to compete in a global business environment characterized by finite natural resources, changing legislation, and heightened material public ESG expectations, guidelines, and requirements. ESG reporting allows both companies and investment products to publicize and gain strategic value from existing sustainability efforts while identifying both emerging risks and potential opportunities. Without proper disclosure, analysts have difficulty comparing businesses or investment products. Without such disclosure, analysts cannot ascertain each investment product’s ESG exposure in a manner that minimizes material risks and maximizes possible investment return.
 
To remain competitive, regulated exchanges, marketplaces, and clearing houses should be aware of current market trends that influence their ability to attract both listed companies and investment products such as equities, debt, futures, derivatives, indices, and commodities. Some industry peers have already launched initiatives that train issuers on best practices in ESG reporting for investment products, or that produce recommendations, rules or guidance on such disclosure. 
 
Moreover, the London Stock Exchange requires listed companies on its main exchange (1,600 companies) to report total greenhouse gas (GHG) emissions. CME Group recommends that certain investment products follow ESG guidelines as a condition of listing, assisting analysts in product side-by-side comparison. The Hong Kong Exchanges and Clearing Limited recommends issuers disclose company performance on over a dozen sustainability criteria. The Johannesburg Stock Exchange asks issuers to complete, on a “comply or explain” basis, one integrated report that combines both financial and ESG information. IntercontinentalExchange, Inc.’s NYSE Euronext and NASDAQ OMX recently joined the Sustainable Stock Exchanges Initiative, where they have pledged to work with issuers to improve ESG performance and reporting. 
 
In fact, in the past 24-months, over a half-dozen reports have been publically published assessing the ESG practices of certain regulated exchanges, marketplaces, and clearing houses. For example, a group comprised of over 100 institutional investors has collaborated to produce a proposal INCR Listing Standards Proposal: Sustainability Disclosure Listing Standards for Global Stock Exchanges for a listing standard for regulated exchanges on ESG reporting. Therefore we suggest it is valuable for CBOE Holdings, Inc., and its Board of Directors, to better understand the disclosure trends and best practices in this field to stay abreast of current market expectations.
 
RESOLVED
 
Shareholders request that our company prepare a report assessing the current global expectations by investors for ESG market disclosure, and report to shareholders, by September 30, 2014, its findings and the Board’s recommended steps (if any, or its reasons for declining to make recommendations, if any) for encouraging ESG disclosure in the markets where CBOE Holdings, Inc. does business. The report should be prepared at a reasonable cost, omitting proprietary information.