CONOCOPHILLIPS | Tax Transparency Report at CONOCOPHILLIPS

Status
17.28% votes in favour
AGM date
Previous AGM date
Proposal number
9
Resolution details
Company ticker
COP
Lead filer
Resolution ask
Report on or disclose
ESG theme
  • Governance
ESG sub-theme
  • Tax
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Energy
Company HQ country
United States
Supporting materials
  • Exempt solicitation_Conoco item 9_tax_Oxfam America.pdf Download
Resolved clause
RESOLVED: Shareholders request that the Board of Directors issue a tax transparency report to shareholders, at reasonable expense and excluding confidential information, prepared in accordance with the requirements and recommendations set forth in the Global Reporting Initiative’s (GRI) Tax Standard, including disclosure of payments to governments.
Supporting statement
Supporting Statement
The GRI Standards are the world’s most utilized corporate reporting standard.1 The GRI Tax Standard - GRI 207 - is the first comprehensive, global standard for public tax disclosure. It includes four components. GRI 207-1, 207-2, and 207-3 require companies to disclose their approach to tax; their tax governance, control, and risk management; and their stakeholder engagement and management of concerns related to tax, respectively. 207-4 requires public country-by-country reporting (CbCR) of certain company financial information, including revenues, profits and losses, and tax payments within each jurisdiction.2 GRI 207 also recommends disclosing “industry-related and other taxes or payments to governments.” Given the significance of other project-specific payments to governments in the oil and gas sector, GRI identifies disclosures of all significant project-level payments to governments as relevant for that sector in reporting under the Tax Standard.3
Tax transparency is increasingly important to investors. The PRI, representing investors with $89 trillion assets under management, states that tax avoidance is a key driver of inequality.4 Economic challenges have increased government concern about corporate tax avoidance, and 96% of US companies expect more tax disputes as governments become more rigorous in tax examinations.5
In October 2021, 136 countries agreed to a global tax reform framework.6 Further, in November 2021, the European Union approved a directive to implement public CbCR for large multinationals operating there.7
ConocoPhillips does not disclose revenues or profits in non-US markets, nor foreign tax payments, with adequately disaggregated data, challenging investors’ ability to evaluate the risks of taxation reforms, or whether ConocoPhillips’s tax practices ensure long term value creation. Tax authorities across the globe have repeatedly challenged ConocoPhillips's taxation approach, producing significant costs for the company.8 For example, in 2020, ConocoPhillips settled a $179 million tax bill with Vietnam.9 At the same time, ConocoPhillips is retreating from its transparency commitments, including by withdrawing from the Extractive Industries Transparency Initiative, limiting investor and public access to details about its payments to governments around the world.10
A GRI-compliant tax transparency report would bring ConocoPhillips in line with peer companies – including many in the oil, gas, and mining industries11 – who report using GRI 207.12 ConocoPhillips already reports CbCR information to OECD tax authorities privately, so any increased burden is negligible.
1 https://assets.kpmg/content/dam/kpmg/xx/pdf/2020/11/the-time-has-come.pdf2 https://www.globalreporting.org/standards/media/2482/gri-207-tax-2019.pdf3 https://www.globalreporting.org/standards/standards-development/sector-standard-for-oil-and-gas/4 https://www.globalreporting.org/about-gri/news-center/backing-for-gri-s-tax-standard/5 https://www2.deloitte.com/content/dam/Deloitte/global/Documents/Tax/gx-beps-global-survey-summary-results- 2022.pdf6 https://www.oecd.org/tax/international-community-strikes-a-ground-breaking-tax-deal-for-the-digital-age.htm7 https://www.internationaltaxreview.com/article/b1vf7yc65qpzcd/this-week-in-tax-eu-on-track-for-public-cbcr-by- 20238 https://www.afr.com/markets/equity-markets/conocophillips-settles-tax-disputes-with-timorleste-20160218- gmwzg8; https://law.justia.com/cases/federal/appellate-courts/ca10/12-5170/12-5170-2014-03-12.html; https://tpguidelines.com/norway-vs-conocophillips-skandinavia-as-march-2022-court-of-appeal-case-no-lg-2021- 38180/9 https://www.theguardian.com/global-development/2018/aug/15/oil-firms-use-secretive-court-hearing-in-bid-to- stop-vietnam-taxing-their-profits; https://www.jtl.columbia.edu/bulletin-blog/unclear-regulations-and-opportunistic- behavior-capital-gains-from-vietnamese-assets; https://globalarbitrationreview.com/conoco-settles-tax-dispute- vietnam; https://www.sec.gov/Archives/edgar/data/1163165/000119312520039954/d875559d10k.htm 
10 https://eiti.org/news/conocophillips-ceases-be-eiti-supporting-company11 https://www.hess.com/sustainability/how-we-operate/tax-practices; https://reports.shell.com/tax-contribution- report/2020/our-tax-data.html; https://s24.q4cdn.com/382246808/files/doc_downloads/2022/sustainability/newmont-2021-tax-report.pdf; https://www.bp.com/en/global/corporate/sustainability/our-approach-to-sustainability/tax-transparency.html; https://reports.shell.com/tax-contribution-report/2020/; https://www.eni.com/assets/documents/eng/reports/2020/Country-by-Country-2020_ENG.pdf; https://totalenergies.com/sites/g/files/nytnzq121/files/documents/2022-03/Tax_transparency_report_2019_2020.pdf 12 https://www.globalreporting.org/news/news-center/momentum-gathering-behind-public-country-by-country-tax- reporting/

How other organisations have declared their voting intentions

Organisation name Declared voting intentions Rationale
CoreCommodity Management, LLC For
Rothschild & co Asset Management For
CANDRIAM For At Candriam, we believe that the demand formulated by this resolution is fully aligned with our Proxy Voting Policy as it pushes for more transparency by asking for a country-by-country tax report, which enables us to ensure our investee companies pay their fair amount of tax and assess whether they are involved in aggressive tax planning. Although ConocoPhillips argues that much of the asked information is already published, we believe that such a report is a negligible increased burden for the company and would only support the company’s argument that it is both collaborating with various tax authorities and a significant tax contributor in the jurisdictions it operates. Especially, providing figures on its contributions on a country basis would comfort the company’s statement as well as enable shareholders to assess the risks and opportunities arising from the company’s tax practices. Candriam considers that the country-by-country reporting of information does not lead to the disclosure of sufficiently sensitive or confidential information as to confer a competitive disadvantage as also specified by the 2018 Review of the EU Commission. We believe that reporting on tax practices and providing stakeholders with more granularity on the different company’s paid taxes should not be seen as a competitive disadvantage. In contrast, we see among the company’s peers that some whose reporting is in line with GRI Tax Standard benefited from such disclosure. Finally, since coming legislation will require ConocoPhillips to disclose such reporting, taking the lead on such reporting would help ConocoPhillips to gain more understanding from investors on its tax practices and on the challenges it faces. As such, we vote FOR this shareholder proposal.

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