| ● | Vote
AGAINST Independent Lead Director Theodore F. Craver, Jr. (Item 1.3) |
The physical and financial risks posed by climate
change to long-term investors are systemic, portfolio-wide, unhedgeable and undiversifiable. Therefore, the actions
of companies that fail to align to limiting warming to 1.5°C pose risks to the financial system as a whole, and to investors’
entire portfolios, in addition to specific risks to those companies. See Appendix A for more information regarding Majority Action’s
Proxy Voting for a 1.5°C World initiative and the transformation required in key industries.
Duke Energy Corporation (“Duke”) is
the second-highest emitter of carbon dioxide emissions among investor-owned utilities in the U.S.1 and the largest investor-owned
utility measured by power generated.2 The company is among the 167 target companies named by Climate Action 100+
as the largest global emitters and “key to driving the global net zero transition.”3
Electric power production is responsible for nearly one-third of energy-related
carbon emissions in the U.S.4 The largest publicly-traded electric utilities remain among the largest sources of carbon emissions
in the U.S. economy,5 and their capital investments in electric power infrastructure have the potential to lock in emissions
for decades to come. In addition to curbing a direct source of emissions, the decarbonization of electricity production also enables
the decarbonization of other sectors such as transportation and buildings as those sectors electrify.
Failure to set ambitious decarbonization
targets in line with 1.5°C pathways,
and to align companies’ business plans and policy influence to those targets, is a failure of strategy and corporate governance,
for which long-term investors should hold directors accountable. At companies where the production, processing, sale, and/or consumption
of fossil fuels is central to their core business, and GHG emissions reductions have profound strategic implications, the board chair,
and lead independent director where the position exists, should be held accountable.
Target setting
Net
zero commitment by no later than 2050 for power production |
✓ |
Net
zero commitment clearly includes all relevant emissions sources and has limited use of offsets, negative emissions, or unproven or
uncommercialized technologies, including carbon capture and storage |
— |
Robust
interim targets of at least 80% by 2030 or at least 6% per year on a straight-line basis between 2019-2030 (on track to reach zero
by 2035) |
X |
In 2019 Duke set a target of net-zero emissions from electricity production6,
and in February 2022 Duke announced a plan that expands the company’s net zero goals to include certain scope 2 and 3 emissions,
including power purchased for resale, upstream methane, and the emissions from its customers’ use of gas purchased through its
gas distribution business.7 However, Duke’s interim CO2 reduction target remains only 50% from its 2005 base year,8
or an annual reduction trajectory of 0.59% between 2019 and 2030, lagging many peers with more ambitious interim targets9
and well below the 6% per year necessary for G7 nations to be on track for net zero emissions from electricity generation by 2035
under the International Energy Agency’s Net Zero by 2050 Scenario.10
Duke CEO Lynn Good reiterated the company’s commitment to carbon capture,
utilization and storage (CCUS) as important to achieving the company’s net zero ambitions during Duke’s Q4 2021 earnings
call11 despite the unproven status of CCUS technologies for the power sector which are in the early stages of development,
with only a few small-scale projects on coal having achieved commercial operation.12 Likewise, Duke’s most recent climate
report clarifies the company’s intention to rely on zero-emitting load-following resources, or “ZELFRs” – clean
energy that can be generated on demand – for 30% of its projected generation mix in 2050 under a net-zero carbon scenario analysis.
Duke’s reliance on ZELFR technology that is not ye commercially viable, such as combined-cycle natural gas connected to carbon
capture equipment13, is out of alignment with the Science Based Targets Initiative’s guidance that only small amounts
of emissions (5-10%) after net zero may be mitigated with carbon removal and not substituted for a company’s own emission reduction.14
Capital allocation and investment plans
Firm
plan to phase out coal by 2030 |
— |
No
investment in new gas generation |
X |
Duke projects coal generation will comprise <5% of its total generation by 2030,
and a complete exit from coal by 2035.15 Despite its accelerated coal closure timelines, Duke will still have a significant
amount of coal generation in 2030. Coal generation represented 22% of Duke’s total 2021 generation; therefore, reducing Duke’s
coal generation to 5% of total generation implies that Duke would still generate approximately 20-25% of its current coal generation
in 2030 (assuming Duke’s total generation remains constant). As of 2019, Duke was the third-largest user of coal to generate electricity,
emitting 59.54 million short tons CO2 that year.
Investments in new fossil gas will continue to replace coal as it is phased out
from Duke’s generation profile, according to Duke’s Q4 2021 earnings call transcript.16 For example, in November
2021 Duke Energy Indiana submitted an IRP with a preferred portfolio that potentially exits coal by 2035, while adding 2,381 MW of fossil
gas generation capacity between the years 2027-2035.17 Similarly, though Duke has accelerated the closure of its 2,220 MW
Belews Creek coal plant18 to 2035 at the latest, the plant will shift to 100% fossil gas generation, according to Duke officials.19
By 2030 fossil gas will comprise 40% of Duke’s generation.20
Policy influence
Alignment
of policy influence activities with net zero target and limiting warming to 1.5°C |
X |
InfluenceMap scored Duke Energy’s climate policy engagement in the “D+”
performance band and described the company as having a “largely negative engagement with climate change policy in the U.S”
and continuing to advocate for the role of fossil gas in the energy mix.21 Duke maintains memberships in industry associations
whose lobbying is misaligned with the goals of the Paris Agreement. Notably, the senior vice president of Duke’s natural gas business
is currently on the American Gas Association (AGA) board of directors, and subject matter experts within Duke participate in various
AGA committees.22 The AGA’s recent lobbying activity includes asking policymakers to weaken or eliminate the proposed
methane fee in the Build Back Better Act and filing comments to the U.S. Department of Transportation advocating for less ambitious regulations
on methane leaks.23
Conclusion: Duke Energy has failed to set robust interim
targets, make the near-term shifts in capital allocation and investment necessary to decarbonize in alignment with a 1.5°C pathway,
and ensure alignment of policy influence activities. Therefore, we recommend that shareholders vote AGAINST Chair, President and Chief
Executive Officer Lynn J. Good (Item 1.8), and Vote AGAINST Independent Lead Director Theodore F. Craver, Jr. (Item 1.3) at the company’s
annual meeting on May 5, 2022.
Appendix A: Proxy Voting for a 1.5°C World
The
world is currently on track to reach disastrous levels of warming, driving massive harm and threatening the lives and livelihoods of
millions. Corporate leaders in the industries responsible for this
crisis have failed to take up the leadership required to change course.
“Climate risk” is systemic, escalating and
irreversible - and corporate boards urgently need to take responsibility for averting and mitigating this risk.
The UN Intergovernmental Panel on Climate Change (IPCC) in 2018 made clear that
in order to have at least a 50% chance of limiting warming to 1.5°C and avoiding the most catastrophic effects of the climate crisis,
we must bring global, economy-wide carbon emissions down to net zero by 2050 at the latest.24 According to the International
Energy Agency (IEA), in order to achieve net zero emissions globally by 2050, the electricity sector must reach net zero emissions in
OECD countries no later than 2035 and there can be no investment in new fossil fuel production from today.25 The IPCC also
recognizes that reducing rates of deforestation and forest degradation also represents one of the most effective and robust options for
climate change mitigation.26
That means that corporate directors must ensure that companies set ambitious decarbonization
targets in line with 1.5°C pathways, and align companies’ business plans, capital expenditures, and policy influence to those
targets. Despite the escalating climate crisis, systemically important U.S. companies continue to invest in the expansion and continued
use of fossil fuels, further accelerating global warming.27
The
physical and financial risks posed by climate change to long-term investors are systemic, portfolio-wide, unhedgeable and undiversifiable.
Therefore, the actions of companies that directly or indirectly
impact climate outcomes pose risks to the financial system as a whole and to investors’ entire portfolios. In order to manage this
systemic portfolio risk, investors must move beyond disclosure and company-specific climate risk management frameworks and focus on holding
accountable the relatively small number of large companies whose actions are a significant driver of climate change.
When directors fail to transform corporate business practices in line with 1.5°C
pathways, responsible investors must use their most powerful tool – their proxy voting power – to vote against directors.
Bold and unprecedented action by investors is a prerequisite
to averting further global economic and financial catastrophe. While past shareholder efforts at standard setting, disclosure and engagement
have laid important groundwork, company commitments won thus far have been far too incremental, far too hard fought, and collectively
insufficient to the scale of the crisis.
Business-as-usual
proxy voting will not suffice to address the seriousness of the crisis at hand. We
urge investors to vote against directors at companies failing to implement plans consistent with limiting global warming to 1.5ºC.
Key Sectors Are Critical to Curbing the Climate Crisis
The electric power, finance, transportation, and oil and gas sectors are key drivers
of the production and consumption of fossil fuels and must all make dramatic transformations to curb the worst of catastrophic climate
change and protect long-term investors. Similarly, companies driving deforestation – including companies that source key deforestation-linked
agricultural commodities, driving market demand for one of the greatest threats to the world’s forests – must adopt comprehensive
climate policies and end deforestation.
Substantial votes against board members at these companies could help realign business
and investment plans to the goals of the Paris Agreement, hold companies accountable for lobbying and policy influence practices that
obstruct climate action, and align executive compensation to key decarbonization goals.
While each industry and company will need to chart its own path in pursuing decarbonization
consistent with limiting warming to 1.5ºC, setting a target to reach net zero emissions by no later than 2050 is a critical first
step. In the absence of such a target, investors can have no confidence that the company will be able to transform its business consistent
with limiting warming to 1.5ºC.
Voting guide: Electric power generation
Electric power production is responsible for nearly one-third of energy-related
carbon emissions28 in the United States. The largest publicly-traded electric utilities remain among the largest sources of
carbon emissions in the U.S. economy,29 and their capital investments in fossil fuel-based electric power infrastructure have
the potential to lock in greenhouse gas emissions for decades to come. In addition to curbing a direct source of emissions, the decarbonization
of electricity production also enables the decarbonization of other sectors such as transportation and buildings as those sectors electrify.
While power generation globally has made some progress30 towards decarbonization,
falling emissions intensity of electricity production has yet to be matched by reductions in absolute emissions. Given the substantial
increase in electricity production that will be required to decarbonize and electrify sectors such as transportation and buildings, reductions
in the emissions intensity of electricity will not deliver the emissions reductions needed to limit warming to 1.5°C.
Target setting
According to the IPCC,31 decarbonization of the power sector globally
by no later than 2050 is a robust feature of all modeled pathways aligned with limiting warming to 1.5°C. In 2021, the IEA released
its Net-Zero by 205032 Scenario, which requires emissions from electricity production in OECD countries to reach zero by 2035.
The Global Sector Strategy33 for investor coalition Climate Action 100+ reiterates that investors expect that emissions from
electricity generation should reach net zero by 2040 globally and by 2035 in advanced economies.
While accelerated timelines for decarbonization of electric power are now well-accepted,
the base level requirement for utilities and their boards is to make commitments to reduce their emissions to net zero no later than
2050. In assessing the credibility and robustness of net zero targets, investors should consider whether a target includes all relevant
Scope 1, 2, and 3 emissions company-wide. For utilities, this includes emissions not only from electricity directly generated by assets
they own, but also emissions from purchased and resold power, and for combined gas-electric utilities, emissions from customer use of
fossil gas. Investors should also take into account whether the utility has plans to eliminate the upstream methane emissions from gas
used in power production or by its customers.
In addition to the base level requirement, in order to be aligned with the IEA's
Net-Zero by 2050 Scenario, interim targets and milestones are necessary. Such interim targets and milestones should prioritize accelerated
emissions reduction between now and 2030 rather than delaying the hard task of emissions reduction until after that date. This is underscored
by the IEA’s report on Achieving Net-Zero Electricity Sectors in G7 Members, which requires emissions reductions of 76% or higher
to be achieved by 2030 in G7 countries from 2019 levels under its Net-Zero by 2050 scenario,34 with average reductions in
the order of 6% per year between now and 2035.35
Finally, robust net zero targets should not rely on substantial use of offsets,
negative emissions, or technologies that are not yet developed or commercialized to avoid having to make short-term greenhouse gas emissions
reductions. Any use of such offsets or negative emissions should be clearly disclosed to allow investors to assess the quality and credibility
of utilities’ plans. The Science Based Targets Initiative currently only allows for small amounts of emissions after net zero to
be mitigated with carbon removal;36 any other investment into mitigation is encouraged but not a substitute for lowering a
company's own emissions.
Key Data Sources:
| ● | Climate Action 100+, Disclosure Indicators 1-437 |
| ● | Science-Based Targets Initiative,38 Companies list39
and Sector Guidance40 |
| ● | CDP (formerly Carbon Disclosure Project),41 search
company survey responses |
Capital Allocation
Investors must have confidence that utilities are making the near-term shifts in
capital allocation and investment necessary to decarbonize in alignment with a 1.5°C future. According42 to multiple43
studies,44 U.S. power producers must phase out the use of coal generation by 2030 in order to stay on track to limit
warming to 1.5°C. The IEA’s Net Zero by 2050 Scenario45 indicates all unabated coal generation must be phased out
completely by 2030 in OECD countries.
Further research indicates that the cost to operate 74% of existing coal generation
capacity exceeds the cost to replace it with wind and solar generation. By 2025, 86% of the coal generation capacity will be cheaper
to replace46 with renewables. For regulated utilities,47 these additional costs will be borne by shareholders if
utilities are unable to convince regulators to pass on those costs to consumers, creating substantial stranded asset risk for investors.
One study by researchers at UC Berkeley found that the U.S. electricity grid could
reach 90% clean energy nationally48 with no need for any additional fossil gas generation plants by 2035. According to Deloitte,
existing gas generation capacity “accounts for most of the undepreciated value of US fossil fuel capacity,”49
making it the largest source of potential stranded asset risk to utilities and their investors. Any future for gas generation beyond
205050 will only be possible with carbon capture, utilization and storage, a technology that does not fully abate emissions,
does not account for upstream methane emissions, and is currently cost-prohibitive. In addition, increasing prices and volatility51
in the global gas market make investments in more gas generation a potentially risky long-term bet. In assessing the alignment
of capital allocation plans with limiting warming to 1.5°C, investors should consider whether utilities are planning for no investment
in new gas generation.
Key Data Sources:
| ● | Climate Action 100+, Disclosure Indicator 652 |
| ● | Carbon Tracker,53 Company Profiles: Utilities54 |
| ● | Sierra Club, Dirty Truth report55 and Data Dashboard56 |
Policy Influence
Utilities must fully align their policy influence activities, including political
spending and lobbying activities, with the policy settings required to accelerate sector-wide emissions reduction on a timeline necessary
to limit warming to 1.5°C. Utilities must provide full disclosure of all political and lobbying spending to allow investors to assess
this alignment. Finally, utilities must ensure the alignment of the policy influence activities of any trade associations or similar
entities of which they are members or to which they contribute, or cease membership of such organizations. With efforts under way at
the federal level in the U.S.57 to provide additional policy support to electric power decarbonization, utilities must not
be engaged in efforts to delay or hinder those policy advances.
Key Data Sources:
| ● | Climate Action 100+, Disclosure Indicator 758 |
| ● | Influence Map,59 List of companies and influencers60 |
| ● | Energy and Policy Institute61 |
Summary Table
TARGET
SETTING |
1.1 |
Net
zero commitment by no later than 2050 for power production |
1.2 |
Net
zero commitment clearly includes all relevant emissions sources and has limited use of offsets, negative emissions, or unproven or
uncommercialized technologies, including carbon capture and storage |
1.3 |
Robust
interim targets of at least 80% by 2030 or at least 6% per year on a straight-line basis between 2019-2030 (on track to reach zero
by 2035) |
CAPITAL
ALLOCATION |
2.1 |
Firm
plan to phase out coal by 2030 |
2.2 |
Limited
investment in new gas generation planned |
POLICY
INFLUENCE |
3.1 |
Alignment
of policy influence activities with net zero target and limiting warming to 1.5°C |
1 MJBradley,
“Emissions Data Charts”, https://www.mjbradley.com/content/emissions-benchmarking-emissions-charts accessed Apr 13, 2022
2 MJBradley,
“Generation Data Charts,” https://www.mjbradley.com/content/emissions-benchmarking-generation-charts accessed Apr 13, 2022
3 Climate
Action 100+, “Companies”, https://www.climateaction100.org/whos-involved/companies/
4 U.S. Energy
Information Agency, “(FAQs) What are U.S. energy-related carbon dioxide emissions by source and sector?” https://www.eia.gov/tools/faqs/faq.php?id=75&t=11,
accessed Mar 23, 2022
5 MJBradley,
Benchmarking Air Emissions, July 2020, https://www.mjbradley.com/sites/default/files/Presentation_of_Results_2020.pdf, p. 3 and p. 7.
6 Duke Energy,
“Duke Energy aims to achieve net-zero carbon emissions by 2050”, Sep 17, 2019, https://news.duke-energy.com/releases/duke-energy-aims-to-achieve-net-zero-carbon-emissions-by-2050?_ga=2.223499483.1119470180.1646542655-1376152565.1588882418
7 Duke Energy,
“Duke Energy expands clean energy action plan”, Feb 9, 2022, https://news.duke-energy.com/releases/duke-energy-expands-clean-energy-action-plan
8 Duke Energy,
Annual Report and 10-K, 2021, https://desitecoreprod-cd.azureedge.net/annual-report/_/media/pdfs/our-company/investors/de-annual-reports/2021/2021-duke-energy-annual-report.pdf?la=en&rev=f3700925e6134fc6a138ad691d82a6e9
p. 55
9 Pomerantz
and Kasper, “Many U.S. electric utilities plan slow decarbonization over next decade, out of sync with Biden plan”, Energy
and Policy Institute, https://www.energyandpolicy.org/utilities-carbon-goal-biden-climate-plan/ see Utility Emissions, Feb 2022: Decarbonization
Pace Data table
10 IEA, Achieving
Net Zero Electricity Sectors in G7 Members, https://iea.blob.core.windows.net/assets/9a1c057a-385a-4659-80c5-3ff40f217370/AchievingNetZeroElectricitySectorsinG7Members.pdf
p. 38
11 Duke Energy,
Q4 2021 Results Conference Call, Feb 10, 2022, https://seekingalpha.com/article/4485944-duke-energy-corporation-duk-ceo-lynn-good-on-q4-2021-results-earnings-call-transcript
12 Duke Energy,
Duke Energy Climate Report: Achieving a Net Zero Carbon Future, 2020, Oct 7, 2021, https://www.duke-energy.com/_/media/pdfs/our-company/climate-report-2020.pdf
p. 5
13 Gregory
Meyer, “Do US power companies’ carbon pledges add up”, Financial Times, Nov 2020, https://www.ft.com/content/e5ef25f0-ae43-42c2-a1b3-74ce1992c516
14 Tom Dowdall,
“Science-Based Net-Zero Targets: ‘Less Net, more Zero”, Science-Based Targets, https://sciencebasedtargets.org/blog/science-based-net-zero-targets-less-net-more-zero
15 Duke Energy,
“Duke Energy expands clean energy action plan”, Feb 9, 2022, https://news.duke-energy.com/releases/duke-energy-expands-clean-energy-action-plan
16 Duke Energy,
Q4 2021 Results Conference Call, Feb 10, 2022, https://seekingalpha.com/article/4485944-duke-energy-corporation-duk-ceo-lynn-good-on-q4-2021-results-earnings-call-transcript
17 Duke Energy
Indiana, Integrated Resource Plan, 2021, https://desitecoreprod-cd.azureedge.net/_/media/pdfs/for-your-home/dei-irp-2021/workshop-07/2021-dei-non-tech-summary.pdf?la=en&rev=074c410ba72341a7b78d39b45e6a19ef
p. 11
18 Duke Energy,
Coal Plant Retirements, https://sustainabilityreport.duke-energy.com/environmental/coal-plant-retirements/, accessed April 13, 2022
19 John Deem,
“Duke's Belews Creek plant will be one of last to burn coal”, Winston-Salem Journal, Feb 14, 2022, https://journalnow.com/news/local/dukes-belews-creek-plant-will-be-one-of-last-to-burn-coal/article_34c8c8de-8b6e-11ec-a919-77077d0bb42d.html#:~:text=Duke%20said%20it%20will%20take,to%20100%25%20natural%20gas%20production
20 Duke Energy,
Earnings Review and Business Update: Q4 2021, Feb 10, 2022, https://desitecoreprod-cd.azureedge.net/_/media/pdfs/our-company/investors/news-and-events/2021/4qresults/q4-2021-earnings-presentation-reg-g.pdf?la=en&rev=83cf9ace2f3942709f8ea075f9bd3e88
p. 22
21
InfluenceMap, LobbyMap: Duke Energy, https://lobbymap.org/company/Duke-Energy/projectlink/Duke-Energy-In-Climate-Change
22
Duke Energy, Trade Associations Climate Review, https://desitecoreprod-cd.azureedge.net/_/media/pdfs/our-company/210284-trade-association-climate-review.pdf?la=en&rev=54ef07e4e36740cfa1b42ffb74a21600
p. 5
23
InfluenceMap, LobbyMap: American Gas Association, https://lobbymap.org/influencer/American-Gas-Association-bc1dc2f7fbce7747ce06e6c537cb8fdc
24
IPCC, Special Report on Global Warming of 1.5°C., 2018, https://www.ipcc.ch/site/assets/uploads/sites/2/2019/06/SR15_Full_Report_Low_Res.pdf
, pp. v, 5, 7-10, 95-97 and 116
25
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Slide 8.
26
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pp 23-24 and 26.
27
Climate Action 100+: Net-Zero Company Benchmark Company Assessments https://www.climateaction100.org/progress/net-zero-company-benchmark/
28
U.S. Energy Information Agency, “FAQs: What are U.S. energy-related carbon dioxide emissions by source and sector?,” https://www.eia.gov/tools/faqs/faq.php?id=75&t=11
29
MJBradley & Associates, Benchmarking Air Emissions of the 100 Largest Electric Power Producers in the United States, https://www.mjbradley.com/sites/default/files/Presentation_of_Results_2020.pdf
p. 9
30
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31
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32
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p. 20
33
IIGCC as part of Climate Action 100+, GLOBAL SECTOR STRATEGIES: INVESTOR INTERVENTIONS TO ACCELERATE NET ZERO ELECTRIC UTILITIES, Oct
2021, https://www.climateaction100.org/wp-content/uploads/2021/10/Global-Sector-Strategy-Electric-Utilities-IIGCC-Oct-21.pdf p. 10
34
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35
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p. 38
36
Science Based Targets, “Science-Based Net-Zero Targets: ‘Less Net, more Zero’,” https://sciencebasedtargets.org/blog/science-based-net-zero-targets-less-net-more-zero
37
Climate Action 100+, “Companies,” https://www.climateaction100.org/whos-involved/companies/
38
Science Based Targets, SETTING 1.5°C-ALIGNED SCIENCE-BASED TARGETS: QUICK START GUIDE FOR ELECTRIC UTILITIES, June 2020, https://sciencebasedtargets.org/resources/legacy/2020/06/SBTi-Power-Sector-15C-guide-FINAL.pdf
39
Science Based Targets, “Companies Taking Action” https://sciencebasedtargets.org/companies-taking-action
40
Science Based Targets, “Sector Guidance” https://sciencebasedtargets.org/sectors
41
CDP, https://www.cdp.net/en
42
James H. Williams et al., “Carbon-Neutral Pathways for the United States,” Advancing Earth and Space Science, https://agupubs.onlinelibrary.wiley.com/doi/epdf/10.1029/2020AV000284,
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43
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44
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45
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p. 20
46
ERIC GIMON et al., “THE COAL COST CROSSOVER: ECONOMIC VIABILITY OF EXISTING COAL COMPARED TO NEW LOCAL WIND AND SOLAR RESOURCES,”
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p. 1
47
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p. 11
48
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49
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50
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51
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52
Climate Action 100+, Companies, https://www.climateaction100.org/whos-involved/companies/
53
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54 Carbon
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56 John
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57 Yvonne
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58 Climate
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59 InfluenceMap,
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61 Energy
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