the impact revolution: the role of law and lawyers
TRANSCRIPT
The Impact Revolution:
The Role of Law and Lawyers
ESELA Annual Conference
12 April 2019, London
Conference Sponsors
Conference Network Partners
WELCOME Dr Jonathan Roberts of the Marshall Institute at the London School of
Economics
OPENING ADDRESS
Roberto Randazzo, President of ESELA – The Legal Network for
Social Impact and Partner at R&P Legal
M.C.
Charmian Love,
Co Founder and Chair of B Lab UK
Amit Bhatia, CEO of the Global Steering
Group for Impact Investment (GSG)
PLENARY The Impact Revolution
and the Future of the Corporation
Professor Colin Mayer, Academic Lead of
the Future of the Corporation project at the
British Academy
PLENARY The Impact Revolution
and the Future of the Corporation
Q&A
PLENARY The Impact Revolution and the
Future of the Corporation
With Paula Woodman
of the British Council
Impact Investing
Stream
Sponsor:
PANELS
1. Demystifying Social Impact
Investing [Impact Investment 101]
2. Blended Capital Structures
3. What To Do When Things Go
Wrong
4. Impact Metrics and Deal Incentives
Impact Investing Stream
Sponsor:
Charlotte Benson, Stephen Newby and
Peter Parker
Demystifying Social Impact Investing
Investors’ intentions relate to three types of impact
Act to
avoid harm
Benefit
stakeholders Contribute to
solutions
“We have regulatory requirements to meet (e.g. to cut my carbon
emissions)”
“We want to mitigate risk”
“We want to behave responsibly”
“We want to have a positive effect on the
world to sustain long-term financial
performance”
“We want a world where all businesses try
to have a positive effect
on society”
“We want to help tackle malnutrition in Africa”
“We want to help tackle the education gap”
Does
(or may)
cause harm
Taken from the Impact Management Project:
www.impactmanagementproject.com
Impact Investing Stream
Sponsor:
David Dowling, Ropes & Gray
Professor Deborah Burand, NYU School of Law
Elizabeth Tirone, CDC Group Amélie Baudot, Global Innovation Fund
María Peña, Symbiotics Group John Simpkins, Prisma Health
Blended Capital Structures
Impact Investing Stream
Sponsor:
Christopher Garner, DLA Piper
Andrew Wallace, CDC Group
Florian Kohler, Obviam
What To Do When Things Go Wrong
Impact Investing Stream
Sponsor:
Mary Rose Brusewitz, Clark Hill
Allen Bromberger, Perlman+Perlman
Jim Clifford, Bates Wells
Impact Metrics and Deal Incentives
Profit with Purpose
Stream
PANELS
1. The SDGs – The Key to the Future
of the Corporation?
2. Purposely – How to Embed
Purpose [Profit with Purpose 101]
3. Values Driven Business
4. Stakeholder Value – The New
Paradigm?
Profit with Purpose Stream
Participants: William Clark, Charmian Love,
Mairi Mackay, Colin Mayer, Roberto Randazzo
The SDGs – The Key to the Future of
the Corporation?
A proposal for how the
SDGs could change the
behaviour of businesses
generally.
William H. Clark, Jr.
Of Counsel (Sr.)
Drinker Biddle & Reath LLP
The SDGs – The Key to the Future of the
Corporation?
Important characteristics of corporations.
■ Perpetual Existence
■ Limited Liability
Important characteristics of corporations.
What does society receive in return?
The traditional answer is two things:
1. The provision of gainful employment and the production of
goods and services – both of which are fundamental to
society’s material prosperity.
2. Tax revenues
Is that a good bargain?
Or can, and should, society
legitimately require more?
Assuming we are dissatisfied with the
current system, how do we implement wide-
spread, systemic change?
■ Is it realistic to think that a majority of businesses
will ever – or at least in a realistic timeframe –
become benefit corporations, social enterprises, or
other types of impact businesses?
■ Can we craft a strategy for change that will be
difficult for traditional businesses and investors to
object to or resist?
Quoting Milton Friedman more completely than usual:
“In a free-enterprise, private-property system, a corporate executive is an employee of the owners of the business. He has direct responsibility to his employers. That responsibility is to conduct the business in accordance with their desires, which generally will be to make as much money as possible while conforming to the basic rules of the society, both those embodied in law and those embodied in ethical custom.”
- Friedman, “The Social Responsibility of Business is to Increase its Profits,” THE NEW YORK TIMES MAGAZINE, September 13, 1970.
Can we establish a minimum norm of
“ethical custom” applicable to all
businesses?
Stated differently, can we impose a
binding requirement that all corporations
at least “do no harm”?
Taking our cue from Milton Friedman:
Is there an existing international consensus?
The United Nations Global Compact
■ Sustainable Development Goals
Ten Principles of the U.N. Global Compact
■ Human Rights
Principle 1: Businesses should support and respect the protection of
internationally proclaimed human rights; and
Principle 2: make sure that they are not complicit in human rights
abuses.
■ Labour
Principle 3: Businesses should uphold the freedom of association and
the effective recognition of the right to collective bargaining;
Principle 4: the elimination of all forms of forced and compulsory labour;
Principle 5: the effective abolition of child labour; and
Principle 6: the elimination of discrimination in respect of employment
and occupation.
Ten Principles of the U.N. Global Compact
■ Environment
Principle 7: Businesses should support a precautionary approach to
environmental challenges;
Principle 8: undertake initiatives to promote greater environmental
responsibility; and
Principle 9: encourage the development and diffusion of
environmentally friendly technologies.
■ Anti-Corruption
Principle 10: Businesses should work against corruption in all its forms,
including extortion and bribery.
Over 40 chief executives from China and abroad gathered at a CEO
Roundtable hosted by the UN Global Compact and the State-owned
Assets Supervision and Administration Commission of China
In her address, Lise Kingo, CEO & Executive Director of the UN
Global Compact, highlighted the value of the Ten Principles of
the UN Global Compact to the Belt and Road Initiative and
the achievement of the Sustainable Development Goals.
Xiao Yaqing, Chairman of SASAC, conveyed the Chinese
Government’s support for the 2030 Agenda for Sustainable
Development. According to a press release from SASAC, he
also expressed a commitment to mobilizing Chinese
companies to fulfill their social responsibilities, protect the
environment, promote local employment and work
harmoniously with the communities in which they operate
as well as with international partners.
Are the Ten Principles enough?
Should society also require that every
business “must seek to reduce any negative
external costs it imposes on society or the
environment, with a goal of eliminating those
costs”?
What about other requirements?
Impact measurement as
a tool to drive the
change
The SDGs – The Key to the Future of the
Corporation?
Roberto Randazzo
April, 12th 2019
Which is the future of capitalism?
Integration of the
production of economic
value with the social
value;
Profit-With-Purpose
(PWP) as a tool of this
transformation;
A new regulatory
framework for investors;
Impact measurement.
The Big Idea: Creating Shared Value, Porter &
Kramer, Harvard Business Review, 2011
Capitalism in
transformation?
Impact measurement: is it a tool to drive the change?
Impact measurement: boundaries
The social impact is targeted intentionally and the investment is explicitly
made to achieve a positive benefit for the society. This means an explicit
statement “ex-ante” and a proactive search of initiatives clearly pursuing a
social goal. (Addis et al. 2013; Boerner, 2012; Brown and Swersky, 2012)
The social impact has to be measured. The social goals have to be set in the
decision-making process and also their relative targets. Furthermore, they have
to be verified ex-post through social impact measurement (quantitatively or
qualitatively). (O’Donohoe et al. 2010; Harij and Jackson, 2012; Wood et al.
2012)
The concept of additionality may have a dual declination. The first consider the
investment in undercapitalized areas, where the activities would have been
excluded by any other investors. The second refers to the additional impact that
impact investor may generate on the investee, looking whether social impact
would have occurred without this investment. (So and Staskevicius, 2015;
Tiresia, 2018)
Profit with Purpose Stream
Nick Glicher, Thomson Reuters Foundation Gavin Francis, Worthstone
Mark Norbury, UnLtd Louise Harman, Bates Wells
Carolina Henriquez-Schmitz, Grunin Center for Law and Social Entrepreneurship
Purposely – How to Embed Purpose
Profit with Purpose Stream
Ed Mayo, Co-operatives UK
Liz Murphy, UK Values Alliance
David Alcock, Anthony Collins
Ruth Steinholtz, AretéWork
Values Driven Business
5 limiting ‘unhealthy
values No customer values High entropy
4 limiting values
Accountability increases Customer values appear Entropy reduces
Accountability and
customer values continue to move up No limiting values in the top 10 Healthy entropy
Old Mutual – the top values experienced in the organisation over time
Year 1 Year 2 Year 4
Anthony Collins Solicitors
Anthony Collins Solicitors
All change in 2009
A set of principles
Anthony Collins Solicitors
Clarity of purpose:
“to improve lives, communities and society”
Values in support:
Purpose driven
Show respect
Build relationships
Demonstrate integrity
Deliver excellence
A thesis…
We are involved in business and enterprise
These places are not “values neutral”
It is possible to demonstrate our values through how our businesses are structured
governed
“purposed”
as well as how we work as individuals
QUESTION:
Does governance enable values or deflate them?
Profit with Purpose Stream
Session Sponsor:
Joanne Theodoulou, Simply Business
Mehrdad Baghai, Alchemy Growth
Peter Barnett, ClientEarth
Raquel Rubim and Ruth Andrade, Lush
Anna Swaithes, Head of Responsible Business,
Government Inclusive Economy Unit
Stakeholder Value
– The New Paradigm?
The Alchemy of Impact
Stakeholder Value: The New Paradigm
Mehrdad Baghai
Chairman, Alchemy Growth
12 April 2019
Regaining Trust: The Next (Old) Frontier
The challenge in financial services lies beyond shareholder value
■ Australia’s Royal Commission has redefined the rules of the game for
the big banks
■ Regaining the trust of consumers and the regulators has now become a
core activity dominating the Management and Board agenda
■ It is the new existential challenge
■ It requires flawless execution, integrity at scale and a willingness to do
what’s needed to do what’s right for customers
■ All of this while being attacked by neo-banks, adjacent markets and
tech giants
Incubating New Social Ventures
Citizenship education for the next generation
■ Global leader in the design and delivery of
award-winning learning experiences around
citizenship for young people
■ Deep engagement with over 200,000 young
people in over 400 schools in Australia
■ Over 13 years of consistent commitment and
$10M cash and in-kind in total investment
■ Now expanding to U.S., Canada, China,
Brazil, India with a waitlist of 10+ countries
thanks to funding by Omidyar Network and
Chan Zuckerberg Initiative
■ Spin off of new equity-backed tech venture
■ Multiple secondments and rotations of staff
including me (CEO of High Resolves)
Stakeholder value and
climate change
Stakeholder Value – The New Paradigm?
Peter Barnett, ClientEarth
12 April 2019
Stakeholder value and climate change
Tom Toro, The New Yorker
Stakeholder value and climate change
172 Duty to promote the success of the company
(1) A director of a company must act in the way he considers, in good faith, would be most likely to
promote the success of the company for the benefit of its members as a whole, and in doing so have
regard (amongst other matters) to—
(a) the likely consequences of any decision in the long term,
(b) the interests of the company's employees,
(c) the need to foster the company's business relationships with suppliers, customers and others,
(d) the impact of the company's operations on the community and the environment,
(e) the desirability of the company maintaining a reputation for high standards of business conduct, and
(f) the need to act fairly as between members of the company.
(2) Where or to the extent that the purposes of the company consist of or include purposes other than the
benefit of its members, subsection (1) has effect as if the reference to promoting the success of the company
for the benefit of its members were to achieving those purposes.
Stakeholder value and climate change
■ Stakeholder and shareholder value at risk from climate change
■ Shareholder engagement (e.g. IIGCC, Climate Action 100+)
■ Legal tools:
Utilising existing legal frameworks
Shareholder resolutions (e.g. BP)
Litigation
Stakeholder Value @
Simply Business
Stakeholder Value – The New Paradigm?
Joanne Theodoulou,
General Counsel and
Company Secretary
12 April 2019
B the Change:
How Simply Business makes a difference
● Hitting a fundraising milestone of £150,000 for charity Whizz-Kidz in July 2018, more than
6 months early, and providing over £55,000 of sponsorship to The England Amputee
Football Association in 2018.
● Offering work experience to apprentices, disadvantaged young people, mentoring people
with convictions and implementing the Women in Finance Charter. Simply Business has
also been featured as an #IamRemarkable case study by Google for empowering women
and underrepresented groups to celebrate their achievements in the workplace.
● Reducing waste, energy and water usage and increasing recycling, minimising travel and
supply chain miles, and engaging in environmental community projects.
Governance
● New and permanent Social Impact team
● Social Impact committee of the board
● Sponsors from our management team for all of our
social impact activities
● Social Impact policy and Code of Ethics
● Amended corporate governing documents requiring
consideration of employees, community and the
environment
Learning
Empowermen
t Authenticity
Pioneering
Simplicity
Our
values
Stakeholder Value @
Lush
2018 – A year in review
Raquel Rubim and
Ruth Andrade
Stakeholder Value – The New Paradigm?
Systems Change
Stream
PANELS
1. The Future of Corporate Reporting
2. Stimulating Migrant Led Business
3. Social Investment Tax Relief
[Systems Change 101]
4. Impact Bonds
Systems Change Stream
Jon Williams, PwC
Chris Turner, B Lab UK
Michael Meehan, Natural Capital Coalition, TCR Innovations
Dr Geoff Kendall, Future-Fit Business Benchmark
The Future of Corporate Reporting
Toward
Future-Fit Reporting
Future of Corporate Reporting
Dr Geoff Kendall
12 April 2019
ESG information that is consistent, comparable
and forward looking
Future-Fit in a nutshell
Business performance thresholds aligned with planetary limits and
societal flourishing
Future-Fit is about the identification,
use and reporting of information that matters
and is relevant to...
Guidance that offers actionable insight to drive better decisions
Investors Companies
Society
We new kind of business benchmark
What would a Future-Fit Society look like?
Social norms, global governance and economic growth drive the pursuit of future-fitness
Our physical presence protects the health of ecosystems and communities
People have the capacity and opportunity to lead a fulfilling life
Natural resources are managed to safeguard communities, animals and ecosystems
Energy is renewable and available to all
Water is responsibly sourced and available to all
Waste does not exist
The environment is free from pollution
Environmentally restorative, socially just, economically inclusive…
Every business must
eliminate its own negative impact by avoiding all actions
that undermine wellbeing or degrade the environment
Direct business impact
Negative impact
Positive impact
Indirect business impact
Business is conducted ethically
Financial assets safeguard the pursuit of future-fitness
Energy is from renewable sources
Break-Even Goals What every company
must strive to do
to avoid slowing down
society’s progress
toward future-fitness
Natural resources are managed to respect the welfare of ecosystems, people and animals
Operations emit no greenhouse gases
Employee health is safeguarded
Employees are subject to fair employment terms
Employee concerns are actively solicited, impartially judged and transparently addressed
Product concerns are actively solicited, impartially judged and transparently addressed
Products emit no greenhouse gases
Products can be repurposed
Lobbying and corporate influence safeguard the pursuit of future-fitness
Operational emissions do not harm people or the environment
Community health is safeguarded
Water use is environmentally responsible and socially equitable
Procurement safeguards the pursuit of future-fitness
Operational waste is eliminated
Operations do not encroach on ecosystems or communities
Employees are paid at least a living wage
Employees are not subject to discrimination
Product communications are honest, ethical, and promote responsible use
Products do not harm people or the environment
The right tax is paid in the right place at the right time
Pollution
Energy
People
Drivers
Water
Natural Resources
Presence
Waste
Any business may
amplify the positive impact of others
by helping them take action to foster wellbeing or
restore the environment
Any business may
reduce the negative impact of others
by helping them avoid actions that undermine wellbeing or
degrade the environment
Every business must
eliminate its own negative impact by avoiding all actions
that undermine wellbeing or degrade the environment
Any business may
create positive impact itself by taking action
to foster wellbeing or restore the environment Direct
business impact
Negative impact
Positive impact
Indirect business impact
Positive Pursuits What any company
may choose to do
to help speed up
society’s progress
toward future-fitness
Market mechanisms are strengthened in pursuit of future-fitness
Pollution
Energy
People
Drivers
Water
Natural Resources
Presence
Waste
Governance is strengthened in pursuit of future-fitness
Others depend less on non-renewable energy
Others contribute less to water stress
Others depend less on inadequately-managed natural resources
Others cause less damage to areas of high social or cultural value
Waste is reclaimed and repurposed
People's capabilities are strengthened
Individual freedoms are upheld for more people
Ecosystems are regenerated
Harmful emissions are removed from the environment
Infrastructure is strengthened in pursuit of future-fitness
More people have access to clean water
Others cause less ecosystem degradation
More people have access to energy
Social cohesion is strengthened
Others generate fewer harmful emissions
Greenhouse gases are removed from the atmosphere
Others generate less waste
More people are healthy and safe from harm
More people have access to economic opportunity
Others generate fewer greenhouse gas emissions
Areas of high social or cultural value are restored
Social norms increasingly support the pursuit of future-fitness
How business uses Future-Fit
Self-assessment Set the right ambitions and
make better day-to-day decisions
+
Optional assurance Simplify reporting to focus on where you’re going and why
Examples: The Body Shop & Novo Nordisk
Performance including future commitments
Required effort to close performance gap
Value in closing theperformance gap
Performance recommendations:
• It is not clear whether flexible working conditions
(including flexibility in timing and location of work where possible) are made available to all employees.
This should be included in the Global Labor Guidelines and associated procedures ( ^ score 20%).
• There does not appear to be formalized policy in place
relating to supporting, accommodating and compensating employees affected by work-related
health issues or accidents. It is recommended to include this into OHS (or other) policies (^ score 20%).
Data collection recommendations:
• More explicit information could be provided
demonstrating that / tracking whether all employees and affiliates are covered by OHS Policy or Global Labour Guidelines and associated processes.
10. Employee Health is Safeguarded
Low
N/A
A Future-Fit Business safeguards the health of its employees by ensuring physically safe work environments, having zero tolerance for harassment and bullying, and by nurturing emotional and mental
wellbeing.
2016 Future Fitness
60%
Low
0% 20% 40% 60% 80% 100%
5c. Operational emissions do not harm people or the environment (liquid)
17b. Products do not harm people or the environment - Supplementary materials…
17c. Products do not harm people or the environment - Materials used to deliver…
2. Water use is environmentally responsible and socially equitable - Water…
8. Operations do not encroach on ecosystems or communities
18. Products emit no greenhouse gases
7. Operational waste is eliminated
4. Procurement safeguards the pursuit of future fitness
20. Business is conducted ethically
9. Community health is safeguarded
6. Operations emit no greenhouse gases
12. Employees are subject to fair employment terms
1. Energy is from renewable sources
22. Lobbying and corporate influence safeguard the pursuit of future fitness
21. The right tax is paid in the right place at the right time
5a. Operational emissions do not harm people or the environment (gaseous)
10. Employee health is safeguarded
2. Water use is environmentally responsible and socially equitable - Water…
11. Employees are paid at least a liv ing wage
13. Employees are not subject to discrimination
14. Employee concerns are actively solicited, impartially judged and transparently…
15. Product communications are honest, ethical, and promote responsible use
16. Product concerns are actively solicited, impartia lly judged and transparently…
17a. Products do not harm people or the environment - Sold or leased goods &…
3. Natural resources are managed to respect the welfare of ecosystems, people…
5b. Operational emissions do not harm people or the environment (solid)
19. Products can be repurposed
23. Financial assets safeguard the pursuit of future fitness Not calculated
Not calculated
Cannot yet be calculated due to lack of useful data
Not calculated
6
Our performance against Future Fit criteria
5 April 2018Stacking up to the FFBB
Future-Fit underpins The Body Shop’s
2040 ambition to be a
“truly sustainable business”
Novo Nordisk partnered with DNV-GL and
Grant Thornton to produce first Future-Fit
“Score Card”
Example: Hermes Investment Management
This plan outlines Hermes EOS’ engagement objectives for the three-year period 2018-20, to be carried
out on behalf of our clients. It builds on last year’s plan, following a review of external trends in the
market and feedback collected from our clients through a formal survey of their priorit ies and
discussions at our Client Advisory Council and one-to-one.
Engagement themes for 2018-20
¹ Includes cyber security.
² Includes tax and bribery & corrupt ion.
³ Includes diversity & inclusion.
GovernanceStrategy, risk &
communication
Environment Social
Pollut ion
Natural resource efficiency
Climatechange
Humanrights
Human capital
management 3
Shareholder protect ion
&rights
Execut iveremunerat ion
Business purpose &strategy
Board composit ion &effect iveness
Corporatereport ing
Stewardship
Risk management ¹
Conduct , culture &
ethics²
Changes to our plan over the last year
In the last year, we reviewed our engagement priorities through a desk-based horizon-scanning exercise of emerging stewardship themes and internal team
discussion. This was supplemented by feedback from our clients through a formal survey of their stewardship priorities, together with discussions at our
Client Advisory Council and further client one-to-one discussions. This confirmed that we should retain significant continuity with last year’s themes, but
also adopt some changes, particularly to our theme structure and balance of criteria for selection of companies in the engagement programme.
We have adjusted our themes to ensure each reflects a similar order of priority and potential for engagement . Water stress and waste management
have been consolidated into the new theme of natural resource efficiency, which also includes circular economy issues and sustainable agriculture.
Labour rights is now included as part of wider human capital management . Conduct, culture & ethics now includes bribery & corruption and tax
issues. A new theme of risk management incorporates cyber security as well as taking a broader perspective of corporate risk management . Corporate
reporting now includes integrated reporting. Our horizon-scanning exercise led to our inclusion of an increased focus on issues related to public health
and wellbeing in the consumer & retail sector, including more sustainable food and diet. Business purpose & strategy will include an additional focus
on the need to respond to more prevalent disruptive technologies. Risk management will also cover the need for companies to prepare for more
unpredictable and changeable policy and regulation in response to the rise of populism. We continue to review the potential for the Sustainable
Development Goals (SDGs) to inform our engagement programme in the light of the responses of a number of companies which now frequently
articulate companies’ support and delivery of the SDGs.
In response to client feedback, we have modestly increased the relative weight attributed to ESG-risk and engagement feasibility criteria, resulting in
the selection of more smaller but riskier companies with greater engagement potential. Although the figure for assets under advice targeted remains
flat at around 45%, the overall number of companies in the engagement programme, at 361, is modestly lower than last year (2017: 387), with 70 Tier 1
companies (2017: 66), 180 Tier 2 companies (2017: 204) and 111 Tier 3 companies (2017: 119). This smaller number will allow the team to have greater
capacity to react to issues during the year which may present a greater engagement opportunity than can be foreseen at the time of planning. Further
details of the structure of the engagement plan are set out in the following pages.
Plan coverage
6Hermes EOS 2018–2020 engagement objectives and plan
Confidential. For use by Hermes EOS clients only.
Hermes Equity Ownership Services
is using Future-Fit to enhance its
engagement framework
The Impact Opportunities Equity Fund
is seeking to gain additional insight into
the fitness of its portfolio
c.$500bn assets under
management & advice
Toward
Future-Fit Reporting
Future of Corporate Reporting
Dr Geoff Kendall
12 April 2019
Roberto Randazzo, R&P Legal, ESELA - The Legal Network for Social Impact
Giulio Pasi, European Commission, Joint Research Centre
Fulvia Farinelli, UNCTAD
Vasili Sofiadelis, Changemakers Lab
Stimulating Migrant Led Business
Systems Change Stream
Melanie Mills, Big Society Capital
Neil Pearson, Mills & Reeve
Katalin Juhász, Resonance
Social Investment Tax Relief
• The Panel – Introductions
• What is Social Investment Tax Relief?
• The technical stuff - how SITR works
• SITR in action Resonance
• What’s next for SITR
• Q&A
Social Investment Tax Relief
What is Social Investment Tax Relief?
https://www.youtube.com/watch?time_continue=1&v=z-
JRZ-XDuGI
The technical stuff -
how SITR works
Social Investment Tax Relief
Neil Pearson – Mills & Reeve LLP
12 April 2019
The technical stuff - how SITR works
Big Picture – what is SITR?
■ It’s a way in which social enterprises can raise funds by way of investment, and
offer their investors tax relief
■ Designed to help fill the “funding gap” for social enterprises
■ Works like this:
Individual invests money into a social enterprise by way of shares or debt
Individual claims tax relief on the amount invested
The social enterprise applies the funds in a trading activity
After three years (or longer) the investment is sold or repaid
■ Key point: this is a tax relief to support trading activity
The technical stuff - how SITR works
Who can raise funding under SITR?
■ Must be a “social enterprise”:
Charities – can be a trust or a company
Community Interest Companies – again, can take any form of CIC
Community Benefit Societies – must:
– not be registered social landlords
– be a “prescribed” bencom (i.e. incorporate, in its rules, the asset lock)
Accredited Social Impact Contractor (typically a special purpose vehicle
that will issue social impact bonds to raise finance for a particular project)
■ Must carry on a “qualifying trade” – certain trading activities are excluded
■ Cannot be too big:
No more than 250 employees (full time equivalent)
Less than £15m “gross assets” (i.e. ignoring debt and other liabilities)
The technical stuff - how SITR works
Who can invest under SITR?
■ Must be an individual – although investments can be held on behalf of an individual by a
nominee.
■ There are restrictions on being an employee, partner, trustee or paid director
■ The investor cannot:
hold an existing investment in the same enterprise (unless also tax-relieved)
have a material interest in the social enterprise
control the social enterprise
■ Tax reliefs available to the investor:
Income tax relief – 30% income tax relief
Capital Gains Tax deferral – if a chargeable gain (made after 5 April 2014) is re-
invested into an SITR-qualifying investment, the CGT liability on that gain is deferred
until the SITR investment is disposed of
Tax free Capital Gains – gains made on disposal are free of capital gains tax
The technical stuff - how SITR works
Other Key Features
■ Allows tax relief on loans, as well as shares. But the investor bears first risk
■ Patient capital – cannot be repaid or redeemed within three years
■ This a tax relief to support trading activities (it’s not gift aid!)
■ There are limits:
an individual can invest up to £1m per tax year
any social enterprise can raise up to around £290K in any rolling three year period
However a social enterprise that has been trading for less than seven years can raise
up to £1.5m over its lifetime
■ Spending the money raised under SITR:
Who? – the social enterprise issuing the investment (or a 90% owned subsidiary)
How? – must be used to support a “qualifying trade”
When? – in most cases, must be employed within 28 months
The technical stuff - how SITR works
That’s all there is to it…….
■ Remember:
Individual invests money into a social enterprise by way of shares or debt
Individual claims tax relief on the amount invested
The social enterprise applies the funds in a trading activity
After three years (or longer) the investment is sold or repaid
■ Okay - it’s a bit more complicated……
■ Questions?
BUILDING INCLUSIVE AND RESILIENT COMMUNITIES
PROFIT THROUGH PURPOSE SITR IN ACTION
WEST MIDLANDS NOW LIVE!
BRISTOL
GTR
MANCHESTER
YORKSHIRE
LONDON
& SE
MERSEYSIDE
CURRENT FUNDS
POSSIBLE FUTURE FUNDS
NORTH
EAST
REGIONALLY FOCUSED
BRISTOL LAUNCHED FEB 2016
W.MIDS
Resonance SITR Funds:
IMPACT
STRATEGY
INVESTORS
MIN £
Resonance’s Approach…
Dismantling Poverty & Disadvantage
Regional Focus
Individuals ( HNW/Sophisticated)
£20k (can split between regions)
STRUCTURE Mainly unsecured loans
TERMS 6 year loan, unsecured, 3-year interest only, c. 6% pa
MEASURE Impact workshop & enterprise specific metrics agreed. Annual report
ENGAGED? On-going monitoring: Quarterly accounts, annual impact report, annual budgets, Board observation and appointment rights.
Bristol 24/7
IMPACT THEME: Work & Employment; Education & Learning WHAT THEY DO: Popular online newsletter and monthly printed magazine, celebrating Bristol, people, offering training and work experience in journalism for young people from disadvantaged backgrounds INVESTMENT AMOUNT: £150,000 INVESTMENT SOURCE: Resonance Bristol SITR Fund INVESTMENT PURPOSE: To purchase new software and training across Bristol enabling local people to contribute articles and photos whilst raising additional advertising revenue DEAL STRUCTURE: 6 year unsecured loan Resonance Bristol SITR Fund - 3 years interest only (6% total cost p.a.), 3 years amortising loan (7% total cost p.a.). SITR eligible
Bristol Braille
IMPACT THEME: Education & Learning; Health, Wellbeing & Social Care WHAT THEY DO: They are supporting the blind community through technology with a radical new multiline digital Braille e-reader called the Canute 360. INVESTMENT AMOUNT: £200,000 INVESTMENT SOURCE: Resonance Bristol SITR Fund INVESTMENT PURPOSE: Working capital to finalise product testing and support early manufacturing and distribution of the Canute 360 DEAL STRUCTURE: 6 year unsecured loan from the Resonance Bristol SITR Fund - 3 years interest only (6% total cost p.a.), 3 years amortising loan (7% total cost p.a.). SITR eligible
Street Impact Bristol
IMPACT THEME: Poverty & Disadvantage; Health, Wellbeing & Social Care WHAT THEY DO: Tackling rough sleeping through a consortium of 3 charities offering tailored support to 125 individuals through a payments by result contract (social investment bond) INVESTMENT AMOUNT: £112,500 INVESTMENT SOURCE: Resonance Bristol SITR Fund INVESTMENT PURPOSE: To provide initial working capital to provide support to 125 people rough sleeping in Bristol over the next three and a half years DEAL STRUCTURE: 3.5 year loan from the Resonance Bristol SITR Fund - 3 years interest only (7% total cost p.a.) followed by bullet repayment
Contact
Katalin Juhasz Investment Manager
www.resonance.ltd.uk
Find us on LinkedIn
Follow @resonanceltd
What Next for Social Investment Tax Relief?
Spring Consultation ……..
■ Simplification
■ Extension
■ Sunset clause
■ Success
Systems Change Stream
David Hunter, Bates Wells
Andreea Anastasiu, Government Outcomes Lab (GO Lab), University of Oxford
Georgia Efremova, EU Commission DG ECFIN
Julian Blake, Stone King Stellina Galitopoulou, OECD
Impact Bonds
Impact Bonds – Julian Blake, Stone King
1. One model for Purpose/Outcomes/Impact delivery.
2. UK Government over-attached. Expense, Complexity. Top-down.
3. Need true social/commercial balance. New socio-political mind-set. Bottom-up.
4. Commission for Partnership. Not transactional procurement. “The Art of the Possible in
Public Procurement” (www.e3m.org.uk).
5. Initiation (Sitra). Feasibility (grant). Unique (VEAT). Co-development. Innovation
Partnership.
6. Prevention. Integration. Social Value. Capability. Basic payment. Secure contract.
Needs/Outcomes analysis.
Lessons from OECD’s cross-country
experience
Impact Bonds
Stellina Galitopoulou Policy Analyst
OECD Centre for Entrepreneurship, SMEs, Regions & Cities
12 April 2019
Impact Bonds: Risks & Opportunities for Commissioning
Outcomes
■ Opportunities
Open the market to new providers
Test innovative approaches for delivering
services
Develop the skills of public officials to assess
bidding offers and consider impact criteria
Improve and streamline the procurement
procedures
Nurture an evaluation, transparency, and
impact measurement and reporting culture
■ Risks
Fear of failure
Budget and savings allocation and regulatory
constraints
Administrative inertia and silos
Difficulty in pricing and identifying measures for
assessing social outcomes
Services discontinuity
■ Opportunities
Market opportunity for financial sustainability
Test an innovative intervention that could be scaled-
up in the future
Develop the experience to bid for outcomes-based
contracts
Mutual learning and cooperating with other
stakeholders
■ Risks
Reputational risk in case of non-delivery
Limited staff and resources for outcomes measuring
Crowd-out small scale providers
Difficulty to navigate through contracts and bidding
procedures due to complexity
From the government perspective
From the service provider perspective
Often cited opportunities and risks by commissioners and services providers
Lessons Learnt from OECD’s experience
■ 1. Get the basics right and develop a shared understanding in order to align efforts and
foster cooperation (e.g. Poland).
■ 2. Assess the maturity of the ecosystem in order to grasp the capacity and the suitability
across government levels for undertaking an Impact Bond (e.g. France, the Netherlands).
The presence of enough stakeholders for setting-up an Impact Bond (e.g. services
providers, commissioners, investors)
■ 3. Fear of failure is still prevalent in early-adopters (e.g. Estonia)
■ 4. Political impetus matters (catalyst effect) but engagement of all stakeholders is
essential for persisting through policy cycles and ensuring continuity (e.g. Portugal,
Rwanda)
■ 5. Sharing knowledge and learning from each other success and failures is key.
OECD’s added value due to its convening capacity and analytical depth and breadth
Use of the new Better Entrepreneurship Policy Tool as an online and policy dialogue
platform
Thank you!
http://www.oecd.org/cfe/leed/social-entrepreneurship-
oecd-ec.htm
Twitter @OECD_local
‘Spotlight On…’
Stream
PANELS
1. Approaches to Impactful Legal
Practice in Europe
2. Investing in Frontier Markets
3. The Future of Impact
Management
4. Forging Your Impact Career
[Spotlight On... 101]
‘Spotlight On…’ Stream
Anne Contreras-Muller
Alissa Pelatan
Marleen Denef
Approaches to Impactful Legal Practice
Approaches to Impactful Legal Practice in Europe
Hear from legal trailblazers who are developing new ways of catering for the
growing impact economy. From new virtual and ‘challenger law firms’ to
strategic partnerships between niche law firms and global professional
services giants, hear how firms in France, Belgium and Luxembourg are
innovating.
Approaches to Impactful Legal Practice
Alissa Pelatan, AMP Avocat – Impact Lawyers - France
Marleen Denef, Impact Advocaten – Belgium
Anne Contreras, Arendt - Luxemburg
Testimonials on the journey of pioneers in new
approaches to impactful legal practice in Europe
why, what & how ?
FRANCE : CABINET AMP AVOCAT
A boutique French law firm dedicated
to social enterprise law & social impact investing
OUR SERVICES
• VALUE-DRIVEN LEGAL ASSISTANCE: The law firm AMP AVOCAT provides legal advice to any organization that seeks to
have a positive impact on society and or the environment. AMP AVOCAT offers tailored support to impact companies at all
stages of development, from creation to scaling up, especially in the development and implementation of democratic, innovative and
inclusive governance, a « raison d'être » and an ethical charter.
• EXPERTISE: The law firm AMP AVOCAT has specific expertise in one or more areas of business law: commercial law, corporate
law, non-profit and limited profit law, international law, social law, intellectual property law and new technologies, personal data,
negotiation and mediation, etc.
• ALISSA PELATAN : Alissa Pelatan is a member of three international bars (California, District of Columbia, and Paris) and has
experience in assisting sponsors, international organizations, impact investors, charities, social entrepreneurs and commercial
banks with international business law, not-for-profit law, governance issues as it relates to sustainability and corporate social
responsibility, high social impact deals, mergers & acquisitions, setting up alternative corporate structures in Europe and in the US
and obtaining national and international social enterprise labels (B-corp, SOSE, Entreprise de l’ESS, ESUS…). Alissa also
teaches undergraduate and graduate courses on comparative business law, social enterprise law, corporate social
responsibility and European International Private Law.
Ils nous font confiance :
COLLECTIF IMPACT LAWYERS
A NETWORK COMPOSED OF INDEPENDANT LAWYERS AND LAW FIRMS
Droit coopératif
Approaches to Impactful Legal Practice
Approaches to Impactful Legal Practice
Alissa Pelatan, AMP Avocat – Impact Lawyers - France
Marleen Denef, Impact Advocaten – Belgium
Anne Contreras, Arendt - Luxemburg
Testimonials on the personal journey of pioneers in
new approaches to impactful legal practice in Europe
why, what & how ?
Impact Advocaten: a Belgian hummingbird ?
Impact Advocaten
Impacti
Benoit Spitaels
Marleen Denef Coralie Mattelaer Xanne Holvoet
Bram Van Baelen
Impact Advocaten: a Belgian hummingbird ?
OUR MISSION
Our mission is to make a meaningful contribution to the development of a social
impact economy. Sustainability and positive impact should become self evident
aspects of the business environment and operations of every organization. Our
ultimate ambition consists in seeing this paradigm shift appear also in the
traditional legal thinking.
OUR VISION
We want to be lawyers using social impact as a benchmark in everything we do.
We are driven by our passion for enterprises within the spectrum and large
ecosystem of social impact projects. We want to support them by providing
our unique expertise as entrepreneurial and dynamic lawyers acting as facilitators
and bridge builders. In this perspective, we want to go beyond our role as
traditional lawyers and develop our activities according to the needs of our clients
by assisting them also as advisors, directors and partners.
Impact Advocaten: a Belgian hummingbird ?
IMPACTI
First of all we want to generate a positive legal impact by the quality of our services. But
we want to reach further and want to make a contribution ourselves to sustainability, both
in-house and externally.
Our relations as a team focus on long-term cooperation: each member of our team is a
partner from the start. This change of attitude will be quite a challenge after many years of
conditioning otherwise. This doesn’t scare us off. On the contrary, it challenges us as team.
We take up this challenge by keeping an open mind and by relying on our shared value
compass, identified by the Choco cooperative.
In-house, we make a contribution to social impact by focusing on sustainable business
practices: reducing our ‘paper footprint’, by optimizing our office space, by promoting
efficient mobility, by selecting our suppliers according to the sustainability of their products
and services, …
Externally, we want to realize a positive impact by committing ourselves to allocate jointly
a part of the annual profit of our law firm to positive impact projects.
arendt.com
Our Impact Team for
your Impact Investment Project
127 arendt.com
A dedicated impact team Our impact team offers high quality skills to selected projects initiated by specialised managers, first
time fund initiators and/or private and public players for their innovative/pilot projects
Arendt has structured a dedicated impact team which has gained significant experience in structuring microfinance and
impact investing funds as well as other impact projects.
Our clients come from various horizons as long as impact remains a core component of their project:
Well-established asset managers or first time funds/first time teams,
Funds Initiated by public or private players,
Funds Investing through debt, equity or both,
Funds Ranging from impact first to more balanced thematic strategies.
As impact lawyers, it is in our DNA to allow our clients to focus on their projects on the ground and to minimize
legal costs as much as possible.
We claim, without utopia, for a better world in helping our clients to reach the maximum impact by providing top tier legal
skills at adapted financial conditions. As dedicated impact lawyers we do render our services on a « low bono » basis,
but not on a pro-bono basis, what is a key factor to our sustainability.
Content
Arendt Impact
Team
Our scope of
services
Relevant expertise
and experience
Financial Terms
About Arendt
• Associating legal services and impact investing is our daily mission
Beyond legal, towards impact
Structuring all
regulated and
non-regulated
funds
Drafting and
negotiating loan
agreements
Listing on
stock
exchange
Structuring
other
investment
vehicles
Drafting and
negotiating terms
and conditions of
notes/ bonds
Restructuring
Carry
interest
structures
Assisting in equity
deals
Shareholders
arrangements
(side letters,
MoU)
Fund
Formation Transactional Always in line with impact investing
Negotiation
with
investors
General assistance
for structured
finance deals
Legal
opinions
Impact
performance
measurement
MIV
Green
bonds, social
bonds
ESG Sustainable
finance
Impact
committee
Social
impact SRI EuSEF
LuxFlag UNOR LGX
Other legal
services
We can assist you
through the full
range of legal
services in line
with best market
practice in impact
investing
129 arendt.com
Relevant expertise We have developed very strong expertise in the structuring and day-to-day management of
microfinance funds
From the very beginning Arendt has been actively involved in the microfinance, social and environmental impact fields.
Although most of the structure we set up are blended alternative investment funds, whether regulated or non-regulated, we also assist our clients*
with e.g.:
transactional aspects
securitisation vehicles
listing of green or social bonds
Our Impact team being part of Arendt, a “best-in-class” law firm, gives us key strengths to provide the best quality to our clients:
innovative and entrepreneurial philosophy: looking to stay ahead of the legal services market by developing new methodologies and services
to meet our clients’ needs.
longstanding and strong relationship with the CSSF: gained through daily contact at all levels and participation in strategic committees and
working groups.
workforce and capabilities: with 140+ lawyers in the Arendt fund formation group, we are the largest fund formation team in Luxembourg and
one of the largest in Europe.
leading independent business law firm: we advise about 33% of the Luxembourg fund market (by number of funds) and we are one of the
leaders in the microfinance as well as social and environmental impact investment funds industry .
*Client’s references may be provided upon request on a strictly confidential basis.
we have advised on the structuring of the first Luxembourg microfinance fund #1
Relevant experience
• We are committed to a number of Luxembourg or international initiatives around responsible finance
• Lawyers of our impact team participate in various microfinance, social, environmental and impact committees within the Association of the Luxembourg Fund Industry – ALFI (http://www.alfi.lu)
• We have always been actively involved in the promotion and development of microfinance, impact finance and broader SRI industries, notably through these various initiatives:
The Luxembourg Fund Labelling Agency (LuxFlag), an independent, non-profit making association
which aims to promote the raising of capital for microfinance by awarding a recognisable label to eligible microfinance investment vehicles.
The European Microfinance Platform (e-MFP) which promotes co-operation amongst European microfinance bodies working in developing countries by facilitating communication and the exchange of information.
The European Impact Investing Luxembourg (EIIL) which aims to contribute to the development of the impact finance sector, facilitate initiatives in this area within Luxembourg and promote the capacity of the Luxembourg financial centre to support a coordinated practice of impact finance.
The European Venture Philanthropy Association (EVPA) which is a membership association made up of organisations interested in or practicing venture philanthropy across Europe.
The recently created European Social Enterprise Law Association (ESELA) an international network of social enterprise experts, with members ranging from law firms to academic institutions to specialist individuals.
The International Climate Finance Accelerator Luxembourg, an initiative jointly launched by the Luxembourg government and private actors to assist innovative investment fund managers ready to invest in high-impact projects to combat climate change. The ICFA Luxembourg is a Public Private Partnership, under the Luxembourg Climate Finance Strategy, initiated by 9 private entities of the Luxembourg financial sector among which Arendt, the Luxembourg Ministry of Finance and the Ministry of Sustainable Development and Infrastructure.
131 arendt.com
The Arendt Impact Team
From left to right: Anne Contreras-Muller,
Laetitia Duren, Antoine Le Poac, Aurélien
Hollard, Nicole Mendy and Thibaut Riscatto
Detailled CVs of the members of the Impact team
can be find in the appendices of this presentation
Q&A
‘Spotlight On…’ Stream
Melissa Manzo, AgDevCo
Frances Holliday, LeapFrog Tinashe Makoni, Orrick
Natalie Skacelova, European Bank for Reconstruction and Development (EBRD)
Investing in Frontier Markets
What is a frontier market?
“a type of developing country which is more developed than the least developing countries, but too small, risky, or
illiquid to be generally considered an emerging market”
Legal aspects of advising on frontier market investments
The panel will examine common challenges arising when investing in
frontier markets. We will share experiences on advising on the legal
aspects of frontier market investments, including strategies on how to
manage some of the common risks involved.
Investing in Frontier Markets
Introduction to the speakers
■ Melissa Manzo (Chair): General Counsel at AgDevCo, an impact investor and project developer
making debt and equity investments in the agricultural sector in Sub-Saharan Africa. Melissa oversees
the legal function at AgDevCo in London and its 8 jurisdictions of operation in Sub-Saharan Africa, and
advises on transaction structuring, governance matters, regulatory issues and compliance.
■ Frances Holliday: General Counsel at Leapfrog Investments, an impact investor focussing on the
financial services and healthcare sectors in emerging markets. Frances is responsible for all aspects of
LeapFrog’s legal functions across its 8 offices and 21 portfolio companies based in Africa and Asia.
Previously General Counsel at Kazimir Partners, an asset manager focussed on emerging markets.
■ Natalie Skacelova: Principal Counsel at the European Bank for Reconstruction and Development
(EBRD), responsible for all legal work on debt, equity and capital markets projects across the countries
of operation of the EBRD in Eastern Europe, Central Asia, North Africa and the Middle East.
■ Tinashe Makoni: Senior Counsel at SunFunder, a solar energy finance business with a mission to
provide financing for solar assets in emerging markets. Tinashe specialises in debt finance
transactions, with a particular focus on emerging and frontier markets. Tinashe is also a director of the
International Lawyers for Africa (ILFA), an award winning international training programme for African
lawyers.
‘Spotlight On…’ Stream
Jeremy Nicholls Impact Management Project
Julien Parkhomenko Global Reporting Initiative
Krisztina Tora Global Steering Group for Impact Investment
Richard Kennedy Social Value International
Will Martindale Principles for Responsible Investment (UNPRI)
The Future Of Impact Management
Impact Management
Project
The Future of Impact Management
Jeremy Nicholls
12 April 2019
impactmanagementproject.com
This work is licensed under the Creative
Commons Attribution-No Derivatives 4.0
International License that allows the copying
and distribution of this material as long as
no changes are made and credit is given to
the authors.
Twitter | @impmgmt
Overview
March 2019
14
0
impactmanagementproject.com | @impmgmt
INTRODUCTION
ADVISORS
FACILITATED BY
This project is driven by partnerships to co-author
content and case studies
This multi-stakeholder effort is enabled by a consortium of thoughtful
funders, who provide strategic direction on the project scope during
monthly consultations.
ILLUSTRATIVE CONTRIBUTING AUTHORS
Since 2016, the Impact Management Project (IMP) has brought together more than 2,000
practitioners to agree on the dimensions of performance that matter for impact measurement, management and reporting.
14
1
impactmanagementproject.com | @impmgmt
THE IMP PROVIDES A FORUM FOR BUILDING CONSENSUS
The IMP provides a forum for people and organisations across the value chain, people and planet experiencing impact, enterprises of all kinds, asset managers and owners…… to agree on shared fundamentals —
1. FIVE DIMENSIONS OF IMPACT
2. IMPACT DATA CATEGORIES
3. INVESTOR MOTIVATION
4. INVESTOR’S CONTRIBUTION
5. IMPACT CLASSES
14
2
impactm
anagem
entp
roje
ct.com
THE FIVE DIMENSIONS OF IMPACT
Everything we do affects people and the planet. The impact of any effect can be
disaggregated into five dimensions: What, Who, How Much, Contribution and Risk.
IMPACT
DIMENSION QUESTIONS TO GUIDE DATA COLLECTION
What outcome occurs? Is it positive or negative? Is it
important to the people or planet experiencing it?
Who experiences the outcome? How underserved are
they in relation to it?
How much of the outcome occurs – in terms of how
many people experience it, the degree of change and
how long it lasts for?
What is the enterprise’s contribution to the outcome,
relative to what would likely happen anyway?
What is the risk to people and planet that impact does
not occur as expected?
14
3
impactm
anagem
entp
roje
ct.com
…THE IMP HAS LAUNCHED A ‘STRUCTURED NETWORK’ OF STANDARD-SETTING ORGANISATIONS…. The “plumbing system”
14
4
impactm
anagem
entp
roje
ct.com
WHAT WILL THIS LOOK LIKE IN A DECADE?
In a decade, we envision that all businesses and investments:
• regularly use the 5 dimensions to account for their impacts that matter most to
people and the planet
• survey their corporate “ESG” hygiene
• consider the relationship of these to their ability to generate sustained financial
performance
• report all of this transparently
Resulting in...
A much greater understanding of how economic activity affects human
wellbeing, which can drive allocation of resources (public and private) to
reduce poverty, inequality and climate change.
Social Value
International
The Future of Impact Management
Richard Kennedy
12 April 2019
A Conceptual Framework for Impact Accounting
Is the basis of our financial accounting still
fit for purpose?
85% wanted their investments to account
for more than just financial returns
40% want companies to include financial, social and environmental value included in the overall profitability of a company.
Principles for
Responsible
Investment (UNPRI)
The Future of Impact Management
Will Martindale
12 April 2019
© UN Photo/Sylvain Liechti
A LEGAL FRAMEWORK FOR
IMPACT
A legal framework for the consideration of
sustainability impact in investor decision-making
UNEP FI | PRI | THE GENERATION FOUNDATION
ESELA Conference
About this project
Within the next decade, assessing and accounting for the
sustainability impact of investment decision-making needs
to be a core part of investment activity.
Launched in January 2019 by the PRI, UNEP FI and The Generation
Foundation, A Legal Framework for Impact, will prepare and publish legal
analysis, as well as practical recommendations, for investors seeking to
assess and account for sustainability impact in investment decision-
making as a core part of investment activity.
First and second generation of responsible investment
In the 2000s, investors began to understand
the importance of ESG issues to their
investment decisions—best articulated by the
Freshfields report—which found that investors
could incorporate financially material ESG
issues as part of their fiduciary duties.
Despite growing awareness, an
implementation gap remained with capital
markets often not accounting for the
sustainability-related risks and opportunities.
In 2015, PRI and UNEP FI published
Fiduciary Duty in the 21st Century.
Third generation of responsible investment
The third generation of responsible investors
are beginning to measure, account for and
integrate the real-world sustainability impact
of their investment activity.
As currently defined, fiduciary duties
do not require a fiduciary to account
for the sustainability impact of their
investment activity, beyond its financial
performance.
In other words, fiduciary duties require
consideration of how sustainability
issues affect the investment decision,
but not how the investment decision
affects sustainability issues.
Legal questions
There are emerging ‘pockets of excellence’ in technical
understanding, including methodologies and disclosure
requirements on the integration of impact in investment
decision-making.
However, fundamental legal questions remain:
Are there legal impediments to
investors adopting ‘impact targets’,
for example, that investment activity
is consistent with 1.5 degrees?
Are investors legally required to
integrate the sustainability impacts
of their investment activity in their
decision-making processes?
On what positive legal grounds
could or should investors integrate
the realization of the SDGs in their
investment decision-making?
Impact duties
As such, investors have multiple duties: A fiduciary duty to
integrate all financially material factors, including ESG
factors and an impact duty to, in example 1, decarbonise
portfolios, in example 2, incorporate quality of life, and in
example 3, incorporate wider society.
The study will understand how investors should manage their multiple
duties within existing legal frameworks. In some jurisdictions, the legal
analysis may find that there are legal impediments to incorporating
sustainability impact, in which case the project will recommend policy
change.
Project partners, next steps and contact
Project partners:
UNEP FI, PRI and The Generation Foundation
Next steps:
The RFP to appoint a law firm will be published in May.
The investor and legal reference group will launch in April.
For further details, contact:
Will Martindale, PRI, [email protected]
Elodie Feller, UNEP FI [email protected]
‘Spotlight On…’ Stream
Sarah Dobson, ESELA - The Legal Network for Social Impact
Constanza Connolly, Beccar Varela Perry Teicher, Orrick
Richard Gerrard, AgDevCo Rebecca Perlman, Herbert Smith Freehills
Forging Your Impact Career
PLENARY
Powering the Impact Revolution
Pedro Tarak
Co Founder of Sistema B
Julie Wynne
Vice-President of ESELA
and Partner at FRORIEP
Will Goodhart
Chief Executive at CFA UK, Working Group
Lead of the Implementation Taskforce
Q&A
PLENARY Powering the Impact Revolution
With Tim West of
The Fable Bureau and
Pioneers Post
A message from the High
Commissioner for Social
and Solidarity Economy
and Social Innovation
Christophe Itier
Haut-commissaire à l'Économie sociale
et solidaire et à l'innovation sociale
12 April 2019
CLOSING ADDRESS
Sarah Dobson, Executive Director of ESELA – The Legal Network for
Social Impact
M.C.
Charmian Love,
Co Founder and Chair of B Lab UK
Conference Sponsors
With Thanks To Our
Conference Network Partners
With Thanks To Our
The Impact Revolution:
The Role of Law and Lawyers
ESELA Annual Conference
12 April 2019, London