Aligning Values with Actions The integration of ESG principles into corporate governance marks a shift from the purely profit-driven model to a more values-driven one. ESG considerations encourage shareholders/boards/executives to consider the broader implications of their decisions, encompassing environmental sustainability, social responsibility, and ethical governance. This shift prompts the re-evaluation of board composition, risk assessment, and strategic planning to ensure alignment with ESG goals. Lending for a Sustainable Future Financial institutions have a crucial role in supporting sustainable practices through their lending activities. Most large banks have made a commitment for their balance sheet to be net zero by 2050, which has seen an increase of lenders assessing their ESG risks and opportunities when extending credit. This includes evaluating a borrower's environmental impact, social responsibility, and governance practices. ESG due diligence has become an integral part of the loan origination process, ensuring that borrowers align with ESG criteria. In 2021, the global loan markets provided over $681 billion of green and sustainability-linked lending.
Lender Perspectives Lenders are reevaluating their risk
assessment models to incorporate ESG factors. They recognize that ESG risks, such as climate change and social unrest, can significantly impact the creditworthiness of borrowers. Financial institutions that adapt their lending criteria to consider ESG are better positioned to navigate the evolving financial landscape. Sustainability-linked loans (SLLs) are being used by Lenders in more and more transactions, whereby the Lender will look to include ambitious KPIs that align with the bor- rower’s own sustainability strategies. Borrower Perspectives Borrowers are also adjusting their practices to meet ESG expectations. Many businesses are adopting sustainable initiatives to enhance their ESG profiles, recognizing that ESG-friendly financing options are becoming increasingly attractive. There are several case studies of companies successfully aligning their operations with ESG requirements that illustrate the tangible benefits of this shift. The examples below illustrate how companies have incorporated ESG principles into their borrowing practices or how
lenders have adapted their lending criteria to account for ESG factors:
1. ING Groep N.V. and Sustainability-Linked Loan (SLLs):
Regulating for ESG Governments and regulatory bodies
worldwide are recognising the importance of ESG considerations. Various jurisdictions have introduced regulations and guidelines that require companies and financial insti - tutions to disclose ESG-related information. Compliance with these standards not only mitigates legal risks but also serves as a signal of commitment to ESG principles. Transparency and Trust Transparent ESG reporting and disclosure have become crucial components of corporate governance. Reporting standards such as the Global Reporting Initiative (GRI), Sustainability Accounting Standards Board (SASB), and Task Force on Climate-related Financial Disclosures (TCFD) provide frameworks for companies to communicate their ESG performance. This transparency
ING, a Dutch multinational bank, issued a SLL to Philips, the global electronics company. The terms of the loan were tied to Philips' sus- tainability performance, including its progress toward reducing carbon emissions and increasing the use of renewable energy. The interest rate on the loan was adjusted based on the achievement of predefined ESG targets. This case showcases how lenders can incentivise borrowers to improve their ESG performance through financial instruments.
2. BNP Paribas and Danone's ESG-Linked Loan:
BNP Paribas provided Danone, a global food and beverage company, with a €2 billion syndicated loan linked to ESG performance. Danone aimed to improve its ESG practices and reduce its carbon emissions.
fosters trust among stakeholders, including investors and lenders.
THE LEGAL CORNER MAGAZINE | ISSUE 006 JANUARY '24 | KEEPING THINGS SIMPLE – WHAT TO EXPECT IN 2024 HB 8
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