UNITED PARCEL SERVICE, INC. | Sustainability Oversight at UNITED PARCEL SERVICE, INC.

Status
Omitted
Previous AGM date
Resolution details
Company ticker
UPS
Resolution ask
Adopt or amend a policy
ESG theme
  • Governance
ESG sub-theme
  • Other
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Industrials
Company HQ country
United States
Resolved clause
RESOLVED: Article IV of the Bylaws of United Parcel Service, Inc. shall be amended by adding the following Section 9: “Section 9. Notwithstanding any of the foregoing, the Corporation shall have a Risk Committee. The Risk Committee shall at a minimum conduct oversight of the Corporation’s sustainability initiatives. The process by which the Risk Committee shall exercise its oversight shall at a minimum including assessing the extent to which the Corporation’s sustainability initiatives have been authorized on the basis of positive netpresent-value calculations and are being maintained on the basis of return-on-investment analysis. The Risk Committee shall annually report to the shareholders on its findings.”
Supporting statement
Supporting Statement UPS’s long-term value depends on effective risk oversight, disciplined capital allocation, and the credibility of its sustainability claims. Investors increasingly evaluate large public companies not only by their environmental or social goals but also by whether those initiatives produce measurable financial returns aligned with fiduciary duty. Yet UPS does not currently provide shareholders with clear, quantitative assurance that its sustainability projects meet standard financial performance criteria. For example, the 2024 UPS Sustainability and Social Impact Report's "Delivering for Our Planet"1 section reveals several red flags regarding the absence of net-present-value (NPV) or return-on-investment (ROI) analyses for its decarbonization initiatives. First, the sevenpillar strategy, including a 40% alternative fuel target by 2025 (87% achieved) and net-zero emissions by 2050, is outlined without any cost estimates, capital requirements, or projected financial returns. Second, the asset transition pillar highlights testing over 1,000 sustainable vehicles and operational efficiencies yielding a 2.1% emissions reduction, yet omits details on investment payback periods or economic viability. Third, renewable electricity goals—15.2% achieved toward 25% by 2025 and 100% by 2035—are promoted alongside carbon offset strategies, but lack quantification of incremental costs versus long-term savings or shareholder value impact. These omissions suggest potential governance lapses in justifying sustainability spending. The proposed bylaw amendment would strengthen corporate governance by codifying the responsibility of the Risk Committee to apply rigorous, value-based oversight to sustainability initiatives. The proposal does not dictate particular environmental policies or outcomes; rather, it ensures that such initiatives are subject to the same financial scrutiny as other corporate investments. By requiring annual assessment of whether sustainability projects are supported by NPV calculations and monitored through ROI analysis, the amendment promotes transparency and accountability. Where such affirmation cannot be made, the Committee has the opportunity to explain why—ensuring shareholders receive material information necessary to properly value their shares. Seeking sound financial evaluation of sustainability projects should not be viewed as an attack on environmental and social responsibility. Requiring explicit NPV and ROI review simply ensures that corporate resources advance both ethical and economic objectives in accordance with fiduciary duties. Shareholders are urged to vote FOR this bylaw amendment to enhance UPS’s accountability, transparency, and long-term value creation.

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