CNX Responds Regarding Shareholder Proposal
April 17, 2023
Jon Handlery, CEO
Handlery Hotels Inc.
180 Geary Street, Suite 700
San Francisco, California 94108
Dear Jon,
We recently reviewed the solicitation filed on April 13th by Proxy Impact regarding Handlery Hotels’ shareholder proposal. To be clear, that is Handlery Hotels’ shareholder proposal, not Proxy Impact’s shareholder proposal (Proxy Impact is not our shareholder). Despite numerous attempts at outreach, we still have not received any response from you directly. That’s over 50 days and counting where you, as the shareholder, refuse to engage.
In the April 13th solicitation, we continue to observe a fundamental lack of understanding of CNX Resources Corporation, what we stand for, and what we do. All could have been ascertained by you with simple due diligence and straightforward dialogue. Instead, we must rebut this ongoing charade from Proxy Impact (not our shareholder), which undermines true shareholder engagement and sound corporate governance.
We need to inform you of two errors in the April 13th solicitation.
Contrary to the solicitation remarks, oversight of CNX’s Environmental, Social, Corporate Responsibility (“ESCR”) Committee is defined in its charter and requires that the Committee shall “review any significant environmental, corporate responsibility, public policy, legislative, political and social issues that may materially affect the business operations, financial performance, or public image of the Company or industry, and management’s response to such matters.”1
Additionally, our Corporate Responsibility Report does identify all organizations that CNX is a member of that engage in the public policy process, and such organizations are largely state-based and focus on local license to operate issues as opposed to matters of global public policy.2
Given ‘your’ solicitation’s discussion of a lower carbon energy future, we would enjoy a direct conversation with you and any other shareholder on the topic, particularly regarding the important role of natural gas in a low carbon future. We note the current view of the International Energy Agency (“IEA”). The IEA reported that the recent global energy crisis in which shortages of natural gas played a central role “reminded policy makers and energy consumers of the immediate importance of stable and affordable natural gas supplies” and that “new investments in upstream gas supply remain necessary to offset production declines from existing fields”3.
We look forward to the day where we can speak directly, Jon; so as always, please feel free to contact us at any time.
Respectfully,
Nick DeIuliis
1https://www.cnx.com/cnx/media/governance/ESCR-Committee-Charter_1-26-2021.pdf
2https://responsibility.cnx.com/
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