LONDON – Royal Dutch Shell proposed moving its headquarters from the Netherlands to the United Kingdom and streamlining its structure Monday in hopes of making it easier to move forward in a world transitioning away from a dependence on fossil fuels.
The company, which has been incorporated in the U.K. with Dutch tax residency and dual class shares since 2005, said it wanted to move to a more conventional structure to make the company more competitive as it seeks to meet the challenges of shifting toward cleaner energy.
Dutch officials said they were “unpleasantly surprised."
“The government deeply regrets that Shell wants to move its head office to the United Kingdom,” Dutch Economic Affairs and Climate Minister Stef Blok said. “We are in talks with the top of Shell about the implications of this move for jobs, critical investment decisions and sustainability.”
He said the company had assured the government that “the personnel consequences of this decision will be limited to the relocation of a number of executive, board positions from the Netherlands to the United Kingdom.”
Shell said that while it was proud of its Dutch heritage, the changes mean it would no longer use “Royal Dutch" in its name.
“The simplification will normalize our share structure under the tax and legal jurisdictions of a single country and make us more competitive," Shell Chairman Andrew Mackenzie said in a statement. “As a result, Shell will be better positioned to seize opportunities and play a leading role in the energy transition."
Shareholders will be asked to vote on the measure at a meeting Dec. 10.
The proposal hints at the complications Shell and other energy giants face as they plan for the day when demand for oil fades and major economies turn to electric-powered cars. Chief Executive Ben van Beurden has made it clear in the past that he intends to have the company remain competitive in a world that gets more of its energy from renewable sources.
His comments came amid an increased focus on the future of the industry after the 2015 Paris climate agreement led governments to commit to tougher action on emissions and shareholders push for more long-term plans.
Shifting from a company that makes fossil fuels to net-zero emissions businesses will involve decreasing investment in one part of the firm and increasing it in another, said David Elmes, an energy expert at the Warwick Business School.
Shell has been challenged, meanwhile, by activist investment firm Third Point to split into a legacy fossil fuel company that returns funds to shareholders from producing oil and a net-zero firm that raises its own capital from markets, Elmes said.
“Shell have replied that it’s both the funds from declining fossil fuel activities and their transferrable capabilities that will allow them to be successful in making the transition as a single firm,'' Elmes said. “They have resisted Third Point’s call to split the company.''
At a time of pressure, the company is proposing more clarity. Shell's dual share structure is a legacy of a 2005 merger that created the company as it is known today. The structure makes it less clear to investors what they were buying and who they could expect payments from — or at least more complicated than many similar firms.
“Unifying the share structure is a step to make this whole process of transforming the company more transparent and simpler for shareholders," Elmes said.
There are other pressures as well. Shell lost a landmark case brought by climate activists in the Netherlands earlier this year. The Hague District Court ordered the company to cut its carbon emissions by a net 45% by 2030 compared with 2019 levels, a decision activists hailed as a victory for the planet.
Peer de Rijk of Friends of the Earth Netherlands said Shell's changes would have no effect on the case. Shell said in July it was appealing the ruling.
“This news has no negative consequences for Milieudefensie’s climate case against Shell. In any case, this lawsuit will remain with the Dutch courts," De Rijk said.
“Rather, moving to the United Kingdom opens up a new front, including for future cases,” he added.
Shell is not the first multinational company to turn its back on the Netherlands. Last year, consumer goods giant Unilever — owner of household brands such as Dove, Lipton teas and Ben & Jerry's ice cream — said it was ending its Anglo-Dutch corporate structure and would be headquartered in London.
Corder reported from The Hague, Netherlands.