‘Golden Shares’ scheme ensures its mission cannot be diluted by future shareholder decisions
Tony’s Chocolonely, team Includability Official chocolatier, has introduced a “golden share” governance structure to prevent shareholders from weakening its sustainability commitments in future.
A majority of shares will be safeguarded by independent “mission guardians” who have the power to indefinitely prevent legal changes to its 5 sourcing principles and mission to eradicate inequality and exploitation in the chocolate trade – ensuring these elements can never be changed without the guardians’ agreement.
Tony’s mission guardians also been granted a secondary “lock” and can act if they believe Tony’s Chiefs are drifting from their mission or sourcing principles in practice.
Who is Tony’s Chocolonely?
Tony’s Chocolonely are an ethical confectionary company based in Amsterdam. Their mission is to eliminate “slavery” or impoverished wage rates for the cocoa farmers they work with. In addition to giving their farmers Fair Tarde rates for the cocoa beans, they pay a premium to help enable farmers a living income.
Tony’s are an impact company, and their mission is to eliminate child labour and all illegal labour in the entire chocolate supply chain.
In 2022, Tony’s came under fire for partnering Barry Callebaut as there were issues of child labour use in their supply chain. Tony’s wanted to partner with them so they could influence working practices from the inside.
Who is involved?
Tony’s CEO, Douglas Lamont has appointed three mission guardians to work with their senior management team.
The roles will be filled by; sustainable entrepreneur and chair of Beyond Meat, Seth Goldman, lawyer and TV presenter Ikenna Azuike; and the former Tony’s board member, Anne-Wil Dijkstra.
The Tony’s board hope to inspire other purpose-led organisations to follow them.
“A growing number of purpose-driven companies are looking for ways to secure their impact models at the core of their business permanently and irrevocably, independent of shareholder structure,” said Douglas Lamont.
“With this model, we hope to role-model what we believe to be a powerful mechanism to protect our mission and sourcing principles forever and act as an inspiration for others to look more closely at what they can do to secure their mission too.
“Many times, we have witnessed mission-led businesses losing their way. Passionate founders sell down their shares and are replaced at the helm, over time things dissipate, and in the end the very foundation of the company, its mission, crumbles.”
What governance powers do Tony’s mission guardians have?
The mission guardians will have a right to full transparency and access to all employees, partners, farmers and stakeholders. Any serious concerns in relation to any mission breaches can be shared directly with guardians by any of Tony’s stakeholders and employees. Guardians have the right to investigate and discuss concerns in detail with management and suggest remedial steps.
Mission guardians are entitled to publicise their concerns with two pages in Tony’s annual impact report and have the right to publish any serious concerns in national newspapers across Tony’s major markets.
They also have legal escalation at their disposal, with the right to refer the matter for legal investigation and arbitration at the Dutch Enterprise Chamber.
How can Includability help with sustainability and governance?
If you have been inspired by Tony’s example, then become an Includability Committed Employer today and get access to receive exclusive discounts from expert consultants in leadership and governance that can help you lock your core mission policies.
Start your journey now! https://www.weareincludability.co.uk/membership/what-makes-includability-the-standard