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Exxon to abandon New Jersey incorporation in favor of Texas homecoming

Exxon Mobil wants to abandon its corporate registration in the state of New Jersey and re-incorporate in Texas, where its headquarters is located. This move could strengthen its defenses against climate activists and activist shareholders.

Exxon made the announcement in a proxy file. If shareholders approve the move, Exxon will become the latest high-profile company to register in Texas, joining SpaceX, Tesla, and Coinbase.

A new Texas law improved legal protections for business through various mechanisms. This included reducing shareholder litigation threats by allowing companies to set stock-ownership thresholds.

The company stated in its filing that "the Board believes Texas legislators and judges who could make decisions that impact Exxon Mobil, are generally more knowledgeable about our business and operations."

Longtime environmental lawsuits have been filed against the top U.S. producer of oil, with its physical headquarters in Spring, Texas.

New Jersey officials will sue Exxon, Chevron, and other fossil fuel?companies by 2022. They claim that these companies 'contributed to the climate change and forced New Jersey to spend billions to clean up from major natural disasters like Superstorm Sandy and hurricane Ida. The lawsuit was dismissed in 2017.

Jill Fisch, law professor at the University of Pennsylvania, says that incorporating in the state where a company has its headquarters will help the executives to get the attention of politicians who can assist them with tax questions or other issues.

She said that incorporating in your state is a great way to show loyalty to your home and to get legislators to take notice of you.

Exxon has its roots in New Jersey, but its headquarters are in Texas.

Exxon introduced a new program in September to prevent activist shareholder resolutions at annual meetings. The program allows retail investors to vote automatically in accordance with the board's recommendation.

Nearly 40% are owned by individuals, but only a quarter vote during the proxy season. They mostly support the company board.

Texas has tried to?reinforce its reputation as a haven for businesses and has been a big beneficiary as companies such as Delaware have left the state, which was a popular destination for incorporation. Reporting by Sheila Dang, in Houston; and Ross Kerber, in Boston. Editing by Nathan Crooks & Muralikumar Aantharaman.

(source: Reuters)