2-1 Organizational details
Carlisle Companies Incorporated,
16430 N. Scottsdale Road, Suite 400
Scottsdale, AZ 85254
Carlisle Companies Incorporated is publicly traded on the New York Stock Exchange (“NYSE”) under the symbol, “CSL”.
We maintain a global network of manufacturing facilities, technical centers, and major office locations located in Australia, Canada, China, Germany, Japan, South Korea, Mexico, Romania, Switzerland, The Netherlands, United Kingdom, and United States.
2-2 Entities included in the organization’s sustainability reporting
Carlisle operates numerous entities which are included in financial statements. The following entities represent Carlisle Companies Incorporated’s corporate operations as well as the major entity for each Carlisle business unit: Carlisle Companies Incorporated, Carlisle Construction Materials, Carlisle Weatherproofing Technologies, Carlisle Interconnect Technologies, and Carlisle Fluid Technologies.
All entities included in Carlisle's financial statements are also included in our sustainability reporting.
Please reference our annual form 10-K for further information on Carlisle's business units.
2-3 Reporting period, frequency and contact point
Carlisle’s 2022 GRI Report was published in August 2023 and covers the period of January 1, 2022- December 31, 2022. Our sustainability and financial reporting periods are aligned and we report annually. For any questions about this report or reported information, please contact CSLSustainability@carlisle.com.
2-4 Restatements of information
GRI 303-3, 303-4, 303-5, updated 2021 data is reported below.
Water withdrawal, discharge, and consumption by region
|
Units |
Americas |
APAC |
EMEA |
Global |
Within Water-Stressed Regions |
% of Total Within Water-Stressed Regions |
Withdrawn |
Cubic Meters |
585,058
|
223,974
|
317,367
|
1,126,398
|
278,329
|
24.71%
|
Discharged |
Cubic Meters |
526,129
|
220,717
|
315,893
|
1,062,739
|
263,264
|
24.78%
|
Consumed |
Cubic Meters |
58,893
|
3,257
|
1,474
|
63,623
|
15,028
|
23.62%
|
Please see disclosure 305-7 for updated 2021 SOx emissions.
2-5 External assurance
Carlisle has received external verification of our scope 1, 2, and 3 GHG emissions, energy, and water use at a limited assurance level in accordance with the ISO 14064-3: 2019 and ISAE 3000 standards through SCS Global Services. Please see our 2022 Corporate Sustainability Report to view our verification statement.
2-6 Activities, value chain and other business relationships
Carlisle’s primary SICS sector is Extractives and Minerals Processing and our primary SICS industry is Construction Materials.
Carlisle serves a vast range of industrial and customer applications and engages a global base of suppliers. Key raw materials for each business are included below:
CCM: methylene diphenyl diisocyanate (“MDI”), polyol, EPDM polymer, TPO polymer, carbon black and coated steel
CWT: MDI, silicone polymer, asphalt, rubber, glass mat and expanded polystyrene insulation bead
CIT: gold, copper conductors that are plated with tin, nickel or silver, polyimide tapes, polytetrafluoroethylene (“PTFE”) tapes, PTFE fine powder resin, thermoplastic resins, stainless steel, beryllium copper rod, machined metals, plastic parts, and various marking and identification materials
CFT: carbon steel and various grades of stainless steel, brass, aluminum, copper, machined metals, carbide, machined plastic parts and PTFE
2-7 Employees
There were no significant fluctuations in the number of employees during the reporting period. The number of total employees increased during the reporting period mostly due to acquisitions.
Total number of employees (by gender, by region)
Gender |
Americas |
EMEA |
APAC |
Global |
Male |
6,227
|
643
|
1,270
|
8,140
|
Female |
2,631
|
160
|
1,110
|
3,901
|
Not Disclosed |
406
|
48
|
22
|
476
|
Total number of employees (by contract/employment type, by region)
Contract Type |
Americas |
EMEA |
APAC |
Global |
Permanent Employees |
9,146
|
921
|
2,077
|
12,144
|
Temporary Employees |
118
|
26
|
229
|
373
|
Full-time employees |
9,207
|
868
|
2,303
|
12,378
|
Part-time employees |
57
|
79
|
3
|
139
|
Total number of employees (by contract/employment type, by gender)
Contract Type |
Male |
Female |
Not Disclosed |
Total |
Permanent Employees |
7,948
|
3,787
|
409
|
12,144
|
Temporary Employees |
115
|
75
|
67
|
373
|
Full-time employees |
7,915
|
3,757
|
472
|
12,378
|
Part time employees |
72
|
65
|
4
|
139
|
2-8 Workers who are not employees
The total number of workers who are not employees and whose work is controlled by Carlisle is 270, mostly comprised of agency temporary workers in production positions such as machine operators and assemblers.
2-9 Governance structure and composition
Carlisle’s various businesses are conducted by its employees under the direction of the Chairman and other senior management personnel. The Board of Directors discusses long-term corporate strategy for Carlisle and monitors and oversees management’s performance to assure that the interests of the stockholders are being properly served. The Board is also responsible for approving and maintaining a succession plan for the Company’s Chief Executive Officer and senior executives, including succession in the case of an emergency or retirement, based on the recommendations of the Corporate Governance and Nominating Committee.
For more information on the composition of the highest governance bodies and its committees, and its diversity, please see https://www.carlisle.com/sustainability/Governance/default.aspx
2-10 Nomination and selection of the highest governance body
The Corporate Governance and Nominating Committee assists the Board by identifying and evaluating individuals qualified to be directors and by recommending to the Board such individuals for nomination as members. Pursuant to the Company’s Statement of Corporate Governance Guidelines and Principles, director nominees should possess the highest personal and professional integrity, ethics, and values, and be committed to representing the long-term interests of the Company’s stockholders. Nominees should also have outstanding business, financial, professional, academic, or managerial backgrounds and experience. In identifying, recruiting, and recommending nominees to the Board, the Corporate Governance and Nominating Committee is committed to including for consideration qualified candidates with diverse backgrounds, including diversity of gender and race.
Our stockholders can nominate candidates for the board of directors if the stockholders follow the advance notice procedures described in our Certificate of Incorporation.
2-11 Chair of the highest governance body
Christian Koch, as the Company’s Chair, President, and Chief Executive Officer, is responsible for providing the day-to-day leadership of the Company, executing the Company’s strategy, shaping the Company’s corporate vision, developing the operational management of the Company’s businesses, and leading the Company’s strategic direction, the Board’s engagement with stockholders, and the Board’s consideration of key governance matters.
2-12 Role of the highest governance body in overseeing the management of impacts
The Chair, President, and Chief Executive Officer reviews and approves the strategic direction for Carlisle’s sustainability approach. Carlisle’s sustainability approach is guided to execution through the Vice President of Sustainability and the ESG Steering Committee. The Vice President of Sustainability, reporting to the Chair, President, and Chief Executive Officer, leads the ESG Steering Committee, which is composed of key executives in the areas of human resources, COS, legal and finance. The ESG Steering Committee develops strategy, provides oversight, and monitors accountability in our ESG and climate-related initiatives through the deployment of the Carlisle Environmental Sustainability Policy. On a periodic basis, Carlisle's Board of Directors reviews the status of the Company's ESG initiatives.
2-13 Delegation of responsibility for managing impacts
The Vice President of Sustainability and members of the ESG Steering Committee work with senior leadership within Carlisle’s business units to deploy and accelerate Carlisle’s sustainability strategy. In accordance with our environmental sustainability policy, a management representative is appointed for each of our business units who, in addition to other responsibilities, shall ensure that the requirements of the environmental sustainability policy are met at each facility within the business unit.
2-14 Role of the highest governance body in sustainability reporting
The Vice President of Sustainability has a responsibility to review and approve all information reported.
2-15 Conflicts of interest
Carlisle's Corporate Governance and Nominating Committee is required to conduct an annual review of potential director conflicts of interest. If a conflict develops between a director and the company, the director shall promptly report the matter to the Corporate Governance and Nominating Committee for evaluation.
If a director has a personal interest in a matter before the Board, the director shall disclose the interest to the Board, excuse him or herself from participation in the discussion and abstain from voting on the matter.
2-16 Communication of critical concerns
Carlisle wants to facilitate an atmosphere that encourages the open flow of communication, we offer numerous options for reporting including contacting an immediate supervisor or local HR representative, Carlisle's Vice President, Human Resources, Carlisle's General Counsel, as well as an AlertLine for anonymous reporting.
Carlisle maintains records of all calls coming into our alert line, required by the Sarbanes-Oxley legislation, to allow reporting of questionable accounting practices. No such reports were received in 2022. Our Code of Business Conduct and Ethics Code contains sections on Reporting Suspected Illegal or Unethical Behavior and Administration and Monitoring of the Code. Any such reports are managed by the General Counsel. No reports were filed in 2022.
Our Board of Directors has oversight responsibility over risk management, which includes receiving management reports of any receipt of grievances under the alert line or Code.
Our AlertLine process is reviewed by our external auditor.
2-17 Collective knowledge of the highest governance body
All new directors are expected to participate in an Orientation Program, which should be conducted within three months from the time the new director joins the Board. This orientation will include presentations by senior management to familiarize the new director with the Company’s strategic plans, its significant financial, accounting and risk management issues, its compliance programs, its principal officers as well as this Statement. All continuing directors are also invited to attend the orientation. The Company also shall provide directors with ongoing education on issues facing the Company and on subjects that would assist the directors in discharging their duties.
2-18 Evaluation of the performance of the highest governance body
The Corporate Governance and Nominating Committee will annually review the performance of the Board and each of its committees. Moreover, each December, the directors will be requested to provide their assessments of the effectiveness of the Board and the committees on which they serve. The individual assessments will be reviewed by the Corporate Governance and Nominating Committee.
2-19 Remuneration policies
Director compensation is determined by the Board based on recommendations made by the Corporate Governance and Nominating Committee. The Corporate Governance and Nominating Committee reviews director compensation at least every two years and makes recommendations to the Board regarding the form and amount of director compensation, including perquisites and other benefits, and any additional compensation to be paid to the directors for their services. In making its recommendations, the Corporate Governance and Nominating Committee gives due consideration to what is customary compensation for directors of comparable companies, as well as any other factors it deems appropriate that are consistent with the policies and principles set forth in its charter and the Company’s Statement of Corporate Governance Guidelines and Principles.
For more information on the remuneration of our Board of Directors and Executives, please refer to our 2022 10-K and proxy statement.
2-20 Process to determine remuneration
Each division employs their own compensation specialist who provides guidance to senior leadership regarding remuneration. Divisions may use outside consultants to ensure alignment with industry as needed. Carlisle may also participate in salary surveys to include similar industries. Divisions may also use outside consultants to provide assistance in reviewing and setting up pay bands as well as provide salary survey information.
2-21 Annual total compensation ratio
The ratio of the annual total compensation for our highest-paid individual to the median annual total compensation for all employees is 190:1.
The ratio of the percentage increase in annual total compensation for Carlisle’s highest paid individual to the median annual total percentage increase in annual total compensation is 5:1.
2-22 Statement on sustainable development strategy
Please see our 2022 Corporate Sustainability Report for a statement from our Chair, President, and Chief Executive Officer D. Christian Koch.
2-23 Policy commitments
For a complete description of our policy commitments please reference our corporate governance home page. Carlisle Companies Incorporated - Who We Are - Corporate Governance
2-24 Embedding policy commitments
All Carlisle employees are periodically required to complete our Business Code of Ethics training in order to ensure that all aspects of the code are integrated into operations. We will provide additional resources regarding ethics to any employee or supplier upon request. In addition, Carlisle regularly distributes copies of this Code along with a requirement for employees to certify their review and compliance with this Code. Compliance with the certification requirement and all employee responses to the certifications are reviewed by our General Counsel. The Code will be enforced consistently, and all reports of misconduct will be taken seriously. Each report will be reviewed to confirm whether investigation is needed and what the appropriate response would look like. Investigators will take steps to ensure that each case is kept confidential to the extent possible and conducted with impartiality, competence, honesty, fairness, timeliness, and thoroughness.
2-25 Processes to remediate negative impacts
Carlisle provides confidential means for all personnel to report non-conformances with any Carlisle policy to management. This may be done through the same channels currently available for Code of Business Conduct concerns that include your supervisor, human resources, and the General Counsel, or the Board of Directors. The Company shall investigate, address, and respond to the concerns of personnel and other interested parties about conformance/non-conformance with the Environmental Sustainability Policy. Carlisle shall identify the root cause, promptly implement corrective and preventive action, and allocate adequate resources appropriate to the nature and severity of any identified non-conformance with the Carlisle Environmental Sustainability Policy.
2-26 Mechanisms for seeking advice and raising concerns
To maintain an ethical atmosphere, employees must speak up when they have questions or concerns. In order to facilitate an atmosphere that encourages the open flow of communication, Carlisle offers a number of options for reporting. These options include:
Your immediate supervisor or local HR representative.
Carlisle’s Vice President, Human Resources – 480-781-5000
Carlisle’s General Counsel – 480-781-5000
AlertLine, for anonymous reporting of potential fraud - 1-800-294-2341
2-27 Compliance with laws and regulations
Carlisle did not have any instances of non-compliance with laws and regulations during the reporting period.
2-28 Membership associations
Carlisle serves as a board member or is a participating member in the following trade organizations and associations:
- United States Green Building Council (USGBC)
- Polyisocyanurate Insulation Manufacturers Association (PIMA)
- EPDM Roofing Association (ERA)
- EPS Industry Alliance (EPSIA)
- Metal Roofing Association (MRA)
- Metal Construction Association
- Roof Coating Manufacturing Association (RCMA)
- Spray Polyurethane Foam Alliance (SPFA)
- Single Ply Roofing Industry (SPRI)
- The Business Council for Sustainable Energy
- Cool Roof Rating Council (CRRC)
- International Institute of Building Enclosure Consultants (IIBEC)
- American Institute of Architects (AIA)
- The Airline Passenger Experience Association (APEX)
- National Business Aviation Association (NBAA)
|
- ARINC Industry Activities
- Independent Aircraft Modifier Alliance (IAMA)
- Aircraft Electronics Association
- Vertical Flight Society
- Chemicals Fabrics and Film Association (CFFA)
- National Roofing Contractors Association (ROOFPAC)
- American Society of Heating, Refrigerating and Air-Conditioning Engineers (ASHRAE)
- American Society for Testing and Materials (ASTM)
- German Sustainable Building Council (DGNB)
- Bundesverband GebäudeGrün e. V. (BuGG)
- Arbeitsgemeinschaft für zeitgemäßes Bauen e.V. (ARGE). (Working Group for Contemporary Building)
- Central Association of the German Roofing Trade (ZDBF)
- Forschungsgesellschaft Landschaftsentwicklung Landschaftsbau e.V. (FLL) (Research Society for Landscape Development and Landscaping)
|
2-29 Approach to stakeholder engagement
We engage stakeholders through formal and informal methods to understand perspectives and priorities for our company, the industries in which we operate, and the communities that we impact. It is in the mutual interest of our company and our stakeholders to engage in ongoing collaboration and active dialogue to identify key issues and emerging trends to inform our sustainability strategy.
2-30 Collective bargaining agreements
Less than 1% of Carlisle’s global employees are covered by collective bargaining agreements. Carlisle acknowledges the right of employees to associate freely, form and join employee organizations of their choosing, seek representation and bargain collectively, as permitted by and in accordance with applicable laws.
As of December 31, 2022, 631 employees were represented by unions, local work councils, or collective bargaining agreements across 4 divisions and 6 countries.