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Most nonprofit boards can do whatever they want.
Surely you’ve heard by now. On Friday, the board of directors of OpenAI, the world-bestriding startup at the center of the new artificial intelligence boom, fired its chief executive, Sam Altman. He had not been “consistently candid” with the board, the company said, setting in motion a coup — and potential counter-coup — that has transfixed the tech, business, and media industries for the past 72 hours.
OpenAI is — was? — a strange organization. Until last week, it was both the country’s hottest new tech company and an independent nonprofit devoted to ensuring that a hypothetical, hyper-intelligent AI “benefits all of humanity.” The nonprofit board owned and controlled the for-profit startup, but it did not fund it entirely; the startup could and did accept outside investment, such as a $13 billion infusion from Microsoft.
This kind of dual nonprofit/for-profit structure isn’t uncommon in the tech industry. The encrypted messaging app Signal, for instance, is owned by a foundation, as is the company that makes the cheap, programmable microchip Raspberry Pi. The open-source browser Firefox is overseen by the Mozilla Foundation.
But OpenAI’s structure is unusually convoluted, with two nested holding companies and a growing split between who was providing the money (Microsoft) and who ostensibly controlled operations (the nonprofit board). That tension between the nonprofit board and the for-profit company is what ultimately ripped apart OpenAI, because when the people with control (the board) tried to fire Altman, the people with the money (Microsoft) said no. As I write this, Microsoft seems likely to win.
This may all seem remote from what we cover here at Heatmap. Other than the fact that ChatGPT devours electricity, OpenAI doesn’t obviously have anything to do with climate change, electric vehicles, or the energy transition. Sometimes I even have the sense that many climate advocates take a certain delight in high-profile AI setbacks, because they resent competing with it for existential-risk airtime.
Yet OpenAI’s schism is a warning for climate world. Strip back the money, the apocalypticism, the big ideas and Terminator references, and OpenAI is fundamentally a story about nonprofit governance. When a majority of the board decided to knock Altman from his perch, nobody could stop them. They alone decided to torch $80 billion in market value overnight and set their institution on fire. Whether that was the right or wrong choice, it illustrates how nonprofit organizations — especially those that, like OpenAI, are controlled solely by a board of directors — act with an unusual amount of arbitrary authority.
Why does that matter for the climate or environmental movement? Because the climate and energy world is absolutely teeming with nonprofit organizations — and many of them are just as unconstrained, just as willfully wacky, as OpenAI.
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Let’s step back. Nonprofits can generally be governed in two ways. (Apologies to nonprofit lawyers in the audience: I’m about to vastly simplify your specialty.) The first is a chapter- or membership-driven structure, in which a mass membership elects leaders to serve on a board of directors. Many unions, social clubs, and business groups take this form: Every few years, the members elect a new president or board of directors, who lead the organization for the next few years.
The other way is a so-called “board-only” organization. In this structure, the nonprofit’s board of directors leads the organization and does not answer to a membership or chapter. (There is often no membership to answer to.) When a vacancy opens up on the board, its remaining members appoint a replacement, perpetuating itself over time.
OpenAI was just such a board-only organization. Even though Altman was CEO, OpenAI was led officially by its board of directors.
This is a stranger way of running an organization than it may seem. For a small, private foundation, it may work just fine: Such an organization has no staff and probably meets rarely. (Most U.S. nonprofits are just this sort of organization.) But when a board-only nonprofit gets big — when it fulfills a crucial public purpose or employs hundreds or thousands of people — it faces an unusual lack of institutional constraints.
Consider, for instance, what life is like for a decently sized business, a small government agency, and a medium-sized nonprofit. The decently sized business is constantly buffeted by external forcing factors. Its creditors need to be repaid; it is battling for market share and product position. It faces market discipline or at least some kind of profit motive. It has to remain focused, competitive, and at least theoretically efficient.
The government agency, meanwhile, is constrained by public scrutiny and political oversight. Its bureaucrats and public servants are managed by elected officials, who are themselves accountable to the public. When a particularly important agency is not doing its job, voters can demand a change or elect new leadership.
Nonprofits can have some of the same built-in checks and balances — but only when they are controlled by members, and not by a board. If a members association embarrasses itself, for instance, or if it doesn’t carry out its mission, then its membership can vote out the board and elect new directors to replace them. But stakeholders have no such recourse for a board-only nonprofit. Insulated from market pressure and public oversight, board-only nonprofits are free to wander off into wackadoodle land.
The problem is that board-only nonprofits are only becoming more powerful — in fact, many of the nonprofits you know best are probably controlled solely by their board. In 2002, the Harvard political scientist Theda Skocpol observed that American civic life had undergone a rapid transformation: where it had once been full of membership-driven federations, such as the Lions Club or the League of Women Voters, it was now dominated by issues-focused advocacy groups.
From the late 19th to the mid-20th century, she wrote, America “had a uniquely balanced civic life, in which markets expanded but could not subsume civil society, in which governments at multiple levels deliberately and indirectly encouraged federated voluntary associations.” But from the 1960s to the 1990s, that old network fell apart. It was “bypassed and shoved to the side by a gaggle of professionally dominated advocacy groups and nonprofit institutions rarely attached to memberships worthy of the name,” Skocpol wrote.
The sheer number of groups exploded. In 1958, the Encyclopedia of Associations listed approximately 6,500 associations, Skocpol writes. By 1990, that number had more than tripled to 23,000. Today, the American Society of Association Executives — which is, just so we’re clear here, literally an association for associations — counts almost 1.9 million associations, including 1.2 million nonprofits.
This new network includes some nonprofits that claim to have members but are not in fact governed by them, such as the AARP. It includes “public citizen” or legal-advocacy groups, which watchdog legislation or fight for important precedents in the courts, such as Earthjustice, the Center for Biological Diversity, or Public Citizen itself. And it includes independent, mission-driven, and board-controlled nonprofits — such as OpenAI.
There is nothing wrong with these new groups per se. Many of them are inspired by the advocacy and legal organizations that won some of the Civil Rights Movement’s biggest victories. But unlike the member federations and civic associations that they largely replaced, these new groups don’t force Americans to engage with what their neighbors are thinking and feeling. So they “compartmentalize” America, in Skocpol’s words. Instead of articulating the views of a deep, national membership network, these groups essentially speak for a centralized and professionalized leadership corps — invariably located in a major city — who are armed with modern marketing techniques. And instead of fundraising through dues, fees, or tithes, these new groups depend on direct-mail operations, massive ad campaigns, and foundation grants.
This is the organizational superstructure on which much of the modern climate movement rests. When you read a climate news story, someone quoted in it will probably work for such a nonprofit. Many climate and energy policy experts spend at least part of their careers at some kind of nonprofit. Most climate or environmental news outlets — although not this one — are funded in whole or part through donations and foundation grants. And most climate initiatives that earn mainstream attention receive grants from a handful of foundations.
There is nothing necessarily wrong with this setup — and, of course, an equivalent network devoted to stopping and delaying climate policy exists to rival it on the right. But the entire design places an enormous amount of faith in the leaders of these nonprofits and foundations, and in the social strata that they occupy. If a nonprofit messes up, then only public attention or press coverage can right the ship. And there is simply not enough of either resource to keep these things on track.
That leads to odd resource allocation decisions, business units that seem to have no purpose (alongside teams that seem perpetually overworked), and decisions that frame otherwise decent policies in politically unpalatable ways. It regularly burns out people involved in climate organizations. And it means that much of the climate movement’s strategy is controlled by foundation officials and nonprofit directors. Like any other group of executives, these people are capable of deluding themselves about what is happening in the world; unlike other types of leaders, however, they face neither an angry electorate nor a ruthless market that will force them to update their worldview. The risk exists, then, that they could blunder into disaster — and take the climate movement with them.
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The science is still out — but some of the industry’s key players are moving ahead regardless.
The ocean is by far the world’s largest carbon sink, capturing about 30% of human-caused CO2 emissions and about 90% of the excess heat energy from said emissions. For about as long as scientists have known these numbers, there’s been intrigue around engineering the ocean to absorb even more. And more recently, a few startups have gotten closer to making this a reality.
Last week, one of them got a vote of confidence from leading carbon removal registry Isometric, which for the first time validated “ocean alkalinity enhancement” credits sold by the startup Planetary — 625.6 to be exact, representing 625.6 metric tons of carbon removed. No other registry has issued credits for this type of carbon removal.
When the ocean absorbs carbon, the CO2 in the air reacts with the water to form carbonic acid, which quickly breaks down into hydrogen ions and bicarbonate. The excess hydrogen increases the acidity of the ocean, changing its chemistry to make it less effective at absorbing CO2, like a sponge that’s already damp. As levels of atmospheric CO2 increase, the ocean is getting more acidic overall, threatening marine ecosystems.
Planetary is working to make the ocean less acidic, so that it can take in more carbon. At its pilot plant in Nova Scotia, the company adds alkalizing magnesium hydroxide to wastewater after it’s been used to cool a coastal power plant and before it’s discharged back into the ocean. When the alkaline substance (which, if you remember your high school chemistry, is also known as a base) dissolves in the water, it releases hydroxide ions, which combine with and neutralize hydrogen ions. This in turn reduces local acidity and raises the ocean’s pH, thus increasing its capacity to absorb more carbon dioxide. That CO2 is then stored as a stable bicarbonate for thousands of years.
“The ocean has just got such a vast amount of capacity to store carbon within it,” Will Burt, Planetary’s vice president of science and product, told me. Because ocean alkalinity enhancement mimics a natural process, there are fewer ecosystem concerns than with some other means of ocean-based carbon removal, such as stimulating algae blooms. And unlike biomass or soil-related carbon removal methods, it has a very minimal land footprint. For this reason, Burt told me “the massiveness of the ocean is going to be the key to climate relevance” for the carbon dioxide removal industry as a whole.
But that’s no guarantee. As with any open system where carbon can flow in and out, how much carbon the ocean actually absorbs is tricky to measure and verify. The best oceanography models we have still don’t always align with observational data.
Given this, is it too soon for Planetary to issue credits? It’s just not possible right now for the startup — or anyone in the field — to quantify the exact amount of carbon that this process is removing. And while the company incorporates error bars into its calculations and crediting mechanisms, scientists simply aren’t certain about the degree of uncertainty that remains.
“I think we still have a lot of work to do to actually characterize the uncertainty bars and make ourselves confident that there aren’t unknown unknowns that we are not thinking about,” Freya Chay, a program lead at CarbonPlan, told me. The nonprofit aims to analyze the efficacy of various carbon removal pathways, and has worked with Planetary to evaluate and inform its approach to ocean alkalinity enhancement.
Planetary’s process for measurement and verification employs a combination of near field observational data and extensive ocean modeling to estimate the rate, efficiency, and permanence of carbon uptake. Close to the point where it releases the magnesium hydroxide, the company uses autonomous sensors at and below the ocean’s surface to measure pH and other variables. This real-time data then feeds into ocean models intended to simulate large-scale processes such as how alkalinity disperses and dissolves, the dynamics of CO2 absorption, and ultimately how much carbon is locked away for the long-term.
But though Planetary’s models are peer-reviewed and best in class, they have their limits. One of the largest remaining unknowns is how natural changes in ocean alkalinity feed into the whole equation — that is, it’s possible that artificially alkalizing the ocean could prevent the uptake of naturally occurring bases. If this is happening at scale, it would call into question the “enhancement” part of alkalinity enhancement.
There’s also the issue of regional and seasonal variability in the efficiency of CO2 uptake, which makes it difficult to put any hard numbers to the efficacy of this solution overall. To this end, CarbonPlan has worked with the marine carbon removal research organization [C]Worthy to develop an interactive tool that allows companies to explore how alkalinity moves through the ocean and removes carbon in various regions over time.
As Chay explained, though, not all the models agree on just how much carbon is removed by a given base in a given location at a given time. “You can characterize how different the models are from each other, but then you also have to figure out which ones best represent the real world,” she told me. “And I think we have a lot of work to do on that front.”
From Chay’s perspective, whether or not Planetary is “ready” to start selling carbon removal credits largely depends on the claims that its buyers are trying to make. One way to think about it, she told me, is to imagine how these credits would stand up in a hypothetical compliance carbon market, in which a polluter could buy a certain amount of ocean alkalinity credits that would then allow them to release an equivalent amount of emissions under a legally mandated cap.
“When I think about that, I have a very clear instinctual reaction, which is, No, we are far from ready,”Chay told me.
Of course, we don’t live in a world with a compliance carbon market, and most of Planetary’s customers thus far — Stripe, Shopify, and the larger carbon removal coalition, Frontier, that they’re members of — have refrained from making concrete claims about how their voluntary carbon removal purchases impact broader emissions goals. But another customer, British Airways, does appear to tout its purchases from Planetary and others as one of many pathways it’s pursuing to reach net zero. Much like the carbon market itself, such claims are not formally regulated.
All of this, Chay told me, makes trying to discern the most responsible way to support nascent solutions all the more “squishy.”
Matt Long, CEO and co-founder of [C]Worthy, told me that he thinks it’s both appropriate and important to start issuing credits for ocean alkalinity enhancement — while also acknowledging that “we have robust reason to believe that we can do a lot better” when it comes to assessing these removals.
For the time being, he calls Planetary’s approach to measurement “largely credible.”
“What we need to adopt is a permissive stance towards uncertainty in the early days, such that the industry can get off the ground and we can leverage commercial pilot deployments, like the one that Planetary has engaged in, as opportunities to advance the science and practice of removal quantification,” Long told me.
Indeed, for these early-stage removal technologies there are virtually no other viable paths to market beyond selling credits on the voluntary market. This, of course, is the very raison d’etre of the Frontier coalition, which was formed to help emerging CO2 removal technologies by pre-purchasing significant quantities of carbon removal. Today’s investors are banking on the hope that one day, the federal government will establish a domestic compliance market that allows companies to offset emissions by purchasing removal credits. But until then, there’s not really a pool of buyers willing to fund no-strings-attached CO2 removal.
Isometric — an early-stage startup itself — says its goal is to restore trust in the voluntary carbon market, which has a history of issuing bogus offset credits. By contrast, Isometric only issues “carbon removal” credits, which — unlike offsets — are intended to represent a permanent drawdown of CO2 from the atmosphere, which the company defines as 1,000 years or longer. Isometric’s credits also must align with the registry’s peer-reviewed carbon removal protocols, though these are often written in collaboration with startups such as Planetary that are looking to get their methodologies approved.
The initial carbon removal methods that Isometric dove into — bio-oil geological storage, biomass geological storage, direct air capture — are very measurable. But Isometric has since branched beyond the easy wins to develop protocols for potentially less permanent and more difficult to quantify carbon removal methods, including enhanced weathering, biochar production, and reforestation.
Thus, the core tension remains. Because while Isometric’s website boasts that corporations can “be confident every credit is a guaranteed tonne of carbon removal,” the way researchers like Chay and Long talk about Planetary makes it sound much more like a promising science project that’s being refined and iterated upon in the public sphere.
For his part, Burt told me he knows that Planetary’s current methodologies have room for improvement, and that being transparent about that is what will ultimately move the company forward. “I am constantly talking to oceanography forums about, Here’s how we’re doing it. We know it’s not perfect. How do we improve it?” he said.
While Planetary wouldn’t reveal its current price per ton of CO2 removed, the company told me in an emailed statement that it expects its approach “to ultimately be the lowest-cost form” of carbon removal. Burt said that today, the majority of a credit’s cost — and its embedded emissions — comes from transporting bases from the company’s current source in Spain to its pilot project in Nova Scotia. In the future, the startup plans to mitigate this by co-locating its projects and alkalinity sources, and by clustering project sites in the same area.
“You could probably have another one of these sites 2 kilometers down the coast,” he told me, referring to the Nova Scotia project. “You could do another 100,000 tonnes there, and that would not be too much for the system, because the ocean is very quickly diluted.”
The company has a long way to go before reaching that type of scale though. From the latter half of last year until now, Planetary has released about 1,100 metric tons of material into the ocean, which it says will lead to about 1,000 metric tons of carbon removal.
But as I was reminded by everyone, we’re still in the first inning of the ocean alkalinity enhancement era. For its part, [C]Worthy is now working to create the data and modeling infrastructure that startups such as Planetary will one day use to more precisely quantify their carbon removal benefits.
“We do not have the system in place that we will have. But as a community, we have to recognize the requirement for carbon removal is very large, and that the implication is that we need to be building this industry now,” Long told me.
In other words: Ready or not, here we come.
On mercury rising, climate finance, and aviation emissions
Current conditions: Tropical Storm Andrea has become the first named Atlantic storm of 2025 • Hundreds of thousands are fleeing their homes in southwest China as heavy rains cause rivers to overflow • It’s hot and humid in New York’s Long Island City neighborhood, where last night New York City mayoral candidate Zohran Mamdani delivered his victory speech after defeating former governor and longtime party power broker Andrew Cuomo in the race’s Democratic primary.
The brutal heat dome baking the eastern half of the United States continues today. Cooler weather is in the forecast for tomorrow, but this heat wave has broken a slew of temperature records across multiple states this week:
In Washington, D.C., rail temperatures reached a blistering 135 degrees, forcing the city’s Metro to slow down train service. Meanwhile, in New Jersey, the heat sickened more than 150 people attending a high school graduation ceremony. As power demand surged, the Department of Energy issued an energy emergency in the Southeast to “help mitigate the risk of blackouts.”
As Heatmap’s Matthew Zeitlin pointed out on Tuesday, in terms of what is on the grid and what is demanded of it, this may be the easiest summer for a long time. “Demands on the grid are growing at the same time the resources powering it are changing,” Zeitlin writes. “Electricity load growth is forecast to grow several percent a year through at least the end of the decade. At the same time, aging plants reliant on oil, gas, and coal are being retired (although planned retirements are slowing down), while new resources, largely solar and batteries, are often stuck in long interconnection queues — and, when they do come online, offer unique challenges to grid operators when demand is high.”
A group of 21 Democrat-led states including New Jersey, Massachusetts, New York, Arizona, and California, is suing the Trump administration for cutting billions of dollars in federal funding, including grants related to climate change initiatives. The lawsuit says federal agencies have been “unlawfully invoking a single subclause” to cancel grants that the administration deems no longer align with its priorities. The clause in question states that federal agencies can terminate grants “pursuant to the terms and conditions of the federal award, including, to the extent authorized by law, if an award no longer effectuates the program goals or agency priorities.” The states accuse the administration of leaning on this clause for “virtually unfettered authority to withhold federal funding any time they no longer wish to support the programs for which Congress has appropriated funding.”
The rollback has gutted projects across states and nonprofits that support diversity, equity, and inclusion, as well as climate change preparation programs and research. The states say the clause is being used unlawfully, and hope a judge agrees. “These cuts are simply illegal,” said New York Attorney General Letitia James. “Congress has the power of the purse, and the president cannot cut billions of dollars of essential resources simply because he doesn’t like the programs being funded.”
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A brief update from the Bonn Climate Change Conference in Germany: A group of 44 “Least Developed Countries” have called for rich countries to triple the financing goal for climate change adaptation by 2030 compared to 2022 levels. The current target sits at $40 billion a year by 2025, a number set back in 2021 at COP26. According toClimate Home News, tripling the financing goal on 2022 levels would bring in a little less than $100 billion annually. That’s far short of the $160 billion to $340 billion that the United Nations estimates will be needed by 2030. The Indian Express also reports that developing countries have “managed to force a reopening of discussions on the obligations of developed nations to ‘provide’ finance, and not just make efforts towards ‘mobilising’ financial resources, for climate action.” The issue will also be discussed at COP30 in Brazil later this year. The Bonn conference has been running since June 16 and ends tomorrow.
In the UK, aviation is now a bigger source of greenhouse gas emissions than the power sector, according to a new report from the Climate Change Committee. The independent climate advisors say that demand for leisure travel is boosting demand for international flights, and “continued emissions growth in this sector could put future targets at risk.” Meanwhile, the UK power sector has been rapidly decarbonizing, and is now the sixth largest source of emissions. (In the U.S., electricity production is the second-largest source of emissions, behind transportation.) The report also found that heat pump installations increased by 56% in 2024, and that nearly 20% of new vehicles sold were electric. UK emissions were down 50% last year compared to 1990.
The committee applauded the progress but urged more action from the government to cut electricity prices to help speed up the transition to clean technologies. “Our country is among a leading group of economies demonstrating a commitment to decarbonise society,” said Piers Forster, interim chair of the committee. “This is to be celebrated: delivering deep emissions reduction is the only way to slow global warming.”
Voters in North Carolina want Congress to leave the Inflation Reduction Act well enough alone, a new poll from Data for Progress finds. The survey, which asked North Carolina voters specifically about the clean energy and climate provisions in the bill, presented respondents with a choice between two statements: “The IRA should be repealed by Congress” and “The IRA should be kept in place by Congress.” (“Don’t know” was also an option.) The responses from voters broke down predictably along party lines, with 71% of Democrats preferring to keep the IRA in place compared to just 31% of Republicans, with half of independent voters in favor of keeping the climate law. Overall, half of North Carolina voters surveyed wanted the IRA to stick around, compared to 37% who’d rather see it go — a significant spread for a state that, prior to the passage of the climate law, was home to little in the way of clean energy development.
North Carolina now has a lot to lose with the potential repeal of the Inflation Reduction Act, as Heatmap’s Emily Pontecorvo has pointed out. The IRA brought more than 17,000 jobs to the state, along with $20 billion in investment spread out over 34 clean energy projects. Electric vehicle and charging manufacturers in particular have flocked to the state, with Toyota investing $13.9 billion in its Liberty EV battery manufacturing facility, which opened this past April.
As a fragile ceasefire between Israel and Iran takes hold, oil prices are now lower than they were before the conflict began on June 13.
Rob and Jesse talk with Michael Grunwald, author of the new book We Are Eating the Earth.
Food is a huge climate problem. It’s responsible for somewhere between a quarter and a third of global greenhouse gas emissions, but it concerns a much smaller share of global climate policy. And what policy does exist is often … pretty bad.
On this week’s episode of Shift Key, Rob and Jesse talk with Michael Grunwald, the author of the new book We Are Eating the Earth. It’s a book about land as much as it’s a book about food — because no matter how much energy abundance we ultimately achieve, we’re stuck with the amount of land we’ve got.
Grunwald is a giant of climate journalism and a Heatmap contributor, and he has previously written books about the Florida everglades and the Obama recovery act. Shift Key is hosted by Jesse Jenkins, a professor of energy systems engineering at Princeton University, and Robinson Meyer, Heatmap’s executive editor.
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Here is an excerpt from our conversation:
Robinson Meyer: How did writing the book change how you, yourself, approached food — or you, yourself, eat? Do you find yourself eating less meat now? Do you find yourself eating less dairy?
Michael Grunwald: I cut out beef pretty early in my reporting. It became really obvious early on that beef is the baddie. I mean, if you’re a vegan, that’s amazing. That’s the best thing you can do from a climate perspective. If you’re vegetarian, that’s also great. But it turns out that cutting out beef is about as good as going vegetarian because vegetarians tend to eat more dairy, and cows are really the problem.
Beef is like, use 10 times more land and generate 10 times more emissions than chicken or pork. And yeah, chicken or pork are worse than beans and lentils. But I, like many people are weak. I’m a hypocrite. I feel like this stuff, it’s sort of like organized religion — you have to find the level of hypocrisy that you’re comfortable with. And I couldn’t justify continuing to eat beef while writing a book about how beef is really the problem, and we need to eat less beef and better beef.
But look, you know, our ancestors started eating meat 2 million years ago, and we’re really, I think, kind of hardwired to eat it. That said, I have stuck to it. I write in the book about how I did a bunch of reporting on cattle ranches in Brazil, and I spent two weeks sort of trying to think about how we could have better beef. And I did fall off the wagon during those two weeks because like, steak is delicious. People told me that, you know, Oh, if you’re still eating chicken and pork, after a month, you won’t even miss beef. And they lied. I still miss beef.
But look, I do think — and we can talk about this — I know in the climate world it’s become kind of uncool to talk about individual action. There’s this whole spate of stories about like, you know, I’m in the climate movement and I don’t care if you recycle, or veganism isn’t gonna save the world. But I honestly think, first of all, emissions are us. JBS and Donald Trump and McDonald’s are not forcing us to eat all this beef. These are decisions we make. Second of all, that if we do take this seriously as a climate crisis — I mean, it’s true. Policy is going to matter more. Corporate behavior is going to matter a lot. But individual emissions matter, too. And I don’t like the idea of people saying, like, Yeah, this is a horrible crisis, but also your emissions don’t matter.
I guess I understand enviros don’t want to sound like scolds. They used to have a bad reputation. But honestly, I think … well, now I think their reputation is for ineffectual rather than scoldy. And I think I liked it better when they were scoldy.
Mentioned:
Preorder We Are Eating the Earth
The real war on coal, by Michael Grunwald
The Senate GOP’s seismic overhaul of clean energy tax credits
Music for Shift Key is by Adam Kromelow.