60 Institutional and Individual Investors Press 48 Companies for Disclosure of Lobbying in 2014
February 18, 2014 // Boston, MA: Investors today announced the filing of shareholder resolutions at 48 corporations as part of a 2014 proxy season initiative asking companies to annually report their federal and state lobbying. That includes any payments to trade associations used for lobbying as well as support for tax-exempt organizations that write and endorse model legislation.
The lobbying disclosure initiative is a natural extension of ongoing shareholder efforts seeking greater corporate political spending transparency and accountability. Specifically, enhanced lobbying disclosure will enable shareholders to better evaluate whether a company’s lobbying expenditures and actions advance the company’s interests and do not present risks to company value.
A 2014 report by Glass Lewis found that 2013 resolutions relating to political spending of a company were the most common shareholder proposal put forth during the proxy season for the third consecutive year. Reflecting investors’ interest in enhanced disclosure, a rulemaking petition at the Securities and Exchange Commission (SEC) requiring public companies to disclose their political spending to shareholders attracted a record level of support for SEC rulemaking, with more than 700,000 comment letters submitted – the vast majority in support.
While the U.S. Supreme Court’s Citizens United decision and the unprecedented amount of political spending in the 2012 elections attracted a great deal of media attention, company expenditures on federal lobbying far exceed political election contributions, often by more than a 10-to-1 ratio. For example, a 2013 Stanford study found that during the 2010 election, $3.6 billion was spent on federal elections while $7.5 billion was spent on federal lobbying, out of which corporations spent $246 million on federal campaign expenditures but spent at least $5.1 billion on federal lobbying. During the same period, the Chamber of Commerce spent $33 million on political contributions and $302 million on lobbying. These figures do not include state level lobbying expenditures by companies, where there is incomplete disclosure and yearly spending exceeds $1 billion.
Moreover, lobbying by trade associations is supported by corporate contributions that are substantial and largely unreported. For example the Chamber of Commerce spent more than $1 billion on lobbying since 1998, making it the country’s largest lobbying spender. The majority of companies do not disclose the portions of their trade association payments used for lobbying. These payments can create reputational risks for companies. Lobbying disclosure proponents believe companies need to manage these risks by assessing whether their memberships in and lobbying through trade associations accurately represent their corporate interests and policy positions, and that shareholders need to understand their companies’ expenditures for trade association lobbying and the risks they can represent.
The resolutions also ask companies to disclose payments to and membership in tax-exempt organizations that write and endorse model legislation, which includes the American Legislative Exchange Council (ALEC). ALEC approved model legislation based on Florida’s Stand Your Ground law that gained national attention after the tragic killing of teenager Trayvon Martin. In response to investor and grassroots pressure, more than 70 companies, including Amgen, Bristol-Myers Squibb, Coca-Cola, Darden Restaurants, Endo Health Solutions, General Electric, Johnson & Johnson, Kraft, Pepsi, Sallie Mae, Unilever, Visa, Walgreens and Yum! Brands, evaluated the risk to their corporate reputations, compared to the benefits of continuing membership, and made the decision to leave ALEC.
New York State Comptroller Thomas P. DiNapoli, an active proponent of corporate disclosure of both political spending and lobbying, stated, “Transparency is fundamental to strong corporate governance and key to the New York State Common Retirement Fund’s engagement with our portfolio companies.” DiNapoli’s office oversees the $160.7 billion state fund. “We need sunlight on lobbying operations so we can evaluate potential risks to our investments. Any political spending, including lobbying, made with shareholder dollars should be disclosed.”
Lee Saunders, president of AFSCME and chair of the AFSCME Employees Pension Plan’s Pension Committee, stated, “Lobbying disclosure is in both companies’ and shareholders’ best interests and will help ensure corporate assets are used in the best interest of the company and its shareholders. There’s a saying that if you’re ashamed to talk about it, then maybe you shouldn’t be doing it. Companies already have this lobbying information so disclosure wouldn’t be difficult.”
Timothy Smith, director of environmental, social and governance (ESG) shareowner engagement at Walden Asset Management and one of the coordinators of this initiative, stated, “Over the last 10 years, investors increasingly have urged companies to disclose their spending aimed at influencing elections. This year, investors have once again taken a logical next step and asked companies to disclose their direct and indirect lobbying activities. Whether the issue is environmental impact, consumer protection, financial reform or shareholder rights, it is important for investors to understand how company dollars are spent to influence our laws and regulations by lobbying activities. While many companies have modest government affairs budgets, others spend tens of millions of dollars annually on lobbying directly and through trade associations. In addition, many companies work through lobbying organizations like the American Legislative Exchange Council (ALEC) to influence legislation and regulation at the state level such as their attack on renewable energy regulation. We believe it is timely and appropriate for companies to be much more transparent.”
This is the fourth year proposals asking for lobbying disclosure were filed by investors. In 2013, 70 proponents filed 50 proposals, and the 40 that went to vote averaged 26 percent support. For 2012, 46 proponents filed 38 proposals, and the 20 that went to vote averaged 24 percent. And in 2011, the AFSCME Employees Pension Plan filed six proposals and the five that went to vote averaged 24 percent. The proposals led many companies to improve their lobbying disclosure, leading to settlements and improved disclosure at more than 25 companies, including 3M, Accenture, Amgen, Bristol-Myers Squibb, Endo Health Solutions and St. Jude Medical.
Sixty investors joined in filing and co-filing the resolution seeking comprehensive disclosure of corporate lobbying. This unique investor network is organized by the AFSCME Employees Pension Plan and Walden Asset Management, a division of Boston Trust & Investment Management Company.
Specifically, the resolution asks for disclosure of:
- Company policy and procedures governing lobbying, including that done on the company’s behalf by trade associations.
- Payments used for lobbying and grassroots lobbying communications.
- Membership in and payments to any tax-exempt organization that writes and endorses model legislation.
- Decision-making processes and oversight by management and the board.
Among companies receiving lobbying disclosure resolutions for 2014 are:
Abbott Laboratories (ABT)
Alliant Techsystems (ATK)
Altria Group (MO)
Bank of America (BAC)
CVS Caremark Corporation (CVS)
Devon Energy (DVN)
Dominion Resources Services (D)
EBay Inc. (EBAY)
Emerson Electric (EMR)
ExxonMobil Corporation (XOM)
General Dynamics (GD)
JPMorgan Chase (JPM)
Marathon Oil Company (MRO)
Marathon Petroleum (MPC)
Morgan Stanley (MS)
Norfolk Southern (NSC)
Peabody Energy (BTU)
Philip Morris International (PM)
Reynolds American (RAI)
Sallie Mae (SLM Corporation)(SLM)
Time Warner Cable (TWC)
United Parcel Service (UPS)
United Technologies (UTX)
UnitedHealth Group (UNH)
Verizon Communications (VZ)
VISA U.S.A. Inc. (V)
Filers of Lobbying Disclosure Resolutions
Public Pension Funds
State of Connecticut Treasurer’s Office
New York State Common Retirement Fund
Labor Pension Plans and Organizations
AFSCME Employees Pension Plan
CTW Investment Group
Asset Management Companies
Boston Common Asset Management
Domini Social Investments
First Affirmative Financial Network
Green Century Funds
Rockefeller and Co.
Sustainability Group, Loring, Wolcott & Coolidge
Trillium Asset Management
Walden Asset Management
Zevin Asset Management
Center for Community Change
Christopher Reynolds Foundation
Edward W. Hazen Foundation
Haymarket People’s Fund
Max and Anna Levinson Foundation
Merck Family Fund
Oneida Tribe of Indians Trust Fund
Russell Family Foundation
Non-Profit Institutional Investors
Manhattan Country School
Benedictine Sisters Charitable Trust, Boerne, TX
Benedictine Sisters of Baltimore – Emmanuel Monastery
Benedictine Sisters of Mount St. Scholastica
Catholic Health East
Community Church of New York
Congregation of Divine Providence, San Antonio, TX
Congregation of Divine Providence, San Antonio, TX
Congregation of Sisters of St. Agnes
Congregation of the Sisters of the Holy Cross
Congregation of the Sisters St. Joseph of Brighton
First Parish Unitarian Universalist, Cambridge, MA
First Unitarian Congregational Society in Brooklyn
Friends Fiduciary Corporation
Glenmary Home Missioners
Marianist Province of the United States
Maryknoll Fathers and Brothers
Mercy Investment Services
Missionary Oblates of Mary Immaculate
Monasterio Pan de Vida
Province of St. Joseph of the Capuchin Order
Sisters of Charity of the Blessed Virgin Mary
Sisters of Notre Dame
Sisters of Notre Dame de Namur, Boston
Sisters of the Holy Family, CA
Sisters of the Holy Spirit and Mary Immaculate
Unitarian Universalist Association
Contact: Timothy Smith, Walden Asset Management, (617) 726-7155, firstname.lastname@example.org
Charles Jurgonis, AFSCME Employees Pension Plan, (202) 429-1007
This release was originally published by AFCME (American Federation of State, County and Municipal Employees) and Walden Asset Management who are solely responsible for its content.
 “Political Contributions – A Glass Lewis Issue Report,” Glass Lewis, 2014.
 Adam Bonica, “Avenues of Influence: On the Political Expenditures of Corporations and Their Directors and Executives,” December 3, 2013.