2006 Season Preview: Social Issues
Submitted by: Carolyn Mathiasen, Social Issues Service Editor
Shareholders concerned about social and environmental issues have filed more than 300 proposals so far for U.S. companies' annual meetings in 2006---down slightly from the 330 social issues proposals tracked at this point last year.
Environmental concerns again generated the largest single category of social issues proposals, with 75 filed so far. Almost half of these proposals question companies about their efforts to reduce greenhouse gas emissions or otherwise prepare for global climate change. And approximately 20 firms are being asked to review or reduce the toxins they produce; most of those proposals are new and specific to the target companies' products or operations.
For a third year, a diverse coalition of investors is asking companies to report in detail on their political contributions; at least 38 proposals have been filed on these and other corporate political issues.
Animal Welfare
The People for the Ethical Treatment of Animals (PETA) have filed resolutions at 3M, Altria, Chevron, DuPont, and Wyeth, asking the companies to adopt a policy to reduce the use of animals and ensure "superior standards of care." Another PETA proposal asks Abbott Laboratories, Bristol-Myers Squibb, General Electric, Eli Lilly, Merck, and Pfizer to report on the feasibility of amending their animal care standards to ensure that those policies apply to contract and outside laboratories.
Eight PETA proposals call for companies to phase in "controlled atmosphere killing" (CAK), which proponents say is a more humane method for slaughtering chickens. CAK resolutions are pending at McDonald's, Applebee's, Outback Steakhouse, Safeway, Wal-Mart, and Wendy's International. Proposals at Hormel, Pilgrim Pride, Tyson Foods, and Yum Brands ask for reports on the feasibility of the CAK method.
Banking Issues
Church groups and the Calvert Group are asking Bank of America to "develop higher standards for the securitization of sub-prime loans" to avoid those that involve predatory practices. NorthStar Asset Management is asking Wells Fargo to provide information on the costs of its loans broken down by racial and ethnic groups. A resolution at Wells Fargo by the Community Reinvestment Association of North Carolina discouraging "payday lending" has been omitted.
Board Diversity
Activist investors continue to press companies to add women or minorities to their boards. This year, church groups have filed board diversity resolutions at Bed, Bath & Beyond; Overseas Shipholding; and Torchmark, asking each to "publicly commit itself to a policy of board inclusiveness." The resolution is a repeat at Torchmark, where it received 11.6 percent support last year. It was filed and withdrawn at CBS because the proponents held the wrong class of stock. Domini Social Investments has filed the same resolution at Monster Worldwide. Calvert's social investment funds, along with the Connecticut Retirement Plans and Trust Funds, have filed diversity resolutions at Ameritrade, Astoria Financial, Cheesecake Factory, Commerce Bancorp, Panera Bread, and Renal Care. The proponents negotiated a withdrawal agreement at Danaher.
Charitable Contributions
Trillium Asset Management is asking Avon Products to provide more information about its support for breast cancer research. Conservative groups concerned about corporate support for Planned Parenthood have filed resolutions seeking more disclosure on charitable donations. Shareholders associated with Human Life International have filed resolutions with Johnson & Johnson, Northern Trust, and Textron, asking each company "to implement a policy listing all charitable contributions on the company website." The resolution has been omitted at Cigna and Nationwide Financial Services on technical grounds.
Environmental Proposals
Environmental concerns continue to inspire the most resolutions and the greatest variety. For 2006, fewer resolutions focus on climate change—a reflection of the increased negotiation by companies rather than a diminution of the issue's importance for activist shareholders. Twenty-five proposals have been filed. There is a significant increase in company-specific proposals on hazardous chemicals.
New York City's pension funds, Trillium Asset Management, the Nathan Cummings Foundation, and other investors are filing a resolution asking for a report on greenhouse gas emissions, which are blamed for contributing to global warming. This year, the proposal was filed at Devon Energy, Dominion Resources, Peabody Energy, Vintage Petroleum, and Xcel Energy. The proposal was withdrawn at Alliant Energy, Anadarko Petroleum, MGE Energy, WPS Resources and Great Plains Energy after the companies agreed to prepare reports, and was omitted at Sempra Energy.
Four climate-change resolutions were filed at ExxonMobil, one of the longest-running recipients of greenhouse gas proposals. A new resolution from the Capuchins asks the company to become the market leader in low-carbon emissions. Two resubmissions from 2005, both calling for reports on the company's greenhouse gas emissions, were withdrawn after the company released a report in February giving information on those emissions. The shareholder proponents were not entirely pleased with the report issued by the company, but they believed that their resolutions were now vulnerable to challenge at the Securities and Exchange Commission. The fourth resolution, also calling for a report on greenhouse gas emissions, has been challenged at the SEC and is vulnerable to omission.
Church groups have resubmitted a resolution at General Motors on auto emissions. A revised proposal at Ford Motor asks for a report on the automaker's lobbying efforts to influence fuel economy standards.
In the new toxics campaign, Domini is asking Avon Products to prepare a report on the company's policy on using substitutes for "chemicals that are known or suspected carcinogens, mutagens, and reproductive toxicants." Boston Common Asset Management has asked CVS to report on its use of chemicals that have been banned by the European Union. Citizens Funds worked out a withdrawal of a similar proposal at Johnson & Johnson. A new proposal by Green Century Funds asks Whole Foods Market to report on its procedures for "monitoring and reducing consumer and environmental exposure to endocrine-disrupting chemicals." Green Century filed a similar proposal at Wal-Mart Stores and is asking ServiceMaster to report on the feasibility of discontinuing the use of synthetic pesticides.
The LongView Collective Fund fund has filed a resolution at DuPont over its use of chemicals to make Teflon and other products. Green Century has asked Dow Chemical and DuPont to report on the feasibility of increasing plant security and other steps to reduce the chance of catastrophic chemical releases. The Episcopal Church is asking the board of California-based Chevron to apply the state's stringent environmental standards to all of its worldwide operations. Green Century again is asking ExxonMobil and Chevron for reports on the potential environmental damage from drilling in protected areas, such as the Arctic National Wildlife Refuge.
Calvert is asking Weyerhaeuser to assess "the feasibility of earning Forest Stewardship Council (FSC) certification for its forest lands and forest products manufacturing facilities." Domini and other investors are asking Kimberly-Clark, International Paper, and Limited Brands to report on the feasibility of phasing out the use "of non-FSC certified fiber within 10 years."
As church groups continue to press old issues, two resolutions ask Dow and DuPont for reports on the potential adverse impacts of genetically engineered organisms. Resolutions at McDonald's, Safeway, Yum Brands, and Wendy's International ask the companies to label all genetically modified food products.
Equal Opportunity Issues
Prohibition of workplace discrimination based on sexual orientation again is a major issue. The New York City pension funds and SRI funds filed 20 resolutions, but many of these are not likely to come to a vote. In 2005, 20 of 26 proposals were withdrawn after companies agreed to change their written EEO policies to outlaw discrimination because of sexual orientation.
These proposals ask each company "to explicitly prohibit discrimination based on sexual orientation and to substantially implement that policy." Those proposals are pending at AmSouth, Expeditors International, ExxonMobil, Robert Half International, and Leggett & Platt. The resolution was withdrawn at Baldor Electric, Convergys, Cooper Tire & Rubber, Emerson Electric, Fortune Brands, GenCorp, General Dynamics, Halliburton, Paccar, Sherwin-Williams, and Strayer Education after the companies agreed to amend their policies.
Several anti-gay rights resolutions are also pending. Members of Human Life International are asking American Express, Bank of America, Ford, and IBM to amend their EEO policies "to explicitly exclude reference to any matters related to sexual interests, activities or orientation."
Health Issues
The Minnesota State Board of Investment resubmitted high-scoring 2005 proposals to Eli Lilly, Merck, and Pfizer, asking the companies to assess their policies of limiting the availability of their products to Canadian wholesalers or pharmacies that allow purchase of products by U.S. residents. The pension fund also filed that proposal at Wyeth, where it did not come to a vote last year.
The companies didn't try to get those resolutions omitted on substantive grounds last year, but this year Lilly, Merck, and Pfizer challenged them based on SEC Staff Legal Bulletin No. 14C (June 28, 2005). That bulletin concluded that companies should be able to exclude resolutions on environmental or public health issues as ordinary business if they "focus on the company engaging in an internal assessment of the risks or liabilities that the company faces as a result of its operations." Those resolutions fell into that category, the companies maintained, and the SEC staff agreed.
Staff Bulletin 14C also led to the demise of a resolution seeking reports on the economic effects of the HIV/AIDS, tuberculosis and malaria pandemics at ConocoPhilips, Marathon Oil, and Pfizer. The resolution is still pending at Gilead Sciences, which did not challenge the resolution. The resolution has been withdrawn at Anheuser-Busch and Abbott because the proponent believed omission was inevitable. The proposal also was withdrawn at Chevron.
Human Rights
Religious groups have filed new proposals at Halliburton and Visteon, asking the companies to review their human rights policies. The Catholic Equity Fund is also asking Chevron to "adopt a comprehensive, transparent, verifiable human rights policy." The Capuchins have resubmitted a high-scoring fourth-year proposal to Boeing, asking the board "to develop and adopt a comprehensive human rights policy."
New York City resubmitted a resolution at ExxonMobil that asks for a report on the company's security arrangements with the Indonesian government and private security forces. The city pension funds resubmitted a similar proposal at Freeport-McMoRan Copper & Gold. Both resolutions received about 7 percent support last year. Harrington Investments is continuing its campaign to get companies to agree to an 11-point China principles code and is filing again at 3M, Cummins, Illinois Tool Works, and IBM.
For the 22nd year, the New York City pension funds are asking firms to implement the MacBride principles against religious discrimination in employment in Northern Ireland. The city funds refiled at Claire's Stores, Crane, and Yum Brands and filed for the first time at Berkshire Hathaway, Dollar Thrifty, Manpower, and Henry Schein. That proposal was withdrawn at Dollar Thrifty and Berkshire Hathaway.
Labor Standards
The New York City pension funds are asking companies again to adopt labor standards based on the standards of the International Labor Organization (ILO) and United Nations and agree to outside monitoring. For 2006, the city funds have filed proposals at Altria, C.R. Bard, Chico Fas, Cooper Industries, DuPont, Goodyear Tire & Rubber, Hasbro, Kimberly-Clark, Lear, Limited, Mattel, Primus Telecommunications, Timberland, and Walt Disney. The resolution was withdrawn at Avon and Ford Motor after agreements with the companies.
Domini has refiled a resolution asking Apple Computer to amend its contracts and supplier code, based on the ILO standards, and establish a monitoring process. A new AFL-CIO resolution asks Peabody Energy to adopt labor practices based on the ILO conventions.
Global Exchange, inspired by concerns about the use of child labor on cocoa farms in West Africa, asks Hershey Foods to report on all sources for the cocoa used in the candy-maker's products. As You Sow asks Wal-Mart's board to amend the company's policies "to bar intimidation of company employees exercising their right to freedom of association."
Military and Security Issues
For 2006, church shareholders are asking Lockheed Martin and Textron to report on their "depleted uranium and other nuclear weapons-related involvement." The Sisters of Mercy have filed a proposal at United Technologies seeking a report on foreign weapon sales, and the School Sisters of Notre Dame are asking Boeing to develop critera for accepting military contracts. For the last four years, New York City has asked companies to establish board committees to review operations in states that allegedly sponsor terrorism. The proposal has been aimed at operations in Iran, and the city has been able to withdraw it after target companies agreed to fulfill the request.
Political Contributions
For the third year, shareholders are seeking more information on corporate political contributions. The proposals ask companies to issue semi-annual reports on all political contributions and disclose the guidelines for those contributions. Most of the resolutions also ask for identification of the persons involved in making contribution decisions. The resolutions include a request for information on contributions to so-called "527 committees." While these committees cannot overtly support or oppose specific candidates, their actions during the 2004 elections prompted concerns about their influence.
The shareholder campaign has been spearheaded by labor unions, but SRI funds, church groups, and New York City are also filing. Church groups have focused on drug companies, while Domini has filed with AT&T, BellSouth, and Verizon Communications.
So far, more than 30 resolutions have been filed. Resolutions were submitted at Abbott Laboratories, Amgen, AmSouth Bancorporation, AT&T, BellSouth, Bristol-Myers Squibb, Caremark, Chevron, Cinergy, Citigroup, Clear Channel Communications, ExxonMobil, General Dynamics, Home Depot, IBM, JPMorgan Chase, Marsh & McLennan, Pfizer, St. Paul Travelers, Charles Schwab, Southern, Staples, SunTrust Banks, Union Pacific, Verizon Communications, Wachovia, Wal-Mart, Washington Mutual, and Wyeth.
Senior Research Analyst Jan Fetter-Degges contributed to this article. A longer version of this article appeared in the January 2006 issue of Corporate Social Issues Reporter, a publication of ISS' Social Issues Service unit.
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