Shareholder Proponents Keep Up Pressure on Corporate Lobbying Disclosures

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By Yin Wilczek

March 13 — Institutional investors said they have filed shareholder proposals calling for lobbying disclosures at more than 50 companies.

The resolutions ask for lobbying disclosure reports that include federal and state lobbying payments, payments to trade associations used for lobbying, and payments to any tax-exempt organization that writes and advances model legislation, the investors said in a joint March 12 release.

“In 2014, resolutions relating to corporate political activity of a company were the most common shareholder proposal put forth during the proxy season for the fourth consecutive year, and it is expected that these will be one of the most popular shareholder proposal topics for 2015 proxy season,” they said.

The companies that received the proposals include American Express, Bank of America, Chevron, Citigroup, ConocoPhillips, DuPont, ExxonMobil, Philip Morris, Wal-Mart, Walt Disney & Co. and Tyson Foods.

The 65 investors that filed and co-filed the resolutions include the New York State Common Retirement Fund, the AFSCME Employees Pension Plan, the AFL-CIO, Trillium Asset Management, Walden Asset Management and Domini Social Investments.

AFSCME and Walden Asset Management coordinated and supported the filing initiative.

Fifth Year 

This is the fifth year that institutional investors have filed resolutions calling for more transparency in corporate lobbying activities in the wake of the U.S. Supreme Court's 2010 ruling in Citizens United v. Federal Elections Commission, 558 U.S. 310, 2010 BL 15350. In the decision, the high court lifted longstanding limits on corporate political expenditures. 

According to the release, there were 49 lobbying disclosure proposals filed by 60 proponents in 2014, 38 of which were put to a vote and averaged 26 percent support.

In 2013, there were 50 proposals filed by 70 proponents, 40 of which were voted upon and averaged 25 percent support. The year before, 46 proponents filed 38 proposals, 20 of which were put to a vote and averaged 24 percent.

Tim Smith, senior vice president at Walden Asset Management, told Bloomberg BNA that there are “new wrinkles” in 2015 on the political contributions and lobbying disclosure front. For one, there is a “higher comfort level now among many institutional investors to vote on lobbying and political spending disclosure, particularly if a company does very little of either.”

Smith also noted that certain controversies related to lobbying have become much more prominent. There is now an “intense interest in what companies are doing in lobbying, particularly lobbying federally on climate change, or lobbying locally at state levels on renewable energy.”


Smith noted that an investor campaign challenging the American Legislative Exchange Council's initiative against renewable energy at the state level has had “some success.” More than 100 companies have left the organization, some citing the controversy over climate change and renewable energy, he said.

ALEC partners with state legislators and corporate representatives to write model legislation advancing, among other matters, free-market enterprise.

Meanwhile, a 2011 rulemaking petition submitted to the Securities and Exchange Commission by a group of securities and corporate law professors calling on the agency to mandate corporate spending disclosures so far has garnered more than 1.2 million comments, the overwhelming majority of which support the petition.

The SEC—facing mandated rulemakings under the Dodd-Frank Wall Street Reform and Consumer Protection Act and the Jumpstart Our Business Startups Act—has not included the item in its latest regulatory flexibility agenda.

To contact the reporter on this story: Yin Wilczek in Washington at

To contact the editor responsible for this story: Ryan Tuck at

The release is available at

The SEC's latest regulatory flexibility agenda is available at