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30 Jun. 2011 | Comments (0)

Just in time for the 2012 U.S. presidential election, The Conference Board plans to advance the work it has already done on corporate political spending and accountability by forming a committee that will release a report with a toolkit of resources for corporations. The Committee on Corporate Political Spending, which is co-chaired by Dan Bross, senior director, corporate citizenship, Microsoft Corp., and Charles Grezlak, vice president of state government affairs, Merck & Co., has created a Web site that has links to resources involving emerging practices and shareholder activities as well as the Handbook on Corporate Political Activity that The Conference Board published in November 2010. The new report will be released in the fall. “Participation in the political process is a right enjoyed by corporations,” Bross said in the statement announcing the committee’s formation today. “The question is not the right to participate but the responsibilities associated with that right.  This Committee is committed to advancing a thoughtful dialogue and demonstrating, through best practice sharing, the opportunities corporations have to enhance their commitment to corporate governance while fulfilling their responsibilities for protecting shareholder value.” In addition to Bross and Grezlak, the members of the committee include:
  • Dave Stangis, Vice President, CSR/Sustainability, Campbell Soup Company
  • Bruce Wilson, Senior Vice President and Deputy General Counsel, Exelon Corp.
  • Matthew Lepore, Vice President and Corporate Secretary, Chief Counsel — Corporate Governance, Pfizer Inc.
  • Margaret Foran, Chief Governance Officer and Corporate Secretary, Prudential Financial Inc.
The need for a model framework for disclosure and accountability of corporate political spending has increased since January 2010, when the U.S. Supreme Court, in the landmark Citizens United v. Federal Election Commission decision, limited restrictions on corporate-funded political spending in federal elections. The court’s decision allowed companies to make independent expenditures, directly or through third parties, in support of or in opposition to candidates. That is one of the reasons The Conference Board decided to seat a separate committee after issuing last year’s handbook, which was designed to provide companies with guidance on managing and overseeing their political spending corporate funds. But as a recent Corporate Governance and Compliance Crash Course sponsored by The Conference Board showed, there are still quite a few issues to be worked out. Some companies have been considered early best practice leaders (i.e. Pfizer, Merck). Some of those issues are:
  • Corporate free speech
  • Voluntary and mandatory disclosure
  • Role of tax exempt and trade associations
  • Fiduciary duties of directors
  • Shareholder activism
The Conference Board recent history in the area of corporate political activity is as follows:
  • 2008: Published “Political Money: The Need for Director Oversight.”
  • 2009: Began collaborating with the Center for Political Activity to begin work on a guidebook on best practices.
  • Jan. 28, 2009: Held Corporate/Investor Summit on Corporate Political Activity led by Dell and Merck.
  • April 13, 2010: Held second Corporate/Investor Summit.
  • November 2010: Published handbook just before the 2010 mid-term elections.
Up next for The Conference Board, an Oct. 19 symposium on corporate political activity in Washington, D.C. just after the report is released as well as webcasts and conferences. For more information on the committee and its activities, contact Marcel Bucsescu,
  • About the Author:Gary Larkin

    Gary Larkin

    Gary Larkin is a research associate in the corporate leadership department at The Conference Board in New York. His research focuses on corporate governance, including succession planning, board compo…

    Full Bio | More from Gary Larkin


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