Since the U.S. Supreme Court’s decision in Citizens United v. Federal Election Commission, the media, academics, and the general public have increasingly focused their attention on the political activity of for profit and non-profit corporations as well as unions. During this same time, shareholders have also increasingly demanded greater transparency regarding corporate political activities, primarily using shareholder proposals that seek disclosure of such activities.
Today, the number of resolutions on corporate political activity remains high, even as it has fallen from its peak in 2014. However, the decline in resolutions filed is a reflection of how many companies have already taken steps to address this issue, rather than an indication of any lessening of interest by shareholder proponents.
Despite the decline in proposals filed, the tally going to votes has not fallen much, since proponents are less likely than in the past to withdraw them. Companies are more willing to discuss their election spending than lobbying, yet expenditures on lobbying dwarf what goes to elections. Transparency about both sorts of activity is increasing some, but a key sticking point remains disclosure about memberships and payments to intermediary groups that legally may keep their funders private—trade associations, “social welfare organizations” (known as 501 (c)4 groups for their tax exemption in the Internal Revenue Code) and charitable groups that skirt political activity prohibitions. (Source: Proxy Preview 2018)
Given the persistent attention from the shareholder community and the general public, companies may want to consider adopting comprehensive policies that govern their company's political activity and also providing greater transparency into how they use corporate resources for political purposes, if they have not already done so.
The Conference Board Committee on Corporate Political Spending
The Conference Board Committee on Corporate Political Spending (“the Committee”) helps organizations explore how to address potential oversight and disclosures of corporate political spending. The Committee believes that corporate participation in the political process can be an important, and even essential, means of enhancing shareholder value, strengthening corporate reputation and goodwill, and engaging in good corporate citizenship. The Committee assists companies that are thinking through the issue of corporate political spending and regularly convenes leading American corporations to explore the issue of using corporate treasury funds in election-related activity.
In recent years, The Conference Board has released three reports that focus on how leading companies have implemented policies and procedures regarding their governance, oversight, and disclosure of corporate political activity. The Committee has completed an second edition of their report, Corporate Political Spending: Policies and Practices, Accountability, and Disclosure (Second Edition), published in November 2015.
Corporate Political Spending: Policies and Practices, Accountability, and Disclosure (Second Edition)
November 2015 | Research Report
This report provides companies with information to more easily assess the range of issues related to political activity and disclosure and to determine the best course of action for their businesses.
Corporate Political Spending: Policies and Practices, Accountability, and Disclosure
December 2012 | Research Report
This report helps corporations deepen their understanding of issues that may arise because of their involvement in the political process and offers a variety of approaches for political spending, disclosure, and accountability. Intended to inform, not to instruct, this report highlights viable options and examples of what other companies have done.
Handbook on Corporate Political Activity: Emerging Corporate Governance Issues
November 2010 | Book
This handbook addresses corporate political spending with a primary focus on the use of corporate treasury funds to engage in election-related activity from a theoretical and practical perspective. This handbook serves as a resource for companies, investors, academics, and the general public to understand the essence of corporate participation in the political process and examines issues such as how to asses accountability for political spending activities, establish an effective program to manage as well as oversee corporate political spending, and develop strategies for furthering an ethical corporate culture.
The Committee on Corporate Political Spending of The Conference Board Governance Center held a meeting on October 20, 2016, in Washington, D.C., on the “Varied Views on Corporate Political Spending From Main Street to Wall Street and in Between,” hosted and sponsored by Altria. Attendees included two current commissioners from the Federal Election
Commission. The significance of this issue for companies was illustrated last year as Democrats in the Senate blocked confirmation of two SEC commissioners put forward by the Obama White House because they would not commit to writing rules requiring corporate political spending disclosure, while the Republican-led House included language in the recent federal budget continuing resolution that bans the SEC from writing such rules.
Following the meeting, the Center published Have we reached a tipping point? Insights and Highlights from The Committee on Corporate Political Spending Meeting.