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Public Affairs Council

Spike in Shareholder Proposals on Political Activity Reflects Citizens United Court Decision

The Citizens United Supreme Court decision has resulted in the filing of 78 shareholder proposals on political spending and lobbying, up from just 48 in the first six months of 2010, Ted Allen of the advisory firm ISS Governance reports. Political activity is this year's second most popular subject of shareholder proposals, just behind majority voting.

But political questions loom large in many other proposals. "Shareholder resolutions that deal with sustainability issues dominated all others in 2010," Advisor One reports, citing a new Ernst & Young study, "and it is estimated that in 2011 half of all shareholder resolutions will focus on social and environmental concerns."

This is the time of year, of course, when small stockholders get the chance "to bend the ear of corporate bigwigs," as CNN Money reports, and put forth their own proposals. Citicorp, Whirlpool, Sherwin-Williams, General Electric, IBM, AT&T, DuPont and Pfizer, among others, are holding investor meetings, where in the final two weeks of April alone, 80 such proposals were scheduled for votes.

But 150 shareholder proposals won't be on the ballot. At the request of various companies, the U.S. Securities and Exchange Commission (SEC) has issued "no action" letters on the proposals. Such rulings squashed these items, some of which Allen, in an interview with CNN Money, called "pretty off-the-wall." GE, for example, has in the past received proposals for canceling "The Rachel Maddow Show."

"That's a clear-cut example of the type of thing the SEC doesn't let shareholders get their hands in," Allen said.

In their effort to avoid distraction and controversy, most companies allow shareholders to vote on at most three issues. To that end, they ask the SEC to scuttle scores of proposals. About 20 SEC staffers pour over hundreds of these no-action requests each year, killing proposals that involve a company's day-to-day business - or that seem frivolous.

At press time, shareholders "had withdrawn 23 of the [proposals on political activity], while seven were omitted," Allen writes on the Metrics Group's blog. This left 48 on the table, awaiting further action.