Shareholder and Consumer Action
Members of the SACAAC. Front row, from left: Sr. Kate Theis, Mary Lou Sullivan, and Sr. Reg McKillip. Back row: Sr. Betsy Pawlicki, Mary Schneider, Sr. Bernadine Karge, Sr. Joan Brichacek, and Sr. June Wilkerson
History
SACAAC was founded in the early 1970s primarily though the work of Sister Mary Ellen Butcher, OP, then assistant to Sister Marie Martine, OP, the General Finance Officer of the Congregation.
In 1973 and 1974, Sisters Mary Ellen and Mary Paynter, OP, of the General Council (leadership team of the Congregation) attended annual shareholder meetings. They were keen to see the relationship between our investments and our corporate voice at annual shareholder meetings. We began filing resolutions in 1974. Our first being a resolution with Gulf Oil regarding genetic engineering. In 1975, we became joined with a group in Milwaukee, Wisconsin, called Catholic Investments for Social Responsibility. This group worked in coalition with the Interfaith Center on Corporate Responsibility (ICCR). ICCR consists of more than 275 Roman Catholic, Protestant, and Jewish institutional investors working in coalition to change unjust or harmful corporate policies by exercising our rights as shareholders. We became a national member of ICCR in 1987.
In 1983, the Corporate Responsibility Advisory Committee (CRAC) was formed. This committee coordinated the alternative investment fund and the shareholder actions. With the growth of the alternative investment movement and increased opportunities to use our resources for socially responsible investments, it seemed advisable to establish separate committees to focus on alternative investments and shareholder actions. In 1990, CRAC was divided into two new committees: 1) the Shareholder and Consumer Action Advisory Committee (SACAAC), which was formed to coordinate our shareholder actions, and 2) the Alternative Investment Advisory Committee (AIAC) to coordinate our alternative investments.
Purpose
The purpose of the Shareholder and Consumer Action Advisory Committee (SACAAC) is the following:
- to make recommendations to the General Council regarding the purchase of certain stock by Sinsinawa Dominicans, Inc., for shareholder activity;
- to make recommendations to the General Council on the social screening of our investments;
- to identify corporations for shareholder action; and
- to participate in the shareholder action process which includes dialogue, letter writing, and filing resolutions.
In working in collaboration with ICCR, we participate in the following issue groups: Energy and the Environment, Equality, Global Corporate Responsibility, Global Finance, International Health and Tobacco, and Militarism and Violence. Membership in ICCR provides technical assistance, support, and information for our shareholder actions.
Membership
SACAAC consists of Sinsinawa Domincan Sisters and Associates. The committee meets two times per year and members are asked to serve a 6-year term. Members decide, in collaboration with ICCR, which issue and on which corporation the committee will focus for the year.
| Membership 2008-2009 | |
| Joan Brichacek | Carol Dapogny |
| Margaret Patterson | Mary Lou Sullivan |
| Patricia Rogers | Kate Theis |
| Connie Barsanti |
The Shareholder Action Process
What Is Shareholder Action?
An array of activities undertaken by equity owners (shareholders) of a corporation designed to change corporate policies or practices. These activities may include: dialogues with corporate management; filing of shareholder resolutions; outreach to other shareholders, investment advisors, and consumers; media campaigns; divestiture (selling the stock) and corporate boycotts.
What Is a Shareholder Resolution?
It is a proposal put forward by an eligible owner of corporate stock requesting management to take certain action. The proposal must conform to rules of the U.S. Securities and Exchange Commission (SEC) for inclusion in the “proxy statement” that the corporation distributes to shareholders who are entitled to vote at the company’s annual meeting. Since most shareholders do not attend in person, they authorize someone (a proxy) to vote on their behalf on the proposals in the proxy statement.
Who Is Eligible to File a Shareholder Resolution?
Any person or group of persons who own shares of voting stock that have a market value of $2,000 or more, and who have owned those shares for one year prior to submitting the resolution. (The value of the shares owned by the primary filer and all co-filers may be aggregated to reach the $2,000 minimum.) The filers must retain their shares thorough the date of the annual meeting at which the resolution will be presented.
What Does It Take to Get a Resolution Adopted?
At the annual meeting one of the filers (or a designee) must make a motion from the floor to put the resolution to a vote (each share gets one vote). In some cases, there must also be someone there to second the motion.
A resolution does not have to get 51 percent of the votes to “win” - something that rarely happens because most large blocks of shares are held by investors who support management. The SEC rules recognize this and give small shareholders a voice by requiring a fairly low threshold of support for a proposal to be resubmitted a second and third year. The proposal must get at least 3 percent of the vote in the first year; 6 percent of the vote in the second year; and 10 percent in the third year. This gives shareholder advocates the opportunity to mount multi-year education campaigns on the proposal before the company. Outreach to pension funds and other institutional investors is especially important to increase the size of the vote for the resolution each year.
Concern over publicity generated by shareholder campaigns and the prospect of the resolution getting a substantial vote often brings corporate management to the table prior to the annual meeting. By addressing shareholder concerns through dialogue, management hopes that the filer will withdraw the resolution before it is voted on. Dialogues allow filers and co-filers to establish an on-going relationship with management and to move them in the right direction over time.
Source: Interfaith Center for Corporate Responsibility. New York, New York www.iccr.org
SACAAC
Shareholder Actions 2007-2008
Company |
Issue |
Action |
Voting Results |
Altria |
Two Cigarette Approach To Marketing |
Resolution |
4% - 1st year |
Boeing |
Foreign Military Sales |
Resolution |
7% - 2nd year |
Caterpillar |
Separation of Chair/CEO |
Resolution |
3.3% - 1st year |
Disney |
Smoking in Movies |
Dialogue |
|
ExxonMobil |
Oil and Gas Emission Reduction |
Resolution |
30.90% - 2nd year |
Loews |
Child Sex Tourism |
Letter |
Have not received a reply |
Loews |
Advertising Tobacco in African American Communitie |
Resolution |
2.09% - 1st year |
McDonald’s Corp |
Health Care Principles |
Resolution |
Withdrew came to an agreement |
Monsanto |
Separation of Chair/CEO |
Resolution |
13.5% - 3rd year |
Northrop Grumman |
Foreign Military Sales |
Resolution |
5.6% - 1st year |
Wal-Mart |
Violent Video Games |
Dialogue |
|
Wendy’s |
Labeling of GMO’s |
Resolution |
Did not have an annual meeting. It has been sold. |