Corporate lobbying activities can have an outsized influence on public policy and can either complement or contradict a company’s public commitments. Too often, we observe that corporate lobbying and political spending are non-transparent and misaligned with companies’ stated sustainability commitments. This can create reputational, regulatory, and litigation risks that may harm shareholder value and undermine corporate initiatives to address direct and systemic material ESG risks. At Boston Trust Walden, we view transparent and aligned lobbying and political spending as measures of strong corporate governance.
Nearly a decade ago, we began engaging UPS on lobbying and political spending transparency, citing investor demand for more decision-useful disclosure to evaluate risk exposure associated with political activity. Specifically, we encouraged the company to expand disclosure of its direct and indirect lobbying efforts. While our discussions were constructive, the company did not meet the level of transparency we sought, so we escalated to filing shareholder resolutions. Given the company’s dual class voting structure, achieving a majority vote proved difficult. For example, shares with super-voting rights accounted for approximately 65% of the 2022 season proxy votes at UPS, translating to significant insider control of the proxy vote.1 Our 2022 resolution received over 29% vote in favor — notable given the unequal voting rights at play.
In 2023, we evolved our strategy. We took important lessons learned from our successful corporate engagement efforts on climate-related lobbying and our focus on the risks of misalignment between a company’s political activity and its corporate policies and commitments. Ahead of the UPS 2023 Annual General Meeting, we introduced a new shareholder resolution in collaboration with a Boston Trust Walden client, Friends Fiduciary Corporation. The new resolution combined requests for UPS to expand disclosure of both its political spending and its lobbying activities — including a specific focus on the company’s processes for evaluating and correcting instances of misalignment. Importantly, the resolution also called for expanded disclosure of organizations with which UPS is affiliated (e.g., trade associations). Following constructive engagement with the company —and its commitment to expand disclosure of its direct and indirect political activity, and the policies and processes that guide their spending — we successfully withdrew our resolution.
“At Friends Fiduciary Corporation, we believe in the power of active ownership to create change. We appreciate our near decade-long partnership with Boston Trust Walden and the opportunities to collaborate on company engagements, such as the resolution with UPS.”
Amy Carr, Senior Shareholder Advocate
Friends Fiduciary Corporation
Changing corporate systems and processes can take time — requiring consistent engagement, evolution of strategies, and persistence. The UPS engagement is a poignant example of how the persistence and commitment of a few investors can lead to meaningful change.