January 26, 2013
Sustainable Investors Pressure Visa on Lobbying Expenditures
by Robert Kropp
A shareowner resolution co-filed by Boston Common Asset Management and the Unitarian Universalist
Association, calling on Visa to fully disclose all payments used for lobbying purposes, will be
voted on at the company's annual general meeting on January 30th.
The early stages of the 2013 proxy season is upon us, as Visa, the financial services company, is
scheduled to hold its annual general meeting on January 30th.
Without the regulatory guidance that
the Securities and Exchange Commission (SEC) recently suggested it was contemplating, shareowners
are preparing for meetings like Visa's by submitting resolutions requesting transparency in the
disclosure by corporations of political contributions. At Visa, a resolution co-filed by Boston Common Asset Management and the
Unitarian Universalist Association (UUA) requests
that the company disclose all payments used for lobbying purposes, including payments to trade
"Visa does not disclose its contributions to tax-exempt organizations that
write and endorse model legislation, such as Visa's $50,000 contribution to the American
Legislative Exchange Council (ALEC) annual meeting," the resolution states.
under fire last year for its role in writing Stand Your Ground model legislation, after the 17-year
old Trayvon Martin was fatally shot in Sanford, Florida. His assailant, George Zimmerman, claimed
self-defense according to the state's Stand Your Ground law, and until a nationwide uproar erupted
the local police accepted Zimmerman's position on the killing.
An organization largely
funded by corporations, that with the help of Republican state legislators has written some 800
state laws, ALEC has also written model legislation on other controversial issues such as
immigration and voter identification.
"It is important that our company's lobbying
positions, and processes to influence public policy, are transparent," the resolution states
"Public opinion is skeptical of corporate influence on Congress and public policy and questionable
lobbying activity may pose risks to our company's reputation when controversial positions are
According to the Center for Political Accountability (CPA), Visa
discloses its direct political contributions and requires board oversight of such expenditures.
However, the company does not provide disclosure of either trade association membership or payments
to trade associations.
In an email, Lauren Compere, Managing Director at Boston Common,
wrote, "The proposal…emphasizes the substantial risks to Visa's brand posed by questionable forms
of lobbying and political activity, and calls on Visa to adopt best practice standards related to
political contribution disclosure."
"In a follow-up call with the company in November, we
outlined the steps Visa should take in addressing these concerns, including conducting a
comprehensive review of the business rationale behind memberships and contributions to major trade
associations, political organizations, think tanks, and lobbying organizations, starting with the
American Legislative Exchange Council," Compere continued.
Compere also noted that the
company took the unusual step of writing directly to shareowners, explaining its rationale for
urging them to vote against the resolution.
"The Company has taken appropriate steps to
provide stockholders with meaningful information about our policies, procedures, and oversight
mechanisms for lobbying and political activities," the letter from the company states. The company
said it will disclose its Political Participation, Lobbying and Contributions Policy, and prepare
an annual report on lobbying expenditures.
However, Compere noted, "While the company has
initiated enhanced disclosure to the board on its involvement with trade associations, we persisted
in taking this proposal to ballot as the company has not contemplated any disclosure to
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