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I. Resolutions Filed for Presentation at Annual Meetings of Certain Corporations Whose Stock is Held in the UUA Endowment Portfolio (GIF)  

A. Issue: HIV/AIDS—Review Economic Effects of Pandemics on Company

Marathon Oil—Unitarian Universalist Association (UUA) was the primary filer
ConocoPhillips—UUA was co-filer
Abbott Laboratories—UUA was co-filer
Chevron Texaco—UUA was co-filer

Primary filer—Abbott—NY Province of the Society of Jesus (an ICCR colleague)—Chevron and ConocoPhillips—Service Employees International Union (an ICCR colleague)
Results: Marathon Oil and ConocoPhillips challenged our resolution and the SEC upheld their request for a “no action letter.” Nonetheless, Marathon agreed to be in dialogue with the filers and we had a productive meeting in the spring, with another planned for the summer. Abbott vote received—% Chevron— positive withdrawal based on company’s willingness to respond “Shareholders request that our Board review the economic effects of the HIV/AIDS, Tuberculosis and Malaria pandemics on our Company's business strategy, and its initiatives to date….. This report….will identify the impacts of these pandemics on the company.”

B. Issue: Sexual Orientation Non-Discrimination

ExxonMobil—UUA was co-filer

Primary filer—NYC Employees Retirement System (NYCERS)
Result—Vote received—34.6%

“The Shareholders request the Board of Directors to amend Exxon Mobil's written equal employment opportunity policy to explicitly prohibit discrimination based on sexual orientation and to substantial implement that policy.”

C. Issue: Directors Compensation—Need for Approval by Shareholders

Merrill Lynch—UUA was co-filer
Wells Fargo Bank—UUA was co-filer

Primary filer on both—Catholic Funds (an ICCR colleague)
Votes received: Merrill Lynch—%; Wells Fargo—7.1%

“Excessive CEO pay is now a matter of national concern and debate. We believe that any board that pays excessive CEO compensation fails in one of its most important duties. There is evidence that directors who enjoy high director compensation are more likely to pay excessive CEO compensation and that high director pay coupled with high CEO pay correlates with underperformance of the company. We believe that many employees regard excessive CEO compensation as a breach of trust and demeaning of their value as employees and human beings. We believe that directors who recommend excessive CEO pay packages should be held accountable. One way to do this is to allow shareholders to vote on the directors’ compensation.”

D. Issue: Separation of Roles of Chair and CEO

Time Warner—UUA was co-filer

Primary filer—Christian Brothers Investment Services (an ICCR colleague)
Results: Vote received—%; also, Company appointed a lead independent director after a dialogue session with filers requesting this step

“The shareholders of Time Warner request that the Board of Directors establish a policy of, whenever possible, separating the roles of Chair and Chief Executive Officer, so that an independent director who has not served as an executive officer of the Company serves as Chair of the Board of Directors.”

II. Presentations at Corporate Annual Meetings

We have found a way to help our colleague organizations at ICCR. They hold many corporations’ stock, but don’t have budgets to attend annual meetings to officially present resolutions. We are the flip-side of this: we don’t hold a large number of stocks in our portfolio, yet we have local congregations all over the country. So we worked out a mutual sharing deal with some of these filers.

By far, the New York City Employees Retirement System (NYCERS) is the filer with a large number of resolutions. Jerry Gabert and Jim Gunning share the responsibility of recruiting folks in local congregations to make these presentations. We handled about 15 to 20 situations this annual meeting season—from April to June. Both Jerry and Jim were presenters, as were 2 UUA Trustees. Others were ministers, social justice directors, members of social action committees, and just regular congregants.

We have also presented resolutions for others: Catholic Funds, Domini Social Index Fund, and several others over the last few years. We have handled some 5 or so for these folks this year.