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Corporate counterculture: Having their say

By Greg Paeth, Post staff reporter

It may be nuns for social justice. Or environmentalists demanding a pledge against pollution. Or an Indian group in search of fairness to Native Americans.

They aren't the usual invitees into the corporate boardrooms. But once a year, at legally required corporate annual meetings, dissident shareholders and activists take the stage - and the buttoned-down business world has to sit still for it.

The annual forums get used to make a very public point with large corporations or to put pet issues up for a vote among the company's shareholders. They often have little or no chance of being accepted or approved, but a point is made, and perhaps over time, even mega-corpora tions may begin to pay attention.

''They can have marginal effects over the long-term,'' said Walter Frank, a senior financial adviser at Merrill Lynch in Cincinnati. ''But many are way out and have no chance of succeeding, even in the long run.''

AK Steel was targeted this week when environmental groups used its annual meeting Tuesday in Wilmington, Del., to draw attention to what they say is prolonged air pollution caused by the company's sprawling Middletown steel works.

In a bit of street theater on the front steps of the Dupont Hotel, site of the annual meeting, activists branded AK Steel a ''corporate outlaw'' before they attempted to ''return'' 150 pounds of pol lution they said had been deposited on homes near the plant.

''When the company refuses to meet with its neighbors, sometimes you have to come to them, and this is where we knew they would be on May 14,'' said Rachael Belz of Cincinnati, director of the Southwest Ohio chapter of Ohio Citizen Action.

''The annual meeting provides a forum for the neighbors and other people who are interested in the issues to have a meeting with the company,'' she said.

Federated Department Stores is bracing for a similar onslaught today when the company holds its annual meeting at its Seventh Street headquarters downtown.

Two shareholder proposals the company opposes are on the agenda.

The Missionary Oblates of Mary Immaculate, which owns 800 shares of Federated, and the New York City Employees' Retirement System, the New York City Teachers' Retirement System and the New York City Fire Department Pension Fund, which own nearly 761,000 common shares, are pushing the company to adopt a policy about working conditions for Federated's overseas suppliers.

The religious organization as well as the pension fund say they want Federated to commit to a code of corporate conduct that insures that the department store chain doesn't purchase from foreign suppliers that use exploitative labor practices such as child labor.

Federated says it has already addressed these issues in its code of conduct for its vendors and suppliers and says adopting the proposal would be ''burdensome and costly.''

Another proposal from shareholder Evelyn Y. Davis is about one of the corporate gadfly's pet issues.

It calls for the board of directors to be elected annually, which she says would make the board more responsive to shareholders and insure against ''the self-perpetuation of the board.''

At last October's Procter & Gamble Co. shareholder's meeting, Davis recommended changing how votes in elections for directors are tallied, and shareholder Lenore Goldman proposed that P&G label all food products that contain genetically engineered ingredients.

Both proposals were defeated.

Outside Music Hall, In Defense of Animals picketed the annual meeting.

A P&G spokeswoman, though, said the company has lived up to its 1999 commitment to eliminate all animal testing for its non-food and non-drug products.

Activist groups often purposely buy shares of stock so they can offer resolutions and attend the annual meetings, Frank said.

''People own these stocks because they have an agenda,'' he said.

Stephen A. Sawzin of Wilmington, Ohio, a former Milacron employee and a current Milacron shareholder, submitted a proposal at the Cincinnati-based company's April 23 annual meeting.

It had little chance of getting serious attention, but he made a point.

He recommended reducing base salaries for all executives, officers and directors, discontinuing stock option incentives, rescinding termination packages and reducing retirement benefits for executives.

''The executive officers are overpaid, with salary increases far beyond the percentage increases given to (other) employees,'' he said in his proposal.

''Current management and directors have destroyed a company that was world renowned in product development and technological innovation,'' he said.

Milacron's board of directors recommended against the proposal - and it was defeated by about 40 million votes.

Publication date: 05-17-02
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