Center for Political Accountability on the SEC’s Proposed Rules on Proxy Proposals and Advisors

Behind the Chamber’s Attack on the Proxy Process, Fear of Disclosure – and CPA

Founder’s Column
By Bruce Freed

Why is the U.S. Chamber of Commerce still running from sunlight? What are the Chamber and many of its members trying to hide? 

Just consider:

–The Chamber receives dues from members it represents and “has spent $143 million on elections since the 2010 cycle, making it the top dark money spender post-Citizens United,” according to

–The Chamber has championed proposed U.S. Securities and Exchange Commission rule changes that would muzzle small shareholders, and it has sponsored big-dollar advertising backing the rules.

–These SEC proposals could hobble an increasingly successful effort led by the Center for Political Accountability and joined by shareholder partners to cast sunlight on, and bring accountability to, spending by public corporations to influence elections in America.

–Through this effort, CPA has identified at least a staggering $36.9 million in previously undisclosed corporate payments to the Chamber from 2015 to 2018, thanks to certain companies adopting increased transparency.

–For shareholders, voters, and others who want to know about companies influencing elections and policy, our efforts are helping to pull aside the veil on which companies belong to some of the nation’s biggest business trade groups and the millions these companies pay to the trade associations’ coffers.

Is it a coincidence that the Chamber, which does not disclose its members, is crusading for changes to shareholder proxy rules that would stifle small investors and potentially cripple our campaign for corporate political disclosure? (For details, see our January newsletter or our comment to the SEC.)

At CPA, we don’t believe it’s a coincidence. The Chamber and member companies that want to hide their big political spending don’t want to give up the secrecy they have enjoyed for too long.

Secrecy is helping conceal, for example, the identity of many corporate donors whose spending could have enormous bearing on the critical, once-a-decade redistricting processes that will take place across the U.S. in 2021.

Both political parties are raising multimillion sums to try to win majorities in state legislatures before 2021, according to Going head-to-head in this fundraising race are the Republican State Leadership Committee and the Democratic Legislative Campaign Committee.

In 2010, before the last Census, the former group came out of obscurity to outspend the latter almost three to one and help flip 20 state legislative chambers from blue to red. In 2012, new political maps crafted in state legislatures yielded GOP gains in Congress even though the Democratic president, Barack Obama, won re-election. Moreover, the 2010 drive to take control over state capitals helped seat numerous legislators who in turn sponsored highly controversial measures on abortion rights, LGBTQ rights, and “religious freedom.”

The Chamber of Commerce was the biggest donor to the RSLC at more than $3.9 million for the 2010 cycle. Our own research team recently documented that in the 2010 election cycle, public corporations and their trade associations combined gave a whopping 62 percent of what the RSLC raised. They donated 38 percent of the money raised by its Democratic counterpart.

The Chamber is a dark-money giant. It’s also a champion for radically regressive SEC shareholder proxy rules that would make the effort by CPA and its shareholder partners for corporate political disclosure far more difficult.

This, we believe, is no coincidence.

CPA’s newsletter also notes a new report showing that proxy advisor clients depart from their recommendations on ESG issues:
A newly published report on the role of proxy advisors in investor voting is worthwhile reading for companies, asset managers and shareholders alike. Here are its principal findings: “ISS, the largest proxy advisor, is more supportive of environmental and social resolutions than the largest asset managers;” “There is little evidence to suggest a systematic overreliance on the recommendations of proxy advisors for responsible investment resolutions;” and “ISS is more likely to recommend that investors support environmental and social shareholder resolutions than the second largest firm, Glass Lewis.”

The study was compiled by ShareAction for the Charities Responsible Investment Network.

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