Trends in Union Corporate Campaigns - US Chamber of Commerce
Trends in Union Corporate Campaigns - US Chamber of Commerce
Trends in Union Corporate Campaigns - US Chamber of Commerce
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the balance held by <strong>in</strong>stitutional <strong>in</strong>vestors. In order to facilitate<br />
acquisitions, the company wanted to expand the number <strong>of</strong> its<br />
shares. At the same time, the family wanted to reta<strong>in</strong> its <strong>in</strong>fluence<br />
over company affairs. So management proposed the establishment<br />
<strong>of</strong> two classes <strong>of</strong> stock, one <strong>of</strong> which, termed a “super vot<strong>in</strong>g” class,<br />
would carry ten votes per share rather than the customary one vote.<br />
Most <strong>of</strong> the super shares would be held by the Marriott family. 11<br />
Sens<strong>in</strong>g an opportunity to demonstrate its clout, HERE began<br />
an effort to l<strong>in</strong>e up votes aga<strong>in</strong>st the dual-stock proposal. To this<br />
end, the union encouraged a small proxy vot<strong>in</strong>g advisory firm,<br />
Institutional Shareholder Services (ISS), to advise its clients—<br />
compris<strong>in</strong>g many <strong>of</strong> the nation’s largest <strong>in</strong>stitutional shareholders—<br />
to oppose the change on the grounds that their own <strong>in</strong>fluence over<br />
the company would be diluted. With support from the California<br />
Public Employees’ Retirement System (CalPERS) and other<br />
public employee pension funds, the proposal was defeated. 12<br />
This was a signal development <strong>in</strong> two important ways. First,<br />
it illustrated the selective activation <strong>of</strong> corporate stakeholder<br />
pressure by a union, not by recruit<strong>in</strong>g allies to support its<br />
organiz<strong>in</strong>g, but by develop<strong>in</strong>g l<strong>in</strong>es <strong>of</strong> attack that resonated with<br />
the <strong>in</strong>terests <strong>of</strong> the stakeholders themselves. In the words <strong>of</strong><br />
HERE Research Director Matthew Walker,<br />
People assume that there is a division between labor<br />
and capital. The fact is that we demonstrated an ability to<br />
identify with our fellow shareholders <strong>in</strong> Marriott and to<br />
build an alliance with shareholders that many people didn’t<br />
th<strong>in</strong>k was possible. 13<br />
Second, <strong>in</strong> a way that has helped prove Mr. Walker’s words prophetic,<br />
it set ISS on a path <strong>in</strong> support <strong>of</strong> proxy vot<strong>in</strong>g <strong>in</strong>itiatives by labor that<br />
would become highly significant with<strong>in</strong> a very short time.<br />
18<br />
Strategy