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By Sister Judy Byron, OP Consultant, Portfolio Advisory Board
The 2023 shareholder engagements of the Portfolio Advisory Board (PAB) of the Adrian Dominican Sisters will carry out the Enactments of our 19th General Chapter, held in June 2022. In addition to electing our new leadership, more than 200 Sisters of the Congregation affirmed our focus for the next six years on areas including diversity, sustainability, and women.
In our 2023 Shareholder Advocacy Plan, the PAB committed to raise up systemic inequities and the quest for racial justice in corporate board rooms, where we will advocate for policies and practices which respect human rights and promote worker justice, food justice, health equity, and a transition to a low-carbon future.
Focusing on our Adrian Dominican Enactment on Diversity to “act to dismantle unjust systems; and build the beloved community in which everyone is cared for, absent of poverty, hunger, and hate,” we engage Walmart and Dine Brands (Applebee’s and IHOP) on providing adequate wages and benefits for their employees. Research by the Institute for Child, Youth and Family Policy at Brandeis University found that more than one-third of U.S. families that work full-time year-round do not earn enough to cover a basic family budget. More than half of Black and Hispanic families cannot afford basic needs.
We plan to continue addressing information and communications technology companies, Alphabet and Meta Platforms (Facebook), on child sexual exploitation online. In 2021 the National Center for Missing and Exploited Children’s Cyber Tipline received 29.3 million reports of suspected child sex abuse materials online. Some 92.2% of the reports involved Meta mobile apps Facebook, WhatsApp, and Instagram.
In support of the human right to health and the dignity of each person, we ask pharmaceutical companies to adopt a human rights policy which includes the right to the highest standard of health for all with a focus on women, Indigenous Peoples, and those living in poverty and to develop drug pricing strategies that support affordability and access for all. Companies that we engage include Eli Lilly, Gilead Sciences, Johnson and Johnson, and Pfizer.
Acting on our Sustainability Enactment “to address the cry of Earth and the cry of those who are poor,” we engage companies to assess the impact of their operations on society, the local economy, and the environment. We especially focus on the most vulnerable, including women, Indigenous Peoples, communities of color, and people who are impoverished.
We ask fossil fuel companies to adopt technologies to monitor and reduce methane emissions. The Environmental Defense Fund says that “cutting methane emissions is the fastest opportunity we have to immediately slow the rate of global warming, even as we decarbonize our energy systems.” In addition we ask fossil fuel companies to improve their public disclosure and transparency reporting, including plans to comply with a regulatory scenario that holds global temperature rise below a 1.5 degrees Celsius threshold. Companies in this sector include Exxon Mobil and Marathon Petroleum.
The PAB is a member of the Interfaith Center on Corporate Responsibility (ICCR), which pioneered the use of shareholder advocacy more than 50 years ago. “Inspired by faith, committed to action” to build a more just and sustainable world, ICCR members in the 2022 proxy season engaged hundreds of companies with thousands of dialogues and with more than 500 shareholder resolutions. We reached agreements with companies to implement the resolution requests for 174 proposals; the majority focused on climate issues and racial justice.
The Forum for Sustainable and Responsible Investment Foundation reports that faith-based and healthcare organizations represent 4% of assets at major companies, yet they file 36% of resolutions, making them a powerful voice at corporations around the world.
For decades, the Adrian Dominican Congregation, through the Portfolio Advisory Board (PAB), has been part of this work: filing resolutions, engaging companies, and speaking to corporate boards at their annual meetings. This work has been done in coalition with other faith-based shareholders from the Interfaith Center on Corporate Responsibility (ICCR), where members often pool their holdings to have a seat at the table.
This longtime work has resulted in hundreds of examples of companies changing their policies and practices after constructive engagement with shareholders. ICCR members have championed positive changes in areas such as annual director elections, supply chain risk and impact reporting, political and lobbying spending disclosure, climate risk reports, and due diligence practices for human rights risks.
In 2020, the Securities and Exchange Commission (SEC) enacted new rules that severely restrict small shareholders in the resolution process. In the past, shareholders could pool their ownings to reach the $2,000 worth of stock that needed to be owned for one year in order to file a resolution.
The new rule bars shareholders from pooling stocks, and an individual organization must own at least $2,000 of the company’s securities for at least three years. The new rules offer no provisions for shorter ownership, such as owning at least $25,000 for at least one year to file a resolution.
The SEC also changed the minimum vote to return a resolution the following year. A first-year resolution must now get 6% vote support, up from 3%. By the third year, a resolution must receive 25% vote support – a tall order for many resolutions on social issues.
In 2021, ICCR and several other investor groups entered litigation to rescind the rule changes. The PAB offered several examples of how the changes would negatively impact their work. Unfortunately, the courts have postponed the ruling several times, now indicating a decision in late November, subjecting the current shareholder filing season to the more stringent filing rules. These limitations curtail the voice of small shareholders and place additional constraints on the PAB’s work for the 2023 season.
It’s important to note, the engagement process is more than just filing shareholder resolutions. The ongoing dialogues and long-term relationships that are a hallmark of the PAB mean that much of our work continues. Companies are aware that very often we as faith-based shareholders are like “canaries in a coal mine” or an “early warning system.” We hear the social and environmental concerns from partners and advocates on the ground and see the world with a moral lens; thus, we raise issues that may not have yet made it to the C-Suite level.
As this article is posted, the PAB is considering the 2023 shareholder season work plan, engaging to effect change toward justice in the policies and operations of corporations in which we hold investments.
Article by Pat Zerega
Portfolio Advisory Board Consultant
Mercy Investment Services
By Sister Judy Byron, OP, PAB Consultant
Just two weeks after witnessing the murder of her teacher and classmates, fourth grader Miah appeared before the House Committee on Oversight and Reform. She shared how she and her classmates were celebrating the end of the school year with a movie when a gunman burst into their lives. Miah went on to describe how she smeared herself with the blood of her friends to appear dead and used her teacher’s phone to call 911 for help. We know that her call was in vain. No one came to save the children.
For five years now, faith-based shareholders led by the Adrian Dominican Sisters and CommonSpirit Health have been calling on firearm manufacturers Smith & Wesson and Sturm Ruger to play a positive role in developing firearms and shaping legislation that would benefit their business and the health and safety of our citizens. Like Miah’s call to 911, our request has gone unanswered.
In 2018, a majority of shareholders supported our resolutions with Smith & Wesson and Sturm Ruger, requesting a report on the company’s activities related to gun safety measures and the mitigation of harm associated with gun products. The reports were disappointing in that they failed to put forward meaningful solutions to address gun violence.
For the past four years we have been calling on Smith & Wesson to adopt a policy articulating a commitment to respect human rights, which includes a description of a due diligence process to identify, assess, prevent, and mitigate actual and potential adverse human rights impacts. In 2021, 44 percent of shareholders supported the proposal. The resolution will be presented for a vote again this year at the company’s annual meeting in September.
This year, on June 1, CommonSpirit Health led a resolution, co-filed by the Adrian Dominican Sisters, urging the Sturm Ruger board to oversee a Human Rights Impact Assessment which assesses and produces recommendations for improving the human rights impacts of its policies, practices, and products. It was supported by 69 percent of the Company’s shareholders.
“This shareholder majority in favor of the proposal invites Sturm Ruger to consider what it can do to contribute to solutions to the preventable epidemic of gun violence,” said Laura Krausa of CommonSpirit Health. “We refuse to believe there is nothing we can do to reduce gun violence. We know we can find common ground on common sense approaches that respect the right to own a gun, and also the obligation to help keep our neighbors safe and healthy in the face of this epidemic of gun violence." (source)
Although the police didn’t come when Miah called for help, in the hours and days after the tragedy at Robb Elementary School, the children, families, and community of Uvalde have been held in a circle of care. This circle includes shareholders of firearm manufacturers; faith communities; citizens who demonstrated for sensible gun reform; and the U.S. Congress, which took steps to address gun violence for the first time in 30 years. Together, we will answer our children’s cry for help, their plea to be safe in their schools and communities.
By Pat Zarega, Senior Director of Shareholder Advocacy, Mercy Investment Services
For almost eight years, the Portfolio Advisory Board (PAB) of the Adrian Dominican Sisters has engaged and supported the work of the Cotton Campaign. It is known that forced labor continues in pockets, but nowhere has it been more organized than in countries where governments force citizens to participate.
The government in Uzbekistan shut down schools and public offices for months at a time to mobilize and send their country’s youth, teachers, nurses, and civil servants to harvest cotton. The government also dictated prices of seeds and fertilizers, controlled the irrigation, and purchased the crop at a fraction of market price.
More than a decade ago, fellow investors came together to advocate for the end of government-directed forced labor in Uzbekistan’s cotton industry. They joined with other human rights NGOs, academics, brand associations, and independent trade unions to form the Cotton Campaign.
In 2010, the Cotton Campaign and the Responsible Sourcing Network launched the Company Pledge Against Forced Labor in the Cotton Sector of Uzbekistan. By signing it, brands and retailers publicly committed to not use Uzbek cotton produced with state-orchestrated forced labor. The PAB used its position as a shareholder to bring the issue of forced labor in the cotton industry to the table at many brands and retailers. In the end, 331 brands and retailers signed the Pledge, including large companies such as Amazon and Walmart.
Over the years, Cotton Campaign members met with the governments of Uzbekistan and the United States to call for addressing the issue. Civil society in the country continued to document the situation and work with the Uzbek-German Forum to provide well-researched reports updating progress. For the 2021 cotton harvest, the Uzbek Forum for Human Rights found no central government-imposed forced labor.
Given the progress made in protecting the workers’ rights and eradicating systemic forced labor, coalition participants traveled to the country to be alongside the Government of Uzbekistan in announcing the lifting of Uzbek Cotton Pledge. The Cotton Campaign has gathered a video history of the work as a beginning to acknowledge the companies who participated in the pledge.
The PAB is currently represented in this corporate work by Pat Zerega of Mercy Investment Services and Sister Judy Byron, OP, Consultant. At the lifting of the pledge, Pat stated, “Investors’ deep concern and respect for human rights, as detailed in the UN Guiding Principles on Business and Human Rights (UNGPs) and the [Organisation for Economic Cooperation and Development] OECD Due Diligence Guidance for Responsible Business Conduct, calls us to address the forced labor situation in the Cotton Industry. We have worked with the Cotton Campaign and supported the Cotton Pledge to address forced labor in Uzbekistan. The findings of independent civil society monitoring the 2021 cotton harvest shows that Uzbekistan has successfully eliminated state-imposed forced labor in cotton production. We are pleased to acknowledge this breakthrough while at the same time calling for continued due diligence by all companies in the Uzbek textile industry, urging them to establish and maintain strong labor standards and engage with the Cotton Campaign.”
After serving as Portfolio Manager for Community Investing for the Portfolio Advisory Board (PAB) for the past four years, Corinne Florek, OP (left), will bring this work to completion at the end of this fiscal year. We thank Sister Corinne for her many contributions to the work of PAB, for building long-lasting relationships with borrowers, and for sharing her expertise and commitment to social impact investing.
The General Council invited Marilín Llanes, OP (right), to succeed Sister Corinne in the role of Portfolio Manager. In informing the PAB of Sister Marilín’s selection, Elise García, OP, General Council Liaison to the PAB, stated:
“The General Council is deeply grateful to Corinne Florek, OP, for her extraordinary decades-long leadership in the field of community investing and for her current service as the PAB’s Portfolio Manager. We are delighted to inform you that Marilín Llanes, OP, has accepted our call to take on the role of Portfolio Manager effective July 1, 2022, and that Associate Dee Joyner has agreed to continue as PAB Director through FY2023.”
Sister Corinne will be working with Sister Marilín during an on-boarding period until the PAB Annual Meeting in September 2022. Sister Marilín, currently serving as the PAB Board Chair, will step down from this role following the March 2022 Board meeting. She will remain a member of the Board until July 1, 2022, when she joins the staff as Portfolio Manager. The PAB will elect new leadership at its March meeting.
By Lydia Kuykendal, Director of Shareholder Advocacy,
Mercy Investment Services, Inc.
The COVID-19 pandemic has exacerbated the disparities for people of color in areas such as vaccine access and health care. Over the past two years, shareholders have expanded their corporate engagements addressing systemic racism.
This movement began as a result of the murders of George Floyd and other people of color at the hands of police. Many companies have since made pledges to address systemic racism. However, more than one year after these commitments were made, the practical outcomes remain unclear.
This year, shareholders have filed a slate of resolutions calling on multiple companies to conduct third-party racial equity audits. These internal audits evaluate how a company’s policies and practices discriminate against or disparately impact communities of color.
Shareholders have called on companies to identify and recommend steps to eliminate any business activities that “further systemic racism, threaten civil rights, or present barriers to diversity, equity and inclusion (DEI).” Shareholders also believe workers, customers, community members, and other stakeholders should inform the audit and the report.
Shareholders have also seen racial disparities between hourly and salaried employees in some companies, where salaried employees are predominately white and hourly employees are majority people of color. This disparity signals that people of color may not have the same opportunity for advancement to better paying, senior-level jobs.
In 2020, partners at the Interfaith Center on Corporate Responsibility (ICCR) filed 12 resolutions calling for racial equity audits. Resolutions were withdrawn at BlackRock, CoreCivic, Morgan Stanley and Amgen based on their commitments to conduct internal audits. The Adrian Dominican Sisters’ Portfolio Advisory Board (PAB) is looking forward to reviewing the audits as they’re completed.
This year, the PAB filed a resolution at Tyson Foods. It was recently withdrawn after the company agreed to conduct an independent third-party audit that will include stakeholder interviews and investor feedback. Shareholders filed the resolution at Tyson due to the significant impacts of COVID-19 on its workers of color.
The racial disparities often extend to company boards of directors. For 10 years, the Thirty Percent Coalition has advocated for diversity on corporate boards and company leadership that reflects the gender, racial and ethnic diversity of the United States. We believe that diverse leadership and boards lead to better experiences for employees and shareholders and improved company performance.
To combat systemic racism, corporations should recognize and remedy industry and company-specific barriers to everyone’s full inclusion in societal and economic participation. The recent Racial Equity Audit proposals, as well as ongoing dialogues that elevate awareness of business models that perpetuate systemic racism, will further the longtime work of the Adrian Dominican Sisters and other investors to create an anti-racist society.
Sister Patricia Daly, OP, a Caldwell Dominican Sister and member of the Adrian Dominican Sisters’ Portfolio Advisory Board (PAB), recommended that congregations of women religious use their investment portfolios to further their charism, or spirit. During the annual conference of the Resource Center for Religious Institutes, she further suggested that communities use their investments to bring healing to Earth in the face of global climate change. Read the entire article by Dan Stockman in The National Catholic Reporter’s Global Sisters Report published November 18, 2021.
By Mary Minette, Director of Shareholder Advocacy, Mercy Investment Services
The banking sector is the world’s largest source of finance, with a critical role to play in ensuring that resources are available to provide climate solutions and reducing lending to climate-damaging fossil fuel projects. Investors are working to engage the largest global banks to urge the adoption of policies and procedures that address these environmental risks and to ensure that the global finance system is part of the solution to climate change.
In the 2020 and 2021 proxy seasons, investors escalated efforts to push the largest banks to assess, disclose, and reduce the climate risk and climate impact of their lending and investments. In 2020 proposals filed with several of the largest U.S. banks including Bank of America, JP Morgan Chase, and Wells Fargo requested reports on how the banks are managing climate risk in their lending portfolios. Proposals were withdrawn at Wells Fargo and Bank of America after the banks agreed to analyze various methods to measure financed emissions and consider adopting targets. The proposal with JP Morgan Chase received a near-majority vote of 49 percent at the bank’s annual meeting.
Following this successful season, Citi, Morgan Stanley, and Bank of America announced that they would work to measure the climate impact of their financial practices and agreed to strive for net zero financed emissions by 2050. JP Morgan Chase announced plans to reduce their financed emissions in line with the goals of the Paris Agreement. However, despite these announcements, a series of reports by a coalition of groups including Rainforest Action Network and BankTrack have found that many of these banks have increased their support for oil and gas production in recent years.
The International Energy Agency reported in 2021 that new oil and gas exploration and production will need to cease almost immediately for global temperatures to stay within the 1.5 degrees Celsius limit. This year, investors plan to file proposals with several of the banks, including JP Morgan Chase, the largest funder of oil and gas production globally, asking them to adopt policies to ensure that financing does not contribute to new fossil fuel supplies.
At the recent climate summit in Glasgow, more than 450 financial firms from 45 countries announced they were forming the Glasgow Financial Alliance for Net Zero (GFANZ) to help shift the world’s economy toward net-zero emissions by 2050. The group includes Citi, Bank of America, and JP Morgan Chase. While this is a welcome announcement, the details of how banks will achieve their goals are not known. A spokesman for the Rainforest Action Network noted that “39 banks that are part of [GFANZ] provided around $575 billion in lending and writing to fossil energy companies in 2020 alone.”
With the work with banks shifting from long-term targets to Net Zero goals – and particularly how they will begin to move financing away from oil and gas companies – the Portfolio Advisory Board is focusing on engagements with Bank of America, JP Morgan Chase, PNC, and Wells Fargo for the coming shareholder season.
By Associate Dee Ann Joyner
Director, Portfolio Advisory Board
October 12, 2021, Adrian, Michigan – The Portfolio Advisory Board (PAB) gathered via Zoom September 23-24, 2021, for its annual meeting. They welcomed new Board members, Carmen Mora and Joe Barker, who were both introduced on the PAB website last month. Elise García, OP, General Council liaison to the PAB, also attended her first meeting as a voting member following an amendment to the by-laws approved by the General Council in June.
The PAB also recommended to the General Council the appointment of Carla Mannings to an open position of the Board. The PAB recommended a change to the social impact environment policy to limit investments in any company receiving more than 3% of their revenues producing thermal coal or oil sands. The General Council approved both recommendations.
On Day 1 of the meeting, Judy Byron, OP, consultant on shareholder advocacy, facilitated a panel discussing pesticides and their impact on the environment. Margie Weber, a former PAB staff member and member of the Board, discussed the history of the Adrian Dominican Sisters’ advocacy activities on pesticides and genetically modified organisms (GMOs). She emphasized the long, slow process of changing corporate practices, yet the process does result in important changes.
Caroline Boden, with Mercy Investment Services, discussed the work she has been doing with the Interfaith Coalition for Corporate Responsibility (ICCR) with both food and beverage manufacturers and retailers. For example, the ICCR has gotten corporations to commit publicly to reduce their use of pesticides or at least to switch to less toxic treatments. She stressed the leverage these companies have on their supply chain and discussed success in dialogue with Campbell’s Soups and General Mills in reducing pesticide use on the ingredients in their products.
Corinne Sanders, OP, Director of the Congregation’s Office of Sustainability, discussed her office’s work on reducing pesticide use on the Motherhouse Campus. Her office ceased to use chemical-based pesticides that destroy the health of the soil and has transitioned to using neem oil to enhance fruit, berry, and nut tree growth. Neem oil only affects harmful insects, not pollinators.
In conclusion, the panel agreed on the need for a multifaceted approach to advocate consistently and continuously with companies to ensure their policies and practices reduce the use of harmful pesticides and to practice reducing our own personal use whenever and wherever possible.
Sister Judy and Pat Zerega, board consultant on shareholder advocacy from Mercy Investment Services, updated the Board on 2020-21 advocacy activities. On behalf of the Adrian Dominican Sisters, they engaged 43 companies on 65 engagement topics. The Adrian Dominican Sisters filed 17 shareholder resolutions and participated in 55 sign-on letters covering diverse topics. For example, a letter was sent to 21 food and beverage companies on issues of racial justice and food equity.
Pat and Sister Judy also presented the 2021-2022 advocacy plan which the PAB unanimously approved. The plan outlines strategies for PAB’s engagements with companies on issues such as the systemic inequities evident during COVID-19 and the quest for racial justice, as well as advocacy for policies that promote the rights of workers, food justice, and health equity. Investor statements and sign-on letters are often part of the advocacy process in these priority areas.
Day 2 focused on Community Investing. Corinne Florek, OP, Portfolio Manager for PAB, opened the meeting with a reflection excerpted from the social impact finance criteria developed by Richard Rohr’s Center for Contemplation and Action.
Sister Corinne provided historical background on the creation of the Religious Congregations Impact Fund (RCIF), for which she served as Founding Director until her retirement in 2020. Her successor, Sarah Geisler, provided an update on RCIF and its plans for future growth. The Adrian Dominican Sisters joined RCIF as a sponsor in 2017 and moved $1million from the PAB community investing portfolio to RCIF. RCIF and PAB often invest in the same non-profit organizations and collaborate in their approach to impact investing.
PAB then reviewed three loans presented by Sister Corinne. They approved the renewal of loans to Inclusiv, which provides capital to member credit unions serving low-income communities, and Fonkoze USA, a loan fund investing in small businesses in Haiti.
The Board also reviewed a new loan request from the Real People’s Fund, a collaboration among six non-profits serving the East Bay, California area. The purpose of the new Fund is to provide community capital funding to historically divested communities in the East Bay. The minimum loan term is seven years, which is longer that the Congregation’s policy of making loans for terms of one to five years. Because of its enthusiasm about the Real People’s Fund and its possible impact, the Board requested that the General Council amend the policy on the terms of loans so that they can consider approving a loan to the Real People’s Fund at a future meeting.
The last item on the agenda was a review of the community investing social impact criteria with a racial equity lens and discussion on possible changes. The Board postponed this discussion to the next meeting, giving them more time for an in-depth discussion of this important matter.
The next meeting of the PAB is scheduled for March 24-25, 2022.
October 5, 2021, New York, New York – Fifteen members of the Interfaith Center on Corporate Responsibility (ICCR) drew support from 43.9% of the shareholders of Smith & Wesson for a proposal that the gun manufacturer adopt a comprehensive human rights policy in light of rising gun violence in the United States.
The Adrian Dominican Sisters, represented by Sister Judy Byron, OP, were the primary filers of the proposal. Fourteen faith-based organizations from ICCR co-filed.
In a press release, ICCR noted that this amount of support from shareholders – compared to 39% support for a similar proposal in 2019 – “demonstrates shareholders’ mounting concern with the company’s lack of attention to the growing risks of gun violence.” The proposal calls on Smith & Wesson to include in the policy “a description of the processes the company will use to identify, assess, prevent, and mitigate adverse human rights impacts.”
“Undisputedly, something must be done about the misuse of guns in our country,” Sister Judy said in her September 27, 2021, Shareholder Statement. “As a leading firearms manufacturer we genuinely believe Smith & Wesson has the knowledge and the expertise to engineer the solutions we need to reduce gun violence and save lives.”
A consultant to the Adrian Dominican Sisters’ Portfolio Advisory Board, Sister Judy went on to note that the intention of the proposal is not to put Smith & Wesson out of business or to abolish the Second Amendment. “We seek to make the business, the products, and the consumers who buy them, safer,” she said. “We seek – as everyone here must surely do – to save lives.”
Portfolio Advisory Board, Adrian Dominican Sisters | 1257 E. Siena Heights Drive | Adrian, Michigan 49221
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