The Bank of New York Mellon Corporation | Lobby Expenditures Disclosure at The Bank of New York Mellon Corporation

Status
38.36% votes in favour
AGM date
Previous AGM date
Proposal number
4
Resolution details
Company ticker
BK
Lead filer
Individual
Resolution ask
Report on or disclose
ESG theme
  • Governance
ESG sub-theme
  • Lobbying / political engagement
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Financials
Company HQ country
United States
Resolved clause
RESOLVED, the stockholders of the Bank of New York Mellon (“BNY Mellon”) request the preparation of a report, updated annually, disclosing:
1. Company policy and procedures governing lobbying, both direct and indirect, and grassroots lobbying communications.
2. Payments by BNY Mellon used for (a) direct or indirect lobbying or (b) grassroots lobbying communications, in each case including the amount of the payment and the recipient.
3. BNY Mellon’s membership in and payments to any tax-exempt organization that writes and endorses model legislation.
4. Description of management’s and the Board’s decision-making process and oversight for making payments described in sections 2 and 3 above.
For purposes of this proposal, a “grassroots lobbying communication” is a communication directed to the general public that (a) refers to specific legislation or regulation, (b) reflects a view on the legislation or regulation and (c) encourages the recipient of the communication to take action with respect to the legislation or regulation. “Indirect lobbying” is lobbying engaged in by a trade association or other organization of which BNY Mellon is a member.
Both “direct and indirect lobbying” and “grassroots lobbying communications” include efforts at the local, state and federal levels.
The report shall be presented to the Corporate Governance, Nominating and Social Responsibility Committee and posted on BNY Mellon’s website.
Supporting statement
SUPPORTING STATEMENT
Full disclosure of BNY Mellon’s lobbying activities and expenditures is needed to assess whether its lobbying is consistent with its expressed goals and stockholders’ interests. BNY Mellon spent $16,440,000 from 2010 – 2022 on federal lobbying. This does not include state lobbying, where BNY Mellon also lobbies. BNY Mellon also lobbies abroad, spending between €900,000 – 999,999 on lobbying in Europe for 2021. BNY Mellon’s lobbying over Dodd-Frank capital requirements has drawn media scrutiny.1
Companies can give unlimited amounts to third party groups that spend millions on lobbying and undisclosed grassroots activity.2 BNY Mellon fails to disclose its payments to trade associations and social welfare groups (SWGs), or the amounts used for lobbying, to stockholders. BNY Mellon discloses memberships in the American Bankers Association (ABA), Bank Policy Institute (BPI), Business Roundtable, Financial Service Forum (FSF) and Securities Industry and Financial Markets Association, which together spent $41,206,000 on federal lobbying for 2022. BNY Mellon’s disclosure leaves out trade association memberships like the Defined Contribution Institutional Investment Association and Money Management Institute and all SWGs.
BNY Mellon’s lack of disclosure presents reputational risks when its lobbying contradicts company public positions. For example, BNY Mellon publicly supports addressing climate change, yet the Business Roundtable opposed the Inflation Reduction Act and its historic investments in climate action3 and BPI and FSF both lobbied the Securities and Exchange Commission to weaken proposed climate disclosure rules.4 And while BNY Mellon does not belong to or support the American Legislative Exchange Council, which is attacking “woke capitalism,”5 one of its trade associations does, as ABA supported its 2022 annual meeting.6
BNY Mellon should expand its lobbying disclosure.
1 https://www.nytimes.com/2018/03/04/business/wall-street-banks-dodd-frank.html. 
2 https://theintercept.com/2019/08/06/business-group-spending-on-lobbying-in-washington-is-at-least-double-whats-publicly-reported/. 
3 https://www.theguardian.com/environment/2022/aug/19/top-us-business-lobby-group-climate-action-business-roundtable. 
4 https://www.eenews.net/articles/banks-to-sec-climate-rule-poses-real-world-problems/.
5 https://www.exposedbycmd.org/2022/07/27/abandoning-free-market-and-liberty-principles-alec-takes-on-woke-capitalism-bodily-autonomy-and-more-at-its-annual-meeting/. 
6 https://documented.net/investigations/heres-who-bankrolling-alec-2022-annual-meeting.

Filed by John Chevedden

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