Time Warner Cable 2015 Annual Report Download - page 74

TWC Has Adopted Policies that Significantly Address the Concerns Identified in the Proposal. The
Company recognizes the importance of following strict guidelines in conducting lobbying and other public policy
activities as well as the need for appropriate transparency in this area. Accordingly, the Company has adopted a
far reaching, formal policy statement to govern these activities. This policy, a Statement on Political
Contributions and Lobbying Activities (the “Policy Statement”), is available on the Company’s “Corporate
Governance” page at www.twc.com/investors. The Policy Statement contains extensive disclosure on the
Company’s political and advocacy activities and annual review process for such activities, as well as links to the
reports filed with the Federal Election Commission and state governments by the Company-sponsored federal
and state political action committees.
The Company’s Policy Statement Achieves the Appropriate Balance. In adopting the Policy Statement,
the Company evaluated many factors, including the level of disclosure made by its competitors and other public
companies, the operational costs and competitive impact entailed in various levels of disclosure, as well as
consideration of the appropriate mechanisms to ensure that the Company’s Board of Directors can engage in
meaningful oversight of the Company’s activities. In addition to enhanced public disclosure, the Policy
Statement requires regular reporting to the Board’s Nominating and Governance Committee, and an annual
evaluation of the Company’s membership in outside organizations that engage in lobbying activities for
consistency with the Company’s business objectives and policy priorities. Consideration of the organization’s
work unrelated to these objectives and priorities is an important aspect of this review so as to protect the
Company’s reputation and brand. Continued involvement does not imply agreement with all the views expressed
by these organizations. Pursuant to these policies, the Company has made changes in its membership decisions.
The Policy Statement also makes clear that:
• the Company does NOT use corporate funds to make contributions to federally-registered independent
expenditure committees (so-called “super PACs”);
• the Company does NOT directly fund “independent expenditures;” and
• the Company does NOT use corporate funds to support or oppose ballot measures, except in limited
instances where the proposed measure would have a direct and material adverse impact on the
Company.
• the Company participates in and may fund trade associations and organizations to ensure it has a voice
in political and policy discussions that are important to its business. These trade associations are
principally national and state industry-based associations, of which the largest contributions are made to
the National Cable and Telecommunications Association.
TWC Values Transparency and is Subject to an Extensive Framework of Laws, Public Disclosure and
Internal Oversight. The Company’s political contributions and lobbying activities are already subject to an
extensive framework of laws, public disclosure and internal oversight. The Company files regular reports with
the U.S. House of Representatives and the U.S. Senate disclosing its federal lobbying activities and the amount of
money it spends each quarter on federal lobbying. These reports are publicly available at
http://lobbyingdisclosure.house.gov. The Company also files extensive lobbying disclosure reports as required by
state law, which are also publicly available.
TWC believes the policies and procedures set out in the Policy Statement allow the Company to play a
constructive role in issues that directly impact the business interests of the Company and its stockholders, while
appropriately balancing the concerns behind the current proposal with the operational and other costs its
additional requirements would entail. At the very least, the Company believes the effectiveness of the Policy
Statement in meeting these objectives should be evaluated over a period of time before considering changes to it.
Accordingly, the Board of Directors recommends a vote AGAINST the proposal.
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