Western Union 2013 Annual Report Download - page 96

The Western Union Company – Proxy Statement | 78
Proposal 5 PROXY STATEMENT
NOTICE OF 2014 ANNUAL MEETING OF STOCKHOLDERS AND PROXY STATEMENT
Proposal 5
Stockholder Proposal Regarding Political Contributions
The New York State Common Retirement Fund, 633 Third Avenue - 31st Floor, New York, New York 10017, owner of more
than $2,000 worth of shares of the Company’s Common Stock, has notified the Company that it intends to present a
proposal for consideration at the 2014 Annual Meeting of Stockholders. As required by the Exchange Act, the text of the
stockholder proposal and supporting statement appear as submitted to the Company by the proponent. The Board of
Directors and the Company accept no responsibility for the contents of the proposal or the supporting statement.
Company Name
Resolution on Political Disclosure and Accountability
Resolved, that the shareholders of Western Union Company (“Company”) hereby request that the Company provide
a report, updated semiannually, disclosing the Company’s:
1. Policies and procedures for making, with corporate funds or assets, contributions and expenditures (direct or
indirect) to (a) participate or intervene in any political campaign on behalf of (or in opposition to) any candidate
for public office, or (b) influence the general public, or any segment thereof, with respect to an election
or referendum.
2. Monetary and non-monetary contributions and expenditures (direct and indirect) used in the manner described
in section 1 above, including:
a. The identity of the recipient as well as the amount paid to each; and
b. The title(s) of the person(s) in the Company responsible for decision-making.
The report shall be presented to the board of directors or relevant board committee and posted on the Company’s website.
Stockholder Supporting Statement
As long-term shareholders of Western Union, we support transparency and accountability in corporate spending on
political activities. These include any activities considered intervention in any political campaign under the Internal
Revenue Code, such as direct and indirect contributions to political candidates, parties, or organizations; independent
expenditures; or electioneering communications on behalf of federal, state or local candidates.
Disclosure is in the best interest of the company and its shareholders and critical for compliance with federal ethics
laws. Moreover, the Supreme Court’s Citizens United decision recognized the importance of political spending
disclosure for shareholders when it said, “[D]isclosure permits citizens and shareholders to react to the speech of
corporate entities in a proper way. This transparency enables the electorate to make informed decisions and give
proper weight to different speakers and messages.” Gaps in transparency and accountability may expose the company
to reputational and business risks that could threaten long-term shareholder value.
Western Union contributed at least $434,950 in corporate funds since the 2004 election cycle. (CQ: http://moneyline.
cg.com and National Institute on Money in State Politics: http://www.followthemoney.org)
However, relying on publicly available data does not provide a complete picture of the Company’s political spending.
For example, the Company’s payments to trade associations used for political activities are undisclosed and unknown.
In some cases, even management does not know how trade associations use their company’s money politically. The
proposal asks the Company to disclose all of its political spending, including payments to trade associations and other
tax exempt organizations used for political purposes. This would bring our Company in line with a growing number
of leading companies, including Exelon, Merck and Microsoft that support political disclosure and accountability and
present this information on their websites.
The Company’s Board and its shareholders need comprehensive disclosure to be able to fully evaluate the political use
of corporate assets. We urge your support for this critical governance reform.