Organization: Nucor Corporation

Year: 2018

Description:

Whereas, we believe in full disclosure of Nucor’s direct and indirect lobbying activities and expenditures to assess whether Nucor’s lobbying is consistent with its expressed goals and in the best interests of stockholders. 

Resolved, the stockholders of Nucor 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 Nucor 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. Nucor’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 Nucor 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 Audit Committee or other relevant oversight committees and posted on Nucor’s website. 

Supporting Statement 

As stockholders, we encourage transparency and accountability in the use of corporate funds to influence legislation and regulation. Nucor spent $13,610,000 from 2010 – 2016 on federal lobbying. Data on state level spending is not consistently available. Nucor spent $555,606 on lobbying in North Carolina from 2010 – 2016. Nucor’s lobbying over steel tariffs has attracted media attention (“Trump Still Determined to Enact Steel Tariffs, Says Nucor CEO,” Bloomberg, September 29, 2017). 

Nucor sits on the board of the National Association of Manufacturers, which spent $25.44 million on lobbying in 2015 and 2016. Nucor also sits on boards of the American Iron and Steel Institute (“AISI”) and the World Steel Association. Nucor does not disclose its trade association memberships, nor payments and the portions used for lobbying. And Nucor does not disclose its membership in or payments to tax-exempt organizations that write and endorse model legislation, such as supporting the Heartland Institute and the American Legislative Exchange Council (ALEC). 

We are concerned that Nucor’s lack of trade association and ALEC disclosure presents reputational risks. For example, AISI has drawn media scrutiny for lobbying the EPA (“Scott Pruitt’s EPA Is Letting Industry Lobbyists Roll Back Environmental Protections,” Newsweek, October 4, 2017), as has Nucor’s past funding of the Heartland Institute, which has drawn criticism for misleading the public about climate change (“The Steel Magnate Helping Trump Assail Pollution Regulations,” Inside Climate News, August 17, 2016). Over 100 companies have publicly left ALEC, including 3M, Deere, Emerson Electric and International Paper.