March 18, 2010

The Citizens Decision: Now What?

As noted in this Politco article, according to a bipartisan poll, voters oppose by a 2-to-1 ratio the US Supreme Court’s ruling in Federal Election Commission v. Citizens United. As I blogged, that decision cleared the way for companies and unions to more broadly run political advertising.

In response to the decision, a large group of shareholder organizations and major investors have announced that they are working together to advance a three-pronged response. Led by, the group is targeting legislative changes from Congress and rule changes by the SEC (this topic recently was added to the Investor Advisory Committee’s agenda). Until that happens, the group will focus on submitting shareholder resolutions to companies.

Meanwhile, another group – including the Center for Political Accountability, Council of Institutional Investors and nearly 50 institutional investors and shareholder advocate groups – have started a letter campaign urging companies in the S&P 500 index to adopt transparency and board oversight for political spending. I expect lots of change in this area in a relatively short period of time.

As this Sonnenschein alert notes, Congress already has a range of bills that have been introduced, including three constitutional amendments, that respond to the Citizens decision. And I’m just loving the satirical campaign being waged by Murray Hill Inc. (as noted by this Washington Post article).

Check out Bob Monk’s blog for a series of interesting commentary on the consequences of Citizens. And Larry Ripstein recently blogged this commentary on Ideoblog.

Chamber Outspends RNC & DNC Even Before Citizens United

Below is an entry from Jim McRitchie’s blog:

“For the first time in recent history, the lobbying, grassroots and advertising budget of the U.S. Chamber of Commerce has surpassed the spending of the national committees of BOTH the Republican National Committee and Democratic National Committee,” begins a recent article in the Atlantic. And, of course, that is before the decision in Citizens United. The article goes on to note, “Republican lawyer Ben Ginsberg went so far as to say that the parties would be ‘threatened by extinction.’ And Ginsberg supports the CU decision!”

According to The Center for Responsive Politics, the U.S. Chamber of Commerce and its national subsidiaries spent $144.5 million in 2009, far more than the RNC and more than double the expenditures by the DNC. None of the contributions that made up this $144.5 million were subject to disclosure. The article discusses expenditures around defeating health care and expenditures of about $1 million each in Virginia and Massachusetts.

And this front-page article from yesterday’s Washington Post describes how much the Chamber is planning to spend on this year’s mid-term elections…

My Annual March Madness Predictions: Georgetown over West Virginia in the final; Duke and Syracuse round out the Final Four.

March-April Issue: Deal Lawyers Print Newsletter

This March-April issue of the Deal Lawyers print newsletter was just sent to the printer and includes articles on:

– The Deal Lawyer’s Guide to Hidden Employee Benefit Issues
– “Testing the Waters” Ahead of Exchange Offers
– Formula Pricing: “Day 20” Pricing Has Finally Arrived for Debt Tender Offers!
– Competitive Bidding in M&A Transactions: Delaware Enforces Deal Protections and Recognizes Common Law Fraud Claims
– Sealing the Deal: Drafting Contracts Today

If you’re not yet a subscriber, try a 2010 no-risk trial to get a non-blurred version of this issue on a complimentary basis.

– Broc Romanek