Shadbush Collective--Pittsburgh, PA shadbushcollective.org Beyond the Boardroom a workshop on strategic corporate research Shadbush Environmental Justice Collective Pittsburgh, PA shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org Goals... • This workshop is an activist skillshare... • We'll be talking about approaches to researching companies and how we might use that information to develop campaigns. – We're not here to discuss specific corporations or why people might be opposed to them. – We are trying to get a serious and accurate understanding of how these companies work so we can identify strategies to most effectively confront them. • This workshop is geared toward activists who are interested in developing sophisticated campaigns and targeting major corporations. • While research and corporate campaigning tactics are valuable, they should be used to support, not replace, the ongoing organizing an mobilizing efforts we are already engaged in. Shadbush Collective--Pittsburgh, PA Agenda Why research companies How companies 'work' Where we can find information Putting Research into ACTION Next Steps shadbushcollective.org Shadbush Collective--Pittsburgh, PA Why Target Corporations? shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org Why Target Corporations? Today 51 of the world's 100 largest economies are multinational corporations Multinational corporations cannot be kept in check through simple legislation or litigation because they are able to transcend national laws and regulations GE CEO Jack Welch is famous for saying “Ideally you'd have every plant you own on a barge.” If any national government tries to impose restrictions on the factory's operations, the company would simply move the barge somewhere else. Even if companies could be kept in check through legislation, corporate influence in the American political system is so pervasive that effective regulations on corporate greed are simply untenable. Shadbush Collective--Pittsburgh, PA Why Research? Companies today are larger and more complex than in the past. Major companies are also becoming increasingly insulated against traditional forms of protest. Our movements simply aren't strong enough to confront corporate power in a head to head battle. To win, we must generate LEVERAGE shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org The Corporation A corporation is a legal entity that has a separate legal personality from its owner or its members. In US law, corporations are granted five principle rights The ability to sue and be sued (this gives the corporation access to the courts) The right to a common treasury (this gives the corporation the right to hold assets separate from the assets of its members) The right to hire agents (this gives the corporation the right to hire employees) The right to a common seal (this gives the corporation the right to sign contracts) The right to make by-laws (this gives the corporation the right to govern its internal affairs) Shadbush Collective--Pittsburgh, PA What do companies do? The short answer... MAKE MONEY shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org What do companies do? Make Decisions Make 'Stuff' Live in an Environment Plan for the Future (or at least successful companies do that) Shadbush Collective--Pittsburgh, PA shadbushcollective.org The Big Pieces Operations (making stuff) Business Environment Profit Centers and Growth Plans Shadbush Collective--Pittsburgh, PA shadbushcollective.org Command and Control a common example Board of Directors Top Management Front Line Management Shareholders Shadbush Collective--Pittsburgh, PA shadbushcollective.org Command and Control it gets a little more complicated... Board of Directors Shareholders Top Management Analysts Creditors Front Line Management Market Conditions Shadbush Collective--Pittsburgh, PA shadbushcollective.org But really, who's running the show? If a single shareholder holds more than 10% of the company's stock, that's a pretty good indicator that it has a significant level of influence High turnover among top management is an indicator that the Board of Directors is playing a strong role in the company Conversely, if a CEO has been in power for a long time, she is likely running the show. A CEO's pay (in relation to other CEO's in the same industry) is an indicator of her power in the organization. Often news articles in the business press will chronicle internal strife between key decision makers. Read those articles and try to get an idea of what's going on. But keep in mind that you're likely not getting the whole story. Shadbush Collective--Pittsburgh, PA shadbushcollective.org The Big Pieces Command and Control (decision making) Business Environment Profit Centers and Growth Plans Shadbush Collective--Pittsburgh, PA Operations shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org A possible operational structure Front Line Management Raw Materials Primary Production Facility Secondary Production Facilities Distribution Facilities Sales Outlets Employees Third Party Manufacturer End Use Customers Shadbush Collective--Pittsburgh, PA shadbushcollective.org What are the target company's products or services?? Most companies today are incredibly diversified so the answer here isn't always simple What is the company best known for doing? Where is the company making the most money? Do any of the company's facilities produce raw materials for other facilities? What do we know about the process of manufacturing any of the company's products? Shadbush Collective--Pittsburgh, PA shadbushcollective.org Where are the company's facilities? Take a look at the geographic location of the company's facilities Where is the company growing? Are any countries or regions particularly important to the overall business plan? How do transportation and logistics needs fit into the company's overall operations? Alcoa's facilities worldwide Shadbush Collective--Pittsburgh, PA shadbushcollective.org What's important? How important are the raw materials suppliers to the company? If the raw materials are traded on a relatively tight market or the company relies on a small number of suppliers to provide essential raw materials, those relationships can be incredibly important. How important are the company's customers? Is the company selling to only a handful of loyal customers or are the products being traded on an open market? Are these consumer goods and services or materials sold to institutional customers? Shadbush Collective--Pittsburgh, PA shadbushcollective.org The Big Pieces Command and Control (decision making) Operations (making stuff) Profit Centers and Growth Plans Shadbush Collective--Pittsburgh, PA Environmental Factors shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org Business Environment Companies exist in complex environments of rules, regulations, oversight, and enforcement These rules and enforcement mechanisms vary drastically from location to location and from industry to industry Some quick questions: Are the company's employees unionized? Is the industry dangerous for workers or the environment? Have we heard about this company (or any similar company) being fined for violating certain regulations? Which regulators does the company seem most concerned about? Are any other civil society organizations actively targeting this company? Could other civil society organizations be called to pressure this company? Shadbush Collective--Pittsburgh, PA shadbushcollective.org Using Regulations to Build Power Unfortunately, most environmental, health and safety, and labor regulatory agencies are simply rubber stamp organizations. Simply calling OSHA or the EPA isn't going to get our target company to clean up its act We can, however, use regulatory agencies as tools in a broader pressure campaign Filing objections to permit applications or formal complaints to regulatory agencies forces the company to notice and respond to your organization Remember, these objections and complaints do not necessarily have to have anything to do with the goals or focus of your broader campaign. Shadbush Collective--Pittsburgh, PA shadbushcollective.org The Big Pieces Command and Control (decision making) Operations (making stuff) Business Environment Shadbush Collective--Pittsburgh, PA shadbushcollective.org Profit Centers and Growth Plans Here we ask: What is important to the company? Where is it making the most money? Where is it making the most profit? Where is it making new investments? Why is this important? We don't want to spend our time and resources targeting business segments that the company is moving away from! Similarly, targeting a particularly unprofitable segment might give the company an excuse to move away from it. Shadbush Collective--Pittsburgh, PA shadbushcollective.org Where is the company going? A company's short-medium turn growth strategy is probably the most un-confidential confidential information anywhere This will be blasted all over the company's press releases, annual reports, earnings reports and financial filings. Shadbush Collective--Pittsburgh, PA Sources where to find the information we need shadbushcollective.org Shadbush Collective--Pittsburgh, PA Sources We're going to walk through a couple incredible sources for finding information on many types of companies and organizations These documents provide an incredible insight into our target company but, of course, they don't tell us the full story Don't get lost in your sources. A good rule in developing an initial profile of a company is that you'll spend 20% of your time finding 80% of the information you need shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org What Information Can We Get Our Hands On?? The information that is readily available for use in our research efforts varies from company to company based Government reporting requirements differ drastically based on type and structure of organization, particularly ownership structures Different information is available on companies and organizations in different industries Reporting requirements differ from state to state and country to country While information is easier to come across in some situations than others, we can learn valuable information about just about any organization through careful research Shadbush Collective--Pittsburgh, PA shadbushcollective.org Types of Organizations Publicly held companies incorporated in the US are often considered the easiest companies to research Shadbush Collective--Pittsburgh, PA shadbushcollective.org SEC Filings for Publicly Traded Companies The best and easiest place to start to look for information on publicly traded companies are filings with the Securities and Exchange Commission (SEC) 10K--Annual report to shareholders Company History Businesses Risk Factors Outstanding Legal Proceedings PROXY (Def 14 A) Pictures and Biographies of Director Time and Place of Annual Shareholders’ Meeting Executive Compensation Stockholdings of Major Investors These filings and other documents can be found on any publicly traded company’s own website or online at the SEC’s EDGAR Database www.sec.gov Shadbush Collective--Pittsburgh, PA shadbushcollective.org Other Sources on Publicly Traded Companies Annual Report This often contains the same information as the SEC 10K, but in a much glossier, prettier format This document also contains a “letter to the shareholders” from the CEO or Chairman. This letter can be an incredible source of information on the company’s short term growth plans. Mainstream public financial websites Finance.google.com Finance.yahoo.com These sites provide up-to-date information on share prices and financials, as well as links to current news coverage on publicly traded companies Shadbush Collective--Pittsburgh, PA shadbushcollective.org Where to look for information on Privately Held Companies While information on privately held companies is often more difficult to find, there are still plenty of places to look If the company was ever publicly traded, we can go back and look through old SEC filings. While the information will be outdated, we’ll get a good idea of how the company is structured. Trade publications and the industry press often offers great and extensive coverage of companies, both public and private These publications are often expensive and difficult to get. Check out a local university’s library to see if they have a subscription For both public and private companies, a company’s own website is often an incredible source of information. Most states require all corporations to register with the Secretary of State. This information is often available online. Shadbush Collective--Pittsburgh, PA Researching Nonprofits To research non-profits, you’ll want to employ the same sources as private companies and other organizations. Additionally, non-profits are required to file a 990 form with the IRS each year The 990 form provides information on a nonprofits board of directors, staff, financial contributions, and budget. These forms are available online at www.guidestar.com shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org Government Sources www.USA.gov is the federal government’s general portal for information on a whole host of topics from the economy to the environment. This can often be a jumping off place to find new sources and new public filings. www.opensecrets.org provides an easily searchable database of Federal Elections Commission filings. This allows us to find political contributions by donor. It also provides some in depth information on PAC’s In Pennsylvania, campaign contributions can be found at http://www.campaignfinance.state.pa.us/ The EPA’s Enforcement and Compliance History Online (ECHO) database can give us information on compliance with a host of environmental regulations on a facility by facility basis. www.epaecho.gov/echo/ Shadbush Collective--Pittsburgh, PA shadbushcollective.org Other Valuable Sources Company Information Databases In addition to the sources listed above there are some great databases with encyclopedic information on major companies. The depth of the information and the number of companies covered varies drastically from database to database but the amount of information available is incredibly broad. If nothing else, these databases allow us to get a quick snapshot of our target company and other industry players. The Thomas Register http://www.thomasnet.com/ Business Week’s Company Insight Center- http://investing.businessweek.com/research/company/overview/overview.asp Forbes- www.forbes.com Hoovers- www.hoovers.com Dirt Diggers Digest- Philip Mattera from Good Jobs First! a labor research consulting group, writes a monthly newsletter for corporate researchers called the “Dirt Diggers Digest.” Each month, the digest profiles a few of the newest sources for information on the web. Phil has complied an index of all of the sources he’s written about online at http://www.corp-research.org/dirt_diggers_index.htm www.theyrule.net – This site uses a relatively outdated database of corporate directors to show links between major publicly traded companies. It’s really great for visualizing connections but not great for much else. The Wayback Machine- www.internetarchive.org Wikipedia A new, emerging source of information online is Wikipedia (www.wikipedia.org). Using what is known as ‘Wiki’ software, the site is a giant compilation of user generated encyclopedic information on almost 2 million topics. The interface allows users to search topics and quickly jump from article to article by simply clicking on a wikipedia hyperlink. Wikipedia can be an incredibly valuable tool, but it is also important to remember that all of this content is user generated. Responsible users will cite their sources. Check their sources and do not use any information from wikipedia on publicly distributed documents. If you find something interesting that you want to use be sure to confirm the information and find another source that you can cite. CorpWatch- http://www.corpwatch.org CorpWatch brings original research together with articles from the corporate press to provide one of the most extensive libraries of corporate ‘dirt’ on the internet. CorpWatch researchers follow entire industries as well as individual corporations to provide an incredible and extensive research. Shadbush Collective--Pittsburgh, PA shadbushcollective.org Using Research in Campaigns A few illustrative examples Shadbush Collective--Pittsburgh, PA Targeting Financial Institutions Several successful campaigns have targeted lending institutions as major funders of corporate misdeeds An important key in messaging these efforts is illustrating that the financial institution (which is a different organization than the target company) actually has the power to correct the situation shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org Capital Strategies There are dozens of effective approaches to using shareholders as leverage points Divestment Campaigns Proxy Collection and Shareholder Resolutions As an agitprop tool With the intent of actually passing a resolution Communicating with shareholders about our issues Communicating with shareholders about financial issues and corporate mismanagement. Shadbush Collective--Pittsburgh, PA shadbushcollective.org Consumer Strategies Once we’ve determined who is buying our target company’s goods or services we can explore the possibility of targeting consumers Consumer strategies only work under certain circumstances The products that the company sells have short product lives (need to be replaced or repurchased frequently) Our organization has the capacity to run an effective boycott The company’s products are highly branded Shadbush Collective--Pittsburgh, PA shadbushcollective.org Shadbush Collective--Pittsburgh, PA shadbushcollective.org Some Other Research Based Campaign Strategies Litigation Pressuring regulators to regulate! (OSHA, EPA, SEC, NASD) Remember: These regulatory probes don’t need to be directly related to the issues we’re organizing around! Interference with applications for new permits Before opening or expanding facilities, most operations will have to obtain permits from state and local agencies. There are often opportunities for the public to get involved in these proceedings. Interfering with key decision makers’ personal and business relationships. Shadbush Collective--Pittsburgh, PA shadbushcollective.org Divergent Approaches to Research Based Campaigning Some campaigners prefer to cast a wide net and ‘hit’ the company from as many directions as possible This often means that each strategy is less developed because most activist organizations simply can’t afford to put extensive resources into each part of a large campaign It does, however, create the image that the organization is ‘swarming’ the target company and hitting it from every direction. Also, we often don’t know what is actually going to get under the company’s skin. This gives us an opportunity to try a lot of approaches and see what works in the situation. Other campaigners prefer to pick one or two strategies and devote the majority of the campaign’s resources to those efforts. This allows for more dynamic and developed tactics But it is the activist version of putting all your eggs in one basket. If the strategy doesn’t work you’re wasting your time and energy. Shadbush Collective--Pittsburgh, PA shadbushcollective.org Summary Research based campaigning is a powerful tool but it cannot replace organizing and mobilizing Companies exist in a complex network of interlocking and interconnected relationships Readily available information can help us understand and undermine these relationships Research can open our campaigns to a myriad of new tactics and strategies, but only if we’re creative enough to turn the data into action. Research won’t tell us what to do, it will, however, help us understand how our target works.