To: CVJ who wrote (53244 ) 2/13/2003 4:51:57 AM From: sandintoes Respond to of 225578 Dow Jones Business News Labor Unions Gearing Up For More Corporate Battles Wednesday February 12, 7:15 pm ET By Judith Burns, Of DOW JONES NEWSWIRES WASHINGTON -(Dow Jones)- Labor unions are gearing up for fresh battles with corporations and have filed hundreds of shareholder resolutions so far this year. Organized labor will focus on a handful of issues, concentrating on executive pay, boardroom reforms, offshore incorporation and auditor independence, union leaders said Wednesday at a press briefing at its headquarters. "We have five trillion dollars in workers' pension funds and we have to use it to insist on higher standards of corporate behavior and demand a change in business as usual on Wall Street," said AFL-CIO President John Sweeney. Labor officials expect Tyco International Inc.'s annual meeting on March 6 will set the tone for the year, and unions have submitted four proposals to remake the Bermuda-based conglomerate. "They've been a poster child in the past for bad corporate behavior," said AFL-CIO Secretary-Treasurer Richard Trumka. He said the upcoming meeting will show if the old guard is still firmly in control of Tyco or if power has shifted to new, independent directors. Union proposals call for Tyco to reincorporate in the U.S., and separate the role of chairman from that of the company's chief executive. A third proposal would require Tyco to obtain shareholder approval for "golden parachutes" for departing executives, while a fourth would compel it to index stock-options to broader market performance, so executives aren't rewarded solely because of a bull market.Tyco isn't the only company in the AFL-CIO's sights. Coca-Cola Co. (NYSE:KO - News) and General Electric Co. (NYSE:GE - News) are being targeted with proposals on executive pensions, while Dow Chemical Co. (NYSE:DOW - News) faces a proposal for an independent board chairman. Later this year, the AFL-CIO will petition the Securities and Exchange Commission to allow institutional investors to nominate their own slate of candidates for corporate boards and have their names appear on the same ballot as management's slate. Printing separate proxies is required now, a costly hurdle that union leaders said inhibits opposition. Similar trial balloons at Citigroup Inc. (NYSE:C - News) and AOL Time Warner Inc. (NYSE:AOL - News) were floated recently, but the initial response from the SEC "was not good," conceded William Patterson, director of investments for the AFL-CIO.SEC officials allowed Citigroup to exclude the proxy proposal from consideration by shareholders at its annual meeting, and they are mulling a similar request from AOL Time Warner. "We think it's a deciding moment for the SEC," said Patterson. AOL Time Warner currently doesn't allow shareholders to nominate directors and include them in the company's proxy materials. A request last November by the AFSCME Employees Pension Plan would amend the company's bylaws and allow shareholders to include a single qualified candidate in company proxies. Labor leaders said they are taking a wait-and-see approach to William Donaldson, President Bush's choice to replace Harvey Pitt as SEC chairman. Donaldson has a strong resume, being an experienced Wall Street hand and former Aetna Inc. (NYSE:AET - News) executive, but Trumka said, "We'd like to see him step up the process of corporate reform."