Labor Wins Shareholder Votes Decisions at Oregon Steel Reflect Union Pressure on Wall Street By Frank Swoboda Washington Post Staff Writer Thursday, March 4, 1999; Page E03 Organized labor scored a victory yesterday in its new campaign to use its financial muscle on Wall Street to bring shareholder pressure against corporations with protracted labor disputes. Shareholders at Oregon Steel Mills Inc. voted overwhelmingly in favor of laborbacked, though nonbinding, resolutions to make it easier to oust the board of directors and wrest control from the company, force shareholder approval of any "poison pill" antitakeover proposals, and keep shareholder votes secret from the company until the final vote has been tabulated. The company indicated yesterday that it will try to meet the unions halfway on some of the issues. The vote results, certified yesterday by CT Corporation Systems, showed the three labor resolutions winning the support of a minimum of 10.7 million shares of the 14.3 million votes cast. There are 25.7 million common shares outstanding. "This is a 9.5" on a scale of 1 to 10, said Bill Patterson, director of the AFLCIO's Office of Investment, who helped organize labor's effort at Oregon Steel. Oregon Steel is involved with the United Steelworkers of America in a bitter strike at its Rocky Mountain Steel Mills plant in Pueblo, Colo., that began in October 1997. The strikers have since been permanently replaced. Oregon Steel's other mills in Oregon and California are nonunion. Last month, the AFLCIO announced it was keeping a public scorecard on how investment managers voted on laborbacked proxy motions, just as unions keep a scorecard on votes by members of Congress. A low grade on the annual list could cost money managers some of the business that labor pension funds send to Wall Street. A survey by Georgeson and Co., a New Yorkbased proxysolicitation firm, showed that 43 percent of all shareholder resolutions dealing with corporate governance last year were introduced by labor unions. American workers have approximately $6 trillion in retirement assets such as pensions, stock plans and 401(k) savings plans. Assets from union members total $350 billion, according to the AFLCIO. The company, which had opposed the labor resolutions, saw the result quite differently. Company spokeswoman Vicky Tagliafico said the vote was actually a victory because, by the company's accounting, a majority of the shareholders either voted against the resolutions or didn't bother to vote at all. She said failure to cast a ballot was the same as a vote to withhold support for the resolutions. Patterson responded: "Any time you get 80 percent of the shareholders that vote in a contest, I consider that a win." Tagliafico said she expected the company board to make some changes in the governance rules, but not the ones the unions wanted. Failure to adopt the terms of the shareholder proposals even though they are nonbinding is expected to set up a further confrontation with the unions, labor officials said. But Patterson said he was glad the company was going partway on the governance issues. "We're going to push them forward," he said. Patterson said the unions would continue their shareholder efforts at the company, with possible efforts including a push for binding shareholder resolutions, votes against current board members and even running director candidates of their own. © Copyright 1999 The Washington Post Company