CMS Energy Corporation and its subsidiaries, including its principal subsidiary, Consumers Energy Company (collectively, the "Corporation"), engage in advocacy through regular, constructive and transparent interactions with government officials, policymakers and stakeholder groups. Policy decisions of lawmakers and regulators at the federal, state and local levels can significantly impact the business environment in which we operate, especially because our core utility business is highly regulated. To meet Michigan's energy needs and help the state's communities thrive, we are committed to providing safe, reliable and affordable energy related services. Our advocacy activities are directed toward fulfilling that promise, without regard to the personal political affiliations or views of any individual at any level across the organization. In engaging in the political process, the company is committed to upholding its core values and adhering to the highest standards of ethical conduct.
Corporate Political Contributions - Governance and Decision-Making
Federal and state campaign finance laws prohibit the company from making direct contributions to candidates and to national and state political parties for general campaign purposes. However, the company does make contributions for grassroots activities, issue advocacy, voter registration, and other activities consistent with federal and state law. The company is also permitted under Michigan law to make contributions to state and local ballot question committees. All corporate political contributions come from the company’s general funds and are not reflected in utility customer rates. All political spending reflects the Corporation’s best interests. We recognize that political candidates, office holders, and trade organizations may support positions that align with some of the Corporation’s interests but conflict with other interests. In these instances, we base our involvement on those areas of mutual agreement that we believe will have the greatest benefit to our Corporation.
As part of their oversight functions, the Boards of Directors of CMS and Consumers oversee our political engagement policies, programs and practices. The Governance and Public Responsibility Committee is responsible for advising and assisting the Boards with respect to our political engagement.
Procedurally, political contributions are made according to the following procedures: Management initiates a contribution recommendation/request. The request is reviewed and approved by the legal department. The request is then reviewed and approved by the general counsel, the senior vice president of governmental, regulatory and public affairs and the vice president and corporate secretary. Pursuant to a board adopted policy, as recommended by the Governance and Public Responsibility Committee, any contribution $2,500 or less requires no further approval, a contribution $2,500 - $10,000 is approved by the president and chief executive officer, and contribution requests over $10,000 requires prior approval of the president and chief executive officer and the board of directors. All expenditures for political purposes for the prior year are reported to the board on an annual basis for review and reference. At the same time, any proposed contributions for the present year are provided for discussion and approval. Apart from the pre-approved list of proposed contributions, there may be additional requests brought forward during the year on an ad hoc basis which follow the outline of procedures above. Last, the Boards of Directors also approve the overall corporate budgets that support our political activities.
Lobbying and Trade Associations
CMS Energy and Consumers hold memberships in industry, trade and business associations representing the energy industry and the business community. Engaging with other business and industry stakeholders helps us gain perspective and views on public policy issues that impact our company, our shareholders, our customers and our employees. We make reasonable efforts to track and report payments made to trade associations, chambers of commerce and other tax exempt organizations that may be used for political purposes that would not be deductible as defined under Section 162(e)(1) of the Internal Revenue Code. CMS Energy and its affiliates disclose payments when they exceed $25,000 and when the trade association uses a portion of the money for federal lobbying activities.
Portion Used for Political Purpose
Edison Electric Institue
American Gas Association
As required by federal law, the company discloses on its quarterly lobbying filing with the U.S. Congress those funds supporting federal lobbying activities of national trade associations.
Reports are available by searching for “CMS Energy” as a “Registrant” on the below websites for the U.S. House of Representatives, the U.S. Senate and the Secretary of State:
Political Action Committee
We maintain a U.S. federal political action committee (“PAC”), which is registered with the Federal Election Commission, and a state political action committee, which is registered in Michigan. The company’s state and federal PACs give employees a voice in the political process. Employees for Better Government (“EBG”) is our PAC which is nonprofit, nonpartisan and governed by an employee-run steering committee that’s independent of the company’s officers and boards of directors. Participation in the PAC is voluntary and coercing or pressuring any employee to participate in or contribute to EBG is strictly prohibited. Our bylaws can be found here: CMS Energy’s Employees for Better Government bylaws.
The elected members of EBG’s Steering Committee review contribution requests and allocate qualified employee contributions to political and campaign committees as well as to specific candidate campaigns based on criteria that may include:
Representation of a state or district where the company has a facility or large concentration of employees.
Voting record or announced positions on issues important to the company.
Demonstrated leadership on key committees of importance to our business.
Current leadership or potential for legislative leadership.
Standards for Employees
The communities that the company serves are the backbone of its business. The company is committed to helping these communities succeed - not just with energy related services, but also with personal and corporate commitments. Every day, employees offer their time, talents and finances to support the places where they live and work.
The company is justifiably proud of the role its employees play in helping make the Michigan communities we serve great places to live and work, and encourages employees to participate in a wide range of civic activities. This includes employee participation in the political process. Employees must comply with all applicable legal, ethical and company requirements, including those set forth in the Honest Leadership and Open Government Act (HLOGA) of 2007. In general, employees are prohibited from conducting such actions during normal business hours or utilizing company resources.
Employees may campaign for public office or support others seeking office on non-work time, and may even secure reasonable time off to do so. The following conditions apply:
Employees must obtain written approval from their supervisor before seeking election or appointment to a public office.
If elected or appointed, employees must seek approval from their supervisor for reasonable time off without pay to fulfill those duties.
To avoid conflicts of interest, employees elected or appointed to public office must excuse themselves from actions or decisions on issues that could impact the company.
Campaign finance laws and the regulation of political activity are complex. Employees must direct questions regarding political activity to their supervisor, the governmental affairs department, the legal department or the chief compliance officer.
CMS Energy complies with all federal and state laws governing corporate political participation. Our political contributions made during the year were all made in compliance with corporate policies. To learn more about our policies about participating in political activities and corporate political activities, please review our Employee Code of Conduct.
Further, we maintain robust processes for reporting of violations and validating compliance with the law and corporate policy. Personnel who believe they have witnessed illegal or unethical behavior relating to political activities are encouraged to discuss the matter with their manager, Human Resources representative, the Legal Department or the Compliance Department.
Actual or potential violations may be reported without risk of retaliation by using the information below:
Phone: 866-ETHICSP, 866-384-4277 Website:www.EthicsPoint.com Updated October 2017
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