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Status
Annual
meeting held April 23, 2003
% voting
YES: 10.5%
Shareholder
resolutions face a variety of obstacles. For this reason, it is
considered significant if a resolution garners at least 5% of the
vote. Votes over 10% indicate exceptional shareholder support for
an issue.
Filers
of "social-issue" resolutions generally don't expect their
resolution
to receive a majority vote and be adopted by management. Rather,
filers use these resolutions to get management's attention, and
to raise the issue with other shareholders. They hope to achieve
a vote sufficient to allow them to return the next year.
According
to SEC rules, a resolution must receive 3% of the vote the first
year it is filed, 6% in year two and 10% thereafter in order to
be included on the proxy the following year.
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Raytheon
Greater
Transparency in Tax Reporting
WHEREAS,Corporate
Income Taxes in the 1990s, a report published by the well-respected
Institute on Taxation and Economic Policy, found that because of a variety
of tax breaks, Raytheons corporate tax rate over the three-year
period ending 1998 was just 9.4%, well below the average rate of 21.7%
paid by 250 of the largest American companies, well below industry rival
Lockheed Martins tax rate of 31.4% and less than one-third the statutory
corporate tax rate of 35%.
Using the
same methodology employed in the study, Raytheons average federal
corporate tax rate was 8.0% between 1996 and 2001. (Tax figures are those
reported by the company, net of tax benefits for stock options. Profit
figures exclude book write-offs for non-tax-deductible goodwill. Additional
information on the methodolology employed can be found at http://www.ctj.org/itep/corp00pr.htm.)
Raytheons
low effective corporate tax rate has played a substantial role in the
companys earnings performance. If Raytheon paid taxes at the average
tax rate paid by other corporations, its earnings would be significantly
lower. Yet shareholders understand very little about the details
and the risks associated with corporate taxes.
At the same
time that Raytheon has been successful in avoiding corporate taxes, it
has derived significant benefits from government investments in the success
of its business. Between 1998 and 2001, Raytheon received more than $345
million in loans or loan guarantees from the Export-Import Bank of the
United States, the seventh highest amount of any US corporation. Government
agencies have funded basic research to develop technologies that later
end up in Raytheons products. Raytheon also benefits from a strong
system of intellectual property rights, funded by the government. Finally,
the federal government is Raytheons single largest customer.
During times
of national emergency and war, there has historically been a call for
shared sacrifice. Raytheon and other corporations may well be called upon
to share in the sacrifice and to pay its fair share of the cost of operating
the government on which the company depends for its success.
RESOLVED:
That shareholders
request that the Board prepare a special report, providing greater transparency
on corporate cash taxes paid than is presently available in the Form 10-K
or the annual report. Specifically, the report shall explain, in plain
language, each tax break that provides the company more than $5 million
of tax savings. This report, prepared at a reasonable cost and omitting
proprietary information, shall be available to requesting shareholders,
no later than August 31, 2003.
Supporting
Statement:
Relying on
a low corporate tax rate to sustain high earnings entails political risks.
As we continue in uncertain times, when corporations are coming under
public scrutiny, it is possible that pressure to close corporate tax loopholes
will emerge, putting Raytheons earnings at risk. In addition, corporate
executives are compensated based in part on earnings growth. We believe
it would be helpful to shareholders to easily understand how much of earnings
growth stems solely from successful corporate tax avoidance.
Please vote
FOR this resolution.
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