proxy statement > Shareholder Proposals

Item 8 on Proxy Card:
Domini Social Investments LLC, 536 Broadway, 7th Floor, New York, New York 10012-3915, owner of 765,000 shares of the Company’s common stock, proposes the following:

RESOLVED: The shareholders of Verizon Communications, Inc. (the “Company”) hereby request that the Company provide a report updated semi-annually, disclosing the Company’s:

  1. Policies and procedures for political contributions (both direct and indirect) made with corporate funds.
  2. Monetary and non-monetary contributions to political candidates, political parties, political committees and other political entities organized and operating under 26 USC Sec. 527 of the Internal Revenue Code including the following:

  1. An accounting of the Company’s funds contributed to any of the persons described above;
  2. The business rationale for each of the Company’s political contributions; and
  3. Identification of the person or persons in the Company who participated in making the decisions to contribute.

This report shall be posted on the company’s website to reduce costs to shareholders.

SUPPORTING STATEMENT: As long-term shareholders of Verizon, we support policies that apply transparency and accountability to corporate political giving. In our view, such disclosure is consistent with public policy in regard to public company disclosure.

Company executives exercise wide discretion over the use of corporate resources for political purposes. They make decisions without a stated business rationale for such donations. We believe shareholders are entitled to know how their company is spending its funds for political purposes. However, although there are various disclosure requirements for political contributions, this information is difficult for shareholders to access and is not complete.

Although the Bi-Partisan Campaign Reform Act enacted in 2002 prohibits corporate contributions to political parties at the federal level, corporate soft money state-level contributions are legal in 49 states, and disclosure standards vary widely. Corporations can also make unlimited contributions to “Section 527” organizations, political committees formed for the purpose of influencing elections, but not supporting or opposing specific candidates. These do not have to be reported.

In 2001-02, the last fully reported election cycle, Verizon made at least $1,610,915.00 in political contributions. (The Center for Responsive Politics: http://www.opensecrets.org/softmoney/index.asp.)

Relying only on the limited data available from the Federal Election Commission, the Internal Revenue Service, and the Center for Responsive Politics, a leading campaign finance watchdog organization, provides an incomplete picture of the Company’s political donations. Current disclosure is insufficient to allow the Company’s Board and its shareholders to fully evaluate the political use of corporate assets.

Absent a system of accountability, corporate executives will be free to use the Company’s assets for political objectives that are not shared by and may be inimical to the interests of the Company and its shareholders, potentially harming long-term shareholder value.

There is currently no single source of information that provides the information sought by this resolution. This report should represent a minimal cost to the company, as presumably management already monitors corporate resources used for such purposes. We believe that transparency and accountability in this area will advance our company’s interests, and help build long-term shareholder value. Last year, a similar proposal received 16% of the vote. We urge your support for this critical governance reform.

BOARD OF DIRECTORS’ POSITION
The Board of Directors believes that the Company’s political contributions constitute an appropriate expenditure of corporate funds for valid business purposes. The Company also offers employees of the Company an opportunity to participate in the political process by contributing through Company sponsored political action committees (“PACs”) that are not affiliated with any party or candidate on a strictly voluntary basis. The Public Policy Committee of the Board of Directors periodically receives reports on contributions and on the activities of the PACs and reports on these activities to the Board. The Board is confident that the Company contributions seek to support those candidates and officials whose views are consistent with the Company’s long-term regulatory goals and interests. Any suggestion that the Company’s contributions fund those whose agendas are antithetical to the interests of the Company and its shareholders is, the Board strongly believes, unsupported in fact and plainly wrong. The contributions from the PACs are directed by employees. The Company has in place established reporting and compliance procedures and believes it has made contributions to political parties and candidates in accordance with all applicable laws and regulations.

The Company’s resources currently allocated to political activities are negligible in comparison to the scope and extent of the Company’s business. Nevertheless, in the Board’s view, implementation of this proposal would involve additional time and expense to the Company with little, if any, corresponding benefit for shareholders. Significant information about political contributions by the Company and the PACs is already publicly available as required by applicable state and federal laws. Accordingly, the Board believes there is no need for the Company to use its financial and other resources to provide duplicative and unnecessary information.

For the foregoing reasons, the Board of Directors believes that this proposal is unnecessary and the Board believes that the proposal is not in the best interests of the Company and its shareholders.

The Board of Directors recommends a vote AGAINST this proposal.

The Human Resources Committee of the Board of Directors has amended the Verizon Income Deferral Plan (the “IDP”) to freeze the accrual of future benefits under the IDP, including the 32% retirement contribution credit on eligible compensation, as of the close of business on December 31, 2004. As a result, beginning on January 1, 2005, executive officers and other senior managers will be eligible to receive retirement pay credits equal to between 4%-7% (depending on age and service) on all eligible compensation that exceeds the IRS qualified pay limits ($210,000 in 2005). This is the same pay-credit percentage range received by all other management employees who participate in the Verizon Management Pension Plan. This action reduces the guaranteed pension credits received by Verizon executive officers and other senior managers from 32% to a range of 4%-7%. Mr. Robert Rehm and Ms. Joanne Jacobsen submitted a shareholder proposal requesting that the Board of Directors seek shareholder approval of certain executive pension benefits. After Verizon discussed the Committee’s 2004 decision with the proponents, they agreed to withdraw the proposal.
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* This is an interactive electronic version of Verizon’s 2004 Annual Report to Shareholders, and it is intended to be complete and accurate. The contents of this version are qualified in their entirety by reference to the printed version. A reproduction of the printed version is available in PDF format on this website