Corporate Responsibility Office
Province of St. Joseph of the Capuchin Order
1015 North Ninth Street
Milwaukee WI 53233
Michael Crosby, OFM Cap.
John Celichowski, OFM Cap.
December 22, 2000
In response to shareholder resolutions filed by two Catholic
religious orders, Wendy's International, Inc. agreed today to
adopt a policy prohibiting smoking in all its U.S. company-
operated restaurants during 2001. It also has agreed to
"encourage its U.S. franchisees to adopt a policy prohibiting
smoking in franchised restaurants" following a regionally-specific
timetable for its company-operated sites.
"Wendy's has joined other enlightened fast-food chains in
making this decision," said Rev. Michael H. Crosby, Corporate
Responsibility Agent for the Midwest Capuchin Franciscans.
"They even exceeded the time line we suggested." His group
filed the resolution asking Wendy's to make its facilities smokefree
by 2002. The Capuchins were joined by the St. Louis Region of
the Sisters of Mercy of the Americas. Both groups are members
of the Interfaith Center on Corporate Responsibility. Crosby is also
the Tobacco Program Coordinator of the ICCR.
Members of ICCR with stock in Wendy's began asking the
company to go smokefree in 1993. The filer of the resolution was
Mercy Health Services of Framington Hills, MI, a health care
organization sponsored by the Detroit Regional Community of
the Sisters of Mercy. Their request experienced strong resistance
under Wendy's previous administration. When Wendy's
management decided against allowing the shareholders to vote
on the proposal at the 1994 meeting, Mercy Health Services sought
declaratory and injunctive relief in a U.S. District Court to allow
Wendy's shareholders to vote on the proposal.
After that date, other members of ICCR, including the Midwest
Capuchins continued to file shareholder proposals asking the
company to go smokefree. Crosby attended various annual
meetings of the company challenging the company's position.
Finally, for the 1997 annual meeting Wendy's included the
resolution. In exchange for this, and for dropping the suit, the
members of ICCR had to agree "not to submit further proposals
or take other actions relating to Wendy's through 1999."
During that time Wendy's experienced a total transition of its
key management. With the three-year period expired, Crosby
submitted the resolution again on behalf of his Province and the
Sisters of Mercy. However, before doing so he contacted Lee
McCorkle, Corporate Secretary at Wendy's. Crosby also
explained that members of ICCR had worked, along with other
groups, to have McDonald's go smokefree in 1994. Unaware
of the history on the issue McCorkle asked for communications
on the matter. To meet SEC deadlines for filing resolutions, the
Capuchins and Mercy sisters filed the resolution on November
13, 2000. It read: "Shareholders request the Board of Directors
to adopt a policy making all our facilities, including our company-
owned restaurants, smoke free by January 1, 2002 and consider
ways of including in future franchise agreements the same policy
to preclude any future litigation affection shareholder value."
In the agreement with the shareholders Wendy's agreed to adopt
the policy to be implemented in its various regions no later than
March 31, 2001. The Western U.S. Region will be smokefree by
January 1, 2001. The Southeast will be February, 1; the Upper
U.S., March 1, 2001 and the Midwest and Northeast will implement
the policy by March 31, 2001.
"Wendy's is writing a new, healthy chapter in its history," said Sister
Katherine Marie Glosenger of the St. Louis Region of the Sisters
of Mercy. "They are giving the country a wonderful present for this
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