CMS Energy Corp

CMS Energy Corporation and its wholly owned subsidiaries, (collectively, the \"Corporation\"), consider it an imperative to fulfill our commitment to our Triple Bottom Line – People, Planet and Profit, through regular, constructive, and transparent engagement with government officials, policymakers and stakeholder groups. We recognize the policy decisions of lawmakers and regulators at federal, state and local levels significantly impact our business environment, especially because our investor-owned utility business is highly regulated.\n\nOur advocacy activities aim to fulfill our primary corporate goals -- to meet our customers' energy needs and help our communities thrive by providing safe, reliable and competitively priced energy-related services. We conduct corporate political engagement without regard to individual views at any level across the organization. In participating in the political process, the Corporation upholds its core values and adheres to the highest standards of ethical conduct.\n\n### Lobbying and Advocacy\n\nWe engage with government and elected officials, regulators, and environmental, community and business leaders, among\nothers, to inform, educate and collaborate. These engagements help us build trust, form lasting partnerships and\nfind mutually beneficial solutions. Through these interactions, we ensure they are informed of the impact of pending\ndecisions on our Corporation, customers, employees and shareholders. We follow strict federal, state and local lobby\nregistration and disclosure laws, which provide transparency regarding the Corporation's lobby expenditures.\n\nWe have policies and procedures in place that govern our interactions and regularly consult counsel to confirm\ncompliance with applicable laws, regulations and corporate policy. This process is also audited periodically to\nensure compliance with laws, regulations and best industry practices.\n\nCMS Energy and its subsidiaries file all required state and federal lobbying and contribution reports as required.\n\nView the federal reports or search disclosures by state in the table below.\n\n[...]\n\n### Corporate Political Contributions, Governance and Disclosure\n\nThe Corporation may contribute to political parties, ballot measures and other organizations in the U.S., as permitted by law, only from corporate shareholder funds and not reflected in customer rates. The Corporation does not make contributions to federal Super PACS, nor do we contribute directly to, or make independent expenditures to expressly advocate for, the election or defeat of a federal, state or local candidate.\n\nAs part of their oversight functions, the Boards of Directors of CMS Energy Corporation and Consumers Energy Company (collectively, the Board) oversee our political engagement policies, programs and practices. The Governance, Sustainability and Public Responsibility Committee (the Committee), which is comprised of independent directors of the Board, is responsible for advising and assisting the Board with respect to our political engagement.\n\nThe Committee's key functions are to:\n\n* Review the Corporation's strategies to help develop public policy supporting the business.\n* Review, revise and approve the Corporation's political and charitable contributions policy.\n* Review and approve political and charitable contributions made on the Corporation's behalf, including payments to tax-exempt organizations.\n* Report to the Board and recommend the Board's approval of political contributions as required.\n\nAnnually, the senior vice president for governmental, regulatory and public affairs (SVP GRPA) reports to the Committee the prior year's expenditures for political purposes.\n\nGovernmental Affairs initiates all political contribution recommendations, which are then reviewed by the legal department before being sent for review and approval by the general counsel, the SVP GRPA, and the vice president and corporate secretary. Any contribution of $2,500 or less requires no further approval. A contribution greater than $2,500 and up to $10,000 requires additional approval by the president and chief executive officer. Contribution requests over $10,000 require prior approval of the president and chief executive officer and the Board.\n\nTo promote transparency, the Corporation goes above what is required by law and annually publishes on its website the previous year's political contributions at all levels of government in March of each year as noted below:\n\n* Expenditures made to influence the outcome of ballot initiatives.\n* Direct corporate contributions to an entity organized under Sections 527 and Section 501(c)(4) of the Internal Revenue Code when annual contributions exceed $25,000.\n* Non-deductible portions of trade association and other organization dues when annual mandatory membership dues exceed $25,000.\n\nThe Corporation will disclose such contributions and payments yearly. Beginning in 2023, we intend to begin publishing semiannual contribution reports each March and September.\n\n[...]\n\n### Trade Associations and Business Memberships\n\nOur Corporation holds memberships in industry, trade and business associations representing the energy/utility industry, the business community, our customers and communities. The Corporation and our customers enjoy myriad benefits from engaging with these associations, including benchmarking and best practices among peer utilities and Fortune 500 companies. Topics include reliability and storm response, clean energy technology integration, human resources, diversity, equity and inclusion, employee and public safety measures and cyber and physical security. Our engagement with these stakeholders also provides perspective and views on public policy issues that affect our Corporation, customers, employees and shareholders. We believe participation in associations and stakeholder groups expands the Corporation's perspective on public policy issues. It also allows us the ability to build coalitions in support of policies toward our Triple Bottom Line – People, Planet and Profit.\n\nThe Corporation does not agree with all positions of every industry, trade or policy organization with which it participates. We further recognize positions taken by such organizations result from compromises among their members. The Corporation bases our involvement and support on the value of engaging in dialogue to hear varying perspectives as well as build consensus around our priorities and find areas of mutual agreement. Our participation provides us a voice at the table and an opportunity to influence positions on public policy that align with the long-term objectives of our Corporation. If the organization is working against the Corporation's values and objectives, the Corporation could abstain or withdraw membership.\n\nWe make reasonable efforts to track membership dues made to trade associations, chambers of commerce and other tax-exempt organizations. We disclose the non-deductible portion of trade association and other organization dues yearly when annual mandatory membership dues to an organization exceed $25,000. The non-deductible portion as determined by the organization is generally the percentage of dues that is defined under Section 162(e)(1) of the Internal Revenue Code as dollars used for lobbying a legislative body.\n\nPlease see the "Contributions Reports" section above for the lobby portion of trade association and other organizations' membership dues.

The Company has developed a set of principles to guide its perspectives on climate change policy proposals. One such principle is that Consumers Energy takes positions on climate policy that has environmental integrity or are consistent with policies that limit global warming to no more than 2 degrees Celsius, and preferably 1.5 degrees. These principles are implemented on a policy-by-policy basis by at least two internal working teams that focus on policy and regulatory matters known as the Regulatory Policy Team and the Carbon Council and Policy Team. [...] Additionally, the Company is participating in a clean energy supportive initiative with C2ES and this commitment is publicly available (attached).

POLITICAL ACTIVITY\n\nWe understand that policymakers' decisions directly impact our business. Our political activity includes regular, constructive and transparent engagement with local, state and federal government officials, policymakers and stakeholder groups. Our Corporate Political Engagement webpage details our governance of political issues as a means to be transparent for all stakeholders.\n\nWe conduct political engagement without regard to individual views at any level across the corporation. We focus political activity on critical company and energy industry issues including:\n\n**•** Meeting Michigan's energy needs.\n\n**•** Helping the state's communities thrive.\n\n**•** Providing safe, reliable, affordable and increasingly clean energy-related services.\n\n**Lobbying and Trade Associations**\n\nOur political engagement includes conversations with government and elected officials, regulators, community members, business leaders and environmental groups. This collaboration informs, educates, and builds trust and partnerships to find mutually beneficial solutions. We follow strict federal, state and local lobby registration and disclosure laws to provide transparency in our lobbying expenditures.\n\nWe hold memberships in industry, trade and business associations representing the energy/utility industry, the business community, our customers, and communities. These relationships provide perspective and views on public policy issues that affect our corporation and help us benchmark and develop best practices among peer utilities and FORTUNE 500 companies. Topics include reliability and storm response, clean energy technology integration, human resources, diversity, equity and inclusion, environmental matters, employee and public safety measures and cyber and physical security, among many others. Costs associated with lobbying activity and trade association memberships are not included in customer rates.\n\nWe do not agree with all positions of every industry, trade or policy organization with which we participate and will indicate that where appropriate. We are committed to engaging in dialogue with these organizations, remaining true to our core objectives, values and positions to influence others while understanding that consensus includes many perspectives.\n\nWe track membership dues made to trade associations, chambers of commerce and other tax-exempt organizations, and disclose the non-deductible portion of trade association and other organization dues yearly when annual mandatory membership dues to an organization exceed $25,000.\n\nMore on our lobbying process, trade association engagement, disclosures and expenditures can be found on our political engagement webpage under Trade Associations and Business Memberships.\n\n**Corporate Political Contributions**\n\nFederal and state campaign finance laws prohibit us from making direct contributions to candidates and national and state political parties for general campaign purposes. However, we do contribute to grassroots activities, issue advocacy, voter registration, and state and local ballot question committees. These contributions are under the supervision of our Board, our Governance Committee, senior management and members of our legal team.\n\nTo promote transparency, the corporation goes above what is required by law and annually publishes on its website the previous year's political contributions at all levels of government in March of each year as noted below:\n\n**•** Expenditures made to influence the outcome of ballot initiatives.\n\n**•** Direct corporate contributions to an entity organized under Sections 527 and Section\n501(c)(4) of the Internal Revenue Code when annual contributions exceed $25,000.\n\n**•** Non-deductible portions of trade association and other organization dues\nwhen annual mandatory membership dues exceed $25,000.\n\nIn 2023 the corporation began disclosing semiannual contribution reports each March and September\n\n**Employee Political Activity**\n\nWe maintain separate segregated funds and a corporate political action committee (PAC), which is registered with the Federal Election Commission. We also maintain a state PAC registered in Michigan.\n\nOur employee PAC, CMS Energy Corporation Employees for Better Government, is a nonprofit, nonpartisan PAC governed by an employee/shareholder-run steering committee and independent of our officers and Board. Participation is voluntary and gives co-workers a voice in the political process. The PAC is governed by strict bylaws to ensure employees and shareholders have a voice in the political contribution, while remaining fair and operating under state and federal laws and regulations. We disclose all contributions as required. Links to our PAC contributions can be found on our Corporate Political Engagement webpage under Employee Political Activity and CMS Energy Corporation Employees for a Better Government.\n\n**Standards for Employees**\n\nWe're committed to helping communities succeed — not just in energy, but also personal and corporate commitments. Each day, co-workers offer their time, talents and dollars to support the places where they live and work.\n\nWe encourage our co-workers to participate in a wide range of civic activities, including 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 of 2007. Generally, co-workers are prohibited from engaging in personal and civic activities during normal business hours and using company resources.\n\nBefore seeking public office, co-workers must receive written approval from a supervisor. If elected or appointed, co-workers can request reasonable time off without pay to fulfill their political duties. Those elected or appointed to public office must also excuse themselves from actions or decisions on issues that could impact the company.

Describe the process(es) your organization has in place to ensure that your engagement activities are consistent with your overall climate change strategy[…]The Company has developed a set of principles to guide its perspectives on climate change policy proposals. One such principle is that Consumers Energy takes positions on climate policy that has environmental integrity or are consistent with policies that limit global warming to no more than 2 degrees Celsius, and preferably 1.5 degrees. These principles are implemented on a policy-by-policy basis by at least two internal working teams that focus on policy and regulatory matters known as the Regulatory Policy Team and the Carbon Council and Policy Team.

Additionally, the Company is participating in a clean energy supportive initiative with C2ES and this commitment is publicly available (attached).

Does your organization have a public commitment or position statement to conduct your engagement activities in line with the goals of the Paris Agreement?[…]Yes