Q. My company has registered lobbyists and is a member of local and regional associations in numerous states. Are there any unique disclosure requirements due to these circumstances?

A. You should always consider a couple of different aspects of reporting with this type of relationship. First and most obvious, the dues you pay to a trade association may have to be disclosed on your lobbying disclosure report.  A trade association can engage in lobbying on behalf of its members, making a portion of your dues reportable as a lobbying expense.

Click here to read the full article

You must have a subscription to
www.stateandfed.com and be logged on!

Click here for subscription information

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. Our company is active and registered as a lobbyist employer in several states. What are best practices for record-keeping? What will we need to access and keep in the event of a state audit?

A. Each state takes a different approach to auditing, requiring registered companies and lobbyists to keep substantiating records for varying periods of time.  As a conservative rule of thumb, it’s generally advisable to keep substantiating records for seven years.  However, for each state where your company has an active registration, you should determine if there is a set document retention policy.  While some states have no set period of time for lobbyists/employers to retain records, a majority of states require retention for a set period of time, usually within a three to five year range.

Click here to read the full article

You must have a subscription to
 www.stateandfed.com and be logged on!

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. When I talk to state officials, I’m always with my registered contract lobbyists. That means I’m exempt from registering, correct?

A. The kind of exemption you are referring to is commonly called an umbrella exception. In most instances, being with a registered lobbyist does not exempt an individual from having to register as a lobbyist.

California and Utah are two states with an umbrella exception, but there are limits to those exceptions. In Utah, an individual is not considered a lobbyist (and thus does not have to register) if he or she:

Interacts with a public official in that official’s capacity as a public official while accompanied by a registered lobbyist who is lobbying in relation to the subject of the interaction or while presenting at a legislative committee meeting at the same time the registered lobbyist is attending another legislative committee meeting; and

Does not make an expenditure for, or on behalf of, a public official in relation to the interaction or during the period of interaction.

California’s umbrella exception is the most well-known, but it was narrowed in March. Now, the umbrella exception will only apply if the individual:

Is an employee of a lobbyist employer;

Meets or speaks with a state official in the company of a registered lobbyist retained by the individual’s lobbyist employer; and

Participates as a subject matter expert regarding a legislative or administrative action at issue.

California’s exception was narrowed to prevent contract lobbyists from being able to utilize the exception and avoid registration and reporting requirements.

As you can see, there are very few umbrella exceptions allowing you to avoid registration. And even when a state has an umbrella exception, there are limits on who can take advantage of them. If you will be attempting to influence a state official, be sure to give us a call prior to your meeting to make sure lobbyist registration will not be required.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: marketing@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. My employer is a wholly owned subsidiary of a parent corporation.  Does a parent corporation, a subsidiary, or other affiliated entity have its own contribution limit or must the contributions be aggregated and have a shared limit?

A. This is a very important question that must be addressed when making a contribution, particularly when there is a hierarchy to the corporate structure.  If a limit is shared, the parent, subsidiary, or other affiliated entity must have an open line of communication when it comes to making political contributions.

In New York, each affiliated or subsidiary corporation, if a separate legal entity, has its own limit.

In California, contributions made by certain combinations of affiliated individuals, entities, and committees must be aggregated.  It all comes down to a matter of control:

• The contributions of an entity whose contributions are directed and controlled by any individual must be aggregated with contributions made by that individual and any other entity whose contributions are directed and controlled by the same individual.
• If two or more entities make contributions directed and controlled by a majority of the same persons, the contributions of those entities must be aggregated.
• Contributions made by entities majority-owned by any person must be aggregated with the contributions of the majority owner and all other entities majority-owned by that person, unless those entities act independently in their decision to make contributions.

So in California, a parent and subsidiary share a contribution limit if the decision to make a contribution is directed and controlled by a majority of the same persons.  If the parent and subsidiary act wholly independently of each other in deciding to make a contribution, the parent and subsidiary each have their own limit.

In New Jersey, if a corporation has subsidiaries, affiliates, branches, or locals, then the contributions of these organizations cannot exceed the applicable contribution limit in the aggregate.  Two or more corporations will be conclusively deemed to be affiliated if:

• Any individual, corporation, partnership, company, association, or other entity owns, directly or indirectly, more than a 30 percent interest in each of such corporations; or
• One such corporation owns, directly or indirectly, more than a 30 percent interest in the other such corporation.

These are just a few examples of aggregation of limits.  As we always advise, verify the rules in your state before making political contributions.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. For a number of years, our association has hired outside lobbying firms to lobby on our behalf. I was under the impression that because they registered and reported their lobbying activities for us, we didn’t need to register. Based on a recent conversation, I understand this may not be the case and we may need to register the association itself as a federal registrant. Can you tell me the guidelines in this regard?

A. Thanks for your question. This is a consideration that can often be overlooked when determining the need to register at the federal level. There is no specific exception outlined in the registration requirements that would negate an organization from having to register if it hires outside consultants that registers and reports their activity on behalf of their client. Essentially, if your organization meets the three registration thresholds, you need to register without regard for whether your outside consultants are also registered. The three criteria are:

1. An organization must have at least one employee who spends 20 percent or more of his or her time engaged in lobbying activities. This includes time working and coordinating with your consultant about your lobbying initiatives and also includes background work done in association with a lobbying effort;
2. That same employee must have two or more lobbying contacts. There is no time frame in which the two contacts have to occur. The two contacts could be a year apart from each other but once the second contact has been made, this threshold has been satisfied; and
3. An organization must spend $12,500 or more on lobbying activity during a three month period. Expenditures include payments made to outside consultants and membership organizations that are allocated toward lobbying efforts. In addition, compensation, expenses, and overhead associated with any and all lobbying activity that is occurring within the organization must be calculated for purposes of determining if this threshold has been met.

If your association meets these three requirements, you need to register and begin reporting your internal activities on a quarterly basis. Your outside consultants will also continue to report the activity in which they engage on your behalf.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. I want to contribute to an acquaintance in Maryland.  I know there are pay-to-play restrictions.  What are my personal limitations?

A. Is your company “doing public business” with the state of Maryland?  “Doing public business” means having a single contract (an agreement in any form entered into by a governmental entity for a procurement) with a single governmental entity involving cumulative consideration of at least $200,000.  Governmental entity means: (1) the State, a county, a municipal corporation, or other political subdivision of the State; and (2) a unit of the State, a county, a municipal corporation, or other political subdivision of the State.

Contributions in Maryland are still permissible even though your employing organization is doing public business.  The issue is not permissibility, but whether disclosure is required.  If you are an officer or director and the contribution is $500 or more, it must be disclosed.

• Director is a member of the board of directors of a business entity
  [M.C.E.L. §14-101(g)].
• Officer includes an individual who serves as a business entity’s chief executive officer, president, vice president, secretary, treasurer, chief financial officer, managing partner, managing member, or principal or in any other formal or informal role in which the individual exercises substantial independent responsibility for managing the affairs of a business entity [M.C.E.L. §14-101(k)].

If you fall into either category, disclosure is required to the Board of Elections on May 31 and November 30.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. What are the key components for a successful government affairs compliance program?

A. We collaborate closely with our clients to create comprehensive and effective compliance programs. During this process, our clients often request guidance on best internal practices and procedures. Certainly, there is no one-size-fits-all approach—a successful compliance program will adapt seamlessly into the fabric of the corporate structure, making every program unique. Notwithstanding, here are five common components for successful government affairs compliance programs:

1. Centralized Oversight: Great compliance programs have a strong organizational structure with oversight and review vested in one dedicated team of government affairs professionals. All requests for corporate contributions, gifts, and events should be approved by the central team. There should be   one employer signatory for all state and local filings—one person who is responsible for oversight and who can attest to the accuracy of registrations and reports. This person typically has oversight of internal team activity, which affords an opportunity for a big picture overview of state and local responsibilities. The responsibility for all company reports should stay within the company—contract lobbyists typically should not be responsible for filing a company’s employer reports. Often, non-lobbyist employee activity, corporate contributions, and/or in-house corporate expenses need to be disclosed on employer reports. Contract lobbyists are not always privy to the necessary reporting information. We recommend working closely with your contract lobbyists to identify necessary reporting information (percentage of retainer dedicated to lobbying efforts, subject matter, etc.) and reviewing draft disclosure reports against company invoices to ensure accuracy in reporting.

2. Recurring Training Opportunities & Assessments: Providing adequate training opportunities for your team is necessary to ensure compliance. Ideally, this should be done on an annual basis, and completion should be required and documented. State and local requirements change quickly, as do team members. This is especially true for sales and procurement executives. We recommend a general training session or refresher course and individual follow-up to assess registration and/or reporting needs.

3. Broad Outreach Across Lines of Business and Departments: Contact with state and local government officials is usually not isolated to only the government affairs team—it can happen anywhere in your corporation, from the executive level to sales. A strong compliance program allows you to reach across lines of business and departments to ensure anyone engaging officials on behalf of your company is staying compliant with relevant rules and restrictions.

4. Clear Policies for Employee Engagement: Can you identify clear internal gift and contribution policies? Your compliance program should utilize and strengthen your existing gift, ethics, and corporate contribution policies. Ensure these policies are specific. For example, what employee activity triggers the policy? What activities are prohibited? What activities require pre-approval by your team? A well-structured compliance program will disseminate these policies companywide, and include a clear roadmap for employee compliance.

5. Open Door Policies and Procedures: In sum, you must make it easy to comply. If it’s too difficult to access information or request approval, your employees simply won’t do it. Is there an intranet, form, or a ticket system you can utilize to ensure your employees can easily access guidance? What resources do you provide to your employees?   Is there a company contact employees can reach to discuss questions or concerns? Further, there must be a fast turn-around time for questions and guidance. The longer something sits in a queue, the higher the risk for noncompliance.

In 2016, it will be more important than ever to keep a close watch on your compliance program.  Having a solid program in place will help when questions arise from the media, stockholders, and activists.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. Are there any rules that pertain to making contributions in the weeks leading up to an election?

A. With local elections in 2015 and the upcoming 2016 elections, it is wise to know what the rules are when making contributions in the days and weeks leading up to an election.  Usually, there is a monetary threshold that must be exceeded, and typically there is a short turnaround time to disclose the contribution, usually within 24 hours. In some instances, there is an outright ban on contributions.

In California, contributions of $1,000 or more per candidate made by a major donor during the 90-day period before an election must be disclosed within 24 hours of making the contribution.  Contributions to ballot measure committees and political party committees are also included within this reporting requirement.  The candidate and the ballot measure committee must be on the ballot at the election for which the 90-day period applies.  California’s 90-day pre-election period is the longest in the country.  If numerous special elections are being held, the 90-day periods may overlap.

In Washington, a contribution of $1,000 or more per candidate made by a registered lobbyist during the 21 days before an election must be disclosed within 24 hours of making the contribution.  This includes contributions to candidates and ballot measures appearing on the ballot at the election for which the 21-day period applies, as well as contributions to political party committees and PACs.  The Washington Public Disclosure Commission has a link on its home page that allows for the electronic filing of this report.

In Florida, opposed candidates must return contributions received less than five days prior to an election.

In Tennessee, a PAC is prohibited from making a contribution to a candidate for state office after the 10th day before an election until the day of the election.

These are just a few examples.  As we always advise, verify the rules in your state before making political contributions.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. We recently hired a lobbyist that is coming to our company directly from spending a number of years as a Senate staffer.  What restrictions should we be aware of as her new employer in terms of who she can contact on the Hill?

A. Both the House and the Senate have post-employment restrictions for certain individuals leaving their employment on the Hill.  Importantly, the House and Senate ethics committees will discuss with the staffer prior to his or her departure the restrictions under which he or she must operate.  That said, as her new employer you should definitely be aware of what restrictions are applicable to her situation so neither the company nor she violates the rules.

For the Senate, senior staff (currently defined as individuals whose annual salary is $130,500 or more) are subject to a one-year, Senate-wide ban.  Essentially, senior staff leaving the Senate may not lobby the entire Senate for one year following their departure – this includes lobbying contact with personal, committee, and leadership offices.  Staff making less than $130,500 a year are subject to a one year ban from lobbying their particular office – whether personal, committee, or leadership office.

The House restriction for senior staff is a one year ban from lobbying the particular office for which the former staffer worked and there is no ban in the House for staffers making less than $130,500.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. I would like to contribute to political candidates in my state, but my company is a state vendor. Are there laws prohibiting me from making personal contributions?

A. Whether an employee of a state vendor may contribute to political candidates varies widely based on jurisdiction. The answer may depend on the employee’s role in his or her company, as well as the position held by the candidate receiving the contribution.

Ohio, for example, prohibits a partner, shareholder, administrator, executor, or trustee of a state vendor from making personal contributions exceeding $1,000 to the public official with ultimate responsibility for awarding a contract during the contribution blackout period if the contract is not competitively bid. In this instance, the prohibition depends both on the title of the employee, as well as the position of the public officer receiving the contribution.

Other states prohibit contributions for contracts in certain industries. Florida prohibits individuals or firms providing legal or financial advisory assistance to the Division of Bond Finance of the State Board of Administration from making contributions to any candidate for governor or for a Cabinet position in Florida, during the contribution blackout period.

Connecticut goes so far as to prohibit certain state vendor employees from contributing to candidates, even if the employees are located out of state. For example, employees of a state vendor with the title of treasurer or executive vice president may not contribute to restricted Connecticut candidates, even if they work in another state for their company. Spouses and dependent children over age 18 of restricted employees are also prohibited from contributing.

Each jurisdiction structures its pay-to-play restrictions differently. Be sure to review the campaign finance law for the state in which you plan to contribute to determine if there are restrictions on state vendor employees or their family members.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. I will be attending several upcoming conferences where legislators and other public officials will be present.   I’m not a registered lobbyist at the state level—do I still need to worry about gift limits?

A. Even if you are not a registered lobbyist, you will still need to be mindful of the various gift limits applicable to legislators and public officials you engage at these conferences.  Depending on your company’s status as a lobbyist employer, you may be subject to more stringent limits in certain jurisdictions.  It’s important to remember there is no one-size-fits-all approach to determining permissibility.  Each state addresses gift limits differently, and what will be permissible in one jurisdiction will not be permissible in another.   Further, you should not depend on the legislator or public official to know applicable gift limits.  Because gift limits may vary depending on your company’s status as a lobbyist employer, officials may not be aware of which limit to apply when accepting gifts and benefits.

Numerous states have gift exceptions specifically applicable to expenditures at national conferences to which all members of the legislature are invited (such as NCSL) as long as the expenditures are part of the conference agenda.  Examples of this include lunch/dinner events, or a sponsored state night.  However, for private dinners and events and other expenditures not included on the official agenda, you will still be subject to a state’s regular gift limits and restrictions.

In some cases, your expenditures on behalf of these individuals will need to be disclosed on a lobbyist employer report.  You will need to coordinate closely with your company’s government affairs or legal department to not only determine permissibility, but to determine whether the expense is reportable. For jurisdictions requiring disclosure, you may need to report the date of the expense, the name of the individual(s) receiving the benefit, a brief description, and the value of the expense.   Make sure to save itemized receipts.  Some jurisdictions require you to report the name and address of the vendor (such as a restaurant or catering company) and may additionally require you to determine the reportable amount by specific benefit received.  Some states do not permit meal expenditures to be calculated on a prorated basis (i.e., a dinner valued at $375, divided by the number of attendees) but instead require disclosure of a specific amount attributed to a particular legislative official or employee (i.e., $15.75 for the salmon entrée).

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. I recently became a registered lobbyist in my company’s home state.  I am also very active politically.  Are there any restrictions on my political contributions now that I am a registered lobbyist?

A. An individual’s status as a registered lobbyist can place additional restrictions and requirements on him or her related to his or her political contributions. Some jurisdictions place strict restrictions on a lobbyist’s ability to make contributions.  South Carolina prohibits registered lobbyists from making contributions to a candidate or anyone acting on behalf of a candidate if the lobbyist engages in lobbying the public office or public body for which the candidate is seeking election.  California has a similar prohibition, providing lobbyists may not contribute to a state candidate or officeholder, or their controlled committees, if registered to lobby the governmental agency for which the candidate seeks election or to which the officeholder belongs.  Other jurisdictions limit the amount a registered lobbyist can contribute compared to a nonregistered individual.  Registered legislative and executive agents in Massachusetts may contribute no more than $200 in the aggregate to any one candidate and such candidate’s committee during a calendar year.

A number of jurisdictions require reporting of lobbyist contributions.  Pennsylvania has extensive registration and reporting requirements for lobbyists who make personal political contributions, requiring them to register with the state before making a personal contribution and to file reports on the same schedule as a PAC.  Maryland’s reporting requirements are not as extensive, requiring certain political contributions to be disclosed on the lobbyist’s activity report.

When an individual becomes a registered lobbyist, he or she must review the applicable rules on his or her political contributions.  If unsure as to the requirements, please be sure to review our website at www.stateandfed.com for up-to-date information.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. The Canadian branch of our company would like to set up some meetings with the federal government.  Does Canada have lobbying laws too?

A. Canada does have lobbying laws at the federal, provincial, and even municipal levels of government.

For the federal government, in-house lobbyists must register when the collective time devoted to lobbying activities by all of its employees reaches or exceeds 20 percent of the duties of a single equivalent-paid employee of the corporation or organization during a calendar month. Lobbying is communicating with public officeholders on behalf of another person or entity.

If the above threshold is reached, the senior most paid person of the company is required to file a registration and become the registrant. This registration will contain a list of all the names of the employees whose job duties include lobbying in some fashion.

Once registered, the registrant is required to file monthly returns. A return is the Canadian form of a report. The returns are due on the 15th day of the month. On this return, the registrant simply reports any communications that were had with public officeholders and the date and content of those meetings. The monthly return does not need to be filed if: (1) no communications with public officeholders took place that month; (2) no information on the registration needs to be amended; and (3) the undertaking has not been performed or terminated.

It isn’t just lobbying the federal government that you have to worry about, either. Almost all of the provinces have a separate lobbying law, and the major cities throughout the country are starting to pass lobbying laws as well. If you have specific questions related to your company’s activities in Canada, we will be more than happy to help you.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: marketing@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.

Q. Our organization is under the impression that we don’t have to register as lobbyists at the federal level if we keep our lobbying activity isolated to our internal employees.  I don’t think this is accurate.  Can you let me know the registration requirement for federal lobbying?

A. You are correct to be skeptical of this viewpoint.  Keeping lobbying activity isolated to in-house personnel does not impact the need to register.  Registration at the federal level is based on three criteria.  All three must be met in order to warrant registration, or, stated differently, registration is required when all three criteria are met.  The criteria are:

1. An organization spends or is expected to spend at least $12,500 on lobbying activity during a quarterly period;
2. An organization has at least one employee who spends 20 percent of his or her time engaged in lobbying activity; and
3. That same 20 percent employee makes more than one lobbying contact.

When considering whether the monetary threshold has been met, all expenses must be considered, including, compensation and reimbursed expenses associated with lobbying activities of all employees, overhead, payments to outside lobbyists, and the portion of any dues paid to outside membership organizations that are allocated toward lobbying.  Likewise, when determining whether an individual employee meets the 20 percent standard, all time engaged in any activity that is intended to support lobbying contacts must be considered including background and preparatory work, research, strategy sessions and conversations.

Once your organization meets all three thresholds, registration with the House and Senate is required within 45 days.  As a federal registrant, quarterly activity reporting is required as well as semiannual contribution reporting.

You can directly submit questions for this feature, and we will select those most appropriate and answer them here. Send your questions to: experts@stateandfed.com.

(We are always available to answer questions from clients that are specific to your needs, and we encourage you to continue to call or e-mail us with questions about your particular company or organization. As always, we will confidentially and directly provide answers or information you need.) Our replies to your questions are not legal advice. Instead, these replies represent our analysis of laws, rules, and regulations.