Shareholder Advocacy for the 2023 Proxy Season
Alphabet (GOOG) – Audit & Compliance Committee Report
– included in proxy material & on company ballot
Our colleagues at Campaign for Accountability drafted a proposal for introduction at Alphabet, requesting a report be published on the Audit & Compliance Committee. Controversy has been swirling over the company’s ability to manage and monitor content, data privacy, questionable AI operations, and corporate transparency. Moreover, class-action based lawsuits alleging Google invaded citizen’s privacy and/or misused user’s photos and data are stacking up, while the DOJ is investigating GOOG for antitrust violations, and the company’s YouTube platform is wrought with a plethora of content management problems. This resolution was modeled after a similar proposal Campaign for Accountability drafted for Meta Platforms, which was introduced in 2022, and has been reintroduced for 2023. Alphabet did not respond to our offer to discuss the proposal, but the resolution was included in the company’s 2023 proxy material.
• Alphabet’s 2023 Annual Meeting of Shareholders was held June 2 at 9:00am PT.
• Our proposal received approximately 21.5% support from shareholders.
Amazon (AMZN) – Report on the Risks of Rekognition
– included in proxy material & on company ballot
This is the 5th year that HII has introduced a proposal on the highly controversial facial recognition surveillance software at Amazon, known as “Rekognition”. As more and more companies are distancing themselves from similar problematic technologies, Amazon has done little to quell the public’s fear about their harmful product. The company imposed an “indefinite moratorium” on the sale of Rekognition to police departments in the US but has not expanded this moratorium nor divulged if this applies to other government entities and departments, or to other countries. The growing support from shareholders, employees and other stakeholders is evident given the increasing votes in favor of this resolution over the previous 4 years. Alphabet did not respond to our offer to discuss the proposal, but the resolution was included in the company’s 2023 proxy material.
• Amazon’s 2023 Annual Meeting of Shareholders was held May 24th at 9:00am PT.
• Our proposal received approximately 37.4% support from shareholders.
Citigroup (C) – End Fossil Fuel Expansion
– included in proxy material & on company ballot
For a second year, we are asking that Citi adopt a policy to commit to end financing of fossil fuel expansion (end contributing to new fossil fuel supplies). This is a modest request, in that we are only seeking for Citi to not make new loans or agreements to finance companies involved in the fossil fuel industry. We had a discussion with the corporate staff at Citi in December of 2022 about our proposal, and our proposal was included in the company’s 2023 proxy materials.
• Citigroup’s 2023 Annual Meeting of Shareholders was held April 25th at 6:00am PT.
• Our proposal received approximately 10.1% support from shareholders.
Coca-Cola (KO) – Global Transparency Report
– included in proxy material & on company ballot
We have refiled our proposal at KO for a second year asking for a report from the company on all international corporate funding to influence public policy. Some of the company’s corporate spending is documented, but little to none of KO’s financing outside of the US is disclosed. We are simply requesting that the company be transparent with all corporate spending – shareholders should be privy to the ways in which their money is being spent. Their industry peer PepsiCo, and junk-food giant McDonald’s have also received similar proposals from HII on global transparency for 2023, as well. HII, alongside our partners at Corporate Accountability, held a discussion with corporate staff at KO, and our proposal appears in the 2023 company proxy materials.
• Coca-Cola’s 2023 Annual Meeting of Shareholders was held April 25th at 5:30am PT.
• Our proposal received approximately 13.6% support from shareholders.
Digital Realty Trust (DLR) – Concealment Clauses
On behalf of one of our clients, we are proud to support the work of our colleagues at Nia Impact Capital through co-filing their resolution at DLR regarding Concealment Clauses. Nia is asking DLR for a review of the company’s use of concealment clauses relating to harassment, discrimination, and other unlawful acts. The constraints of these clauses can negatively impact employees. Research indicates that when these legal contracts are used, it can result in, for example, underreporting of all forms of harassment and discrimination due to fear of repercussion. The proposal was on the company’s ballot last year and received a swell of support from shareholders, garnering over 45% support in 2022. After a number of conversations with corporate staff at DLR, Nia was satisfied with the policy updates and commitments the company has made and agreed to withdraw the resolution.
• Digital Realty Trust’s 2023 Annual Meeting of Shareholders was held on June 8th @ 11:00am PT.
JPMorgan Chase & Co. (JPM) – Board Oversight on Animal Welfare
– included in proxy material & on company ballot
This is the first proposal of its kind that we are aware of, which asks for the company to amend its Public Responsibility Committee Charter to include board oversight on animal welfare. JPM is certainly a mega-bank and a power player, so the impact they have regarding animal welfare is vast. We are aware of European banks utilizing criteria to determine a client’s eligibility for financing that considers factors like farm animal welfare, cage-free initiatives, transport, environmental conditions and breeding, that are helping to foster a more humane economy for animals. As one of the largest financial institutions on the planet (not to mention one of the top fossil fuel financers), there is no question JPM’s influence is far-reaching, so if they choose to take initiative on animal welfare issues, it will improve the company’s brand and reputation, reduce financial risks associated with animal cruelty, and hopefully influence others in the industry to follow suit. We had a brief conversation with the corporate secretary at JPM, and the resolution was included in the company’s 2023 proxy materials.
• JPMorgan Chase & Co’s 2023 Annual Meeting of Shareholders was held on May 16th at 7:00am PT.
• Our proposal received approximately 3.4% support from shareholders.
McDonald’s (MCD) – Global Transparency Report
– included in proxy material & on company ballot
This is also our second year asking McDonald’s for transparency on their corporate financing to influence public policy, on an international scale. As we are doing for KO & PEP, we are asking for full disclosure about what McDonald’s is financing abroad, because public information is minimal. We do know that MCD is a member of the International Food Information Council (IFIC), a group working to advance industry interests that are frequently incompatible with the best interest of consumers, actively defending and promoting unhealthy products like processed foods, sugar, and pesticides. The US is but one country in which they operate and sell products – they have operations in 118 other countries – so although there is some disclosure of their spending, it almost entirely pertains to the US. “Not lovin’ it”.
Although we did meet with corporate staff, joined by our compatriots at Corporate Accountability, we did not reach any agreement and our resolution appeared in the 2023 company proxy material.
• McDonald’s 2023 Annual Meeting of Shareholders was held on May 25th at 7:00am PT.
• Our proposal received approximately 18.3% support from shareholders.
Meta Platforms, Inc. (FB) – Audit & Risk Committee Report
– included in proxy material & on company ballot
This is the second year HII is introducing a proposal drafted by our colleagues at Campaign for Accountability at Meta Platforms (formerly, Facebook). We request that the company conduct a third-party review of Meta’s Audit & Risk Committee to ensure that proper oversight is being done to protect the public’s well-being. Meta has been under scrutiny for “content governance” failures, including the spread of COVID-19 and election misinformation, being a platform for far-right militia groups to organize and recruit to name a few. Last year the proposal acquired a substantial amount of backing from shareholders, resulting in an additional proposal of the same flavor to be introduced at Alphabet for the upcoming proxy season (also written by Campaign for Accountability). HII, Campaign for Accountability and representatives from Eko met with corporate staff to discuss the proposal, and the resolution was included in the company proxy materials for 2023.
• Meta Platforms’ 2023 Annual Meeting of Shareholders was held on May 31st at 10:00am PT.
• Our proposal received approximately 6.6% support from shareholders.
Microsoft (MSFT) – Report on Risks of Developing Weapons
We have reintroduced our proposal at MSFT for a second year urging the company to produce a report assessing the multitude of risks associated with the development of weapons, including financial, social, reputational, and otherwise. MSFT is continuing to work with the military to develop “augmented reality” goggles, known as “HoloLens”, a technology initially designed and intended for gaming – not military combat or warfare.
MSF has acknowledged our submission and laid out the same argument in defense of MSFT’s development of “military products”. We will likely be coordinating a date to engage with staff at MSFT soon to discuss the resolution and hear if there are any significant changes or additions to company policies or governance documents.
• Microsoft’s 2023 Annual Meeting of Shareholders was held on December 7th at 8:30am PT.
Our proposal received approximately 15.2% support from shareholders.
PayPal (PYPL) – Non-Discrimination Policy
– included in proxy material & on company ballot
Our colleagues at Eko (formerly “SumOfUs”) drafted a proposal to address the issue surrounding discrimination regarding where and to whom PYPL provides services. This is particularly in reference to the longstanding outrage about the company withholding services to individuals with Palestinian bank accounts, while individuals living in a similar location but with other banks have full access to PayPal’s services. This is similar to proposals HII had on the ballot at PYPL from 2018-2020 but approaches the issue by asking for the company to adopt a policy to prevent discrimination regarding their decision on the areas and entities that their products/services are offered. The resolution also states that if PYPL does not choose to implement a policy, that they disclose the processes utilized to discern where and to whom they will or won’t operate/offer services. Eko and HII met with PayPal twice to discuss the contents of our proposal, and the resolution appeared in the company’s 2023 proxy materials.
• PayPal’s 2023 Annual Meeting of Shareholders was held on May 24th at 8am PT.
• Our proposal received approximately 10.99% support from shareholders.
PepsiCo (PEP) – Global Transparency Report
– included in proxy material & on company ballot
The third in our suite of Global Transparency Report proposals, we asked PEP again to disclose their corporate spending that affects public policy outside of the US. We have had one conversation with a number of members of the PEP team, and they were intent on the assertion that PEP is a leader in transparency, although we have found that the information they disclose is very piecemeal and incomplete, particularly relating to the funds spent internationally. For instance, PEP fails to include the Action Alliance for Recycling Beverage Cartons (AARC) on their trade association membership list, though they are a sponsor of the organization, which has actively lobbied against India’s single-use plastic ban. PEP touts that they value transparency and pride themselves on being a leader in disclosure, but unfortunately, we are having difficulties in persuading management to embrace the requests in the resolution in the spirit of transparency. HII & Corporate Accountability discussed the proposal with corporate staff via teleconference, and PepsiCo included our resolution in their 2023 proxy materials.
• PepsiCo’s 2023 Annual Meeting of Shareholders was held on May 3rd at 7:00am PT.
• Our resolution received approximately 18.6% support from shareholders.
Wells Fargo (WFC) – Contribution Congruency Report
– included in proxy material & on company ballot
For 2023, HII has taken a slightly different approach at WFC to rein in the financial institution’s conduct regarding corporate contributions inconsistent with their alleged stated values. WFC has supported organizations working against ESG investing and climate related financial risk management, such as the State Financial Officers Foundation (SFOF) and the Republican Attorneys General Association. The WFC Political Action Committee (PAC) has additionally made contributions to politicians steeped in controversy, including members of Congress that voted against certifying the election, and Texas Governor Abbott, despite his campaign to instigate child abuse investigations into parents of trans youth. However, this blatantly contradicts WFC’s stated goals that the PAC aims to support candidates “who are willing to work in a bipartisan manner” and “support diversity, equity and inclusion”. HII met once to discuss the resolution with the corporate staff at Wells Fargo, and the proposal appeared in the company’s 2023 proxy material.
• Wells Fargo’s 2023 Annual Meeting of Shareholders was held on April 25th at 7:00am PT.
• Our proposal received approximately 28.5% support from shareholders.