Background to the Campaign
A group of institutional investors and shareholders of Alphabet has announced that it has filed a series of shareholder proposals for the company's 2022 proxy, calling out a variety of concerns about Alphabet's business that carry significant and material risk.
See a deck outlining each proposal here.
Read quotes from the investors involved:
Proposal: Algorithm Disclosures. Lead Proponent: Trillium Asset Management
“Promoting fairness, accountability, and transparency in artificial intelligence is central to its utility and safety to society,” said Trillium Asset Management Chief Advocacy Officer Jonas D. Kron. “Let’s get this right, before it is too late. Alphabet’s investors and stakeholders require transparency and pro-social impacts.”
Proposal: Data Operations in Human Rights Hot Spots. Lead Proponent: SumOfUs
"As Alphabet expands its global network, it is planning to establish major data centers in countries with shocking human rights records and particularly problematic digital rights laws and prosecutions," said Christina O'Connell, Advisor for SumOfUs. "From arrests in India of online journalists to the Saudi government placing spies inside Twitter to access critics’ private communications, many of the selected locations are of grave concern.. Our network of members who are Alphabet shareholders are challenging the company to live up to its pledge to “In everything we do, including launching new products and expanding our operations around the globe, [be] guided by internationally recognized human rights standards.”
Proposal: Environmental Impact of Product Repair Policies. Lead Proponent: Green Century Capital
“Given the current regulatory landscape and growing interest from consumers, any company in the technology industry that is not embracing repair exposes itself to significant risk. We urge Google to follow in the footsteps of industry peers like Apple and Microsoft and stop restricting repair,” said Leslie Samuelrich, President of Green Century Capital Management.
Proposal: Give Each Share an Equal Vote. Lead Proponent: NorthStar Asset Management
“Shareholders always take a risk when they invest, but investors at Alphabet also have to contend with the insulated board and management. Because the founders and insiders have ten votes per share, ordinary shareholders who own the bulk of the company value have no effective way to oppose a problematic board member or a new class of stock that will dilute share value, and no confirmation that our concerns voiced in the proxies are taken seriously,” said Julie Goodridge, CEO of NorthStar Asset Management, Inc., filer of a shareholder proposal filed at Alphabet that seeks a change to the capitalization structure. “Last year, we estimated that up to 90% of outside shareholders voted in favor of this proposal. Shareholders have made it clear that they’ve had enough with the unequal voting structure.”
Proposal: Human Rights Impact Assessment. Lead Proponent: SHARE, on behalf of the United Church of Canada Pension Plan
“Alphabet has the responsibility to guarantee that the digital rights of its billions of global users are in good hands. Without proper measures to address potential digital rights harms, there will continue to be significant risks to all stakeholders involved in Alphabet's global sphere of influence. As Alphabet prepares to revamp and widely implement its new advertising technology (FLoC), the company must urgently provide greater transparency and due diligence on these critical issues,” said Sarah Couturier-Tanoh, Manager, Corporate Engagement & Advocacy at SHARE.
Proposal: Lobbying Expenditures Disclosure. Lead Proponent: Boston Common Asset Management
Proposal: Paris-Aligned Climate Lobbying. Lead Proponent: Zevin Asset Management
"Alphabet has not, to our knowledge, taken sufficient steps to wield its lobbying power, nor develop long-term policy strategies, to reach its goals of being a leader on climate change mitigation and renewable energy," said Marcela Pinilla of Zevin Asset Management. "This includes its commitment to power its data centers and offices using solely carbon-free electricity by 2030, and its new commitment to halt climate misinformation on its platforms. Alphabet’s inconsistent lobbying activities risk eroding its credibility and undermining the investments it has made to mitigate global warming emissions from its operations. Unchecked lobbying that contributes to delaying climate change action will increase the likelihood for systemic risks to the global economy. We do not want Alphabet to be on the wrong side of history on this one."
Proposal: Racial and Gender Board Diversity Report. Lead Proponent: Arjuna Capital
"Board Diversity is not simply a nice to have for today's corporate leaders. It's a have to have--as a contributor to better performance, higher revenues, higher return on assets, more diverse organizations, and better decision making," said Natasha Lamb, Managing Partner at Arjuna Capital. "And diversity is not one or two women or people of color on a board. True diversity reflects the demographics of our nation and Alphabet's customer base. It's time Alphabet meet the moment and set a new standard in board diversity."
Proposal: Racial Equity Audit. Lead Proponent: Nathan Cummings Foundation
"Investors have a responsibility to ensure that companies back up their messages of support for communities of color with a thorough examination of where their products and practices are causing harm and a concrete plan to address any problems uncovered. As a long-term investor, we believe that uncovering and addressing racial equity problems now will lead to stronger returns in the long run,” said Laura Campos, Director of Corporate and Political Accountability at Nathan Cummings Foundation.
Proposal: Report on External Costs of Disinformation. Lead Proponent: John Chevedden
“Our proposal will help shareholders to grapple with the inescapable fact that Alphabet engages in activities that may optimize the company’s internal financial returns but present grave threats to the economy," said Sara Murphy, Chief Strategy Office for The Shareholder Commons. "Investors need more information to understand how and to what extent the company’s business model undermines the rest of their portfolios.”
Proposal: Risks Associated with Use of Concealment Clauses. Lead Proponent: Whistle Stop Capital