AMAZON.COM, INC. | Request establishment of public policy board committee at AMAZON.COM, INC.

Status
6.35% votes in favour
AGM date
Previous AGM date
Proposal number
19
Resolution details
Company ticker
AMZN
Lead filer
Resolution ask
Amend board structure
ESG theme
  • Governance
ESG sub-theme
  • Lobbying / political engagement
Type of vote
Shareholder proposal
Filer type
Shareholder
Company sector
Consumer Discretionary
Company HQ country
United States
Resolved clause
Resolved: stockholders recommend that the Board of Amazon.com, Inc. establish a Public Policy Committee.
Supporting statement
The board has established an Audit Committee, a Leadership Development and Compensation Committee, and a Nominating
and Corporate Governance Committee, each of which is comprised entirely of independent directors.
The name of Nominating and Corporate Governance Committee indicates that nomination, audit and compensation are
not corporate governance issues. The Nominating and Corporate Governance Committee had total 4 meetings only, mainly
reviewing and assessing nomination issues in 2021, without meaningful time to oversee public policy issues.
Amazon needs a Public Policy Committee to assist the Board to oversee public policy issues including human rights,
corporate social responsibility, diversity, equity, inclusion, climate pledge, renewable energy, net-zero carbon shipment,
vendor chain management, charitable giving, political activities and expenditures, governmental regulations, international
relations, unionization and other public issues that affect Amazon’s operations, performance, public reputation, and
shareholders’ value. Many public policy issues have been voted at our previous shareholders meetings, many more public
policy issues will come because we don’t have a Public Policy Committee.
To respond to my proposals (which I withdrew), Microsoft established a Regulatory and Public Policy Committee in 2012
besides a Governance and Nominating Committee. The Regulatory and Public Policy Committee changes to an Environmental,
Social, and Public Policy Committee. Amazon needs a Public Policy Committee more than Microsoft and other big companies.

How other organisations have declared their voting intentions

Organisation name Declared voting intentions Rationale
Anima Sgr For As given the company's large number of environmental, social, and governance risks, a separate and dedicated committee can ensure, promote, support the company's social and environmental policies and initiatives. A Public Policy Committee would also assure shareholders that the company is managing its ESG risks.
Rothschild & co Asset Management For
Kutxabank Gestion SGIIC SAU. Against

DISCLAIMER: By including a shareholder resolution or management proposal in this database, neither the PRI nor the sponsor of the resolution or proposal is seeking authority to act as proxy for any shareholder; shareholders should vote their proxies in accordance with their own policies and requirements.

Any voting recommendations set forth in the descriptions of the resolutions and management proposals included in this database are made by the sponsors of those resolutions and proposals, and do not represent the views of the PRI.

Information on the shareholder resolutions, management proposals and votes in this database have been obtained from sources that are believed to be reliable, but the PRI does not represent that it is accurate, complete, or up-to-date, including information relating to resolutions and management proposals, other signatories’ vote pre-declarations (including voting rationales), or the current status of a resolution or proposal. You should consult companies’ proxy statements for complete information on all matters to be voted on at a meeting.