: Amazon investors reject New York retirement fund’s call for a racial-equity audit, 10 other shareholder proposals

United States

Amazon.com Inc. investors rejected all 11 shareholder proposals at the company’s annual meeting this week, but vote totals released Friday show that a significant number of investors want more transparency about the company’s business practices on a range of issues.

The shareholder proposal that fared the best was a call for a civil rights and equity audit, which received 44% of all votes cast, nearly 160 million. The investor group that submitted the resolution, the New York State Common Retirement Fund, pointed out that it would’ve passed if it weren’t for Amazon AMZN, -0.22% Chief Executive Jeff Bezos’ shares, which represent 14% of voting power at the company, according to Amazon’s proxy.

“Shareholders sent a loud message to Amazon that they want the company to do more to address racial diversity, equity and inclusion,” New York State Comptroller Thomas DiNapoli said in a statement Friday. “The call for racial equity is not going away and neither are Amazon’s shareholders. We will continue to press Amazon to take an independent look at how it is addressing racial justice and equity, just as other major corporations have done.”

In its proposal for the audit, the New York state retirement fund had cited Amazon’s public commitments to racial justice in the past year or so, saying some of its actions were inconsistent with those statements. The fund referred to Amazon’s treatment of workers, including Black workers, as well as the use of its technology that could possibly harm civil rights.

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The massive reach of Amazon was reflected in the sheer number of shareholder resolutions that were on the ballot at its annual general meeting, and the breadth of topics. CtW Investment Group filed a proposal asking the company to report on its oversight of anticompetitive risks, referring to the multiple investigations lawmakers, law enforcement and government agencies have opened into Amazon’s practices.

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About 34% of shareholders, not counting abstentions or non-votes, voted for the resolution Wednesday, the day after the District of Columbia filed an antitrust lawsuit accusing Amazon of abusing its dominance to keep retail prices artificially high.

“As recent events — such as the D.C. AG’s lawsuit — make clear, the risk to the company’s operations and reputation are only growing, and shareholders demonstrated that they want to know from the board directly how it oversees the company’s management of those risks,” Richard Clayton, research director for CtW, told MarketWatch on Friday. He added that adjusted for Bezos’s shares, the resolution received 39% of the votes, which Clayton took as a good sign for a first-time resolution that Amazon had asked the Securities and Exchange Commission for the right to exclude from its shareholder ballot.

Shareholder proposals also sought more information from Amazon about its use of its Rekognition facial-recognition technology, its promotion data, lobbying practices and more. In addition, they urged the company to conduct and report on a civil rights and diversity, equity and inclusion audit. Institutional Shareholder Services, the influential proxy-advisory firm, had recommended that shareholders vote yes on these issues and more, but none succeeded.

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Bezos, who presided over his last shareholder meeting as chief executive on Wednesday, controls the votes of more than 70 million shares, according to Amazon’s proxy statement, while Amazon has just a hair more than half a billion shares in circulation. He is set to step aside as CEO on July 5 to become executive chairman of Amazon’s board.