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This Week in Proxy Voting: Shareholders Take On Alphabet
6 / 11 / 2019
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Alphabet, Google’s parent company, has a big week coming up. Most of us interact with Google products, sites or features nearly every day, and the company is one of the most valuable in the world. Fortunately, Alphabet has a number of activist shareholders keen to hold it accountable to high standards. If you’re an Alphabet shareholder, here are the items you’ll be able to vote on before the company’s annual general meeting on June 19.

Want to vote your shares? Log in to our app or reach out to us at vote@openinvest.co. Votes are due by June 18.

Want more details? Read about all the items in contention in Alphabet’s annual proxy statement.

Gender Equity

Shareholders want a report on gender pay equity, with specific attention to Alphabet’s global median gender pay gap, and any policies and risks associated with recruiting and retaining women employees.

Shareholders also want Alphabet to review its sexual harassment policies and report on whether those policies can be strengthened or improved.

Employee & Shareholder Rights

Shareholders want Alphabet to stop engaging in inequitable employment practices, including “mandatory arbitration of employment-related claims, non-compete agreements with employees, agreements with other companies not to recruit one another’s employees, and involuntary non-disclosure agreements (“NDAs”) that employees are required to sign in connection with settlement of claims that any Alphabet employee engaged in unlawful discrimination or harassment.”

Alphabet is a good example of a company where dual-class shares threaten the company’s governance structure. Despite owning only 13% of Alphabet stock, co-owners Larry Page and Sergey Brin maintain 51% of the voting power. Shareholders want Alphabet to recapitalize to reduce the difference in Class A and Class B shares, so that every share is equivalent to one vote.

Public Responsibility

Shareholders want Alphabet to incorporate ESG metrics into the formulas it uses to reward executives. Better environmental and social outcomes for all stakeholders would mean better compensation for leaders.

Shareholders want Alphabet to seriously consider its content governance policies and how well it enforces them across content platforms like Youtube. They’re particularly concerned with the risks arising from poor handling of election interference, infringements of freedom of expression, and hate speech.

Strategy & Oversight

As Alphabet has continued to acquire businesses like Android, Waze and Youtube and increase its influence, calls to break it up have gotten louder. Alphabet has paid billions in antitrust fines to different governments, and customers have faced breaches, leaks and illegal location tracking. Shareholders want Alphabet to retain advisors to study strategic alternatives to its current company structure that might improve shareholder value.

Finally, shareholders want Alphabet to establish a “Societal Risk Oversight Committee”, which would “provide an ongoing review of corporate policies and procedures, above and beyond legal and regulatory matters, to assess the potential societal consequences of the Company’s products and services, and should offer guidance on strategic decisions”.

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