AMAZON.COM, INC. | SHAREHOLDER PROPOSAL REQUESTING AN ADDITIONAL BOARD COMMITTEE TO OVERSEE PUBLIC POLICY

Status
Filed
AGM date
Previous AGM date
Proposal number
4
Resolution details
Company ticker
AMZN
Lead filer
Individual
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
Filer: Shareholder: Jing Zhao

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 Amazon does not have a Public Policy Committee.
The corporate governance is like a social contract between the public (including shareholders, employees, users and
the general public) and the corporate board: the public gives the board a free hand to run the corporate business so there is
no companywide union in Amazon, there is no employee representation on the board, and the board is nominated and
elected without any competition (the number of candidates is the same number of board seats). Particularly for Amazon,
the board needs further efforts to prevent abusing the public trust.
About 7% of the companies in the S&P 500 had a separate board committee responsible for public policy. Considering
Amazon’s giant size and complex operations of business worldwide, even if there are only 0.7% of the companies in the
S&P 500 having a public policy committee, Amazon must be one of them

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