RESOLVED : Bristol-Myers Squibb (BMY) shareholders request the Board of Directors issue a tax transparency report to shareholders, at reasonable expense and excluding confidential information, prepared in consideration of the indicators and guidelines outlined in the Global Reporting Initiative's (GRI) Tax Standard. Supporting Statement  BMY's tax practices and failure to disclose has harmed our company's reputation, resulting in an investigation into whether BMY was using an "abusive" tax shelter that would cheat the United States out of $1.4 billion in taxes.1 Tax transparency is required to restore BMY's reputation and prevent future losses.  BMY does not disclose revenues or profits in non-US markets, and foreign tax payments are not disaggregated, challenging investors' ability to evaluate the risks to BMY of taxation reforms or whether BMY is engaged in responsible tax practices that ensure long-term value creation. BMY's alleged profit shifting to Ireland is central to current scrutiny involving its tax practices.2  Global OECD tax reforms are now implemented worldwide. There are growing demands for the United Nations to play a stronger role, ensuring multinationals pay taxes where profits are earned. The Financial Accounting Standards Board adopted new reporting requirements on tax payments, effective in 2025. A European Union directive to implement country-by-country reporting (CbCR) is effective in 2024.3 Similar legislation is expected in Australia in the same timeframe.  Unchecked corporate tax avoidance poses a risk to the long-term portfolios of diversified investors. While such activities may help one company, they can cause externalities for other companies, taxpayers, consumers, and workers ? ultimately hampering economic value creation and portfolio growth upon which long-term diversified investors depend.4 The GRI Standards is the world's most utilized reporting standard, actively supported by global investors representing over $10 trillion.5 The GRI Tax Standard was developed in response to investor concerns regarding the lack of corporate tax transparency and the impact of tax avoidance on governments' ability to fund services and support sustainable development.6 It is the first comprehensive, global standard for public tax disclosure. It requires public reporting of a company's business activities, including revenues, profits and losses, and tax payments within each jurisdiction.7  Profit shifting by corporations is estimated to cost the US government $70 - 100 billion annually.8 The OECD estimates annual revenue losses of $100 ? 240 billion globally.9 The PRI states that tax avoidance is a key driver of global inequality.10 Further reforms and greater international scrutiny of BMY's tax practices will continue to put shareholders at risk without greater transparency.  This proposal would bring BMY's disclosures in line with leading companies using the Tax Standard.11 The reporting burden is negligible, since BMY already reports similar confidential CbCR information shared with OECD tax authorities. 1https://www.nytimes.com/2021/04/01/business/bristol-myers-taxes-irs.html 2https://www.investigate-europe.eu/posts/deadly-prices-pharma-firms-stash-profits-in-europes-tax-havens-as-patients struggle-with-drug-prices 3https://www.internationaltaxreview.com/article/b1vf7yc65qpzcd/this-week-in-tax-eu-on-track-for-public-cbcr-by-2023  4https://theshareholdercommons.com/wp-content/uploads/2024/09/Sample-Text_Portfolio-focused-Proxy Actions_2024September.pdf  5https://assets.kpmg/content/dam/kpmg/xx/pdf/2020/11/the-time-has-come.pdf 6https://www.globalreporting.org/about-gri/news-center/backing-for-gri-s-tax-standard/ 7https://www.globalreporting.org/standards/standards-development/topic-standard-for-tax/ 8https://thefactcoalition.org/trillions-at-stake-behind-the-numbers-at-play-in-u-s-international-corporate-tax-reform/  9https://www.washingtonpost.com/us-policy/2020/11/19/global-tax-evasion-data/  10 https://www.globalreporting.org/about-gri/news-center/backing-for-gri-s-tax-standard/  11 https://www.globalreporting.org/about-gri/news-center/momentum-gathering-behind-public-country-by-country-tax reporting/