Resolved clauseResolved: Shareholders of Amazon request the preparation of a report, updated annually, omitting any proprietary data and produced at a reasonable cost, disclosing: Payments by Amazon used for direct or indirect lobbying, in each indirect case, including the amount of the payment and the recipient. For purposes of this proposal, payments used for direct lobbying are the annual aggregate amounts reported at the federal and state levels, broken out by federal and individual state. Payments used for indirect lobbying are those made to trade associations or social welfare groups for lobbying as defined by tax law. Both direct and indirect lobbying include efforts at the state and federal levels. The report shall be posted on Amazon’s website.
Supporting statementSupporting Statement: As long-term shareholders of Amazon, we support transparency and accountability in corporate lobbying. Companies and investors may benefit if lobbying leads to improved policies, reduced regulation or taxation, or government contracts or subsidies. However, lobbying activities also entail costs and risks for a corporation – and, by extension, shareholders. These costs and possible reputational damages are particularly important for shareholders who want to ensure that our Company’s board and management refrain from practices that threaten the social and environmental systems on which diversified portfolios depend.¹ Currently, shareholders must search federal and state lobbying databases to assemble a picture of a company’s lobbying activity. State disclosure requirements vary widely,² with an analysis of one company’s disclosures finding that 25 of 48 states did not disclose amounts spent.³ Amazon spent $19,140,000 on federal lobbying for 2024. That figure does not include state lobbying, where Amazon also lobbies and, to its credit, reports its state expenditures. Amazon lists support for 676 trade associations, social welfare groups, and nonprofits in 2024, yet fails to disclose the amounts of its payments to those groups for lobbying. The International Corporate Governance Network's policy on lobbying recommends that companies commit to public disclosure of their lobbying activities and any direct or indirect expenditures beyond a de minimis level (e.g., a contribution of $10,000 or less). Many companies already provide annual lobbying reports to shareholders, including Cardinal Health, Exxon, Procter & Gamble, and Xcel Energy, which report on their federal and state lobbying, as well as indirect lobbying through trade associations and social welfare groups. Among our company's peers listed in the 2024 proxy, Cisco, Disney, Intel, Microsoft, Salesforce, and UPS each provide an annual report to shareholders on their trade association lobbying payments. Companies are required to report this information at the federal and state levels, so providing it to shareholders is not unduly burdensome. We urge Amazon to add value to our Company by expanding its lobbying disclosures.