Notice of Exempt Solicitation. Definitive Material. (px14a6g)
May 06 2021 - 1:10PM
Edgar (US Regulatory)
NOTICE OF EXEMPT SOLICITATION
Name of the registrant:
Amazon.com, Inc.
Name of person relying on exemption:
New York State Comptroller Thomas P. DiNapoli, Trustee of the New York
State Common Retirement Fund
Address of person relying on exemption:
Office of the New York State Comptroller
Division of Legal Services
110 State Street, 14th Floor
Albany, NY 12236
Written material:
Text from slide presentation at a May 6, 2021, webinar hosted by The
Interfaith Center on Corporate Responsibility.
Item #9: Shareholder Proposal Requesting a Diversity and Equity
Audit Report
New York State Comptroller Thomas P. DiNapoli
Resolved:
Shareholders of Amazon.com request that the Board of Directors commission
a racial equity audit analyzing Amazon’s impacts on civil rights, equity, diversity and inclusion, and the impacts of those issues
on Amazon’s business. The audit may, in the board’s discretion, be conducted by an independent third party with input from
civil rights organizations, employees, communities in which Amazon operates and other stakeholders. A report on the audit, prepared at
reasonable cost and omitting confidential or proprietary information, should be publicly disclosed on Amazon’s website.
Arguments in favor of proposal:
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While Amazon has made commitments related to addressing racial equity, it fails to address the issues related to how it’s implementing
its strategy, assessing effectiveness, ensuring sufficient oversight mechanisms, and how it plans to report to shareholder and stakeholders.
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Amazon faces numerous controversies, some significant, that pose various risks and raise questions related to the company’s
overall strategy and the company’s alignment with its public statements.
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Amazon’s current efforts are not adequate and require an independent audit. Internal, self-reviews have the potential to reinforce
current structural impediments, and unconscious or implicit biases. Amazon states it’s conducting a “Human Rights Saliency
Assessment,” however, it should already be clear that the issues
discussed in the proposal are highly salient. And most fundamentally, such an assessment would not comprehensively address all the issues
that would be covered by the audit.
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Link to exempt solicitation:
https://www.sec.gov/Archives/edgar/data/0001018724/000121465921004165/r413211px14a6g.htm
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