NEW YORK CITY & BOSTON – April 15, 2020 – Citing a host of concerns about social media platforms and their global impact on civil and human rights, shareholders have filed proxy proposals at Alphabet (Google’s parent company) and Facebook asking the companies to establish Director-level oversight and expertise on those issues. Shareholders are concerned by big tech’s ongoing negligence around enabling racism and discrimination online and threatening the human rights of consumers worldwide.
The proposals to Google and Facebook, organized by Open MIC alongside the investment management firm Arjuna Capital, ask that the respective companies’ Boards of Directors nominate for the next Board election at least one candidate who has “a high level of human and/or civil rights expertise and experience and is widely recognized as such.”
The first vote on the shareholder proposals will take place on May 27th, when Facebook has scheduled a virtual “audio only” annual meeting. Alphabet’s annual meeting will take place June 3rd.
An additional proposal filed at Facebook by the Nathan Cummings Foundation emphasizes the importance of holistic infrastructure to facilitate long-term attention to civil rights concerns at the company, asking the Board to evaluate its ability to manage civil and human risks overall, including by reporting on “board level responsibilities for advising on and managing civil and human rights risks… and the presence of board level infrastructure ensuring ongoing consultation with leading civil and human rights experts.” The shareholder proposal notes that recent efforts to address civil and human rights risks are inadequate and raises concerns that Facebook continues to participate in practices that target protected classes.
All three companies face growing public backlash for their central role in fueling surveillance capitalism. The shareholder proposals cite a range of harms and their accompanying financial, reputational and legal risks: from an Amnesty International report that concluded Google’s “surveillance-based business model is incompatible with the right to privacy and poses a serious threat to a range of other human rights,” to Facebook’s enabling advertisers to discriminate in employment, housing, and credit advertisements based on race, gender and age. Shareholders recognize these harms as dangerous both to democracy and to long-term shareholder value.
Rachel Fagiano, Associate Program Officer, Racial and Economic Justice, Nathan Cummings Foundation: “Facebook has faced millions of dollars in fines for systematically discriminating against women and people of color by employing advertising practices that undermine civil rights. We have filed a proposal urging Facebook to report on Board-level oversight of civil and human rights risk, which would help to ensure that its advertising practices are not discriminatory and would protect long-term shareholder value. By working together with groups like Color of Change, Open MIC, Open Markets Institute, Mijente, and the Action Center on Race and the Economy, we hold the largest tech companies accountable when they cause harm.”
Natasha Lamb, Managing Partner / Portfolio Manager, Arjuna Capital: “Despite the best efforts of investors who have been ringing the alarm bells on content governance and hate speech for the last 3 years, social media platforms continue to propagate content that threatens civil and human rights. It’s clear that a Band-Aid approach is not enough and that addressing this issue requires board-level change.”
Rashad Robinson, President, Color of Change: “Executive leadership at big tech companies must be held accountable for their insufficient policy responses to the widespread misinformation campaigns and violent attacks threatening Black users. That’s why last year, on behalf of our 1.7 million members, Color Of Change introduced an exempt solicitation at Facebook’s annual shareholder meeting, calling for a vote against Mark Zuckerberg for the Board of Directors.
Companies have a choice to make: prioritize the safety of their most vulnerable users, or deliver insufficient remedies and risk further damage to their brands, as well as costly legal and regulatory action. We implore shareholders to use their voting power to shape boards that are actually motivated toward the protection of civil rights, not simply greenlighting executive wishlists or excusing civil rights violations and an abysmal lack of Black leadership.”
Michael Connor, Executive Director, Open MIC: “For years, leading civil rights groups have pushed the most powerful tech companies to change how their profit models rely on enabling harm online. Following this leadership, shareholders are now urging companies not only to establish ongoing consultation with civil rights groups, but also to right the wrong of a severe lack of civil rights expertise within these companies — starting at the very top, with the Board of Directors.”
Shareholders often ask corporate boards to identify and address Board-level gaps in knowledge, expertise, experience and representation as a best practice to mitigate risk. The proposals state: “As fiduciaries, our Board is responsible for stewardship of business performance and long term strategic planning, in light of risk factors like widespread violations of human and civil rights.”
Michael Connor: (212) 875-9381 or [email protected]
Alex Frank: (703) 276-3264 or [email protected].
Read the full press release here.