Google's founders once again block reform -- ALL shareholder proposals voted down

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Jun 17, 2020, 2:58:35 PM6/17/20
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Catching up on news from earlier in June: the annual meeting of Alphabet took place on June 3, and just as in 2019, co-founders Larry Page and Sergey Brin used their majority control to block all  shareholder proposals, including proposals to establish a human rights risk oversight committee, a proposal for the company to generate a report on gender and racial pay equity, and a report on whistleblower policies and practices. This pattern of behavior has continued for years, with technology news site Packt noting that in 2019, "every stockholder proposal was voted down after a few minutes of ceremonial voting, despite protesting workers. The company’s co-founders, Larry Page, and Sergey Brin were both no-shows and Google CEO Sundar Pichai didn’t answer any questions."

Alphabet's plutocratic voting structure allows two billionaires, Page and Brin, to dual-handedly reject all shareholder proposals, regardless of the number of stakeholders who want Google reform. I noted the plutocracy problem in November of last year within a list of proposed core principles that could be adopted by any Alphabet reform organization:

"It is no longer acceptable for control over one of the largest media and information firms on the planet to reside with a small number of billionaires who are unaccountable to the public and unrepresentative of Google’s broad base of stakeholders. With a shift in our understanding of Alphabet’s stakeholders from “shareholders” to “everyone on the planet”, and a shift to stakeholder ethics, the governing model of Alphabet must similarly change. Alphabet’s stakeholders need the ability to elect representatives who wield decisionmaking power at the highest levels of the firm."

The list of shareholder proposals for 2020 was:

- Equal shareholder voting
- Report on Arbitration of Employment-Related Claims
- Establishment of Human Rights Risk Oversight Committee
- Non-Binding Vote on Bylaw Amendments
- Report on Sustainability Metrics
- Report on Takedown Requests
- Majority Vote for Election of Directors
- Report on Gender/Racial Pay Equity
- Nomination of Human Rights and/or Civil Rights Expert to Board
- Report on Whistleblower Policies and Practices

Morningstar reported on the rejection of all ten proposals - some extracts from that article appear below.

- Bruce

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https://www.morningstar.ca/ca/news/203066/all-alphabet-proxy-votes-fail-to-win-majority.aspx
All Alphabet Proxy Votes Fail to Win Majority                                      

The votes are in at Alphabet (GOOGL), the parent company of Google, and expectedly, once again, all the 10 shareholder proposals failed to win a majority...

At present, Alphabet has a multi-class voting structure, where each share of Class A common stock has one vote and each share of Class B common stock has 10 votes. Because of this, the founders of Alphabet, Larry Page and Sergei Brin control a majority of the company’s voting power, though they own less than 13% of the stock, and have stepped down from running the company. Each year, shareholders put forward a proposal requesting a one-share-one-vote structure. And each year, the proposal gets the maximum support among all other proposals – though not enough for a majority...

At the end of the day, environmental, social and governance (ESG) investing and engagement is about negotiation and dialogue, and with each vote, the management teams get an insight into shareholder sentiment. The current voting structure, for instance, certainly raises governance red flags for Alphabet, and shareholders want that addressed...

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