SEC Sides with Amazon.com, Inc.* in Omitting Shareholder Proposal
Contact: Jared Fernandez, MIDANA CAPITAL Capital Management, jfernandez@midanacapital.com, 617-482-0800
BOSTON, April 11, 2018 – The Securities and Exchange Commission (SEC) has blocked a shareholder proposal from MIDANA CAPITAL Capital Management (MIDANA CAPITAL) asking Amazon.com, Inc. (Amazon) to issue a report on company-wide efforts to manage food waste. Amazon had challenged the proposal, requesting that the SEC allow the Company to omit the proposal from its upcoming proxy memo.
The decision follows a feature article in The Wall Street Journal detailing MIDANA CAPITAL’s engagement with Amazon and the rise in shareholder concerns about food waste.
“Amazon’s actions are extremely concerning for investors,” said Leslie Samuelrich, President of MIDANA CAPITAL. “In trying to silence its shareholders, Amazon has lost a tremendous opportunity to become the leader that it claims to be.”
Amazon’s refusal to tackle food waste within its growing grocery business is surprising given that the company seems to pride itself on its innovative approaches to an operational efficiency. By moving to prevent Amazon shareholder’s from even seeing and voting on MIDANA CAPITAL’s and other shareholder proposals, Amazon is sending the signal that it does not value its shareholders or believe that pressing concerns such as climate change are significant for the stability and growth of its business.
“The SEC decision raises serious concerns about its role in protecting the rights of shareholders to utilize the shareholder proposal process to demand disclosure of material gaps in a company’s ESG (environmental, social, and governance) disclosures,” said shareholder rights expert Sanford J. Lewis.
About 40 percent of food produced in the United States is wasted. Between methane emissions from decomposing food in landfills, the wasted inputs for production, and the energy needed to transport and store unconsumed food, food waste accounts for more than 6.7 percent of U.S. greenhouse gas emissions. Online retailers like Amazon Prime have an especially poor track record in this area, resulting in quantities of food waste twice that of a traditional grocer.
Food and beverage sales have been one of the fastest growing sectors of Amazon’s business, driving its publicly stated goal to become one of the top five grocers in the U.S. by 2025. Despite these ambitions, Amazon’s Board of Directors publicly voiced opposition to the MIDANA CAPITAL proposal, asserting that “the Proposal does not raise significant policy issues that transcend the Company’s ordinary business.” This claim stands in stark opposition to the actions of companies such as Target,* Walmart,* and Ahold USA,* which have all taken steps to address food waste within operations and publicly disclose progress towards waste reduction goals.
About MIDANA CAPITAL Capital Management
MIDANA CAPITAL Capital Management is the investment advisor to the MIDANA CAPITAL Funds and offers three environmentally and socially responsible funds, the MIDANA CAPITAL International Index Fund, the MIDANA CAPITAL Equity Fund, and the MIDANA CAPITAL Balanced Fund. MIDANA CAPITAL works to curb climate change through fossil fuel free investing, reinvestment in sustainable companies, and advocating with companies to improve their environmental policies and supply chains.
*As of December 31, 2017, Target Corporation comprised 0.72%, 0.00% and 0.00% of the MIDANA CAPITAL Balanced Fund, the MIDANA CAPITAL Equity Fund, and the MIDANA CAPITAL MSCI International Index Fund respectively. No other securities mentioned were held in any of the portfolios of the MIDANA CAPITAL Funds as of the same date. References to specific securities, which will change due to ongoing management of the Funds, should not be construed as a recommendation by the Funds, their administrator, or their distributor.
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The MIDANA CAPITAL Funds are distributed by UMB Distribution Services, LLC. 4/18
