| Management proposals |
|
1a
|
Elect Director Larry Page
|
For
|
For
|
|
1b
|
Elect Director Sergey Brin
|
For
|
For
|
|
1c
|
Elect Director Sundar Pichai
|
For
|
For
|
|
1d
|
Elect Director John L. Hennessy
|
For
|
For
|
|
1e
|
Elect Director Frances H. Arnold
|
For
|
For
|
|
1f
|
Elect Director R. Martin "Marty" Chavez
|
For
|
For
|
|
1g
|
Elect Director L. John Doerr
|
For
|
For
|
|
1h
|
Elect Director Roger W. Ferguson, Jr.
|
For
|
For
|
|
1i
|
Elect Director K. Ram Shriram
|
For
|
For
|
|
1j
|
Elect Director Robin L. Washington
|
For
|
For
|
|
2
|
Ratify Ernst & Young LLP as Auditors
|
For
|
For
|
|
3
|
Amend Omnibus Stock Plan
Vote rationale:
The board is responsible for attracting the right CEO and setting appropriate remuneration. A substantial proportion of annual remuneration should be provided as shares that are locked in for five to ten years, regardless of resignation or retirement. The board should provide transparency on total remuneration to avoid unacceptable outcomes. The board should ensure that all benefits have a clear business rationale. Pensionable income should constitute a minor part of total remuneration.
Global Voting Guidelines
CEO remuneration
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For
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Against
|
|
4
|
Advisory Vote to Ratify Named Executive Officers' Compensation
Vote rationale:
The board is responsible for attracting the right CEO and setting appropriate remuneration. A substantial proportion of annual remuneration should be provided as shares that are locked in for five to ten years, regardless of resignation or retirement. The board should provide transparency on total remuneration to avoid unacceptable outcomes. The board should ensure that all benefits have a clear business rationale. Pensionable income should constitute a minor part of total remuneration.
Global Voting Guidelines
CEO remuneration
|
For
|
Against
|
| Shareholder proposals |
|
5
|
Report on Meeting GHG Goals Given Rising Energy Demand From AI and Data Centers
Vote rationale:
We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments.
Global Voting Guidelines
Shareholder proposals on sustainability
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Against
|
Against
|
|
6
|
Report on Alignment of Water Usage Policies and Practices With AI Development
Vote rationale:
We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments.
Global Voting Guidelines
Shareholder proposals on sustainability
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Against
|
Against
|
|
7
|
Approve Recapitalization Plan for all Stock to Have One-vote per Share
Vote rationale:
All shareholders should have the right to vote on fundamental corporate decisions, and voting rights should be proportionate to cash flow rights. Any unequal voting rights should be time-limited and aligned with cash flow rights over time.
Global Voting Guidelines
Multiple share classes
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Against
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For
|
|
8
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Establish Committee and Issue Report on Risks Related to Lack of Viewpoint Diversity
Vote rationale:
We will not support a shareholder proposal that does not address a material sustainability risk or salient issue for the sector.
Global Voting Guidelines
Shareholder proposals on sustainability
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Against
|
Against
|
|
9
|
Report on Risks of Using Diagnostic Tools Created by Politicized Corporate Partners
Vote rationale:
We will not support a shareholder proposal that does not address a material sustainability risk or salient issue for the sector.
Global Voting Guidelines
Shareholder proposals on sustainability
|
Against
|
Against
|
|
10
|
Report on Impact of U.S. Immigration Policy on Company Operations
Vote rationale:
We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments.
Global Voting Guidelines
Shareholder proposals on sustainability
|
Against
|
Against
|
|
11
|
Report on Customer Data Privacy Risks
Vote rationale:
The board should account for material sustainability risks facing the company, and the broader environmental and social consequences of its operations and products. Sustainability disclosures should be aligned with applicable global reporting standards and frameworks to support investors in their analysis of risks and opportunities. Where a company’s disclosure does not meet our needs as a financial investor, we will consider supporting a well-founded shareholder proposal calling for reasonable disclosure. We will not support a shareholder proposal that appears to impose a strategy or prescribe detailed methods, unrealistic timeframes or targets for implementation.
Global Voting Guidelines
Corporate sustainability reporting
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Against
|
For
|
|
12
|
Update Audit Committee Charter to Provide AI-Related Risk Oversight
Vote rationale:
We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments.
Global Voting Guidelines
Shareholder proposals on sustainability
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Against
|
Against
|
|
13
|
Commission Third Party Assessment and Report on Mitigating AI-Generated Misinformation
Vote rationale:
The board should account for material sustainability risks facing the company, and the broader environmental and social consequences of its operations and products. Sustainability disclosures should be aligned with applicable global reporting standards and frameworks to support investors in their analysis of risks and opportunities. Where a company’s disclosure does not meet our needs as a financial investor, we will consider supporting a well-founded shareholder proposal calling for reasonable disclosure. We will not support a shareholder proposal that appears to impose a strategy or prescribe detailed methods, unrealistic timeframes or targets for implementation.
Global Voting Guidelines
Corporate sustainability reporting
|
Against
|
For
|
|
14
|
Report on Improper Usage of External Data to Develop AI Products
Vote rationale:
We will not support a shareholder proposal where the company does not appear to have significant gaps in their management or reporting of the relevant sustainability risk. We assess companies against our public expectations on environmental and social issues. We may consider direction of travel and pace of change as part of our assessments.
Global Voting Guidelines
Shareholder proposals on sustainability
|
Against
|
Against
|