In a Sunday morning post, he opines that the parent of Google will have to let shareholders vote on a right-wing proposed resolution about disclosing “collusion” (whatever that might mean) between the company and the Biden administration.
Whatever else might be said of such a Quixotic effort, it is true that the SEC rules governing public company proxy statement mechanics… allow Alphabet to exclude the proposal. [Even putting aside the fact that it makes unproven claims about the Biden administration’s influence over Alphabet, Alphabet is entitled to run a private chat or video club any way it wants (including the business choice to exclude odious viewpoints, as most favorably construed for the proponents here). Same, an entirely free of charge search algorithm.] We might also mention that avoiding the amplification of falsehoods about vaccines — and public health more generally, is clearly a legitimate business goal. One left under SEC rules (and state corporate law) to the sound business judgment of the involved boards and officers.
In sum, the question the proponents offer, even if assumed factual (which it is decidedly… not) is not outside the ordinary business rule, to be clear.
Even so, I might urge the company to put it to a vote, just to shut the wing-nuts up.
It will go down in flames, and end the nonsense. Excluding it will probably lead to a suit from the wing-nuts… one they will lose.
But to be clear, SEC Rule 14a-8(i)(7) and the no-action letters issued thereunder permit Alphabet to simply ignore these lunatics.
Cheers, John — I guess you’re recovering from your COVID bout. Good to see.
Onward to a sunny but shortish mountains hike, on a Sunday afternoon in the 70s here.