21 Jan 2020 Costco Shareholders Counseled to Vote for Shareholder Proposal Seeking Ideological Balance on Board of Directors

Free Enterprise Project Blasts Proxy Advisor Institutional Shareholder Services for Opposing Viewpoint Diversity

Bellevue, WA/Washington, D.C. – Costco shareholders are urged to support a shareholder resolution submitted by the National Center for Public Policy Research’s Free Enterprise Project (FEP) calling on the warehouse giant to expand its board’s nominating and governance policies to consider viewpoint diversity when it seeks new board candidates.

Costco’s annual meeting of shareholders is scheduled to take place tomorrow at 4PM local time in Bellevue, Washington. National Center General Counsel and FEP Director Justin Danhof, Esq., the author of the resolution, will present it for consideration at the meeting.

FEP’s proposal notes that:

boards that incorporate diverse perspectives can think more critically and oversee corporate managers more effectively. By providing a meaningful disclosure about potential Board members, shareholders will be better able to judge how well-suited individual board nominees are for the Company and whether their listed skills, experience and attributes are appropriate in light of the Company’s overall business strategy…

True diversity comes from diversity of thought. There is ample evidence that the many companies operate in ideological hegemony that eschews conservative people, thoughts, and values. This ideological echo chamber can result in groupthink that is the antithesis of diversity. This can be a major risk factor for shareholders.

FEP’s entire proposal, entitled “True Diversity Board Policy,” as well as the opposition statement from Costco’s board, are available on pages 25-27 on the company’s proxy statement.

Justin Danhof, Esq.

“Across America, company after company are adopting board diversity policies based on race and gender,” said Danhof. “These policies have the stated goal of reducing corporate groupthink and require companies to interview an underrepresented minority and a woman for each open board spot. This isn’t diversity. It’s racism and sexism. Not all women think alike based on the fact that they are women. Similarly, not all Asian or Latino or black Americans think the same based on their respective skin color.

“Costco likewise has a board nominating procedure that ensures a mix of different-looking people, but not necessarily folks who think differently. We think that for a board to avoid groupthink, it should, perhaps, be composed of individuals who think differently,” continued Danhof. “And in our current era when large corporations are heavily involved in politics, and even changing culture outside of politics, we think that companies would be best served by boards that represent both sides of the political spectrum.”

Institutional Shareholder Services (or “ISS”), the nation’s largest proxy advisor, has recommended that shareholders vote against FEP’s proposal.

“For years, ISS has urged its clients to approve any number of liberal shareholder proposals, including liberal board diversity resolutions that essentially call for affirmative action or a quota system. However, they are rejecting our call for viewpoint diversity. That’s outrageous,” said Danhof. “Fund managers and large investors should start looking elsewhere for advice on proxy ballots. ISS isn’t looking out for their best interests. And investors should call their fund managers and demand they use another service besides ISS.”

In the last two years, seven major corporations have adopted FEP’s board diversity resolution as policy.

Tomorrow’s Costco meeting will mark FEP’s first participation in a shareholder meeting in 2020.

Launched in 2007, the National Center’s Free Enterprise Project focuses on shareholder activism and the confluence of big government and big business. Over the past four years alone, FEP representatives have participated in over 100 shareholder meetings – advancing free-market ideals about health care, energy, taxes, subsidies, regulations, religious freedom, food policies, media bias, gun rights, workers’ rights and other important public policy issues. As the leading voice for conservative-minded investors, it annually files more than 90 percent of all right-of-center shareholder resolutions. Dozens of liberal organizations, however, annually file more than 95 percent of all policy-oriented shareholder resolutions and continue to exert undue influence over corporate America.

FEP activity has been covered by media outlets including the New York Times, Washington Post, USA Today, Variety, the Associated Press, Bloomberg, Drudge Report, Business Insider, National Public Radio and SiriusXM. FEP’s work was prominently featured in Wall Street Journal writer Kimberley Strassel’s 2016 book The Intimidation Game: How the Left is Silencing Free Speech (Hachette Book Group).

The National Center for Public Policy Research, founded in 1982, is a non-partisan, free-market, independent conservative think-tank. Ninety-four percent of its support comes from individuals, less than four percent from foundations and less than two percent from corporations. It receives over 350,000 individual contributions a year from over 60,000 active recent contributors. Sign up for email updates here. Follow us on Twitter at @FreeEntProject and @NationalCenter for general announcements. To be alerted to upcoming media appearances by National Center staff, follow our media appearances Twitter account at @NCPPRMedia.

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