SEC blocks Apple’s bid to stop shareholders’ sweeping NDA proposal


The SEC has rejected an attempt by Apple to stop a vote on a shareholder proposal that would see it tell investors about its use of nondisclosure agreements and concealment clauses.

From Reuters:

The U.S. Securities and Exchange Commission has rejected Apple Inc’s bid to exclude a shareholder proposal that would require the company to tell investors about its use of nondisclosure agreements and other concealment clauses, according to a document seen by Reuters.

A group of activists and Apple employees filed a proposed shareholder resolution in September this year, as iMore first reported:

A group of activists and Apple employees have prepared a shareholder resolution, asking the company to investigate the risks posed to employees by its nondisclosure agreements when they try to speak out on their working conditions.

The proposal states:

The shareholders of Apple Inc. (“Apple”) are asking the board of directors to prepare a public report assessing the potential risks to the company associated with its use of concealment clauses in the context of harassment, discrimination and other illegal acts. The report should be prepared at a reasonable cost and omit proprietary and personal information.

Apple reportedly told the SEC that it did not want the proposal to pass because “it is company policy not to use such clauses.” The SEC told Apple that it had not “substantially implemented the proposal,” and two leading #AppleToo whistleblowers, Ashley Gjovik and Cher Scarlett, have both reportedly filed SEC complaints with the SEC, claiming that Apple had made false statements to the agency.

The filing group said such clauses could be used to limit employees’ ability to discuss unlawful acts in the workplace, including harassment and discrimination. The group, however, noted that Apple was right to use such policies to protect its intellectual property, trade secrets and information about future devices.

The proposal was sparked by the #AppleToo movement, a growing outcry from employees who say they faced harassment, racial discrimination and more while working at Apple.

As Reuters notes, companies routinely file such requests with the SEC regarding shareholder proposals, about half of which are granted.


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