Comcast, the parent company of NBCUniversal, is trying to block a proposal by shareholders that could result in an outside investigation into the claims of workplace sexual misconduct and efforts by top officials to hide them.
A resolution filed by the investment firm Arjuna Capital, which Comcast Corporation received at the end of December, seeks an “independent investigation” and a report by the Board of Directors about the “risks posed by the Company’s failures to prevent workplace sexual harassment.”
NBC has been dogged with allegations of sexual harassment and assault for the past few years, with notable personalities being accused of sexual misconduct. Among them is former Today host Matt Lauer, who was fired from the network in 2017 after allegations of inappropriate sexual behavior including the rape of a subordinate, an encounter Lauer claims was “consensual.” Further escalating the situation, network executives have been accused of trying to both cover up for the indiscretions of others and of themselves while also allegedly trying to make it harder for the truth to surface. NBCUniversal has denied any wrongdoing.
Lawyers representing the media conglomerate sent a letter to the Securities and Exchange Commission asking the independent agency to prevent the vote from occurring at the company’s annual shareholders meeting — which has not been publicly scheduled at this point. In their letter, the lawyers claim that they can exclude the vote from the meeting, citing Rule 14a-8(i)(7) of the Exchange Act Release, which permits companies to prevent a measure if “the proposal deals with a matter relating to the company’s ordinary business operations.”
The lawyers also expressed concern that compliance for such a demand could lead to additional investigations because the vote seeks to evaluate the “company’s general legal compliance program and policies.”
They said, “these Company policies and the requirements imposed by applicable laws and regulations are fundamental to management’s ability to run the Company on a day-to-day basis,” thus allowing it to be excluded on the basis of it falling within the company’s normal business operations.
UltraViolet, a women’s advocacy organization, supports the resolution. They have also called for the Democratic National Committee to boycott NBC and MSNBC “until they demonstrate they’re taking” the allegations seriously.
“Whether it’s Matt Lauer, Simon Cowell, or issues at Comcast’s call centers, Comcast has fostered a work environment that empowers men to abuse women in the workforce, all while corporate executives look the other way — or worse, protect the abuser and silence those who speak up,” Shaunna Thomas, co-founder and executive director of UltraViolet, said in a statement to the Washington Examiner. “Comcast’s piecemeal approach to addressing a culture of abuse only when it is exposed in the media must end. Internal investigations are entirely insufficient and pose a significant risk to Comcast’s brand and shareholder value. The last time Comcast conducted an internal investigation, they exonerated their decision-makers and enablers of abuse and failed to make systemic changes that addressed the root of the problems. It is time for real action.”
Nearly a dozen other companies have filed the same petition to exclude a proposal in 2020, including JPMorgan Chase & Co., PayPal Holdings Inc., Facebook Inc., and Home Depot Inc. The SEC ruled in favor of the shareholders seeking a proposal on two occasions and with the company that filed for its exclusion three times. Six other submissions were withdrawn.
A former SEC official told the Washington Examiner that companies are not required to oblige with the ruling because it is “informal” but added that such a decision could result in “enforcement action.” The official also explained that companies generally follow whatever the SEC recommends, citing the potential fallout if they decide to go against the ruling.
NBC was accused of trying to squash Ronan Farrow’s reporting on the network’s culture of allegedly covering for sexual misconduct in the fall. Network executives Noah Oppenheim and Andy Lack were accused by former producer Rick McHugh of trying to stop Farrow from specifically reporting on Harvey Weinstein. Lack was also accused of pursuing female subordinates in an “unrelenting” manner. Oppenheim denied the claims, saying that Farrow was promoting a “conspiracy theory” and that he had “an ax to grind.”
A Comcast spokesman referred the Washington Examiner to the letter sent to the SEC when reached for comment, and an SEC representative declined to comment.
