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Governance | Starbucks board members survive challenge over labor relations approach

Starbucks logo on wooden wall

The rise of shareholder pressure being brought to bear on workplace issues has backfired somewhat in the case of Starbucks, where a coalition of investors, including several US public pension funds, were pressing shareholders to vote against the re-election of two directors, citing concerns over the company’s approach to labor relations.

The Starbucks board has, however, secured a decisive vote of confidence, even as labor relations and governance remain under scrutiny. Investors this week overwhelmingly ‌re-elected two directors accused by the groups of turning a blind eye to risky ‌labor relations.

The outcome comes at a time when union negotiations remain unresolved and governance structures have shifted, placing greater responsibility on the full board.

Negotiations between the company and its unionized baristas, which represent 6% of US stores, broke down a year ago, but both sides recently announced they are in talks to resume bargaining soon.

Labor oversight and board accountability

The vote followed a coordinated push by shareholder groups to challenge the board’s handling of labor issues, particularly its decision to dissolve a dedicated oversight body.

The coalition of shareholder groups, many with affiliations to organized labor, had urged investors to vote against the reelection of board members Jorgen Vig Knudstorp and Beth Ford over fresh concerns about the board’s ‌recent dissolution of an independent committee dedicated in part to overseeing the company’s labor relations, including its approach to the union.

That committee had been established under pressure from many of the same stakeholders now raising concerns.

Starbucks’ board of directors created the “Environmental, Partner, and Community Impact Committee” in 2023 under pressure from many of the same shareholder groups that lost ‌the vote this week, including Trillium Capital, the New York State Comptroller and the union-affiliated SOC Investment Group.

The groups won a vote in April 2023 – roughly a week before Niccol’s predecessor Laxman Narasimhan took the reins as CEO - ‌that forced Starbucks to hire an outside auditor to review its approach to the union. The findings of that review led directly to the formation of the committee.

Its subsequent dissolution, then, marks a change to how labor oversight is distributed across the leadership.

In filings earlier this year  Satarbucks said oversight of labor relations now belongs to the full board of directors - which is under the control of chairman and ‌CEO Brian Niccol - and that the committee was dissolved to simplify its board structure.

Shareholder pressure meets labor relations risk

The continued pushback from shareholder groups reflects concerns that labor disputes carry both financial and reputational implications.

More than 680 Starbucks stores have voted to unionize since 2021, highlighting a continuing labor and governance challenge for the company. Against that backdrop, the board’s position is that it retains the capability to manage these risks without a dedicated committee.

Starbucks said in a statement this month that the board has "the necessary skills and experience to effectively oversee our strategy, including human capital management."

The endorsement from shareholders suggests that, for now, investors are aligned with that view, even as proxy advisors and labor-aligned groups raised concerns.

Advisory firms Institutional Shareholder Services and Glass Lewis also flagged concerns about the dissolution of the "impact committee," citing a recent New York City settlement over employee scheduling, and Glass Lewis recommended shareholders vote against Ford.

Despite that, the board’s composition remains unchanged, reinforcing a governance approach that consolidates oversight at the top.

Ford and Knudstorp, the ‌current and former chairs of the board’s governance committee, had also served on the impact committee.

The situation shows that labor relations, governance structures, and shareholder expectations are now intertwined. While the board has opted for simplification and central control, the persistence of union activity and ongoing negotiations means labor oversight will remain a live issue, both operationally and at board level.

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