Google employees who have signed concealment clauses can still talk about assault, harassment, discrimination or retaliation they experience at work, the company wrote in a proxy statement ahead of its annual meeting on June 1. It’s the most detailed public statement the company has made regarding these legal protections, which states including California and Washington are beginning to require employers to use in non-disclosure agreements.
Google’s statement came in response to a shareholder proposal that would have required Google to issue a public report studying the impact of concealment clauses on harassment and discrimination claims. Apple recently lost its fight against a similar proposal, after first trying to get the proposal excluded altogether.
In its new proxy statement, Google opposed the proposal, arguing that the company’s NDAs already give employees the flexibility to discuss these kinds of workplace violations. “Specifically, [Google’s] employment agreement provides that ‘nothing in this Agreement limits any right I may have to discuss terms, wages, and working conditions of employment, as protected by applicable law,’” the proxy statement reads. “In addition, its severance and settlement agreements provide that ‘consistent with applicable law, nothing in this Agreement prevents you from disclosing the facts or circumstances underlying your claim or action for sexual assault, sexual harassment, workplace harassment or discrimination, the failure to prevent workplace harassment or discrimination, or retaliation for reporting or opposing harassment or discrimination.’”
The language is similar to text that has recently been written into law in California and Washington state in each's respective Silenced No More Act. One of the women who inspired and helped craft that law in California, former Pinterest employee Ifeoma Ozoma, has also been a driving force behind the Apple and Google shareholder proposals.
Ozoma told Protocol she is proud of the progress she and her coalition have made in getting Google to state these policies outright. That coalition includes consulting firm Whistle Stop Capital, nonprofit Open MIC and philanthropic group Minderoo Foundation. But Ozoma expressed frustration that Google had slipped this information into a regulatory filing and wasn’t being more public about the rights that employees apparently have. “They have to know that most workers do not pay attention to the annual meeting/proxy season,” Ozoma said.
Google did not immediately respond to Protocol’s request for comment. But what’s written in the proxy statement doesn't appear to be a change of policy so much as a clear articulation of it. Google told Protocol last year that the company “does not require Googlers or members of its extended workforce to sign a NDA that prohibits someone from disclosing the facts and circumstances underlying such claims,” but the company did not specify how long that had been the case.
Ozoma said Google has been unwilling to be as public about those policies as it was, for instance, when the company ended its policy of forced arbitration in the wake of a sexual misconduct scandal. Going public with these policies, Ozoma argued, is an important part of letting workers know they have those rights to begin with. “Using a statement of opposition in a proxy is just about the worst way to make an announcement that impacts your workforce's legal ability to speak to unlawful conduct. That is unless, of course, if that's the point,” Ozoma said.
Still, in making this statement at all, Ozoma said Google has more or less satisfied the requests of her coalition. Ozoma had initially reached out to Google Chief Legal Officer Kent Walker by email last fall, asking the company to consider adopting language from the Silenced No More Act into its own employment and contracting agreements. That strategy didn’t get Ozoma very far, which is why the coalition planned to take the decision to Google shareholders.
Of course, there are some upsides to the fact that these details came out in an SEC filing, not a blog post. Now, it’s a promise to workers that Google is legally bound to keep.