NETAPP, INC.
495 East Java Drive, Sunnyvale, California 94089
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held Friday, September 5, 2014
PROPOSAL NO. 6
STOCKHOLDER PROPOSAL
Jing Zhao, ..., Pittsburg, CA 94565, the beneficial owner of shares of the Company’s common stock valued at $2,000 or greater, has given notice that he intends to present a proposal at the Annual Meeting. In accordance with SEC rules, the following is the complete text of the proposal exactly as submitted. The stockholder proposal includes some assertions that we believe are misleading. We have not addressed all of these assertions, and we accept no responsibility for the stockholder proposal.
Shareholder Proposal on Establishing a Public Policy Committee
Resolved:
shareholders recommend that NetApp, Inc. (the Company) establish a Public Policy Committee to assist
the Board of Directors in overseeing the Company's policies and practice that
relate to public policy including human rights, corporate social
responsibility, vendor chain management, charitable giving, political
activities and expenditures, government relations activities, international
relations, and other public issues that may affect the Company's operations,
performance or reputation, and shareholders’ value.
Supporting Statement
The Company currently has four committees: Corporate
Governance and Nominating Committee mainly to “assist with director
nominations“ (2013 Notice of Annual Meeting p.12), Compensation Committee,
Audit Committee, and Strategy Committee which “assists the Board in fulfilling
its responsibilities relating to the development, articulation, and execution
of the Company’s long-term strategic plan, and the review, evaluation, and
approval of certain strategic transactions” (2013 Notice of Annual Meeting
p.14). There is no committee to deal with
the increasingly complicated public policy
issues. For example, in the dynamic
Pacific Asia region where the Company has heavy business, the Japanese
government has utilized the Tiananmen Tragedy of China in 1989 to abandon its own
peace constitution, which is the cornerstone of Asia’s peace after WWII, towards
rearmament, militarization and fascism to mislead the U.S. under theU.S.-Japan Security Treaties to crash with the rising
power of a nationalisticChina. Although the Japanese government signed the
G-7 Summit declaration in 1989 to protect Chinese students, I, as a graduate
student in Osaka University organizing Chinese democratic and human rights
activities in Japan, was persecuted because I refused to collaborate with the Japanese
government to betray my fellow Chinese students (refer to Japan’s second
largest newspaper Asahi’s interviews with me on February 10, 1990, October 20,
1992 and June 8, 2009, and my article “The Betrayal of Democracy: Tiananmen's
Shadow over Japan,” Historia Actual Online. ISSN 1696-2060. 2004. Issue 4
Volume 2). On the other hand, the public
is concerned of recent media coverage of manyU.S.companies bribing Chinese high officials to obtain business deals inChina. Without a
public policy committee, it is very difficult for the Company to legitimately
and ethically deal with today’s complicated international affairs affecting our
business. For this reason, and partly to
respond to my proposal, Microsoft established such a committee in 2012. Let’s follow the industrial leader to
establish a Public Policy Committee
too.
http://files.shareholder.com/downloads/NTAP/3319849387x0xS1193125-14-280484/1002047/filing.pdf
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