Adopt a Human Rights Policy
RESOLVED: Shareholders request that the Board of Directors of First Horizon National Corporation (First Horizon National) adopt a comprehensive Human Rights Policy articulating our company’s commitment to respect human rights throughout its operations and value chain and describing proposed steps and management systems to identify, assess, prevent, mitigate, and, where appropriate, address actual and potential adverse human rights impacts connected to the business.
Supporting Statement: The UN Guiding Principles on Business and Human Rights state that companies have a responsibility to respect human rights within their operations and throughout their value chains. This responsibility entails that companies should know their human rights risks and impacts; take concrete steps to prevent, mitigate, and remediate adverse impacts when they occur; and publicly communicate how they are addressing their most salient human rights issues, meaning the most severe impacts on people connected with the business. Principle 13b of the Principles asserts that the corporate responsibility to respect human rights extends to situations where corporations may be directly linked to adverse human rights impacts through business relationships, “even if they have not contributed to those impacts”.
In addition, the 2019 OECD guidance on Due Diligence for Responsible Corporate Lending and Securities Underwriting1 cites that banks should seek to prevent and address impacts related to human and labor rights associated with their customers’ activities.
Banks can contribute or be directly linked to human rights violations through lending or providing other financial support to the companies responsible for such human rights violations.2 First Horizon National currently provides financing, via loans and credit lines, to CoreCivic, a corporation which operates private prisons.3 CoreCivic is the subject of claims of alleged human rights abuses, as noted in recent reports and multiple lawsuits, including inmate deaths, poor medical care, allegations of physical and sexual abuse of detainees and violence.4 CoreCivic faces at least four current federal cases alleging the use of forced labor at CoreCivic immigration detention facilities5. The California State Teachers’ Retirement System and New York City Pension Funds cited human rights concerns in connection with their decisions to divest from CoreCivic’s stock.6
In order to allay business and reputational risks, First Horizon National should adopt policies and practices to effectively address its exposure to corporate entities that interfere with human rights, especially on issues of detention. Banking peers including JP Morgan Chase, ABN AMRO and Wells Fargo have adopted human rights policy statements.
Establishing a Human Rights Policy would elevate board level oversight and governance regarding human rights risks implicated by the company's operations and lending activities and internal processes and provide a vehicle to fulfill the Board’s fiduciary responsibilities for oversight of these risks.
6 https://www.pionline.com/article/20181108/ONLINE/181109890/calstrs-to-divest-from-private-prison-companies-corecivicgeo- group ; https://www.ai-cio.com/news/new-york-city-pension-funds-divest-private-prison