WHEREAS: The use of services derived from or sale of goods produced through correctional industries (prison labor) can pose financial and operational risks including supply chain disruption, litigation, and reputational damage; 

Prison labor (both voluntary and involuntary) is often deployed in a manner that involves incarcerated worker mistreatment and is frequently compared to modern slavery. Although companies benefit from low overhead expenses when incarcerated people work for the company or its suppliers, companies have experienced public backlash, boycotts, and long-term brand name and reputation harm from a connection to prison labor;

While prison labor in the United States is legal, it has been described as “ill-regulated and ill-understood. It is also becoming ever more central to America’s massive criminal justice apparatus” and “at its heart coercive”;

Incarcerated workers are involved in producing a variety of products such as furniture, circuit boards, packaging materials, and electronic equipment; they also provide services such as call center or shipping services. Correctional industries workers may be paid as little as $0.33-$1.41 per hour for work that sometimes occurs in unsafe or unhealthy conditions; and in some prison industries, incarcerated people may be coerced into working by threat of punishment for declining work;

Prompted by our shareholder engagement, TJX modified its Vendor Code of Conduct to clarify that it prohibits both involuntary (forced) and voluntary prison labor. However, beyond the select few factories that TJX uses to manufacture products that TJX designs, it is the understanding of the Proponent that there is no routine auditing process or verification that suppliers adhere to this company policy. Shareholders are concerned that TJX does not have a routine audit mechanism for preemptive detection of prison labor in the greater network of vendors;

Other retailers have experienced severe public backlash and boycotting when prison labor was publicly identified in their supply chains. TJX may only be notified of supply chain issues when they reach a crisis level; 

Careful review of our supply chain for voluntary and involuntary prison labor would help ensure that TJX suppliers are consistent with Company policies and minimize risks to TJX’s reputation and shareholder value.

RESOLVED: Shareholders of TJX Companies urge the Board of Directors to produce an annual report to shareholders on prison labor, at reasonable cost and omitting proprietary information, assessing the effectiveness of current company policies for preventing prison labor in the company’s supply chain.

SUPPORTING STATEMENT: Shareholders recommend that the report, at the board and management's discretion:

• Provide annual quantitative metrics regarding the number of supplier audits completed by the Company or third party auditors that evaluated whether prison labor is present in the supply chain, as well as the summary of those audits’ results.

• Evaluate any risks to finances, operations, and reputation related to prison labor in the TJX supply chain including from undetected uses of prison labor in the supply chain.