WHEREAS: Prison labor – voluntary and forced – is allowed in the United States due to an exception in the 13th amendment to the Constitution: “Neither slavery nor involuntary servitude, except as a punishment for crime…”;

Modern prison labor is an outgrowth of slavery in the United States. The Brennan Center for Justice explains that after slavery was abolished, “Southern states codified punitive laws, known as the Black Codes, to arbitrarily criminalize the activity of their former slaves.” Soon after, formerly enslaved African Americans comprised 70% of the prison population. Then, “desperate for cheap labor and revenue,” Southern states began to lease convicts out to private parties for physical labor. To the present day, prison labor remains inextricably linked to systemic racism;

In the U.S., sometimes incarcerated individuals work in unsafe or unhealthy conditions. Reports indicate that some may be coerced into working by threat of punishment for declining work. Correctional industries workers may be paid as little as $0.33-$1.41 per hour. In some states, incarcerated people are forced to work for no pay;

The company prohibits “voluntary or involuntary prison labor” but does not, to the Proponent’s knowledge, verify vendor compliance with this policy other than with the manufacturers of private label products – a percentage not disclosed publicly but previously described by TJX as “a small amount” of total vendors. Therefore, shareholders can assume that only “a small amount” of TJX vendors are verified as not using prison labor;

Companies have experienced public backlash, boycotts, and long-term brand name and reputation harm from a connection to prison labor. This can pose financial and operational risks for companies including supply chain disruption, litigation, and reputational damage. Therefore, the Proponent believes that risk to company brand name and shareholder value exist if prison labor is found in the Company’s supply chain;

The Proponent believes that the Company would benefit from more robust reporting related to prison labor identified in the supply chain.

RESOLVED: Shareholders of TJX Companies urge the Board of Directors to produce a report to shareholders evaluating whether the company is supporting systemic racism through undetected supply chain prison labor.

SUPPORTING STATEMENT: Shareholders recommend that the report be prepared at reasonable cost and omitting proprietary information, and include at the board and management's discretion:

• Annual quantitative metrics regarding the number of supplier audits completed by the Company or third party auditors that evaluated  the extent to which prison labor is present in the supply chain, as well as the summary of those audits' results and the racial makeup of any prison labor workforces detected;
• Assessment of the effectiveness of current company policies and practices in preventing the utilization of prison labor in the company's supply chain;
• Evaluation of any risks to finances, operations, and reputation linking the company to systemic racism from detected or undetected uses of prison labor in the TJX supply chain.