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Miscellaneous Reporting

Section 172(1) Statement covering the following companies

Amazon Development Centre (Scotland) Limited (SC268673)

Amazon UK Services Ltd. (03223028)

Amazon Payments UK Limited (11049457)

The Book Depository Limited (05124926)

Amazon Data Services UK Limited (09959151)

Amazon Online UK Limited (08725411)

Amazon Development Centre (London) Limited (04543232)

Push Button Holdings Limited (04543326)

Twitch UK Limited (10084616)

Evi Technologies Limited (04660006)

SECTION 172(1) STATEMENT - DUTY TO PROMOTE THE SUCCESS OF THE COMPANY

Section 172 of the Companies Act 2006 (the "Act") defines the general duties of the directors of a company to promote the success of that company. It is noted that the directors of the Company are under a duty to act in a way that they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholder and, in doing so, to have regard (amongst other matters) to the:

  • likely consequences of the decision in the long term;
  • interests of the Company's employees;
  • need to foster the Company's business relationships with suppliers, customers and others;
  • impact of the Company's operations on the community and the environment;
  • desirability of the Company maintaining a reputation for high standards of business conduct; and
  • need to act fairly between the members of the Company.

The Company operates in the UK as part of Amazon.com, Inc.'s global business ('Amazon'). Amazon has a number of key stakeholder groups which include; customers, our people, suppliers, selling partners, and the communities in which we operate. Amazon's mission, as presented in its group annual report is:

"We seek to be Earth's most customer-centric company. We are guided by four principles: customer obsession rather than competitor focus, passion for invention, commitment to operational excellence, and long-term thinking. In each of our segments, we serve our primary customer sets, consisting of consumers, sellers, developers, enterprises, and content creators. In addition, we provide services, such as advertising to sellers, vendors, publishers, and authors, through programs such as sponsored ads, display, and video advertising."

As a Board, we strive to take decisions for the long term, with the aim of understanding and respecting the views and needs of our stakeholders and our shareholder to whom we are accountable. The Company operates within the global Amazon framework and the application of section 172 considerations is evidenced through a number of activities, both at a Group and Company level, including but not limited to:

  • engagement with customers;
  • workforce engagement;
  • commitment to an inclusive workplace;
  • our response to COVID-19;
  • environmental and sustainability initiatives; and
  • ensuring a sustainable and ethical supply chain.

Engagement with customers

Amazon customers are able to engage with Amazon through a number of physical and digital channels. We gather customer experience insights, including via customer service and social media, to help us deliver the best possible customer experience. An example of a way in which feedback from customers was acted upon by Amazon was in connection to our COVID-19 response. We listened to our customers to identify new ways we could deliver the best shopping experience. Through these insights, we provided customers more time to return products, encouraged contactless delivery to keep our customers safe and provided free content to customers, such as books, music and video available on Amazon devices. Amazon also introduced temporary measures during the initial COVID-19 lockdown period in March 2020 to help ensure customers had access to the products they needed. This included prioritising essential products and working with selling partners to quickly receive, restock, and ship these products to customers.

Workforce engagement

There is an established policy of communicating with all employees regularly through email and at team meetings and All Hands, and of receiving employee feedback through both anonymous and non-anonymous channels. In our continuous effort to understand the employee experience and better ensure we are cultivating a work environment that we are proud of, we regularly solicit feedback from employees. This communication is encouraged and celebrated, as it is vital to the existence of a healthy, enterprising and rewarding workplace. Throughout 2020, the engagement with employees has driven a number of diversity and inclusion initiatives.

Commitment to an inclusive workplace

The directors champion diversity and inclusion as not only the right thing to do for our people, but to improve how we deliver for, and innovate on behalf of, our customers. We honour and respect the differences that each person brings. One way in which Amazon fosters this diverse and inclusive workplace culture is through our employee affinity groups. Amazon has 12 affinity groups, which bring employees together across businesses and locations around the world. With director and company sponsorship, these groups play an important role in building internal networks for creating a community, advising Amazon business units, leading in service projects, and reaching out to communities where our people live and work.

Directors and senior management worked with the affinity groups in 2020 to deliver the following key initiatives:
  • Amazon was an official International Women's Day partner and hosted a variety of panel discussions and guest speakers for our people to celebrate and learn about the social, economic, cultural and political achievements of women.
  • We partnered with LGBTQ+ leaders and media outlet, Pink News, to host the LGBT Leaders: STEM 2020 Conference at our UK head office. The conference is designed to address the under-representation of LGBTQ+ people in science, technology, engineering and mathematical roles.
  • The LGBTQ+ Reading Roadshow was launched in 2019 to provide schools across the UK with free workshops and literature. With schools closed due to the COVID-19 pandemic this year, the LGBTQ+ Reading Roadshow went virtual and included a Q&A session in which participants were able to remain anonymous and a presentation on LGBTQ+ terminology and definitions.
  • We hosted Amazon's #ReadWithPride campaign which highlighted the works of LGBTQ+ authors and stories throughout June 2020.
  • We collaborated with the Royal National Institute of Blind People to provide information directly from the charity's Sight Loss Advice Service to our customers and other stakeholders.
  • Amazon has improved Alexa's ability to more accurately recognise the diverse range of dialects in the UK. Amazon is continually developing its speech technology to improve Alexa's recognition of variations in British language through machine learning. The goal is for Alexa to work equally well for every customer.
  • In September 2020, Amazon's Black Employee Network (BEN), commenced a partnership with Conscious Youth, a Huddersfield-based community organisation. The partnership will include Amazon employees running workshops, entrepreneur classes to empower future sellers, and access to technology education programmes such as AWS Educate and Amazon Future Engineer.
  • With the support of Amazon's affinity group, BEN, Amazon celebrated Black History Month in October 2020 with a host of activities available to customers and employees alike - including specially curated content for Alexa, Audible, Prime Video and Amazon Music.

The effect of these and other initiatives has ultimately led to Amazon being:

  • Recognised as a Top 10 Inclusive Employer at the 2020 British LGBT+ Awards.
  • Ranked second on Forbes World's Best Employers list for 2020.

Our response to COVID-19

Nothing is more important than the safety of our people, partners and customers. To address health concerns linked to the escalation of the COVID-19 pandemic in the UK, the directors have been able to offer additional support to our people and partners, as well as implement and continually enhance a series of preventative and protective health measures. We have invested millions of pounds in additional safety measures since the start of the COVID-19 pandemic. We have implemented more than 150 new measures - from masks to hand sanitisers, social distancing to temperature checks - to help our people stay safe. From October 2020, we also provided testing for all our front-line operations employees in the UK and built our own lab in Manchester to provide additional testing capacity to what the government is already offering.

Recognising our teams who continue to play a vital role serving their communities, we spent over $2.5 billion globally on special bonuses and pay incentives in 2020.

Early on in the pandemic, Amazon took a number of steps to support our communities and those directly and indirectly impacted by COVID-19.

  • Amazon joined a coalition of companies to add new testing capacity for COVID-19, with the UK Government leveraging Amazon's logistics network to deliver test kits to homes around the country. Amazon is proud to have supported this initiative, and waived all fees and charges in 2020. This initiative helped to ensure that those who are not able to travel to a test centre can still take a test. During 2020, Amazon delivered over six million test kits to homes around the country.
  • Amazon agreed to deliver - free of charge - approximately 100,000 blood sample packs to 15,000 people for the TRACK-COVID study run by researchers from the University of Cambridge. This is a major national longitudinal study serially tracking coronavirus antibodies, symptoms, and disease outcomes which will play an important role in informing public health policy and, eventually, potential vaccination strategies.
  • Amazon expanded its long-standing partnership with Magic Breakfast to reach more children at risk of hunger, as school restrictions were implemented due to COVID-19. In total, Amazon has distributed more than two million free healthy breakfast packs to children across the UK who normally receive these meals at school.
  • Amazon received a large number of requests from across the UK for charitable donations through our public policy, public relations and customer service teams during the COVID-19 crisis. In the UK, we approved donations to dozens of different charities and organisations in the communities where our people live and work, including the British Red Cross, Home Start, Age UK, Depaul and Mind.

In response to the second wave of lockdowns in November 2020, further donations were made across numerous local charities. Amazon also made additional donations to five national charities, including the British Red Cross, Magic Breakfast, NHS Charities Together, Barnardo's and Depaul, as part of a UK-wide employee matched donation campaign.

Throughout the COVID-19 crisis, we have learnt how important Amazon has been to our communities and customers. We have been fortunate to be able to help make a positive impact during this difficult time. With that in mind, the directors have supported Amazon's decision to not take up any Government support schemes related to the pandemic.

With Amazon's breadth and ability to innovate quickly, we were in a fortunate position to be able to provide the following support during the COVID-19 pandemic:

  • Jobs - In 2020, the directors and management created 10,000 new permanent roles across Amazon's UK network of corporate offices, fulfilment centres, sort centres and delivery stations. The new roles, including engineers, HR and IT professionals, health and safety and finance specialists, as well as those in front-line operations teams who will pick, pack and ship customer orders, will help Amazon meet customer demand and support small and medium sized enterprises selling on Amazon to scale their businesses.
  • Small and medium enterprises - Amazon supported thousands of small businesses across the UK during 2020 by waiving storage and removal fees for new selling partners participating in our Fulfilment by Amazon programme. In July 2020, the directors and management also approved the launch of the Amazon Small Business Accelerator with Enterprise Nation, which will help 200,000 small businesses and startups across the country through access to free online services, credits, training and support. Amazon worked with the British Chambers of Commerce to give up to 1,000 businesses tours of Amazon fulfilment centres, helping other companies learn from the safety measures Amazon has put in place within its own operations so the businesses can re-open safely and kick-start the economy. As part of Amazon's ongoing commitment to support small and medium enterprises, in 2020 we committed to support 110 apprenticeships across 86 small and medium enterprises.
  • Education - With many schools closed due to the COVID-19 pandemic, the directors' support furthered the work of the Amazon Future Engineer programme, which launched a free virtual coding programme to build computer science skills for students learning at home. Over 660 schools and 40,000 users across the UK benefited from the free python programming content which included flying drones, designing smart cities and creating chatbots. In 2020, the Amazon Future Engineer programme also supported 250 apprenticeship positions across the country and funded 25 bursary recipients at five UK universities. We also launched Maths4All in July 2020 - an online storefront providing free, curriculum-linked primary maths resources to support children, parents and teachers. With the support of the directors, Amazon has partnered with Barnardo's to help with the reopening of 40 children's service hubs in the communities where our operations and corporate sites are based. This support comes in the form of a monetary donation and the fulfilment of an Amazon Wish List, which is developed in consultation with each service. These hubs serve the most vulnerable children in the community who are often subject to bullying and domestic abuse. It is estimated that 40,000 children have already benefited from these services.

Environmental and Sustainability initiatives

In 2019, Amazon co-founded The Climate Pledge with Global Optimism, an organisation leading on global sustainability policy, calling on signatories to be zero carbon by 2040 - a decade ahead of the Paris Agreement. Companies that sign The Climate Pledge agree to three principle areas of action:

  • Measure and report greenhouse gas emissions on a regular basis;
  • Implement decarbonisation strategies through real business changes and innovations, including efficiency improvements, renewable energy, materials reductions, and other carbon emission elimination strategies;
  • Neutralise any remaining emissions with additional, quantifiable, real, permanent and socially beneficial offsets to achieve net zero annual carbon emission by 2040.

The directors and management are committed to delivering and driving initiatives to achieve The Climate Pledge. Since signing The Climate Pledge, Amazon has continued to make significant strides forward on a number of key initiatives, including:

  • Amazon was the first signatory and 31 other organisations have now signed The Climate Pledge, including Microsoft, Uber, ITV, Canary Wharf Group, Reckitt Benckiser, Mercedes-Benz and Unilever.
  • So far, thanks to the dedication of directors and thousands of employees across the organisation - we have a Sustainability Ambassadors programme with more than 6,500 volunteers globally, and over 650 members across the UK.
  • Amazon and We Mean Business, a global coalition based in the UK, have partnered to encourage companies to adopt more ambitious carbon emission reduction goals.
  • We are on a path to power our operations with 100% renewable energy by 2025. As of December 2020, Amazon had 14 solar and wind projects in the UK that have the capacity to generate over 180 megawatts.
  • In June 2020, Amazon launched the Climate Pledge Fund to support the development of sustainable technologies and services that will enable Amazon and other businesses to meet the Climate Pledge. This dedicated venture investment programme, with an initial $2 billion in funding, will back visionary companies whose products and services will facilitate the transition to a net zero carbon economy.
  • In August 2020, Amazon added more than 500 new electric vehicles to its fleet, all of which hit the road in 2020 to reduce our carbon emissions in the UK.
  • In October 2020, Amazon announced the launch of Climate Pledge Friendly. The new programme will help make it easy for customers to discover and shop for more sustainable products. Customers will now see the Climate Pledge Friendly badge on more than 40,000 products in Europe to signify that the products have one or more of 19 different sustainability certifications that help preserve the natural world, such as reducing the carbon footprint of shipments to customers.
  • In October 2020, we unveiled the largest solar roof top installation of any Amazon site in Europe at the fulfilment centre in Tilbury, Essex. The building has two million square feet of operating space - equivalent to 28 football pitches - and has been fitted with more than 11,500 module solar panels, which generate the equivalent amount of electricity required to power 700 homes for one year.
  • In December 2020, we announced that Amazon had become the world's largest corporate purchaser of renewable energy with the addition of 26 utility-scale wind and solar projects, including a new wind project in South Lanarkshire, Scotland. This has also made Amazon the largest corporate purchaser of renewable energy in the UK.

More information about Amazon's commitment to sustainability can be found on our sustainability website (https://sustainability.aboutamazon.co.uk/).

Ensuring a sustainable and ethical supply chain

Amazon's mission is to conduct our business in a way that respects human rights and the environment. Amazon works closely with suppliers to communicate our standards, and help suppliers build their capacity to provide working environments that are safe and respectful of human rights. The directors and management are strongly committed to conducting business in a lawful and ethical manner, including engaging with suppliers that are committed to the same principles. A strong, trusted supply chain is integral to our success.

The directors and management oversee compliance with Amazon's policies that require suppliers in our manufacturing supply chain and suppliers supporting the Company's operations to comply with our Supply Chain Standards. Our standards are derived from the United Nations Guiding Principles on Business and Human Rights, the UN Universal Declaration of Human Rights, the Core Conventions of the International Labour Organization (ILO), and the ILO Declaration on Fundamental Principles and Rights at Work. To ensure our policies and programmes incorporate these internationally recognised human rights standards, we conduct formal benchmarking with industry peers and multi-stakeholder organisations to continually improve our programme. We use independent auditors to verify supplier compliance with our standards through regular on-site inspections and confidential worker interviews.

The directors and management also expect our suppliers to consistently monitor and enforce our standards in their own operations and supply chain, as well as make improvements to meet or exceed our expectations.

Throughout 2020, we have strengthened our efforts to identify and prevent the risk of modern slavery. We enhanced our partnerships with industry associations and non-profit organisations to develop best practices in combating forced labour. We helped our suppliers increase their capacity to responsibly manage the recruitment of migrant workers. We expanded modern slavery training programmes to raise awareness throughout our own operations, and implemented technology solutions as part of our Global Human Rights Principles and our commitment to international human rights and freely chosen employment. Annually, directors and management review and publish a Modern Slavery Statement which assesses our risks, outlines our efforts and sets commitments.

Section 172(1) Statement covering the following company

Amazon Digital UK Limited (06528297)

SECTION 172(1) STATEMENT - DUTY TO PROMOTE THE SUCCESS OF THE COMPANY

Section 172 of the Companies Act 2006 (the "Act") defines the general duties of the directors of a company to promote the success of that company. It is noted that the directors of the Company are under a duty to act in a way that they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholder and, in doing so, to have regard (amongst other matters) to the:

  • likely consequences of the decision in the long term;
  • interests of the Company's employees;
  • need to foster the Company's business relationships with suppliers, customers and others;
  • impact of the Company's operations on the community and the environment;
  • desirability of the Company maintaining a reputation for high standards of business conduct; and
  • need to act fairly between the members of the Company.

The Company operates in the UK as part of Amazon.com, Inc.'s global business ('Amazon'). Amazon has a number of key stakeholder groups which include; customers, our people, suppliers, selling partners, and the communities in which we operate. Amazon's mission, as presented in its group annual report is:

"We seek to be Earth's most customer-centric company. We are guided by four principles: customer obsession rather than competitor focus, passion for invention, commitment to operational excellence, and long-term thinking. In each of our segments, we serve our primary customer sets, consisting of consumers, sellers, developers, enterprises, and content creators. In addition, we provide services, such as advertising to sellers, vendors, publishers, and authors, through programs such as sponsored ads, display, and video advertising."

As a Board, we strive to take decisions for the long term, with the aim of understanding and respecting the views and needs of our stakeholders and our shareholder to whom we are accountable. The Company operates within the global Amazon framework and the application of section 172 considerations is evidenced through a number of activities, both at a Group and Company level, including but not limited to:

  • engagement with customers;
  • workforce engagement;
  • commitment to an inclusive workplace;
  • our response to COVID-19;
  • environmental and sustainability initiatives; and
  • ensuring a sustainable and ethical supply chain.

Engagement with customers

Amazon customers are able to engage with Amazon through a number of physical and digital channels. We gather customer experience insights, including via customer service and social media, to help us deliver the best possible customer experience. An example of a way in which feedback from customers was acted upon by Amazon was in connection to our COVID-19 response. We listened to our customers to identify new ways we could deliver the best shopping experience. Through these insights, we provided customers more time to return products, encouraged contactless delivery to keep our customers safe and provided free content to customers, such as books, music and video available on Amazon devices. Amazon also introduced temporary measures during the initial COVID-19 lockdown period in March 2020 to help ensure customers had access to the products they needed. This included prioritising essential products and working with selling partners to quickly receive, restock, and ship these products to customers.

Workforce engagement

There is an established policy of communicating with all employees regularly through email and at team meetings and All Hands, and of receiving employee feedback through both anonymous and non-anonymous channels. In our continuous effort to understand the employee experience and better ensure we are cultivating a work environment that we are proud of, we regularly solicit feedback from employees. This communication is encouraged and celebrated, as it is vital to the existence of a healthy, enterprising and rewarding workplace. Throughout 2020, the engagement with employees has driven a number of diversity and inclusion initiatives.

Commitment to an inclusive workplace

  • The directors champion diversity and inclusion as not only the right thing to do for our people, but to improve how we deliver for, and innovate on behalf of, our customers. We honour and respect the differences that each person brings. One way in which Amazon fosters this diverse and inclusive workplace culture is through our employee affinity groups. Amazon has 12 affinity groups, which bring employees together across businesses and locations around the world. With director and company sponsorship, these groups play an important role in building internal networks for creating a community, advising Amazon business units, leading in service projects, and reaching out to communities where our people live and work.
  • Directors and senior management worked with the affinity groups in 2020 to deliver the following key initiatives:
  • Amazon was an official International Women's Day partner and hosted a variety of panel discussions and guest speakers for our people to celebrate and learn about the social, economic, cultural and political achievements of women.
  • We partnered with LGBTQ+ leaders and media outlet, Pink News, to host the LGBT Leaders: STEM 2020 Conference at our UK head office. The conference is designed to address the under-representation of LGBTQ+ people in science, technology, engineering and mathematical roles.
  • The LGBTQ+ Reading Roadshow was launched in 2019 to provide schools across the UK with free workshops and literature. With schools closed due to the COVID-19 pandemic this year, the LGBTQ+ Reading Roadshow went virtual and included a Q&A session in which participants were able to remain anonymous and a presentation on LGBTQ+ terminology and definitions.
  • We hosted Amazon's #ReadWithPride campaign which highlighted the works of LGBTQ+ authors and stories throughout June 2020.
  • We collaborated with the Royal National Institute of Blind People to provide information directly from the charity's Sight Loss Advice Service to our customers and other stakeholders.
  • Amazon has improved Alexa's ability to more accurately recognise the diverse range of dialects in the UK. Amazon is continually developing its speech technology to improve Alexa's recognition of variations in British language through machine learning. The goal is for Alexa to work equally well for every customer.
  • In September 2020, Amazon's Black Employee Network (BEN), commenced a partnership with Conscious Youth, a Huddersfield-based community organisation. The partnership will include Amazon employees running workshops, entrepreneur classes to empower future sellers, and access to technology education programmes such as AWS Educate and Amazon Future Engineer.
  • With the support of Amazon's affinity group, BEN, Amazon celebrated Black History Month in October 2020 with a host of activities available to customers and employees alike - including specially curated content for Alexa, Audible, Prime Video and Amazon Music.

The effect of these and other initiatives has ultimately led to Amazon being:

  • Recognised as a Top 10 Inclusive Employer at the 2020 British LGBT+ Awards.
  • Ranked second on Forbes World's Best Employers list for 2020.

Our response to COVID-19

Nothing is more important than the safety of our people, partners and customers. To address health concerns linked to the escalation of the COVID-19 pandemic in the UK, the directors have been able to offer additional support to our people and partners, as well as implement and continually enhance a series of preventative and protective health measures. We have invested millions of pounds in additional safety measures since the start of the COVID-19 pandemic. We have implemented more than 150 new measures - from masks to hand sanitisers, social distancing to temperature checks - to help our people stay safe. From October 2020, we also provided testing for all our front-line operations employees in the UK and built our own lab in Manchester to provide additional testing capacity to what the government is already offering.

Recognising our teams who continue to play a vital role serving their communities, we spent over $2.5 billion globally on special bonuses and pay incentives in 2020.

Early on in the pandemic, Amazon took a number of steps to support our communities and those directly and indirectly impacted by COVID-19.

  • Amazon joined a coalition of companies to add new testing capacity for COVID-19, with the UK Government leveraging Amazon's logistics network to deliver test kits to homes around the country. Amazon is proud to have supported this initiative, and waived all fees and charges in 2020. This initiative helped to ensure that those who are not able to travel to a test centre can still take a test. During 2020, Amazon delivered over six million test kits to homes around the country.
  • Amazon agreed to deliver - free of charge - approximately 100,000 blood sample packs to 15,000 people for the TRACK-COVID study run by researchers from the University of Cambridge. This is a major national longitudinal study serially tracking coronavirus antibodies, symptoms, and disease outcomes which will play an important role in informing public health policy and, eventually, potential vaccination strategies.
  • Amazon expanded its long-standing partnership with Magic Breakfast to reach more children at risk of hunger, as school restrictions were implemented due to COVID-19. In total, Amazon has distributed more than two million free healthy breakfast packs to children across the UK who normally receive these meals at school.
  • We wanted to help customers stay entertained and help parents keep kids entertained and inspire learning. As a result, the directors and management made a selection of family-friendly TV programmes available for all customers (not just Prime members) through Prime Video. Additionally, the directors supported Amazon Music's launch of livestreaming capability for all its artists through a partnership with Amazon-owned Twitch to enable artists and fans to connect amid the cancellation of live-concerts.
  • Amazon received a large number of requests from across the UK for charitable donations through our public policy, public relations and customer service teams during the COVID-19 crisis. In the UK, we approved donations to dozens of different charities and organisations in the communities where our people live and work, including the British Red Cross, Home Start, Age UK, Depaul and Mind.
  • The creative community in Europe has been vital to Amazon's success in producing high-quality Amazon Original TV series and movies for our global audience. With the COVID-19 crisis impacting the production community, we supported donations for the creative industries, including £1 million in the UK to the Film and TV Charity's COVID-19 Response to kick-start a new grants scheme to help the industry recover, and a £500,000 donation to the Theatre Community Fund, launched by Olivia Colman, Phoebe Waller-Bridge and Francesca Moody to provide hardship grants to theatre workers and freelancers across the UK.

In response to the second wave of lockdowns in November 2020, further donations were made across numerous local charities. Amazon also made additional donations to five national charities, including the British Red Cross, Magic Breakfast, NHS Charities Together, Barnardo's and Depaul, as part of a UK-wide employee matched donation campaign.

Throughout the COVID-19 crisis, we have learnt how important Amazon has been to our communities and customers. We have been fortunate to be able to help make a positive impact during this difficult time. With that in mind, the directors have supported Amazon's decision to not take up any Government support schemes related to the pandemic.

With Amazon's breadth and ability to innovate quickly, we were in a fortunate position to be able to provide the following support during the COVID-19 pandemic:

  • Jobs - In 2020, the directors and management created 10,000 new permanent roles across Amazon's UK network of corporate offices, fulfilment centres, sort centres and delivery stations. The new roles, including engineers, HR and IT professionals, health and safety and finance specialists, as well as those in front-line operations teams who will pick, pack and ship customer orders, will help Amazon meet customer demand and support small and medium sized enterprises selling on Amazon to scale their businesses.
  • Small and medium enterprises - Amazon supported thousands of small businesses across the UK during 2020 by waiving storage and removal fees for new selling partners participating in our Fulfilment by Amazon programme. In July 2020, the directors and management also approved the launch of the Amazon Small Business Accelerator with Enterprise Nation, which will help 200,000 small businesses and startups across the country through access to free online services, credits, training and support. Amazon worked with the British Chambers of Commerce to give up to 1,000 businesses tours of Amazon fulfilment centres, helping other companies learn from the safety measures Amazon has put in place within its own operations so the businesses can re-open safely and kick-start the economy. As part of Amazon's ongoing commitment to support small and medium enterprises, in 2020 we committed to support 110 apprenticeships across 86 small and medium enterprises.
  • Education - With many schools closed due to the COVID-19 pandemic, the directors' support furthered the work of the Amazon Future Engineer programme, which launched a free virtual coding programme to build computer science skills for students learning at home. Over 660 schools and 40,000 users across the UK benefited from the free python programming content which included flying drones, designing smart cities and creating chatbots. In 2020, the Amazon Future Engineer programme also supported 250 apprenticeship positions across the country and funded 25 bursary recipients at five UK universities. We also launched Maths4All in July 2020 - an online storefront providing free, curriculum-linked primary maths resources to support children, parents and teachers. With the support of the directors, Amazon has partnered with Barnardo's to help with the reopening of 40 children's service hubs in the communities where our operations and corporate sites are based. This support comes in the form of a monetary donation and the fulfilment of an Amazon Wish List, which is developed in consultation with each service. These hubs serve the most vulnerable children in the community who are often subject to bullying and domestic abuse. It is estimated that 40,000 children have already benefited from these services.

Environmental and Sustainability initiatives

In 2019, Amazon co-founded The Climate Pledge with Global Optimism, an organisation leading on global sustainability policy, calling on signatories to be zero carbon by 2040 - a decade ahead of the Paris Agreement. Companies that sign The Climate Pledge agree to three principle areas of action:

  • Measure and report greenhouse gas emissions on a regular basis;
  • Implement decarbonisation strategies through real business changes and innovations, including efficiency improvements, renewable energy, materials reductions, and other carbon emission elimination strategies;
  • Neutralise any remaining emissions with additional, quantifiable, real, permanent and socially beneficial offsets to achieve net zero annual carbon emission by 2040.

The directors and management are committed to delivering and driving initiatives to achieve The Climate Pledge. Since signing The Climate Pledge, Amazon has continued to make significant strides forward on a number of key initiatives, including:

  • Amazon was the first signatory and 31 other organisations have now signed The Climate Pledge, including Microsoft, Uber, ITV, Canary Wharf Group, Reckitt Benckiser, Mercedes-Benz and Unilever.
  • So far, thanks to the dedication of directors and thousands of employees across the organisation - we have a Sustainability Ambassadors programme with more than 6,500 volunteers globally, and over 650 members across the UK.
  • Amazon and We Mean Business, a global coalition based in the UK, have partnered to encourage companies to adopt more ambitious carbon emission reduction goals.
  • We are on a path to power our operations with 100% renewable energy by 2025. As of December 2020, Amazon had 14 solar and wind projects in the UK that have the capacity to generate over 180 megawatts.
  • In June 2020, Amazon launched the Climate Pledge Fund to support the development of sustainable technologies and services that will enable Amazon and other businesses to meet the Climate Pledge. This dedicated venture investment programme, with an initial $2 billion in funding, will back visionary companies whose products and services will facilitate the transition to a net zero carbon economy.
  • In August 2020, Amazon added more than 500 new electric vehicles to its fleet, all of which hit the road in 2020 to reduce our carbon emissions in the UK.
  • In October 2020, Amazon announced the launch of Climate Pledge Friendly. The new programme will help make it easy for customers to discover and shop for more sustainable products. Customers will now see the Climate Pledge Friendly badge on more than 40,000 products in Europe to signify that the products have one or more of 19 different sustainability certifications that help preserve the natural world, such as reducing the carbon footprint of shipments to customers.
  • In October 2020, we unveiled the largest solar roof top installation of any Amazon site in Europe at the fulfilment centre in Tilbury, Essex. The building has two million square feet of operating space - equivalent to 28 football pitches - and has been fitted with more than 11,500 module solar panels, which generate the equivalent amount of electricity required to power 700 homes for one year.
  • In December 2020, we announced that Amazon had become the world's largest corporate purchaser of renewable energy with the addition of 26 utility-scale wind and solar projects, including a new wind project in South Lanarkshire, Scotland. This has also made Amazon the largest corporate purchaser of renewable energy in the UK.

More information about Amazon's commitment to sustainability can be found on our sustainability website (https://sustainability.aboutamazon.co.uk/).

Ensuring a sustainable and ethical supply chain

Amazon's mission is to conduct our business in a way that respects human rights and the environment. Amazon works closely with suppliers to communicate our standards, and help suppliers build their capacity to provide working environments that are safe and respectful of human rights. The directors and management are strongly committed to conducting business in a lawful and ethical manner, including engaging with suppliers that are committed to the same principles. A strong, trusted supply chain is integral to our success.

The directors and management oversee compliance with Amazon's policies that require suppliers in our manufacturing supply chain and suppliers supporting the Company's operations to comply with our Supply Chain Standards. Our standards are derived from the United Nations Guiding Principles on Business and Human Rights, the UN Universal Declaration of Human Rights, the Core Conventions of the International Labour Organization (ILO), and the ILO Declaration on Fundamental Principles and Rights at Work. To ensure our policies and programmes incorporate these internationally recognised human rights standards, we conduct formal benchmarking with industry peers and multi-stakeholder organisations to continually improve our programme. We use independent auditors to verify supplier compliance with our standards through regular on-site inspections and confidential worker interviews.

The directors and management also expect our suppliers to consistently monitor and enforce our standards in their own operations and supply chain, as well as make improvements to meet or exceed our expectations.

Throughout 2020, we have strengthened our efforts to identify and prevent the risk of modern slavery. We enhanced our partnerships with industry associations and non-profit organisations to develop best practices in combating forced labour. We helped our suppliers increase their capacity to responsibly manage the recruitment of migrant workers. We expanded modern slavery training programmes to raise awareness throughout our own operations, and implemented technology solutions as part of our Global Human Rights Principles and our commitment to international human rights and freely chosen employment. Annually, directors and management review and publish a Modern Slavery Statement which assesses our risks, outlines our efforts and sets commitments.

Section 172(1) Statement covering the following company

Fresh & Wild Limited (03576009)

SECTION 172(1) STATEMENT - DUTY TO PROMOTE THE SUCCESS OF THE COMPANY

Section 172 of the Companies Act 2006 (the "Act") defines the general duties of the directors of a company to promote the success of that company. It is noted that the directors of the Company are under a duty to act in a way that they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholder and, in doing so, to have regard (amongst other matters) to the:

  • likely consequences of the decision in the long term;
  • interests of the Company's employees;
  • need to foster the Company's business relationships with suppliers, customers and others;
  • impact of the Company's operations on the community and the environment;
  • desirability of the Company maintaining a reputation for high standards of business conduct; and
  • need to act fairly between the members of the Company.

The Company operates in the UK as part of Amazon.com, Inc.'s global business ('Amazon'). Amazon has a number of key stakeholder groups which include; customers, our people, suppliers, selling partners, and the communities in which we operate. Amazon's mission, as presented in its group annual report is:

"We seek to be Earth's most customer-centric company. We are guided by four principles: customer obsession rather than competitor focus, passion for invention, commitment to operational excellence, and long-term thinking. In each of our segments, we serve our primary customer sets, consisting of consumers, sellers, developers, enterprises, and content creators. In addition, we provide services, such as advertising to sellers, vendors, publishers, and authors, through programs such as sponsored ads, display, and video advertising."

As a Board, we strive to take decisions for the long term, with the aim of understanding and respecting the views and needs of our stakeholders and our shareholder to whom we are accountable. The Company operates within the global Amazon framework and the application of section 172 considerations is evidenced through a number of activities, both at a Group and Company level, including but not limited to:

  • engagement with customers;
  • workforce engagement;
  • commitment to an inclusive workplace;
  • our response to COVID-19;
  • environmental and sustainability initiatives; and
  • ensuring a sustainable and ethical supply chain.

Engagement with customers

Amazon customers are able to engage with Amazon through a number of physical and digital channels. We gather customer experience insights, including via customer service and social media, to help us deliver the best possible customer experience. An example of a way in which feedback from customers was acted upon by Amazon was in connection to our COVID-19 response. We listened to our customers to identify new ways we could deliver the best shopping experience. Through these insights, we provided customers more time to return products, encouraged contactless delivery to keep our customers safe and provided free content to customers, such as books, music and video available on Amazon devices. Amazon also introduced temporary measures during the initial COVID-19 lockdown period in March 2020 to help ensure customers had access to the products they needed. This included prioritising essential products and working with selling partners to quickly receive, restock, and ship these products to customers.

Workforce engagement

There is an established policy of communicating with all employees regularly through email and at team meetings and All Hands, and of receiving employee feedback through both anonymous and non-anonymous channels. In our continuous effort to understand the employee experience and better ensure we are cultivating a work environment that we are proud of, we regularly solicit feedback from employees. This communication is encouraged and celebrated, as it is vital to the existence of a healthy, enterprising and rewarding workplace. Throughout 2020, the engagement with employees has driven a number of diversity and inclusion initiatives.

Commitment to an inclusive workplace

The directors champion diversity and inclusion as not only the right thing to do for our people, but to improve how we deliver for, and innovate on behalf of, our customers. We honour and respect the differences that each person brings. One way in which Amazon fosters this diverse and inclusive workplace culture is through our employee affinity groups. Amazon has 12 affinity groups, which bring employees together across businesses and locations around the world. With director and company sponsorship, these groups play an important role in building internal networks for creating a community, advising Amazon business units, leading in service projects, and reaching out to communities where our people live and work.

Directors and senior management worked with the affinity groups in 2020 to deliver the following key initiatives:

  • Amazon was an official International Women's Day partner and hosted a variety of panel discussions and guest speakers for our people to celebrate and learn about the social, economic, cultural and political achievements of women.
  • We partnered with LGBTQ+ leaders and media outlet, Pink News, to host the LGBT Leaders: STEM 2020 Conference at our UK head office. The conference is designed to address the under-representation of LGBTQ+ people in science, technology, engineering and mathematical roles.
  • The LGBTQ+ Reading Roadshow was launched in 2019 to provide schools across the UK with free workshops and literature. With schools closed due to the COVID-19 pandemic this year, the LGBTQ+ Reading Roadshow went virtual and included a Q&A session in which participants were able to remain anonymous and a presentation on LGBTQ+ terminology and definitions.
  • We hosted Amazon's #ReadWithPride campaign which highlighted the works of LGBTQ+ authors and stories throughout June 2020.
  • We collaborated with the Royal National Institute of Blind People to provide information directly from the charity's Sight Loss Advice Service to our customers and other stakeholders.
  • Amazon has improved Alexa's ability to more accurately recognise the diverse range of dialects in the UK. Amazon is continually developing its speech technology to improve Alexa's recognition of variations in British language through machine learning. The goal is for Alexa to work equally well for every customer.
  • In September 2020, Amazon's Black Employee Network (BEN), commenced a partnership with Conscious Youth, a Huddersfield-based community organisation. The partnership will include Amazon employees running workshops, entrepreneur classes to empower future sellers, and access to technology education programmes such as AWS Educate and Amazon Future Engineer.
  • With the support of Amazon's affinity group, BEN, Amazon celebrated Black History Month in October 2020 with a host of activities available to customers and employees alike - including specially curated content for Alexa, Audible, Prime Video and Amazon Music.

The effect of these and other initiatives has ultimately led to Amazon being:

  • Recognised as a Top 10 Inclusive Employer at the 2020 British LGBT+ Awards.
  • Ranked second on Forbes World's Best Employers list for 2020.

Our response to COVID-19

Nothing is more important than the safety of our people, partners and customers. To address health concerns linked to the escalation of the COVID-19 pandemic in the UK, the directors have been able to offer additional support to our people and partners, as well as implement and continually enhance a series of preventative and protective health measures. We have invested millions of pounds in additional safety measures since the start of the COVID-19 pandemic.

The health and saefty of customers and communities remains the top priority for Fresh & Wild. As a result of the COVID-19 pandemic, the directors and management implemented the following steps to safer working:

  • Carried out a COVID-19 risk assessment and share the results with the people who work for us.
  • Cleaning, handwashing and hygiene procedures in line with UK Government guidance.
  • We have handed out masks to customers that require them as they enter our stores in accordance with Global guidelines.

The directors and management adjusted the hours of operation during the COVID-19 lockdown period to better serve our communities. This included the introduction of protected shopping windows for customers who are 70+ years old, at high risk or with disabilities, who nation health authroities identified as amoung the most vulnerable to COVID-19, to feel more comfortable shoppin in their stores and helping to ensure tht they are able to get the items they need in a less crowded enviornment. In addition, stores closed up to two hours early to provide team members more time to restock shelves, sanitise stores and rest in preparation for the next day.

Early on in the pandemic, Amazon took a number of steps to support our communities and those directly and indirectly impacted by COVID-19.

  • Amazon joined a coalition of companies to add new testing capacity for COVID-19, with the UK Government leveraging Amazon's logistics network to deliver test kits to homes around the country. Amazon is proud to have supported this initiative, and waived all fees and charges in 2020. This initiative helped to ensure that those who are not able to travel to a test centre can still take a test. During 2020, Amazon delivered over six million test kits to homes around the country.
  • Amazon agreed to deliver - free of charge - approximately 100,000 blood sample packs to 15,000 people for the TRACK-COVID study run by researchers from the University of Cambridge. This is a major national longitudinal study serially tracking coronavirus antibodies, symptoms, and disease outcomes which will play an important role in informing public health policy and, eventually, potential vaccination strategies.
  • Amazon expanded its long-standing partnership with Magic Breakfast to reach more children at risk of hunger, as school restrictions were implemented due to COVID-19. In total, Amazon has distributed more than two million free healthy breakfast packs to children across the UK who normally receive these meals at school.
  • Amazon received a large number of requests from across the UK for charitable donations through our public policy, public relations and customer service teams during the COVID-19 crisis. In the UK, we approved donations to dozens of different charities and organisations in the communities where our people live and work, including the British Red Cross, Home Start, Age UK, Depaul and Mind.

At Fresh & Wild, collaboration with our customers and communities has always been at the heart of our business. We offer a full range of community giving programmers that support communities and organisations around the world whose values and missions align with ours. Our primary giving priorities include healthy food access, community food systems, and food, health and wellness. Our community giving programme comprises of store and regional donations. Store donations are driven through team member nominations and store-wide voting. The store donation process was implemented in 2020, and driven by the desire of the directors to empower team members to have a voice in choosing the organisations Fresh & Wild supports, enabling them to be part of making a real difference in their neighbourhoods. The directors lead the determination of recipients of regional donations. This has led to the directors and management donating to a number of NHS Trusts and Hospitals, Food Bank services and Community Outreach Centers in 2020.

In response to the second wave of lockdowns in November 2020, further donations were made across numerous local charities. Amazon also made additional donations to five national charities, including the British Red Cross, Magic Breakfast, NHS Charities Together, Barnardo's and Depaul, as part of a UK-wide employee matched donation campaign.

Throughout the COVID-19 crisis, we have learnt how important Amazon has been to our communities and customers. We have been fortunate to be able to help make a positive impact during this difficult time. With that in mind, the directors have supported Amazon's decision to not take up any Government support schemes related to the pandemic.

With Amazon's breadth and ability to innovate quickly, we were in a fortunate position to be able to provide the following support during the COVID-19 pandemic:

  • Jobs - In 2020, the directors and management created 10,000 new permanent roles across Amazon's UK network of corporate offices, fulfilment centres, sort centres and delivery stations. The new roles, including engineers, HR and IT professionals, health and safety and finance specialists, as well as those in front-line operations teams who will pick, pack and ship customer orders, will help Amazon meet customer demand and support small and medium sized enterprises selling on Amazon to scale their businesses.
  • Small and medium enterprises - Amazon supported thousands of small businesses across the UK during 2020 by waiving storage and removal fees for new selling partners participating in our Fulfilment by Amazon programme. In July 2020, the directors and management also approved the launch of the Amazon Small Business Accelerator with Enterprise Nation, which will help 200,000 small businesses and startups across the country through access to free online services, credits, training and support. Amazon worked with the British Chambers of Commerce to give up to 1,000 businesses tours of Amazon fulfilment centres, helping other companies learn from the safety measures Amazon has put in place within its own operations so the businesses can re-open safely and kick-start the economy. As part of Amazon's ongoing commitment to support small and medium enterprises, in 2020 we committed to support 110 apprenticeships across 86 small and medium enterprises.
  • Education - With many schools closed due to the COVID-19 pandemic, the directors' support furthered the work of the Amazon Future Engineer programme, which launched a free virtual coding programme to build computer science skills for students learning at home. Over 660 schools and 40,000 users across the UK benefited from the free python programming content which included flying drones, designing smart cities and creating chatbots. In 2020, the Amazon Future Engineer programme also supported 250 apprenticeship positions across the country and funded 25 bursary recipients at five UK universities. We also launched Maths4All in July 2020 - an online storefront providing free, curriculum-linked primary maths resources to support children, parents and teachers. With the support of the directors, Amazon has partnered with Barnardo's to help with the reopening of 40 children's service hubs in the communities where our operations and corporate sites are based. This support comes in the form of a monetary donation and the fulfilment of an Amazon Wish List, which is developed in consultation with each service. These hubs serve the most vulnerable children in the community who are often subject to bullying and domestic abuse. It is estimated that 40,000 children have already benefited from these services.

Environmental and Sustainability initiatives

In 2019, Amazon co-founded The Climate Pledge with Global Optimism, an organisation leading on global sustainability policy, calling on signatories to be zero carbon by 2040 - a decade ahead of the Paris Agreement. Companies that sign The Climate Pledge agree to three principle areas of action:

  • Measure and report greenhouse gas emissions on a regular basis;
  • Implement decarbonisation strategies through real business changes and innovations, including efficiency improvements, renewable energy, materials reductions, and other carbon emission elimination strategies;
  • Neutralise any remaining emissions with additional, quantifiable, real, permanent and socially beneficial offsets to achieve net zero annual carbon emission by 2040.

The directors and management are committed to delivering and driving initiatives to achieve The Climate Pledge. Since signing The Climate Pledge, Amazon has continued to make significant strides forward on a number of key initiatives, including:

  • Amazon was the first signatory and 31 other organisations have now signed The Climate Pledge, including Microsoft, Uber, ITV, Canary Wharf Group, Reckitt Benckiser, Mercedes-Benz and Unilever.
  • So far, thanks to the dedication of directors and thousands of employees across the organisation - we have a Sustainability Ambassadors programme with more than 6,500 volunteers globally, and over 650 members across the UK.
  • Amazon and We Mean Business, a global coalition based in the UK, have partnered to encourage companies to adopt more ambitious carbon emission reduction goals.
  • We are on a path to power our operations with 100% renewable energy by 2025. As of December 2020, Amazon had 14 solar and wind projects in the UK that have the capacity to generate over 180 megawatts.
  • In June 2020, Amazon launched the Climate Pledge Fund to support the development of sustainable technologies and services that will enable Amazon and other businesses to meet the Climate Pledge. This dedicated venture investment programme, with an initial $2 billion in funding, will back visionary companies whose products and services will facilitate the transition to a net zero carbon economy.
  • In August 2020, Amazon added more than 500 new electric vehicles to its fleet, all of which hit the road in 2020 to reduce our carbon emissions in the UK.
  • In October 2020, Amazon announced the launch of Climate Pledge Friendly. The new programme will help make it easy for customers to discover and shop for more sustainable products. Customers will now see the Climate Pledge Friendly badge on more than 40,000 products in Europe to signify that the products have one or more of 19 different sustainability certifications that help preserve the natural world, such as reducing the carbon footprint of shipments to customers.
  • In October 2020, we unveiled the largest solar roof top installation of any Amazon site in Europe at the fulfilment centre in Tilbury, Essex. The building has two million square feet of operating space - equivalent to 28 football pitches - and has been fitted with more than 11,500 module solar panels, which generate the equivalent amount of electricity required to power 700 homes for one year.
  • In December 2020, we announced that Amazon had become the world's largest corporate purchaser of renewable energy with the addition of 26 utility-scale wind and solar projects, including a new wind project in South Lanarkshire, Scotland. This has also made Amazon the largest corporate purchaser of renewable energy in the UK.

More information about Amazon's commitment to sustainability can be found on our sustainability website (https://sustainability.aboutamazon.co.uk/).

Ensuring a sustainable and ethical supply chain

Amazon's mission is to conduct our business in a way that respects human rights and the environment. Amazon works closely with suppliers to communicate our standards, and help suppliers build their capacity to provide working environments that are safe and respectful of human rights. The directors and management are strongly committed to conducting business in a lawful and ethical manner, including engaging with suppliers that are committed to the same principles. A strong, trusted supply chain is integral to our success.

The directors and management oversee compliance with Amazon's policies that require suppliers in our manufacturing supply chain and suppliers supporting the Company's operations to comply with our Supply Chain Standards. Our standards are derived from the United Nations Guiding Principles on Business and Human Rights, the UN Universal Declaration of Human Rights, the Core Conventions of the International Labour Organization (ILO), and the ILO Declaration on Fundamental Principles and Rights at Work. To ensure our policies and programmes incorporate these internationally recognised human rights standards, we conduct formal benchmarking with industry peers and multi-stakeholder organisations to continually improve our programme. We use independent auditors to verify supplier compliance with our standards through regular on-site inspections and confidential worker interviews.

The directors and management also expect our suppliers to consistently monitor and enforce our standards in their own operations and supply chain, as well as make improvements to meet or exceed our expectations.

Throughout 2020, we have strengthened our efforts to identify and prevent the risk of modern slavery. We enhanced our partnerships with industry associations and non-profit organisations to develop best practices in combating forced labour. We helped our suppliers increase their capacity to responsibly manage the recruitment of migrant workers. We expanded modern slavery training programmes to raise awareness throughout our own operations, and implemented technology solutions as part of our Global Human Rights Principles and our commitment to international human rights and freely chosen employment. Annually, directors and management review and publish a Modern Slavery Statement which assesses our risks, outlines our efforts and sets commitments.

Section 172(1) Statement covering the following company

Audible Limited (05280956)

SECTION 172(1) STATEMENT - DUTY TO PROMOTE THE SUCCESS OF THE COMPANY

Section 172 of the Companies Act 2006 (the "Act") defines the general duties of the directors of a company to promote the success of that company. It is noted that the directors of the Company are under a duty to act in a way that they consider, in good faith, would be most likely to promote the success of the Company for the benefit of its shareholder and, in doing so, to have regard (amongst other matters) to the:

  • likely consequences of the decision in the long term;
  • interests of the Company's employees;
  • need to foster the Company's business relationships with suppliers, customers and others;
  • impact of the Company's operations on the community and the environment;
  • desirability of the Company maintaining a reputation for high standards of business conduct; and
  • need to act fairly between the members of the Company.

The Company operates in the UK as part of Amazon.com, Inc.'s global business ('Amazon'). Amazon has a number of key stakeholder groups which include; customers, our people, suppliers, selling partners, and the communities in which we operate. Amazon's mission, as presented in its group annual report is: "We seek to be Earth's most customer-centric company. We are guided by four principles: customer obsession rather than competitor focus, passion for invention, commitment to operational excellence, and long-term thinking. In each of our segments, we serve our primary customer sets, consisting of consumers, sellers, developers, enterprises, and content creators. In addition, we provide services, such as advertising to sellers, vendors, publishers, and authors, through programs such as sponsored ads, display, and video advertising."

As a Board, we strive to take decisions for the long term, with the aim of understanding and respecting the views and needs of our stakeholders and our shareholder to whom we are accountable. The Company operates within the global Amazon framework and the application of section 172 considerations is evidenced through a number of activities, both at a Group and Company level, including but not limited to:

  • engagement with customers;
  • workforce engagement;
  • commitment to an inclusive workplace;
  • our response to COVID-19;
  • environmental and sustainability initiatives; and
  • ensuring a sustainable and ethical supply chain.

Engagement with customers

Amazon customers are able to engage with Amazon through a number of physical and digital channels. We gather customer experience insights, including via customer service and social media, to help us deliver the best possible customer experience. An example of a way in which feedback from customers was acted upon by Amazon was in connection to our COVID-19 response. We listened to our customers to identify new ways we could deliver the best shopping experience. Through these insights, we provided customers more time to return products, encouraged contactless delivery to keep our customers safe and provided free content to customers, such as books, music and video available on Amazon devices. Amazon also introduced temporary measures during the initial COVID-19 lockdown period in March 2020 to help ensure customers had access to the products they needed. This included prioritising essential products and working with selling partners to quickly receive, restock, and ship these products to customers.

Workforce engagement

There is an established policy of communicating with all employees regularly through email and at team meetings and All Hands, and of receiving employee feedback through both anonymous and non-anonymous channels. In our continuous effort to understand the employee experience and better ensure we are cultivating a work environment that we are proud of, we regularly solicit feedback from employees. This communication is encouraged and celebrated, as it is vital to the existence of a healthy, enterprising and rewarding workplace. Throughout 2020, the engagement with employees has driven a number of diversity and inclusion initiatives.

Commitment to an inclusive workplace

The directors champion diversity and inclusion as not only the right thing to do for our people, but to improve how we deliver for, and innovate on behalf of, our customers. We honour and respect the differences that each person brings. One way in which Amazon fosters this diverse and inclusive workplace culture is through our employee affinity groups. Amazon has 12 affinity groups, which bring employees together across businesses and locations around the world. With director and company sponsorship, these groups play an important role in building internal networks for creating a community, advising Amazon business units, leading in service projects, and reaching out to communities where our people live and work.

Directors and senior management worked with the affinity groups in 2020 to deliver the following key initiatives:

  • Amazon was an official International Women's Day partner and hosted a variety of panel discussions and guest speakers for our people to celebrate and learn about the social, economic, cultural and political achievements of women.
  • We partnered with LGBTQ+ leaders and media outlet, Pink News, to host the LGBT Leaders: STEM 2020 Conference at our UK head office. The conference is designed to address the under-representation of LGBTQ+ people in science, technology, engineering and mathematical roles.
  • The LGBTQ+ Reading Roadshow was launched in 2019 to provide schools across the UK with free workshops and literature. With schools closed due to the COVID-19 pandemic this year, the LGBTQ+ Reading Roadshow went virtual and included a Q&A session in which participants were able to remain anonymous and a presentation on LGBTQ+ terminology and definitions.
  • We hosted Amazon's #ReadWithPride campaign which highlighted the works of LGBTQ+ authors and stories throughout June 2020.
  • We collaborated with the Royal National Institute of Blind People to provide information directly from the charity's Sight Loss Advice Service to our customers and other stakeholders.
  • Amazon has improved Alexa's ability to more accurately recognise the diverse range of dialects in the UK. Amazon is continually developing its speech technology to improve Alexa's recognition of variations in British language through machine learning. The goal is for Alexa to work equally well for every customer.
  • In September 2020, Amazon's Black Employee Network (BEN), commenced a partnership with Conscious Youth, a Huddersfield-based community organisation. The partnership will include Amazon employees running workshops, entrepreneur classes to empower future sellers, and access to technology education programmes such as AWS Educate and Amazon Future Engineer.
  • With the support of Amazon's affinity group, BEN, Amazon celebrated Black History Month in October 2020 with a host of activities available to customers and employees alike - including specially curated content for Alexa, Audible, Prime Video and Amazon Music.

In the UK, Audible's directors and management team support a number of programmes to improve the lives of disadvantaged young people in the communities in which we operate. In 2018, we consulted The National Literacy Trust (NLT) on the benefits of listening and audio content on improving literacy. In 2020, we continued the partnership with the NLT on two programmes to promote literacy.

  • Inside Stories at Feltham Young Offenders Institute - Having consulted with educators and young people at Feltham, we are in the process of setting up an audio library of pre-approved content for inmates to access to improve literacy and education outcomes. In January 2020, our directors supported the creation of a podcast training programme for inmates that was included as part of the official education programme.
  • Young City Poets - Audible is funding and supporting this NLT programme that in 2019/20 worked with over a thousand young people aged between 9 and 14 from 42 schools in disadvantaged communities across London and Birmingham. Young people from the schools work with local spoken word artists and the NLT to create poetry about their backgrounds and the city they live in. As well as programme funding, Audible provides schools with Audible accounts with a number of pre-loaded titles related to work they are doing at school with poetry and culture.

Audible's directors recognise the benefits of spoken word content in fostering empathy, understanding and social cohesion. In the summer of 2020, they supported the development of an anti-racism listening list that was promoted heavily on Audible.co.uk, with all Audible profits being donated to charity. As a result of this initiative, Audible was proud make a major donation to The Stephen Lawrence Charitable Trust to support their work in challenging social inequality.

The effect of these and other initiatives has ultimately led to Amazon being:

  • Recognised as a Top 10 Inclusive Employer at the 2020 British LGBT+ Awards.
  • Ranked second on Forbes World's Best Employers list for 2020.

Our response to COVID-19

Nothing is more important than the safety of our people, partners and customers. To address health concerns linked to the escalation of the COVID-19 pandemic in the UK, the directors have been able to offer additional support to our people and partners, as well as implement and continually enhance a series of preventative and protective health measures. We have invested millions of pounds in additional safety measures since the start of the COVID-19 pandemic. We have implemented more than 150 new measures - from masks to hand sanitisers, social distancing to temperature checks - to help our people stay safe. From October 2020, we also provided testing for all our front-line operations employees in the UK and built our own lab in Manchester to provide additional testing capacity to what the government is already offering.

Recognising our teams who continue to play a vital role serving their communities, we spent over $2.5 billion globally on special bonuses and pay incentives in 2020.

Early on in the pandemic, Amazon took a number of steps to support our communities and those directly and indirectly impacted by COVID-19.

  • Amazon joined a coalition of companies to add new testing capacity for COVID-19, with the UK Government leveraging Amazon's logistics network to deliver test kits to homes around the country. Amazon is proud to have supported this initiative, and waived all fees and charges in 2020. This initiative helped to ensure that those who are not able to travel to a test centre can still take a test. During 2020, Amazon delivered over six million test kits to homes around the country.
  • Amazon agreed to deliver - free of charge - approximately 100,000 blood sample packs to 15,000 people for the TRACKCOVID study run by researchers from the University of Cambridge. This is a major national longitudinal study serially tracking coronavirus antibodies, symptoms, and disease outcomes which will play an important role in informing public health policy and, eventually, potential vaccination strategies.
  • As the human voice can be a critical element of recovery for people who are sedated or unwell, from April 2020 Audible provided staff at the Whittington Hospital, University College Hospital, and St Thomas's Hospital each with dozens of Kindle Fire tablets preloaded with a range of free Audible audiobooks through the Books for Dad program. Following positive feedback from people recovering from COVID-19, who say it helps to have access to Audible while coming out of sedation alone in hospital, Audible is in the process of extending this programme to additional hospitals across the UK.
  • Amazon expanded its long-standing partnership with Magic Breakfast to reach more children at risk of hunger, as school restrictions were implemented due to COVID-19. In total, Amazon has distributed more than two million free healthy breakfast packs to children across the UK who normally receive these meals at school.
  • Amazon received a large number of requests from across the UK for charitable donations through our public policy, public relations and customer service teams during the COVID-19 crisis. In the UK, we approved donations to dozens of different charities and organisations in the communities where our people live and work, including the British Red Cross, Home Start, Age UK, Depaul and Mind.
  • In May 2020, Audible made several donations to our creative communities in association with the original podcast, Locked Together, which focuses on the impact the pandemic has had on all of us, through the world of well-known comedians, such as French and Saunders, Harry Hill and Jason Manford. The donations benefited a number of charities in the creative communities, including the Equity Charitable Trust, the Radio Academy's Benevolent Fund and Next Up Comedy.

In response to the second wave of lockdowns in November 2020, further donations were made across numerous local charities. Amazon also made additional donations to five national charities, including the British Red Cross, Magic Breakfast, NHS Charities Together, Barnardo's and Depaul, as part of a UK-wide employee matched donation campaign.

Throughout the COVID-19 crisis, we have learnt how important Amazon has been to our communities and customers. We have been fortunate to be able to help make a positive impact during this difficult time. With that in mind, the directors have supported Amazon's decision to not take up any Government support schemes related to the pandemic.

With Amazon's breadth and ability to innovate quickly, we were in a fortunate position to be able to provide the following support during the COVID-19 pandemic:

  • Jobs - In 2020, the directors and management created 10,000 new permanent roles across Amazon's UK network of corporate offices, fulfilment centres, sort centres and delivery stations. The new roles, including engineers, HR and IT professionals, health and safety and finance specialists, as well as those in front-line operations teams who will pick, pack and ship customer orders, will help Amazon meet customer demand and support small and medium sized enterprises selling on Amazon to scale their businesses.
  • Small and medium enterprises - Amazon supported thousands of small businesses across the UK during 2020 by waiving storage and removal fees for new selling partners participating in our Fulfilment by Amazon programme. In July 2020, the directors and management also approved the launch of the Amazon Small Business Accelerator with Enterprise Nation, which will help 200,000 small businesses and startups across the country through access to free online services, credits, training and support. Amazon worked with the British Chambers of Commerce to give up to 1,000 businesses tours of Amazon fulfilment centres, helping other companies learn from the safety measures Amazon has put in place within its own operations so the businesses can re-open safely and kick-start the economy. As part of Amazon's ongoing commitment to support small and medium enterprises, in 2020 we committed to support 110 apprenticeships across 86 small and medium enterprises.
  • Education - With many schools closed due to the COVID-19 pandemic, the directors' support furthered the work of the Amazon Future Engineer programme, which launched a free virtual coding programme to build computer science skills for students learning at home. Over 660 schools and 40,000 users across the UK benefited from the free python programming content which included flying drones, designing smart cities and creating chatbots. In 2020, the Amazon Future Engineer programme also supported 250 apprenticeship positions across the country and funded 25 bursary recipients at five UK universities. Audible launched 'Audible Stories' with hundreds of free streaming titles in eight languages to provide parents, educators, caregivers, and anyone helping young people whose daily routines are disrupted, a screen-free experience to look forward to each day, while keeping young minds engaged. In the UK, Audible has seen millions of plays of our Audible Stories titles since it launched in March 2020. Amazon also launched Maths4All in July 2020 - an online storefront providing free, curriculum-linked primary maths resources to support children, parents and teachers. With the support of the directors, Amazon has partnered with Barnardo's to help with the reopening of 40 children's service hubs in the communities where our operations and corporate sites are based. This support comes in the form of a monetary donation and the fulfilment of an Amazon Wish List, which is developed in consultation with each service. These hubs serve the most vulnerable children in the community who are often subject to bullying and domestic abuse. It is estimated that 40,000 children have already benefited from these services.

Environmental and Sustainability initiatives

In 2019, Amazon co-founded The Climate Pledge with Global Optimism, an organisation leading on global sustainability policy, calling on signatories to be zero carbon by 2040 - a decade ahead of the Paris Agreement. Companies that sign The Climate Pledge agree to three principle areas of action:

  • Measure and report greenhouse gas emissions on a regular basis;
  • Implement decarbonisation strategies through real business changes and innovations, including efficiency improvements, renewable energy, materials reductions, and other carbon emission elimination strategies;
  • Neutralise any remaining emissions with additional, quantifiable, real, permanent and socially beneficial offsets to achieve net zero annual carbon emission by 2040.

The directors and management are committed to delivering and driving initiatives to achieve The Climate Pledge. Since signing The Climate Pledge, Amazon has continued to make significant strides forward on a number of key initiatives, including:

  • Amazon was the first signatory and 31 other organisations have now signed The Climate Pledge, including Microsoft, Uber, ITV, Canary Wharf Group, Reckitt Benckiser, Mercedes-Benz and Unilever.
  • So far, thanks to the dedication of directors and thousands of employees across the organisation - we have a Sustainability Ambassadors programme with more than 6,500 volunteers globally, and over 650 members across the UK.
  • Amazon and We Mean Business, a global coalition based in the UK, have partnered to encourage companies to adopt more ambitious carbon emission reduction goals.
  • We are on a path to power our operations with 100% renewable energy by 2025. As of December 2020, Amazon had 14 solar and wind projects in the UK that have the capacity to generate over 180 megawatts.
  • In June 2020, Amazon launched the Climate Pledge Fund to support the development of sustainable technologies and services that will enable Amazon and other businesses to meet the Climate Pledge. This dedicated venture investment programme, with an initial $2 billion in funding, will back visionary companies whose products and services will facilitate the transition to a net zero carbon economy.
  • In August 2020, Amazon added more than 500 new electric vehicles to its fleet, all of which hit the road in 2020 to reduce our carbon emissions in the UK.
  • In October 2020, Amazon announced the launch of Climate Pledge Friendly. The new programme will help make it easy for customers to discover and shop for more sustainable products. Customers will now see the Climate Pledge Friendly badge on more than 40,000 products in Europe to signify that the products have one or more of 19 different sustainability certifications that help preserve the natural world, such as reducing the carbon footprint of shipments to customers.
  • In October 2020, we unveiled the largest solar roof top installation of any Amazon site in Europe at the fulfilment centre in Tilbury, Essex. The building has two million square feet of operating space - equivalent to 28 football pitches - and has been fitted with more than 11,500 module solar panels, which generate the equivalent amount of electricity required to power 700 homes for one year.
  • In December 2020, we announced that Amazon had become the world's largest corporate purchaser of renewable energy with the addition of 26 utility-scale wind and solar projects, including a new wind project in South Lanarkshire, Scotland. This has also made Amazon the largest corporate purchaser of renewable energy in the UK.

More information about Amazon's commitment to sustainability can be found on our sustainability website (https://sustainability.aboutamazon.co.uk/).

Ensuring a sustainable and ethical supply chain

Amazon's mission is to conduct our business in a way that respects human rights and the environment. Amazon works closely with suppliers to communicate our standards, and help suppliers build their capacity to provide working environments that are safe and respectful of human rights. The directors and management are strongly committed to conducting business in a lawful and ethical manner, including engaging with suppliers that are committed to the same principles. A strong, trusted supply chain is integral to our success.

The directors and management oversee compliance with Amazon's policies that require suppliers in our manufacturing supply chain and suppliers supporting the Company's operations to comply with our Supply Chain Standards. Our standards are derived from the United Nations Guiding Principles on Business and Human Rights, the UN Universal Declaration of Human Rights, the Core Conventions of the International Labour Organization (ILO), and the ILO Declaration on Fundamental Principles and Rights at Work. To ensure our policies and programmes incorporate these internationally recognised human rights standards, we conduct formal benchmarking with industry peers and multi-stakeholder organisations to continually improve our programme. We use independent auditors to verify supplier compliance with our standards through regular on-site inspections and confidential worker interviews.

The directors and management also expect our suppliers to consistently monitor and enforce our standards in their own operations and supply chain, as well as make improvements to meet or exceed our expectations.

Throughout 2020, we have strengthened our efforts to identify and prevent the risk of modern slavery. We enhanced our partnerships with industry associations and non-profit organisations to develop best practices in combating forced labour. We helped our suppliers increase their capacity to responsibly manage the recruitment of migrant workers. We expanded modern slavery training programmes to raise awareness throughout our own operations, and implemented technology solutions as part of our Global Human Rights Principles and our commitment to international human rights and freely chosen employment. Annually, directors and management review and publish a Modern Slavery Statement which assesses our risks, outlines our efforts and sets commitments.

CORPORATE GOVERNANCE ARRANGEMENTS STATEMENT FOR AMAZON UK SERVICES LTD.

The Company is a subsidiary of Amazon.com, Inc., a NASDAQ publicly listed company that is subject to the listing requirements of The NASDAQ Stock Market, including its corporate governance requirements. Amazon.com, Inc. is guided by four core principles: customer obsession rather than competitor focus; passion for invention; commitment to operational excellence; and long-term thinking. As a subsidiary of Amazon.com, Inc., the Company abides by and applies these guiding principles. The directors of the Company consider that these principles and the corporate governance arrangements described herein, together with the recent changes to UK corporate law that the Company abides by, cover the key areas in the UK's corporate governance framework. As such, the directors of the Company have decided to comply with Regulation 14 of The Companies (Miscellaneous Reporting) Regulations 2018 for the financial year ending 31 December 2020 via a tailored statement of its corporate governance arrangements as outlined below instead of formally adopting a recognised code of corporate governance.

The Board of Directors of the Company comprises four directors who are responsible for the control and direction of the Company, operating within the guidelines of Amazon.com, Inc., the Company's ultimate beneficial owner. The size and structure of the Board is appropriate for the Company's strategic needs and challenges. Pursuant to section 173 of the Companies Act 2006, the directors of the Company ensure that they exercise independent judgement and objectivity, in addition to the other duties under the Companies Act 2006. The Company is accountable to its shareholder and its primary purpose is to build long-term, sustainable shareholder value, which it does through promoting and embracing Amazon.com, Inc.'s mission "to be Earth's most customer-centric company" and identifying opportunities to create and preserve value.

The Board takes decisions throughout the financial year on important matters to the Company. Details of principal risks considered are included in the Company's Strategic Report. Each director of the Company ensures that other existing and planned future commitments, including employment responsibilities and service on the boards of other entities, do not materially impede with their service as a director of the Company.

The Board believes that there is a balance of skills, backgrounds, experience and knowledge, with individual directors of the Company having sufficient capacity to make a valuable contribution, in order to promote the Company's and Amazon.com, Inc.'s values and culture and to contribute to the long-term sustainable success of the Company.

As a subsidiary of Amazon.com, Inc., the Company is also required to abide by and enforce the provisions of Amazon.com, Inc.'s Code of Business Conduct and Ethics (which can be found here: https://ir.aboutamazon.com/corporate-governance/documents-charters/code-business-conduct-and-ethics) and related policies and procedures.

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