Frequently Asked Questions

We use only publicly available information. This includes company filings, press releases, news articles and any other material that is available to all shareholders. We do this to ensure our analysis is fair and objective and to help encourage companies to release all necessary information to their shareholders.
We would be happy to have a conference call/meeting with you to discuss general corporate governance issues. Please visit our Engagement Policy page to submit a request detailing your availability, topics of interest and date of your last shareholder meeting.
Please visit our Purchase a Proxy Paper page to submit a request for a copy of your company’s Proxy Paper research report.

Questions related to our Proxy Paper research reports.

We receive the company information in our reports from a third party data provider – Capital IQ. If the information we provide is not up to date, we encourage you to contact them directly.
The percentages are annualized shareholder returns based on the “Closing Price” date that appears on page 3 of the Glass Lewis report in the Competitors/Peer Comparison. All of the market-based data on pages 2 and 3 of our reports (stock chart, total return table, market cap, enterprise value, closing price, stock performance) are as of that date that corresponds to our most recent data download from our third-party provider, Capital IQ, prior to publishing the report. The peers used in our pay-for-performance analysis are provided by Equilar.
For reports on companies that include our pay-for-performance analysis, we generally display a subset of companies from the pay-for-performance sub-industry peer group, provided by Equilar. For reports on companies that do not include our pay-for-performance analysis, the companies shown on page 3 are selected based on GICS, market cap and revenue.
The data on page 3 is as of the “Closing Price” date listed on that page. The analysis of the equity plan proposal is as of the company’s fiscal year-end date.

We classify a director as affiliated when the director has a material financial, familial or other relationship with the company or its executives but is not an employee of the company. This includes directors whose employers have a material financial relationship with the company. In addition, we view a director who owns or controls 20 percent or more of the company’s voting stock as an affiliate.
We apply different financial thresholds for different types of related-party transactions. Where no amount is disclosed, we assume the transaction surpasses our applicable threshold. The strictest threshold is applied to situations in which a director (or a family member) is paid for a service he or she agreed to perform for the company, outside of his or her service as a director, including professional or other services. Our next threshold applies to situations where a director (or a family member) is employed by a professional services firm such as a law firm, investment bank or consulting firm and the company pays the firm, not the individual, for services. This threshold would also apply to charitable contributions to schools where a director (or a family member) is a professor, or charities where a director (or a family member) serves on the board or is an executive, and any aircraft or real estate dealings between the company and a director’s firm. Lastly, we apply our most lenient threshold to all other business relationships where a director (or a family member) is an executive officer of a company that provides products/services to or receives products/services from the company.
We apply a 5-year look-back period to former company employees and a 3-year look-back period to related-party transactions other than interlocking directorships and charitable contributions, for which we generally do not apply a look-back period.