Policy Guidelines Updated: United States, Canada, Shareholder Initiatives
Glass Lewis’ Policy Guidelines provide an overview of our approach to governance and proxy research. In developing our policies, we consider a diverse range of perspectives and inputs, with ongoing analysis of regulatory developments, academic research and evolving market practices as a starting point. We incorporate insights gained from discussions with institutional investors, trade groups and other market participants, as well as meetings of the Glass Lewis Research Advisory Council. Further, our engagement meetings with over 1,000 public companies each year help shape our guidelines by adding essential market- and industry-specific context.
Among other updates, the 2018 Guidelines:
- Feature increased discussion of board gender diversity in our reports, including a phased policy that will see nomination committee chairs targeted with against/withhold recommendations if boards do not include a female director, or provide a cogent explanation for their absence, by 2019;
- Set out our phased policy on virtual-only meetings, which from 2019 will hold governance committees accountable if shareholders are not offered the same rights and opportunities to participate as at a physical meeting;
- Address the emergence of proxy access in international markets, including Canada, and explain our rationale for approaching such proposals in the context of the regulatory landscape;
- Harmonize our approach in areas such as board responsiveness and dual-class share structures, including within the context of recent IPOs and spin-offs; and
- Clarify our methodologies, including for our pay-for-performance (P4P) grades and treatment of outside commitments for NEOs, and on shareholder proposals relating to climate change and proxy access.
We believe in transparent, aligned and well-governed markets in service of our purpose to empower clients seeking to maximize long-term shareholder value. As such, investor clients and non-clients, issuers and other stakeholders are invited to comment on these updates, as well as any aspect of the Policy Guidelines, at any time throughout the year. Your feedback will be taken into consideration as we continue to evaluate our guidelines on an ongoing basis and formally update them annually.
Access Glass Lewis Guidelines
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