ISS and Glass Lewis Release 2013 Voting Guideline Updates


The proxy advisory firms Glass Lewis & Co. (“Glass Lewis”) and Institutional Shareholder Services Inc. (“ISS”) recently released the 2013 updates to their U.S. proxy voting guidelines. These updates will influence the recommendations that these firms make during the 2013 proxy season. Unlike in recent years, the updates do not reflect major revisions to policies, but rather reflect changes to specific areas of concern for the proxy advisory services and their institutional investor clients.


This year, Glass Lewis updated a handful of its voting guidelines, following an update to the firm’s guidelines on advisory votes on executive compensation (“Say-on-Pay votes”) earlier this year. The latest changes to the guidelines will go into effect for shareholder meetings taking place after January 1, 2013. In addition to changes specifically relating to capital raising and share issuances below net asset value that are applicable to entities such as real estate investment trusts and business development companies, Glass Lewis updated the more broadly applicable voting guidelines described below.

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DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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