A Summary of Compensation-Related Updates to the Proxy Voting Guidelines of ISS and Glass Lewis

Shearman & Sterling LLP
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Institutional Shareholder Services Inc. (“ISS”) recently finalized its Proxy Voting Guidelines (the “ISS Guidelines”) that apply to all shareholder meetings held after February 1, 2016. A number of the updates relate to executive compensation matters, including changes to ISS’s US Equity Plan Scorecard. In addition, Glass, Lewis & Co., LLC (“Glass Lewis”) has posted its 2016 Guidelines (the “Glass Lewis Guidelines”), which clarify Glass Lewis’s compensation policies. This publication summarizes the compensation-related updates to both the ISS Guidelines and the Glass Lewis Guidelines.

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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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