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Proxy advisory firms Institutional Shareholder Services (ISS)
and Glass, Lewis & Co. (Glass Lewis) recently published updated
guidelines governing shareholder meetings for the 2021 proxy
season. The ISS Benchmark Policies for Canadian issuers
and Glass Lewis Guidelines focused on key issues,
including gender diversity, environmental and social risk
oversight, board refreshment, and other corporate governance
matters.
These updates come in addition to the recent guidelines by ISS and Glass Lewis published in response to the
COVID-19 pandemic.
Board Diversity
Glass Lewis has provided that board of directors with less than
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Institutional Shareholder Services (ISS) and Glass, Lewis & Co. (Glass Lewis) have both released updates to their respective Canadian proxy voting guidelines for the 2021 proxy season. The ISS updates apply to shareholder meetings of publicly traded Canadian companies occurring on or after February 1, 2021, while the Glass Lewis updates apply to meetings that are held on or after January 1, 2021.
Recommendations from proxy advisory firms such as ISS and Glass Lewis can have a significant impact on the outcome of business conducted at shareholder meetings, especially if institutional investors comprise a significant portion of the company s shareholder base. Canadian public companies should review the updates with their legal counsel to determine the impact on disclosure and governance practices, and take steps to mitigate any potential adverse voting recommendations from ISS or Glass Lewis.