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Dodd-Frank

ISS Policy Application Survey Highlights Director Pay and Gender Pay Gap

by   |   October 19, 2017

This year ISS conducted two surveys. One was a high-level survey covering a small number of fundamental and high-profile topics.  We reported the results here.  ISS has now announced the results of a second, more expansive and geographically diverse Policy Application survey.  ISS highlighted the following results 2017 Policy Application survey for US issuers:

  • Director Pay in the U.S. Survey respondents were asked which factors should be considered in determining whether a director pay program presents a governance concern with respect to high pay magnitude. Tops for investors was measuring director pay relative to a four-digit Global Industry Classification Standard (GICS) peer group, followed by stock market index peers, and, third, measuring a director pay program relative to all companies. Corporate respondents, meanwhile, deemed the measurement of pay relative to a stock market index most appropriate, followed next by pay measurements relative to a four-digit GICS industry peer group. When asked which factors should be considered in determining whether a pay program presents a governance concern with respect to problematic pay structure, both groups agreed that excessive perquisites was most problematic.
  • Gender Pay Gap. Over the past two years, shareholders have filed proposals asking for a report on gender pay equity at numerous U.S. companies. ISS’ survey asked whether companies should be disclosing their gender pay gap information, with 60 percent of investor respondents answering affirmatively, compared with 17 percent for corporates. Of the just over one-quarter (27 percent) of investor respondents suggesting the need for such disclosures would “depend” on certain considerations, most indicated they would deem it favorable if the practice became an industry norm and/or the company was lagging its peers.