Stinson Leonard Street Dodd Frank


The Dodd-Frank Act has broad and deep implications that will touch every corner of financial services and multiple other industries. This site, developed and maintained by attorneys at Stinson Leonard Street, is dedicated to making sense of this complex legislation and helping businesses understand how it will affect them specifically. Our Bloggers »


ISS Updates FAQs on U.S. Proxy Voting Research and Policies

by   |   April 2, 2018

ISS has updated its frequently asked questions on U.S. Proxy Voting Research Procedures & Policies (Excluding Compensation-Related). New and updated questions include:

  • When are ISS’s proxy reports issued?
  • How and when will ISS change a vote recommendation in a proxy alert?
  • How can a company request engagement with the U.S. research analysts?
  • When is the best time to request an engagement?
  • What topics are generally discussed in engagements regarding non-contentious meetings?
  • Is there a blackout period for engagement with research?
  • What exceptions to the attendance policy apply in the case of a newly-appointed director?
  • Proxy access proposals: How will ISS evaluate a Board’s implementation of proxy access in response to a majority-supported shareholder proposal?
  • How will ISS apply the new 2018 policy whose previously-grandfathered poison pills will be expiring shortly?
  • How do companies terminate poison pills prior to the expiration date?
  • Does ISS still consider deadhand or slowhand provisions problematic?
  • What if a company adopts a poison before the company goes public?
  • Removal of Shareholder Discretion on Classified Boards
  • Which types of charter/bylaw adoptions are likely to result in continued adverse voting recommendations?
  • What is the purpose of the Governance Failures Policy?