Against the backdrop of the COVID-19 pandemic and the novel
challenges with which public companies around the world have been
faced, Glass Lewis & Co. ("Glass Lewis") and
Institutional Shareholder Services Inc. ("ISS"), two
established proxy advisory firms, have released updates in
connection with how their voting policies will be applied in the
course of the 2020 proxy season. The central themes from both
advisors are that the COVID-19 pandemic is creating exceptional and
difficult circumstances for Boards to navigate, and that the firms
will have an increased flexibility in their approach to proxy
contest reviews, with an emphasis on the quality of companies'
decision-making, disclosure and reasoning in respect of any changes
to governance, compensation and capital structure.
