In preparation for the upcoming proxy season, issuers should
familiarize themselves with the Canadian proxy voting guidelines
recently published by Institutional Shareholder Services Inc. (ISS)
and Glass Lewis & Co. (Glass Lewis),
respectively. This bulletin addresses certain topics covered by the
ISS benchmark policy recommendations and Glass Lewis's proxy
guidelines and shareholder initiatives guidelines, respectively, in
each case for the 2020 proxy season in respect of issuers listed on
the Toronto Stock Exchange (TSX).
PROXY ADVISORY FIRMS' ROLE
Proxy advisory firms review and analyze matters put forward for
consideration at shareholder meetings and make highly influential
voting recommendations concerning such matters to their clients,
who are typically institutional investors. The items considered
range from routine matters, such as the appointment of auditors, to
proxy contests and complex business acquisition transactions that
involve a voting decision,