Updates To ISS Proxy Voting Guidelines

Institutional Shareholder Services (ISS) is one of the leading proxy advisory firms that makes voting recommendations on public companies' proxy resolutions. In Canada, ISS' recommendations on transactions and governance issues can have a significant impact on many shareholders' opinions, and particularly the opinions of institutional shareholders.

ISS publishes its proxy voting guidelines which explain the policies underlying its recommendations. For 2016, ISS updated certain items in guideline. The updates, as described below, are good indicators of investors' views toward current issues in the corporate governance landscape.

Director Overboarding

In response to information about the average workload for directors (over 300 hours a year, on average), ISS has revised its overboarding policy to lower the number of boards a director should sit on. For directors who: