Board Oversight Disclosure.
Over the past several years, companies have increasingly used
their proxy statements to communicate how their boards have
exercised oversight over key matters. We expect this trend to
accelerate in the 2020 proxy season. This trend is being driven
both by institutional investors' desire for a greater
understanding of the governance of their portfolio companies and
companies' desires to efficiently and effectively disseminate
information into the marketplace to enhance their shareholder
engagement programs. "Voluntary" disclosures that are
increasingly becoming common include descriptions of board's
oversight of long-term strategy, culture, diversity, ethics, human
capital management, cybersecurity, climate change, sustainability,
human rights, political contributions and lobbying expenditures.
Companies also have been increasingly including factors that
connect to relevant ESG topics as part of their skill matrix in
their proxy statements.
