ISS Updates Proxy Voting Policies For 2015

Institutional Shareholder Services (ISS) recently published updates¹ to its benchmark U.S. proxy voting guidelines (which ISS also refers to as "policies") for determining its proxy voting recommendations to the institutional investors who are its clients. ISS will use the updated benchmark U.S. policies to formulate voting recommendations for public company shareholder meetings occurring on or after February 1, 2015. The updates relate to ISS's proxy voting policies regarding:

• voting on board proposals seeking approval of equity-based compensation plans (Equity Plans);
• whether to vote against or withhold votes from individual directors, members of board committees or the entire board when boards have adopted bylaw or charter amendments materially diminishing shareholders' rights or that could adversely affect shareholders without shareholder approval or ratification of those amendments (Unilateral Amendments);