ISS has announced a new program that allows companies to verify
the data that ISS will use to evaluate a new or amended equity
plan. The "Equity Plan Data Verification" should be a
must-do for companies proposing a new plan or adding shares to an
existing plan.
Under the program, ISS will show a company the data that ISS
will use for its voting recommendation on the proxy before making
the recommendation. The data includes both plan terms (such
as change in control provisions and share recycling) and equity
information (such as the number and type of outstanding grants and
shares available for future grant).
While a company will have only two days to respond when ISS
provides its initial data for review, the company can be
ready. The verification program materials include the 27 data
points that ISS will consider which allows the company to have its
answers complete before the proxy is filed.
