ISS Releases Updated Proxy Voting Policies For 2012

On November 17, 2011, Institutional Shareholder Services, the influential proxy advisory firm, released its 2012 proxy voting policies. These policies, which govern ISS' voting recommendations, will begin to apply for shareholder meetings that take place on or after February 1, 2012.

We recommend that companies start to evaluate now how ISS will respond to planned management and shareholder proposals at their 2012 annual meeting of shareholders. If a company anticipates a negative recommendation, it may be possible to make changes in the planned proposals to avoid such a recommendation. Alternatively, a company could evaluate its prospects for convincing institutional investors to vote independently of the anticipated ISS recommendation. Last proxy season, a few companies responded to negative ISS recommendations by communicating directly with their shareholders, using summary documents filed with the SEC as additional proxy soliciting materials.