The percentage of companies surveyed that had a proxy advisory firm make a recommendation on an issue included in their proxy statements, a level that is 5% lower than in 2017 and 2018.
of companies advised proxy advisory firms and their clients of recommendations that did not advance the best economic interest of shareholders, a 10% decrease from 2018.
of companies carefully monitored proxy advisory firm recommendations for accuracy or reliance on outdated information, lower than in 2018 (83%) and 2017 (91%).
The proxy advice market is dominated by two firms—Institutional Shareholder Services (ISS) and Glass Lewis—which collectively control 97% of the industry. ISS and Glass Lewis have effectively become the standard setters for corporate governance in the United States, notwithstanding the fact these firms have a history of making errors, are rife with conflicts of interest, and provide little transparency as to how they develop vote recommendations.
This is the fifth year that Nasdaq and the U.S. Chamber of Commerce have conducted a survey to examine the experiences public companies had with proxy advisory firms during the most recent proxy season. The survey is intended to help inform current and future regulatory initiatives related to proxy advisory firms and their role within the U.S. proxy system.