ISS | The Securities Edge

When does hedging or pledging of company stock by insiders equate to bribery?

By Gustav L. Schmidt on February 13th, 2013 Posted in Corporate Governance

The answer: when ISS is evaluating a public company’s corporate governance under its revised policies for the 2013 proxy season. We previously blogged about the potential insider trading issues that could theoretically arise when insiders pledge company stock to secure loans. Now, with the implementation of the revised ISS governance standards, there are additional reasons… Continue Reading

Are investors’ interests served by proxy advisory firms?

By David C. Scileppi on January 3rd, 2013 Posted in Corporate Governance

As we say “goodbye” to 2012 we say “hello” to another proxy season full of angst caused by the self-appointed czars of corporate governance, the proxy advisory firms. Although ISS and Glass Lewis have been making voting recommendations for more than a decade, over the past two years their power over voting outcomes has increased. … Continue Reading

Binding say-on-pay: Is it coming to a public company near you?

By Gustav L. Schmidt on June 27th, 2012 Posted in Compensation

Following the recent financial crisis and government bailouts of major U.S. financial institutions, the federal government has gradually facilitated a power shift from companies and their officers and boards of directors to their shareholders. A prime example of this is the recently enacted “say-on-pay voting” requirements. Through provisions of the Dodd-Frank Act which was passed… Continue Reading