Glass Lewis’ 2022 Proxy Voting Policy Guidelines are now available for the United States and Canada, Continental Europe, and the UK. In addition, we have released our 2022 Environmental, Social & Governance (ESG) Initiatives Policy Guidelines, covering shareholder proposals. Guidelines for additional markets will follow over the coming weeks.

You can access our upcoming 2022 Proxy Voting Policy Guidelines here.

The policy guidelines set out Glass Lewis’ approach to assessing all topics on the annual general meeting agenda, covering everything from director elections, executive compensation, boards and balance sheet management to ESG issues. They are reviewed at least annually and tailored to reflect the governance and regulatory environments of each market, while keeping a global perspective in mind. Specific focus is paid to recent and pending changes to rules, requirements and market practices, along with any other factors that could materially affect shareholder rights or stewardship more generally.

Our 2022 market guideline updates reflect the trending topics at the top of mind for investors and issuers, including board diversity and composition, Say on Climate votes, special purpose acquisition companies (SPACs), and the oversight of environmental and social risks. For an overview of other changes, see below.

North America

  • In the U.S. and Canada, we have expanded our policies on board composition and diversity, including related disclosure, to reflect evolving state and regulatory rules, and outlined our transition from a fixed numerical approach to a percentage-based approach in assessing board-level representation.
  • We have also introduced new policies to address the unique governance issues relevant at companies following a business combination with a special purpose acquisition company (SPAC). In addition, we have reviewed and clarified our policies on executive compensation, including with reference to the use of environmental and social metrics.

Environmental, Social & Governance Initiatives

  • We have updated our ESG guidelines to clarify Glass Lewis’ approach to assessing management- and shareholder-sponsored Say on Climate proposals, along with proposals requesting that companies adopt Say on Climate votes. In addition, we have codified our approach to shareholder proposals requesting that companies lower the threshold required to initiate written consent.

Europe

  • Our 2022 policy guidelines reflect the introduction of new voting policies on board gender diversity and environmental and social risk oversight announced last year, and include new and revised sections covering our standards for assessing the composition and performance of board committees, as well as their leadership. Further, we have clarified our approach to several topics

United Kingdom

  • Board diversity policies have been updated to reflect an expectation that FTSE 100 companies appoint at least one director from a minority ethnic group. We have also materially revised our policies on executive remuneration to clarify the key considerations that we take into account when analysing shareholder votes on pay policies and their implementation.

For more details, you can download the published 2022 Glass Lewis policy guidelines here.