Proxy advisers: Have your say

Wednesday, 12 April 2017

Lysane Pelling photo
Lysane Pelling
Senior Policy Adviser, Australian Institute of Company Directors

    The AICD will launch the research phase of its annual NFP Governance and Performance Study tomorrow (11 May). NFP Sector Leader Phil Butler explains how you can help.

    Last year’s AGM season saw some of Australia’s largest companies receive a ‘strike’ against their remuneration reports. These events reignited debate on the voting influence and practices of proxy advisory firms.

    Some prominent business leaders, professional advisers and governance commentators have been vocal in criticising proxy advisers for:

    • Neglecting to properly engage with boards, especially prior to making negative voting recommendations;
    • Failing to undertake an in-depth analysis when forming recommendations, and
    • Adopting an inflexible ‘tick-the-box’ approach to the governance arrangements of companies.

    The lack of any obligation on proxy advisers to disclose any potential or actual conflicts of interests and the policies in place to manage such conflicts is another commonly cited issue of concern with these service providers.

    While the AICD recognises and respects the role of proxy advisers, we have previously expressed concerns that this influential group operates without some form of code of conduct or self-regulatory mechanisms.

    We are continuing our research and advocacy work on these important issues, with a view to finalising our policy position shortly.

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