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Results: Proxy Season Survey .

As part of Nasdaq’s commitment to reform around the proxy process, we conducted our third annual proxy season survey with the U.S. Chamber of Commerce.

Results: Proxy Season Survey

By Nelson Griggs / President, Nasdaq Stock Exchange

Proxy advisory firms continue to play an outsized role in corporate governance in the United States, imposing their views of appropriate corporate governance on public companies and their shareholders, and they remain demonstrably influential in how proxy votes are cast. More than 140 companies participated in the 2017 joint Nasdaq-Chamber proxy season survey. Below are a few findings, and you can read the highlights of the survey results here .

  • Corporate engagement with proxy advisory firms increased with little difference in outcomes- 24% more companies reported proactive outreach to proxy advisory firms on issues subject to shareholder votes in 2017 compared to 2016. Of the 52% of companies that did request a meeting, requests were denied 38% of the time and many were only granted a phone conversation rather than an in-person meeting. This denial rate was lower than in 2016, but very similar to the rate of denials found in 2015.
  • Corporate engagement with investors and the SEC increased - The number of companies that have some form of year-round, regular communication program with institutional investors increased by 16% from 2016 to 91%.
  • Companies see little change in proxy advisory firms’ conflicts of interest or issue expertise - Only 35% of companies believed the proxy advisory firm carefully researched the issue on which it provided advice.
  • Companies largely support the “Corporate Governance Reform and Transparency Act of 2016”- 92% of companies say they support the proposed legislation, which would require proxy advisory firms to register with the SEC and become subjected to proper oversight.

Nasdaq is a vocal supporter of the “Corporate Governance Reform and Transparency Act of 2016” and we included that recommendation in our Revitalize blueprint.


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