State Street Global Advisors (SSGA) released today this Issuer Engagement Protocol and its annual updated 2019 Proxy Voting and Engagement Guidelines for North America (US & Canada) and other regions, which are designed to work in tandem with its also updated Global Proxy Voting and Engagement Principles.
Key takeaways from the Engagement Protocol, which aims to inform companies about SSGA's engagement objectives and preferred terms of engagement, include:
- Factors SSGA considers in developing its target list of companies for engagement each year, and its preferred forms of engagement
- Information companies should include in their engagement request emails
- Preferences for engaging directly with independent directors separate and apart from engagements with management - on different topics, at different intervals, and at different times of the year
- Types of scenarios that are likely to result in SSGA accepting or rejecting engagement requests from companies
- SSGA welcomes and reviews written notifications from companies of changes to their governance practices, but only responds to those letters when it is looking for additional clarity or seeking to address specific changes.
The Engagement Protocol also includes guidance for SSGA's interactions with activist investors and shareholder proposal proponents.
According to this Summary of Material Changes, significant proxy voting principle changes for 2019 include enhanced disclosure on SSGA's approach to its proxy voting on E&S shareholder proposals (applicable to all markets) and market-specific expanded board gender diversity voting guidelines, which - for the US - entail voting against entire Nominating Committees of boards that don't have at least one woman director and that haven't engaged in successful dialogue with SSGA on this issue for three consecutive years (previously reported on here).
Access additional information & resources on our Institutional Investors page.