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Proxy Season: Consider These Key Takeaways for 2020

By Randi Morrison posted 08-25-2019 10:45 PM

  

EY’s "2019 Proxy Season Review" reveals these and other noteworthy trends and associated key takeaways for boards, corporate secretaries and other governance professionals based on its analysis of 2019 proxy statements:

  • Votes against all-male boards - Votes against Nom/Gov chairs at all-male S&P 1500 boards have tripled since 2016 to an average of 24% this year compared to 5% for Nom/Gov chairs on boards composed of at least 20% females. Similarly, Nom/Gov committee members and all other directors on all-male S&P 1500 boards garnered "no" votes of 18% and 8%, respectively, compared to 4% and 3%, respectively, at companies whose boards are at least 20% female.
  • Diversity disclosure - 45% of the Fortune 100 disclosed the board’s racial/ethnic diversity, up from 23% three years ago. 36% of the Fortune 100 disclosed the board's overall diversity (gender, race, ethnicity and sometimes other identity categories), up from 13% in 2016.
  • Skills matrix - 75% of the Fortune 100 disclosed a skills matrix to highlight the diversity of relevant director qualifications, up from 30% in 2016.
  • Shareholder engagement - 91% of Fortune 100 companies disclosed engaging with investors - up from 82% in 2016, and 56% of the Fortune 100 disclosed director involvement in select engagement discussions compared to 29% in 2016, as shown here:


In addition to the report's "Key board takeaways" see the questions for board consideration on page 8, EY's online overview, and additional information and resources on our Proxy Season and Annual Meeting/Proxy Statement pages. This post first appeared in the weekly Society Alert!

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