AGMs and proxy
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Berkshire Hathaway AGM vote signals rising support for human capital proposals
Support for human capital proposals in corporate governance is rising, even when those proposals fall short. At Berkshire Hathaway, such a shareholder proposal backed by As You Sow recently won 27.7 percent support at board level.
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How are you thinking about succession planning? Research shows that CEOs aren’t getting any younger
I’m sure many of our readers are very tied up in preparing for, conducting or dealing with the endless follow-up to their earnings announcements this week – but, for those that aren’t, I can recommend some weighty academic reading.
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2026 US Proxy Season Preview
In what promises to be a groundbreaking year, the 2026 proxy season will play out alongside an ambitious SEC regulatory agenda with a focus on supporting innovation, capital formation, market efficiency and investor protection. The SEC’s near-term priorities include establishing a regulatory framework for crypto assets, expanding investor access to private markets, easing compliance burdens, re-anchoring disclosures in materiality and reforming securities litigation to curb frivolous lawsuits. The Commission is additionally fast-tracking a rule change to allow public companies to switch from quarterly to semi-annual earnings reporting. The proxy voting landscape is also being reshaped with the goal of ‘depoliticizing’ shareholder meetings…
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‘We believe many ESG-driven decisions lack objectivity’: NLPC director Paul Chesser on why companies should shun culture-war activism
For more than two decades, the National Legal and Policy Center (NLPC) has positioned itself as a prominent conservative watchdog challenging what it sees as the growing politicization of corporate America. As director of the organization’s Corporate Integrity Project – an initiative that uses shareholder proposals and public campaigns to target corporations it believes are adopting excessively progressive policies – Paul Chesser embodies that mission.
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Playbook: Proxy design: Beyond compliance
This playbook explores how modern proxy statements have evolved from compliance documents into strategic shareholder communications. It offers practical guidance on clarity, visual strategy and integrated execution to help organizations strengthen engagement, build trust and elevate governance effectiveness. By elevating both clarity and design, companies signal discipline, transparency and a genuine respect for shareholder time. This approach not only strengthens understanding of governance decisions but also positions the proxy as a meaningful touchpoint that deepens trust and demonstrates communication excellence. In this playbook, written in association with The Nuvo Group, you will learn: The report includes exclusive insights and case…
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‘You sit down with tax collectors and prostitutes’: How Bowyer Research is reshaping proxy voting on the right
Bowyer Research first came to the attention of IR Impact – and many on the mainstream governance scene – when the firm’s ESG-skeptic voting policies were picked up by ISS. Today, those policies are available through all the major proxy voting advisory firms and Bowyer Research, which is essentially a mom-and-pop (plus kids) shop run out of Pennsylvania, advises many millions of dollars, including the $57 bn Texas Permanent School Fund. Jerry Bowyer, co-founded Bowyer Research with Susan, his wife of 31 years, , feels the right is playing catch up when it comes to equities and proxy voting –…
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As Trump signs executive order targeting ISS and Glass Lewis, experts say change is already happening
‘Unbeknownst to many Americans, two foreign-owned proxy advisors, ISS and Glass Lewis, play a significant role in shaping the policies and priorities of America’s largest companies through the shareholder voting process,’ wrote US President Donald Trump on Thursday as – after weeks of rumor – he signed an executive order targeting the two firms. In it, Trump advises everyone from the SEC to the Federal Trade Commission, the Attorney General, the Secretary of Labor to put a regulatory spotlight on the big two. The rhetoric leading up to the signing was fierce: SEC chairman Paul Atkins talked about the ‘weaponization…
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Glass Lewis tightens US oversight of board powers in broader 2026 proxy rethink
Glass Lewis released its 2026 Benchmark Policy Guidelines on December 5, setting out notable changes for its policies for companies in the US, Canada, the UK and continental Europe. The updated guidelines, which apply to shareholder meetings held after 1 January 2026, indicate a shift away from rigid, uniform voting prescriptions and towards one with more customization and sees proxy advisors act more as research providers than as standard setters.
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Do ISS and Glass Lewis have too much influence? Yes, say most – but that doesn’t mean it’s not political
I’ve spent much of the past week having conversations with governance people – and one very small proxy advisory firm – about their takes on the debate raging around the influence of the big two: ISS and Glass Lewis. Recent weeks have seen talk of the ‘weaponization of shareholder proposals’; Elon Musk has famously described them as ‘corporate terrorists’; the Wall Street Journal reported that US President Donald Trump is considering an executive order to curb the power of the proxy advisors, as well as the fact that these two behemoths are facing an anti-trust investigation for their roles in…
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Tesla: How do you get support for a $1 trn pay package? Give shareholders a slice of the pie
ISS is recommending against Tesla CEO Elon Musk’s $1 tn compensation package. Glass Lewis too. CalPERS and NBIM, manager of the world’s most valuable sovereign wealth fund, have each come out publicly against. But with the Tesla AGM happening today online and at Tesla’s Gigafactory Texas, one small, family-run proxy advisory firm – whose ESG-skeptic voting guidelines are offered by ISS, and which boasted the $57 bn Texas Permanent School Fund as the first state fund to sign up – is backing Musk’s compensation. ‘We’re strongly focused on the alignment of incentives,’ says Jerry Bowyer, CEO of Bowyer Research, who…
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Executive pay: Say-on-pay support stays steady and other lessons from the 2025 proxy season
With the 2025 North American proxy season now officially closed, emerging trends in executive compensation are offering valuable insights and shaping important considerations for boards going forward. Here, we explore some of these issues and ways boards and management teams can start to incorporate these into planning for next year’s shareholder meeting.
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How the SEC’s ‘pendulum swing’ has realigned rules with market realities this proxy season
DE&I, ESG proposals trends and regulatory changes take center stage at Governance Intelligence briefing How is the proxy season evolving? During a recent Governance Intelligence briefing on Lessons from the 2025 Proxy Season – held in partnership with BetaNXT – Amanda Thrash, senior counsel and assistant corporate secretary at The Williams Companies, said that DE&I issues were still of central importance to investors in 2025. ‘You had large institutional investors like State Street and proxy advisors like Glass Lewis both stating that they would vote against or recommend voting against directors on boards in companies that were not 30 percent gender diverse,’ she said.…
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Five reasons why public companies should conduct post-shareholder meeting engagement
The annual shareholder meeting marks a major milestone for public companies – but it is not the finish line. Instead, it offers a starting point for deeper, more meaningful shareholder engagement throughout the rest of the year.
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‘Err on the side of transparency’: Dave Bezanson on how to execute a successful earnings
Ahead of our upcoming IR Impact Forum – Canada, set to be held in Toronto on April 3, we have caught up with some of the event’s leading speakers to understand their outlook for investor communications in Canada.
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Is DEI dead or alive at US companies this proxy season?
Diversity, equity and inclusion (DEI). Over recent times, the acronym has become inescapable – and corporate life is no exception
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Five key steps companies should take before launching their next shareholder meeting
With the shareholder meeting season rapidly approaching it is important for companies to be aware of the shifts in corporate governance trends.
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Off-season engagement highlights shifting views on ESG
Companies ponder how to keep talking about sustainability We’re coming to the end of ‘off season’ – when many companies go out on the road to engage with key institutional investors ahead of their annual shareholder meeting. According to a recent IR Magazine survey, around two thirds of IR teams say they have a program of activities focused on governance issues away from AGM season. It’s a practice that has increased as investors have taken a growing interest in ESG issues, offering the chance for senior management – and in some cases board members – to interact directly with major…
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Trillium Asset Management: Shareholder proposals shouldn’t be seen as an extreme form of escalation
Interview taken from the Governance Intelligence Playbook: Your AGM, your investors, your engagement As chief advocacy officer with Trillium Asset Management, Jonas Kron leads the firm’s advocacy program to engage with companies on their environmental and social performance. He spoke to IR Magazine sister site Governance Intelligence about aspects of that work in the run-up to and during AGMs. Click here to download the Governance Intelligence Playbook: Your AGM, your investors, your engagement for more from Kron and more actionable advice from experts on getting the most from your annual meeting engagement. Shareholder proposals must be filed at least six months before a company’s AGM.…
