Toppan Vintage's "Give Investors What They Want In Your Proxy Statement," recounts these sound substantive proxy statement recommendations from Nasdaq's Governance Clearinghouse based on its identification of five overarching concerns expressed by Vanguard, BlackRock and other institutional investors:
- Disclose the company's approach to shareholder engagement: See, e.g., these examples: CVS Health (p8), American Express (p31), UPS (p17), TJX (p21), Western Digital (p11), Goldman Sachs (p8) (courtesy of Argyle's Disclosure Database).
- Consider high-level disclosure of the board's role in setting & reviewing strategy: See, e.g., these shareholder letters: Gallagher, Biogen, Ciena, Freeport-McMoran, Intel (courtesy of Donnelley's Guide to Effective Proxies).
- Demonstrate how pay aligns with strategy: See, e.g., these Donnelley proxy disclosure samples.
- Prove the quality of your board by summarizing board composition highlights visually: See Argyle's Communicating Board Skills in Light of the NYC Comptroller and NYC Pension Funds National Boardroom Accountability Project Campaign - Version 2.0 and Donnelley's sample board diversity graphics and board skills matrix disclosures.
- Highlight how the company manages sustainable growth: See these sample disclosures from Argyle and Donnelley.