Welcome to the October 2017 issue of GuerdonNews^®

The AGM 2017 season is upon us. Starting this month, boards will be facing shareholder judgement of their remuneration and governance settings. It is therefore appropriate that we start this newsletter with a summary of changes within CGI Glass Lewis' and ISS' recently released proxy voting guidelines. 

A reminder too that our 31 October Sydney lunchtime director briefing is on proxy adviser regulation with ASIC Commissioner John Price.  If you are a ASX-listed company director, would like to discuss proxy adviser regulation with the Commissioner, and by some oversight did not receive an invitation, do not hesitate to let us know at info@www.guerdonassociates.com or +61 2 9270 2900. 

In this month's issue we:

• Compare the recently released 2017-2018 proxy voting guidelines for CGI Glass Lewis and ISS to last year's versions, highlighting key changes.

• Summarise our views on the recently released BEAR exposure draft legislation

• Discuss key lessons for boards from the findings of the independent panel's report into CPA Australia's board and executive remuneration decisions.

• Explain the background and rationale behind the recent resale of ISS.

Changes in 2017-2018 Proxy Voting Guidelines

Goalposts change again for nomination and remuneration committees.

While CGI Glass Lewis' proxy voting guidelines have remained relatively static compared to last year, ISS has 9 pages of new guideline material. 

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BEAR - Draft legislation muddies director accountability

Key points from the Guerdon Associates submission on the exposure draft. 

Draft legislation to implement APRA’s the Banking Executive Accountability Regime was released for comment on 22 September, with the comment period ending on 29 September. If you blinked and missed it, we provide you with points to watch out for in the final version.

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Key takeaways for boards from CPA Australia's independent review

Assume that there will be full transparency would be a good starting point. 

The independent review of CPA Australia’s remuneration found that the board continued to increase former CEO Alex Malley’s salary despite advice that his remuneration was well above the 75^th percentile of comparators.  

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ISS sold - again

New owners likely to continue growth of corporate consulting and data business 

Proxy advisory firm Institutional Shareholder Services (ISS) has been purchased by Genstar Capital.

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The information, analysis and opinion in this e-mail and attachments are intended to be for informational purposes only. Analyses are based on information taken from public documents or private surveys, and we do not represent to its accuracy. Guerdon Associates assumes no liability for the use or interpretation of information contained herein. This publication is provided 'as is' without warranty of any kind, either expressed or implied, including, but not limited to, the implied warranties of marketability, fitness for a particular purpose, or non-infringement of third party rights.