Kingsdale Advisors Releases Advanced 2022 Proxy Season Snapshot

• While the 2022 proxy season isn’t over yet, early numbers show activists are coming back with a vengeance, toppling a four-year winning streak from management.

• With a broadening definition of ESG and every aspect of a business under scrutiny, companies need to have a clear understanding of their shareholder base and be consistent and proactive with engagement.

• Full 2022 Proxy Season Review will be available in the fall.

TORONTO--(BUSINESS WIRE)--Kingsdale Advisors, North America’s leading strategic shareholder advisory firm, today released the 2022 Proxy Season Snapshot, an early look at the key trends and major issues affecting shareholder activism and corporate governance. The Snapshot also identifies major regulatory changes and new voting recommendations from proxy advisors. The full 2022 Proxy Season Review will be available in the fall.

Highlights from the 2022 Proxy Season Snapshot:

• Activists Topple Four-Year Management Win Streak: While the 2022 proxy season isn’t over yet, the current win rate shows activists are coming back with a vengeance. With a broadening definition of ESG (environmental, social and governance) and every aspect of a business under shareholder scrutiny, companies need to have a clear understanding of their shareholder base and be consistent and proactive with engagement.

• Environment Takes the Spotlight: In Canada, environmental proposals from shareholders have consistently hit double digits and 2022 was no exception with 15 as of April 30. Regulators on both sides of the border have also proposed new frameworks requiring greater disclosure of a company’s climate-related risks and associated greenhouse gas emissions.

• Gender Diversity and Overboarding in 2023?: Words matter, and this year, both ISS and Glass Lewis took a harder stance. Glass Lewis replaced references in its guidelines to female directors with “gender diverse directors,” while ISS hit companies with WITHHOLD recommendations if words such as “aspires to,” “aspirational” or “near” were used in written policies to achieve at least 30% female representation on the board as it was not seen as a firm commitment. We also note that with ISS and Glass Lewis’ requirement to have at least 30% female or gender diverse representation on boards by 2023, female directors are at risk of being considered overboarded. Why? Too many companies have been slow to add female representation to their boards and develop a pipeline of female leaders to fill directorship roles. Now, they are jammed with the consequences of inaction. We expect a year-end rush of recruitment and recommend companies proactively create a pipeline of candidates now.

Download the 2022 Proxy Season Snapshot.

About Kingsdale Advisors:

With offices in Toronto and New York, Kingsdale Advisors is the leading advisor to public companies on all shareholder, governance, and transaction related matters having acted on the largest and highest profile proxy fights, transactions, and other special situations. Since 2003, public companies across North America have looked to the expertise of Kingsdale Advisors to secure the success of transactions or resolutions driven by shareholder votes. Kingsdale Advisors’ multidisciplinary team offers an array of specialized services focused on strategic and defensive advisory, governance advisory, compensation advisory, strategic communications, and voting analytics.