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2007 Proxy Season Scorecard

To keep clients, industry constituents and journalists informed on the latest vote results from the 2007 crop of annual shareholder meetings, ISS Governance Services is pleased to present the Proxy Season Scorecard.

Highlights To-Date from the Scorecard include:

  • Support for antitakeover proposals remained strong in 2007, but votes for resolutions related to poison pills are down, reflecting lower support for some that were seeking to codify "pill policies" in the bylaws.
  • Support is up for almost all the key proposals related to executive pay. A standout among these is the resolution asking companies to use performance-based stock options, which received 39.0 percent support and represents an 8.5 percent increase from last year. Proposals asking for incentive pay "clawback" in the event of certain financial restatements are also getting increased support from votes cast--39.9 percent on average so far this year, compared with 23.7 percent in 2006.
  • Environmental and social resolutions continue to gain more traction. Proposals to report on political contributions, for example, have received 24.1 percent support, up from 20.5 percent last year.

The ISS Governance Services Proxy Season Scorecard will continue to provide the latest data on the 2007 proxy season. We encourage you to visit often.

2007^ 2006^^  
  # of Proposals Average Vote+ # of Proposals Average
Vote+
Current Trend
Governance – Antitakeover Issues
Repeal classified board  (2)
39
64.7%
60
66.2%
-1.5
Eliminate supermajority vote (1)
21
67.5%
23
63.3%
4.2
Redeem or Vote on Poison Pills (1)
15
41.20%
19
53.60%
-12.4
Governance – Board Issues
Require majority vote to elect directors (5)
43
50.4%
95
48.8%
1.6
Independent board chairman  (4)
46
26.9%
57
30.3%
-3.4
Proxy Access
3
47.2%
0
-
-
Governance – Executive Pay Issues
Supplemental executive retirement plans (1)
15
32.9%
6
41.9%
-9.0
Link pay-to-performance (3)
40
28.1%
17
30.1%
-2.0
Advisory vote on compensation (6)
52
43.2%
7
40.1%
3.1
Use performance-based stock options (1)
7
39.0%
9
30.5%
8.5
Recoup unearned bonuses
10
31.9%
10
23.7%
8.2
Reform option grant practices
3
37.2%
0
-
-
Social Responsibility Issues
Report on sustainability
18
27.0%
10
23.8%
3.2
Report on energy efficiency
3
26.9%
6
18.4%
8.5
Report on political contributions
29
24.1%
35
20.5%
3.6

^Results obtained as of December 17, 2007.
^^Results for the full calendar year.
Number in parenthesis represents number of 2007 votes (as indicated) that are still pending or awaiting tally.
+Represents support as percentage of shares voted for and against, abstentions excluded
*This document will be updated twice monthly to ensure the latest vote results
Copyright: RiskMetrics Group - ISS Governance Services, 2007

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